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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

          Wednesday, May 19, 2021, Vol. 22, No. 94

                           Headlines



F R A N C E

FONCIA MANAGEMENT: Fitch Assigns Final 'B' LongTerm IDR


G E R M A N Y

TUI CRUISES: Fitch Assigns Final 'B-' IDR, Outlook Positive


I R E L A N D

BILBAO CLO I: Fitch Affirms B- Rating on Class E Notes
BILBAO CLO II: Fitch Affirms BB- Rating on Class D Notes
FRANKLIN IRELAND: S&P Affirms 'B-' ICR, Outlook Negative
OAK HILL III: Fitch Affirms B- Rating on Class F-R Notes
OZLME VI DAC: Fitch Affirms B- Rating on Class F Notes

ST. PAUL'S V: Fitch Affirms Final B- Rating on Class F-R Notes
ST. PAUL'S V: Moody's Affirms B2 Rating on EUR10MM Class F-R Notes
ST. PAUL'S VII: Fitch Affirms B- Rating on Class F-R Notes
TORO EUROPEAN CLO 6: Fitch Affirms B- Rating on Class F Notes


I T A L Y

NAPLES CITY: Fitch Affirms 'BB' LongTerm IDRs, Outlook Stable


N O R W A Y

NORWEGIAN AIR: French Employees Seek Liquidation of Unit


R U S S I A

NOVOSIBIRSK CITY: Fitch Affirms 'BB' LT IDRs, Outlook Stable
SMOLENSK REGION: Fitch Withdraws All Ratings


T U R K E Y

[*] TURKEY: To Announce Relief Package for Pandemic-Hit Companies


U N I T E D   K I N G D O M

EUROSTAR: Secures GBP250MM Rescue Package Amid Covid-19 Crisis
GREAT BRITISH PRAWNS: Enters Administration, 18 Jobs Affected
GREENSILL CAPITAL: Grant Thornton Hired to Probe GAM Relationship

                           - - - - -


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F R A N C E
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FONCIA MANAGEMENT: Fitch Assigns Final 'B' LongTerm IDR
-------------------------------------------------------
Fitch Ratings has assigned Foncia Management SAS a final Long-Term
Issuer Default Rating (IDR) of 'B' with a Stable Outlook. It has
also assigned Foncia's senior secured facilities a final 'B+'
rating with a Recovery Rating of 'RR3' (51%). The senior unsecured
debt facilities issued by Flamingo Lux II SCA and guaranteed by
Foncia have been assigned a final 'CCC+' rating with a Recovery
Rating of RR6 (0%).

Foncia's ratings reflect its leading market position within the
fragmented French residential real estate services (RRES) market,
the recurring nature of the majority of its revenues, its sticky
customer and contract base, and stable demand for its services,
even in recent adverse market conditions. Foncia's scale provides a
distinct advantage compared with its competitors.

The ratings are constrained by Foncia's high leverage with year to
end-December 2021 (FY21) funds from operations (FFO) gross debt
leverage ratio expected at 8.4x, decreasing to 6.7x in FY24.

KEY RATING DRIVERS

Stable EBITDA Margins: Foncia's main business segments include
lease management (LM; over 30% of FY20 revenues) where Foncia
manages dwellings on behalf of landlords, joint property management
(JPM; over 30%) managing common areas in jointly owned residential
buildings, and the more variable property brokerage (over 13%). Of
these three, the highest margins are from LM, which encompasses
highly profitable ancillary services like rental guarantees.

Consolidated EBITDA margins have historically been around 22%.
Fitch expects them to improve to around 27% in the next three years
following the implementation of efficiency measures, including
further digitalisation of internal processes.

Recurring Revenue Provides Visibility: Around 80% of revenues
(mainly from LM and JPM, together RRES) are recurring and largely
independent of economic cycles, which contributes to the stability
and visibility of the group's financial profile. The brokerage
division in France is the most volatile and has been affected by
physical difficulties in conducting transactions during the
lockdown period. The brokerage segment is exposed to adverse
changes in customer sentiment (particularly if the post-pandemic
labour market deteriorates, affecting volumes and values of
units).

Concentration on France: Around 90% of Foncia's FY20 revenue was
generated in France. Foncia is a market leader in RRES business
with a presence across the country, especially in large cities with
strong development potential. Foncia holds an estimated 13% market
share and manages 1.5 million dwellings - two times more than its
closest competitor. Market fundamentals are positive with a steady
growth of dwelling volumes by around 1% a year.

Regulatory Risk: RRES operations in France operate within various
regulatory frameworks. Changes in regulations, intended to protect
smaller market participants like private landlords, tenants or
apartment buyers, could adversely impact margins of the residential
property servicing companies including Foncia. On the other hand,
increasing regulatory obligations limit competition as smaller
companies lack the scale to cope with this increasing burden while
remaining profitable.

Acquisitive Growth: The fragmented nature of the RRES market
provides opportunities for business consolidation. Foncia has been
growing since 2016 with revenue CAGR of around 7%, mainly driven by
acquisitions. Fitch expects the acquisition strategy to remain
largely unchanged as a pillar of Foncia's growth strategy.

Acquisitions Entail Execution Risk: Foncia has a positive record of
integrating newly acquired bolt-on companies, aided by a designated
integration team. A key platform to extracting synergies from
acquisitions and expand the business's fees and profit is the
ongoing digitalisation of the group's operations (including
capturing cross-selling opportunities and internal operating cost
efficiencies).

High Leverage but Robust FCF: Fitch forecasts opening FFO gross
leverage in FY21 to reach 8.4x. Over the rating horizon (until
YE24) leverage is forecast to decrease to 6.7x aided mainly by
margin improvement. Although free cash flow (FCF) generation
capacity is robust, more rapid deleveraging will be constrained by
the need to maintain the acquisitive growth strategy.

DERIVATION SUMMARY

Foncia's rating derivation to peers is more a function of the
characteristics of a broad peer group than specific companies.
Fitch used peers from Fitch's business services market portfolio.
The key characteristics of the peer group include: (i) generally
strong recurring revenue streams and/or stable customer base; (ii)
a focus on a single geographical market; (iii) defensible market
positions and reputational value; (iv) potential exposure to future
regulatory risk; (v) growth strategy dependent on tuck-in
acquisitions; and (vi) high but sustainable leverage supported by
moderate cash flow. Foncia has higher margins and a stronger
competitive position than some of its peers, but it is also more
reliant on M&A to meet growth targets.

KEY ASSUMPTIONS

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

-- Revenue CAGR of 7.8% from FY21 to FY24 supported by ongoing
    M&A;

-- Excluding Covid-19's impact on FY21, over 1.0% annual organic
    growth;

-- Revenues and EBITDA arising from acquisitions made during a
    given year are annualized;

-- EUR690 million spent on M&A activity during FY21 to FY24 at 7x
    EBITDA multiple, 25% EBITDA margins, and financed mostly from
    cash flow with the remainder through drawing the revolving
    credit facility (RCF).

Recovery Ratings Assumptions

The recovery analysis assumes that Foncia would be reorganised as a
going concern (GC) in bankruptcy rather than liquidated.

GC EBITDA: Fitch has estimated a GC EBITDA for Foncia of EUR200
million. In Fitch's view, default would be the result of an
impairment of the core RRES business segment leading to a
diminished market position possibly as a result of regulatory
changes.

Multiple: An EV multiple of 6.0x EBITDA is applied to the GC EBITDA
to calculate a post-reorganisation enterprise value. The multiple
is explained by (i) low customer churn; (ii) stable demand for
Foncia's services; and (iii) highly recurring revenues.

Estimated Creditor Claims: Fitch has included EUR9 million
super-senior loans at the operating companies' level. The senior
secured RCF of EUR438 million would be fully-drawn upon default.
The remaining pari passu senior secured instruments include a
proposed term loan B and a senior secured note totalling EUR1,675
million. Junior debt includes a senior unsecured note of EUR250
million.

After deducting 10% for administrative claims, Fitch's principal
waterfall analysis generated a ranked recovery for the all-senior
secured capital structure of 'RR3' and 'RR6' for the senior
unsecured notes. The estimated waterfall generated recovery
computation is 51% and 0%, respectively.

RATING SENSITIVITIES

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

-- FFO leverage sustainable below 6.5x;

-- FFO interest coverage sustainable above 3.0x;

-- FCF (pre-M&A) approaching a double-digit margin;

-- Successful delivery of efficiency/cost-saving programmes.

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

-- FFO leverage sustainable above 8.0x;

-- FFO interest coverage sustainable below 2.0x;

-- FCF margin (pre-M&A) sustainably below 0%;

-- Regulatory changes adversely impacting revenues and/or
    margins.

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: Each element of the new financing (except
for the RCF) is structured as a bullet repayment with long-dated
maturities and no amortising tranches. Foncia has access to EUR438
million of the RCF. Given Foncia's strong ability to generate FCF,
Fitch considers liquidity sufficient, even if treating EUR20
million of cash as restricted cash due to intra-year working
capital needs.

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 to the way in which they are being
managed by the entity.




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G E R M A N Y
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TUI CRUISES: Fitch Assigns Final 'B-' IDR, Outlook Positive
-----------------------------------------------------------
Fitch Ratings has assigned TUI Cruises GmbH (TUI Cruises) a final
Issuer Default Rating (IDR) of 'B-' with Positive Outlook and its
6.5% senior unsecured notes due 2026 a long-term 'CCC' rating with
a Recovery Rating of 'RR6'.

The assignment of the final ratings follows the completion of the
notes issue and receipt of documents conforming to the information
previously received. The ratings are the same as the expected
ratings assigned on 4 May 2021.

The IDR is constrained by high leverage due to the impact of the
disruption to the cruise industry caused by pandemic-related
restrictions and also because of the Hapag Lloyd Cruises (HLC)
acquisition in 2020. TUI Cruises' business profile benefits from a
strong market position in the European cruise market with a focus
on Germany as well as the company's premium product offering and
high repeat customer base. Successful execution of the currently
ramp-up phase is expected to result in an improved financial
profile in 2022, which is reflected in the Positive Outlook.

KEY RATING DRIVERS

Strong Business Profile: TUI Cruises is a mid-sized cruise ship
business with two well-recognised brands, Mein Schiff and HLC,
operating in the premium and luxury segments of the market,
respectively. Its customer base is primarily Germany, which is the
largest and one of the fastest growing markets in Europe. In
addition to its strong market position with an estimated 35% market
share, a concentrated customer base enables the company to better
customise its product offering to customer tastes, resulting in
high repeat bookings at 60%-70% of total customers in 2020. This
firmly positions TUI Cruises to sustain its current market position
while growing the business through the planned addition of new
ships from 2024 onwards.

High Profitability: TUI Cruises' premium product offering results
in industry-leading profitability, with an EBITDA margin of close
to 40% in 2019. The company also benefits from the marketing
platform of TUI AG (its 50% owner) as well as the technical
expertise of Royal Caribbean (the other 50% owner) for ship
operations and new-build activity. The company's fleet is among the
youngest in the industry with an average age of less than 10 years
resulting in both lower maintenance capex and fuel consumption.

Well-Managed Covid-19 Impact: TUI Cruises was able to reduce
operating costs by 60% through minimised labour costs, furloughs
and layoffs. It was the first mass-market cruise to return to
service in July 2020 after receiving approvals from German and
Greek port authorities under the EU Healthy GateWays policy. The
company was able to operate about 30% of its ships for most of
2H20, albeit at lower occupancies. Its ramp-up is expected to
accelerate in May 2021 with all ships back in operation by August
2021. Ship occupancy levels are expected to continue to increase
until spring 2022.

