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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 15, 2021, Vol. 22, No. 113

                           Headlines



F R A N C E

PARTS HOLDING: S&P Affirms 'B-' ICR on Cancelled IPO, Outlook Neg.


G E R M A N Y

HT TROPLAST: Moody's Affirms B3 CFR, Outlook Stable
KAEFER ISOLIERTECHNIK: Fitch Raises Sr. Secured Notes to 'BB+'


G R E E C E

FRIGOGLASS SAIC: Moody's Puts B3 CFR Under Review for Downgrade


I R E L A N D

BRIDGEPOINT CLO 2: Moody's Gives (P)B3 Rating to EUR10.5M F Notes
BRIDGEPOINT CLO 2: S&P Assigns Prelim. B- Rating on F Notes
EIRCOM HOLDINGS: Fitch Alters Outlook on 'B+' LT IDR to Positive
FINANCE IRELAND 3: S&P Assigns Prelim. 'B-' Rating on X Notes
VIRGIN MEDIA: Fitch Assigns 'B+(EXP)' LT IDR, Outlook Stable

VIRGIN MEDIA: Moody's Assigns B2 CFR, Rates EUR900M Term Loan B2
VM IRELAND: S&P Assigns Prelim. 'B+' ICR, Outlook Stable


I T A L Y

BANCA IFIS: Fitch Alters Outlook on 'BB+' LT IDR to Stable


R U S S I A

ACRON PJSC: Fitch Affirms 'BB-' LongTerm IDRs, Outlook Stable
EUROINS LTD: Fitch Alters Outlook on 'B' IFS to Stable


S P A I N

AUTONORIA SPAIN 2021: Fitch Gives 'B+(EXP)' Rating to Cl. F Debt
AUTONORIA SPAIN 2021: Moody's Assigns (P)B1 Rating to Cl. F Notes


S W E D E N

REDHALO MIDCO: S&P Assigns Prelim. 'B' LongTerm ICR


S W I T Z E R L A N D

KONGSBERG AUTOMOTIVE: Moody's Alters Outlook on B1 CFR to Stable


U N I T E D   K I N G D O M

APPLE INTERNATIONAL: Goes Into Liquidation After Owner's Arrest
DEBENHAMS PLC: Malta Store to Close Following UK Liquidation
GFG ALLIANCE: Nears Agreement to Settle TransAsia Simec Dispute
VICTORIA PLC: Fitch Raises Sr. Secured Notes to 'BB+'
[*] UK: Lockdown Easing Delay to Have Critical Impact on Firms

[*] UK: More Job Losses Expected if Furlough Support Not Extended
[*] UK: Nightclub, Music Venues Can Access GBP13MM Emergency Fund

                           - - - - -


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F R A N C E
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PARTS HOLDING: S&P Affirms 'B-' ICR on Cancelled IPO, Outlook Neg.
------------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' long-term issuer credit rating
on France-based Parts Holding Europe (PHE) and its 'B-' issue
rating on the company's senior secured debt, and removed the
ratings from CreditWatch, where they were placed with positive
implications May 17, 2021.

The negative outlook reflects the risk of a downgrade to the 'CCC'
category if PHE does not refinance the remaining 2022 notes six
months before their maturity and operating performance
deteriorates, leading to debt to EBITDA above 8.5x in 2021 or
negative free operating cash flow (FOCF).

Parts Holding Europe (PHE) has cancelled its IPO that would have
reduced leverage and addressed its refinancing needs related to the
EUR304 million senior secured notes due May 1, 2022.

S&P said, "The IPO withdrawal hampers an immediate refinancing of
PHE's upcoming debt maturity, leading us to lower our liquidity
assessment. With the IPO, the company was seeking to raise about
EUR450 million of equity to repay a commensurate amount of debt,
including its EUR304 million senior secured notes due May 1, 2022.
This would have alleviated looming refinancing and liquidity risks.
PHE has a fully committed EUR304 million bridge facility, but, in
our view, it does not qualify as a source of liquidity because it
is not yet funded and immediately available for drawing. While the
company could look at different refinancing options, including
funding the bridge facility or tapping the bond market, we believe
this process involves some residual risks, in particular if the
refinancing remains unadressed as the maturity date draws closer
combined with unexpected setbacks in operating performance and
volatile debt market conditions. The EUR304 million senior secured
notes are due in less than 12 months, and the bridge facility
remains unfunded, so we now view PHE's liquidity as less than
adequate. Still, we think the company has a credible refinancing
option with the possible funding of the bridge facility, and did
access the bond market during volatile market conditions in 2020.
These factors support the ratings.

