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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

          Tuesday, June 8, 2021, Vol. 22, No. 108

                           Headlines



G E R M A N Y

CONTINENTAL AG: Egan-Jones Keeps BB Sr. Unsecured Debt Ratings
FLENDER INT'L: Fitch Assigns Final 'BB-' IDR, Outlook Stable
GREENSILL CAPITAL: Bank Auditor Withdrew 2019 Accts Certification
INFINEON TECHNOLOGIES: Egan-Jones Keeps BB+ Unsec. Debt Ratings


G R E E C E

NAVIOS MARITIME: Egan-Jones Retains CCC Sr. Unsecured Debt Ratings


I R E L A N D

CARLYLE EURO 2021-1: S&P Assigns B- Rating on Class E Notes
CVC CORDATUS VIII: Moody's Assigns B3 Rating to Class F-R Notes
CVC CORDATUS VIII: S&P Assigns B- Rating on Class F-R Notes
DOLE PLC: Moody's Assigns First Time 'Ba3' Corp. Family Rating
HARVEST CLO IX: Fitch Affirms Final B- Rating on F-R Notes

HARVEST CLO IX: Moody's Affirms 'B2' Rating on Class F-R Notes
ICON PLC: S&P Lowers ICR to 'BB+', Off Watch Negative


I T A L Y

ATLANTIA SPA: Fitch Rates EUR10 Billion Note 'BB', On Watch Pos.
ENEL SPA: Egan-Jones Retains 'BB+' Sr. Unsecured Debt Ratings
TELECOM ITALIA: Egan-Jones Keeps 'B' Sr. Unsecured Debt Ratings


K A Z A K H S T A N

HALYK SAVINGS: Moody's Hikes Sr. Unsecured Debt Rating to Ba2


M O N T E N E G R O

[*] MONTENEGRO: Funding for State-Financed Institutions Okayed


N E T H E R L A N D S

CASPER DEBTCO: Moody's Assigns 'Caa1' Corp. Family Rating
METALCORP GROUP: S&P Assigns 'B' Issuer Credit Rating, Outlook Pos


R O M A N I A

AUTONOM SERVICES: Fitch Alters Outlook on 'B+' LT IDR to Stable


R U S S I A

UZBEKISTAN: S&P Alters Outlook on Sovereign Credit Rating to Stable


S P A I N

TELEFONICA SA: Egan-Jones Retains 'BB-' Sr. Unsecured Debt Ratings


T U R K E Y

ANKARA METROPOLITAN: Fitch Affirms 'BB-' LT IDRs, Outlook Stable
ANTALYA METROPOLITAN: Fitch Affirms 'BB-' LT IDRs, Outlook Stable
BURSA METROPOLITAN: Fitch Affirms 'BB-' LT IDRs, Outlook Stable
ISTANBUL METROPOLITAN: Fitch Assigns 'BB-' LT IDRs, Outlook Stable
IZMIR METROPOLITAN: Fitch Affirms 'BB-' LT IDRs, Outlook Stable

MANISA METROPOLITAN: Fitch Affirms 'BB-' LT IDRs, Outlook Stable
MERSIN METROPOLITAN: Fitch Affirms 'BB-' LT IDRs, Outlook Stable
TURK P&I: Fitch Affirms 'BB-' Insurer Financial Strength Rating


U K R A I N E

DTEK OIL & GAS: Fitch Assigns First Time 'B-' IDR, Outlook Stable


U N I T E D   K I N G D O M

EMERALD 2: S&P Affirms 'B' ICR After KKR Takeover, Outlook Stable
EXTRASERVICES LTD: Bramley Health Acquires Former Nursing Home
FINSBURY SQUARE 2021-1: Fitch Assigns B+(EXP) Rating on X2 Tranche
FINSBURY SQUARE 2021-1: S&P Assigns Prelim. 'B' Rating on X2 Notes
FOOTBALL INDEX: Malcolm Sheehan to Lead Inquiry Into Collapse

FUNDINGSECURE: FAG Calls for Public Inquiry Into FCA Supervision
INTERGEN NV: Moody's Puts 'B1' CFR Under Review for Downgrade
LENDY: FAG Calls for Public Inquiry into FCA Supervision
MITCHELLS & BUTLERS: Fitch Lowers Class D Notes Rating to 'B+'
NMC HEALTH: Creditors to Become Equity Holders Under New Deal

VODAFONE GROUP: Egan-Jones Retains BB+ Sr. Unsecured Debt Ratings

                           - - - - -


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G E R M A N Y
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CONTINENTAL AG: Egan-Jones Keeps BB Sr. Unsecured Debt Ratings
--------------------------------------------------------------
Egan-Jones Ratings Company, on May 28, 2021, maintained its 'BB'
foreign currency and local currency senior unsecured ratings on
debt issued by Continental AG.

Headquartered in Hanover, Germany, Continental AG manufactures
tires, automotive parts, and industrial products.


FLENDER INT'L: Fitch Assigns Final 'BB-' IDR, Outlook Stable
------------------------------------------------------------
Fitch Ratings has assigned Flender International GmbH (the parent
company of Flender GmbH) a final Long-Term Issuer Default Rating
(IDR) of 'BB-' with a Stable Outlook. Fitch has also assigned
Flender's EUR1.05 billion senior secured term loan an instrument
rating of 'BB+'/'RR2', which is higher than the 'BB(EXP)/RR2'
expected rating. The final instrument rating reflects the
application of Fitch's updated Corporates Recovery Ratings and
Instrument Ratings (CRR&IR) Criteria published on April 9, 2021.

The rating reflects Flender's business profile as a niche
manufacturer and its limited product focus. Flender is a leading
gearbox and generator manufacturer with sizeable market shares,
especially in EMEA. Fitch expects Flender to generate strong free
cash flow (FCF) at around 3% of revenue, in line with Fitch's
investment-grade rating medians, which will support deleveraging in
the medium term. This is driven by Fitch's assumption that Flender
will not make sizeable acquisitions and dividend payments over the
next four years. Fitch's forecast of funds from operations (FFO)
net leverage of around 5.5x is close to the 'b' rating median in
Fitch's diversified industrials and capital goods navigator.

Fitch believes that Flender's operational profile is constrained by
its sizeable exposure to a single industry - wind. Although the
wind industry has a positive outlook versus that of most industrial
markets, it is still open to increased competition from entrants
and solar power, in addition to risks from political policy
changes. Fitch believes these risks are somewhat mitigated by
Flender's strong operational profitability, cash generation that is
in line with investment-grade peers and strong service revenue that
can be counter-cyclical.

KEY RATING DRIVERS

Leverage Expected to Decrease: Fitch calculates that FFO net
leverage (pro-forma for the term loan upon spin-off from Siemens)
will be around 5.5x, which is adjusted for Fitch's assumptions for
intra-year working capital needs. This leverage metric is high for
the rating, and close to the 'b' rating median in Fitch's navigator
(6x). However, Fitch forecasts that FFO net leverage will fall
below 4.5x in the next 24 months, supported by strong FCF
generation that is in line with investment-grade medians. This is
contingent on the successful implementation of management's plans
for a more conservative capital structure.

Niche Business Supports Profitability: Flender's profitability is
strong for the rating, with EBIT and FFO margins around 8% over the
next four years. This is in line with Fitch's investment-grade
medians in Fitch's navigator, and is higher than that of wind
original equipment manufacturers (OEMs) that often have more
volatile margins driven by cost overruns in sizeable projects.

Fitch believes that Flender's flexible cost base and niche-supplier
position will continue supporting profitability in the medium term.
However, Fitch expects competition and consolidation in the wind
market, along with cyclical downturns in industrial markets to
continue, hindering further margin expansion.

Limited Impact from Coronavirus: Flender's profitability has proven
resilient since the onset of the coronavirus pandemic. EBIT margin
increased to 8% at end-2020 from 6.4% at end 2019, aided by the
stable wind industry and successful deliveries despite widespread
industrial shutdowns. The coronavirus impact has also been less
severe than OEM peers' as past restructuring measures undertaken
have helped Flender maintain profitability that is in line with
investment-grade medians. Fitch expects industrial capex to decline
by 8% in 2021, but Fitch believes that wind industry will continue
growing in the same period.

Limited Business Diversification: Flender has limited product
diversification as a gearbox and generator manufacturer, and is
focused on the overall wind industry (62% of revenue). However,
Fitch believes that this risk is somewhat mitigated by the strong
service business that generates around 20% of Flender's revenue.
Flender has good geographic diversification that matches
higher-rated peers, with EMEA and Americas generating 57% of
revenue.

Flender has some customer concentration around major wind OEMs,
reflecting industry dynamics. This is similar to auto suppliers and
not necessarily a credit weakness. However, as a manufacturer that
is focused on a single part of the manufacturing process, Fitch
views Flender's business profile as limited compared with peers.

Scale and Market Leadership: Technological capabilities and the
scale to keep up with the pricing environment are key credit
considerations as tenders become more competitive. Fitch believes
that Flender is one of the few companies whose CAGR growth may
exceed those of small- to medium-sized market peers. Flender
benefits from economies of scale and competes in the challenging
pricing environment. However, in-house OEM production and Chinese
producers remain a major competitive threat for suppliers in the
long term.

Moderate Barriers to Entry: Technology and Flender's leading market
shares act as moderate barriers to entry. Gearboxes are a critical
component of wind towers, and reliability is very important given
their impact on downtimes due to the difficulty of access and cost
increases. Nevertheless, Flender's R&D spend at under 2% of revenue
does not match higher-rated OEM peers, and is in line with the
'b'/'bb' rating medians in Fitch's navigator.

Service Revenue Balances Risks: Services and aftermarket revenue
remain an important consideration for diversified industrials and
capital good companies, as a high portion of revenue generated by
the service business could offset the cyclicality of some
end-markets and high exposure to the wind industry. Flender's
service activities are also less capital-intensive than
manufacturing, which can support profitability.

At 20% of revenue, Flender's share of services is more in line with
the 'bb' rating median in Fitch's navigator. Fitch notes that the
increasing installed base of the service business over the long
term could drive the share of service revenue closer to 25% ('bbb'
rating median) and be positive for the rating.

Stable Renewables Outlook: Fitch sees a supportive environment for
the renewable energy market over the medium to long term.
Increasing concerns about global warming and rising energy demand
are key drivers of increasing power supply demand from renewables.
In the short term, the pandemic poses challenges in the form of
installation delays, due to supply-chains bottlenecks and limited
manufacturing activity, as well as postponed orders on weaker
economic prospects and reduced financing availability.

Revised Recovery Rating Criteria: Flender's higher final debt
rating of 'BB+' compared with the expected debt rating, reflects
the introduction of new recovery ratings criteria. If Flender's IDR
was downgraded to the single 'B' category, Fitch would change to
the bespoke approach for the Recovery Rating of the instrument,
which might result in a more severe downgrade of the instrument
rating.

DERIVATION SUMMARY

Fitch views Flender as a diversified industrials group, albeit with
a strong focus on the wind market, which constrains its business
profile to one that is similar to Siemens Gamesa (BBB-/Stable) and
Vestas. Although wind is viewed as a sector with favourable growth
trends, increased competition and political trends could put
pressure on profitability and growth.

Compared with its higher-rated peers, Flender's product
diversification is also limited, as the company produces a single
part of the manufacturing process. However, this risk is somewhat
mitigated by Flender's sizeable market share as one of few gearbox
suppliers in the world with economies of scale while maintaining
product quality. Services at around 20% of revenue are a buffer
against cyclical downturns, and in line with the 'bb' rating median
in Fitch's navigator.

Flender's capital structure is modest, with FFO net leverage
forecast at around 5.5x in the short term, which maps to the 'b'
rating median in Fitch's navigator. This is significantly higher
than that of investment-grade peers and sizeable wind OEMs, which
operate with net cash positions through the cycle. However,
Flender's EBIT and FFO margins of around 8% are strong, in line
with Fitch's 'bbb' rating median and supporting FCF generation that
is similar to peers. In the absence of aggressive
shareholder-friendly policies, this paves the way for swift
deleveraging.

KEY ASSUMPTIONS

-- Revenue to decline 4.9% in 2021, followed by a modest recovery
    of 1%-4% over the next four years;

-- EBITDA margin to grow to around 12.5% over 2022-2025 from
    10.4% in 2021; efficiency gains to be realised over the next
    three-to-four years;

-- Capex at EUR65 million-EUR90 million annually over the next
    four years;

-- No dividend payments or M&A activity over 2021-2025.

RATING SENSITIVITIES

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

-- Increased product and end-market diversification;

-- FFO gross leverage below 4.5x;

-- Increasing service revenue to above 25% of revenue.

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

-- FFO gross leverage maintained above 5.5x in the next 24
    months;

-- FCF margin below 2.5%;

-- Departure from stated dividend policies, or acquisitions
    leading to an increase in leverage.

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

Adequate Liquidity: Flender's liquidity is sufficient, supported by
an EUR150 million revolving credit facility and expected positive
FCF margin of around 3% of in the medium term. This covers Fitch's
assumption of EUR100 million intra-year working capital needs and
interest payments. Potential syndicated debt is expected to be
bullet maturities and beyond the scope of Fitch's four-year rating
case.

ISSUER PROFILE

Flender is a market leader in drive technology with a comprehensive
product and service portfolio of gearboxes, couplings and
generators for a broad range of industries, with a strong position
in Wind. It has a global sales network with a footprint in 35
countries, including 11 major production and assembly facilities,
with a significant footprint in best cost countries such as China.


GREENSILL CAPITAL: Bank Auditor Withdrew 2019 Accts Certification
-----------------------------------------------------------------
Karin Matussek and Steven Arons at Bloomberg News report that the
auditor of Greensill Capital's German bank withdrew its
certifications of the failed lender's 2019 annual accounts after
allegations of irregularities.

Ebner Stolz, a Stuttgart, Germany-based auditing firm, informed the
bank's insolvency administrator on April 23 about the step, citing
a filing published on June 4 in Germany's Bundesanzeiger, the
federal gazette for company disclosures.

Greensill Bank was shuttered by German financial regulator BaFin in
March as the lender's parent company, founded by Lex Greensill,
collapsed, Bloomberg recounts.

The fall of the bank has cost the country's deposit insurance fund
EUR3 billion (US$3.7 billion) and depleted the coffers of many
small municipalities that had parked their money at the
Hamburg-based lender, Bloomberg discloses.


INFINEON TECHNOLOGIES: Egan-Jones Keeps BB+ Unsec. Debt Ratings
---------------------------------------------------------------
Egan-Jones Ratings Company, on May 26, 2021, maintained its 'BB+'
foreign currency and local currency senior unsecured ratings on
debt issued by Infineon Technologies AG.

Headquartered in Neubiberg, Germany, Infineon Technologies AG
designs, manufactures, and markets semiconductors.




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G R E E C E
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NAVIOS MARITIME: Egan-Jones Retains CCC Sr. Unsecured Debt Ratings
------------------------------------------------------------------
Egan-Jones Ratings Company, on May 24, 2021, maintained its 'CCC'
foreign currency and local currency senior unsecured ratings on
debt issued by Navios Maritime Acquisition Corporation. EJR also
maintained its 'C' rating on commercial paper issued by the
Company.

Headquartered in Pireas, Greece, Navios Maritime Acquisition
Corporation is an owner and operator of tanker vessels.




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I R E L A N D
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CARLYLE EURO 2021-1: S&P Assigns B- Rating on Class E Notes
-----------------------------------------------------------
S&P Global Ratings assigned credit ratings to the class A to E
European cash flow CLO notes issued by Carlyle Euro CLO 2021-1 DAC.
At closing, the issuer issue unrated subordinated notes.

The ratings reflect S&P's assessment of:

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

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

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

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

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

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

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

  Portfolio Benchmarks

  S&P performing weighted-average rating factor         2,891.79
  Default rate dispersion                                 360.80
  Weighted-average life (years)                             5.44
  Obligor diversity measure                               109.05
  Industry diversity measure                               20.13
  Regional diversity measure                                1.24
  Weighted-average rating                                      B
  'CCC' category rated assets (%)                           0.00
  'AAA' weighted-average recovery rate                     36.02
  Floating-rate assets (%)                                 97.40
  Weighted-average spread (net of floors; %)                3.90

S&P Said, "In our cash flow analysis, we used the EUR400 million
target par amount, the covenanted weighted-average spread (3.82%),
the reference weighted-average coupon (4.00%), and the covenanted
weighted-average recovery rates (WARR) at the 'AAA' rating and
actual WARR generated on the portfolio for all ratings below 'AAA'.
We applied various cash flow stress scenarios, using four different
default patterns, in conjunction with different interest rate
stress scenarios for each liability rating category."

Until the end of the reinvestment period on Oct. 15, 2025, the
collateral manager can substitute assets in the portfolio for so
long as S&P's CDO Monitor test is maintained or improved in
relation to the initial ratings on the notes. This test looks at
the total amount of losses that the transaction can sustain as
established by the initial cash flows for each rating, and compares
that with the default potential of the current portfolio plus par
losses to date. As a result, until the end of the reinvestment
period, the collateral manager can, through trading, deteriorate
the transaction's current risk profile, as long as the initial
ratings are maintained.

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

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

"The transaction's legal structure and framework is bankruptcy
remote, in line with our legal criteria.

"Taking into account the abovementioned factors and following our
analysis of the credit, cash flow, counterparty, operational, and
legal risks, we believe our ratings are commensurate with the
available credit enhancement for each class of notes."

The transaction securitizes a portfolio of primarily senior secured
leveraged loans and bonds, and will be managed by CELF Advisors
LLP, a wholly owned subsidiary of Carlyle Investment Management
LLC, which is a Delaware limited liability company, indirectly
owned by The Carlyle Group L.P.

Environmental, social, and governance (ESG) credit factors

S&P said, "We regard the exposure to ESG credit factors in the
transaction as being broadly in line with our benchmark for the
sector. Primarily due to the diversity of the assets within CLOs,
the exposure to environmental credit factors is viewed as below
average, social credit factors are below average, and governance
credit factors are average. For this transaction, the documents
prohibit assets from being related to the following industries:
production or marketing of controversial weapons, tobacco or
tobacco-related products, nuclear weapons, thermal coal production,
speculative extraction of oil and gas, pornography or prostitution,
or opioid manufacturing and distribution. Accordingly, since the
exclusion of assets from these industries does not result in
material differences between the transaction and our ESG benchmark
for the sector, no specific adjustments have been made in our
rating analysis to account for any ESG-related risks or
opportunities.

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

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

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

  Ratings List

  CLASS    RATING    AMOUNT    INTEREST RATE (%)    *CREDIT
                    (MIL. EUR)                    ENHANCEMENT(%)
  -----    ------   ---------- -----------------  --------------
  A-1      AAA (sf)   244.00   Three-month EURIBOR    39.00
                               plus 0.81

  A-2A     AA (sf)     37.00   Three-month EURIBOR    28.50
                               plus 1.65

  A-2B     AA (sf)      5.00   2.00                   28.50

  B        A (sf)      28.00   Three-month EURIBOR    21.50
                               plus 2.40

  C        BBB (sf)    25.20   Three-month EURIBOR    15.20
                               plus 3.50

  D        BB- (sf)    22.80   Three-month EURIBOR     9.50
                               plus 6.12

  E        B- (sf)     10.00   Three-month EURIBOR     7.00
                               plus 8.49

  Sub. notes   NR      38.60   N/A                      N/A

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

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


CVC CORDATUS VIII: Moody's Assigns B3 Rating to Class F-R Notes
---------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive ratings to the refinancing notes issued by CVC
Cordatus Loan Fund VIII Designated Activity Company (the
"Issuer"):

EUR3,000,000 Class X Senior Secured Floating Rate Notes due 2034,
Assigned Aaa (sf)

EUR235,300,000 Class A-1-R Senior Secured Floating Rate Notes due
2034, Assigned Aaa (sf)

EUR25,000,000 Class A-2-R Senior Secured Floating Rate Notes due
2034, Assigned Aaa (sf)

EUR46,750,000 Class B-R Senior Secured Floating Rate Notes due
2034, Assigned Aa2 (sf)

EUR25,250,000 Class C-R Senior Secured Deferrable Floating Rate
Notes due 2034, Assigned A2 (sf)

EUR27,625,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2034, Assigned Baa3 (sf)

EUR24,000,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2034, Assigned Ba3 (sf)

EUR11,600,000 Class F-R Senior Secured Deferrable Floating Rate
Notes due 2034, Assigned B3 (sf)

RATINGS RATIONALE

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

Interest and principal amortisation amounts due to the Class X
Notes are paid pro rata with payments to the Class A-1-R Notes and
Class A-2-R Notes. The Class X Notes amortise by 12.5% or
EUR375,000 over the first eight payment dates, starting from the
first payment date.

As part of this reset, the Issuer has increased the target par
amount by EUR25 million to EUR425 million. In addition, the Issuer
has amended the base matrix and modifiers that Moody's has taken
into account for the assignment of the definitive ratings.

The Issuer is a managed cash flow CLO. At least 90% of the
portfolio must consist of secured senior loans or senior secured
bonds and up to 10% of the portfolio may consist of unsecured
senior loans, second-lien loans, high yield bonds and mezzanine
loans. The underlying portfolio is expected to be approximately 94%
ramped as of the closing date.

CVC Credit Partners European CLO Management LLP will manage the
CLO. It will direct the selection, acquisition and disposition of
collateral on behalf of the Issuer and may engage in trading
activity, including discretionary trading, during the transaction's
4.5 years reinvestment period. Thereafter, subject to certain
restrictions, purchases are permitted using principal proceeds from
unscheduled principal payments and proceeds from sales of credit
risk obligations and credit improved obligations. Additionally, the
issuer has the ability to purchase workout loans using principal
proceeds subject to a set of conditions including satisfaction of
the par coverage tests.

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. This CLO has also access to a
liquidity facility of EUR1.5 million that an external party
provides for four years (subject to renewal by one or two years).
Drawings under the liquidity facility are allowed to pay interest
in the waterfall and are reimbursed at a super-senior level.

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 debt performance is subject to uncertainty. The debt
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 debt
performance.

Moody's modelled 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:

Target Par Amount: EUR425,000,000

Diversity Score: 46

Weighted Average Rating Factor (WARF): 2878

Weighted Average Spread (WAS): 3.50%

Weighted Average Coupon (WAC): 4.50%

Weighted Average Recovery Rate (WARR): 44%

Weighted Average Life (WAL): 8.5 years


CVC CORDATUS VIII: S&P Assigns B- Rating on Class F-R Notes
-----------------------------------------------------------
S&P Global Ratings assigned credit ratings to the class X, A-1-R-R,
A-2-R-R, B-R-R, C-R-R, D-R, E-R, and F-R European cash flow CLO
refinancing notes issued by CVC Cordatus Loan Fund VIII DAC (CVC
Cordatus VIII). At closing, the issuer also issued unrated
subordinated notes.

The ratings reflect S&P's assessment of:

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

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

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

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

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

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

The portfolio's reinvestment period will end approximately 4.6
years after closing, and the portfolio's maximum average maturity
date will be 8.7 years after closing.

  Portfolio Benchmarks
                                                       CURRENT
  S&P Global Ratings weighted-average rating factor   2,724.16
  Default rate dispersion                               688.68
  Weighted-average life (years)                           4.57
  Obligor diversity measure                              95.17
  Industry diversity measure                             20.22
  Regional diversity measure                              1.22

  Transaction Key Metrics
                                                       CURRENT
  Target Par (mil.  EUR)                                425.00
  Total collateral amount (mil.  EUR)*                  421.00
  Defaulted assets (mil.  EUR)                            5.00
  Number of performing obligors                            150
  Portfolio weighted-average rating
    derived from S&P's CDO evaluator                       'B'
  'CCC' category rated assets (%)                         4.11
  'AAA' weighted-average recovery (%)                    37.03
  Reference weighted-average spread (%)                   3.50
  Reference weighted-average coupon (%)                   4.50

*Performing assets plus expected recoveries on defaulted assets

Workout loan mechanics

Under the transaction documents, the issuer can purchase workout
loans, which are bonds or loans the issuer acquired in connection
with a restructuring of a related defaulted obligation or credit
impaired obligation, to improve its recovery value.

The purchase of workout loans is not subject to the reinvestment
criteria or the eligibility criteria. It receives no credit in the
principal balance definition, although where the workout meets the
eligibility criteria with certain exclusions, it is accorded
defaulted treatment in the par coverage tests. The cumulative
exposure to loss mitigation loans purchased using interest or
principal proceeds is limited to 10.0% of target par.

The issuer may purchase workout loans using either interest
proceeds or principal proceeds. The use of interest proceeds to
purchase workout loans are subject to (i) all the interest and par
coverage tests passing following the purchase, and (ii) the manager
determining there are sufficient interest proceeds to pay interest
on all the rated notes on the upcoming payment date. The use of
principal proceeds is subject to passing par coverage tests, and
the manager having built sufficient excess par in the transaction
so that the aggregate collateral amount is equal to or exceeding
the portfolio's reinvestment target par balance after the
acquisition.

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

"In our cash flow analysis, we used the  EUR421 million performing
pool balance, the covenanted weighted-average spread (3.50%), the
reference weighted-average coupon (4.50%), and the actual
weighted-average recovery rates for all ratings level. We applied
various cash flow stress scenarios, using four different default
patterns, in conjunction with different interest rate stress
scenarios for each liability rating category. Our credit and cash
flow analysis indicates that the available credit enhancement for
the class B-R-R to E-R notes could withstand stresses commensurate
with higher rating levels than those we have assigned. However, as
the CLO will be in its reinvestment phase starting from closing,
during which the transaction's credit risk profile could
deteriorate, we have capped our ratings assigned to the notes.

"This transaction also has a  EUR1.50 million liquidity facility
provided by The Bank of New York Mellon for a maximum of six years
with the drawn margin of 2.50%. In our cash flows, we have added
this amount to the class A notes' balance since the liquidity
facility payment amounts rank senior to the interest payments on
the rated notes."

The transaction includes an amortizing reinvestment target par
amount, which is a predetermined reduction in the value of the
transaction's target par amount, unrelated to the principal
payments on the notes. This may allow for the principal proceeds to
be characterized as interest proceeds when the collateral par
exceeds this amount, subject to a limit, and affect the
reinvestment criteria, among others. This feature allows some
excess par to be released to equity during benign times, which may
lead to a reduction in the amount of losses that the transaction
can sustain during an economic downturn.

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

"Until the end of the reinvestment period on Jan. 15, 2026, the
collateral manager is allowed to substitute assets in the portfolio
for so long as our CDO Monitor test is maintained or improved in
relation to the initial ratings on the notes. This test looks at
the total amount of losses that the transaction can sustain as
established by the initial cash flows for each rating, and compares
that with the default potential of the current portfolio plus par
losses to date. As a result, until the end of the reinvestment
period, the collateral manager can, through trading, deteriorate
the transaction's current risk profile, as long as the initial
ratings are maintained.

"The transaction's documented counterparty replacement and remedy
mechanisms adequately mitigate its exposure to counterparty risk
under our current counterparty criteria.

"The transaction's legal structure is bankruptcy remote, in line
with our legal criteria.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe our ratings are
commensurate with the available credit enhancement for each class
of notes.

"In addition to our standard analysis, to provide an indication of
how rising pressures among speculative-grade corporates could
affect our ratings on European CLO transactions, we have also
included the sensitivity of the ratings on the class X to E-R notes
to five hypothetical scenarios. The results shown in the chart
below are based on the covenanted weighted-average spread, coupon,
and recoveries.