Successful Restart of Operations Important: Fitch estimates TUI
Cruises' current level of operations resulted in on average about
EUR30 million per month of cash burn during most of 2H20 and 1Q21,
after including interest, capex and debt amortisation. Fitch
expects this to break-even in July 2021 with management's planned
ramp-up of operations. TUI Cruises has over 75% bookings for its
3Q21 operations and is pending approval from port authorities in
Germany and Greece, expected in the next month. A delay in
resumption of operations will reduce the company's available
liquidity buffer as well as somewhat delay the expected improvement
in the financial profile.

Financial Profile to Improve: The HLC acquisition for an enterprise
value of about EUR1.1 billion, including about EUR400 million of
debt and debt like items, and severely reduced operations in 2020
led to negative cash flow from operations of EUR324 million, of
which half was working-capital outflow, which has stabilised since
August 2020. Fitch expects FFO to remain negative in 2021, leading
to unsustainable leverage metrics. However, with the ramp-up of
operations in 2021 and 2022, Fitch expects FFO adjusted gross
leverage to improve to close to 6.5x by end-2022 (2019: 3.6x).
Fitch expects this metric to further improve by about 1x in 2023,
but to increase to about 6.0x in 2024 due to planned new build
capex. Fitch forecasts FFO fixed charge coverage to remain strong
for the rating from 2022 at over 4.0x.

Standalone Issuer Rating: TUI Cruises is rated on a standalone
basis despite its ownership by TUI AG and Royal Caribbean. Both
shareholders account TUI Cruises as a joint venture in their
balance sheets and there are no relevant contingent liabilities or
cross guarantees between the owners and TUI Cruises. TUI Cruises
manages its funding and liquidity independently. It has operational
related-party transactions with the owners, primarily in marketing
and technical operations, but these are conducted on an arms-length
basis.

Senior Unsecured Bonds Rating: TUI Cruises' 6.5% EUR300 million
senior unsecured bonds maturing in 2026 shores up liquidity during
the ramp-up. The 'CCC' rating on the bonds is based on Fitch's
recovery analysis on a going-concern (GC) basis. The presence of
significant prior-ranking debt, ahead of the EUR300 million bonds,
results in 0% recovery for the bonds and, consequently, the 'RR6'
Recovery Rating.

DERIVATION SUMMARY

All major cruise operators such as Royal Caribbean, Carnival or NCL
Corporation (Norwegian) faced severe operating and liquidity
pressures during 2020. In the case of TUI Cruises, revenue declined
by a lower extent than main operators (75% vs 80%) and costs were
more flexible with a higher absorption capability (70%). Capex was
also significantly lower for TUI Cruises and while cash burn was
material, liquidity is less of a risk now compared with peers,
following the EUR300 million bond issue.

TUI Cruises exhibits a weaker market position than industry leaders
with a significantly larger fleet capacity and EBITDAR. However,
TUI Cruises benefits from recognised brand awareness and
diversification into the luxury segment, where competition is less
intense. Pre-pandemic, TUI Cruises operated with higher margins
(pro-forma for HLC acquisition 2019: 36%) than those of Royal
Caribbean or Carnival as a result of a younger and more efficient
fleet. Margins are also stronger than that of asset-heavy operators
such as NH Hotel Group SA (B-/Negative) or Whitbread PLC
(BBB-/Stable). TUI Cruises is well-positioned to resume activity
and reach break-even EBITDA in 2021 based on planned ramp-up, as it
has been pioneering test-bubble cruises contrary to peers still in
drydock, supporting the Positive Outlook.

The whole cruise sector has undergone a capital-structure
optimisation during the pandemic, with TUI Cruises displaying a
clear deleveraging trajectory to below 6.0x (FFO adjusted gross
leverage) by end-2023.

KEY ASSUMPTIONS

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

-- Ticket prices based on realised bookings slightly lower-than
    management's expectations for 2021 and taking into account
    management's strategy of not increasing prices going forward;

-- 2021 sailing timelines in line with management's guidance but
    with slightly lower occupancy levels;

-- Cost of sales and sales general & administration as a share of
    sales 0%-1% higher than management's guidance;

-- Other operating expenses as a share of sales at 1.5%-2% higher
    than management's guidance to reflect ramp-up, integration
    with HLC or absence of fuel hedges, among other operational
    risks;

-- Restricted cash of EUR45 million, broadly in line with EUR41.8
    million in 2020;

-- Capex in line with management's guidance for the next four
    years;

-- Cash sweep as applicable based on the definition;

-- No dividend payment during 2021-2024.

KEY RECOVERY RATING ASSUMPTIONS

-- The recovery analysis assumes that TUI Cruises would be
    reorganised as a GC in bankruptcy rather than liquidated.
    Ships can be sold for scrap but this typically does not occur
    until the tail end of its useful life (30-40 years) and at a
    much greater discount relative to initial construction cost.
    This is due to the inherent cash flow-generating ability of
    ships, even older ones, which can be moved into cheaper/less
    favorable locations as they age.

-- A 10% administrative claim.

GC Approach

-- TUI Cruises' GC EBITDA is based on Fitch's EBITDA forecast for
    2022, which is about 28% lower than 2019 EBITDA, pro-forma for
    the HLC acquisition.

-- The GC EBITDA estimate reflects Fitch's view of a stressed but
    sustainable, post-reorganisation EBITDA upon which Fitch bases
    the enterprise valuation (EV).

-- An EV multiple of 6.0x EBITDA is applied to GC EBITDA to
    calculate a post-reorganisation EV.

-- The company's revolving credit facility (RCF), term loan I and
    KfW loan are all assumed to be fully drawn upon default.

-- The allocation of value in the liability waterfall results in
    recovery corresponding to 'RR6' for the senior unsecured notes
    with waterfall generated recovery computation at 0%.

RATING SENSITIVITIES

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

-- Visibility on lifting of Covid-19 restrictions with no
    mobility constraints leading to EBITDA margin above 30%;

-- Successful resumption of operations leading to positive FCF
    generation sustaining liquidity buffer;

-- FFO adjusted gross leverage sustainably below 6.5x;

-- Improvement in recovery assumptions due to EBITDA or reduction
    in prior-ranking debt could lead to an upgrade of the senior
    unsecured bond rating.

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

-- FFO adjusted gross leverage consistently above 7.5x;

-- Additional external liquidity requirement in the next year,
    potentially due to delay in the planned ramp-up of operations;

-- Deeper and longer Covid-19 disruption than currently modelled.

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

TUI Cruises' liquidity is adequate. Total liquidity at end-2020 was
EU239 million (after adjusting for EUR42 million of restricted cash
as defined by Fitch), including EUR175 million undrawn under term
loan I and EUR60 million undrawn under the KfW loan. TUI Cruises
also received EUR80 million in equity injection from shareholders
in March 2021.

Fitch forecasts negative FCF of EUR284 million in 2021 in addition
to scheduled debt repayment of EUR48 million, against planned
EUR269 million drawdowns of available debt facilities, in addition
to the EUR80 million equity injection and the EUR300 million bond
issue.

ESG CONSIDERATIONS

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




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I R E L A N D
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BILBAO CLO I: Fitch Affirms B- Rating on Class E Notes
------------------------------------------------------
Fitch Ratings has revised Bilbao CLO I DAC class D and E notes'
Outlook to Stable from Negative and affirmed all ratings.

      DEBT                 RATING          PRIOR
      ----                 ------          -----
Bilbao CLO I DAC

A-1A XS1804146733   LT  AAAsf   Affirmed   AAAsf
A-1B XS1804147038   LT  AAAsf   Affirmed   AAAsf
A-2A XS1804147384   LT  AAsf    Affirmed   AAsf
A-2B XS1804147624   LT  AAsf    Affirmed   AAsf
A1-C XS1804148358   LT  AAAsf   Affirmed   AAAsf
B XS1804148192      LT  Asf     Affirmed   Asf
C XS1804148432      LT  BBB-sf  Affirmed   BBB-sf
D XS1804148788      LT  BBsf    Affirmed   BBsf
E XS1804148861      LT  B-sf    Affirmed   B-sf

TRANSACTION SUMMARY

The transaction is a cash flow CLO, mostly comprising senior
secured obligations. The transaction is still within its
reinvestment period and is actively managed by Guggenheim Partners
Europe Limited.

KEY RATING DRIVERS

Stable Asset Performance

Bilbao CLO I DAC was at target par as of the latest investor report
dated 8 April 2021. The transaction was passing all portfolio
profile tests, collateral quality tests and coverage tests except
for the Fitch-weighted average spread (WAS) test (3.54% versus a
minimum of 3.55%). There is no exposure to defaulted assets.

Resilient to Coronavirus Stress

The affirmations reflect a broadly stable portfolio credit quality
since February 2021. The Stable Outlooks on all investment-grade
notes, and the revision of the Outlooks on the sub-investment grade
notes to Stable from Negative reflect the default-rate cushion in
the sensitivity analysis Fitch ran in light of the coronavirus
pandemic. Fitch has recently updated its CLO coronavirus stress
scenario to assume half of the corporate exposure on Negative
Outlook is downgraded by one notch instead of 100%.

'B'/'B-' Portfolio

Fitch assesses the average credit quality of the obligors in the
'B'/'B-' category. The Fitch-weighted average rating factor (WARF)
calculated by the agency (assuming unrated assets are CCC) and by
the trustee for the current portfolio was 34.14 and 33.53,
respectively, below the maximum covenant of 36. The Fitch WARF
would increase by 0.8 after applying the coronavirus stress.

High Recovery Expectations

Senior secured obligations comprise at least 99% of the portfolio.
Fitch views the recovery prospects for these assets as more
favourable than for second-lien, unsecured and mezzanine assets.
The Fitch weighted average recovery rate (WARR) of the current
portfolio calculated by the agency is 63.33%.

Diversified Portfolio

The portfolio is well-diversified across obligors, countries and
industries. The top-10 obligor concentration is no more than 16.7%,
and no obligor represents more than 2% of the portfolio balance.

RATING SENSITIVITIES

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

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

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

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

-- Downgrades may occur if build-up of the notes' credit
    enhancement following amortisation does not compensate for a
    larger loss expectation than initially assumed due to
    unexpectedly high levels of default and portfolio
    deterioration. As disruptions to supply and demand due to
    Covid-19 become apparent for other sectors, loan ratings in
    those sectors would also come under pressure. Fitch will
    update the sensitivity scenarios in line with the view of its
    leveraged finance team.

Coronavirus Severe Downside Stress

Fitch has added a sensitivity analysis that contemplates a more
severe and prolonged economic stress caused by a re-emergence of
infections in the major economies. The potential severe downside
stress incorporates a single-notch downgrade to all the corporate
exposure on Negative Outlook. This scenario has no rating impact
across the capital structure.

BEST/WORST CASE RATING SCENARIO

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

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

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

DATA ADEQUACY

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

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

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


BILBAO CLO II: Fitch Affirms BB- Rating on Class D Notes
--------------------------------------------------------
Fitch Ratings has revised Bilbao CLO II DAC class D notes' Outlook
to Stable from Negative and affirmed all ratings.

      DEBT                 RATING          PRIOR
      ----                 ------          -----
Bilbao CLO II DAC

A-1A XS1941071372   LT  AAAsf   Affirmed   AAAsf
A-1B XS1941072008   LT  AAAsf   Affirmed   AAAsf
A-2A XS1941072776   LT  AAsf    Affirmed   AAsf
A-2B XS1941073824   LT  AAsf    Affirmed   AAsf
B XS1941076926      LT  A+sf    Affirmed   A+sf
C XS1941078039      LT  BBB-sf  Affirmed   BBB-sf
D XS1941079193      LT  BB-sf   Affirmed   BB-sf
X XS1941068154      LT  AAAsf   Affirmed   AAAsf

TRANSACTION SUMMARY

Bilbao CLO II DAC is a cash flow CLO mostly comprising senior
secured obligations. The transaction is still in the reinvestment
period and is actively managed by the asset manager.