"We anticipate PHE's leverage will remain elevated despite solid
operating performance and cash flow. We believe the cancelled IPO
will materially slow the company's deleveraging, which now relies
mainly on earnings and free cash flow growth. We expect PHE's
adjusted debt to EBITDA to modestly decline to the low 7x area in
2021 from 7.6x a year earlier, primarily supported by higher S&P
Global Ratings-adjusted EBITDA of EUR190 million-EUR200 million (up
from EUR184 million in 2020). This compares with leverage of
4.5x-5.0x in our previous IPO scenario for 2021. We estimate PHE
will generate sustained FOCF of EUR40 million-EUR50 million in
2021, despite working capital requirements of close to EUR30
million and higher capital expenditure (capex) of about EUR40
million. Using FOCF to repay debt could further help deleveraging,
although the company might also use FOCF to fund its strategy to
expand outside of the French market via tuck-in acquisitions.

"The negative outlook reflects our view that further delays with
the refinancing of PHE's EUR304 million notes due May 1, 2022,
could lead to a deteriorating liquidity position."

Downside scenario

S&P could lower its ratings to the 'CCC' category if PHE does not
refinance the remaining 2022 notes six months before maturity and
operating performance deteriorates, leading to debt to EBITDA above
8.5x in 2021 or negative FOCF.

Upside scenario

S&P said, "We could revise our outlook to stable if PHE refinances
its remaining 2022 notes while maintaining its sound operating
performance such that debt to EBITDA stays well below 8.5x with
positive FOCF. We could raise our ratings on the company if we
believe it can sustain leverage below 6.5x with FOCF to debt above
2%."




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G E R M A N Y
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HT TROPLAST: Moody's Affirms B3 CFR, Outlook Stable
---------------------------------------------------
Moody's Investors Service has affirmed the B3 corporate family
rating and B3-PD probability of default rating assigned to HT
Troplast GmbH (profine), a holding entity on the top of the
restricted group of profine group. Concurrently, Moody's has also
affirmed the B3 rating of the guaranteed senior secured bond issued
by HT Troplast GmbH. The outlook remains stable.

RATINGS RATIONALE

The rating affirmation with stable outlook positively recognizes
the ongoing improvements in profine's operating performance, ahead
of the agency's expectations, supported by good growth prospects
and benefits from portfolio repositioning, which positions the
group strongly in this rating category. Notwithstanding these
improvements and despite fairly low leverage for the rating
category (Moody's-adjusted debt/EBITDA of around 5.0x for 12 months
to March 2021), the ratings remains primarily constrained by the
group's rather weak interest cover (Moody's adjusted EBIT/interest
of 1.3x for 12 months to March 2021), reflecting very high cost of
its debt. They are also constrained by (1) a still relatively
limited track record of profine generating meaningful positive free
cash flow (FCF) following the repositioning of its product
portfolio, which was concluded in 2019; (2) an exposure to cyclical
end-markets, such as construction; (3) a relatively small scale and
geographical diversification; and (4) corporate governance
considerations, which entail key man risk.

Conversely, profine's ratings are primarily supported by (1) the
group's leadership position in a fairly oligopolistic polyvinyl
chloride (PVC) window profile market, which has good underlying
growth potential, supported by its increasing focus on energy
efficiency and safety features, and entails some barriers to entry;
(2) its well-established brands and ability to innovate; (3) a high
share of revenue coming from the renovation business, which is
somewhat less cyclical than new construction; (4) a
well-diversified customer base, with low churn rates and
long-standing relationships; and (5) the group building a track
record of Moody's-adjusted EBITDA margin approaching mid-teens in %
terms, even without sizeable extraordinary management adjustments.

profine's liquidity is adequate, supported by an undrawn EUR40
million revolving facility, which provides capacity to accommodate
the seasonality of profine's business and sizeable bond interest
payments in January and July.

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

An upgrade would require a track record of the group operating with
Moody's adjusted debt/EBITDA below 5.5x, together with the
indication of its ability to continue improving its Moody's
adjusted EBITDA margin further towards mid-teens, combined with a
sustained positive FCF generation. It would also require an
improvement of its Moody's-adjusted EBIT/interest cover towards
2.0x.

Moody's could downgrade the ratings if profine's Moody's adjusted
/EBITDA deteriorated sustainably above 7.0x or if there was an
indication of a weakening liquidity, for instance through
meaningful negative FCF. A deterioration of Moody's-adjusted
EBIT/interest below 1.0x for a prolonged period could also put the
ratings under pressure.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Building
Materials published in May 2019.

COMPANY PROFILE

Headquartered in Berlin, Germany, profine is one of the leading
producers of PVC window and door profile systems and solutions for
use in residential and commercial buildings, marketed under the
Kommerling, KBE and Trocal brands. The group also sells
semi-finished products, such as PVC sheets, for a variety of
applications primarily in the advertising and building sectors, in
which it is also one of the leading producers.