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

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

Environmental, social, and governance (ESG) credit factors

S&P said, "We regard the exposure to ESG credit factors in the
transaction as being broadly in line with our benchmark for the
sector. Primarily due to the diversity of the assets within CLOs,
the exposure to environmental credit factors is viewed as below
average, social credit factors are below average, and governance
credit factors are average. For this transaction, the documents
prohibit assets from being related to the following industries:
coal and fossil fuels, oil sands and associated pipeline
industries, controversial weapon, pornography, tobacco, opioid
drug, hazardous chemicals, pesticides, and predatory payday
lending, among others. Accordingly, since the exclusion of assets
from these industries does not result in material differences
between the transaction and our ESG benchmark for the sector, no
specific adjustments have been made in our rating analysis to
account for any ESG-related risks or opportunities."

  Ratings List

  CLASS    RATING     AMOUNT      INTEREST RATE           CREDIT
                    (MIL.  EUR)                     ENHANCEMENT(%)
  X        AAA (sf)     3.000    Three/six-month EURIBOR      N/A
                                    plus 0.30%
  A-1-R-R  AAA (sf)   235.300    Three/six-month EURIBOR    38.75
                                    plus 0.85%
  A-2-R-R  AAA (sf)    25.000    Three/six-month EURIBOR    38.75
                                    plus 1.09%*
  B-R-R    AA (sf)     46.750    Three/six-month EURIBOR    27.75
                                    plus 1.40%            
  C-R-R    A (sf)      25.250    Three/six-month EURIBOR    21.81
                                    plus 2.00%
  D-R      BBB- (sf)   27.625    Three/six-month EURIBOR    15.31
                                    plus 3.00%
  E-R      BB- (sf)    24.000    Three/six-month EURIBOR     9.66
                                    plus 5.80%  
  F-R      B- (sf)     11.600    Three/six-month EURIBOR     6.94
                                    plus 8.37%
  M-1 Sub notes  NR    52.100             N/A                 N/A
  M-2 Sub notes  NR     1.00              N/A                 N/A

*The three/six-month EURIBOR for the class A-2-R-R notes is capped
at 2.10%.
EURIBOR--Euro Interbank Offered Rate.
NR--Not rated.
N/A--Not applicable


DOLE PLC: Moody's Assigns First Time 'Ba3' Corp. Family Rating
--------------------------------------------------------------
Moody's Investors Service assigned first-time ratings for Dole plc
including a Ba3 Corporate Family Rating, a Ba3-PD Probability of
Default Rating, and a Ba3 rating on a $600 million senior secured
1st lien revolving credit facility. In addition, Moody's also
assigned Dole plc a SGL-2 speculative-grade liquidity rating and
Ba3 ratings for Finantic Limited's $300 million senior secured 1st
lien term loan A and Total Produce USA Holdings Inc.'s $540 million
senior secured 1st lien term loan B. The outlook is stable.

Proceeds from the proposed issuance will be used to refinance
existing debt at Total Produce plc ("Total Produce") and Dole Food
Company, Inc. ("Dole Food"). The first-time ratings are assigned in
conjunction with the pending merger of Total Produce and Dole Food
and will replace the stand-alone ratings on Dole Food that are
currently on review for upgrade. Moody's expects to withdraw Dole
Food's ratings including the B2 CFR once the merger and refinancing
are completed. The transaction is being supported by a $500 million
- $700 million equity offering that will be used to help limit the
amount of debt on the consolidated company to a lower level than
currently exists at the two standalone companies.

Moody's took the following rating actions

Ratings Assigned

Issuer: Dole plc

Corporate Family Rating, Assigned Ba3

Probability of Default Rating, Assigned Ba3-PD

Speculative Grade Liquidity Rating, Assigned SGL-2

Senior Secured 1st Lien Revolving Credit Facility, Assigned Ba3
(LGD4)

Issuer: Finantic Limited

Senior Secured 1st Lien Term Loan A, Assigned Ba3 (LGD4)

Issuer: Total Produce USA Holdings Inc.

Senior Secured 1st Lien Term Loan B, Assigned Ba3 (LGD4)

Outlook Actions:

Issuer: Dole plc

Outlook, Assigned Stable

Issuer: Finantic Limited

Outlook, Assigned Stable

Issuer: Total Produce USA Holdings Inc.

Outlook, Assigned Stable

RATINGS RATIONALE

Dole plc's Ba3 CFR reflects the company's significant scale with
$9.7 billion in LTM pro-forma revenues as of December, 31, 2020,
broad geographic presence, and its leading market share in fruit
and vegetables. The rating is constrained by the company's low
EBITDA margin and free cash flow as well as its elevated Moody's
adjusted debt to EBITDA leverage (pro-forma for the merger, an
estimated $600 million equity offering, and the proposed
refinancing) of 4.2x as of December 31, 2020. The company's good
liquidity provides flexibility to fund the integration and elevated
capital spending in 2021.

Combining Dole Food's iconic brand and asset base including its
distribution and manufacturing facilities, shipping vessels,
packing houses, and owned acres with Total Produce's sourcing and
customer relationships in Europe and North America will create a
global leader in fresh produce. The new entity, Dole plc, is
expected to deliver between $30 million and $40 million in EBITDA
synergies through development of high growth products and
cross-promotion of the two product portfolios, increased
collaboration in certain regions of the world, collaborative
sourcing from key production regions, and increased collaboration
across inland freight and logistics in North America. Prior to the
merger, Total Produce plc owned a 45% stake in Dole Food Company
and as such, the two companies were able to collaborate on a number
of initiatives prior to the merger. The high expense base
associated with complex global sourcing and distribution of fresh
fruits and vegetables, as well as marketing, translates to a low
EBITDA margin and limited free cash flow generation. Dole plc's
projected EBITDA margin is less than 5%, and with capital
expenditures of about 1% of revenues and an expected dividend
payout of 20% of net income (in-line with Total Produce's
historical payout ratio), the company's free cash flow generation
is low for the Ba3 rating.

Dole plc's SGL-2 rating reflects good liquidity based on
approximately $200 million in cash as of December 31, 2020 pro
forma for the transaction, $15-30 million in annual free cash flow,
$400 million of availability on a $600 million revolving credit
facility, $57 million of availability on a $115 million trade
receivables facility, and no meaningful debt maturities through
2026. The cash sources provide ample resources for the $12.9
million of required annual term loan amortization, reinvestment
needs and potential acquisitions. The revolving credit facility and
term loan A have a consolidated net leverage covenant. The term
loan B does not have any financial maintenance covenants.

The coronavirus outbreak and the government measures put in place
to contain it continue to disrupt economies and credit markets
across sectors and regions. Although an economic recovery is
underway, it is tenuous, and its continuation will be closely tied
to containment of the virus. As a result, there is uncertainty
around Moody's forecasts. Moody's regard the coronavirus outbreak
as a social risk under Moody's ESG framework, given the substantial
implications for public health and safety.

Environmental factors are significant for the company given the
large land, water and energy usage for growing produce. Social
factors relating to responsible production can negatively affect
demand for the company's products if there are quality issues,
product recalls, or concerns about employee safety or working
conditions. Employee health and well being and labor relations are
a risk if not properly managed. Societal trends toward health and
wellness will benefit the demand for Dole's products given the
health benefits of fruits and vegetables. The heightened focus on
health and wellness due to the coronavirus is highly aligned to the
company's product portfolio.

Governance risk is balanced when assessing Dole's financial
strategy and risk management. The announcement of a target net
debt/adjusted EBITDA of approximately 3.0x will limit leverage,
which is helpful for a company with seasonal and other operating
volatility given dependence on weather, political risks in certain
growing regions, varying global transport conditions, and
competition from other foods. Dole's low margin and projected
dividends will limit free cash flow. Moody's views Dole's plan to
become a publicly list company as a positive governance factor with
lower leverage and event risks, and greater transparency than Dole
Food had as a standalone private company.

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

The stable outlook reflects Moody's expectation of a successful
integration of Dole Food and Total Produce in addition to the
successful completion of a $500 million to $700 million equity
raise. Furthermore, Moody's assumes in the outlook that Dole will
grow its revenue and EBITDA and generate modestly positive free
cash flow.

Dole's ratings could be upgraded if the company maintains at least
6% operating profit margin, free cashflow to debt of at least 10%,
and debt to EBITDA is sustained below 2.0x.

Ratings could be downgraded if operating performance deteriorates
due to adverse sourcing, transport or competitive factors,
liquidity weakens, the company does not sustain comfortably
positive free cash flow, or debt to EBITDA is sustained above
4.0x.

As proposed, the new $1.44 billion senior secured credit facilities
are expected to provide covenant flexibility that if utilized could
negatively impact creditors. Notable terms include the following:

Incremental debt capacity (following the IPO Closing Date) up to
the greater of $380 million and 100% of LTM Consolidated EBITDA,
plus unlimited amounts subject to pro forma senior secured net
leverage ratio = 3.0x (if pari passu secured). Favorably, no
portion of the incremental may be incurred with an earlier maturity
than the initial term loans.

There are no express "blocker" provisions that prohibit the
transfer of specified assets to unrestricted subsidiaries; such
transfers are permitted subject to carve-out capacity and other
conditions.

Non-wholly-owned subsidiaries are not required to provide
guarantees; dividends or transfers resulting in partial ownership
of subsidiary guarantors could jeopardize guarantees, subject to a
guarantor coverage requirement of 80% of group Consolidated EBITDA,
revenue and assets.

The credit agreement is expected to provide some limitations on
up-tiering transactions, including the requirement that each lender
directly affected must consent to modifications to the pro rata
sharing and payment provisions, subordination of the obligations or
subordination of all or substantively all of the liens on the
collateral securing the credit facilities or amendments to the
voting percentages.

The proposed terms and the final terms of the credit agreement can
be materially different.

The principal methodology used in these ratings was Protein and
Agriculture published in May 2019.

Dole plc, based in Ireland, is a global producer of fresh fruit and
fresh vegetables. The company will be created from the merger of
Total Produce plc and Dole Food Company and will be publicly listed
in the U.S. Following an initial public offering, sometime in the
third quarter of 2021, it is expected that existing Total Produce
plc shareholders will own 55% of the company, Castle & Cooke will
own 9%, and new IPO investors will own the remaining 36% of Dole
plc. For the twelve-month period ended December 31, 2020, Dole plc
generated pro-forma revenue of $9.7 billion.


HARVEST CLO IX: Fitch Affirms Final B- Rating on F-R Notes
----------------------------------------------------------
Fitch Ratings has assigned Harvest CLO IX DACs refinancing notes
final ratings.

      DEBT                 RATING            PRIOR
      ----                 ------            -----
Harvest CLO IX DAC

A-RR XS2339366184    LT  AAAsf  New Rating   AAA(EXP)sf
B-1-R XS1653044039   LT  AAsf   Affirmed     AAsf
B-2-RR XS2339366424  LT  AAsf   New Rating   AA(EXP)sf
C-R XS1653044385     LT  Asf    Affirmed     Asf
D-R XS1653044625     LT  BBBsf  Affirmed     BBBsf
E-R XS1653045192     LT  BBsf   Affirmed     BBsf
F-R XS1653045432     LT  B-sf   Affirmed     B-sf

TRANSACTION SUMMARY

Harvest CLO IX DAC is a cash flow collateralised loan obligation
(CLO). The proceeds of this issue are being used to redeem the old
notes. The portfolio is managed by Investcorp Credit Management EU
Limited. The refinanced CLO envisages an unchanged reinvestment
period ending in August 2021, and a 12-month weighted average life
(WAL) extension.

KEY RATING DRIVERS

'B' Portfolio Credit Quality:

Fitch places the average credit quality of obligors in the 'B'
range. The Fitch-weighted average rating factor (WARF) of the
current portfolio is 33.68.

High Recovery Expectations:

The portfolio comprises 98.93% 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 identified
portfolio is 63.68%.

Diversified Asset Portfolio:

The transaction has one Fitch matrix corresponding to a maximum
permissible exposure to the top 10 obligors of 20% (currently
14.04%), ensuring the portfolio remains sufficiently diversified
throughout its remaining life. The transaction also includes limits
on the Fitch-defined largest industry at a covenanted maximum 17.5%
and the three largest industries at 40%. These covenants ensure
that the asset portfolio will not be exposed to excessive
concentration.

Portfolio Management:

The transaction's reinvestment period ends in August 2021. 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.

Extended WAL:

On the refinancing date, the issuer has extended the WAL covenant
by 12 months.

Cash Flow Modelling:

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.

Model-implied Ratings Deviation:

The ratings of the class D-R and E-R are one and two notches
higher, respectively, than the model-implied ratings (MIR) derived
under the stressed portfolio analysis. The current ratings are
supported by their credit enhancement, as well as the default
cushion on the current portfolio due to the buffer between the
covenants of the transaction and the portfolio's parameters. In
addition, the class F notes' ratings are one notch higher than the
MIR, reflecting Fitch's view that the tranche has a limited margin
of safety given the current credit enhancement level. The notes do
not present a "real possibility of default", which is the
definition of 'CCC' in Fitch's Rating Definitions.

The ratings of the class B-1-R, B-2-RR, and C-R notes are a notch
lower than the MIRs derived under the stressed portfolio analysis.
Typically, Fitch does not upgrade notes during the reinvestment
period as the portfolio may still deteriorate through natural
migration and reinvestments.

Affirmation of Existing Notes:

The notes that were not refinanced have been affirmed with Stable
Outlooks, reflecting the transaction's stable performance. The
transaction was below par by 2.66% as of the latest investor report
dated 6 May 2021. The transaction was passing all portfolio
profile, collateral quality and coverage tests. It had one
defaulted asset of EUR4.2 million.

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 no
    more than four notches except for the class A-RR notes, which
    are already at the highest rating on Fitch's scale and cannot
    be upgraded.

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

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

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

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

Coronavirus Baseline Stress Scenario:

Fitch has recently updated its CLO coronavirus stress scenario to
assume half of the corporate exposure on Negative Outlook is
downgraded by one notch instead of 100%. All ratings can withstand
the coronavirus baseline sensitivity except for the class E and F
notes, which show shortfalls. However, Fitch has assigned a Stable
Outlook to all rated tranches due to the healthy performance of the
CLO to date. The shortfalls are small and mainly driven by a
back-loaded default-rate scenario, which is not an imminent risk.

Coronavirus Potential Severe Downside Stress Scenario:

Fitch has added a sensitivity analysis that contemplates a more
severe and prolonged economic stress caused by a re-emergence of
infections in the major economies. The potential severe downside
stress incorporates a single-notch downgrade to all the corporate
exposure on Negative Outlook. This scenario shows resilience at the
current ratings for all notes, except for the class E-R and F-R
notes, which show small shortfalls.

BEST/WORST CASE RATING SCENARIO

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

CRITERIA VARIATION

The deviation by two notches of the class E-R notes constitutes a
criteria variation. Fitch applied this variation due to the healthy
performance of the CLO to date. The shortfall under the stress
portfolio analysis was driven by the back-loaded default timing,
which is not an imminent risk, while the notes show a material
cushion under the current portfolio analysis.

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

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

DATA ADEQUACY

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

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

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


HARVEST CLO IX: Moody's Affirms 'B2' Rating on Class F-R Notes
--------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive ratings to refinancing notes issued by Harvest
CLO IX Designated Activity Company (the "Issuer"):

EUR294,500,000 Class A-R-R Senior Secured Floating Rate Notes due
2030, Definitive Rating Assigned Aaa (sf)

EUR25,000,000 Class B-2-R-R Senior Secured Fixed Rate Notes due
2030, Definitive Rating Assigned Aa2 (sf)

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

EUR50,000,000 Class B-1-R Senior Secured Floating Rate Notes due
2030, Affirmed Aa2 (sf); previously on Aug 16, 2017 Definitive
Rating Assigned Aa2 (sf)

EUR26,000,000 Class C-R Senior Secured Deferrable Floating Rate
Notes due 2030, Affirmed A2 (sf); previously on Aug 16, 2017
Definitive Rating Assigned A2 (sf)

EUR27,500,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2030, Affirmed Baa2 (sf); previously on Aug 16, 2017
Definitive Rating Assigned Baa2 (sf)

EUR34,300,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2030, Affirmed Ba2 (sf); previously on Aug 16, 2017
Definitive Rating Assigned Ba2 (sf)

EUR15,200,000 Class F-R Senior Secured Deferrable Floating Rate
Notes due 2030, Affirmed B2 (sf); previously on Aug 16, 2017
Definitive Rating Assigned B2 (sf)

RATINGS RATIONALE

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

Moody's rating affirmations of the Class B-1-R Notes, Class C-R
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 will extend the weighted
average life by 12 months to February 15, 2027. It will also amend
certain definitions and minor features. The reinvestment period
remains unchanged.

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

Investcorp Credit Management EU Limited ("Investcorp") 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.
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: EUR491.3 million

Defaulted Par: EUR8.6 million as of March 31, 2021

Diversity Score: 57

Weighted Average Rating Factor (WARF): 3253

Weighted Average Spread (WAS): 3.70%

Weighted Average Coupon (WAC): 4.20%

Weighted Average Recovery Rate (WARR): 45.36%

Weighted Average Life Test end date: February 15, 2027


ICON PLC: S&P Lowers ICR to 'BB+', Off Watch Negative
-----------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on
Ireland-headquartered ICON PLC to 'BB+' from 'BBB-' and removed it
from CreditWatch, where S&P placed it with negative implications on
Feb. 25, 2021. S&P also assigned its 'BB+' issue rating and '3'
recovery rating to the proposed secured debt that ICON will raise
to support this transaction.

The stable outlook reflects the company's strong backlog and strong
industry tailwinds from the COVID-19 pandemic, with ICON growing
organically by about 8% in the medium term.

S&P said, "We think the debt-funded acquisition will put pressure
on ICON's credit metrics. The company intends to fund the
transaction with a mix of equity, cash, and senior secured debt. We
expect ICON's adjusted net debt to EBITDA will increase to about
4.5x on a pro forma basis at year-end 2021 from negative net debt
levels previously. However, given the company's relatively low
capital expenditure (capex) of about 2% of revenue and low working
capital needs, we expect cash generation will remain strong,
supporting a reduction in adjusted net debt to EBITDA to about 3x
by 2023. The downgrade reflects the potential integration risk
given the sizable acquisition and our expectation that adjusted net
debt to EBITDA will remain elevated above that level, along with
FFO to debt below 30%.

"Consolidation remains a key feature of the clinical research
organization (CRO) industry and we think it will add strategic
value for ICON. The combination of the fifth and sixth largest
players in the industry effectively doubles ICON's size and
positions it as the No. 2 player in the CRO market by revenue. We
acknowledge that both ICON and PRA have relatively niche offerings
on a stand-alone basis: ICON has established central and specialty
labs and imaging business, while PRA's data solutions and early
phase trials support potential for enhanced cross-selling. The
consolidation improves ICON's scale within specific segments, which
now include decentralized and hybrid trial solutions. It also
increases the company's presence in the Asian market, with the
combined entity supporting a stronger foothold as a result. The
limited crossover from clients also leads to a more diversified
customer base, with no one customer representing more than 10% of
the combined entity's revenue and good relationships with all of
the global top 20 pharmaceutical companies. We have therefore
revised upward our business risk profile assessment to satisfactory
from fair.

"The transaction results in elevated integration risk. ICON has
integrated about 30 acquisitions historically. This has broadened
its product offering and enhanced its operational efficiencies via
technology or, more recently, patient recruitment platforms,
supporting trial efficiency. Although we think ICON has a strong
track record of identifying and integrating strategic and suitable
acquisitions, we note that these have historically been
predominantly smaller-scale bolt-on acquisitions. The PRA
acquisition is larger, adding a level of complexity. S&P said,
"That said, we expect no material effect on the backlog or customer
relationships and we understand ICON anticipates a run rate of up
to $150 million of cost synergies per year, which the company
expects to achieve within four years of the transaction. We also
anticipate some minimal short-term pressure on EBITDA margins given
that PRA has historically operated at slightly lower margins (about
16%-18%), whereas ICON's margins have been closer to 20%. We
understand management will focus on the successful integration of
PRA and we therefore do not expect any further material mergers or
acquisitions in the short term."

S&P said, "Industry tailwinds have supported strong performance in
2021 and we expect this to continue. Both ICON and PRA have seen
relatively strong growth rates in the first quarter (Q1) of 2021:
ICON's revenue has expanded by about 20% thanks to the strong
increase in the backlog over that period. On a stand-alone basis,
ICON's backlog has increased to about $10 billion, a 14% increase
over Q1 2020. Similarly, PRA's backlog increased by 16% to about
$5.5 billion, excluding reimbursement revenue. We think this
positions the company well for growth over the coming years. We
note that cancellation still remains a risk within the CRO industry
but we expect the combined entity to see cancellation rates in line
with industry norms."

S&P Global Ratings believes there remains high, albeit moderating,
uncertainty about the evolution of the coronavirus pandemic and its
economic effects.   Vaccine production is ramping up and rollouts
are gathering pace around the world. Widespread immunization, which
will help pave the way for a return to more normal levels of social
and economic activity, looks to be achievable by most developed
economies by the end of Q3 2021. However, some emerging markets may
only be able to achieve widespread immunization by year-end or
later. S&P said, "We use these assumptions about vaccine timing in
assessing the economic and credit implications associated with the
pandemic. As the situation evolves, we will update our assumptions
and estimates accordingly."

The stable outlook is supported by the strong backlog and strong
industry tailwinds from the pandemic, along with continued stable
growth rates of 8% expected in the coming years. S&P expects ICON
will improve margins following the integration of PRA, and cash
generation will support strong deleveraging toward 3x in the short
term.

S&P said, "We could lower the rating on ICON if
greater-than-expected integration issues or material
shareholder-friendly actions constrain leverage reduction, such
that adjusted net debt to EBITDA remains above 4x and FFO to debt
remains below 20%.

"Although unlikely in the coming year, we could raise the rating if
the integration of PRA and the realization of synergies are quicker
than we currently expect, supporting the reduction of adjusted net
debt to EBITDA comfortably below 3x, with FFO to debt increasing
above 30%. An upgrade would also depend on the company being able
to sustain these metrics in the longer term."




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

ATLANTIA SPA: Fitch Rates EUR10 Billion Note 'BB', On Watch Pos.
----------------------------------------------------------------
Fitch Ratings has revised the Rating Watch on Atlantia SpA's EUR10
billion euro medium-term note (EMTN) programme - which is rated
'BB' - to Positive (RWP) from Evolving (RWE)

RATING RATIONALE

The rating action on Atlantia reflects the potential positive
impact on its credit profile following its shareholders' approval
of the disposal of ASPI, its Italian toll road business. Despite
much smaller in size, the new Atlantia group will have a valuable
and geographically diversified portfolio of mature and resilient
assets. Atlantia may also dispose of stakes in non-core assets, in
case of need, resulting in substantial balance-sheet flexibility.
Abertis will be the main asset accounting for 74% of 2019
consolidated EBITDA. Atlantia will be cash-positive although the
use of disposal proceeds is presently unclear.

Fitch has run various scenarios on the potential use of disposal
proceeds, which Fitch haircuts by around EUR0.6 billion to consider
potential group liabilities related to the collapse of Morandi
bridge. Assuming that proceeds will be equally split between M&A
and consolidated net debt repayment, under Fitch's rating case,
consolidated leverage would be around 5.5x in 2024-2025, a level
that is commensurate with an investment-grade rating.

Atlantia's holding company debt, however, will continue to be rated
below the consolidated credit profile to reflect its structural
subordination to subsidiary debt. The level of notching will mainly
be a function of the parent company's gross leverage.

Fitch expects to resolve the watch upon closing of the sale of
ASPI, when Fitch should have more visibility on the use of the sale
proceeds as well as on the new group's financial and dividend
policy. This could take place beyond the next six months.

KEY RATING DRIVERS

On 31 May 2021, Atlantia shareholders accounting for around 87% of
the share capital represented to the OGM their opinion in favour of
the binding offer for Atlantia's 88% stake in ASPI from a
consortium of investors headed by the government-owned arm Cassa
Depositi e Prestiti (CDP, BBB-/Stable). The offer values 100% of
ASPI equity at around EUR9.3 billion before potential earn-out and
indemnities. Although the opinion is not binding, it is likely that
Atlantia's board of directors on 10 June 2021 will formally accept
the offer.

The acceptance of the offer will eventually unlock the
formalisation of an agreement between ASPI and the grantor to
settle the dispute related to the collapse of Morandi bridge in
2018. ASPI is Atlantia's major toll road subsidiary accounting for
30% of group EBITDA in 2019.

Rating Approach: Consolidated

The sale of ASPI and removal of the cross-guarantee mechanism in
place between Atlantia and a portion of ASPI debt would complete
Atlantia's transition to a pure holding company. Nevertheless,
Fitch will continue to assess Atlantia based on its consolidated
credit profile. This approach considers Atlantia's majority stakes
in other subsidiaries, operational control as well as limited
restrictions on subsidiaries' debt. The consolidated approach also
considers Atlantia's access to the cash flow generation of most
subsidiaries via control of their dividend and financial policies
and hence the ability to re-leverage these assets in case of need.

Fitch acknowledges the governance features at one of its key
subsidiaries - Abertis - are a constraining factor in Atlantia's
access to the subsidiary's cash flow, and this is reflected in the
subordination and notching down of Atlantia's holding company debt
from the consolidated credit profile.

New Atlantia Group

Upon closing of the sale of ASPI, the new Atlantia group will be a
smaller infrastructure player with materially lower cash flow
generation (around EUR2.2 billion lower based on 2019 EBITDA
adjusted for provisions) and a shorter EBITDA-weighted average
concession tenor, decreasing to 11 years as of end-2020, from 13
years. Its portfolio of concessions, however, still comprises a
geographically diversified and strategically located pool of
infrastructure assets.

Abertis's business risk profile will drive Atlantia's as the
Spanish-headquartered transport group will represent around 75% of
2019 consolidated EBITDA, down from around 50% at present,
following the sale of ASPI. The new group's leverage profile would
broadly be 5x-6x, depending on the use of sale proceeds of ASPI, a
level that is commensurate with an investment-grade rating given
the group's strong business risk profile and moderate average
concession tenor.

Issuer Structure: HoldCo Rating (Atlantia) Notched Down for
Subordination

Atlantia's existing non-guaranteed debt is rated one notch below
the group's consolidated credit profile. This reflects the higher
probability of default of Atlantia's debt compared with that of its
consolidated credit profile due to some limitations on Atlantia's
ability to access the cash flows at key subsidiaries.

Upon the sale of ASPI, Atlantia's holding company debt will
continue to be rated below the group's consolidated credit profile
and the level of notching would primarily be driven by the holding
company's gross debt compared with the expected dividend stream
from subsidiaries, around half of which would be represented by
Abertis.

Mature, Diversified, Resilient Portfolio - Revenue Risk (Volume):
'Stronger'

The Atlantia group currently operates more than 50 concessions
under direct control, predominantly in Italy, France, Spain and
Latin America, with a weighted average life of around 13 years at
end-2020. The toll road business accounted for around 90% of
consolidated 2019 EBITDA and the airport business 10%. Despite the
geographical diversification of the group's portfolio, it has some
concentration in Italian toll roads, which accounted for around 30%
of 2019 consolidated EBITDA adjusted for provisions related to the
Morandi bridge collapse. Following the sale of ASPI, France and
Latin America would be the main EBITDA contributors at around two
thirds of pro-forma consolidated 2020 EBITDA.