KEY RATING DRIVERS

Resilient to Coronavirus Stress

All notes, including the most junior class D tranche, show
break-even default-rate cushion based on the current portfolio
analysis and the sensitivity analysis Fitch ran in light of the
coronavirus pandemic. Fitch has recently updated its CLO
coronavirus stress scenario to assume half of the corporate
exposure on Negative Outlook is downgraded by one notch (floored at
'CCC+') instead of 100%.

Portfolio Quality Improved

The portfolio's weighted average credit quality is 'B'/'B-'. By
Fitch's calculation, the portfolio weighted average rating factor
(WARF) is 34.6, which is largely unchanged from the last review in
September 2020. However, assets with a Fitch-derived rating (FDR)
on Negative Outlook has decreased to 17% of the portfolio balance,
from 29% in the last review. The portfolio's WARF would increase by
1 point in Fitch's coronavirus baseline analysis. Assets with an
FDR in the 'CCC' category or below make up about 5% of the
collateral balance if including 0.6% unrated assets.

The transaction is slightly above par. It is also passing all tests
including the 'CCC' test. The portfolio is diversified with the top
10 obligors and the largest obligor at below 15% and 2%
respectively.

Senior secured obligations comprise 99% of the portfolio, which
have more favourable recovery prospects than second-lien, unsecured
and mezzanine assets. Fitch's weighted average recovery rate of the
current portfolio based on the latest investor report dated 20
April 2021 was 66.7%.

RATING SENSITIVITIES

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

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

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

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

-- Downgrades may occur if build-up of the notes' credit
    enhancement following amortisation does not compensate for a
    larger loss expectation than initially assumed due to
    unexpectedly high levels of defaults and portfolio
    deterioration. However, this is not Fitch's base case.

Coronavirus Downside Sensitivity

Fitch has added a sensitivity analysis that contemplates a more
severe and prolonged economic stress in the major economies. The
downside sensitivity applies a single-notch downgrade to the FDRs
of the corporate exposures on Negative Outlook (floored at CCC+).
This sensitivity has no rating impact on the notes except for class
D, which would be one notch lower.

BEST/WORST CASE RATING SCENARIO

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

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

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

DATA ADEQUACY

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

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

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


FRANKLIN IRELAND: S&P Affirms 'B-' ICR, Outlook Negative
--------------------------------------------------------
S&P Global Ratings affirmed its 'B-' issuer credit rating on
Franklin Ireland Topco Ltd. (Planet)  and its 'B-' issue ratings on
its term loan and RCF facilities.

The negative outlook indicates that S&P could lower the ratings in
the next 12 months if it believed that the group's capital
structure had become unsustainable, potentially due to a
slower-than-anticipated recovery in international travel, and if
Planet's credit metrics remained materially weak.

S&P said, "We have revised our forecasts for Planet because we
foresee a slower recovery in international travel than previously
anticipated.Ongoing COVID-19-related lockdowns and travel
restrictions continue to affect international travel. Although the
rollout of several vaccines inspires hope that social and economic
activity will begin to normalize, the outlook on international
travel remains uncertain. We now anticipate a delay in recovery to
after the crucial summer season and an acceleration in travel more
toward year-end 2021. This is critical for Planet since it heavily
relies on travel from Asia to Europe, which we expect will remain
largely restricted during the summer season. As a result, we
anticipate 2021 will be another difficult year for Planet in the
segments related to travel and forecast a further 5%-10% decline in
the company's revenue compared with 2020, as well as EUR20
million-EUR40 million reported EBITDA. We therefore expect negative
reported FOCF after leases of EUR20 million-EUR40 million in 2021,
after an estimated EUR20 million-EUR22 million negative FOCF in
2020. This compares with our previous forecast of break-even
reported FOCF after leases for 2021.

"We expect the potential investment from Advent to support Planet's
credit quality at the 'B-' level.As part of the potential equity
investment from Advent, Planet has requested an extension of its
debt maturities from 2024 to 2026 for the EUR418 million term loan
B tranches. This would enable the company to navigate through the
slower-than-anticipated travel recovery with more agility.
Furthermore, the company has obtained an additional covenant
resting holiday until fourth-quarter 2022. The company currently
has about EUR60 million cash and an expected operating cash burn of
maximum EUR35 million in the next 12 months, after which we expect
Planet to generate positive cash flow. We note that a
bigger-than-expected cash deterioration, without any additional
funding, would markedly constrain liquidity, but we understand that
the shareholders would likely step in to provide additional
liquidity.

"We expect credit metrics will recover significantly in 2022.In our
view, widespread COVID-19 immunization in most developed economies
is achievable by the end of third-quarter 2021. We believe this
will help to ease or lift travel restrictions and restore
confidence in travelling internationally. In our base case, we
assume that air traffic will reach 70%-80% of 2019 levels in 2022,
with recovery to 2019 levels by 2024. We forecast that Planet's
2020 revenue will be at 80%-90% compared with 2019, driven by
travel recovery and strong growth from its processing and acquiring
business segment thanks to new customer contracts, which were
already signed in 2020 and early 2021, increased volumes in retail
and hospitality, and product cross selling. We note that Planet is
mostly exposed to higher-income leisure travellers, whom we
anticipate will resume their travelling plans more quickly than
business and lower-income leisure travellers. Furthermore, Planet
successfully implemented several cost-savings initiatives during
2020, cutting operating expenditure (opex) by about 40% amid a
subdued travel environment. Although we anticipate a moderate
increase of opex as travel levels bounce back, we expect the
adjusted EBITDA margin will return to at least 2019 levels by
end-2022, and the company will be able to generate FOCF after
leases of EUR20 million-EUR35 million.

"The negative outlook reflects our view of high uncertainty
surrounding the full effects of the pandemic, especially on
international travel. A slower-than-anticipated recovery could
prevent Planet' credit metrics from gradually improving in line
with our base case in 2021 and beyond.

"We could lower the rating if we believed that the group's capital
structure had become unsustainable. This could occur if its credit
metrics remained significantly weakened, such that beyond 2021 the
company generated negative FOCF and leverage remained very high,
with no material support from shareholders.

"We could also consider downgrading Planet if there was an
increased likelihood of specific default events occurring,
including an increased liquidity pressure without new funding,
covenant breach, non-payment of interest, debt restructuring, or a
distressed exchange.

"We could revise the outlook to stable once we have more certainty
regarding the recovery of international travel and the impact on
Planet's operating performance, liquidity, and cash flows. An
affirmation would hinge on a recovery in line with our base case
and the company generating positive FOCF, reducing leverage, and
maintaining adequate liquidity."


OAK HILL III: Fitch Affirms B- Rating on Class F-R Notes
--------------------------------------------------------
Fitch Ratings has affirmed Oak Hill European Credit Partners III
DAC and revised the Outlook on the junior notes to Stable from
Negative.

      DEBT                 RATING          PRIOR
      ----                 ------          -----
Oak Hill European Credit Partners III DAC

A-1-R XS1642509548   LT  AAAsf  Affirmed   AAAsf
A-2-R XS1642510801   LT  AAAsf  Affirmed   AAAsf
B-1-R XS1642511528   LT  AAsf   Affirmed   AAsf
B-2-R XS1642511791   LT  AAsf   Affirmed   AAsf
B-3-R XS1642512252   LT  AAsf   Affirmed   AAsf
C-R XS1642512682     LT  Asf    Affirmed   Asf
D-R XS1642513656     LT  BBBsf  Affirmed   BBBsf
E-R XS1642514035     LT  BBsf   Affirmed   BBsf
F-R XS1642516592     LT  B-sf   Affirmed   B-sf

TRANSACTION SUMMARY

Oak Hill European Credit Partners III DAC is a cash flow CLO mostly
comprising senior secured obligations. The transaction is still
within its reinvestment period and is actively managed by Oak Hill
Advisors (Europe), LLP.

KEY RATING DRIVERS

Resilient to Coronavirus Stress: The affirmations reflect the
broadly stable portfolio credit quality of the transaction since
January. Fitch recently updated its CLO coronavirus stress scenario
to assume that half of the corporate exposure on Negative Outlook
is downgraded by one notch, instead of 100%. The revision of
Outlook on the class E-R and F-R notes to Stable from Negative and
Stable Outlooks on the other notes reflect the default-rate
cushions in the sensitivity analysis Fitch ran in light of the
coronavirus pandemic.

Stable Asset Performance: The transaction's metrics are similar to
those at the last review in November. The transaction was below par
by 1.61% as of the investor report in April 2021. The Fitch
weighted average rating factor (WARF), weighted average spread and
weighted average life tests failed. All portfolio profile tests and
coverage tests were passing. Exposure to assets with a
Fitch-derived rating (FDR) of 'CCC+' and below was 6.02 %
(excluding non-rated assets).

'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the obligors in the 'B'/'B-' category for the transaction. The WARF
as calculated by Fitch was 34.92 (assuming unrated assets are CCC)
above the maximum covenant of 35. The Fitch WARF would increase by
1.21 after applying the coronavirus baseline stress.

High Recovery Expectations: Senior secured obligations plus cash
comprise 98.51% of the portfolio. Fitch views the recovery
prospects for these assets as more favourable than for second-lien,
unsecured and mezzanine assets.

Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. The top 10 obligor
concentration is 15.28%, and no obligor represents more than 1.75%
of the portfolio balance.

RATING SENSITIVITIES

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

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

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

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

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

-- Fitch has added a sensitivity analysis that contemplates a
    more severe and prolonged economic stress. The downside
    sensitivity incorporates a single-notch downgrade to all FDRs
    on Negative Outlook. The class E-R and F-R notes show marginal
    shortfalls under this scenario.

BEST/WORST CASE RATING SCENARIO

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

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

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

DATA ADEQUACY

Oak Hill European Credit Partners III 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.


OZLME VI DAC: Fitch Affirms B- Rating on Class F Notes
------------------------------------------------------
Fitch Ratings has revised OZLME VI DAC class D, E and F notes'
Outlooks to Stable from Negative, and affirmed all ratings.

     DEBT                 RATING          PRIOR
     ----                 ------          -----
OZLME VI DAC

A XS1992149853     LT  AAAsf   Affirmed   AAAsf
B-1 XS1992145786   LT  AAsf    Affirmed   AAsf
B-2 XS1992146321   LT  AAsf    Affirmed   AAsf
C-1 XS1992147055   LT  Asf     Affirmed   Asf
C-2 XS1992147642   LT  Asf     Affirmed   Asf
D XS1992148616     LT  BBB-sf  Affirmed   BBB-sf
E XS1992149267     LT  BB-sf   Affirmed   BB-sf
F XS1992148889     LT  B-sf    Affirmed   B-sf
X XS1992144623     LT  AAAsf   Affirmed   AAAsf

TRANSACTION SUMMARY

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

KEY RATING DRIVERS

Coronavirus Stress Sensitivity

The affirmation of all tranches reflects a broadly stable portfolio
credit quality since the last review in October 2020. Tranches A to
D show a healthy default-rate cushion in the sensitivity analysis
Fitch ran in light of the coronavirus pandemic. While the class E
and F show some shortfall in the coronavirus stress scenario they
are small and driven by a back-loaded default scenario, which is
not an immediate expectation, hence leading to the Outlook
revision.

This rating action follows the recent update of Fitch's CLO
coronavirus stress scenario to assume half of the corporate
exposure on Negative Outlook is downgraded by one notch instead of
100%.

Stable Asset Performance

The portfolio is above target par. As per the latest investor
report dated 1 April 2021, the transaction was passing all
portfolio profile tests, coverage tests and collateral quality
tests were passing except for the Fitch-weighted average rating
factor (WARF), which was slightly failing. As per 1 April 2021
exposure to assets with a Fitch-derived rating of 'CCC+' and below
was 5.88%, within the transaction's limit of 7.5%.