KAEFER ISOLIERTECHNIK: Fitch Raises Sr. Secured Notes to 'BB+'
--------------------------------------------------------------
Fitch Ratings has upgraded KAEFER Isoliertechnik GmbH & Co. KG
(KAEFER; BB/Neg) senior secured notes (SSNs) rating to 'BB+' from
'BB' and has removed it from Under Criteria Observation (UCO). The
Recovery Rating is 'RR2'.

Fitch has also removed KAEFER's 'BB' Long-Term Issuer Default
Rating (IDR) from UCO.

The upgrade of the senior secured instruments reflects Fitch's
application of the agency's updated Corporates Recovery Ratings and
Instrument Ratings Criteria. The ratings were placed on UCO
following the publication of the updated criteria on 9 April 2021.

KEY RATING DRIVERS

Recovery Ratings Criteria Update: The RR and instrument rating for
KAEFER's SSNs are based on Fitch's newly introduced rating grid for
issuers with 'BB' category IDRs. This grid reflects average
recovery characteristics of similar-ranking instruments. KAEFER's
senior secured ratings are viewed as a category 2 first-lien, which
translates into a one-notch uplift from the IDR of 'BB' with a
'RR2'.

RATING SENSITIVITIES

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

-- FFO gross leverage improving towards 3.0x

-- FCF margin sustainably in low single digits;

-- FFO interest coverage above 5.0x; and

-- Further increase in scale and greater diversification outside
    Europe due to a growing customer base and lower project
    concentration.

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

-- FFO gross leverage remaining materially above 4.0x;

-- Evidence of contract or customer losses or weakening project
    implementation leading to a declining order backlog and
    revenue, with EBITDA margins weakening to 4% or below;

-- Sustainably negative FCF; and

-- FFO interest coverage sustained below 3.0x.

BEST/WORST CASE RATING SCENARIO

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

ISSUER PROFILE

KAEFER is a world-leading service provider of insulation, access
solutions, surface protection and passive fire protection and
related aftersales services. KAEFER provides services across
western Europe, CEE, APAC, Middle East and Latin America and South
Africa regions.

ESG CONSIDERATIONS

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




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G R E E C E
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FRIGOGLASS SAIC: Moody's Puts B3 CFR Under Review for Downgrade
---------------------------------------------------------------
Moody's Investors Service has placed Frigoglass SAIC's ratings on
review for downgrade, including the company's B3 Corporate Family
Rating and B3-PD Probability of Default Rating. Concurrently, the
rating agency has placed on review for downgrade the B3 rating of
the EUR260 million guaranteed senior secured notes due 2025 issued
by Frigoglass Finance B.V. The outlook on all ratings for both
entities has been changed to ratings under review from stable.

The rating action follows Frigoglass' announcement on June 7, 2021
[1] regarding the fire incident at one of the company's major
commercial coolers production plants.

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

The review for downgrade reflects the expected weakening in the
company's operating and financial performance and cash flow
generation following a production halt at its plant in Romania as a
result of significant physical damage to the production facility
caused by the recent fire incident. The plant represents a
significant portion of the company's total commercial coolers
production capacity and, thus, has a material impact on the overall
performance of the Ice Cold Merchandise (ICM) segment, which
generated around 50% of the company's reported EBITDA in 2020. It
may take several quarters to restart production in Romania.

Moody's understand that the company is near the end of the seasonal
peak in ICM's commercial activity. Some of the current orders may
be fulfilled with finished goods in stock at the warehouse of the
Romanian plant, which was not affected by the fire. The company
also has an ability to transfer a large portion of its production
to an existing plant in Russia. However, in Moody's view, the
increase in production volume at this plant may require additional
resources to ensure sufficient staffing and raw materials sourcing,
which will weigh on profitability of the relocated production
output. Moody's also note that the production facility in Romania
was covered by insurance, which also included coverage for business
interruption. However, the timing and the amount of the potential
insurance claim is not clear at the moment.

The rating review will focus on (1) the impact and duration of the
current production halt on Frigoglass' commercial coolers output
volumes and related financial implications; (2) the impact of
mitigating actions undertaken by the company to offset lost
production; (3) the resulting impact on the company's liquidity
profile, which Moody's expect to weaken in the absence of any
material committed long-term external financing, but can be to some
extent supported by the receipts under the insurance claims.