Most assets are either national networks with no material exposure
to competition (Sanef, ASPI) or assets strategically located in
core areas (ie. roads around Santiago in Chile, the Brazilian
assets or a key industrial corridor in Mexico). Traffic is
predominantly made up of more stable light vehicles (around 85% in
France, Spain, Italy and Chile). The overall portfolio has a low
2007-2019 peak to trough (5%) change in traffic as performance in
the downturn was balanced across geographies. The group's airports
have predominantly inbound and stable origin-and-destination
traffic structures.

Atlantia has large balance-sheet flexibility. This flexibility
mainly stems from potential disposals of its liquid financial
stakes in non-core assets such Getlink (BB+/Stable), Hochtief,
Bologna airport and/or minority equity interests in its valuable
toll road and airport assets.

Inflation-linked Tariffs - Revenue Risk (Price): 'Midrange'

The concession frameworks where Atlantia operates are robust and
generally track inflation or a portion of it. Some jurisdictions
also allow the recovery of capex execution via tariffs, partly
de-linking the group's cash flow generation from negative traffic
performance.

Generally, tariffs have regularly increased while the risk of
political intervention in Italy, in Fitch's view, should reduce
following a recently agreed new tariff system.

Large-Scale, Experienced Operator - Infrastructure Development &
Renewal: 'Stronger'

The group's capex plan is large but has some flexibility in certain
jurisdictions. Fitch believes Atlantia is well-equipped to deliver
its investment programme as it has extensive experience and
expertise in implementing investments on its network. The
investment plan is expected to be significantly smaller following
ASPI's departure from the broader group.

Bullet Debt, Solid Liquidity - Debt Structure: 'Midrange'

The non-amortising nature of the majority of group debt and its
lack of material structural protection are weaknesses. However,
refinancing risk is mitigated by a well-diversified range of bullet
maturities, a proactive and prudent debt management policy and
proven access to banks and capital markets, even in uncertain
times.

The liquidity position for the restricted group made up of
Atlantia, ASPI and Aeroporti di Roma (AdR) is solid. Cash and
committed lines cover debt maturities at least until end-2022 under
Fitch's Rating Case (FRC).

PEER GROUP

Atlantia has common features with France's Vinci SA (A-/Stable).
Both are global infrastructure operators with a clear focus on
brownfield toll road and airport concessions and portfolio
resilience with a 'Stronger' volume risk assessment. Average
concession maturity is not materially different, while pricing
systems in the different jurisdictions and the senior unsecured
bullet debt structure are similar to Vinci's. Both enjoy
significant balance-sheet flexibility. Nevertheless, Vinci's
considerably lower projected leverage of around 3.4x places its
rating in the 'A' category, although exposure to the contracting
business results in tighter rating sensitivities as opposed to a
pure concessionaire.

RATING SENSITIVITIES

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

-- Completion of the settlement agreement between ASPI and the
    Italian government clearly leading to the formal withdrawal of
    the dispute that started in August 2018, coupled with the sale
    of ASPI to third parties. This will result in Atlantia's
    rating being driven by the new group's leverage profile both
    on a consolidated and a holding company level.

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

-- Failure to reach a formal agreement on the ASPI dispute or a
    material change to the terms agreed with the Italian
    government in July 2020.

-- Material and adverse developments on the ongoing criminal
    investigations of the bridge collapse may escalate tensions
    between parties. This could lead to a multiple-notch
    downgrade, especially if there are doubts on the size and
    timely payment of compensation.

BEST/WORST CASE RATING SCENARIO

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

TRANSACTION SUMMARY

Asset Description

The consolidated Atlantia group (including Abertis) currently
manages around 13,000 km of toll roads predominantly located in
Italy, France, Spain, Chile, Brazil and Mexico. ASPI network
comprises around 3,000 km. The group also manages airports in Rome
(AdR) and Nice (ACA /Aéroports de la Côte d'Azur airports).
Atlantia intends to become a pure holding company once ASPI exits
from the group.

FINANCIAL ANALYSIS

Under the FRC, which uses more conservative assumptions than
management's, mainly on traffic recovery, inflation and other minor
adjustments in M&A, Fitch-adjusted leverage is expected to remain
high in 2021 and 2022 before easing to 6x only in 2023.

Fitch have also developed three scenarios to analyse the
consolidated credit profile of Atlantia without ASPI,
differentiated on the basis of the use of proceeds from its sale.
Under a scenario where 100% of the proceeds are used to fund M&A,
leverage would remain sustainably above 6x at least until 2024; in
a scenario where 100% of the proceeds are applied to group net debt
reduction, leverage would reach 5x by 2024; and should the proceeds
be equally split between M&A and group net debt reduction, leverage
would be around 5.5x in 2024-2025.

In every scenario Fitch does not assume any earn-out nor insurance
indemnification related to ASPI; conversely, Fitch factors in a
total of EUR0.6 billion indemnities to be paid to ASPI's
shareholders.

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.


ENEL SPA: Egan-Jones Retains 'BB+' Sr. Unsecured Debt Ratings
-------------------------------------------------------------
Egan-Jones Ratings Company, on May 25, 2021, maintained its 'BB+'
foreign currency and local currency senior unsecured ratings on
debt issued by Enel SpA.

Headquartered in Rome, Italy, Enel SpA operates as a multinational
power company and an integrated player in the global power, gas,
and renewables markets.


TELECOM ITALIA: Egan-Jones Keeps 'B' Sr. Unsecured Debt Ratings
---------------------------------------------------------------
Egan-Jones Ratings Company, on May 26, 2021, maintained its 'B'
foreign currency and local currency senior unsecured ratings on
debt issued by Telecom Italia S.p.A.

Headquartered in Milano, Italy, Telecom Italia S.p.A., through
subsidiaries, offers fixed line and mobile telephone and data
transmission services in Italy and abroad.




===================
K A Z A K H S T A N
===================

HALYK SAVINGS: Moody's Hikes Sr. Unsecured Debt Rating to Ba2
-------------------------------------------------------------
Moody's Investors Service upgraded Halyk Savings Bank of
Kazakhstan's long-term bank deposit ratings to Baa3 from Ba1,
local-currency senior unsecured debt rating to Ba2 from Ba3,
short-term deposit ratings to Prime-3 from Not Prime, as well as
the bank's Baseline Credit Assessment and Adjusted BCA to ba2 from
ba3. The bank's Counterparty Risk Ratings (CRRs) of Baa3/P-3 and
Counterparty Risk Assessments of Baa3(cr)/P-3(cr) were affirmed.
Following the upgrade, the bank's long-term ratings carry a
positive outlook.

RATINGS RATIONALE

BASELINE CREDIT ASSESSMENT (BCA) AND ADJUSTED BCA

The upgrade of the bank's BCA and Adjusted BCA to ba2 from ba3
recognizes the consistent improvements in Halyk's solvency profile
along with strong liquidity and proven resilience of the bank's
business model during the recent period of economic weakness caused
by the global pandemic.

Despite the recent economic challenges and the contraction of the
local economy by 2.6% in 2020, Halyk's ratio of problem loans
(defined as "stage 3" and "POCI" loans) to gross loans declined to
12.3% as of year-end 2020 from 16% as of year-end 2019 while credit
losses held at a relatively low level of 0.43% of average gross
loans in 2020 (0.71% in 2019).

Along with the improving asset-quality trends, Halyk continued to
generate strong profits, reporting 3.6% return on average assets in
2020 (3.7% in 2019). Moody's is now expecting that Halyk's
relatively low-cost funding base and good operating efficiency will
enable the bank to preserve its currently strong return on average
assets of above 3% in 2021 and beyond.

As a result of strong profits and their partial retention, Moody's
key measure of capital adequacy ratio, Tangible Common Equity to
Risk-Weighted Assets, advanced to 20.3% as of year-end 2020 from
17.4% as of year-end 2019. Such a modest leverage and the ongoing
strong profit generation secures a very strong resiliency of the
bank's solvency metrics to absorb potential unexpected losses in
the future.

The rating action also takes into account the bank's strong
liquidity, with around half of Halyk's assets being invested in
low-risk and relatively liquid instruments, such as government
bonds or deposits held with the National Bank of Kazakhstan. Such
asset profile not only supports asset quality but also translates
into strong liquidity because of the bank's almost full funding
reliance on capital and consistently growing customer accounts. The
bank's deposit base has also demonstrated better granularity in the
recent years as the bank's reliance on key group of customers has
been decreasing.

DEPOSIT AND DEBT RATINGS, CRR and CRA

Because of Halyk's dominant market position with a market share of
over 30% in terms of total assets and a recent track record of
government support to depositors of large failed banks in
Kazakhstan, Moody's continues to incorporate a "very high" level of
government support into Halyk's deposit ratings, translating into
two notches of rating uplift from the bank's Adjusted BCA.
Therefore, the upgrade of the bank's Adjusted BCA has triggered a
corresponding upgrade of the bank's deposit ratings by one notch to
Baa3/P-3.

In contrast to deposits, Moody's continues to incorporate "low"
level of government support into debt ratings assigned to all rated
Kazakhstan banks, given the historical evidence of the largest
banks' resolutions with bail-ins of unsecured creditors. Therefore,
Halyk's senior unsecured debt rating continues to be positioned in
line with the Adjusted BCA and was also correspondingly upgraded to
Ba2 from Ba3.

The affirmation of the bank's Baa3(cr)/P-3(cr) Counterparty Risk
Assessments and Baa3/P-3 Counterparty Risk Ratings recognizes the
fact that these are already positioned at the rating level of the
Government of Kazakhstan.

OUTLOOK

After the ratings upgrade, Halyk's long-term deposits and debt
ratings carry a positive outlook. It recognizes the bank's strong
and improving financial metrics and a likely scenario of operating
environment improvements and potentially higher government support
capacity that is currently captured in the positive outlook
assigned to the sovereign ratings.

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

An upgrade of the sovereign ratings could lead to upgrade of the
bank's long-term ratings. Further improvements in asset quality
and/or in the coverage of problem loans by loan loss reserves
together with a maintenance of strong profitability, capital
adequacy and liquidity could also lead to an upgrade of the bank's
BCA and debt rating.

Although currently considered to be an unlikely scenario, a
substantial decline in capital adequacy, weaker liquidity or
material asset quality problems could translate into lower ratings.
Kazakhstan's lower sovereign ratings or changes in the country's
political landscape leading to lower business volumes could also
lead to a downgrade of the bank's long-term ratings.

LIST OF AFFECTED RATINGS

Issuer: Halyk Savings Bank of Kazakhstan

Upgrades:

Adjusted Baseline Credit Assessment, Upgraded to ba2 from ba3

Baseline Credit Assessment, Upgraded to ba2 from ba3

Short-term Bank Deposit Ratings, Upgraded to P-3 from NP

Senior Unsecured Regular Bond/Debenture, Upgraded to Ba2 from Ba3,
Outlook Changed To Positive From Stable

Long-term Bank Deposit Ratings, Upgraded to Baa3 from Ba1, Outlook
Remains Positive

Affirmations:

Long-term Counterparty Risk Assessment, Affirmed Baa3(cr)

Short-term Counterparty Risk Ratings, Affirmed P-3

Long-term Counterparty Risk Ratings, Affirmed Baa3

Outlook Action:

Outlook, Changed To Positive From Positive(m)

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Banks
Methodology published in March 2021.




===================
M O N T E N E G R O
===================

[*] MONTENEGRO: Funding for State-Financed Institutions Okayed
--------------------------------------------------------------
SeeNews reports that Montenegro's finance ministry approved
temporary funding to state-financed institutions for June, as the
Parliament has still not adopted the 2021 budget, it said in its
decision published on June 7.

The finance ministry said in its decision published on June 3 the
funding is in the amount of up to one-twelfth of the 2020
expenditures, SeeNews relates.

The decision was taken on May 31 and came into force on June 1.  A
similar decision was also adopted for funding in January, February,
March, April and May, SeeNews discloses.

Montenegro reported a record-high budget deficit of EUR419.5
million in 2020, compared to a deficit of EUR143.3 million in 2019,
SeeNews notes.




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

CASPER DEBTCO: Moody's Assigns 'Caa1' Corp. Family Rating
---------------------------------------------------------
Moody's Investors Service has assigned a first-time Caa1 corporate
family rating and a Caa1-PD probability of default rating to Casper
Debtco B.V. ("Dummen Orange" or "the company"), the holding company
of the Dummen Orange group, the leading floriculture breeding
company globally, domiciled in the Netherlands. Concurrently,
Moody's has assigned a B2 rating to the EUR55 million senior
secured super senior term loan due March 2026 and a Caa2 rating to
the EUR195.6 million senior secured term loan due September 2026,
both borrowed by Casper Debtco B.V. The outlook on all ratings is
stable.

"The Caa1 rating assigned to Dummen Orange factors in the company's
high financial leverage, with only modest deleveraging prospects,
negative free cash flow generation, which we expect to persist in
the next 2-3 years, and limited track record of stable operating
performance," says Igor Kartavov, a Moody's lead analyst for Dummen
Orange.

"Although we recognize the strengths of the company's business
profile, including its leading position in the floriculture
breeding industry, its strong R&D capabilities and intellectual
property rights that protect its revenue stream, its financial
profile, with weak cash flow generation, high starting leverage and
uncertain deleveraging trajectory, weighs on the company's rating,"
adds Mr. Kartavov.

RATINGS RATIONALE

The Caa1 CFR assigned to Dummen Orange reflects (1) its relatively
small scale and niche business focus on floriculture breeding; (2)
its exposure to phytosanitary issues, which creates risk of
earnings volatility; (3) its high financial leverage, with
Moody's-adjusted gross debt/EBITDA expected to be above 10x as of
September 2021, and limited deleveraging prospects; (4) Moody's
expectation that the company will maintain negative free cash flow
over the next 2-3 years, which will gradually erode its cash
cushion and could create pressure on its liquidity, particularly
given the high seasonality of the business; and (5) its
historically volatile financial performance and limited track
record of the new management team.

However, Dummen Orange's rating is supported by (1) its leading
position in the niche floriculture breeding market globally; (2)
its strong R&D capabilities, which represent a significant
competitive advantage and should support a progressively growing
recurring revenue stream over time; (3) its ample portfolio of
intellectual property rights, which protect its revenue stream; (4)
the company's position in the high-margin upstream segment of the
floricultural value chain; and (5) supportive, though sluggish,
end-market demand patterns in the long term.

Moody's assigned ratings to Dummen Orange following the completion
of its distressed debt restructuring process in March 2021, which
resulted in a 60% write-down of the principal amount of the
company's senior debt facilities. Following this restructuring, the
company's new capital structure comprises a EUR195.6 million senior
secured term loan due September 2026 and a EUR55 million super
senior term loan due March 2026 provided by its existing creditors,
as well as funds managed by private equity firm BC Partners, which
hold a majority stake in Dummen Orange. Following the debt
restructuring, funds advised by BC Partners hold 51% of voting
shares in Dummen Orange, while the remainder is owned by the
company's former lenders.

Despite the reduction in the company's total debt almost by half,
its capital structure remains highly levered, with Moody's-adjusted
gross debt/EBITDA expected to be above 10x as of September 2021,
declining only towards 8x in the following 18-24 months (the rating
agency's calculation of Dummen Orange's EBITDA deducts development
costs that are capitalized in the company's financial statements of
around EUR12 million per year). In addition, although the company
reduced interest expense, extended debt maturity profile, with no
maturities until 2026, and built up sizeable cash cushion following
its debt restructuring, Moody's expects Dummen Orange to maintain
negative free cash flow in the next 2-3 years, resulting in
deteriorating liquidity, which is a significant constraining factor
for the rating.

Moody's recognizes an ongoing improvement in the company's
operating results under the new management team, as seen in the
first half of the financial year ending September 2021. However,
the limited track record of improving financial results and
consistent execution of operational turnaround plan, the historical
volatility of the company's performance and the continuing
implications of the coronavirus pandemic create uncertainty over
Dummen Orange's deleveraging trajectory and ability to achieve
sustainable positive free cash flow generation, in Moody's view.

LIQUIDITY

Moody's views Dummen Orange's liquidity as weak but adequate.
Following the restructuring of its debt, the company has no
material debt maturities until March 2026. In addition, the company
built up a sizeable cash cushion amounting to EUR48 million (net of
overdraft) as of March 31, 2021, owing to the injection of a EUR55
million super senior facility as part of the debt restructuring.
However, Dummen Orange generated negative Moody's-adjusted free
cash flow of around EUR25 million per year in the last three
financial years, and Moody's expects that its free cash flow will
remain negative for at least the next 12-18 months, and likely for
a longer period. The company's funds from operations of around
EUR20 million per year (after around EUR13 million annual interest
payments) will be insufficient to cover its capital spending,
including capitalized R&D costs and lease repayments, totaling
EUR25 million - EUR30 million per year. The company's ability to
achieve at least neutral free cash flow and prevent the erosion of
its cash balance to an unsustainably low level will therefore
depend on its ability to grow earnings, which remains uncertain at
this point.

Dummen Orange's business is highly seasonal, with most EBITDA
generation concentrated in January-March (spring bedding season)
and, to a lesser extent, in July-September (poinsettias and
chrysanthemum season). In addition, the company faces significant
intra-year net working capital (NWC) swings, typically with NWC
absorption in October-April and gradual NWC release in
May-September, which partly offsets the seasonality of earnings.
This high business seasonality results in the company's cash
balances falling significantly below financial year-end levels by
the middle of the year, and requires tight working capital control
by the management.

Moody's also notes that Dummen Orange currently does not have
access to any committed external sources of financing, such as a
revolving credit facility, which limits its financial flexibility
and could create liquidity risks in case of unexpected weakening in
internal cash flow generation, particularly given the company's
high cash flow seasonality.

More positively, the company's debt facilities do not contain any
financial maintenance covenants, eliminating any risk of covenant
breach.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS

Dummen Orange's rating takes into account corporate governance
considerations. The company is controlled by private equity firm BC
Partners, which, as is often the case in highly levered, private
equity sponsored deals, has a high tolerance for leverage and risk,
while governance is comparatively less transparent. Since its
acquisition by BC Partners in late 2015, the company demonstrated
aggressive financial policy, including the completion of 11
debt-funded acquisitions in 2016-17 and very weak liquidity
position in 2019-20, which ultimately led to a distressed debt
restructuring, while integration of the acquired companies, cost
control and phytosanitary risk management were poorly executed.

Moody's notes that a number of the company's senior executives,
including the CEO and the CFO, were replaced in 2019-20, and the
new management team is currently implementing an operational
turnaround plan, with a particular focus on cost control. However,
the track record of the company operating under the new management
team is limited so far. Moody's believes that the interests of
Dummen Orange's shareholders and creditors are better aligned
following the company's debt restructuring, because its former
lenders now hold a 49% stake in its equity, while entities
affiliated with the controlling shareholder, BC Partners, hold a
significant portion of the company's debt.

Moody's regards the continuing coronavirus pandemic as a social
risk under its ESG framework, given the substantial implications
for public health and safety. Although consumer demand in the
floriculture end-market remained resilient to the pandemic,
according to the company, particularly supported by the bed and
balcony plants, Dummen Orange's revenue (excluding brokerage) and
management-adjusted EBITDA declined by 8% and 52% year-on-year,
respectively, in the financial year 2020. This decline reflected
order cancellations by the company's customers (growers) coupled
with its largely fixed cost base in the short term. The uncertainty
regarding the recovery in consumer demand for cut flowers creates
additional risks for Dummen Orange's growth and deleveraging
trajectory, in Moody's view.

Dummen Orange is also exposed to environmental risks in the form of
phytosanitary issues. The company faced material losses of revenue
and earnings in the past due to plant disease outbreaks, although
the management has taken a number of steps to mitigate these risks
in the future.

STRUCTURAL CONSIDERATIONS

Following the restructuring of its debt, completed in March 2021,
Dummen Orange's capital structure primarily comprises a EUR195.6
million senior secured term loan due September 2026 and a EUR55
million super senior term loan due March 2026. These two facilities
share a common security package, with the super senior facility
having a priority claim on the proceeds from enforcement of
security. The security package primarily comprises pledges over
shares, bank accounts and intragroup receivables, as well as
floating charges over substantially all assets of obligors
incorporated in the US and the Netherlands. In addition, the
facilities are guaranteed by the group's operating subsidiaries
representing at least 75% of consolidated EBITDA and gross assets.

The B2 rating assigned to the super senior facility is two notches
above the CFR, reflecting the presence of a significant junior debt
cushion, equal to almost 80% of the total financial debt.
Conversely, the Caa2 rating assigned to the senior secured facility
is one notch below the CFR, reflecting the presence of a meaningful
layer of prior-ranking debt in the capital structure.

The Caa1-PD PDR assigned to Dummen Orange reflects Moody's
assumption of a 50% family recovery rate, given that the company's
debt facilities do not contain any maintenance financial
covenants.

RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects Moody's view that Dummen Orange will be
able to gradually increase revenue and improve profitability, so
that its Moody's-adjusted gross debt/EBITDA trends towards 8.0x and
negative free cash flow is gradually reduced. The stable outlook
also factors in Moody's expectation that Dummen Orange will
maintain adequate liquidity despite generating negative free cash
flow, owing to its sizeable cash cushion built as a result of the
super senior facility injection in March 2021.

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

Dummen Orange's ratings could be upgraded if (1) the company
demonstrates stability of operating and financial performance under
the new management team, including sustainable topline growth and
stable profitability, as well as cost and working capital control;
(2) the company reduces its Moody's-adjusted gross debt/EBITDA
below 7.0x on a sustainable basis; (3) its EBITA/interest coverage
increases above 1.0x; and (4) its cash flow generation improves, so
that its Moody's-adjusted free cash flow turns neutral or
positive.

The ratings could be downgraded if (1) the company fails to achieve
sustainable revenue and earnings growth, so that its
Moody's-adjusted gross debt/EBITDA does not decline; (2) the
company engages in material debt-funded acquisitions; or (3) the
company's free cash flow remains negative with no signs of
improvement and/or its liquidity deteriorates.

LIST OF AFFECTED RATINGS

Issuer: Casper Debtco B.V.

Assignments:

Probability of Default Rating, Assigned Caa1-PD

LT Corporate Family Rating, Assigned Caa1

Senior Secured Bank Credit Facility, Assigned B2

Senior Secured Bank Credit Facility, Assigned Caa2

Outlook Action:

Outlook, Assigned Stable

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Consumer
Packaged Goods Methodology published in February 2020.

COMPANY PROFILE

Dummen Orange, headquartered in the Netherlands, is a leading Dutch
flower breeder specializing in the breeding and propagation of cut
flowers, pot plants and bedding plants, with a global network of
breeding, propagation, rooting and sales and marketing locations.
In the financial year ended September 30, 2020, the company
generated revenue of EUR336 million (2019: EUR349 million) and
EBITDA of EUR20.1 million (2019: EUR42.0 million), as adjusted for
non-recurring items by the company. Dummen Orange is controlled by
funds managed by private equity firm BC Partners, which acquired
the company from H2 Equity Partners and the founding Dummen family
in December 2015.


METALCORP GROUP: S&P Assigns 'B' Issuer Credit Rating, Outlook Pos
------------------------------------------------------------------
S&P Global Ratings assigned a 'B' long-term issuer credit rating to
nonferrous and ferrous metal trader and recycler Metalcorp Group
S.A. and a 'B' issue rating to the company's proposed  EUR250
million senior secured notes.

The positive outlook reflects a potential upgrade over the next 12
months as Metalcorp meets its mine ramp-up objectives while
improving its credit metrics.

The 'B' rating on Metalcorp reflects our assessment of its weak
business risk profile and highly leveraged financial risk profile,
as well as potential support from its parent company, Monaco
Resources Group S.A. (MRG). S&P said, "Our rating reflects
Metalcorp's ongoing transition from metal trading and downstream
activities to upstream activities through its two bauxite mines in
Guinea. Together with the shift in the business model, the
company's financial position will become more favorable, with a
better match between profitability and overall debt, and positive
free cash flow. We expect the transition to be completed in the
latter part of 2023. In our view, increasing the volumes from the
mines and establishing mining capabilities will reduce execution
risk and may support a higher rating over time."

Metalcorp's weak business risk profile reflects the downstream
business and the gradual shift toward mining. Metalcorp's business
risk profile underscores the company's small scale, with two main
lines of business:

-- Trading and marketing metals (about 60% of EBITDA); and

-- Recycling downstream metals, mainly secondary aluminum slabs
and copper granulates (40% of EBITDA).

The company's EBITDA was  EUR33 million as of year-end 2020. Unlike
classic commodity traders such as Trafigura, Metalcorp's trading
operations are based on sourcing volumes and locating potential
buyers on an open-book basis, with suppliers receiving a fee for
its services. S&P considers this back-to-back physical trading to
be risk averse, meaning that the company bears no market-price risk
and conducts no speculative trading. The second business line, the
metal recycling business, has several facilities covering a range
of metals, but in practice, the majority of EBITDA comes from the
two secondary aluminum smelters in Germany. The business model is
based on a toll, with customers paying per ton of material recycled
or produced. Metalcorp enjoys long-term customer relationships that
provide good visibility of revenues and cash flow stability.

The ramp-up of two greenfield bauxite mines in Guinea is due to
complete in 2023. Metalcorp envisions production at the two mines
of about 15 million metric tons (mmt), compared to 56 mmt at Rio
Tinto in 2020. Metalcorp started constructing these mines in 2019,
and in 2020, completed the first mine, SBG – Bauxites de Guinee,
which started to produce bauxite. According to Metalcorp, the mines
will be located on the first quartile of the cash cost curve. S&P
said, "While bauxite mines are not considered complex, we still
factor execution risk into our rating, capturing the potential for
delays in the ramp-up, some cost overruns, Metalcorp's limited
experience as a miner, and the risks of doing business in Guinea.
Following the completion of the mines' ramp-up in 2023, about
70%-80% of the company's EBITDA will come from its mining business.
At that point, our business risk profile assessment will take into
account Metalcorp's increased profitability, its competitive
position in the bauxite industry, and some diversification through
its traditional business lines. At the same time, it will factor in
increased country risk and the cyclicality of the mining industry.
At this stage, we believe that our assessment of Metalcorp's
business risk profile is unlikely to change."

Metalcorp's debt of about  EUR335 million is too high for its
existing operations, but will be more manageable post 2022. S&P
said, "Following the refinancing, we expect Metalcorp to report net
debt of  EUR270 million, equivalent to adjusted debt of about
EUR335 million in 2021. This includes the  EUR250 million proposed
bond issuance, about  EUR50 million of self-liquidating trade
financing lines, and some lease liabilities and receivables
factoring. We see this amount of debt as high when factoring in the
existing downstream business only, as it translates into adjusted
debt to EBITDA of about 6.0x in 2021, encompasses negative free
cash flow excluding changes in working capital, and only includes
the capex associated with the downstream activities. However, over
the medium term, we forecast normalized EBITDA in the range of
EUR150 million- EUR200 million. This translates into adjusted debt
to EBITDA of about 3x, excluding a cash deduction, and positive
free cash flow of  EUR60 million- EUR110 million, excluding working
capital and growth capex. At this stage, our assessment of
Metalcorp's financial risk profile as highly leveraged puts more
weight on the company's existing leverage."

Metalcorp does not have a well-defined financial policy covering
debt and dividends, among other things. In S&P's view, the company
would allocate future excess cash to paying dividends to the
parent, funding growth in other activities, and expanding its
existing operations. It is less likely to use excess cash to reduce
absolute debt.