'B'/'B-' Portfolio:

Fitch assesses the average credit quality of the obligors in the
'B'/'B-' category. As at 8 May 2021, the Fitch-calculated WARF of
the portfolio was 34.23, slightly lower than the trustee-reported
WARF on 1 April 2021 of 34.31, owing to rating migration.

High Recovery Expectations

The portfolio comprises solely senior secured obligations. Fitch
views the recovery prospects for these assets as more favourable
than for second-lien, unsecured and mezzanine assets. The
Fitch-weighted average recovery rate (WARR) of the current
portfolio was 66.2% against a minimum covenant of 64.08% as per the
report.

Diversified Portfolio

The portfolio is well-diversified across obligors, countries and
industries. The top-10 obligor concentration is 14.89% and no
obligor represents more than 1.68% of the portfolio balance. As per
Fitch calculation the largest industry is healthcare at 14.59% of
the portfolio balance, against the transaction's limit of 17.5%.

RATING SENSITIVITIES

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

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

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

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

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

Coronavirus Severe Downside Stress

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

BEST/WORST CASE RATING SCENARIO

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

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

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

DATA ADEQUACY

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

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

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.


ST. PAUL'S V: Fitch Affirms Final B- Rating on Class F-R Notes
--------------------------------------------------------------
Fitch Ratings has assigned St. Paul's CLO V DAC's refinancing notes
final ratings and affirmed the other non-refinanced notes.

         DEBT                     RATING             PRIOR
         ----                     ------             -----
St. Paul's CLO V DAC

Class A-R XS1648272919     LT  PIFsf  Paid In Full   AAAsf
Class A-R-R XS2337080621   LT  AAAsf  New Rating     AAA(EXP)sf
Class B-1-R XS1648273560   LT  AAsf   Affirmed       AAsf
Class B-2-R XS1648274378   LT  AAsf   Affirmed       AAsf
Class C-1-R XS1648274964   LT  Asf    Affirmed       Asf
Class C-2-R XS1648275698   LT  Asf    Affirmed       Asf
Class D-R XS1648276233     LT  BBBsf  Affirmed       BBBsf
Class E-R XS1648277710     LT  BB-sf  Affirmed       BB-sf
Class F-R XS1648277983     LT  B-sf   Affirmed       B-sf

TRANSACTION SUMMARY

St. Paul's CLO V DAC is a cash flow collateralised loan obligation
(CLO). On the refinancing date, the proceeds of the issuance were
used to redeem the class A notes and re-issue them at a lower
spread. The portfolio is managed by Intermediate Capital Managers
Limited. The refinanced CLO envisages a 0.3-year reinvestment
period and a 5.75-year weighted average life (WAL).

KEY RATING DRIVERS

'B'/'B-' Portfolio Credit Quality: Fitch places the average credit
quality of obligors in the 'B'/'B-' range. The Fitch-weighted
average rating factor (WARF) of the current portfolio is 34.9.

High Recovery Expectations: Senior secured obligations comprise
96.7% of the portfolio. Fitch views the recovery prospects for
these assets as more favourable than for second-lien, unsecured and
mezzanine assets. The Fitch-weighted average recovery rate (WARR)
of the current portfolio is 63.07% as per Fitch's latest recovery
assumptions, compared with the trustee-reported WARR (based on
recovery rate provision in the transaction documents) of 62.6%.

Diversified Asset Portfolio: The transaction's Fitch matrix caps
the maximum exposure to the top 10 obligors at 20% and maximum
fixed-rate assets at 10% of the portfolio. The transaction also
includes limits on the Fitch-defined largest industry at a
covenanted 17.5% and the three-largest industries at 40%. These
covenants ensure that the asset portfolio will not be exposed to
excessive concentration.

WAL Extended: The transaction features a 0.3-year reinvestment
period and on the refinancing date, the issuer extended the
weighted average life (WAL) covenant to 5.75 years. After the end
of the reinvestment period the transaction features a static WAL
covenant of 5.5 years. The manager added a portfolio profile test
that limits the proportion of the portfolio that matures in the
last 18 months before the notes' final maturity to 10%. In Fitch's
view this efficiently mitigates the risk of maturity concentration
of the underlying assets in the period directly preceding the final
maturity of the notes.

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

Cash Flow Analysis: Fitch used a customised proprietary cash flow
model to replicate the principal and interest waterfalls and the
various structural features of the transaction, and to assess their
effectiveness, including the structural protection provided by
excess spread diverted through the par value and interest coverage
tests.

Affirmation of Non-refinancing Notes: The affirmation of the class
B, C, D, E and F notes with Stable Outlooks reflect the
transaction's sound performance and the notes' resilience under
Fitch's coronavirus baseline scenario. The transaction was below
par by 189bp as of the investor report on 19 April 2021. The
transaction is currently failing its Fitch WARF, WARR and
'CCC'-rated test. In addition, it is failing the WAS test and
another agency's WARF test. The transaction is passing all other
collateral quality tests, portfolio profile tests and coverage
tests.

Deviation from the Model-Implied Rating: For the class B-1-R and
B-2-R notes, the model-implied rating under the stressed portfolio
analysis would be one notch higher than their current ratings. The
rating deviation reflects the small default-rate cushion at the
model-implied rating, which could easily erode if the portfolio
performance deteriorates.

RATING SENSITIVITIES

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

-- A reduction of the default rate (RDR) at all rating levels by
    25% of the mean RDR and an increase in the recovery rate (RRR)
    by 25% at all rating levels would result in an upgrade of up
    to five notches depending on the notes, except for the class A

    notes which are already at the highest 'AAAsf' rating.

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

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

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

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

Coronavirus Baseline Stress

Fitch has recently updated its CLO coronavirus stress scenario to
assume half of the corporate exposure on Negative Outlook is
downgraded by one notch instead of 100%. The Stable Outlooks on the
class A to F notes reflect the default-rate cushion in the
sensitivity analysis Fitch ran in light of the coronavirus
pandemic.

Coronavirus Severe Downside Stress

Fitch has added a sensitivity analysis that contemplates a more
severe and prolonged economic stress caused by a re-emergence of
infections in the major economies. The severe downside stress
incorporates a single-notch downgrade to all the corporate exposure
on Negative Outlook. This scenario shows no impact to the current
ratings for all notes.

BEST/WORST CASE RATING SCENARIO

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

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

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

DATA ADEQUACY

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

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

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


ST. PAUL'S V: Moody's Affirms B2 Rating on EUR10MM Class F-R Notes
------------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive rating to refinancing notes issued by St.
Paul's CLO V DAC (the "Issuer"):

EUR201,000,000 Class A-R Senior Secured Floating Rate Notes due
2030, Definitive Rating Assigned Aaa (sf)

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

EUR36,000,000 Class B-1R Senior Secured Floating Rate Notes due
2030, Affirmed Aa2 (sf); previously on Jun 10, 2020 Affirmed Aa2
(sf)

EUR16,000,000 Class B-2R Senior Secured Floating Rate Notes due
2030, Affirmed Aa2 (sf); previously on Jun 10, 2020 Affirmed Aa2
(sf)

EUR12,500,000 Class C-1R Senior Secured Deferrable Floating Rate
Notes due 2030, Affirmed A2 (sf); previously on Jun 10, 2020
Affirmed A2 (sf)

EUR7,500,000 Class C-2R Senior Secured Deferrable Floating Rate
Notes due 2030, Affirmed A2 (sf); previously on Jun 10, 2020
Affirmed A2 (sf)

EUR19,500,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2030, Affirmed Baa2 (sf); previously on Jun 10, 2020
Confirmed at Baa2 (sf)

EUR23,500,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2030, Affirmed Ba2 (sf); previously on Jun 10, 2020
Confirmed at Ba2 (sf)

EUR10,000,000 Class F-R Senior Secured Deferrable Floating Rate
Notes due 2030, Affirmed B2 (sf); previously on Jun 10, 2020
Confirmed at B2 (sf)

RATINGS RATIONALE

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

Moody's rating affirmations of the Class B-1R Notes, Class B-2R
Notes, Class C-1R Notes, Class C-2R Notes, Class D-R Notes, Class
E-R Notes and Class F-R Notes are a result of the refinancing,
which has no impact on the ratings of the notes.

As part of this refinancing, the Issuer has extended the weighted
average life by 12 months to February 2027. It has also amended
certain Portfolio Profile Tests, Reinvestment criteria following
the expiry of the reinvestment period, definitions including the
definition of "Adjusted Weighted Average Rating Factor" and minor
features. In addition, the Issuer has amended the base matrix and
modifiers that Moody's has taken into account for the assignment of
the definitive rating.

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

Intermediate Capital Managers Limited will continue to manage the
CLO. It will direct the selection, acquisition and disposition of
collateral on behalf of the Issuer and may engage in trading
activity, including discretionary trading, during the transaction's
remaining reinvestment period which will end in August 2021.
Thereafter, subject to certain restrictions, purchases are
permitted using principal proceeds from unscheduled principal
payments and proceeds from sales of credit risk obligations and
credit improved obligations.

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

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

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

Methodology Underlying the Rating Action:

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

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

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

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

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

Performing par and principal proceeds balance: EUR 343.09 million

Defaulted Par: EUR7.8 million

Diversity Score: 50

Weighted Average Rating Factor (WARF): 3104

Weighted Average Spread (WAS): 3.75%

Weighted Average Recovery Rate (WARR): 43.0%

Weighted Average Life (WAL) (1): 7.5 years


ST. PAUL'S VII: Fitch Affirms B- Rating on Class F-R Notes
----------------------------------------------------------
Fitch Ratings has revised St. Paul's CLO VII DAC's Outlooks to
Stable from Negative, except for the class A notes, which are
already on Stable Outlook. All ratings have been affirmed.

       DEBT                RATING          PRIOR
       ----                ------          -----
St. Paul's CLO VII DAC

A-1-R XS1853371208   LT  AAAsf  Affirmed   AAAsf
A-2-R XS1853372438   LT  AAAsf  Affirmed   AAAsf
B-1-R XS1853372784   LT  AAsf   Affirmed   AAsf
B-2-R XS1853373329   LT  AAsf   Affirmed   AAsf
B-3-R XS1853374053   LT  AAsf   Affirmed   AAsf
C-1-R XS1853374996   LT  Asf    Affirmed   Asf
C-2-R XS1853375886   LT  Asf    Affirmed   Asf
D-R XS1853376421     LT  BBBsf  Affirmed   BBBsf
E-R XS1853376009     LT  BB-sf  Affirmed   BB-sf
F-R XS1853376777     LT  B-sf   Affirmed   B-sf

TRANSACTION SUMMARY

St. Paul's CLO VII DAC is a cash flow collateralised loan
obligation (CLO). Net proceeds from the notes were used to purchase
a EUR400 million portfolio of mainly euro-denominated leveraged
loans and bonds. The underlying portfolio of assets is managed by
Intermediate Capital Managers Limited. The deal exited its
reinvestment period in April 2021.

KEY RATING DRIVERS

Asset Performance Resilient to the Pandemic (Neutral): Asset
performance has been resilient to the pandemic. It was only 0.4%
below par as of the latest investor report available dated 20 April
2021. The transaction is passing all coverage tests. Fitch's
modelling shows rating resilience even though exposure to assets
with a Fitch-derived rating (FDR) of 'CCC+' and below is 13.2%,
over the transaction's 7.5% limit. Exposure to defaulted assets was
reported at EUR5.6 million.

Resilient to Coronavirus Stress (Positive): The Stable Outlooks on
all tranches including today's revision to Stable from Negative for
class B-1, B-2, B-3, C-1, C-2, D, E and F notes reflect their
resilience in the sensitivity analysis Fitch ran in light of the
coronavirus pandemic. Fitch has updated its CLO coronavirus stress
scenario to assume half of the corporate exposure on Negative
Outlook is downgraded by one notch instead of 100%.