Frigoglass' current CFR is supported by (1) the company's position
as a leading manufacturer of commercial refrigeration in Europe and
major glass bottle producer in West Africa; (2) high barriers to
entry in the Nigerian glass business, which protect the division's
high reported EBITDA margins of more than 25%; (3) largely
sustained profitability levels despite the pandemic; and (4)
long-standing relationships with key customers. At the same time
the company's CFR is constrained by (1) high customer concentration
and discretionary nature of coolers purchases that exposed the
company to high volatility in earnings in the past; (2) the
exposure of the glass business to Nigeria's (B2 negative) country
risk, which could result in foreign-exchange volatility, as well as
increasing capital control measures; and (3) a track record of
negative Moody's-adjusted free cash flow (FCF) because of high
capital spending and restructuring.

Previously, Moody's has stated that a downward pressure would arise
upon deterioration of earnings reflected in Moody's-adjusted EBITA
margin trending towards 5%; continued negative FCF beyond 2021;
weakening liquidity and leverage exceeding 5.5x Moody's-adjusted
debt/EBITDA.

Conversely, Moody's has previously stated that a positive pressure
on the ratings would require a sustainable growth in EBITA margin
above 10%; significant positive FCF in the high single-digit range
in percentage terms of gross debt, leading to an overall strong
group's liquidity profile; a sustainable reduction in leverage
towards 4.0x; and improved business profile, illustrated by lower
customer concentration, easing the impact of economic cyclicality
on the company.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Manufacturing
Methodology published in March 2020.

COMPANY PROFILE

Frigoglass SAIC, headquartered in Kifissia, Greece, is a leading
manufacturer of commercial refrigeration in Europe and a major
glass producer in West Africa. The company was founded in 1996 as a
spinoff of Coca-Cola HBC AG (Coca-Cola HBC Finance B.V., also known
as Coca-Cola Hellenic) and is listed on the Athens Stock Exchange.
Frigoglass operates two core businesses: Ice Cold Merchandise
(ICM), which produces commercial coolers for soft drinks (73% of
revenue and 42% of EBITDA as of the 12 months that ended March
2021), and Glass, which manufactures glass bottles, plastic crates
and metal crowns in Nigeria (27% of revenue and 58% of EBITDA in
the 12 months that ended March 2021). Frigoglass reported revenue
of EUR293 million and EBITDA of around EUR36 million in the 12
months that ended March 2021.




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I R E L A N D
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BRIDGEPOINT CLO 2: Moody's Gives (P)B3 Rating to EUR10.5M F Notes
-----------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to notes to be issued by Bridgepoint
CLO 2 Designated Activity Company (the "Issuer"):

EUR211,000,000 Class A Senior Secured Floating Rate Notes due
2035, Assigned (P)Aaa (sf)

EUR18,500,000 Class B-2 Senior Secured Fixed Rate Notes due 2035,
Assigned (P)Aa2 (sf)

EUR26,250,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2035, Assigned (P)A3 (sf)

EUR20,250,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2035, Assigned (P)Baa3 (sf)

EUR20,000,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2035, Assigned (P)Ba3 (sf)

EUR10,500,000 Class F Senior Secured Deferrable Floating Rate
Notes due 2035, Assigned (P)B3 (sf)

RATINGS RATIONALE

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

The Issuer is a managed cash flow CLO. At least 90% of the
portfolio must consist of senior secured obligations and up to 10%
of the portfolio may consist of senior unsecured obligations,
second-lien loans, mezzanine obligations and high yield bonds. The
portfolio is expected to be 91% ramped up as of the closing date
and to comprise of predominantly corporate loans to obligors
domiciled in Western Europe. The remainder of the portfolio will be
acquired during the six month ramp-up period in compliance with the
portfolio guidelines.

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

In addition to the seven classes of notes rated by Moody's, the
Issuer will issue EUR29,300,000 Subordinated Notes due 2035 which
will not be rated.

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:

Par Amount: EUR350,000,000

Diversity Score: 48

Weighted Average Rating Factor (WARF): 3000

Weighted Average Spread (WAS): 3.50%

Weighted Average Coupon (WAC): 5.50%

Weighted Average Recovery Rate (WARR): 44%

Weighted Average Life (WAL): 8.5 years


BRIDGEPOINT CLO 2: S&P Assigns Prelim. B- Rating on F Notes
-----------------------------------------------------------
S&P Global Ratings assigned preliminary credit ratings to
Bridgepoint CLO 2 DAC's class A to F European cash flow CLO notes.
At closing, the issuer will issue unrated subordinated notes.