The positive outlook reflects a potential upgrade over the next 12
months as Metalcorp meets its mine ramp-up objectives. Under S&P's
base-case scenario, we assume aggregate bauxite production of about
1.75 mmt in 2021 and about 3.5 mmt in the first half of 2022, with
a full run rate by the end of 2023. If Metalcorp achieves this
without changing its cash-cost assumptions or incurring additional
capex, it would be able to start generating much higher EBITDA and
materially deleveraging, with adjusted debt to EBITDA improving to
4.0x-4.5x by the end of 2022, compared to about 6.0x in 2021.

S&P could raise the rating if:

-- Metalcorp reaches aggregate bauxite mine production of 5 mmt or
more.

-- Adjusted debt to EBITDA is below 5.0x, with supportive positive
free cash flow, excluding working capital and additional growth
capex.

-- Metalcorp improves its liquidity position--including the
ongoing roll-over of its short-term self-liquidating trading
facilities--and this position is comfortable for its mining
division, with sources fully covering cash needs.

-- There are no changes in our assessments of either MRG's
creditworthiness or country risk in Guinea.

S&P may revise the outlook to stable if some of the execution risks
associated with the mining business materialize, leading to much
lower volumes and EBITDA. Other factors that may cause S&P to
revise the outlook to stable include:

-- Deterioration of Metalcorp's liquidity position, due to larger
cash outflows than we expect via capex and working capital
spending, or a large debt-funded acquisition.

-- Additional acquisitions or capex programs, both at Metalcorp
and its parent MRG, leading to much higher leverage.




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AUTONOM SERVICES: Fitch Alters Outlook on 'B+' LT IDR to Stable
---------------------------------------------------------------
Fitch Ratings has revised the Outlook on Romania-based Autonom
Services S.A.'s Long-Term Issuer Default Rating (IDR) to Stable
from Negative and affirmed the IDR at 'B+'. Fitch has also affirmed
Autonom's senior unsecured debt rating at 'B-'/RR6.

The revision of the Outlook reflects Autonom's resilient financial
performance since the onset of the pandemic, notably regarding
profitability, asset quality and funding and liquidity.
Consequently, Fitch expects Autonom's performance to further
recover in 2021 and that the company will maintain sufficient
headroom above any downgrade triggers identified in Fitch's base
case.

Autonom is a small, privately-owned car lessor predominately
offering operating leasing services to around 1,500 SMEs in
Romania. At end-2020, it had around 6,700 vehicles under operating
leasing contracts.

KEY RATING DRIVERS

IDRs

Autonom's Long-Term IDR reflects its company profile as a Romanian
car lessor providing operating leasing and to a lesser extent,
short-term rentals to domestic SMEs. Autonom's franchise is small
but growing and benefits from an increasing leasing penetration
rate in Romania. Fitch has identified Autonom's modest size,
concentrated franchise and monoline business model as factors
constraining its rating.

Autonom's ratings also consider the company's adequate
profitability, helped in 2020 by limited reliance on short-term
rentals, reasonable asset quality and an experienced management
team. However, they also reflect its less developed corporate
governance (compared with higher-rated peers) and a funding profile
that is predominantly secured, limiting the company's financial
flexibility in times of stress.

Autonom has a moderate franchise by international standards in the
growing segment of operating fleet leasing in Romania (total assets
of RON641 million at end-2020). The company caters to SMEs, mostly
outside Bucharest, which are not served by its international
competitors. Autonom also offers short-term rental solutions (under
25% of its fleet at end-2020) to Romanian corporates. Only a minor
portion is dependent on tourist arrivals at airports.

Autonom reacted swiftly to the coronavirus crisis, containing
pressure on asset quality and profitability, among other things by
reducing its short-term rental fleet to cope with lower tourist
arrivals and lower mobility during the lockdowns. It also
proactively granted limited payment holidays for its operating
leasing fleet and redefined the baseline services included in the
contracts, among other measures. As a result, the ratio of gross
credit impairments to fleet value and gross receivables was 3.1% at
end-2020 (2.9% at end-2019), while pre-tax income to average assets
was 1.4% (3.4% in 2019). Fitch treats depreciation charges as a
regular business expense for Autonom because the company needs to
renovate its fleet on a rolling basis.

Swift repossession, low concentration by counterparty, higher yield
on SMEs and the secured nature of operating leasing help mitigate
the higher credit risk of Romanian SMEs. Autonom's focus on
corporate clients and moderate exposure to business volumes relying
on tourism arrivals and airport traffic supported its performance
in 2020 and help reduce vulnerability to future lockdowns and lower
international travel volumes.

Fitch's assessment of Autonom's funding profile is constrained by a
high share of secured funding (about 80% at end-2020) and mostly
encumbered assets (about 75% at end-2020). However, Autonom managed
its funding and liquidity profile well during 2020, including by
returning into compliance with its debt covenants and harmonising
covenants across its lenders. Autonom has built up additional
liquidity since the beginning of the pandemic and continued efforts
to diversify its funding base, which Fitch views positively.

Autonom is a family-owned company, founded by brothers Marius and
Dan Stefan. A longstanding management team, articulated medium-term
strategy and intention to adopt managerial best practices somewhat
mitigate key-person risks in relation to its founders and less
developed corporate governance, which is in line with other
privately-held peers. The latter is reflected in Fitch's ESG
governance score of '4'.

SENIOR UNSECURED DEBT

Fitch notches Autonom's senior unsecured debt rating down twice
from the company's Long-Term IDR, as reflected in the Recovery
Rating of 'RR6'. This indicates expectations of poor recoveries,
driven by its contractual subordination to predominantly secured
funding.

RATING SENSITIVITIES

IDRs

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

-- Increase of gross debt to tangible equity above 5x on a
    sustained basis, particularly if in conjunction with
    materially lower liquid assets.

-- Material deterioration in asset quality and earnings, putting
    pressure on Autonom's EBITDA-based financial covenants.

-- Weaker funding flexibility or rising refinancing risks driven
    by covenant breaches or increased asset encumbrance.

-- Deterioration in Autonom's competitive position.

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

-- Upside potential is limited in the short term and any upgrade
    would require a material increase in business scale while
    maintaining sound profitability and adequate leverage, coupled
    with a more formalised governance structure.

-- Further diversification and extension of the funding profile,
    especially in unsecured debt, together with other factors
    would support a higher rating.

SENIOR UNSECURED DEBT

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

-- A downgrade of Autonom's Long-Term IDR would be mirrored in a
    downgrade of the senior unsecured debt rating.

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

-- The senior unsecured debt rating could be upgraded following
    an upgrade of Autonom's Long-Term IDR or following an upward
    revision of recovery expectations, for example due to a lower
    share of secured debt.

BEST/WORST CASE RATING SCENARIO

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

ESG CONSIDERATIONS

Autonom has an ESG Relevance Score of '4' for key-person risk. The
longstanding management team, articulated medium-term strategy and
intention to adopt managerial best practices somewhat mitigate
key-person risks in relation to its founders and less developed
corporate governance, which is in line with other privately-held
peers.

Except for the matters discussed above, the highest level of ESG
credit relevance, if present, is a score of 3. This means that
other 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.




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

UZBEKISTAN: S&P Alters Outlook on Sovereign Credit Rating to Stable
-------------------------------------------------------------------
On June 4, 2021, S&P Global Ratings revised the outlook on its
long-term ratings on Uzbekistan to stable from negative. At the
same time, S&P affirmed the 'BB-/B' long- and short-term foreign
and local currency sovereign credit ratings.

The transfer and convertibility assessment remains 'BB-'.

Outlook

The stable outlook reflects S&P's expectation that fiscal and
external debt will continue to increase rapidly but remain at
moderate levels over the next 12-24 months. S&P expects GDP growth
to exceed 5% annually as of 2022.

Downside scenario

S&P said, "We could lower the ratings if we project a faster or
more significant deterioration in Uzbekistan's fiscal and external
balance sheets than we currently expect. This could happen if
Uzbekistan's economic liberalization and increasing integration
with the global economy result in more elevated imports and current
account deficits. Absent significant inflows of foreign direct
investment (FDI), this could result in a high accumulation of
debt-creating flows and external asset drawdowns.

"We could also lower the ratings if dollarization levels in the
economy significantly increase, or if we observe weakness in key
state-owned enterprises (SOEs), leading to the realization of
contingent liabilities on the government's balance sheet."

Upside scenario

Although unlikely in the next year, S&P could raise the ratings if
Uzbekistan's economic reforms and increased integration with the
global economy result in stronger economic growth potential and
improving fiscal and external metrics.

Rationale
S&P said, "We revised the outlook to stable after better than
expected GDP growth and fiscal and external outturns over 2020. In
our view, this means near-term fiscal and external risks have
decreased.

"Uzbekistan's fiscal position outperformed our expectations as the
government controlled COVID-19-related expenditure increases and
high gold prices supported tax revenue. The 2020 deficit of 4.5% of
GDP was also lower than the government originally expected. As a
result, the government was able to accumulate and save some
external budget-support borrowings, increasing its year-end asset
position. This supported our measure of the government's net debt
to GDP ratio, which at year-end 2020 was 10% of GDP. Uncertainty
remains over the trajectory of the COVID-19 pandemic, but we expect
economic growth to accelerate this year. We also expect net fiscal
debt to increase to 21% of GDP by 2024 from 10% in 2020. However,
this remains a relatively strong fiscal stock position.

"Uzbekistan's external balance sheet performance was also better
than we expected last year. At year-end 2020, liquid public and
financial sector assets exceeded gross external debt by 10% of
current account payments. On a gross basis, external debt increased
almost $10 billion (17% of GDP). Government external debt increased
about $4.4 billion and banking sector external debt more than
doubled to $6.7 billion from $3.1 billion. This increase in debt
was largely offset by the appreciation of monetary gold at the
Central Bank of Uzbekistan (CBU), as gold prices increased
significantly over 2020 and gold is the main component of the CBU's
reserve assets. However, we expect that external debt is on the
path to exceed liquid public and financial sector external assets
this year, taking into account increasing external debt and our
assumption of gold price declines in 2021.

"Although the pace of external debt accumulation is high, we expect
this to moderate over the forecast period through 2024. The
government has introduced into budget law a debt ceiling of 60% to
GDP for total government debt and an annual signing limit in the
amount of $5 billion for government external borrowing. Also, more
stringent rules around project selection were introduced into
national legislation. We currently do not expect significant
additional borrowing related to the COVID-19 pandemic. We expect
the government's fiscal and the economy's external positions to
remain strong relative to similarly rated peers over the period
through 2024.

"In our view, policy responses may be difficult to predict, given
the highly centralized decision-making process and the relatively
less developed accountability and checks and balances between
institutions.

"Our ratings are constrained by Uzbekistan's low economic wealth,
measured by GDP per capita, and low monetary policy flexibility.
Our ratings are supported by the economy's strong external balance
sheet and the government's low net debt burden. These strengths
predominately arise from the government's asset position, which
stems from the policy of transferring some revenue from commodity
sales to the Uzbekistan Fund for Reconstruction and Development
(UFRD).

Institutional and economic profile: S&P expects the economy will
expand 4.8% this year, boosted by a recovery in the services
sector

-- The government is planning ambitious privatizations in an
effort to reduce the role of the state in the economy and improve
economic productivity.

-- Although S&P expects continuing institutional reforms, it
believes decision-making will remain centralized and the perception
of corruption high.

-- GDP per capita is low, at an estimated $1,800 in 2021.

Since 2017, Uzbekistan has made strong progress on its reform and
economic modernization agenda, which should improve the economy's
productive capacity and the government's institutional strength.
S&P said, "However, notwithstanding the positive trend in
strengthening institutions, we believe Uzbekistan is starting from
a low base. We believe that checks and balances between
institutions remain weak and that decision-making will remain
highly centralized under the president's office, making policy
responses somewhat difficult to predict. The transfer of power to
President Shavkat Mirziyoyev in 2016 was relatively smooth, and we
expect he will stay in power following the October 2021 election.
Some uncertainty over any future succession remains."

Broad-based policy reforms have included measures to increase the
judiciary's independence, remove restrictions on free expression,
and increase the government's accountability to its citizens.
Changes have also included the implementation of an anti-corruption
law, an increase in transparency regarding economic data, and the
liberalization of trade and foreign exchange regimes, and planned
privatizations of SOEs. The government is working on a law to
privatize nonagricultural land and reforms in the agricultural
sector are expected, after the abolition of state orders for
cotton.

The government's economic reform agenda is currently focused on
improving the operations of SOEs and state-owned banks, with the
aim to fully or partially privatize many of them by year-end 2023.
Major SOEs are implementing measures to improve corporate
governance and increase transparency, including by producing
audited financial statements and splitting off noncore assets. The
government is working to unbundle and corporatize large SOEs in the
mining and energy sectors.

At year-end 2019, over $4 billion in loans from the UFRD,
previously lent through the banking sector to SOEs, were returned
to the UFRD balance sheet. In addition, to improve capitalization
in the system, the UFRD granted about $1.5 billion in loans to
banks to convert into equity. Along with these balance-sheet
changes, the government has introduced regulations to reduce
subsidized lending and encourage lending in local currency. The
changes aim to help banks operate in a more commercially focused
manner. The government intends to prepare several smaller companies
for privatization as well, which should pave the way for the more
challenging and economically rewarding prospect of privatizing
larger SOEs.

S&P consider that continued moves away from a state-led economy
could improve productivity, attract FDI, and reduce budget
outflows. The IMF calculates that currently half of recorded
economic output comes from SOEs. Decreasing the state's involvement
in the economy and attracting FDI are two key priorities for the
government. However, FDI inflows remain low and concentrated in the
extractive industries, particularly natural gas. Net FDI decreased
in 2020 to $1.7 billion, down from $2.3 billion in 2019, but still
up significantly from $600 million in 2018.

The economy expanded 1.6% in real terms over 2020, making
Uzbekistan one of the few countries to maintain positive real
growth. This is because during COVID-19-related restrictions large
segments of the economy remained operational including the
agricultural sector and the important industrial sector--food
processing, manufacturing, oil refining, and metals and mining.
Large infrastructure and investment projects also continued, but at
a slower pace due to additional safety measures. In addition, the
government acted quickly to introduce stimulus measures to
counteract the effects of the pandemic. There was an additional
$1.3 billion (2.2% of GDP) of COVID-19-related spending in the 2020
budget to support health-related measures, infrastructure projects,
employment protection, and social spending.

S&P said, "We expect GDP growth will rebound in 2021 to 4.8%, led
by a recovery in the services sector and economic recoveries at key
trading partners. We expect real GDP growth to average about 5%
annually over our 2021-2024 forecast period, supported by growth in
the services, manufacturing, and natural resources sectors." The
construction sector's contribution to GDP is small but increasing.
Successful SOE sector reforms, including the modernization of
operations to support cost recovery, and development of the nascent
private sector, could lead to increased growth potential for
Uzbekistan. The country has significant natural resources,
including large reserves of diverse commodities, the export of
which has supported past current account surpluses. Globally, the
country is one of the top 20 producers of natural gas, gold,
copper, and uranium.

Uzbekistan's population is young. Almost 90% are at or below
working age, which presents an opportunity for labor-supply-led
growth. However, it will remain a challenge for job growth to match
demand, in our view. Despite steady growth, GDP per capita remains
low, forecast at $1,800 as of year-end 2021.

Flexibility and performance profile: External debt is on the path
to exceed liquid public and financial sector external assets

-- S&P expects the current account deficit will average about 6%
of GDP over the forecast period due to the consumption and
investment demands of a more outward-facing economy, which will
increase external debt.

-- The government's net debt burden will remain moderate despite
ongoing fiscal deficits, with the expected change in net debt
averaging just under 5% of GDP through 2024.

-- S&P expects dollarization will remain at just under 50% of
total loans and gradually decline over the forecast period,
improving monetary policy effectiveness while price stability and
confidence in the local currency increase.

S&P said, "In 2021, we expect a general government deficit of 5.8%
of GDP, up from 4.5% in 2020, and an average of 3.8% over
2021-2024. This comes as the government increases spending to
support the economic recovery and increase the social safety net,
and the pace of investment and modernization spending remains
elevated. Government revenue in 2020 was heavily supported by
increased gold prices. From 2021, we anticipate the government will
continue increasing social spending in areas such as education and
health care, and capital expenditure will remain elevated, given
the government's investment plans. Currently, social expenditure
makes up over 50% of government expenditure. The government
implemented tax reforms in 2019, which helped increase revenue 25%
in 2019 compared with 2018. The reforms simplified the tax code and
lowered some tax rates, helping expand the tax base and increase
collection rates. Fiscal transparency has increased as the
government brought extrabudgetary spending onto the budget, for
example, with the UFRD.

"We estimate general government gross debt at $21 billion (38% of
GDP) at year-end 2020. General government debt is almost all
external and denominated in foreign currency, making it susceptible
to exchange rate movements. We note the Uzbekistani sum's exchange
rate with the U.S. dollar depreciated 14% in 2019 and 10% in 2020,
increasing debt in local currency terms. Besides the government's
Eurobonds and local currency debt (about $300 million at year-end
2020), debt is split roughly equally between official bilateral and
multilateral creditors. In our estimate of general government debt,
we include external debt of SOEs guaranteed by the government, due
to the ongoing support to SOEs from the government. As reforms at
SOEs continue, if it becomes apparent that sizable government
financial support will be necessary, we could reconsider our
assessment of contingent liabilities. A large portion of general
government debt is concessional, resulting in low debt-servicing
costs. We estimate government interest payments at about 2% of
revenue on average over our forecast period.

"The government debt stock crossed into a net debt position in
2019, although debt remains low relative to that of peers. We
expect net general government debt will increase to 21% of GDP by
2024. The government's assets, about 25% of GDP, are mostly kept at
the UFRD. Founded in 2006, and initially funded with capital
injections from the government, the UFRD has received revenue from
gold, copper, and gas sales above certain cutoff prices. We include
only the external portion of UFRD assets in our estimate of the
government's net asset position because we view the domestic
portion, which consists of loans to SOEs and capital injections to
banks, as largely illiquid and therefore unlikely to be available
for debt-servicing when needed.

"We expect the current account deficit will increase to about 6.4%
of GDP in 2021, up from 5.4% in 2020. Last year, the current
account was supported by high gold prices, restrained imports, and
stable remittances against lower gas exports and weaker tourism
receipts (an increasing component of services exports). We expect
the current account balance will average a deficit of about 6% of
GDP over our forecast period to fulfill the economy's need for the
capital goods and high technology goods sectors to modernize.
Additionally, consumer goods imports should remain elevated, given
the increased ease of trade.

"Exports remain heavily dependent on commodities and gold is the
main export good. We expect gold prices to decline over our
forecast period to $1,700 per ounce in 2021, $1,500 per ounce in
2022, and $1,300 per ounce in 2023 and thereafter. Increased copper
prices should support exports over the forecast period. Natural gas
exports should decline as the expanding economy's domestic needs
for gas and electricity increase. Remittances and income from
abroad are an important component of Uzbekistan's current account,
given the large number of Uzbeks working abroad, particularly in
Russia.

"We expect current account deficits will mostly be financed with
debt inflows over the forecast period. This year, we forecast
Uzbekistan will move to a net external debt position, when only
considering liquid public and financial sector external assets. Our
measure of external liquidity (gross external financing needs to
current account receipts, plus usable reserves) is relatively
strong at 85%, because of the long-dated nature of the economy's
external debt and the high level of reserves. We expect FDI will
increase over our forecast period. The authorities have worked
toward improving the external statistical capacity related to
coverage, timeliness, and transparency.

"We include in our estimate of the central bank's reserve assets
its significant monetary gold holdings. The central bank is the
sole purchaser of gold mined in Uzbekistan. It purchases the gold
with local currency, then sells dollars in the local market to
offset the increase in reserves from the gold. We do not include
UFRD assets in the central bank's reserve assets, but still
consider them as government external assets, because we view them
as fiscal reserves.

"We expect dollarization of loans in the banking system, at about
48% in April, will decline over the coming years to about 40% in
2024, due to increases in retail and commercial lending in local
currency. The large drop in dollarization at year-end 2019 is from
the UFRD's removal of $4 billion in U.S.-dollar-denominated loans
from the banking sector and the conversion of $1.5 billion in
foreign currency loans to local currency. Deposit dollarization was
43% as of May, and we expect local currency deposit growth will
outpace that in foreign currency because of interest rate
differentials and differences in the reserve requirement. In our
view, declining dollarization should help improve the effectiveness
of monetary policy transmission mechanisms. However, our assessment
of monetary policy is still constrained by high inflation.

"Positively, the central bank is moving toward inflation targeting,
but we expect this transition will take a few years. Although the
effects of the September 2017 currency devaluation have mostly
worked through the economy, we expect inflation will average about
10% over our forecast period. More open trade policies have allowed
domestic prices to move toward regional and international prices,
putting inflationary pressure on domestic goods. Growth in public
sector wages and the liberalization of regulated prices should also
add to inflationary pressure over the forecast period. In addition,
we expect a deflationary impact from slowly reducing credit to the
economy over the forecast period through 2024. In response to the
COVID-19 pandemic and lower inflationary expectations, the central
bank lowered its refinancing rate to 14% from 16% in 2020, where it
remains.

One of Uzbekistan's most significant economic reforms was the
liberalization of the exchange rate regime in September 2017 to a
managed float from a crawling peg, which was heavily overvalued in
comparison to the parallel-market rate. The central bank intervenes
in the foreign exchange market intermittently to smooth volatility
and sterilize the increase in local currency from its large gold
purchases. The relatively short track record of the float
constrains our assessment of monetary flexibility, as does our
perception of the potential for political interference in the
central bank's decision-making.

In accordance with S&P's relevant policies and procedures, the
Rating Committee was composed of analysts that are qualified to
vote in the committee, with sufficient experience to convey the
appropriate level of knowledge and understanding of the methodology
applicable. At the onset of the committee, the chair confirmed that
the information provided to the Rating Committee by the primary
analyst had been distributed in a timely manner and was sufficient
for Committee members to make an informed decision.

After the primary analyst gave opening remarks and explained the
recommendation, the Committee discussed key rating factors and
critical issues in accordance with the relevant criteria.
Qualitative and quantitative risk factors were considered and
discussed, looking at track-record and forecasts.

The committee's assessment of the key rating factors is reflected
in the Ratings Score Snapshot above.

The chair ensured every voting member was given the opportunity to
articulate his/her opinion. The chair or designee reviewed the
draft report to ensure consistency with the Committee decision. The
views and the decision of the rating committee are summarized in
the above rationale and outlook. The weighting of all rating
factors is described in the methodology used in this rating
action.

  Ratings List
  
  RATINGS AFFIRMED; OUTLOOK ACTION  
                                           TO           FROM
  UZBEKISTAN

  Sovereign Credit Rating            BB-/Stable/B  BB-/Negative/B
  Transfer & Convertibility Assessment     BB-
  Senior Unsecured                         BB-




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

TELEFONICA SA: Egan-Jones Retains 'BB-' Sr. Unsecured Debt Ratings
------------------------------------------------------------------
Egan-Jones Ratings Company, on May 26, 2021, maintained its 'BB-'
foreign currency and local currency senior unsecured ratings on
debt issued by Telefonica SA.

Headquartered in Madrid, Spain, Telefonica SA operates as a
telecommunications company.




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

ANKARA METROPOLITAN: Fitch Affirms 'BB-' LT IDRs, Outlook Stable
----------------------------------------------------------------
Fitch Ratings has affirmed Ankara Metropolitan Municipality's
Long-Term Foreign- and Local-Currency Issuer Default Ratings (IDRs)
at 'BB-' with Stable Outlooks.

The ratings reflect Fitch's expectations that Ankara's operating
performance and debt ratios will at least remain in line with 'a'
Standalone Credit Profile (SCP) peers over the medium term. The
ratings are capped by the Turkish sovereign (BB-/Stable).

Ankara is a Turkish metropolitan municipality classified by Fitch
as a 'Type B' local regional government (LRG) located in the
central Anatolian region. As the capital, the city is the political
hub and second major economic centre, with GDP per capita of 136%
of national average. The municipality's main responsibilities are
education, healthcare, social benefits, public transportation,
regional road construction and maintenance.

KEY RATING DRIVERS

Risk Profile: 'Low Midrange'

Ankara's risk profile reflects a combination of four key rating
factors assessed at 'Midrange' (revenue robustness, expenditure
sustainability and adjustability and liabilities and liquidity
robustness) and the remaining two factors assessed at 'Weaker'
(revenue adjustability and liabilities and liquidity flexibility).
This means there is a moderately high risk relative to
international peers that the issuer's ability to cover debt service
by the operating balance may weaken unexpectedly over the forecast
horizon 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: 'Midrange'

The 'Midrange' assessment is supported by Ankara's well-diversified
and resilient services-based local economy, which leads to robust
growth prospects that are generally in line with national GDP
growth and a less volatile tax-revenue structure compared with some
Fitch-rated Turkish LRGs. Tax revenue income totalled TRY5.2
billion in 2020 or 76.9% of total revenues (79.5% of operating
revenues), similar to national peers. The majority of tax revenue
is nationally collected and set by the central government, which is
common among Turkish LRGs. Fitch expects operating revenue growth
to be subdued due to the negative operating environment, but debt
metrics will remain at their current level, as underlined by the
Stable Outlook on Ankara's IDRs.

Revenue Adjustability: 'Weaker'

The 'Weaker' assessment reflects Turkish metropolitan
municipalities' limited ability to generate additional tax revenue
as tax rates are mostly set by the central government. At end-2020,
nationally collected taxes set by the central government comprised
76.2% of Ankara's total revenue, whereas locally set taxes were
only 0.7% of its total revenue (2018:1.1%), meaning there is little
scope to adjust or generate tax revenue. This tax inflexibility is
partly compensated by financial equalisation transfers received by
metropolitan municipalities and flexible charges and fees levied on
public services For Ankara these accounted for 13.4% and 6.4% of
its total revenue in 2020, respectively.

Expenditure Sustainability: 'Midrange'

The 'Midrange' assessment reflects Ankara's prudent cost management
system. Like its national peers, the municipality mostly has
counter-cyclical responsibilities. This allows Ankara to control
its expenditure growth to be broadly in line with revenue growth.
According to the law on Turkish municipalities, Ankara's
responsibilities are mainly concentrated on investments in urban
infrastructures, such as water and sewerage services, public
transport, construction, and maintenance and cleaning of roads that
connect neighbourhoods to metropolitan municipality districts.
Accordingly, capex is the city's largest single expenditure due to
its strong investment profile.

Expenditure Adjustability: 'Midrange'

The 'Midrange' assessment reflects the municipality's low share of
rigid cost items in total costs, which is in line with other
Fitch-rated Turkish municipalities. At end-2020, the share of staff
costs, which are the largest fixed cost, was below 20% of operating
expenditure (and below 10% of total expenditure). Capex can be cut
to mandatory items and postponed due to fairly moderate existing
investments, given Ankara's history of investments in public
infrastructure since 1984.

However, demographic growth continues to increase Ankara's need for
public investments, with capex accounting for almost 45% of total
expenditure at end-2020.Following cost reductions in the past two
years, Fitch expects the metropolitan municipality to increase its
expenditure. This will mainly be driven by active investments in
infrastructure projects, such as the planned metro line
construction - Ankararay- with a total length of 7.4km, urban
development and the acquisition of trains.