Deviation from Model-implied Rating (Neutral): The affirmation of
C-1 and C-2 notes at 'Asf' and of class D at 'BBBsf' is a deviation
from the model-implied ratings of 'A+sf' and 'BBB+sf' respectively.
The deviations by one notch reflect the lack of substantial
default-rate cushion at model-implied rating for each tranche,
especially under the Covid-19 baseline scenario.

'B'/'B-' Portfolio (Neutral): Fitch assesses the average credit
quality of the obligors in the 'B'/'B-' category. The Fitch
weighted average rating factor (WARF) calculated by the agency of
the current portfolio as of 8 May 2021 is 35.87, while it was
reported as 35.42 against a maximum of 34 in the 20 April 2021
monthly report. The Fitch WARF would increase to 36.8 after
applying the Covid-19 baseline scenario.

High Recovery Expectations (Positive): Senior secured obligations
make up 98.1% of the portfolio. Fitch views the recovery prospects
for these assets as more favourable than for second-lien, unsecured
and mezzanine assets. The Fitch weighted average recovery rate
(WARR) of the current portfolio was reported by the trustee at
64.5% as of 20 April 2021 compared with a minimum of 65.9%.

Diversified Portfolio (Positive): The portfolio is well-diversified
across obligors, countries and industries despite the transaction's
amortisation. The top-10 obligor concentration is 18.2% and no
obligor represents more than 2.2% of the portfolio balance. The
largest Fitch-defined industry as calculated by the agency
represents 14.8% and the three-largest Fitch-defined industries at
39.6%, both within their respective limits of 17.5% and 40%.

RATING SENSITIVITIES

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

-- A reduction of the default rate (RDR) at all rating levels by
    25% of the mean RDR and an increase in the recovery rate (RRR)
    by 25% at all rating levels would result in an upgrade of one
    to five notches across the structure.

-- Except for the class A-1 and A-2 notes, which are already at
    the highest rating on Fitch's scale and cannot be upgraded,
    upgrades may occur in case of better-than-expected portfolio
    credit quality and deal performance, leading to higher credit
    enhancement and excess spread available to cover for losses in
    the remaining portfolio. The other tranches could be upgraded
    if the notes start to amortise, leading to higher credit
    enhancement across the structure and if the portfolio's credit
    quality remains stable.

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

-- An increase of the RDR at all rating levels by 25% of the mean
    RDR and a decrease of the RRR by 25% at all rating levels will
    result in downgrades of up to five notches, depending on the
    notes.

-- While not Fitch's base case, downgrades may occur if build-up
    of the notes' credit enhancement following amortisation does
    not compensate for a larger loss expectation than initially
    assumed due to unexpectedly high levels of defaults and
    portfolio deterioration. As disruptions to supply and demand
    due to Covid-19 become apparent for other sectors, loan
    ratings in those sectors would also come under pressure. Fitch
    will update the sensitivity scenarios in line with the view of
    its leveraged finance team.

Coronavirus Severe Downside Stress

Fitch has added a sensitivity analysis that contemplates a more
severe and prolonged economic stress caused by a re-emergence of
infections in the major economies. The severe downside stress
incorporates a single-notch downgrade to all corporate exposures on
Negative Outlook. This scenario would result in a downgrade of no
more than one notch across the capital structure.

BEST/WORST CASE RATING SCENARIO

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

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

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

DATA ADEQUACY

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

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

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


TORO EUROPEAN CLO 6: Fitch Affirms B- Rating on Class F Notes
-------------------------------------------------------------
Fitch Ratings has affirmed Toro European CLO 6 DAC and revised the
Outlooks on the class C and D notes to Stable from Negative.

     DEBT                RATING           PRIOR
     ----                ------           -----
Toro European CLO 6 DAC

A XS2027426456     LT  AAAsf   Affirmed   AAAsf
B-1 XS2027426969   LT  AAsf    Affirmed   AAsf
B-2 XS2027427264   LT  AAsf    Affirmed   AAsf
C XS2027427694     LT  Asf     Affirmed   Asf
D XS2027430649     LT  BBB-sf  Affirmed   BBB-sf
E XS2027431027     LT  BB-sf   Affirmed   BB-sf
F XS2027431290     LT  B-sf    Affirmed   B-sf

TRANSACTION SUMMARY

Toro European CLO 6 DAC is a cash flow CLO mostly comprising senior
secured obligations. The transaction is still within its
reinvestment period and is actively managed by Chenavari Credit
Partners LLP.

KEY RATING DRIVERS

Resilient to Coronavirus Stress: The revision of the Outlook on the
class C and D notes to Stable from Negative and the Stable Outlooks
on the class A, B-1 and B-2 notes reflect the default-rate cushions
in the sensitivity analysis Fitch ran in light of the coronavirus
pandemic. Fitch recently updated its CLO coronavirus stress
scenario to assume that half of the corporate exposure on Negative
Outlook is downgraded by one notch, instead of 100%.

The affirmations reflect the broadly stable portfolio credit
quality of the transaction since November of last year. The
Negative Outlooks on the class E and F notes reflect that
shortfalls still exist in the same sensitivity analysis.

Broadly Stable Asset Performance: The transaction is still in its
reinvestment period and its portfolio is being actively managed by
the collateral manager. The transaction metrics are broadly similar
to those at the last review. The transaction was below par by 1.1%
as of the investor report on 31 March 2021 which is slightly worse
than the last review when it was 76bp below par. All portfolio
profile tests, collateral quality tests and coverage tests were
passing except for small failures in the weighted average spread,
Fitch weighted average rating factor (WARF) and weighted average
recovery rate (WARR) tests. Exposure to assets with a Fitch-derived
rating (FDR) of 'CCC+' and below was 4.32% (excluding non-rated
assets). The transaction had EUR2.5 million in defaulted assets.

'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the obligors in the 'B'/'B-' category for the transaction. The WARF
as calculated by Fitch was 34.93 (assuming unrated assets are
'CCC') and as calculated by the trustee was 34.36, both above the
maximum covenant of 34.00. The Fitch WARF would increase by 1.17
after applying the coronavirus baseline stress.

High Recovery Expectations: Senior secured obligations plus cash
comprise 96.3% of the portfolio. Fitch views the recovery prospects
for these assets as more favourable than for second-lien, unsecured
and mezzanine assets.

Portfolio Well Diversified: The portfolio is well diversified
across obligors, countries and industries. The top 10 obligor
concentration is 15.66%, and no obligor represents more than 2.30%
of the portfolio balance.

RATING SENSITIVITIES

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

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

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

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

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

-- Fitch has added a sensitivity analysis that contemplates a
    more severe and prolonged economic stress. The downside
    sensitivity incorporates a single-notch downgrade to all FDRs
    on Negative Outlook. For this transaction this scenario will
    result in at most two-notch downgrades.

BEST/WORST CASE RATING SCENARIO

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

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

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

DATA ADEQUACY

Toro European CLO 6 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
=========

NAPLES CITY: Fitch Affirms 'BB' LongTerm IDRs, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed the City of Naples' Long-Term Foreign-
and Local-Currency Issuer Default Ratings (IDRs) at 'BB' and
Short-Term Foreign-Currency IDR at 'B'. The Outlooks are Stable.

The ratings reflect Fitch's expectation that Naples' operating
balance will not strengthen to cover annual debt-service
requirements by Fitch's 1x threshold as a post-coronavirus weak
economy will likely hinder improvement on tax- and fee-collection
rates. This, coupled with debt, including inter-governmental loans,
above EUR3 billion by 2025 drives a weak Standalone Credit Profile
(SCP) of 'b-'.

The ratings also reflect Naples' reliance on Italy's preferential
payment mechanism for timely debt service and on inter-governmental
lending, as well as expected net outstanding payables of EUR0.6
billon in the medium term, which put pressure on the city's
liquidity.

Naples has 1 million inhabitants and is the largest city and main
economic hub in the south of Italy. The city's economy is fairly
diversified around services, craftsmanship, industry and
manufacturing.

KEY RATING DRIVERS

Risk Profile: 'Low Midrange'

Naples' 'Low Midrange' risk profile reflects a moderately high risk
that the city's capacity for debt service may weaken over oFitch's
2021-2025 forecast horizon. This is reflected in Fitch's assessment
of three key risk factors as 'Weaker' (revenue and expenditure
adjustability, liabilities and liquidity flexibility), two at
'Midrange' (revenue robustness and expenditure sustainability) and
one at 'Stronger' (liabilities and liquidity robustness).

Revenue Robustness: 'Midrange'

Naples' operating revenue in 2020 fell only 3% (cash basis) to
EUR1.1 billion, due to increased transfers from the national
government offsetting a sharp decline in tax-and-fee revenue
triggered by the pandemic. As cities' tax base is mostly
non-cyclical, Fitch expects a rebound in own-source revenue from
2021-2022 and operating revenue growth of 1.2% over the medium term
in Fitch's baseline scenario. If economic weakness is prolonged
Fitch expects revenue to stagnate at EUR1.1 billion and revenue
growth to be limited to just 0.5%.

Fitch views the national equalisation fund as a revenue stabiliser,
since it accounts for a third of Naples' operating revenue and
mitigates the city's weak tax-and-fee collection rate of about
75%.

Revenue Adjustability: 'Weaker'

Naples is under a recovery plan since 2014, which requires raising
taxes and fee charges up to their legal limit. Fitch believes that
the pandemic may stall Naples' efforts to fight tax evasion and
hinder improvement in tax-collection rates and in expanding the tax
base, ie the revenue-raising flexibility of the city. With an
unemployment rate consistently above 20% and GDP per capita of
EUR19,400 - below the EU average of EUR30,000 - Fitch believes that
the city would rein in its efforts to tackle its shadow economy to
avoid social discontent immediately after the pandemic.

Expenditure Sustainability: 'Midrange'

Fitch views Naples's expenditure structure as fairly predictable
and generally non-cyclical as the city's main responsibilities are
civil registry, urban maintenance, waste collection, transportation
and childcare.

The city has cut operating expenditure by a fourth to EUR1 billion
over the last decade, driven in particular by staff reduction of
over 35%. Naples regularly delays payments on less urgent
liabilities under the preferential payment mechanism, which
prioritises staff, debt service and essential services expenditure.
The city has about EUR40 million off-balance liabilities annually,
which Fitch factors into its average operating balance forecast of
EUR85 million under its rating case. The operating balance rises to
EUR190 million once netted of subordinated commercial liabilities.

Expenditure Adjustability: 'Weaker'

Fitch does not expect further curtailments of public spending,
given the city's low level of existing services following repeated
spending cuts to cope with decades of financial distress. Its debt
service coverage with recurrent resources at below 1x indicates
substantial non-compliance with national prudential budget rules.
State and EU funds will continue to support the city's five-year
capex plan of over EUR1 billion (Fitch forecast), mainly for
transportation and urban renovation, further reducing the scope for
adjusting expenditure if needed.

Liabilities & Liquidity Robustness: 'Stronger'

Under national prudential regulation Naples can only borrow for
capex as long as interest expenses do not exceed 10% of operating
revenue, with an amortising debt structure, and only in local
currency. Cassa Depositi e Prestiti (BBB-/Stable), the lender of
last resort for Italian local and regional governments (LRGs), and
the national government together account for over 75% of Naples'
long-term debt, while bonds represent a modest 9%. Almost the
entire stock of Naples' loans carries fixed interest rates,
reflecting a low risk appetite and a low risk of direct debt
servicing increasing sharply.