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

The preliminary ratings reflect S&P's assessment of:

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

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

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

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

  Portfolio Benchmarks
                                                          CURRENT
  S&P weighted-average rating factor                     2,821.73
  Default rate dispersion                                  424.32
  Weighted-average life (years)                              5.75
  Obligor diversity measure                                111.46
  Industry diversity measure                                17.26
  Regional diversity measure                                 1.22

  Transaction Key Metrics
                                                          CURRENT
  Portfolio weighted-average rating
    derived from S&P's CDO evaluator                            B
  'CCC' category rated assets (%)                            1.57
  Covenanted 'AAA' weighted-average recovery (%)            35.67
  Covenanted weighted-average spread (%)                     3.50
  Reference weighted-average coupon (%)                      5.50

Unique Features

Loss mitigation obligations

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

The purchase of loss mitigation obligations is not subject to the
reinvestment criteria or the eligibility criteria. It receives no
credit in the principal balance definition, although where the loss
mitigation loan meets the eligibility criteria with certain
exclusions, it is accorded defaulted treatment in the par coverage
tests. The transaction documents limit the CLO's exposure to loss
mitigation obligations that can be acquired with principal proceeds
to 3% of the target par amount.

The issuer may purchase loss mitigation obligations using either
interest proceeds, principal proceeds, or amounts standing to the
credit of the collateral enhancement account. The use of interest
proceeds to purchase loss mitigation obligations are subject to the
manager determining there are sufficient interest proceeds to pay
interest on all the rated notes and that all coverage tests would
pass on the upcoming payment date. The usage of principal proceeds
is subject to the following conditions: (i) par coverage tests
passing following the purchase; (ii) the manager having built
sufficient excess par in the transaction so that the principal
collateral amount is equal to or exceeding the portfolio's target
par balance after the reinvestment; (iii) the obligation is a debt
obligation that is pari passu or senior to the obligation already
held by the issuer with its maturity falling before the rated
notes' maturity date and not purchased at a premium.

To protect the transaction from par erosion, any distributions
received from loss mitigation loans that are either (i) purchased
with the use of principal, or (ii) purchased with interest or
amounts in the collateral enhancement account but which have been
afforded credit in the coverage test, will irrevocably form part of
the issuer's principal account proceeds and cannot be
recharacterized as interest.

Rating rationale

S&P said, "We understand that at closing the portfolio will be
well-diversified, primarily comprising broadly syndicated
speculative-grade senior-secured term loans and senior-secured
bonds. 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 EUR350 million target par
amount, the covenanted weighted-average spread (3.50%), the
covenanted weighted-average coupon (5.50%), and the covenanted
weighted-average recovery rates for the 'AAA' rating 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 cash flow analysis also considers scenarios where the
underlying pool comprises 100% of floating-rate assets (i.e., the
fixed-rate bucket is 0%) and where the fixed-rate bucket is full
(in this case, 10%). In latter scenarios, the class F cushion is
negative. Based on the portfolio's actual characteristics and
additional overlaying factors, including our long-term corporate
default rates and the class F notes' credit enhancement (7.00%), we
believe this class is able to sustain a steady-state scenario,
where the current market level of stress and collateral performance
remains steady. Consequently, we have assigned our 'B- (sf)' rating
to the class F notes, in line with our criteria.

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

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

S&P said, "At closing, we expect that the transaction's documented
counterparty replacement and remedy mechanisms will adequately
mitigate its exposure to counterparty risk under our current
counterparty criteria.

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

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe our preliminary ratings
are commensurate with the available credit enhancement for the
class A to F notes. Our credit and cash flow analysis indicates
that the available credit enhancement for the class B-1 to E notes
could withstand stresses commensurate with the same or 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 preliminary ratings assigned to the notes.

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

"With regards the class F notes, as our ratings analysis makes
additional considerations before assigning ratings in the 'CCC'
category we would assign a 'B-' rating if the criteria for
assigning a 'CCC' category rating are not met."

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: oil
and gas, controversial weapons, pornography or prostitution,
tobacco, gambling, payday lending, opioid manufacturing and
distribution, and ozone depleting substances. 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.

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

The transaction securitizes a portfolio of primarily senior-secured
leveraged loans and bonds, and it will be managed by Bridgepoint
Credit Management Ltd.

  Ratings List

  CLASS   PRELIM.   PRELIM. AMOUNT INTEREST RATE CREDIT
          RATING      (MIL. EUR)          (%)       ENHANCEMENT(%)
  A       AAA (sf)      211.00       3mE + 0.90       39.71
  B-1     AA (sf)        19.00       3mE + 1.65       29.00
  B-2     AA (sf)        18.50             2.00       29.00
  C       A (sf)         26.25       3mE + 2.00       21.50
  D       BBB (sf)       20.25       3mE + 3.00       15.71
  E       BB- (sf)       20.00       3mE + 5.79       10.00
  F       B- (sf)        10.50       3mE + 8.44        7.00
  Subordinated  NR       29.30              N/A         N/A

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


EIRCOM HOLDINGS: Fitch Alters Outlook on 'B+' LT IDR to Positive
----------------------------------------------------------------
Fitch Ratings has revised eircom Holdings (Ireland) Limited's (eir)
Outlook to Positive from Stable, while affirming the telecoms
company's Long-Term Issuer Default Rating (IDR) at 'B+'. Fitch has
also upgraded eir's senior secured instrument rating to 'BB' from
'BB-'. The Recovery Rating has been revised to 'RR2' from 'RR3'.