Liabilities & Liquidity Robustness: 'Midrange'

The 'Midrange' assessment reflects Ankara's moderate framework for
debt and liquidity with no foreign-exchange risk and no
interest-rate risk compared with its large national peers. Ankara's
total debt consists of only local currency-denominated bank loans
with an amortising profile and fixed interest rates. However, the
debt tenure profile is fairly short with a weighted average
maturity of 1.9 years, while about 40% of its debt matures within
one year. This results in significant refinancing pressure, which
Fitch expects to be mitigated by the municipality's year-end cash
and further revolving credit lines to be signed with local banks.

Liabilities & Liquidity Flexibility: 'Weaker'

The 'Weaker' assessment reflects Ankara's lack of access to
treasury lines or cash pooling at a national level, making it
challenging to fund unexpected increases in debt liabilities or
spending. Due to its important status as the country's political
centre, Ankara has developed relationships with local banks and
evolving relationships with international banks. At end-2020,
Ankara's year-end cash deteriorated but remained strong, covering
4.1x (2019: 8.2x) of its annual debt servicing. The deterioration
was due to a large repayment of TRY675 million, which has been the
highest repayment due to date.

Debt Sustainability: 'aaa category'

Under its rating case for 2021-2025, Fitch projects that Ankara's
operating balance will be around TRY3.3 billion with direct debt
totalling TRY3.6 billion, leading to a debt payback ratio (net
adjusted debt to operating balance), the primary metric of debt
sustainability for Type B LRGs, below 5x, in line with a 'aaa'
assessment.

For the secondary metrics, Fitch's rating case projects that the
actual debt service coverage ratio (ADSCR) will deteriorate to 3.9x
in 2025 from 4.1x in 2020, still corresponding to a strong 'aa'
assessment. This is supported by a strong fiscal debt burden (net
adjusted debt/operating revenue) remaining below 50% for a 'aaa'
assessment - at 39.7% in 2025, albeit up from -2.6% in 2020.

DERIVATION SUMMARY

The 'Low Midrange' risk profile and a 'aaa' debt sustainability
lead to a SCP in the 'a' category. Debt service coverage below 4.0x
and a debt burden below 50% position the SCP in the mid-range of
the 'a' category, but the sovereign cap (BB-/Stable) constrains the
IDR to 'BB-'. No extraordinary support from the upper-tier
government or asymmetric risk was applied to Fitch's assessment.

SHORT-TERM RATINGS

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

NATIONAL RATINGS

Ankara's 'AAA(tur)' National Long- Term ratings reflect the city's
vulnerability to default on its Long-Term Local Currency
obligations, which is less likely compared with local issuers in
Turkey.

KEY ASSUMPTIONS

Qualitative Assumptions and Assessments:

Risk Profile: 'Low Midrange'

Revenue Robustness: 'Midrange'

Revenue Adjustability: 'Weaker'

Expenditure Sustainability: 'Midrange'

Expenditure Adjustability: 'Midrange'

Liabilities and Liquidity Robustness: 'Midrange'

Liabilities and Liquidity Flexibility: 'Weaker'

Debt sustainability: 'aaa'

Support (Budget Loans): 'N/A'

Support (Ad Hoc): 'N/A'

Asymmetric Risk: 'N/A'

Sovereign Cap: 'BB-'

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:

-- Average 6.0% yoy increase in operating revenue in 2021-2025;

-- Average 13.1% yoy increase in operating spending in 2021-2025;

-- Negative net capital balance on average at TRY3.9 billion in
    2021-2025; and

-- 13.8% cost of debt and 5.0 year weighted average maturity for
    new debt.

RATING SENSITIVITIES

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

-- A downgrade of Turkey's IDRs would lead to a downgrade of
    Ankara, as would a material payback deterioration above 13.0x
    coupled with a weak ADSCR below 1x on a sustained basis.

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

-- An upgrade of Turkey's IDR could lead to an upgrade of Ankara.

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.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

Ankara's IDRs are linked to Turkey's sovereign IDRs.

ESG CONSIDERATIONS

Unless otherwise stated in this section the highest ESG credit
relevance score is 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.


ANTALYA METROPOLITAN: Fitch Affirms 'BB-' LT IDRs, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has affirmed Antalya Metropolitan Municipality's
Long-Term Foreign- and Local-Currency Issuer Default Ratings (IDRs)
at 'BB-' with Stable Outlooks.

The rating affirmation reflects Fitch's unchanged assessment of
Antalya's 'Weaker' risk profile and 'aa' debt sustainability. The
Stable Outlook reflects Fitch's expectations that Antalya will
maintain its robust operating performance, although it might be
adversely affected by increased costs and subdued revenue growth
post-pandemic.

Fitch expects subdued operating performance to increase the city's
net adjusted debt to operating balance (primary debt sustainability
metric) to 4.7x- 6.1x by 2025, from close to below 5x in 2020.
Debt-to- operating revenue will rise to an average of 180% (2020:
136%) driven by a capex increase ahead of local elections, with
debt at about TRY4.9 billion in 2025 (2020: TRY2.7 billion). As a
result Fitch has revised the city's Standalone Credit Profile (SCP)
to 'bb- 'from 'bb', resulting in Antalya's IDRs being at the same
level as the Turkish sovereign's.

Antalya is the nation's seventh-largest GDP per capita contributor
and accounts for on average 3% of national GDP output with a wealth
level at 16% above the national average. At end-2020 its GDP per
capita was USD10,677, higher than the national average of USD9,213.
The city is the tourism hub of the country, capturing on average
30% of tourist arrivals nationwide. Its local economy is dominated
by the services sector at 66.5%, followed by industry including
construction (14.2%), agriculture (9.1%) and public administration
(10.2%).

KEY RATING DRIVERS

Risk Profile: 'Weaker'

Antalya's 'Weaker' risk profile reflects four key risk factors
(revenue robustness and adjustability, and liabilities and
liquidity robustness and flexibility) assessed at 'Weaker' and two
others (expenditure sustainability and adjustability) at
'Midrange'.

The assessment reflects a high risk relative to international peers
that the city may see its ability to cover debt service by its
operating balance weaken unexpectedly over the forecast horizon
(2021-2025), either because of lower-than-expected revenue or
expenditure exceeding expectations, or because of an unanticipated
rise in liabilities or debt-service requirements.

Revenue Robustness: 'Weaker'

The 'Weaker' assessment results from the cyclical nature of
Antalya's local economy, which is to a large extent dependent on
the tourism sector, making the city less resilient to economic
shocks. Fitch expects a gradual recovery in national tourist
arrivals, extending the improvement shown since March 2021 when the
annual rate of arrivals increased 26% and by more than 30-fold in
April 2021 compared with a year ago. Fitch therefore expects higher
volatility in tax revenue growth due to the pandemic effect, before
stabilising over the medium term.

Despite the pandemic the city's operating revenue rose to TRY1.76
billion in 2020 (2019: TRY1.56 billion), mainly on personal income
tax (PIT) and special consumption taxes collected by the central
government, which Fitch expects to further increase to about TRY2.7
billion in 2025. Antalya's main revenue source is taxes, such as
PIT, corporate income tax (CIT) and VAT including special
consumption taxes, all linked to local economic performance. These
taxes are collected by the central government within the boundaries
of the city and redistributed by a pre-defined formula. At end-2020
they accounted for 62.7% of Antalya's operating revenue, followed
by transfers from the central government (23.7%) and non-tax
revenues such as charges and fees (13.6%)

Revenue Adjustability: 'Weaker'

Antalya's ability to generate additional revenues is constrained by
nationally pre-defined tax rates. Cities have limited rate-setting
power over own local taxes such as property tax, natural gas and
electricity consumption tax, advertisement and promotion, fire
insurance and entertainment, providing little or no leeway to
absorb an unexpected fall in revenue.

Expenditure Sustainability: 'Midrange'

Fitch expects cost control in the medium term to help Antalya
maintain its robust operating balances and margins, although social
spending post-pandemic, together with high inflation, will continue
to drive costs higher.

Antalya's main investment priorities for 2021-2024 will improve the
effectiveness of municipal services after the city received its
metropolitan status in 2014. Investments are aimed at improving the
city's urban environmental planning, the quality of urban
infrastructure, the transport system, as well as promoting Antalya
as a tourism hub of the nation and its cultural heritage.

Non-cyclical expenditures such as education and healthcare
accounted for less than 1% of total expenditure at end-2020, as
these resources-consuming spending are carried out by the central
government. As a fairly new metropolitan municipality, Antalya's
responsibilities are more focused on moderately cyclical spending
such as general public services, housing and social welfare and
recreation, culture and religion at 74.7% of total expenditure
versus national peers, which have been a metropolitan area for a
longer period. Moderately counter-cyclical spending such as
security services and public order and environmental protection and
transportation accounted for about 24.4% of total expenditure,
followed by cyclical social spending at 0.3%.

The moderately cyclical to counter-cyclical nature of capex allows
the city to adjust total expenditure growth. Turkish metropolitan
municipalities are not legally required to adopt anti-cyclical
measures.

Expenditure Adjustability: 'Midrange'

Antalya has a low share of inflexible costs versus international
peers on average at less than 70% of its total expenditure, as the
city's infrastructure investments can be cut or postponed, and also
because of its moderate existing socio-economic infrastructure.

Stronger spending flexibility is, however, somewhat
counter-balanced by a weak record of balanced budgets due to large
swings in capex realisations during pre-election periods, although
its budget deficit before financing narrowed to 10% of revenue in
2020 from 17.1% in 2019. Fitch, however, expects the city's
spending flexibility to be reduced ahead of local elections in
2024, before being restored post-election.

Liabilities & Liquidity Robustness: 'Weaker'

The Turkish regulatory framework for debt and liquidity management
is evolving. As a result, Antalya's debt management policy carries
significant risks, as nearly 70.3% of its total debt is in euros
and unhedged, exposing the city to significant foreign-exchange
(FX) risk, which in turn could affect its budget.

For 2021, Fitch expects FX volatility to drive a non-cash debt
increase of TRY300 million or about 11% of its total debt. At
end-2020 the city's debt comprised only bank loans, which were
fully amortising. The weighted average maturity of its total debt
is moderate at 4.6 years; however, refinancing pressure will
subsequently arise as nearly 13.9% of its debt stock becomes due
each year. This is, to some extent, mitigated by unrestricted cash
covering 0.7x maturing debt. In addition, as the majority of bank
loans (77%) are fixed-rate, the city is not exposed to material
interest-rate risk. It is also not exposed to material off-balance
sheet risk.

Liabilities & Liquidity Flexibility: 'Weaker'

Antalya has demonstrated moderate access to national and
international lenders ranging from multilaterals such as European
Investment Bank, International Finance Corporation, Instituto de
Crédito Oficial, to domestic commercial banks such as Vakifbank,
Türkiye Ekonomi Bankasi, Ziraat Bankasi, Anadolubank, Denizbank
and Iler Bankasi (Turkish municipal bank).

At end-2020 Antalya continued to post a positive fund balance. Its
unrestricted year-end cash improved to TRY255.8 million in 2020
from TRY140.6 million in 2019, but remained weak at only 0.7x debt
servicing. Turkish local and regional governments do not benefit
from treasury lines or cash pooling on a national level, making it
challenging to fund unexpected rise of debt liabilities or spending
peaks.

Debt Sustainability: 'aa category'

The assessment is derived from a robust debt payback (primary
metric for debt sustainability assessment), which under Fitch's
updated rating case, will be in line with a 'aa' assessment. It
will, however, fluctuate within 4.7x-6.1x over the rating case, due
mainly to large debt-funded capex ahead of local elections and to
expected lira depreciation of about 15% yoy in 2021 and 5% yoy in
2022-2025. Fitch expects fiscal debt burden (net adjusted
debt-to-operating revenue) to increase to an average of 180% in
2021-2025 from 136% at end-2020, and debt service coverage to
remain weak at 1x.

DERIVATION SUMMARY

The 'Weaker' risk profile and a 'aa' debt sustainability lead to a
SCP in the 'bb' category. Its revised 'bb-' SCP is at the lower
bound of the 'bb' category, compared with national and
international peers in the same rating category, reflecting debt
service coverage at 1x and a fiscal debt burden increasing on
average to 180% by 2025. Fitch's assessment does not apply
extraordinary support from the central government or asymmetric
risk, resulting in the IDRs of 'BB-'.

SHORT-TERM RATINGS

The Short-Term IDR of 'B' is mapped to a Long-Term IDR of 'BB-'

NATIONAL RATINGS

The National Long-Term ratings of 'AA-(tur)' reflects Antalya's
moderately low risk of default on local-currency obligations versus
that of local issuers in Turkey.

CRITERIA VARIATION

No

KEY ASSUMPTIONS

Qualitative Assumptions and Assessments:

Risk Profile: 'Weaker'

Revenue Robustness: 'Weaker'

Revenue Adjustability: 'Weaker'

Expenditure Sustainability: 'Midrange'

Expenditure Adjustability: 'Midrange'

Liabilities and Liquidity Robustness: 'Weaker'

Liabilities and Liquidity Flexibility: 'Weaker'

Debt sustainability: 'aa'

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
projections.

The key assumptions for the rating case scenario include:

-- Average 8.6% yoy increase in operating revenue in 2021-2025;

-- Average 11.1 % yoy increase in operating spending in 2021
    2025;

-- Negative net capital balance on average at TRY749 million in
    2021-2025;

-- New debt at 8% cost and with five-year weighted average
    maturity; and

-- Year-end depreciation of Turkish lira against euros and US
    dollar by 15% yoy in 2021 and 5% annually in 2022-2025.

RATING SENSITIVITIES

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

-- A downgrade of the sovereign's IDRs or a sustained
    deterioration of the debt payback towards 9x with a weak debt
    service coverage below 1x would lead to a downgrade of
    Antalya's ratings.

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

-- An upgrade of the sovereign's IDRs provided that city's debt
    payback improves to below 5x with a debt service coverage at
    least above 1x, would lead to an upgrade of Antalya's ratings.

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

Fitch has reassessed the ESG relevance score for the factor 'Public
Safety and Security' to '3' from '4' to reflect city's ability to
manage the negative impact of public safety and security issues,
driven in the past by the heightened risks of political instability
in Turkey to the city's budgetary performance.

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.


BURSA METROPOLITAN: Fitch Affirms 'BB-' LT IDRs, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed Bursa Metropolitan Municipality's
Long-Term Foreign- and Local-Currency Issuer Default Ratings (IDRs)
at 'BB-' with Stable Outlooks.

The affirmation reflects Fitch's unchanged assessment of Bursa's
Weaker risk profile and 'aa' debt sustainability. It also reflects
Fitch's expectation that Bursa will maintain its robust operating
performance with an operating balance averaging TRY1 billion over
the medium term; supporting its primary debt sustainability ratio
(net adjusted debt to operating balance) remaining below 5x.

In the run up to local elections in 2024, Fitch expects the city to
moderately increase its capex investments, which will raise its
fiscal debt burden to an average of about 130% in 2021-2025 from
110.5% in 2020, with a debt service coverage ratio just below 1x,
translates into an override of the debt sustainability to' aa' from
'aaa' category, commensurating to a 'bb' Standalone Credit Profile
(SCP), while its ratings are capped by Turkish Sovereign IDRs
(BB-/Stable).

Bursa is an important industrial hub located in the industrialised
Marmara region. Its wealth levels are above the national average.
Consequently, the city's GDP per capita in 2019 accounted for
USD10,382, 13.0% above the Turkey's average of USD9,213. It has one
of the highest industrial contributions (7.5%) to national GDP
after Istanbul (24.1%). Its local economy is dominated by industry
including construction (48.6%), followed by services sector (47.2%)
and agriculture (4.2%).

KEY RATING DRIVERS

Risk Profile: 'Weaker'

Fitch assesses Bursa's risk profile (debt tolerance) at 'Weaker',
which reflects four 'Weaker' assessment of key risk factors
(revenue robustness and adjustability, and liabilities and
liquidity robustness and flexibility) and two at 'Midrange'
(expenditure sustainability and adjustability). The assessment
reflects the 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 above expectations, or because of an
unanticipated rise in liabilities or debt service requirements.

Revenue Robustness: 'Weaker'

Bursa benefits from a well-industrialised local economy, heavily
based on the automotive industry with a strong export-oriented
nature. This results in a strong and buoyant tax base, but also
exposes it to cyclicality, which Fitch reflects in a Weaker
assessment of tax revenue growth prospects. In 2020, the city's
operating performance exceeded Fitch's expectations, with operating
revenue growing to TRY2.3 billion from TRY1.9 billion in 2019. This
was mainly due to an increase in VAT, including the special
consumption tax, followed by corporate income tax.

Fitch expects the city's operating revenue to increase further to
about TRY3.2 billion by 2025. Bursa's main revenue source is tax
revenues, which are collected by the central government within the
boundaries of the city and redistributed by a predefined formula.
At end-2020, the central government's collection rate of accrued
tax revenues was flat at 56% compared with 2019. Tax revenues
accounted for 62.8% of Bursa's operating revenue, followed by
intergovernmental transfers by the central government (20.6%) and
non-tax revenues such as charges and fees (16.6%).

Revenue Adjustability: 'Weaker'

Bursa's ability to generate additional revenues is constrained by
the nationally predefined tax rates. Cities have very limited
rate-setting power over own local taxes such as property tax,
natural gas and electricity consumption tax, advertisement and
promotion, fire insurance and entertainment. This means there is
little or no leeway to absorb an unexpected fall in revenue.

Expenditure Sustainability: 'Midrange'

Fitch expects Bursa's cost control to contribute to maintaining
robust operating balances in the medium term, as its main
responsibilities are concentrated on moderately cyclical to
countercyclical spending items. Bursa's main investment priorities
for 2021-2024, based on the annual strategic plan, envisage urban
city development and planning, improvement of public transport
infrastructure, provision of recreation areas, maintenance and
promotion of cultural and historical heritage, sustainable
environmental protection, improvement of healthcare facilities and
natural disaster planning.

Non-cyclical expenditures such as education and healthcare
accounted for about 5.5% of the total expenditure at end-2020, as
these items are carried out by the central government.
Responsibilities are more focused on moderately cyclical spending,
such as general public services, housing and social welfare and
recreation, culture and religion at 56.2% of total expenditure.

Moderately countercyclical spending, such as security services and
public order and environmental protection and transportation
accounted for about 34.3% of the total expenditure; followed by
cyclical social spending at 4.0%. The moderately cyclical to
countercyclical nature of capex allows the city to resize total
expenditure growth. By law, Turkish metropolitan municipalities are
not required to adopt anticyclical measures.

Expenditure Adjustability: 'Midrange'

Bursa has a low share of inflexible costs versus international
peers on average at less than 70% of its total expenditure as the
city's infrastructure investments can be cut or postponed, aided by
its moderate level of existing socio-economic infrastructure.

Spending flexibility is somewhat counterbalanced by the weak record
of a balanced budget, due to large swings in capex realisations
during pre-election periods, which improved in 2020, as the city
posted a surplus before financing for the first time since 2014.
However, Fitch expects city's spending flexibility to be reduced
during 2021- 2023 in the run up to local elections in 2024, and
restored after the elections.

Liabilities & Liquidity Robustness: 'Weaker'

Turkish regulatory framework for debt and liquidity management is
evolving. Accordingly, Bursa's debt management policy has
moderately significant risks, as nearly 34.2% of its total debt is
in euros and unhedged, exposing the city to significant FX risk and
leading to additional costs. By end-2021, Fitch expects FX
volatility to have led to a roughly 6% increase in the debt stock.

However, the share of FX debt further declined in 2020, as the city
has not borrowed in foreign currency since 2015. At end-2020, the
city's debt comprised bank loans, which are fully amortising. The
weighted average maturity of its total debt is relatively short at
3.6 years, with subsequent refinancing pressure as nearly 23% of
debt stock comes due year on year. The majority of bank loans bear
a fixed interest rate, mitigating interest rate risk. The city is
not exposed to material off balance sheet risks.

Liabilities & Liquidity Flexibility: 'Weaker'

Bursa has a moderate record of accessing national and international
lenders, ranging from multilaterals such as Kreditanstalt für
Wiederaufbau, European Investment Bank and European Bank for
Reconstruction and Development to domestic commercial banks such as
Vakifbank, Vakif Katilim, Halkbank, Anadolubank, Denizbank and Is
Bankasi, and ICBC Turkey. At end-2020, Bursa posted a negative fund
balance, declining to TRY254.2 million from TRY591.4 million at
end-2019, due to a decline in its payables and increase in cash.

Over the rating case, Fitch deems liquidity fully earmarked for the
settlement of payables. Turkish local and regional governments do
not benefit from treasury lines or cash pooling at a national
level, making it challenging to fund unexpected increases in debt
liabilities or spending peaks.

Debt Sustainability: 'aa category'

This assessment is derived from a combination of a robust payback
ratio (primary metric for debt sustainability assessment),
according to the updated Fitch's rating case. The city's
consolidation efforts lead to a payback ratio at 2x in 2020, which
Fitch expects will remain well below 5x, in line with a 'aaa'
assessment.

Based on Fitch's conservative rating case; operating performance
will be subdued and expected lira depreciation of about 15% yoy in
2021 and 5% yoy in 2022-2025, coupled with a shorter weighted
average maturity of debt, will lead to a debt service coverage
ratio just below 1x. This translates into an override of the debt
sustainability category from 'aaa' to 'aa' in 2021-2025. Sustained
consolidation efforts could have a positive impact on Bursa's
Standalone Credit Profile over the medium term.

DERIVATION SUMMARY

A weaker risk profile combined with 'aa' debt sustainability leads
to a SCP in the 'bb' category. With debt service coverage just
below 1x and the debt burden relatively moderate at 130 % compared
with national and international peers in the same rating category,
the notch-specific SCP is in the centre of the category at 'bb'.
The IDRs are not affected by any asymmetric risk or extraordinary
support from the central government, but remain capped by the
Turkish sovereign IDRs at 'BB-'.

NATIONAL RATINGS

Bursa's 'AA-(tur)' National Long-Term ratings reflects its relative
vulnerability to default on its Long-Term Local Currency
obligations, which is moderately low, compared with local issuers
in Turkey.

KEY ASSUMPTIONS

Qualitative Assumptions and Assessments:

Risk Profile: 'Weaker'

Revenue Robustness: 'Weaker'

Revenue Adjustability: 'Weaker'

Expenditure Sustainability: 'Midrange'

Expenditure Adjustability: 'Midrange'

Liabilities and Liquidity Robustness: 'Weaker'

Liabilities and Liquidity Flexibility: 'Weaker'

Debt sustainability: 'aa'

Support (Budget Loans): 'N/A'

Support (Ad Hoc): 'N/A'

Asymmetric Risk: 'N/A'

Sovereign Cap: 'BB-'

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. It is based on 2016-2020 figures and 2021-2025
projected ratios. The key assumptions for the rating case scenario
include:

-- 6.5% yoy increase in operating revenue on average in 2021
    2025;

-- 14.5 % yoy increase in operating spending on average in 2021
    2025;

-- Negative net capital balance of TRY 911 million on average in
    2021-2025; and- 12% cost of debt and five-year weighted
    average maturity for new debt;

-- Year-end depreciation of the lira against the euro and US
    dollar by 15% yoy in 2021 and 5% annually in 2022-2025.

RATING SENSITIVITIES

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

-- A downgrade of the sovereign's IDRS, or a sustained
    deterioration of the payback ratio towards 9x with a weaker
    debt service coverage ratio below 1x.

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

-- An upgrade of the sovereign's IDRs could lead to an upgrade,
    provided the city's debt metrics remain in line with 'BB'
    rated peers over the medium term.

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.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

Bursa's IDRs are linked to the Turkish sovereign IDRs.

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.


ISTANBUL METROPOLITAN: Fitch Assigns 'BB-' LT IDRs, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has affirmed Istanbul Metropolitan Municipality's
Long-Term Foreign- and Local-Currency Issuer Default Ratings (IDRs)
at 'BB-' with Stable Outlooks.

The affirmation reflects Fitch's unchanged assessment of Istanbul's
Low Midrange risk profile and 'aa' debt sustainability, due to the
city's resilience to adverse economic shocks triggered by the
coronavirus pandemic in 2020. Fitch expects Istanbul's debt
sustainability ratios will come under pressure in the run up to
local elections in 2024 but then gradually improve and remain with
its 'bbb- 'Standalone Credit Profile (SCP). Istanbul's ratings are
capped by the Turkish sovereign IDRs (BB-/Stable).

Istanbul plays a crucial role in Turkey's economy contributing
30.1% of the national GDP on average. With a GDP per capita of
USD15,285 in 2019 (Turkey: USD 9,213). Istanbul benefits from a
well-diversified and vibrant local economy dominated by the
services sector (53.6%), followed by industry (25.6%) and
information and communication (6.1%), financial and insurance
activities (6.7%), professional, administrative and support
services sector (8%). The value-added contribution to the national
economy is well above the national average (almost 1.5x).

KEY RATING DRIVERS

Risk Profile: 'Low Midrange'

Fitch has assessed Istanbul's risk profile at 'Low Midrange', which
reflects four 'Midrange' assessments of Istanbul's key risk factors
(revenue robustness, expenditure sustainability, adjustability and
liabilities and liquidity flexibility) and two 'Weaker' (revenue
adjustability and liabilities and liquidity robustness). The
assessment reflects Fitch's view of the moderately high risk
relative to international peers 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 above expectations, or because of an
unanticipated rise in liabilities or debt service requirements.

Revenue Robustness: 'Midrange'

Istanbul has a well-diversified and vibrant local economy with a
value-added contribution to the national economy well above the
national average (almost 1.5x), leading to a tax revenue base with
low volatility and robust tax revenue growth prospects. This makes
the city resilient to economic downturns, which Fitch expects to
continue over the forecast horizon in 2021-2025.

Istanbul's revenue is mainly composed of its share of tax revenues
collected within its boundaries and redistributed by the central
government according to a predefined formula. On average, these
shared tax revenues accounted for above 75% of operating revenue in
2016-2020. Despite the pandemic, the city's operating revenue grew
to TRY19.4 billion in 2020 (2019: TRY15.3 billion) mainly due to
the increase in VAT including special consumption taxes, trade
taxes and corporate income tax collected by the central government
within the metropolitan boundaries.

Charges and fees made up 11.6% of revenue, followed by the city's
other own local taxes, which accounted for less than 1% of its
operating revenue in 2020. Intergovernmental transfers with a
horizontal equalisation component from the central government make
up about 11.6% of its operating revenue, a fairly low share
compared with national peers due to the city's high socio-economic
wealth indicators.

Revenue Adjustability: 'Weaker'

Istanbul's ability to generate additional revenues is constrained
by the nationally predefined tax rates. Cities have very limited
rate-setting power over own local taxes such as property tax,
natural gas and electricity consumption tax, advertisement and
promotion, fire insurance and entertainment providing little or no
leeway to absorb an unexpected fall in revenue.

Expenditure Sustainability: 'Midrange'

Fitch expects Istanbul's cost control to contribute to maintaining
sound operating balances and margins in the medium term, although
increased spending responsibilities due to the coronavirus pandemic
will continue to push up cost growth in 2021. Istanbul's main
responsibilities are concentrated on urban infrastructure
investments and its main investment priorities for 2021-2024 are
planning responses to potential natural disasters and related
renovation of infrastructure works and urban information systems,
city urban development, continuation of metro line construction,
improvement of the public transport systems, and road construction.
These are moderately cyclical expenditure items providing control
over expenditure growth.