Liabilities & Liquidity Flexibility: 'Weaker'

Fitch views Naples' liquidity as earmarked for payables settlement.
Past unpaid liabilities of EUR0.6 billion, nearly half of the
city's budget size, continue to put pressure on liquidity, which
drives Fitch's 'Weaker' assessment on this factor. Partly
mitigating these features is a liquidity line that the city's
treasurer, Intesa Sanpaolo (BBB-/Stable), can extend for up to
EUR280 million cash advances per year by Fitch's calculation (3/12
of operating revenue, which has temporarily been increased to 5/12
or EUR460 million), covering debt service by more than 1x.

Debt Sustainability: 'b category'

Under Fitch's rating case for 2021-2025, Naples' debt will rise to
EUR3.2 billion and debt sustainability will remain in the 'b'
category due to a debt payback of above 30 years. Fitch expects
debt to remain above 250% of operating revenue with no liquidity
buffer and weak debt service coverage. Timely debt service is
ensured by constant use of the preferential payment mechanism.

ESG -Creditor Rights: Naples has an ESG Relevance Score of 4 for
Creditor Rights due to its fund balance deficit (negative working
capital and earmarked funds) stemming from its outstanding net
payables, which could negatively affect its debt sustainability in
the long run.

DERIVATION SUMMARY

Naples' 'b-' SCP combines a 'Low Midrange' risk profile and 'b'
debt sustainability under Fitch's rating scenario of a weak
economy. Debt service coverage at about 0.5x and a fiscal debt
burden above 200% underpin the SCP at 'b-'.

Supported Ratings

Naples received EUR1.3 billion subsidised loans in 2013-2015 and an
additional tranche of EUR500 million in 2020 to pay down its
commercial liabilities. Fitch views these loans as junior to market
financial debt and continues to assume that the national government
will subordinate the subsidised loan repayment to market debt if
Naples comes under further financial stress, as it has done within
coronavirus-support measures. Fitch further factors in EUR200
million new inter-governmental lending replacing market debt on a
renewed possibility of the state taking over part of local
governments' debt over the next two years. Overall, Fitch expects
inter-governmental lending to be around 50% of Naples' outstanding
adjusted debt in the medium term.

After a constitutional court pronouncement on excessive fund
balance deficits, Fitch expects the central government to intervene
with additional funds allowing a revision of Naples's recovery
plan. The city extensively uses the preferential payments system to
ensure timely debt service. Fitch assumes that Naples will
prioritise up to 90% of its operating expenditure, up from a
historical 85%, for payables to avoid legal actions by commercial
suppliers, particularly amid growing economic strain due to the
pandemic. This in turn will shrink resources available for
debt-service coverage.

Fitch estimates the city's adjusted operating balance (enhanced by
considering only prioritised expenditure) to contract to about
EUR190 million in the medium term, from the last five-year average
of EUR230 million. With financial market debt of EUR1.6 billion to
fund capex, the re-calculated debt payback of eight years allows
Naples' IDRs to be notched up six times (to BBB-) from the city'
SCP of 'b-'.

Asymmetric Risk

Naples' longstanding budget deficit highlights weak governance on
forecasts and resource planning. Continued reliance on preferential
payments carries a risk of default if the mechanism is reversed by
law, or if its incorrect application leads to a court ruling
invalidating the segregation of liquidity in favour of bond and
loan holders.

Naples' debt payback weakens to above 11 years ('a' debt
sustainability), when EUR0.6 billion outstanding net payables are
added to financial market debt, raising the debt-to-revenue back up
to 200%. This, combined with a 'Low-Midrange' risk profile, shaves
the rating uplift from the SCP by two notches and leads to IDRs of
'BB'.

SHORT-TERM RATINGS

The Short-Term IDR of 'B' is mapped to the city's Long-Term IDRs of
'BB'.

KEY ASSUMPTIONS

Qualitative assumptions and assessments:

Risk Profile: 'Low Midrange'

Revenue Robustness: 'Midrange'

Revenue Adjustability: 'Weaker'

Expenditure Sustainability: 'Midrange'

Expenditure Adjustability: 'Weaker'

Liabilities and Liquidity Robustness: 'Stronger'

Liabilities and Liquidity Flexibility: 'Weaker'

Debt sustainability: 'b'

Support (Budget Loans): 'N/A'

Support (Ad Hoc): '6'

Asymmetric Risk: '-2'

Sovereign Cap: 'N/A'

Sovereign Floor: 'N/A'

QUANTITATIVE ASSUMPTIONS - ISSUER SPECIFIC

Fitch's rating case is a "through-the-cycle" scenario, which
incorporates a combination of revenue, cost and financial risk
stresses. It is based on 2016-2019 figures, 2020 estimates and
2021-2025 projected ratios. The key assumptions for the scenario
include:

-- Average 0.5% increase in operating revenue in 2021-2025 in
    rating case versus 1% increase in baseline scenario across the
    same period; the trend considers 3.5% tax revenue growth under
    the rating case versus 4% growth in baseline scenario against
    a corresponding decrease of government transfers by 3% over
    the same period;

-- Average 1.1% increase in operating spending in 2021-2025;

-- Adjusted debt at EUR3.2 billion in rating case versus EUR2.9
    billion in baseline scenario;

-- EUR1.5 billion inter-governmental lending, which includes
    EUR200 million of new inter-governmental loans replacing
    corresponding EUR200 million financial market debt; and

-- Preferential payment mechanism supporting timely debt service.

RATING SENSITIVITIES

FACTORS THAT COULD, INDIVIDUALLY OR COLLECTIVELY, LEAD TO NEGATIVE
RATING ACTION/DOWNGRADE:

-- The IDRs will be downgraded to 'BB-' if Fitch expects the debt
    payback, after accounting for state support and asymmetric
    risks, reaches 13 years.

-- The ratings could also be downgraded if the preferential
    payment mechanism protecting financial lenders is removed or
    undermined by regulatory changes.

FACTOR THAT COULD, INDIVIDUALLY OR COLLECTIVELY, LEAD TO POSITIVE
RATING ACTION/UPGRADE:

-- The IDRs could be upgraded if a material reduction of the
    fiscal debt burden or a material increase of Fitch-adjusted
    operating balance drive the debt payback, after accounting for
    state support and asymmetric risk, to around nine years on a
    sustained basis.

BEST/WORST CASE RATING SCENARIO

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

SUMMARY OF FINANCIAL ADJUSTMENTS

Adjustments to 2020 preliminary data:

-- EUR170 million difficult-to-collect revenue removed from
    taxes.

-- EUR186 million difficult-to-collect revenue removed from fees.

-- EUR312 million equalisation fund reclassified as transfers
    from taxes.

Adjustments to 2019 data:

-- EUR138 million difficult-to-collect revenue removed from tax
    revenue.

-- EUR143 million difficult-to-collect revenue removed from fees.

-- EUR328 million equalisation fund reclassified as transfers
    from taxes.

-- EUR5 million urbanisation fees reclassified as operating
    revenue from capital.

ESG CONSIDERATIONS

Naples has an ESG Relevance Score of '4' for Creditor Rights due to
the presence of large, long-standing payables that expose the city
to outstanding or pending litigation, which has a negative impact
on the credit profile, and is relevant to the ratings in
conjunction with other factors.

Its 'Biodiversity and Natural Resource Management ' Score has been
revised to '3' from '2' to align with Fitch's LRG portfolio.

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: French Employees Seek Liquidation of Unit
--------------------------------------------------------
Gabriele Petrauskaite at Aerotime Hub reports that while Norwegian
Air is focusing on a massive restructuring process, attempts to
raise new capital, and emerge from bankruptcy in Ireland and
Norway, the airline's employees in France, who were left jobless
and uncompensated, are taking legal action to push the air
carrier's subsidiary Norwegian Air Resources France into
liquidation.

The ex-staff of the low-cost long-haul carrier claims that after
Norwegian Air Resources (NAR Ireland), the subsidiary of Norwegian
Air, entered creditors voluntary liquidation in Ireland in January
2021, its French branch has left them in a complicated situation,
Aerotime Hub relates.

A group of 286 employees, including 145 pilots, 136 cabin crew, and
5 administrative staff members, complains that the French branch
left them jobless while their contracts were still valid, this way
preventing them from benefiting from the state-guaranteed salary
insurance, Aerotime Hub discloses.

The staff also claims that the company has left them without wages
for more than two months and has not allocated any severance
payments or other compensation for unemployment, Aerotime Hub
notes.

Representative of the cabin crew union UNAC Alexandra Lafargue
affirmed to the French media that due to the lack of documents that
could prove the NAR France's insolvency to the CSE, the staff was
still unable to get the wage guarantee insurance from the French
wage guarantee insurance association AGS, Aerotime Hub  states.

On May 5, 2021, the confused employees appealed to the Bobigny
Commercial Court aiming to open a liquidation procedure of the NAR
French branch and appoint a liquidator in France, Aerotime Hub
recounts.  The staff hoped that the move would make them able to
benefit from the government and gain some income as per the French
labor law, Aerotime Hub relays.  Meanwhile, Fiodor Rilov, the
attorney representing the interests of the staff, claimed that if
the court opened liquidation procedure of the French branch and a
French liquidator was appointed, the French wage guarantee
insurance association ASG would be able to intervene in the
liquidation process and guarantee the remuneration for the
employees, according to Aerotime Hub.

The uncertainty about wages and severance pay in NAR France began
in mid-January 2021, when Norwegian Air, the parent company of NAR
Ireland, announced the decision to drop its long-haul business
model and permanently closed its base at Paris Charles de Gaulle
Airport (CDG), Aerotime Hub discloses.  The move affected 286
employees, which were reportedly informed about the base closure by
a simple internal letter from the air carrier, Aerotime Hub notes.

After Norwegian Air had filed for bankruptcy proceedings in Ireland
and ceased all its long-haul operations across Europe leaving
thousands of staff members unemployed, NAR Ireland reportedly cut
ties with national unions without informing them that it had
stepped into liquidation, Aerotime Hub relates.




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

NOVOSIBIRSK CITY: Fitch Affirms 'BB' LT IDRs, Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed the Russian City of Novosibirsk's
Long-Term Foreign- and Local-Currency Issuer Default Ratings (IDRs)
at 'BB' with a Stable Outlook.

The affirmation reflects Fitch's expectations that the city will be
resilient to downside shocks and will maintain debt sustainability
ratios in line with its ratings.

Novosibirsk is classified by Fitch as a Type B local and regional
government (LRG), which are required to cover debt service from
cash flow on an annual basis. Novosibirsk is the administrative
centre of the Novosibirsk Region (BBB-/Stable). With a population
of about 1.6 million residents, the city is the largest
metropolitan area in the Siberian Federal District and the
third-largest city in Russia.

According to budgetary regulation, Novosibirsk can borrow on the
domestic market. Its budget accounts are presented on a cash basis
while the budget is approved by the city council of deputies for
three years.

KEY RATING DRIVERS

Risk Profile: 'Low Midrange'

Fitch has assessed City of Novosibirsk's risk profile at 'Low
Midrange', based on the assessment of four attributes on the six
key risk factors as 'Midrange' and two as 'Weaker'. This reflects
relatively high risk that the city's ability to cover debt service
by the operating balance weakens unexpectedly over the forecast
horizon (2021- 2025) either because of lower-than-expected revenue
or expenditure overshooting expectations, or because of an
unanticipated rise in liabilities or debt service requirements.

Revenue Robustness: 'Midrange'

Novosibirsk's revenue base is underpinned by its diversified
economic profile and is supported primarily by regional transfers,
which averaged 47% of total revenue in 2016-2020, followed by taxes
(averaged at 44% 2016-2020). The city's tax revenue proceeds are
mainly composed of personal income tax (68% of 2020 taxes), less
exposed to economic cyclicality, and complimented by regional
transfers, partially offsetting revenue shocks in distress.