The change in Outlook to Positive reflects an improvement in
leverage over the past two years driven by continued EBITDA margin
growth and lower restructuring cash flows, and Fitch's expectation
that underlying telecoms revenue could stabilise after several
years of decline.

Fitch expects fund from operations (FFO) net leverage to be stable
around 4.6x-4.7x in FY21-FY23 (financial year-end June) - below
Fitch's upgrade leverage threshold of 5x - with dividends absorbing
all pre-dividend free cash flow (FCF) in the next three years. An
upgrade to 'BB-' is possible if the company can stabilise its
market share and revenue trend.

KEY RATING DRIVERS

FFO Leverage to Stabilise: Improvements in eir's EBITDA margin and
lower cash restructuring costs lifted pre-dividend FCF margin to
15% in FY20 from 11% in FY19 and reduced FFO net leverage to 4.2x
at from 5.3x during the same period. Fitch expects leverage to
increase to 4.6x in FY21, as the EUR300 million disposal proceeds
from the sale of Emerald Towers are more than offset by the EUR450
million special dividend and costs to acquire ICT provider Evros,
and to stabilise at around this level for the next two years.

Reduced Restructuring Costs Lower Leverage: Management's target net
debt/EBITDA target is 3.5x-4x, which was exceeded at 4.1x in 3QFY21
after the acquisition of Evros. Fitch's FFO net leverage metric
includes cash taxes and other cash differences between EBITDA and
operating cashflow. Reductions in ongoing restructuring costs,
which Fitch considered operational, bring Fitch's metric closer to
eir-defined net debt/EBITDA and should mean FFO net leverage
remains below the 5.0x threshold for an upgrade to 'BB-'.

Highly Competitive Telecoms Market: As the incumbent fixed-line
operator, eir has the largest share of fixed retail and wholesale
revenue in Ireland at around 44.3% at end-2020, down from 46.1% at
end-2019, according to the Irish telecoms regulator. In the fixed
broadband market, eir faces strong competition from Vodafone and
Sky, and high-speed DOCSIS 3.1 cable operator Virgin Media (VM).
The Irish mobile market has three main network operators with
leaders Vodafone and Three collectively holding a 73% share of
mobile retail revenue versus eir's 19%. Pricing pressure is still
significant with monthly prices for unlimited mobile data sim-only
contracts falling towards EUR10 in 2020.

Fixed Mobile Convergence Opportunity: eir has a well-converged
service offering with 37% of its customer base taking either three
or four services out of fixed voice, broadband, pay-TV and mobile.
Convergence creates customer inelasticity as the number of services
taken rises and Fitch believes that fixed-mobile convergence is
likely to increase in Ireland as customers take advantage of
incentivised pricing and benefit from a consolidation of their
telecoms bills to one provider. As the leading fixed-line operator
with a growing mobile customer base, eir is well-placed to capture
future growth from upselling customers to more converged service
plans.

Revenue Decline Slowing: eir's revenues continued to fall by just
under 3% over the last 12 months to March 2021 due in part to
legacy fixed-voice subscriber losses as the fixed-line incumbent
and declining TV revenue following the discontinuation of eir
Sports. With the Evros acquisition, eir is guiding higher FY21
reported revenue. Fitch expects fixed voice to continue to weigh on
revenue growth in the next three years. When eir completes its
fibre roll-out across Ireland it will have the largest footprint of
high-speed fixed broadband connections in the market. If eir can
maintain its market share as fibre penetration rises it should see
average revenue per customer rise and fixed-line revenue return to
growth.

Strong Cost Control: Since eir was acquired by a consortium led by
Xavier Niel in 2018 it has materially reduced its cost base and
improved its EBITDA margin. Revenue declined 7% between FY17 and
FY20 but EBITDA increased by 11pp over the same period. eir now has
one of the strongest Fitch-defined EBITDA margins versus its
'B+'/'BB-' telecom peers in western Europe at around 47%. With such
high margins the company can finance its significant fibre roll-out
and still maintain strong financial flexibility with an expected
pre-dividend FCF margin in the mid-teens (excluding expected
spectrum payments in FY22).