Non-cyclical expenditure such as education and healthcare accounted
for 2% of total expenditure at end 2020, as these items are carried
out by the central government. Moderately countercyclical spending,
such as security services and public order and environmental
protection and transportation accounted for about 45.5% of total
expenditure. Moderately cyclical spending items for general public
services, housing and social welfare and recreation, culture at 48%
and cyclical social spending accounted for 4%. The moderately
cyclical to countercyclical nature of capex allows the city to
resize total expenditure growth and by law. Turkish metropolitan
municipalities are not required to adopt anticyclical measures.

Expenditure Adjustability: 'Midrange'

Compared with international peers, Istanbul has a low share of
inflexible costs, accounting for less than 70% on average of its
total expenditure, as the city's infrastructure investments can be
cut or postponed, also because of level of existing socio-economic
infrastructure. Spending flexibility is somewhat counterbalanced by
the weak record of balanced budgets due to large swings in capex
realisations in pre-election period, although this improved in
2019-2020. However, Fitch expects the city's spending flexibility
to be reduced during 2021- 2023 in the run up to local elections in
2024, and restored again after elections.

Liabilities & Liquidity Robustness: 'Weaker'

The Turkish regulatory framework for debt and liquidity management
is evolving. Accordingly, Istanbul's debt management policy has
significant risks, as nearly 81% of its total debt is in euros and
unhedged, exposing the city to significant FX risk and increasing
costs. For end-2021, Fitch expects FX volatility to increase debt
by TRY 3.5 billion or roughly 11%.

In 2020, the city issued a debut municipal bond in the Turkish
municipal sector, which is a senior unsecured USD580 million bond
(BB-) due in 2025 with a bullet repayment that the city plans to
rollover in 2025. Accordingly, the city's total debt consists of
bank loans, which are fully amortising (85%) and bonds (14.9%).

The issue of the five-year bond also increased the weighted average
maturity of the city's total debt to 6.7 years at end 2020 from 4.6
years in 2019, with subsequent refinancing pressure as nearly 20%
of debt stock comes due year on year. In addition, as the majority
of bank loans (77%) bears a floating rate of interest, the city is
exposed to interest rate risk. This risk is somewhat mitigated as
the majority of floating rate loans are in euros, which Fitch does
not expect to increase due to the low interest rate environment.
The city is not exposed to material off balance sheet risks.

Liabilities & Liquidity Flexibility: 'Midrange'

Istanbul demonstrates a good record of accessing national and
international lenders ranging from multilaterals such as European
Investment Bank, European Bank for Reconstruction and Development,
World bank, International Finance Corporation, Agence française de
développementKreditanstalt für Wiederaufbaur to commercial banks
such as Deutsche Bank, ING, Societe Generale, BNP Paribas, Credit
Agricole and Intesa Sanpaolo SPA, with counterparty risk above
'BBB-'. The city also has committed bank lines from domestic
lenders amounting to TRY895 million or nearly 5% of its total
revenue.

At end-2020, Istanbul's year-end cash improved to TRY2,062 million
from TRY1,765 million at end-2019. However, Fitch deems liquidity
as fully earmarked for the payables' settlement, which Fitch
expects will remain the case over the rating case horizon. Turkish
local and regional governments do not benefit from emergency
liquidity lines from upper tiers of government.

Debt Sustainability: 'aa category'

The assessment is derived from a robust payback ratio (primary
metric for debt sustainability assessment), which according to
Fitch's updated rating case, will be in line with a 'aa' assessment
due to the high level of budgeted capex investments in the run up
to local elections funded by debt, and expected lira depreciation
of about 15% yoy in 2021 and 5% yoy in 2022-2025. The payback ratio
will be around 5x- 6x over the rating case, supported by the
expected robust operating balance, while the fiscal debt burden
(adjusted debt-to-operating revenue) will remain high, and Fitch
expects it to increase to about 200% in 2025 from 162% in 2020.

In the previous rating case the debt payback ratio was close to 5x,
which was at the lower bound of the 'aaa' category, and was
overridden. Fitch has not overridden the debt sustainability
because unlike the previous rating case, the payback ratio is in
the middle of the 'aa' category and not at the lower bound to
justify an override. At 1x of the operating balance, debt service
is fully covered by recurrent revenues.

DERIVATION SUMMARY

Low Midrange risk profile combined with 'aa' debt sustainability
leads to a SCP in the 'bbb' category. With debt service coverage
just above 1x and debt burden on average at 211% compared with its
national and international peers in the same rating category, the
notch-specific SCP is positioned at the lower bound of the category
at 'bbb-' and compressed to a 'BB-' IDR in application of the
sovereign cap. In Fitch's assessment, Fitch does not apply
extraordinary support from the upper-tier government or asymmetric
risk.

SHORT-TERM RATINGS

The 'B' Short-Term IDR is derived from the 'BB-' Long-Term IDR.

NATIONAL RATINGS

The 'AAA(tur)' National Long-Term ratings reflects the city's
relative vulnerability to default on its long-term local-currency
obligations, which is less likely compared with local issuers in
Turkey.

DEBT RATINGS

The long-term rating on the senior unsecured USD580 million bond
with a fixed coupon (6. 375%) due 09 December 2025 has been
affirmed at 'BB-' in line with Istanbul's Long-Term IDR.

KEY ASSUMPTIONS

Qualitative Assumptions and Assessments:

Risk Profile: 'Low Midrange'

Revenue Robustness: 'Midrange'

Revenue Adjustability: 'Weaker'

Expenditure Sustainability: 'Midrange'

Expenditure Adjustability: 'Midrange'

Liabilities and Liquidity Robustness: 'Weaker'

Liabilities and Liquidity Flexibility: 'Midrange'

Debt sustainability: 'aa'

Support (Budget Loans): 'N/A'

Support (Ad Hoc): 'N/A'

Asymmetric Risk: 'N/A'

Sovereign Cap: 'BB-'

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. It is based on the 2016-2020 figures and 2021-2025
projected ratios. The key assumptions for the rating case scenario
include:

-- 9.4% yoy increase in operating revenue on average in 2021
    2025;

-- 11.5% yoy increase in operating spending on average in 2021
    2025;

-- Negative net capital balance of TRY 9 billion on average in
    2021-2025;

-- 5.6% cost of debt and five-year weighted average maturity for
    new debt;

-- Year-end depreciation of the lira against the euro and US
    dollar of 15% yoy in 2021 and 5% annually in 2022-2025.

RATING SENSITIVITIES

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

-- A downgrade of Turkey's IDRs would lead to a downgrade of
    Istanbul. A downgrade of the IDR could also be driven by a
    sustained increase of net adjusted debt to operating balance
    (payback ratio) towards 13 years and a deterioration of the
    debt service coverage ratio below 1x.

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

-- An upgrade of Turkey's IDRs would lead to an upgrade of
    Istanbul.

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.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

Istanbul's ratings are linked to the Turkish sovereign IDR.

ESG CONSIDERATIONS

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


IZMIR METROPOLITAN: Fitch Affirms 'BB-' LT IDRs, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed Izmir Metropolitan Municipality's
Long-Term Foreign- and Local-Currency Issuer Default Ratings (IDRs)
at 'BB-' with Stable Outlooks.

The affirmation reflects Fitch's expectations that Izmir 's
operating performance will remain strong, although it may be
affected by rising costs due to natural disasters (earthquake
followed by flood), which the city has been exposed to in 2020
alongside the pandemic. Fitch expects the city to increase capex
investments in the run-up to local elections, but Izmir's debt
sustainability ratios will remain robust, with the payback ratio
(net adjusted debt to operating balance) remaining below 5x and
debt service coverage ratio at 2x on average over the medium term.
This is in line with the 'bbb' Standalone Credit Profile (SCP). The
city's ratings remain capped by the Turkish sovereign IDRs
(BB-/Stable).

Izmir is the third-largest city in Turkey by population (5.3%) and
is the major economic hub of the Aegean region. Izmir has a
well-diversified and buoyant local economy dominated by the
services sector (50%), followed by industry (29%) and real estate
activities (8%), financial and insurance activities (3%),
professional, administrative and support services sector (5%) and
agriculture (5%). At end 2019, Izmir's GDP per capita was
USD10,633, 16% above the national GDP per capita (USD9,213).

KEY RATING DRIVERS

Risk Profile: 'Weaker'

Fitch has assessed Izmir's risk profile (debt tolerance) at
'Weaker', which reflects three 'Midrange' assessment of Izmir's key
risk factors (revenue robustness, expenditure sustainability and
adjustability) and three 'Weaker' (revenue adjustability and
liabilities and liquidity robustness and flexibility). The
assessment reflects the 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 above expectations,
or because of an unanticipated rise in liabilities or debt service
requirements.

Revenue Robustness: 'Midrange'

Izmir has a well-diversified and buoyant local economy, with a
value-added contribution to the national economy well above the
national average by 1.1x, leading to a tax revenue base with low
volatility and robust tax revenue growth prospects. This makes the
city resilient to economic downturns, which Fitch expects to
continue over the forecast horizon in 2021-2025.

Izmir's revenue is mainly composed of its share of tax revenues
collected within its boundaries and redistributed by the central
government according to a predefined formula. On average, these
shared tax revenues accounted for over 74.1%of operating revenue in
2016-2020. Despite the pandemic, city's operating revenue grew to
TRY6.2 billion in 2020 (2019: TRY4.87 billion) mainly due to the
increase in VAT including special consumption taxes, trade taxes
and corporate income tax collected by the central government within
the metropolitan boundaries.

This is followed by charges and fees and other operating items
(15%) and the city's other own local taxes, which made up less than
1% of its operating revenue in 2020. Intergovernmental transfers
with a horizontal equalisation component from the central
government make up about 10.8% of operating revenue, a fairly low
share compared with national peers due to the city's high
socio-economic wealth indicators.

Revenue Adjustability: 'Weaker'

Izmir's ability to generate additional revenues is constrained by
nationally predefined tax rates. Cities have very limited
rate-setting power over own local taxes such as property tax,
natural gas and electricity consumption tax, advertisement and
promotion, fire insurance and entertainment providing little or no
leeway to absorb an unexpected fall in revenue.

Expenditure Sustainability: 'Midrange'

Fitch expects Izmir's cost control to contribute to maintaining
sound operating balances and margins in the medium term, although
increased spending responsibilities due to the coronavirus pandemic
and natural disasters (earthquake followed by flood) in 2020 will
continue to increase cost growth in 2021-2023.

Similar to other large metropolitan municipalities, Izmir's main
responsibilities are concentrated on urban infrastructure
investments and the main investment priorities for 2021-2024 are
planning infrastructure investment in terms of road, overpasses
construction, maintenance, urban development, expropriation,
continuation of the metro, tram and train line constructions and
improvement of the public transport systems including sea transport
routes. These are moderately cyclical to countercyclical
expenditure items providing control over expenditure growth.

Non-cyclical expenditures such as education and healthcare
accounted for a low of 2% of the total expenditure, as these
services are carried out by the central government. Moderately
countercyclical spending items, such as security services and
public order and environmental protection and transportation
accounted for about 46% of total expenditure in 2020, followed by
moderately cyclical spending items for urban infrastructure
investments at 48.1% and cyclical social spending at 3.9%. The
moderately cyclical to countercyclical nature of capex allows the
city to resize total expenditure growth and by law Turkish
metropolitan municipalities are not required to adopt anticyclical
measures.

Expenditure Adjustability: 'Midrange'

Compared with international peers, Izmir has a low share of
inflexible costs, accounting for less than 70% on average of its
total expenditure, as the city's infrastructure investments can be
cut or postponed, also because of the level of existing
socio-economic infrastructure. Stronger flexibility is
counterbalanced by the weak record of balanced budgets due to large
swings in capex. At end-2020 this had deteriorated, mainly due to
increased spending following the natural disasters the city was hit
by. Fitch expects Izmir's spending flexibility to be reduced during
2021- 2023 because of increased capex in the run up to local
elections, and to gradually be restored from 2024 onwards.

Liabilities & Liquidity Robustness: 'Weaker'

Turkish regulatory framework for debt and liquidity management is
evolving. Accordingly, Izmir's debt management policy inherits
significant risks, as nearly 82.1% of its total debt is in euros
and unhedged, exposing the city to significant FX risk and
increasing costs. For end-2021, Fitch expects FX volatility to
increase debt by TRY700 million or roughly 12%.

At end-2020, total debt consisted of bank loans, which are fully
amortising. The weighted average maturity of its total debt is
moderately long at 7.2 years, while nearly 13.7% of debt stock
comes due year on year. The majority of bank loans (87.9%) bears a
fixed rate of interest, mitigating interest rate risk. The city is
not exposed to material off balance sheet risks.

Liabilities & Liquidity Flexibility: 'Weaker'

At end-2020, Izmir's year-end cash slightly improved to TRY335.8
million from TRY319.8 million in 2019, but remained restricted as
it is fully earmarked for the payables' settlement. However, Izmir
has good access to a broad range of multilateral domestic and
international lenders such as European Investment Bank, European
Bank for Reconstruction and Development, Agence française de
développement; The Multilateral Investment Guarantee Agency ,
International Finance Corporation and domestic banks such as
Vakifbank, Vakif Katilim Bank, Türkiye Finans Katilim Bankasi,
Fibabanka and Denizbank, which the city could tap in case of
liquidity needs. Turkish local and regional governments do not
benefit from emergency liquidity lines from upper tiers of
government.

Debt Sustainability: 'aaa category'

The assessment is derived from a sound payback ratio (primary
metric for debt sustainability assessment). According to the
updated Fitch rating case, this is commensurate with a 'aaa'
assessment, despite the high level of budgeted capex investments in
the run up to local elections funded by debt and expected lira
depreciation of about 15% yoy in 2021 and 5% yoy in 2022-2025. The
assessment reflects the payback ratio remaining below 5x combined
with a sound debt service coverage ratio at 2x with
debt-to-operating revenue below 150%, both assessed in the ' a'
category over the medium term.

DERIVATION SUMMARY

A weaker risk profile combined with 'aaa' debt sustainability leads
to a SCP in the 'bbb' category. With a payback ratio below 5x,
coupled with sound debt service coverage at 2x and debt burden
(debt to operating revenue) on average at about 140%, compared with
its national and international peers in the same rating category,
the notch-specific SCP is positioned at the centre of the category
at 'bbb' and compressed to a 'BB-' IDR in application of the
sovereign cap. In Fitch's assessment, Fitch does not apply
extraordinary support from the upper-tier government or asymmetric
risk.

NATIONAL RATINGS

The 'AAA(tur)' National Long-Term rating reflects the city's
relative vulnerability to default on its long-term local currency
obligations, which is less likely, compared with local issuers in
Turkey.

KEY ASSUMPTIONS

Qualitative Assumptions and Assessments:

Risk Profile: 'Weaker'

Revenue Robustness: 'Midrange'

Revenue Adjustability: 'Weaker'

Expenditure Sustainability: 'Midrange'

Expenditure Adjustability: 'Midrange'

Liabilities and Liquidity Robustness: 'Weaker'

Liabilities and Liquidity Flexibility: 'Weaker'

Debt sustainability: 'aaa'

Support (Budget Loans): 'N/A'

Support (Ad Hoc): 'N/A'

Asymmetric Risk: 'N/A'

Sovereign Cap: 'BB-'

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. It is based on the 2016-2020 figures and 2021-2025
projected ratios. The key assumptions for the rating case scenario
include:

-- 10.7% yoy increase in operating revenue on average in 2021
    2025;

-- 15.3% yoy increase in operating spending on average in 2021
    2025;

-- Negative net capital balance of TRY3.8billion on average in
    2021-2025; and

-- 7.6% cost of debt and five-year weighted average maturity for
    new debt.

RATING SENSITIVITIES

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

-- A downgrade of Turkey's IDRs would lead to a downgrade of
    Izmir. A downgrade of the IDR could also be driven from a
    sustained increase of net adjusted debt to operating balance
    (payback ratio) above nine years and a weak debt service
    coverage ratio below 1x.

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

-- An upgrade of Turkey's IDRs could lead to an upgrade of Izmir.

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.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

Izmir's are linked with the Turkish sovereign IDRs.

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.


MANISA METROPOLITAN: Fitch Affirms 'BB-' LT IDRs, Outlook Stable
----------------------------------------------------------------
Fitch Ratings has affirmed Manisa Metropolitan Municipality's
(Manisa) Long-Term Foreign- and Local-Currency Issuer Default
Ratings (IDRs) at 'BB-' with Stable Outlooks.

The affirmation reflects Fitch's unchanged assessment of Manisa's
'Weaker' risk profile and 'aa' debt sustainability, underpinned by
the resilience of the local economy against adverse shocks stemming
from the pandemic. Fitch expects the metropolitan municipality to
maintain its robust debt sustainability ratios, which are in line
with its 'bb+' Standalone Credit Profile (SCP). Its ratings are
capped by Turkey's sovereign IDRs (BB-/Stable).

Manisa is a Turkish metropolitan municipality classified by Fitch
as a 'Type B' local and regional government (LRG) located in
western Turkey in the Aegean Region at the border to the
Metropolitan Municipality of Izmir. The city has a GDP per capita
at 95% of the national average and 1.5 million residents. With a
GRP of TRY71 billion the metropolitan municipality's economy is
dominated by the industrial sector.

KEY RATING DRIVERS

Risk Profile: 'Weaker'

Fitch's 'Weaker' risk profile assessment reflects four 'Weaker' key
risk factors (revenue robustness and adjustability, and liabilities
and liquidity robustness and flexibility) and two other 'Midrange'
factors (expenditure sustainability and adjustability). This
assessment reflects a high risk relative to international peers
that Manisa may see its ability to cover debt service with its
operating balance weaken unexpectedly over the forecast horizon
(2021-2025), either because of lower-than-expected revenue or
expenditure exceeding expectations, or because of an unanticipated
rise in liabilities or debt-service requirements.

Revenue Robustness: 'Weaker'

The 'Weaker' assessment reflects the city's fairly volatile but
dynamic tax revenue base. Fitch forecasts tax revenue will return
to a nominal growth of about 13% based on inflation expectations of
9.5% over the medium term. Manisa's tax base is diversified and
moderate in size with fairly robust growth prospects, based on an
industrialised local economy contributing 40% of the metropolitan
municipality's GDP. This is followed by revenue from services at
35% and the remainder from agriculture and other sectors at 25%.

Revenue is largely composed of Manisa's share in nationally
collected and redistributed tax revenue within the city's
boundaries, amounting to 60.5% of total operating revenue in 2020.
This is followed by transfers from the central government at 22%, a
fairly high share compared with its national peers' due to the
city's moderate socio-economic wealth indicators. Remaining items
of operating revenue are charges and fees (end-2020: 15%).

Revenue Adjustability: 'Weaker'

Manisa's ability to generate additional revenues is constrained by
nationally pre-defined tax rates. The municipality has very limited
rate-setting power over own local taxes such as property tax,
natural gas and electricity consumption tax, advertisement and
promotion, fire insurance and entertainment, providing little or no
leeway to absorb an unexpected fall in revenue.

Expenditure Sustainability: 'Midrange'

Fitch expects cost control to help Manisa maintain sound operating
balances and margins, although increased spending responsibilities
due to the pandemic will continue to push cost inflation higher in
2021.

Manisa's main responsibilities are concentrated on urban
infrastructure investments, urban development, improvement of the
public transportation system, and road construction, all of which
are moderately counter-cyclical expenditure and hence allowing
control over expenditure growth. Non-cyclical expenditures such as
education, healthcare and other sectors accounted for about 16% of
total expenditure in 2020. Moderately cyclical spending items for
general public services, housing and social welfare and recreation,
culture and religion accounted for 44.5% and cyclical social
spending at 4.5%.

The moderately cyclical-to-counter-cyclical nature of capex allows
the city to adjust total expenditure growth. Turkish metropolitan
municipalities are not legally required to adopt anti-cyclical
measures.

Expenditure Adjustability: 'Midrange'

Manisa has a low share of inflexible costs relative to
international peers, at less than 70% on average of its total
expenditure, as the city's infrastructure investments can be cut or
postponed, and also because of its reasonable socio-economic
infrastructure. Spending flexibility is somewhat counter-balanced
by a weak record of balanced budgets due to large swings, albeit
improved in 2019-2020, in capex realisations during pre-election
periods. Fitch, however, expects spending flexibility to be reduced
during ahead of local elections in 2024, before being restored
post-election.

Liabilities & Liquidity Robustness: 'Weaker'

The 'Weaker' assessment is driven by an overall evolving national
framework for debt and liquidity. Manisa's debt solely consists of
amortising bank loans, but with a short weighted average maturity
(WAM) of 1.7 years. Twenty-three percent of its loans mature within
one year, thereby significantly increasing refinancing pressure.
Compared with its national peers, Manisa has negligible unhedged
foreign-exchange (FX) risk with a euro-denominated loan accounting
for only 2.3% of its total debt. All its loans are at fixed
interest rates. The city is not exposed to material off-balance
sheet risk.

Liabilities & Liquidity Flexibility: 'Weaker'

At end-2020 Manisa had a larger cash balance than the previous
year's, covering 2.3x its debt servicing (2019: 0.6x). However,
Fitch expects the debt service ratio to shrink to 1.3x in 2025 due
to an anticipated increase in total debt driven by increased capex
ahead of local elections.

Manisa has moderate access to international financial markets and
its main lenders are state-owned domestic banks such as Halkbank,
Ziraat Bank and the Turkish Municipal Bank ILBANK A.S. with one
international lender Skandinaviska Enskilda Banken (SEB). Committed
bank lines totalled about TRY320 million at end-2020, which the
city could tap for liquidity.

Turkish LRGs do not benefit from treasury lines or cash pooling on
a national level, making it challenging to fund unexpected
increases of debt liabilities or spending peaks.

Debt Sustainability: 'aa category'

The assessment reflects a robust net adjusted debt-to-operating
balance (primary metric for debt sustainability assessment), which
under the updated Fitch rating case, remains in line with a 'aaa'
assessment at below 5x, despite large budgeted capex to be funded
by debt.

The large capex will increase debt-to-operating revenue to about
140% in 2025 from 82% in 2020. Based on Fitch's conservative rating
case operating performance will be subdued and expected lira
depreciation of about 15% yoy in 2021 and 5% yoy in 2022-2025,
coupled with a shorter weighted average maturity of debt, will lead
to a debt service coverage ratio just below 1x. This overrides the
net adjusted debt-to-operating balance assessment to result in a
final debt sustainability of 'aa'.

DERIVATION SUMMARY

A 'Weaker' risk profile, combined with 'aa' debt sustainability,
leads to a SCP in the 'bb' category. At 'bb+' the SCP is at the
upper bound of the category, supported by a strong debt payback
versus international peers', but capped to the 'BB-' IDRs by the
sovereign's ratings. Fitch's assessment does not apply
extraordinary support from the central government or asymmetric
risk.

NATIONAL RATINGS

The National Long-Term Rating of 'AA(tur)' reflects the city's
moderately low risk of default on long-term local-currency
obligations, compared with that of local issuers in Turkey.

CRITERIA VARIATION

NA

KEY ASSUMPTIONS

Qualitative Assumptions and Assessments:

Risk Profile: 'Weaker'

Revenue Robustness: 'Weaker'

Revenue Adjustability: 'Weaker'

Expenditure Sustainability: 'Midrange'

Expenditure Adjustability: 'Midrange'

Liabilities and Liquidity Robustness: 'Weaker'

Liabilities and Liquidity Flexibility: 'Weaker'

Debt sustainability: 'aa'

Support (Budget Loans): 'N/A'

Support (Ad Hoc): 'N/A'

Asymmetric Risk: 'N/A'

Sovereign Cap: 'BB-'

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:

-- Average 10.2% yoy increase in operating revenue in 2021-2025;

-- Average 15.4% yoy increase in operating spending in 2021-2025;

-- Negative net capital balance on average at TRY790 million in
    2021-2025; and

-- New debt at a 13.8% cost and with a minimum of three-year
    weighted average maturity.

RATING SENSITIVITIES

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

-- A downgrade of Turkey's IDRs would lead to a downgrade of
    Manisa as would a material deterioration in debt payback
    towards 9.0x coupled with actual debt service coverage at
    below 1.0x on a sustained basis.

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

-- An upgrade of Turkey's IDRs would lead to an upgrade of
    Manisa, provided that debt metrics are in line with 'BB' rated
    peers'.

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.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

Manisa's ratings are linked to the Turkish sovereign IDRs.

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.


MERSIN METROPOLITAN: Fitch Affirms 'BB-' LT IDRs, Outlook Stable
----------------------------------------------------------------
Fitch Ratings has affirmed Mersin Metropolitan Municipality's
(Mersin) Long-Term Foreign- and Local-Currency Issuer Default
Ratings (IDRs) at 'BB-' with Stable Outlooks.

The affirmation reflects Fitch's unchanged assessment of Mersin's
'Weaker' risk profile and 'aa' debt sustainability, due to the
resilience of the city's local economy to adverse shocks stemming
from the pandemic. Fitch expects the metropolitan municipality to
maintain its robust debt sustainability ratios, which are in line
with its 'bb' Standalone Credit Profile (SCP). Its ratings are
capped by the Turkey's sovereign IDRs (BB-/Stable).

Mersin is a Turkish metropolitan municipality classified by Fitch
as a 'Type B' local and regional government located on the
Mediterranean coast next to Antalya and Adana and with 2.2% of the
nation's population (1.9 million). The city has Turkey's largest
and one of the main container ports in the Mediterranean Region
with its transit and hinterland connections with the Middle East
and the Black Sea, serving as an important logistics hub.

The local economy is dominated by trade, followed by industry,
agriculture and tourism. Mersin's contribution to national GDP has
historically been about 1.8%, with its local GDP per capita at 95%
of the national average.

KEY RATING DRIVERS

Risk Profile: 'Weaker'

Mersin's 'Weaker' risk profile (debt tolerance) reflects three key
risk factors that Fitch assesses at 'Midrange' and three others as
'Weaker'. This reflects a high risk relative to international peers
that the municipality may see its ability to cover debt service by
its operating balance weaken unexpectedly over the forecast horizon
(2021- 2025) either because of lower than-expected revenue or
expenditure exceeding expectations, or because of an unanticipated
rise in liabilities or debt-service requirements.

Revenue Robustness: 'Weaker'

The 'Weaker' assessment results from the city's fairly volatile but
dynamic tax revenue base. Fitch forecasts tax revenue to return to
a nominal growth of about 13% by 2025, based on inflation
expectations of 9.5% over the medium term.

Mersin benefits from a diversified local economy and fairly robust
GDP growth prospects that are in line with the national average.
This results in a buoyant tax base and a moderate tax revenue
stream. Fitch projects taxes to rise to TRY2 billion in 2025 from
TRY1.2 billion in 2020, or about two-thirds of recurrent revenue.
This is followed by transfers at 14% of operating revenue and
charges and fees at 10% at end-2020.

Revenue Adjustability: 'Weaker'

Mersin's ability to generate additional revenues is constrained by
nationally pre-defined tax rates. The municipality has limited
rate-setting power over its own local taxes such as property tax,
natural gas and electricity consumption tax, advertisement and
promotion, fire insurance, and entertainment, providing little or
no leeway to absorb an unexpected fall in revenue.

Expenditure Sustainability: 'Midrange'

Fitch expects cost control in the medium term will help Mersin
maintain sound operating balances and margins, although increased
spending due to the pandemic will accelerate cost inflation in
2021.

Mersin's main responsibilities are concentrated on urban
infrastructure investments, urban development, improvement of the
public transportation system, and road construction, which are
moderately counter-cyclical expenditure, thus providing the city
with control over expenditure growth.