Revenue Adjustability: 'Weaker'

Fitch assesses Novosibirsk's revenue adjustability as 'Weaker', as
its ability to generate additional revenue in response to possible
economic downturns is limited. The federal, and to a lesser extent
regional government hold significant tax-setting authority, which
limits the city's fiscal autonomy and revenue adjustability.

Land tax and personal property tax are the only two local taxes and
Novosibirsk has the authority to set the rate and base for both.
However, the city's ability to determine taxes is constrained by
the limits set in the National Tax Code. The revenue proceeds
generated from these local taxes is modest and they contributed 13%
of the city's total revenue in 2020.

Expenditure Sustainability: 'Midrange'

The city's control over expenditure is prudent, as reflected in the
spending dynamic closely following that of revenue over 2016-2020.
Like other Russian municipalities, Novosibirsk's expenditure
structure is dominated by education, which is of a counter-cyclical
nature. The city is not required to adopt counter-cyclical
measures, inflating expenditure related to social benefits in the
times of prolonged downturn. At the same time, the city's budgetary
policy is dependent on the decisions of the federal and regional
authorities, which could negatively affect its expenditure.

Expenditure Adjustability: 'Weaker'

Novosibirsk's expenditure adjustability is low, primarily due to
the rigid structure of its budget. The vast majority of spending
responsibilities is mandatory, with inflexible items dominating
municipal expenditures' structure, making spending cuts very
difficult in response to potential revenue shrinking.

Expenditure rigidity is particularly high for Russian
municipalities, with a material portion (above 40% for Novosibirsk)
funded by earmarked transfers from the upper-tier government
(regional budget in case of Novosibirsk). Additionally, the city's
ability to cut expenditure is constrained by the relatively low
level of per capita expenditure compared with international peers
and low self-sustained capex funding capacity and overall low level
of capex.

Liabilities & Liquidity Robustness: 'Midrange'

Novosibirsk's debt management policy is prudent, as the city
maintains a moderate debt level with a fiscal debt burden (net
adjusted debt/operating revenue) averaging 53.5% in 2016-2020. In
absolute terms, the city's direct debt stock slightly increased to
RUB22.9 billion at end-2020 (2019: RUB22.2 billion).

Russia's budgetary framework contains strict rules on municipal
debt management. In particular, Novosibirsk is subject to debt
stock limits and new borrowing restrictions as well as limits on
annual interest payments. Additionally, use of derivatives is
prohibited for Russian LRGs, while very strict regulation on
external borrowing limits FX-risk exposure.

Liabilities & Liquidity Flexibility: 'Midrange'

The city's 2020 debt stock comprises domestic bonds (54%), followed
by bank loans (36%), and budget loans from Novosibirsk region
(10%). The city's exposure to off-balance sheet risks is
immaterial, stemming from government-related entities' debt.

The city's liquidity position was satisfactory at end-2020, with
RUB8.3 billion composed mainly of unused credit lines with local
banks. In addition, the city's liquidity is supported by the
federal treasury lines, aimed at covering intra-year cash gaps. The
city's potential counterparty risk associated with the liquidity
providers is at best on par with Russia's IDR of 'BBB', which
limits the assessment of this risk factor to 'Midrange'.

Debt Sustainability: 'a category'

The overall 'a' assessment for debt sustainability reflects a
combination of a payback ratio (net adjusted debt/operating
balance) and fiscal debt burden, both corresponding to a 'aa'
assessment, being negatively affected by a weak actual debt service
coverage ratio (ADSCR; operating balance to the debt service,
including short-term debt maturities) assessed at the 'b'
category.

According to Fitch's rating case, the city's payback ratio, which
is the primary metric of debt sustainability assessment for Type
BLRGs, will remain below 9x threshold over the five-year projected
period (2021-2025). For the secondary metrics, Fitch's rating case
projects that the fiscal debt burden will also remain slightly
above 50% threshold during the forecast period. The ADSCR will be
below 1x, remaining at a 'b' category assessment, weighing down the
overall assessment of the city's debt sustainability to the 'a'
category.

DERIVATION SUMMARY

Novosibirsk's Standalone Credit Profile (SCP) is assessed at 'bb',
reflecting a combination of a 'Low Midrange' risk profile and debt
sustainability metrics assessed in the 'a' category under Fitch's
rating case scenario. The 'bb' SCP also reflects the peer
comparison. As the city is not subject to extraordinary support and
has no asymmetric risk, the IDRs are in line with the SCP at 'BB'.

SHORT-TERM RATINGS

'B' is the only possible Short-Term IDR for a 'BB' Long-Term IDR
according to Fitch's criteria.

KEY ASSUMPTIONS

Qualitative assumptions and assessments since the last review on 20
November 2020:

Risk Profile: 'Low Midrange'

Revenue Robustness: 'Midrange'

Revenue Adjustability: 'Weaker'

Expenditure Sustainability: 'Midrange'

Expenditure Adjustability: 'Weaker'

Liabilities and Liquidity Robustness: 'Midrange'

Liabilities and Liquidity Flexibility: 'Midrange'

Debt sustainability: 'a'

Support (Budget Loans): 'N/A'

Support (Ad Hoc): 'N/A'

Asymmetric Risk: 'N/A'

Sovereign Cap: 'N/A'

Sovereign Floor: 'N/A'

QUANTITATIVE ASSUMPTIONS - ISSUER SPECIFIC

Fitch's rating case scenario is a "through-the-cycle" scenario,
which incorporates a combination of revenue, cost and financial
risk stresses. The key assumptions for the scenario include:- yoy
4.1% increase in operating revenue on average in 2021-2025,
including 4.4% increase in tax revenue;- yoy 4.9% increase in
operating spending on average in 2021-2025;- net capital balance of
negative RUB3.2 billion on average in 2021-2025;- 7.5% cost of debt
and 3.5 year weighted average maturity for new debt.

RATING SENSITIVITIES

FACTORS THAT COULD, INDIVIDUALLY OR COLLECTIVELY, LEAD TO NEGATIVE
RATING ACTION/DOWNGRADE:

-- A deterioration of the city's debt payback above 9x on a
    sustained basis coupled with weak ADSCR below 1x according to
    Fitch's rating case.

FACTOR THAT COULD, INDIVIDUALLY OR COLLECTIVELY, LEAD TO POSITIVE
RATING ACTION/UPGRADE:

-- Maintenance of a debt payback toward 7x on a sustained basis
    or an improved ADSCR above 1x according to Fitch's rating
    case.

BEST/WORST CASE RATING SCENARIO

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

ESG CONSIDERATIONS

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, either due to their nature or
to the way in which they are being managed by the entity.

SMOLENSK REGION: Fitch Withdraws All Ratings
--------------------------------------------
Fitch Ratings has revised the Outlook on Russian Smolensk Region's
Long-Term Foreign- and Local-Currency Issuer Default Ratings (IDRs)
to Stable from Negative and affirmed the IDRs at 'B+'. Fitch has
subsequently withdrawn the ratings and will no longer provide
ratings or analytical coverage of Smolensk.

The revision of the Outlook reflects better-than-expected fiscal
results in 2020, underpinned by the region's ability to withstand
the negative shock from the coronavirus pandemic. This led Fitch to
revise its rating case with an improved debt sustainability
assessment.

The ratings were withdrawn for commercial reasons.

Smolensk is classified by Fitch as a type B local and regional
government (LRG), as it covers debt service from cash flow on an
annual basis. It is located in the west of European Russia,
bordering with Belarus. The region's capital, the city of Smolensk,
is about 400km from Moscow. According to budgetary regulation,
Smolensk can borrow on the domestic market. The budget accounts are
presented on a cash basis while the law on a budget is approved for
three years.

KEY RATING DRIVERS

Risk Profile: 'Weaker'

Smolensk's 'Weaker' risk profile reflects three 'Midrange' key risk
factors and three 'Weaker' key risk factors. The assessment
reflects the high risk that the region's ability to cover debt
service by its operating balance may weaken unexpectedly over the
forecast horizon (2021-2025) either because of lower-than-expected
revenue or expenditure above expectations, or because of an
unanticipated rise in liabilities or debt-service requirements.

Revenue Robustness: 'Weaker'

Smolensk's Revenue Robustness is constrained by the region's
moderate tax base, due to a history of below-average (for Russian
regions) wealth indicators. Smolensk's GRP per capita was 83% of
the Russian region median in 2019. Together with the overall slow
national economic environment, this leads to limited prospects for
growth of the region's tax base. The region's revenue sources are
composed of taxes (63.4% of total revenue in 2020), most of which
are income-based taxes and exposed to economy fluctuations.

Another important revenue source is transfers from the federal
budget, which contributed 35% of total revenue in 2020. (2019:
28%). This helped mitigate the negative economic effects caused by
the coronavirus pandemic.

Revenue Adjustability: 'Weaker'

Fitch assesses Smolensk's ability to generate additional revenue in
response to possible economic downturns as limited. The federal
government holds significant tax-setting authority, which limits
Russian LRGs' fiscal autonomy and revenue adjustability. The
regional governments have limited rate-setting power over three
regional taxes: corporate property tax, gambling tax and transport
tax. The proportion of these taxes in the region's budget revenues
was about 12% in 2020. Russian regions formally have rate-setting
power over those taxes, although limits are set in the National Tax
Code.

Expenditure Sustainability: 'Midrange'

Smolensk has responsibilities in education, healthcare, some types
of social benefits, public transportation and road construction.
The majority of spending is moderately non-cyclical nature (about
70% of total expenditure in 2020). In line with other Russian
regions, Smolensk is not required to adopt anti-cyclical measures,
which would inflate expenditure related to social benefits in a
downturn.

At the same time, the region's budgetary policy is dependent on the
decisions of the federal authorities, which could negatively affect
the expenditure dynamic. The region has improved control of
expenditure over the last several years, as evidenced by the record
of the spending dynamic being close to that of revenue.

Expenditure Adjustability: 'Weaker'

Like most Russian regions, Fitch assesses Smolensk's expenditure
adjustability as low. The vast majority of spending
responsibilities is mandatory for Russian subnationals, which leads
to inflexible items dominating the expenditure structure.
Consequently, the bulk of expenditure could be difficult to cut in
response to potential revenue shrinking.

Fitch notes that the region has limited flexibility to cut or
postpone capital expenditure in case of stress, as capex has been
below 10% of total expenditure since 2015 reflecting the region's
intention to narrow the deficit and curb debt growth. The ability
to cut expenditure is also constrained by the low level of per
capita expenditure compared with national and international peers.

Liabilities & Liquidity Robustness: 'Midrange'

In line with national regulation, Russian LRGs are subject to debt
stock and new borrowing restrictions as well as limits on annual
interest payments. Consequently, the use of derivative debt
instruments is prohibited for LRGs, while floating interest rates
are rare in Russia. Like most of its domestic peers, Smolensk
cannot borrow externally and follows a conservative debt management
policy.

Its fiscal debt burden (net adjusted debt-to-operating revenue)
decreased to 53% in 2020 (2019: 62%), while adjusted debt was
slightly above RUB29 billion in 2019-2020. The debt structure is
balanced between market borrowings in the form of up to three-year
bank loans (in total 39%) and long term low-cost loans from the
federal budget (61%). Due to the latter, Smolensk's debt maturity
structure is stretched until 2034, but about half of debt (48%)
matures between 2021 and 2022, exposing the region to refinancing
pressure.

Liabilities & Liquidity Flexibility: 'Midrange'

Smolensk's liquidity flexibility is supported by liquidity
instruments in the form of a federal treasury line to cover
intra-year cash gaps. This treasury facility amounted to 1/12th of
annual budgeted revenue (excluding intergovernmental transfers) and
can be rolled over during the financial year. The counterparty risk
associated with the liquidity providers is 'BBB', which limits the
assessment of this risk factor to Midrange.