FTTH Roll-Out to Intensify Competition: eir plans to roll out their
fibre network to an extra 1.4 million households that would cover
75% of total homes by 2024. In August 2020, VM announced that its
network of close to a million homes passed were now capable of
gigabit speeds, providing it with the largest footprint for such
speeds in Ireland. Fitch views eir's fibre footprint rollout plans
of around 280,000 homes per year will be the largest in the market,
which means that eir will overtake VM with the largest footprint of
high-speed internet connections in Ireland over the next four
years. With the increasing overlap of eir's fibre coverage and
cable homes passed, competition for high-speed broadband customers
is likely to intensify.

DERIVATION SUMMARY

The ratings of eir reflect its position as the leading fixed-line
operator in a competitive Irish market. Relative to its European
telecoms incumbent peers, Royal KPN N.V (BBB/Stable) and BT Group
plc (BBB/Stable) eir has higher leverage, a smaller size, a largely
domestic focus, and a lack of leadership in the mobile segment. Its
EBITDA margin is high, but pre-dividend FCF margin has historically
been lower due to higher capex as a percentage of revenue and cash
restructuring costs though the latter has reduced over the last
year.

eir is rated more conservatively than Telenet Group Holding N.V
(BB-/Stable) due to its structural revenue decline from legacy
voice, declining market share, smaller scale and high capex
commitments in its fibre build. Growing EBITDA from stabilising
revenue and a lower cost base with declining restructuring costs
should increase eir's deleveraging capacity in the medium term.

KEY ASSUMPTIONS

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

-- FY21 revenue to decrease 0.6%, including the consolidation of
    Evros from March to June 2021. Negative organic growth driven
    by a 5% fixed-line revenue decline. Reported revenue growth in
    FY22 driven by the full consolidation of Evros;

-- Fitch-defined EBITDA margin to weaken to 45% in FY22-FY23, due
    to the consolidation of the lower- margin Evros business and
    higher rental costs following the tower disposal;

-- Capex at 22%of revenue in FY21 and increasing temporarily in
    FY22 due to a one-time spectrum payment;

-- Annual dividend payments of EUR200 million in FY22 and FY23.

Key Recovery Rating Assumptions

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

-- 10% administrative claim.

-- Post-reorganisation EBITDA of EUR425 million, 25% below
    Fitch's assumed FY21 EBITDA pro-forma for the Evros
    acquisition.

-- Fitch applies a distressed enterprise-value (EV) multiple of
    5.5x, which is comparable with peers' and reflects a
    conservative assumption based on the 6.5x multiple paid for
    eir in 2017.

-- Fitch has included in this analysis total senior secured debt
    of EUR2,550 million, comprising total senior secured term loan
    B tranches of EUR1,100 million, EUR1,450 million senior
    secured notes, and a fully drawn EUR50 million revolving
    credit facility (RCF), all ranking equally among themselves.
    This results in a recovery percentage of 81%, an 'RR2' rating.
    The senior secured debt is therefore rated two notches higher
    than the IDR.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to an
upgrade:

-- FFO net leverage expected to remain at or below 5.0x on a
    sustained basis with a clear policy on the use of cash;

-- Cash flow from operations (CFO) minus capex/total debt
    consistently above 6%; and

-- Strengthened operating profile and competitive capability
    demonstrated by stable fixed broadband market share with
    increasing fibre penetration, with a return to broadly stable
    underlying revenue and EBITDA.

Factors that could, individually or collectively, lead to a
downgrade:

-- FFO net leverage above 5.5x on a sustained basis;

-- CFO less capex/total debt remaining below 3% on a sustained
    basis, driven by lower EBITDA or higher capex; and

-- Deterioration in the regulatory or competitive environment
    leading to a material reversal in positive operating trends.

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

Sufficient liquidity: As of end March 2021 eir had EUR87 million in
cash and equivalents. Liquidity position is supported by an undrawn
EUR50 million RCF and the expected partial reversal of negative
working-capital movements during 4QFY21. Debt maturity profile is
also supportive with the next EUR350 million bond maturity only in
2024. Remaining debt matures in 2026 and 2027.

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.

ISSUER PROFILE

eir is the incumbent telecom operator in its sole market Ireland.
The company is the third-largest mobile operator but the leading
fixed line operator and is rolling out its fibre to the home
network across Ireland.


FINANCE IRELAND 3: S&P Assigns Prelim. 'B-' Rating on X Notes
-------------------------------------------------------------
S&P Global Ratings assigned preliminary credit ratings to Finance
Ireland RMBS No. 3 DAC's class A, B-Dfrd, C-Dfrd, D-Dfrd, E-Dfrd,
F-Dfrd, and X-Dfrd notes.