Non-cyclical expenditures such as education, healthcare and other
sectors accounted for about 12% of total expenditure in 2020.
Moderately cyclical spending for general public services, housing
and social welfare and recreation, culture and religion represented
51.1%, and cyclical social spending at below 1%.

For 2021-2022, Fitch expects pandemic-induced spending on services
in public health, social aid and welfare, and environmental
protection to increase upside risks to costs. This could depress
operating margins at below 20% during the forecast period.

The moderately cyclical-to-countercyclical nature of capex allows
the city to adjust total expenditure growth. Turkish metropolitan
municipalities are not legally required to adopt anti-cyclical
measures. At end-2020, Mersin's capex was TRY174 million and
accounted for 45% of budgeted capex or 19% of total expenditure.
Under its 2022-2203 budget, the city expects to spend higher capex
ahead of local elections. The city's most capital-intensive project
is the planned construction of a light railway system. However, the
project is in a planning phase and no pre-funding has been made.

Expenditure Adjustability: 'Midrange'

The 'Midrange' assessment is supported by the municipality's low
share of inflexible cost on average at less than 70% of total
expenditure, as infrastructure investments can be cut or postponed,
and also because of the city's reasonable existing socio-economic
infrastructure. Staff costs account for 20% of total expenditure.

Spending flexibility is somewhat counter-balanced by a weak record
of balanced budgets due to large swings, albeit improved in the
last two years, in capex realisations in pre-election periods.
Fitch however, expects the city's spending flexibility to be
reduced ahead of local elections in 2024, before being restored
post-election.

Liabilities & Liquidity Robustness: 'Midrange'

The 'Midrange' assessment reflects the municipality's fairly
predictable debt repayment over the medium term and a robust fiscal
debt burden of below 50%. Mersin's debt has a linear amortising
structure, is at fixed-rates, and has no exposure to
foreign-currency risks. However, a short weighted average maturity
of three years and a large 30% share of debt maturing within one
year increase refinancing pressure.

Contingent liabilities are largely limited to a wholly owned water,
waste-water management and sewage affiliate, MESKI, which is self-
funding. At end-2020, MESKI's total debt accounted for TRY400
million- equivalent (2019: TRY440 million), of which 70% was in
euros, exposing the public entity to significant foreign-exchange
(FX) risk. However, the average life of its foreign-currency debt
is long at 11 years, mitigating repayment risk. Its main
international lenders are Kreditanstalt für Wiederaufbau, Agence
Française de Développement, the World Bank, European Investment
Bank and European Bank for Reconstruction and Development.

Liabilities & Liquidity Flexibility: 'Weaker'

The 'Weaker' assessment reflects the lack of Turkish metropolitan
municipalities' access to emergency liquidity support mechanisms
such as Treasury facilities to overcome financial distress.
Counterparty risk associated with domestic liquidity providers is
in the 'b' category, which limits Fitch's assessment to 'Weaker'.

Mersin has yet to establish proven access to international
financial markets but has a diversified pool of domestic lenders
such as Vakifbank, ILBank, Denizbank, Aktifbank, Burganbank,
Akbank, Halkbank, Alternatifbank, Anadolu Bank, and Garantibank.
Turkish local and regional governments do not benefit from treasury
lines or cash pooling on a national level, making it challenging to
fund unexpected rises of debt liabilities or spending peaks.

Debt Sustainability: 'aa category'

Under its rating case for 2021-2025, Fitch projects Mersin's debt
to rise to TRY1.8 billion and the operating balance to increase to
TRY395 million, leading to a debt payback (net adjusted
debt-to-operating balance; the primary metric of debt
sustainability) at below 5x, in line with a 'aaa' assessment.

For the secondary metrics, Fitch's rating case projects that actual
debt service coverage ratio (ADSCR) will deteriorate below 1.0x in
2025, from 1.4x in 2020, corresponding to a 'b' assessment. Fiscal
debt burden is robust compared with its national peers, remaining
below 100%, in line with a 'aa' assessment. The weaker ADSCR
offsets the debt payback to result in a final 'aa' debt
sustainability assessment.

DERIVATION SUMMARY

A 'Weaker' risk profile and a 'aa' debt sustainability lead to a
SCP in the 'bb' category. The SCP is at the mid-range of the 'bb'
category, supported by a strong debt payback versus international
peers'. The sovereign cap (BB-/Stable) constrains the SCP to result
in a 'BB-' IDR for Mersin. In Fitch's assessment Fitch does not
apply extraordinary support from the central government or
asymmetric risk.

SHORT-TERM RATINGS

The municipality's Short-Term IDR of 'B' is the only possible
option mapping to a Long-Term IDR of 'BB-' and for a 'bb' SCP.

NATIONAL RATINGS

The National Long-Term rating of 'AA-(tur)' reflects Mersin's
moderately low risk of default on long-term local-currency
obligations, versus that of local issuers in Turkey.

CRITERIA VARIATION

NA

KEY ASSUMPTIONS

Qualitative Assumptions and Assessments:

Risk Profile: 'Weaker'

Revenue Robustness: 'Weaker'

Revenue Adjustability: 'Weaker'

Expenditure Sustainability: 'Midrange'

Expenditure Adjustability: 'Midrange'

Liabilities and Liquidity Robustness: 'Midrange'

Liabilities and Liquidity Flexibility: 'Weaker'

Debt sustainability: 'aa'

Support (Budget Loans): 'N/A'

Support (Ad Hoc): 'N/A'

Asymmetric Risk: 'N/A'

Sovereign Cap: 'BB-'

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:

-- Average 9.7% yoy increase in operating revenue in 2021-2025;

-- Average 13.1% yoy increase in operating spending in 2021-2025;

-- Negative net capital balance on average at TRY456 million in
    2021-2025;

-- New debt at a 13.8% cost with a minimum three-year weighted
    average maturity.

RATING SENSITIVITIES

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

-- A downgrade of Turkey's IDRs would lead to a downgrade of
    Mersin as would a material deterioration in debt payback
    towards 9.0x coupled with weak ADSCR of below 1.0x on a
    sustained basis.

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

-- An upgrade of the sovereign's IDRs could lead to an upgrade of
    Mersin, provided its debt metrics remain in line with 'BB'
    rated peers' over the medium term.

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.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

Mersin's IDRs are linked to the Turkish sovereign IDRs.

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.


TURK P&I: Fitch Affirms 'BB-' Insurer Financial Strength Rating
---------------------------------------------------------------
Fitch Ratings has affirmed Turk P ve I Sigorta A.S.'s (Turk P&I)
Insurer Financial Strength (IFS) Rating at 'BB-'. The Rating
Outlook is Stable.

KEY RATING DRIVERS

The rating of Turk P&I reflects a less established business profile
compared with other Turkish insurers, its investment risks that are
skewed towards the Turkish banking sector, and substantial exposure
to the Turkish economy. The rating also reflects Turk P&I's strong
liquidity profile, very strong but potentially volatile earnings,
and adequate capitalisation.

Fitch ranks Turk P&I's business profile as 'moderate' compared with
other Turkish insurers', despite the company's small size, limited
history and less established business lines. This is because Fitch
believes its ownership structure, equally divided between public
and private interests, and its strategic role in Turkey, are
positive for its business profile. The company's increasing
international diversification also benefits the business profile.

Investments on Turk P&I's balance sheet mostly comprise deposits in
Turkish banks, with some concentration on a single state-owned
bank. This indicates a high exposure to the banking sector in
Turkey, although the company started to diversify its investment
portfolio since 2020 towards bonds. Liquidity is very strong for
the rating.

The pandemic impact on Turk P&I's earnings was manageable in 2020,
despite a higher cost of claims and lower premiums due to lockdown
measures; and lower maritime trade volumes worldwide. Its 2020
results were mostly impaired by non-pandemic-related claims,
including some hull and machinery (H&M) engine failure claims,
leading to a worsened combined ratio of 99% (2019: 74%), and a
lower return on equity (ROE) of 46% (2019: 59%). However, these
results remain very strong for the rating, and Fitch expects they
will continue to support the company's very strong expected growth
in 2021 and 2022.

Turk P&I scored 'Adequate' under Fitch's Prism Factor-Based Capital
Model (FBM), compared with 'Strong' at end-2019, and its solvency
ratio decreased to 103% at end-2020 from 124% at end-2019, mostly
because of higher claims. Despite these deteriorations, Fitch
believes capitalisation supports the rating, and Fitch expects
sustained capital levels in 2021 and 2022.

Fitch regards Turk P&I's reinsurance protection programme as
adequate, with strong credit quality of reinsurers and coverage for
both protection and indemnity (P&I) and H&M risks, and Fitch
believes the company's retained catastrophe exposure is manageable.
Its limited history on the performance of its reinsurance coverage
somewhat constrains Fitch's assessment of reinsurance-and-risk
mitigation.

The National IFS Rating of 'A+(tur)' largely reflects Turk P&I's
regulatory solvency level being consistently over 100%, and very
strong earnings. However, the rating is constrained by the
company's weak business profile versus other Turkish insurers'.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to positive
rating action/upgrade of the IFS Rating:

-- Material improvements in the Turkish economy or the company's
    investment quality, as reflected in an upgrade of Turkey's
    Long-Term Local-Currency Issuer Default Rating (IDR).

-- Sustained profitable growth, with a regulatory solvency ratio
    comfortably above 100%, along with a sustained business
    development in high-quality international markets.

Factors that could, individually or collectively, lead to negative
rating action/downgrade of the IFS Rating:

-- Material deterioration in the Turkish economy or the company's
    investment quality, as reflected in a downgrade of Turkey's
    Long-Term Local-Currency IDR.

-- Business-risk profile deterioration, due to, for example,
    sharp deterioration in the maritime trade environment.

Factor that could, individually or collectively, lead to positive
rating action on/upgrade of the National IFS Rating:

-- Sustained profitable growth with a regulatory solvency ratio
    comfortably above 100%.

Factors that could, individually or collectively, lead to negative
rating action on/downgrade of the National IFS Rating:

-- Business-risk profile deterioration, due to, for example,
    inability to meet its growth targets and maintain ROE above
    inflation.

-- Regulatory solvency ratio below 100% for a sustained period.

BEST/WORST CASE RATING SCENARIO

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

ESG CONSIDERATIONS

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




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

DTEK OIL & GAS: Fitch Assigns First Time 'B-' IDR, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has assigned Ukraine-based gas producer DTEK Oil &
Gas B.V. (DTEK O&G) a first-time Long-Term Issuer Default Rating
(IDR) of 'B-' with a Stable Outlook. Fitch has also assigned DTEK
O&G's notes, issued by NGD Holdings B.V., a senior unsecured rating
of 'B-' with a Recovery Rating of 'RR4'.

The 'B-' rating is constrained by the company's small scale of
operations as a gas and gas condensate producer in Ukraine,
moderately high leverage and evolving corporate governance
practices, including a complex group structure and related party
transactions.

The rating also reflects moderate production costs supporting
stable profitability, good 1P reserve life, a reserve replacement
ratio above 100%, providing the necessary basis for sustaining the
production profile, and satisfactory liquidity.

DTEK O&G is part of the larger DTEK B.V. group, which is ultimately
beneficially owned by Mr. Rinat Akhmetov through System Capital
Management Holdings (SCM). Fitch rates DTEK O&G on a standalone
basis.

KEY RATING DRIVERS

Small Scale: DTEK O&G has two licenses for gas and gas condensate
production at the Semyrenkivske and Machukhske fields and a newly
obtained license at the Zinkivska site in the Poltava region of
Ukraine as of the beginning of 2021. The company produced around
1.8 billion cubic metres (bcm) of gas in 2020, about 9% of natural
gas production in Ukraine. Fitch assumes the group will maintain
this level of production over 2021-2024 with average annual
investment of UAH2.4 billion for the same period.

Moderate Cost Gas Assets: DTEK's assets should generate strong cash
flows, even in a low gas price environment. In 2020, DTEK's cash
operating expenses averaged USD7/barrel of oil equivalent (boe) and
Fitch projects capex to remain around USD7/boe in the next four
years. DTEK's relatively low costs and maintenance capex needs
support solid free cash flow generation. In 2020, the company's
unit funds from operations (FFO) was USD14/boe (USD22/boe in 2019)
and Fitch expects the EBITDA margin to remain around 70% in
2021-2024.

DTEK O&G's Notes: DTEK O&G's wholly-owned HoldCo NGD Holdings B.V.
has issued USD425 million new notes, with USD50 million annual
amortisation from 31 December 2023 and maturity at 31 December
2026. The notes benefit from guaranties and suretyships from DTEK
O&G, Naftogazvydobuvannya PJSC (the main operating company within
DTEK O&G), NGD Holdings LLC, and other entities. The guarantors
will comprise at least 75% of total consolidated EBITDA of DTEK Oil
and Gas Holdings B.V., the 100% parent of DTEK O&G.

Additionally, post-corporate reorganisation before May 2021, all
greenfield projects with high geological risk have been transferred
to a newly created DTEK O&G's sister company, DOG Development. In
case of any DOG Development subsidiary comprise more than 10% of
DTEK O&G EBITDA, then such company will become a guarantor/suretor
under notes.

DTEK O&G's sister company DTEK Energy B.V. (RD) completed
restructuring on 17 May 2021. DTEK Energy's notes were partially
exchanged on a pro-rata basis for the USD425 million notes issued
by NGD Holdings B.V. At the same time, after issuing these notes,
DTEK O&G offset its loan payable to related party with a balance
value of around USD500 million or UAH14 billion equivalent
(including USD94 million effect of discounting) towards DTEK
Energy.

High Leverage; Deleveraging Expected: FFO net leverage of 4.4x in
2020 was fairly high compared with similar scale peers rated in the
'B' category. Fitch forecasts deleveraging to 2.1x in 2021 due to
subordination or transfer of most of related party financial
liabilities to DOG Development. DTEK O&G's UAH14 billion loan
payable to DTEK Energy was enforced by DTEK Energy Notes Trustee
and exchanged to a USD425 million Eurobond (equivalent to UAH12
billion) with the remaining UAH2 billion being fully subordinated
to the notes. Fitch expects FFO net leverage to decline below 2x in
2023 to reach 1.6x in 2024.

Complex Group Structure: DTEK O&G is a part of larger group - DTEK
B.V. group, which is a private energy corporation in Ukraine with
main subsidiaries including DTEK Energy, DTEK Renewables
(B-/Stable), DTEK O&G, DTEK Trading and other companies. DTEK B.V.
is ultimately owned by SCM. Fitch rates DTEK O&G on a standalone
basis as Fitch considers the overall linkage as moderate.

In its Eurobond trust deed, DTEK O&G group has an incurrence
covenant of total debt/EBITDA of 3x and a limitation on dividend
payment of 50% of net income if total debt/EBITDA exceeds 1.5x, and
75% of net income if total debt/EBITDA is less than 1.5x. However,
the rating reflects the group's large related party transactions in
the past and significant related-party trade receivables, limited
record of adherence to a conservative financial policy and a
complex structure.

Related-Party Trader: As of end-2020, DTEK O&G had sold most of its
gas production to a related party under control of DTEK B.V. After
August 2021, the gas will be sold to D. Trading, another subsidiary
of DTEK B.V. and DTEK O&G's sister company. For 2021, 70% of the
volumes have been hedged at USD155 per one thousand cubic metres of
gas.

Significant Related-Party Transactions: As of the beginning of
2020, the group had large outstanding balances of related party
trade and non-trade receivables and other financial liabilities.
Most of the related party transactions were offset against dividend
payables declared by DTEK O&G to its shareholders. As of end-2020,
DTEK O&G offset UAH15 billion various receivables with declared
payable dividend.

Most of other related party financial liabilities (other than UAH12
billion exchanged for the Eurobond) as of end-2020 have been
transferred to DOG Development, or subordinated to the notes or
offset with other non-cash transactions.

Most of the related party non-trade transactions are legacy issues
following DTEK O&G's spin off from DTEK Energy and the company
addressed this through financial and organisational streamlining
before May 2021.

Adequate Reserves: DTEK O&G's 1P and 2P reserve life is good
compared with peers at 14 and 24 years, respectively, for gas and
29 and 48 for condensate. The company's strategy is to maintain
stable production through exploration within the existing licenses
of the Semyrenkivske and Machukhske fields.

In December 2020, the group signed a production sharing agreement
with the Ukraine government (B/Stable) on exploration and
extraction of gas and condensate on Zinkivska gas licensed area in
Sumy and Poltava regions.

DERIVATION SUMMARY

DTEK O&G's gas and gas condensate production of 27kboepd is less
than half the production volumes of Kosmos Energy Ltd (B/Rating
Watch Negative (RWN), 61kboepd in 2020), Ithaca Energy Ltd (B/RWN,
around 65kboepd) and around half of Seplat Petroleum Development
Company Plc's (B-/Positive). However, DTEK O&G has a good cost
position and reserve life compared with peers.

While DTEK O&G operates on a smaller scale than National Joint
Stock Company Naftogaz of Ukraine (B/Stable; Standalone Credit
Profile (SCP): b-), its financial profile is somewhat stronger.
Naftogaz's business profile after the unbundling of its gas
transmission business primarily reflects its position as a natural
gas-producing and wholesale supply company. Naftogaz's ratings are
equalised with those of Ukraine under Fitch's Government-Related
Entities Rating criteria. Fitch assesses Naftogaz's SCP at 'b-',
mainly reflecting volatility in operations after the unbundling,
uncertainty about domestic price regulation and collectability of
receivables with a weaker domestic economy and FX exposure.

KEY ASSUMPTIONS

-- Upstream gas production falling from 2.0 bcm in 2021 to an
    average of 1.8 bcm in 2022-2024;

-- TTF/NPB gas price (USD/mcf): 4.5 in 2021 and 2022 and 5.0
    thereafter;

-- Capex: average UAH2,400 million per year over 2021-2024;

-- Dividends: bond documentation restricts payment of dividends
    or intercompany loans to 50% of net income if total
    debt/EBITDA is above 1.5x; and 75% of net income if total
    debt/EBITDA is below 1.5x.

Fitch's Key Recovery Analysis Assumptions

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

DTEK O&G's recovery analysis assumes a GC EBITDA at UAH3.5 billion
that incorporates a material drop in gas prices as a result of the
market downturn and moderate recovery driven by cost optimisation
and subsequent market rebound.

Fitch used a post-restructuring enterprise value (EV)/GC EBITDA
multiple of 3x to calculate the post-reorganisation valuation. It
reflects a small scale and sale of gas to a related party.

The senior unsecured bond ranks pari-passu with senior unsecured
bank borrowings, and is senior to all related party financial
liabilities.

After deduction of 10% for administrative claims and in accordance
with Fitch's "Country-Specific Treatment of Recovery Ratings Rating
Criteria", Fitch's waterfall analysis generated a waterfall
generated recovery computation (WGRC) for the senior unsecured
bonds in the 'RR4' band, indicating a 'B-' instrument rating. The
WGRC output percentage on current metrics and assumptions was 50%.

RATING SENSITIVITIES

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

-- Increase of production levels;

-- FFO net leverage below 3x on a sustained basis;

-- Improvement of the corporate governance profile and more
    transparent group structure, by maintaining a stable track
    record of limited amount of related-party transactions on an
    arms-length basis and adherence to a conservative financial
    policy.

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

-- FFO net leverage above 4.5x on a sustained basis;

-- Weakening of the liquidity profile;

-- Weakening of the corporate governance profile, including
    sizeable related party transactions.

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

Adequate Liquidity: At end-2020 the group had UAH96 million
unrestricted cash and Fitch expects the group to generate UAH2.1
billion Fitch calculated free cash flow (FCF) in 2021 vs. UAH46
million short-term bank maturities and UAH0.9 billion short-term
financial liabilities. Fitch expects the group to continue
generating positive FCF to cover any payments related to financial
liabilities.

A UAH14 billion loan payable to DTEK Energy was converted into a
USD425 million Eurobond in May 2021 with USD50 million annual
amortisation from 31 December 2023 and maturity at 31 December
2026.

ISSUER PROFILE

DTEK O&G is natural gas producer in Ukraine. The company produced
around 1.8 bcm of gas in 2020, about 9% of domestic natural gas
production.

SUMMARY OF FINANCIAL ADJUSTMENTS

-- Fitch has reclassified UAH3,514 million of reversal of net
    impairment loss on financial assets from operating profit to
    non-operating items.

-- Fitch has added to total debt UAH2,716 million of third-party
    and related-party financial liabilities.

ESG CONSIDERATIONS

DTEK O&G has an ESG Relevance Score of '4' for 'Group Structure'
due to a large number of complex related party transactions and
complex group structure. This has had a negative impact on its
credit profile, and is relevant to the rating in conjunction with
other factors.

DTEK O&G has an ESG Relevance Score of '4' for 'Governance
Structure' due to influence of the key shareholder and presence in
the main operating company of the minority shareholder who is
currently under criminal investigation. This has had a negative
impact on its credit profile, and is relevant to the rating in
conjunction with other factors.

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




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

EMERALD 2: S&P Affirms 'B' ICR After KKR Takeover, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term issuer credit rating
on environmental consultancy Emerald 2 (ERM), and on its financial
subsidiaries and co-borrowers ERM Emerald US Inc. and Eagle 4 Ltd.
S&P also affirmed its 'B' issue ratings on the first-lien debt
instruments and its 'CCC+' ratings on the second-lien debt
instruments. The recovery ratings on these instruments are
unchanged.

The stable outlook indicates that ERM is likely to enjoy steady
revenue growth and positive cash flow generation, while maintaining
adjusted funds from operations (FFO) cash interest coverage in
excess of 2x over the next 12 months. S&P expects the improved
macroeconomic environment to support further growth in the EBITDA
base and to help ERM reduce leverage to 5.8x-5.6x in 2022-2023.

Funds advised by KKR & Co. L.P. (KKR) have signed an agreement to
acquire a majority position in Emerald 2, the holding company for
environmental, health, safety, and sustainability consulting firm
ERM, from OMERS and AIMCo. ERM's partners will own the remainder.

S&P Global Ratings views the transaction as broadly leverage
neutral. ERM will retain its existing capital structure but the new
owner will launch an amend-and-extend transaction to lengthen the
maturities of the existing instruments by two years and optimize
tranche sizing and interest costs.

ERM's interest burden could be reduced if the amend-and-extend
transaction is successful, but S&P sees the proposed changes to the
group's shareholding and capital structure as broadly
credit-neutral. On May 16, 2021, KKR announced its proposed
acquisition of a majority stake in ERM; the deal is expected to
close in the third quarter of 2021, subject to regulatory
clearance. The group plans to go to market to initiate the
amend-and-extend process in advance of the KKR acquisition. Our
base case currently assumes that any new noncommon equity
instruments injected by KKR in the upcoming year--for example,
preferred shares and shareholder loans--would be similar in nature
to the existing sponsor instruments, which S&P views as
equity-like. If the capital injected by KKR for the acquisition
failed to meet its criteria for equity treatment, this could weigh
on the rating.

As part of the amend-and-extend transaction, the group intends to
issue $75 million of new first-lien debt. It plans to use the full
proceeds to decrease the amount of second-lien debt, which stood at
$175 million as of March, 31 2021. The first-lien debt instruments
currently pay materially less in interest than the second-lien debt
instruments (3.5% versus 7.75%). The interest burden would
therefore be reduced by issuing the new first-lien debt. The group
is also seeking to reduce the interest on the second-lien debt to
an estimated 6.5%. Although the amount of debt in the capital
structure would be similar after the transaction, it would enhance
the company's debt-servicing capacity. This supports our FFO
interest coverage, which we forecast in excess of 2.0x in
2022-2023. As part of the amend-and-extend transaction, the group
wants to extend the maturity of its RCF to 2027 and that of the
other instruments to July 2028. The group also intends to increase
the RCF capacity and received total bank commitments for $168
million.

Despite declining top-line performance during the financial year
ending March 31, 2021, profitability remained resilient. In FY2021,
the group saw gross revenue fall by around 13.1% and net sales by
10.2%. However, the impact on EBITDA was more than counterbalanced
by cost-cutting initiatives. ERM saw profitability rise and its
EBITDA margins were around 16.7% in 2021, compared with 14.5% in
2020. This helped to constrain leverage to 6.4x in FY2021 from 6.3x
in the prior year. Reported EBITDA is estimated to be about $154
million in FY2021. These figures are based on unaudited results. In
addition to the existing first- and second-lien liabilities, the
FY2021 debt figure includes around $64 million of lease liabilities
and a $50 million draw on ERM's existing RCF, which is expected to
be repaid in June 2021.

ERM remains highly leveraged. Its S&P Global Ratings-adjusted debt
to EBITDA remains above the 5.0x threshold and we forecast gradual
deleveraging over 2022-2023. S&P said, "Over FY2022 and FY2023, we
expect leverage to remain above 5.0x, but to gradually reduce to
5.8x-5.6x in the next two years. The group has a large backlog of
projects due over the next two years and its sales pipeline should
support profitability. In the long term, we consider that, as a
pure player in the environmental, health, safety, and
sustainability (EHS) consulting space, ERM is well-positioned to
capitalize on the sector's advantages."

S&P expects ERM to maintain a resilient liquidity position and to
generate robust free operating cash flow (FOCF) over FY2022-FY2023.
ERM has continued to build on a strong record of good cash and
working capital management during the pandemic. As a result, its
cash position at the end of FY2021 was about $278 million. This is
above historical levels and highlights management's prudent
approach to cost-cutting and liquidity management during the
pandemic. This cash position excludes an additional $138 million
held at Reach--although this amount would benefit lenders in a
credit event and has been used for working capital needs in the
past, it represents deposits by the consortium members and would
need to be repaid.

The group has generated positive FOCF, underpinned by low capital
intensity in its business. Although this was bolstered by a
particularly strong working capital inflow of around $27 million in
FY2021, S&P sees the group's underlying cash flow generation as
strong. As capital expenditure (capex) increases, S&P forecasts it
will be $30 million in FY2022 and $55 million in FY2023.

The stable outlook indicates that ERM is likely to enjoy steady
revenue growth and positive cash flow generation, while maintaining
adjusted FFO cash interest coverage of over 2x for the next 12
months. S&P expects the improved macroeconomic environment to
support further growth in the EBITDA base and to help ERM reduce
leverage to 5.8x-5.6x in 2022-2023.

S&P could consider lowering the rating if:

-- ERM generates weak or negative FOCF on a sustained basis;

-- FFO cash interest coverage declines below 1.5x; or

-- ERM adopts a more-aggressive financial policy through
shareholder returns or material debt-funded acquisitions that
increase leverage beyond our current projections. S&P currently
assume that any new shareholder instruments will be similar to the
existing instruments, but should these not meet its criteria for
equity treatment, it could weigh on the rating.

S&P sees limited potential for a positive rating action at this
stage, given its forecast that ERM will remain highly leveraged.
However, S&P could do so, if it sees

-- Improving profitability metrics, with a continued track record
of positive material FOCF; and

-- Adjusted debt to EBITDA below 5.0x, underpinned by a financial
policy that supports leverage remaining at this level.


EXTRASERVICES LTD: Bramley Health Acquires Former Nursing Home
--------------------------------------------------------------
Zoe Monk at Care Home Professional reports that a former nursing
home in Hampshire has been sold out of administration to specialist
operator Bramley Health in an undisclosed deal.

Fieldgate House in Horndean, a 25-bedroom nursing home and
registered for 29 service users, closed in September 2020 as the
owning company Extraservices Ltd, went into administration, Care
Home Professional recounts.