Debt Sustainability: 'bb category'

Fitch has reassessed debt sustainability based on it expectation of
the restoration of operating performance leading to improved debt
payback (net adjusted debt/operating balance) - the primary metric
for debt sustainability. In 2020, Smolensk's revenue base was
supported by additional transfers from the federal government,
which led to markedly better financial performance than Fitch's
previous rating case.

The new rating case forecasts the region's payback stabilising
below 16x during 2020-2025, versus Fitch's previous expectations of
almost 20x, in line with a 'bbb' assessment. This is coupled with a
continuously weak actual debt service coverage ratio remaining
below 0.5x during the scenario horizon, leading us to revise the
debt sustainability assessment to 'bb' from 'b' previously.

DERIVATION SUMMARY

Fitch assesses Smolensk's Standalone Credit Profile (SCP) at 'b+',
which reflects a combination of a Weaker assessment of the region's
risk profile and a 'bb' assessment of debt sustainability. The
notch-specific SCP is supported by the region's moderate leverage
compared with international peers, with the fiscal debt burden
remaining below 60% in 2021-2025 according to Fitch's rating case.
No asymmetric risk or extraordinary support from upper-tier
government were identified, which results in the 'B+' IDR.

SHORT-TERM RATINGS

The Short-Term 'B' IDR is the only possible option mapping to a
Long-Term IDR of 'B+'.

KEY ASSUMPTIONS

Qualitative assumptions and assessments and their respective change
since the last review on 20 November 2020 and weight in the rating
decision:

Risk Profile: 'Weaker, Unchanged with Low weight'

Revenue Robustness: 'Weaker, Unchanged with Low weight'

Revenue Adjustability: 'Weaker, Unchanged with Low weight'

Expenditure Sustainability: 'Midrange, Unchanged with Low weight'

Expenditure Adjustability: 'Weaker, Unchanged with Low weight'

Liabilities and Liquidity Robustness: 'Midrange, Unchanged with Low
weight'

Liabilities and Liquidity Flexibility: 'Midrange, Unchanged with
Low weight'

Debt sustainability: 'bb, Raised with High weight'

Support (Budget Loans): 'N/A'

Support (Ad Hoc): 'N/A'

Asymmetric Risk: 'N/A'

Sovereign Cap: 'N/A'

Sovereign Floor: 'N/A'

QUANTITATIVE ASSUMPTIONS - ISSUER SPECIFIC

Fitch's rating case is a "through-the-cycle" scenario, which
incorporates a combination of revenue, cost and financial risk
stresses. It is based on 2016-2020 figures and 2021-2025 projected
ratios. The key assumptions for the scenario include:

-- 3.4% yoy increase in operating revenue on average in 2021
    2025, including a 7.3% increase in tax revenue in the same
    period. High weight;

-- 2.7% yoy increase in operating spending on average in 2021
    2025. Medium weight;

-- Negative net capital balance at RUB2.4 billion on average in
    2021-2025. Low weight; and

-- 7.0% cost of debt and 3.5-year weighted average maturity for
    new debt. Low weight.

QUANTITATIVE ASSUMPTIONS - SOVEREIGN RELATED

Quantitative assumptions - sovereign-related (no weights are
included as none of these assumptions were material to the rating
action). Figures as per Fitch's sovereign actual (estimate) for
2020 and forecast for 2022, respectively:

-- GDP per capita (US dollar, market exchange rate): 10,001;
    11,689

-- Real GDP growth (%): -3.1; 2.7- Consumer prices (annual
    average % change): 3.4; 4.1

-- General government balance (% of GDP): -3.8; -1.5

-- General government debt (% of GDP): 19.3; 21.4

-- Current account balance plus net FDI (% of GDP): 1.9; 2.7

-- Net external debt (% of GDP): -45.9; -42

-- IMF Development Classification: EM

-- CDS Market Implied Rating: n/a

RATING SENSITIVITIES

FACTORS THAT COULD, INDIVIDUALLY OR COLLECTIVELY, LEAD TO NEGATIVE
RATING ACTION/DOWNGRADE:

Not applicable

FACTORS THAT COULD, INDIVIDUALLY OR COLLECTIVELY, LEAD TO POSITIVE
RATING ACTION/UPGRADE:

Not applicable

BEST/WORST CASE RATING SCENARIO

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

DISCUSSION NOTE

Committee date: 12 May 2021

There was an appropriate quorum at the committee and the members
confirmed that they were free from recusal. It was agreed that the
data was sufficiently robust relative to its materiality. During
the committee no material issues were raised that were not in the
original committee package. The main rating factors under the
relevant criteria were discussed by the committee members. The
rating decision as discussed in this rating action commentary
reflects the committee discussion.

ESG CONSIDERATIONS

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

Following the withdrawal of Smolensk's ratings, Fitch will no
longer provide the associated ESG Relevance Scores.




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

[*] TURKEY: To Announce Relief Package for Pandemic-Hit Companies
-----------------------------------------------------------------
Asli Kandemir at Bloomberg News reports that President Recep Tayyip
Erdogan is set to announce a new relief package for Turkey's small
businesses hit by the global pandemic, in a bid to help a key part
of his electorate affected by coronavirus lockdowns.

The government is finalizing the details of the TRY5 billion
(US$598 million) loan package that will be announced following the
May 17 cabinet meeting, according to a circular shared by
authorities with lenders that's seen by Bloomberg.

State and private banks will offer 18-month loans to companies with
annual sales of as much as TRY10 million, allowing a six-month
grace period without repayments, Bloomberg relays, citing the
document.

Lenders will charge 18% of annual interest, compared with the
central bank's policy rate of 19% and the current average rate of
21.1% for all commercial loans, Bloomberg discloses.  The
government-backed Credit Guarantee Fund will guarantee 90% of the
new debt, allowing lenders to charge less in risk premium,
Bloomberg states.

Turkey has in recent years announced several cheap loan packages
under the Credit Guarantee Fund to support businesses during
downturns, a policy critics say led to spells of overheating in the
economy and bouts of lira weakness, Bloomberg relates.




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

EUROSTAR: Secures GBP250MM Rescue Package Amid Covid-19 Crisis
--------------------------------------------------------------
BBC News reports that Eurostar has managed to secure a GBP250
million rescue package from banks and investors as it continues to
battle a severe drop in demand due to the Covid-19 crisis.

According to BBC, a spokesperson said the funding will help keep it
afloat in the medium term.

The rail operator had warned in November that it was "fighting for
survival", with its services scaled back dramatically amid the
pandemic, BBC recounts.

Eurostar plans to gradually run more trains should coronavirus
restrictions ease as hoped, BBC states.

The GBP250 million in funding consists of GBP50 million equity from
shareholders, GBP150 million in new loans from banks that are
guaranteed by shareholders, and GBP50 million from restructured
existing bank loans, BBC discloses.

Eurostar's majority shareholder is the French state railway group
SNCF.  Other shareholders include pension funds Caisse de depot et
placement du Quebec ("CDPQ") and Federated Hermes, and SNCB, the
Belgian state train operator.


GREAT BRITISH PRAWNS: Enters Administration, 18 Jobs Affected
-------------------------------------------------------------
Business Sale reports that pioneering prawn farming firm Great
British Prawns has fallen into administration due to the impact of
COVID-19.

According to Business Sale, Johnston Carmichael restructuring
director Graeme Bain, who has been appointed as joint administrator
of the firm, said that administrators would now seek to realise
value from its assets.

The company, which was founded in Balfron, Stirlingshire in 2019,
claimed to be the first sustainable producer of land-based, clean
water prawns in the world.  The firm developed aquaculture
technology and utilised sustainable energy to farm warm water king
prawns.

At the time, it said that the majority of UK firms sourced frozen
king prawns from Asia
and Central America and that its business model would be more
sustainable by eliminating air miles and freezing from the process,
Business Sale notes.

However, a large proportion of the company's first batch of
imported juvenile prawns were found to be infected with the IHHNV
virus and had to be destroyed, Business Sale discloses.  Then, less
than a year after starting, the COVID-19 pandemic saw the closure
of the firm's main hospitality market, Business Sale recounts.

Despite attempting to find alternative income streams, including
home deliveries, the loss of most of its restaurant trade forced
the company to cease operations before it appointed administrators,
Business Sale states.

"Unfortunately the business had already ceased to trade prior to
the appointment of administrators, and the majority of employees
had been placed on furlough.  Regrettably, with no ongoing trade,
all 18 jobs at the business have been lost," Business Sale quotes
joint administrator Graeme Bain as saying.

"With the vast majority of demand for the company's product coming
from the hospitality industry, COVID restrictions undoubtedly had a
significant impact on the business."


GREENSILL CAPITAL: Grant Thornton Hired to Probe GAM Relationship
-----------------------------------------------------------------
Cynthia O'Murchu at The Financial Times reports that Grant
Thornton, the administrator to the collapsed Greensill Capital, was
previously hired to investigate the supply chain finance group's
relationship with Swiss asset manager GAM, according to people
familiar with the matter.

The revelation raises concerns about conflicts of interest for
Grant Thornton over Greensill, which collapsed in March and has
morphed into a corporate and political scandal, the FT notes.

The accountancy firm's work for Zurich-based GAM was part of an
internal probe which examined the asset manager's relationship with
Greensill and led to the dismissal of one of its star fund
managers, the FT states.

Adding a further layer of complexity, while conducting a forensic
audit of Greensill deals on behalf of GAM in 2018, Grant Thornton
was separately working for one of Greensill's biggest and most
problematic customers, GFG Alliance, for which it was paid nearly
GBP6 million from 2016 to 2020, the FT discloses.

GAM was a major investor in supply chain finance deals arranged by
Greensill, including providing hundreds of millions of dollars to
metals magnate Sanjeev Gupta's GFG, the FT states.

Grant Thornton's previously unreported role at GAM raises questions
about the level of knowledge it had about GFG and Greensill, the FT
discloses.  GFG's relationship with Greensill is now subject to a
Serious Fraud Office probe.

GFG-linked investments formed part of the internal investigation at
GAM, which began after a whistleblower in 2017 raised concerns
about the Greensill-arranged deals, many of which were highly
illiquid, the FT
notes.

Star trader Tim Haywood, who managed more than US$7 billion of
assets for GAM, was suspended in July 2018, pushing the asset
manager into crisis as some investors rushed to make redemptions,
the FT discloses.

GAM later liquidated its flagship fund range which invested in such
securities, and the following year dismissed Mr. Haywood, the FT
recounts.  The internal probe's findings alleged serious flaws in
the company's due diligence in relation to the Greensill deals, the
FT notes.

GAM's management in late 2017 hired law firm Bryan Cave Leighton
Paisner to review the whistleblower allegations, with Grant
Thornton brought in to conduct forensic audit work, the FT relays.


In the spring of 2018, the whistleblower took his concerns to the
Financial Conduct Authority.

Grant Thornton was also engaged as a forensic auditor on a parallel
probe, which examined how Greensill obtained shares in a
GAM-managed supply chain finance fund, the FT discloses.

This part of the internal probe was based on a separate and
previously unreported suspicious activity report filed in August
2018, the FT notes.

Grant Thornton has not publicly disclosed its role in the GAM
investigation.

Greensill subsequently hired Grant Thornton in late 2020 to provide
it with restructuring advice as the lender became increasingly
concerned about its precarious financial position, the FT
discloses.

Greensill collapsed in March this year, leaving funds at Credit
Suisse, which like GAM had invested in the supply chain finance
group's loans, nursing a potential US$3 billion loss, the FT
recounts.

The FT has previously reported that Grant Thornton, in its capacity
as administrator of Greensill, was unable to verify some of the
invoices underpinning Greensill's lending to Mr. Gupta, which were
purportedly issued by companies that said they had never traded
with Mr. Gupta's Liberty Commodities.



                           *********


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,
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