Quantuma Advisory Ltd was appointed as administrators of
Extraservice Ltd and instructed Christie & Co to market the
property on its behalf, Care Home Professional discloses.

An initial marketing campaign resulted in a high level of early
interest with offers in excess of the asking price being received,
Care Home Professional notes.

According to Care Home Professional, the property has been
purchased by specialist health and social care provider, Bramley
Health, who plan to reopen following a refurbishment.


FINSBURY SQUARE 2021-1: Fitch Assigns B+(EXP) Rating on X2 Tranche
------------------------------------------------------------------
Fitch Ratings has assigned Finsbury Square 2021-1 plc (FSQ2021-1)
expected ratings.

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

DEBT                  RATING
----                  ------
Finsbury Square 2021-1 PLC

Class A    LT  AAA(EXP)sf  Expected Rating
Class B    LT  AA-(EXP)sf  Expected Rating
Class C    LT  A-(EXP)sf   Expected Rating
Class D    LT  CCC(EXP)sf  Expected Rating
Class X1   LT  BB+(EXP)sf  Expected Rating
Class X2   LT  B+(EXP)sf   Expected Rating

TRANSACTION SUMMARY

FSQ2021-1 is a securitisation of owner-occupied (OO) and buy-to-let
(BTL) mortgages originated by Kensington Mortgage Company Limited
(KMC) and backed by properties in the UK. The loans to be
securitised are predominantly recent originations, up to and
including April 2021, with 14.6% (by current balance) from the
Finsbury Square 2018-1 PLC (FSQ2018-1) transaction. The transaction
features a five-year revolving period and a pre-funding component
by the first interest payment date (IPD), in a yet-to-be-determined
amount.

KEY RATING DRIVERS

Additional Coronavirus Assumptions

Fitch applied additional assumptions to the mortgage portfolio.

The combined application of a revised 'Bsf' representative pool
weighted average foreclosure frequency (WAFF), revised rating
multiples and arrears adjustment resulted in a multiple to the
current FF assumptions of 1.1x at 'Bsf'.

Established Specialist Lender

Kensington takes a manual approach to underwriting, focusing on
borrowers who do not necessarily qualify on the automated scorecard
models of high-street lenders. It therefore attracts a higher
proportion of first-time buyers (FTBs), self-employed borrowers and
borrowers with adverse credit histories than is typical for prime
UK OO lenders. Fitch has applied an originator adjustment of 1.2x
to its prime OO assumptions for Kensington to account for this, and
the performance of Kensington's OO book data and previous FSQ
transactions. Fitch also made a 1.1x originator adjustment to the
BTL loans to account for the historical performance of Kensington's
BTL book data and previous FSQ transactions.

Revolving Conditions Reduce Migration Risk

The transaction will contain a pre-funding mechanism through which
further loans (initial additional loans) may be sold to the issuer
prior to the first IPD, via proceeds from the over-issuance of
notes at closing. If these funds, standing to the credit of the
pre-funding principal ledger, are not used to purchase these loans
they will be used to pay down the class A to C notes pro-rata. A
five-year revolving period will be in place until the call date
(June 2026), which allows new assets to be added to the portfolio.

Additional loan conditions have been set at limits that mitigate
material risks to migration of the portfolio's credit profile.
Nevertheless, the potential remains for migration from the
inclusion of the initial additional loans and during the revolving
period toward these limits. Fitch has therefore assumed migration
in the portfolio characteristics up to the limits in the additional
loan conditions outlined in the transaction documentation.

Self-Employed Borrowers

Prime lenders assessing affordability typically require a minimum
of two years of income information and apply a two-year average or,
if income is declining, the lower figure. Kensington's underwriting
practices allow underwriters' discretion in using the latest year's
income if it is increasing. Fitch therefore applied an increase of
30% to the FF for self-employed borrowers with verified income, as
a criteria variation, instead of the 20% increase under its UK RMBS
Rating Criteria to the OO sub-pool only.

RATING SENSITIVITIES

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

-- Stable to improved asset performance driven by stable
    delinquencies and defaults would lead to increasing credit
    enhancement (CE) and potentially upgrades. Fitch tested an
    additional rating sensitivity scenario by applying a decrease
    in the FF of 15% and an increase in the RR of 15%. The ratings
    for the subordinated notes could be upgraded by up to three
    notches.

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

-- The transaction performance may be affected by changes in
    market conditions and economic environment. Weakening economic
    performance is strongly correlated to increasing levels of
    delinquencies and defaults that could reduce CE available to
    the notes.

-- Additionally, unanticipated declines in recoveries could also
    result in lower net proceeds, which may make certain note
    ratings susceptible to negative rating actions depending on
    the extent of the decline in recoveries. Fitch conducts
    sensitivity analyses by stressing both a transaction's base
    case FF and Recovery Rating assumptions, and examining the
    rating implications on all classes of issued notes.

-- As outlined in "Fitch Ratings Coronavirus Scenarios: Baseline
    and Downside Cases", Fitch considers a more severe downside
    coronavirus scenario for sensitivity purposes whereby a more
    severe and prolonged period of stress is assumed with a
    halting recovery from 2Q21. Under this scenario, Fitch assumed
    a 15% increase in WAFF and a 15% decrease in weighted average
    recovery rating (WARR). The results indicate a downgrade to
    the class E notes of four notches, the class C notes of three
    notches ion and the class A, B, and D notes of no more than
    two notches.

BEST/WORST CASE RATING SCENARIO

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

CRITERIA VARIATION

Prime lenders assessing affordability typically require a minimum
of two years of income information and apply a two-year average or,
if income is declining, the lower figure. Kensington's underwriting
practices allow underwriters' discretion in using the latest year's
income if it is increasing. Fitch therefore applied an increase of
30% to the FF for self-employed borrowers with verified income, as
a criteria variation, instead of the 20% increase under its UK RMBS
Rating Criteria to the OO sub-pool only.

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

Fitch was provided with Form ABS Due Diligence-15E ("Form 15E") as
prepared by Deloitte LLP. The third-party due diligence described
in Form 15E focused on focused on evaluating the validity of
certain characteristics of the loan pool related to the issuance of
the notes by the Issuer. Fitch considered this information in its
analysis and it did not have an effect on Fitch's analysis or
conclusions.

DATA ADEQUACY

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

Fitch conducted a review of a small targeted sample of Kensington's
origination files at the time of the FSQ2020-1 transaction and
found the information contained in the reviewed files to be
consistent with the originator's policies and practices, and the
other information provided to the agency regarding the asset
portfolio.

Overall, Fitch's assessment of the asset pool information relied
upon for the agency's rating analysis according to its applicable
rating methodologies indicates that it is adequately reliable.

ESG CONSIDERATIONS

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


FINSBURY SQUARE 2021-1: S&P Assigns Prelim. 'B' Rating on X2 Notes
------------------------------------------------------------------
S&P Global Ratings assigned preliminary credit ratings to Finsbury
Square 2021-1 Green PLC's (FSQ 2021-1) class A notes and class
B-Dfrd to X2-Dfrd interest deferrable notes.

This is a revolving RMBS transaction that securitizes a portfolio
of owner occupied and buy-to-let (BTL) mortgage loans secured on
properties in the U.K. The loans in the pool were originated by
Kensington Mortgages Company Ltd., a non-bank specialist lender.

The collateral comprises complex income borrowers with limited
credit impairments, and there is a high exposure to self-employed,
contractors, and first-time buyers.

The transaction benefits from liquidity provided by a general
reserve fund, and principal can be used to pay senior fees and
interest on the notes subject to various conditions.

A further liquidity reserve will be funded if the general reserve
fund drops below 1.5%. Credit enhancement for the rated notes will
consist of subordination from the closing date and the general
reserve fund.

The transaction incorporates a swap to hedge the mismatch between
the notes, which pay a coupon based on the compounded daily
Sterling Overnight Index Average (SONIA), and the loans, which pay
fixed-rate interest before reversion.

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

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

S&P said, "Our analysis considers a transaction's potential
exposure to ESG credit factors. For RMBS, we view the exposure to
environmental credit factors as average, social credit factors as
above average, and governance credit factors as below average.

"We have considered the potential impact of the COVID-19 pandemic
on performance in our analysis. We have specifically focused on
evaluating the consequences of extended recovery periods and
potential credit performance deterioration in the securitized
assets. The assigned preliminary ratings remain robust under these
stresses."

  Preliminary Ratings Assigned

  CLASS    PRELIM. RATING    AMOUNT (GBP)
  A        AAA (sf)          TBD
  B-Dfrd   AA (sf)           TBD
  C-Dfrd   A+ (sf)           TBD
  D-Dfrd   CCC (sf)          TBD
  X1-Dfrd  BB (sf)           TBD
  X2-Dfrd  B (sf)            TBD
  Z-Dfrd   NR                TBD
  Certs    NR                N/A

  NR--Not rated.
  TBD--To be determined.
  N/A--Not applicable.


FOOTBALL INDEX: Malcolm Sheehan to Lead Inquiry Into Collapse
-------------------------------------------------------------
Nosa Omoigui at iGB reports that Malcolm Sheehan QC has been
appointed to lead the UK government's review into the collapse of
football stock market Football Index.

Shortly after Football Index's operator BetIndex went into
administration, an independent government inquiry into the the
collapse was announced in order to determine how the collapse
occurred and whether more could have been done to prevent it, iGB
relates.

According to iGB, the review will cover the time from September
2015 -- when BetIndex obtained its license from the Gambling
Commission) -- through to March 2021 -- when the Commission
officially suspended BetIndex's licence as the operator entered
administration.

Mr. Sheehan will review the Commission's actions towards Football
Index, including its initial decision to license the product, and
general monitoring and assessing afterwards, iGB discloses.

The review will also cover the Financial Conduct Authority (FCA) so
as to ascertain whether Football Index should have been regulated
by that body under the Financial Services and Markets Act, iGB
states.  

The findings from the review will be published in the summer, and
will feed into the government's Gambling Act Review, iGB notes.
The Gambling Commission, which initially defended its decision to
wait before suspending BetIndex's license, is carrying out its own
independent review which will run alongside the government inquiry,
according to iGB.

Football Index bettors still await a court ruling on the status of
the funds they had in their accounts or in active bets, iGB
relays.


FUNDINGSECURE: FAG Calls for Public Inquiry Into FCA Supervision
----------------------------------------------------------------
Michael Lloyd at Peer2Peer Finance News reports that the
FundingSecure Action Group (FAG) has called for a public inquiry
into the Financial Conduct Authority's (FCA) supervision of
collapsed peer-to-peer lending platforms Lendy and FundingSecure.

P2P pawnbroking platform FundingSecure closed in October 2019 and
CG&Co was appointed as an administrator, Peer2Peer Finance News
recounts.  When it collapsed, the platform had about GBP80 million
of the GBP175 million of loans it had arranged outstanding,
Peer2Peer Finance News discloses.

The FAG has accused the City regulator of "apparently atrocious
lack of supervision of the industry" and said a public inquiry is
needed into the "purported lack of supervision demonstrated by the
FCA in regards to both" Lendy and FundingSecure, Peer2Peer Finance
News relays, citing The Times.

In May, FundingSecure's administrator CG&Co halted payments to
investors, due to a claim from an unnamed creditor and the
investors are facing yet another court hearing regarding the
priority order for repayments, according to Peer2Peer Finance
News.


INTERGEN NV: Moody's Puts 'B1' CFR Under Review for Downgrade
-------------------------------------------------------------
Moody's Investors Service has placed on review for downgrade the B1
corporate family rating, B1-PD probability of default rating and B1
senior secured ratings of InterGen N.V.

The action follows an explosion and fire on May 25, 2021 at the
Callide C coal-fired power station in Queensland, Australia, which
is indirectly 25% owned by InterGen through its Australian joint
venture. As a result of the fire, one of two units was severely
damaged and is not expected to operate for twelve months.

The action also takes into account the imminent maturity of project
finance debt at InterGen's Millmerran joint venture in June 2021,
which has not yet been refinanced. The use of project funds to
partly fund maturities is likely to constrain dividends from the
project.

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

The review for downgrade reflects uncertainty around future
profitability of the Callide C project, which has largely unlevered
cash flow and has accounted for around 10% of InterGen's
proportionally consolidated EBITDA in recent years. Following a
fire in one of the plants turbine halls in the afternoon of 25 May,
both Callide C units have been taken off-line. Unit C4 experienced
"major damage and failure of the turbine" according to CS Energy
Ltd, which operates the plant, although it expects C3 to return to
service from June 22.

Although Moody's understands that Callide C has insurance for
property damage and business interruption, reduced cash flow during
the extended outage and uncertainty around the cost of repairs and
timing of any return to service is negative for InterGen's credit
quality.

The review for downgrade will also consider the refinancing of the
Millmerran project, which is indirectly 32.5% owned by InterGen.
Millmerran Power Partners has an AUD621 million facility agreement,
equivalent to 2.7x 2020 EBITDA, of which AUD212 million matures in
June 2021. Due to low forward electricity prices in Queensland and
a challenging environment for financing carbon-intensive assets,
InterGen has acknowledged that some deleveraging will be necessary,
requiring the use of project funds that would otherwise have
supported dividends to InterGen. InterGen does not believe that it
will need to provide direct support to the project.

In the course of the review, Moody's will consider the appropriate
ratio thresholds for the rating level. InterGen's rating continues
to reflect the company's significant merchant price exposure,
structural subordination and relatively high carbon intensity,
mitigated by its efficient thermal generation fleet,
diversification across Great Britain and Australia, significant
cash balances (GBP161 million as of March 2021), and progress in
deleveraging, including the early repayment of a GBP93 million bond
in 2020.

Moody's regards coal generators as facing elevated Carbon
Transition risk under its framework for assessing ESG risks, in
particular because the growth of low-marginal cost renewable
generation is likely to put downward pressure on output and
baseload prices achieved by thermal plants over time. Queensland's
Climate Transition Strategy calls for a 30% reduction in carbon
dioxide emissions by 2030, compared to 2005 levels, including by
generating 50% of energy from renewable sources. In addition,
reduced access to capital for carbon-intensive industries is a
Social risk under the agency's framework.

The ratings could be confirmed if Moody's believes that InterGen's
future cash flows will be adequate to comfortably support the
repayment or refinancing of the company's 2023 debt maturity,
taking into account the ability of the Australian joint ventures to
distribute cash.

The ratings could be downgraded if Moody's anticipates that adverse
developments at the UK or Australian operations, including the
Callide fire and Millmerran refinancing, call into question
InterGen's ability to secure liquidity comfortably ahead of the
maturity or increase its cash flow volatility.

The principal methodology used in these ratings was Unregulated
Utilities and Unregulated Power Companies published in May 2017.


LENDY: FAG Calls for Public Inquiry into FCA Supervision
--------------------------------------------------------
Michael Lloyd at Peer2Peer Finance News reports that the
FundingSecure Action Group (FAG) has called for a public inquiry
into the Financial Conduct Authority's (FCA) supervision of
collapsed peer-to-peer lending platforms Lendy and FundingSecure.

P2P property lending platform Lendy entered into administration in
May 2019, leaving more than GBP160 million outstanding on the
loanbook, with at least GBP90 million of these in default,
Peer2Peer Finance News discloses.

The FAG has accused the City regulator of "apparently atrocious
lack of supervision of the industry" and said a public inquiry is
needed into the "purported lack of supervision demonstrated by the
FCA in regards to both" Lendy and FundingSecure, Peer2Peer Finance
relays, citing The Times.


MITCHELLS & BUTLERS: Fitch Lowers Class D Notes Rating to 'B+'
--------------------------------------------------------------
Fitch Ratings has downgraded Mitchells & Butlers Finance Plc's
(M&B) class B, C and D notes to 'BB+', 'BB' and 'B+' from 'BBB-',
'BB+' and 'BB', respectively. Fitch has affirmed the class A notes
and interest rate swaps and cross currency swaps at 'A+' and class
AB notes at 'A'. The Outlooks are Negative.

             DEBT                            RATING          PRIOR
             ----                            ------          -----
Mitchells & Butlers Finance Plc

Mitchells & Butlers Finance Plc/Debt/1 LT  LT A+   Affirmed   A+
Mitchells & Butlers Finance Plc/Debt/2 LT  LT A    Affirmed   A
Mitchells & Butlers Finance Plc/Debt/3 LT  LT BB+  Downgrade  BBB-

Mitchells & Butlers Finance Plc/Debt/4 LT  LT BB   Downgrade  BB+
Mitchells & Butlers Finance Plc/Debt/5 LT  LT B+   Downgrade  BB

RATING RATIONALE

The rating actions reflect the weaker debt service coverage ratios
(DSCR) in Fitch's updated forecasts, in the context of continuing
uncertainty about the level and timing of recovery. The class B, C
and D notes have weaker coverage profiles and deeper subordination
nature relative to the senior notes, resulting in the downgrades.
The class A and AB notes' metrics have reduced headroom but remain
above downgrade sensitivities. The Negative Outlooks indicate the
continued uncertainties on the recovery path to pre-pandemic
levels.

The securitisation's liquidity position has tightened but remains
comfortable to cover 18 months debt service.

KEY RATING DRIVERS

Mature Sector Severely Affected by Covid-19; Recovery Expected:
Industry Profile - Midrange

The UK pub sector has been materially affected by the Covid-19
pandemic and its related containment measures. In 2020, the average
revenue of pubs dropped between 50% to 60%. Although the
restrictions are gradually lifting, some uncertainties remain with
respect to if and when the level of trading will recover to
pre-pandemic level. However, the positive news about vaccination
rollout and more mutually accepted travel green list may boost the
UK pub sector this summer.

The pub sector has a long history and is deeply rooted in the UK's
culture. However, in recent years (pre-pandemic), pub assets have
shown significant weakness. The sector is highly exposed to
discretionary spending, strong competition (including from the
off-trade), and other macro factors such as minimum wages, rising
utility costs and some regulatory changes, such as the introduction
of the market rent only option in the tenanted/leased segment. For
bigger pub groups, Fitch considers price risk limited but volume
risk high.

In terms of barriers to entry, licensing laws and regulations are
moderately stringent, and managed pubs and tenanted pubs (i.e.
non-full repairing and insuring) are fairly capital-intensive.
However, switching costs are generally viewed as low, even though
there may be some positive brand and captive market effects. In
terms of sustainability, Fitch expects the strong pub culture in
the UK to persist, leading people back to pubs, despite the
potentially unfavourable economic situation caused by Brexit and
Covid-19.

Sub-KRDs - Operating Environment: Weaker, Barriers to Entry:
Midrange, Sustainability: Midrange

Managed Estate with Better Profitability Visibility - Company
Profile: Stronger

M&B is a large operator of restaurants, pubs and bars in the UK,
including a range of well-known brands aimed at both the more
expensive and value-end of the market. The company's trading
history (2006-2019 CAGR per pub of 2.9%) has shown resilience to
declining UK pub industry fundamentals. After an industry-wide weak
2016, growth has slowly picking up in recent years. The per pub
sales growth rates for 2017/2018/2019 were 1.9%/3.8%/3.1%. However,
revenue growth was severely affected by the Covid-19 pandemic,
which lead to -34.5% reduction in sales in 2020.

Management has acted swiftly during the pandemic in terms of cost
control and liquidity enhancing, among others. It has successfully
raised GBP350.5 million equity at the M&B group level. The
securitised portfolio includes 1,343 outlets as of April 2021.
Since 17 May, the vast majority of pubs at M&B Group level have
opened, and only a few dozen pubs in Central London remain closed,
due to the mostly closed offices.

Almost all of M&B's estates are managed pubs, so M&B has better
visibility over underlying profitability. The pubs are
well-maintained and feature a high minimum maintenance covenant.
M&B has a long record of spending maintenance capex in excess of
the required level, even during the pandemic.

Sub-KRDs: Financial Performance: Midrange; Company Operations:
Stronger; Transparency: Stronger; Dependence on Operator: Midrange;
Asset Quality: Stronger

Fully Amortising, Moderate Leverage - Debt Structure: Class A,
Swaps - Stronger, Class AB, B, C and D - Midrange

The debt is fully amortising but there is some concurrent
amortisation with junior tranches. The notes are a combination of
fixed-rate and fully hedged floating-rate debt.

The security package is strong, with comprehensive first-ranking
fixed and floating charges over borrower assets. Class A is the
senior ranking controlling creditor, with the junior notes ranking
lower, resulting in a 'Midrange' assessment. The securitised estate
also benefits from a liquidity facility covering 18 months debt
service, tranched at the class C and D levels. Other structural
features include debt service covenants and restricted payment
conditions, which are tested quarterly.

Fitch views the creditworthiness of the issuer's obligations under
the interest rate and cross currency swaps as consistent with the
long-term ratings of the most senior class of notes, as the swaps
are expected to default with the notes under certain scenarios.

Sub-KRDs: Debt Profile: 'Stronger' for the class A notes and swaps
and 'Midrange' for the class AB, B, C and D notes, Security
Package: 'Stronger' for the class A notes and swaps and 'Midrange'
for the class AB, B, C and D notes. Structural Features: 'Stronger'
for all notes and swaps.

Coronavirus Still Affecting Demand

In March 2021, the UK government announced the roadmap to lift
Covid-19 restrictions. As of 12 April, pubs were able to operate in
outdoor spaces. As of 17 May, pubs can operate indoors and
outdoors, with certain Covid-19 indoor restrictions. 21 June is the
anticipated date for the end of restrictions. However, due to
recent new variants, there is a risk of potential delay or change
of plans. Whether the UK will return to pre-pandemic normality is
yet to be seen.

Defensive Measures

Fitch believes that M&B continues to have flexibility to help
offset the impact of a potential revenue shortfall. Under the Fitch
rating case for 2Q21, Fitch assumes a moderate cost reduction, to
reflect the period of restricted operations during the gradual
reopening. Fitch also assumes maintenance capex will progressively
return to pre-pandemic level.

Comfortable Liquidity Position

As of end-April, there was GBP40 million cash sitting within M&B's
securitisation, and undrawn liquidity facilities of GBP236.3
million (out of a total liquidity facility of GBP295 million),
covering 18 months of debt service.

PEER GROUP

M&B's closest peers are hybrid pubco securitisations, such as
Greene King Finance Plc, Spirit Issuer Plc, and Marston's Issuer
Plc, although Fitch considers M&B to have a more reactive and
transparent business model as a result of being the only
fully-managed estate among Fitch-rated peers.

M&B's class A and AB notes are rated at the pub sector rating cap
category and higher than other senior debt tranches in Fitch's
whole business securitisation pub portfolio due to its
comparatively strong financial metrics. However, Fitch views the
junior notes as well-aligned with its pub peers.

RATING SENSITIVITIES

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

-- Quicker-than-assumed recovery from Covid-19 restrictions
    supporting a sustained improvement in credit metrics could
    lead to the Outlook being revised to Stable.

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

-- Slower-than-assumed recovery from the Covid-19 shock resulting
    in projected free cash flow (FCF) DSCRs below 2.15x, 1.95x,
    1.35x, 1.0x and 1.0x for the class A, AB, B, C and D notes,
    respectively, could lead to a downgrade.

BEST/WORST CASE RATING SCENARIO

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

TRANSACTION SUMMARY

M&B is a securitisation group and operating business of the managed
pub estate operator Mitchells & Butlers Retail. As of April 2021,
the securitised group contained 1,343 pubs/restaurants.

CREDIT UPDATE

M&B's FY20 (as of September 2020) revenue declined 35% yoy to
GBP1.1 billionn (vs. GBP1.7 billion in FY19), mainly driven by
repetitive lockdowns and restricted operations during the Covid-19
pandemic. Opex reduced at a slower pace than revenue, leading to a
lower EBITDA margin of 17% (vs. 22%). FCF for FY20 dropped by 47%,
which lead to deteriorated FCF DSCR metrics. M&B obtained a
covenant waiver as of 11 June 2020, waiving the debt service
covenant requirements on the financial quarter dates from July 2020
to and including April 2021, therefore, no loan event of default
has occurred.

FY21 half-year (September 2020-April 2021) results continued to be
shadowed by Covid-19, with very limited trading activities during
this period. Revenue declined 79% to GBP161 million, and EBITDA
turned to negative GBP37 million, leading to an unsatisfied debt
service covenant and the restricted payment condition. Under the
waiver dated 14 February 2021, the requirement to meet the debt
service covenant on the financial quarter dates from April 2021 up
to and including January 2022 has been waived. Therefore, no loan
event of default has occurred.

FINANCIAL ANALYSIS

Fitch's 2021 rating case assumes a gradual recovery from 2Q21. By
end-2023, the per pub revenue and cost will return to the end-2019
level. From 2024 onwards, Fitch assumes pre-pandemic constant
long-term growth rates. The projected metrics FCF DSCR under the
current Fitch rating case for the class A, AB, B, C and D are
2.34x, 1.96x,1.38x, 1.14x and 1.11x., respectively.

Fitch projects FCF to slightly decline by a CAGR of 0.6% between
FY24 (post Covid-19 recovery) and the end of the transaction, with
a faster decline (-0.8%) over the first six years of the projected
period and a slower decline (0.4%) during the later six years of
the projected period. This is largely driven by moderate expected
sales growth combined with the expected cost pressures due to the
gradually increasing National Living Wage target (GBP8.91 per hour
since April 2021 for aged 23 and over).

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.


NMC HEALTH: Creditors to Become Equity Holders Under New Deal
-------------------------------------------------------------
Arabian Business reports that the administrators of troubled
UAE-based NMC Group on June 7 announced the receipt of firm
creditor commitments that will ensure the successful exit of the
company from Abu Dhabi Global Market (ADGM) administration.

According to Arabian Business, under proposals, the creditors will
become the equity holders of the NMC business under a deeds of
company arrangement (DOCA).

The joint administrators said in a statement that they will shortly
propose and launch ADGM deeds of company arrangement that will
allow the operating businesses to exit the restructuring process,
with ownership moving to the creditors, Arabian Business relates.

"The resounding level of support from creditors reflects the
positive sentiment towards the collective approach we have taken
throughout this process to ensure the group optimises value for
creditors," Arabian Business quotes Richard Fleming, joint
administrator of the DOCA Companies, as saying.

"This is a hugely significant moment in the restructuring process
of the Group and provides another layer of stability as we move
onto the next chapter for NMC."

In September, ADGM Courts appointed Richard Fleming and Ben Cairns
of Alvarez & Marsal as administrators for NMC Healthcare's group of
operating companies and businesses, Arabian Business recounts.

As part of the move, the administrators led the financial
restructuring of 36 NMC entities and enable them to secure an
additional US$325 million financing facility while protecting the
businesses from creditor action, Arabian Business states.

Founded by Indian entrepreneur Bavaguthu Raghuram Shetty, NMC had a
market value of US$10 billion at its peak on the London Stock
Exchange before allegations of fraud pushed it into administration,
Arabian Business notes.

The disclosure of more than US$4 billion in hidden debt left many
UAE and overseas lenders with heavy losses, Arabian Business
discloses.


VODAFONE GROUP: Egan-Jones Retains BB+ Sr. Unsecured Debt Ratings
-----------------------------------------------------------------
Egan-Jones Ratings Company, on May 25, 2021, maintained its 'BB+'
foreign currency and local currency senior unsecured ratings on
debt issued by Vodafone Group PLC.

Headquartered in Berkshire, United Kingdom, Vodafone Group PLC
provides wireless communication services.



                           *********


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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Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

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

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
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Information contained herein is obtained from sources believed to
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or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000.


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