Finance Ireland RMBS No. 3 is a static RMBS transaction that
securitizes a portfolio of EUR292.35 million owner-occupied
mortgage loans secured on properties in Ireland.

This transaction is very similar to its predecessor Finance Ireland
RMBS No. 2. The main difference is that Finance Ireland RMBS No. 3
is backed only by owner-occupied mortgage loans, while the previous
transaction was backed by a mixture of owner-occupied and
buy-to-let (BTL) mortgage loans.

The loans in the pool were originated between 2016 and 2021 by
Finance Ireland Credit Solutions DAC and Pepper Finance Corp. DAC.
Finance Ireland is a nonbank specialist lender, which purchased the
Pepper Finance Residential Mortgage business in 2018.

The collateral comprises prime borrowers, and there is a high
exposure to self-employed and first-time buyers. All of the loans
have been originated relatively recently and thus under the Irish
Central Bank's mortgage lending rules limiting leverage and
affordability.

As a result of the COVID-19 pandemic, as of April 30, 2021, 0.42%
of the portfolio loans have been granted payment holidays of their
monthly mortgage payments, but all of them have ended. This is low
in the context of the Irish market.

The transaction benefits from liquidity provided by a general
reserve fund, and in the case of the class A notes, a class A
liquidity reserve fund.

Principal can be used to pay senior fees and interest on the notes
subject to various conditions.

Credit enhancement for the rated notes will consist of
subordination and the general reserve fund from the closing date.
The class A liquidity reserve can also ultimately provide
additional enhancement subject to certain conditions.

The transaction incorporates a swap to hedge the mismatch between
the notes, which pay a coupon based on the three-month EURIBOR, 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.

  Preliminary Ratings

  CLASS    PRELIM RATING*   CLASS SIZE (EUR)
  A        AAA (sf)          244,110,000
  Y        NR                      5,000
  B-Dfrd   AA (sf)            17,540,000
  C-Dfrd   A (sf)              9,500,000
  D-Dfrd   BBB+ (sf)           8,770,000
  E-Dfrd   BBB- (sf)           5,840,000
  F-Dfrd   BB+ (sf)            2,920,000
  Z        NR                  3,675,000
  X-Dfrd   B- (sf)             6,500,000
  R1       NR                     10,000
  R2       NR                     10,000

*S&P said, "Our preliminary ratings address timely receipt of
interest and ultimate repayment of principal on the class A notes,
and the ultimate payment of interest and principal on all the other
rated notes. Our preliminary ratings also address timely receipt of
interest on the class B–Dfrd to E-Dfrd notes when they become the
most senior outstanding."

NR--Not rated.


VIRGIN MEDIA: Fitch Assigns 'B+(EXP)' LT IDR, Outlook Stable
------------------------------------------------------------
Fitch Ratings has assigned Virgin Media Ireland Limited (VMI) an
expected Long-Term Issuer Default Rating (IDR) of 'B+(EXP)' with a
Stable Outlook. Fitch has also assigned an expected rating to VMI's
senior secured EUR900 million term loan B of 'BB(EXP)' with a
Recovery Rating of 'RR2'.

The rating reflects VMI's high leverage relative to
investment-grade telecom peers' and much higher share of
advertising revenues from free-to-air (FTA) channel Virgin Media
One. It also factors in VMI's weak position in mobile compared with
'BB-' rated peers' and highly competitive fixed and mobile
markets.

Rating strengths are VMI's leading cable position in Ireland, a
sound operating profile with a converged product offering and a
strong EBITDA margin. As the company has been carved out of the
consolidated reporting entity Virgin Media Inc. (BB-/Stable),
Fitch's analysis is based on a limited history of audited financial
accounts for VMI up to 2019.

The Stable Outlook reflects Fitch's expectation that leverage will
be maintained by shareholder Liberty Global (LG) at around 5x net
debt/EBITDA (as reported by the company), an approach consistent
with some of their other assets. Fitch expects Fitch-defined funds
from operations (FFO) net leverage to be maintained around 5.2x,
which is consistent with a 'B+' rating.

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

KEY RATING DRIVERS

Leading Irish Gigabit Operator: VMI is the main cable operator in
Ireland and is the second-largest fixed provider with a 25.3% share
of national fixed broadband subscriptions at end-2020. Its DOCSIS
3.1 network currently provides high-speed broadband coverage to
more households than any of its peers. VMI's network is capable of
providing gigabit speeds to 48% of Irish homes, exceeding incumbent
Eircom (B+/Stable) whose fibre-to-the home (FTTH) network roll-out
covers 34% of homes.

Low Penetration Offers Growth Potential: Ireland still has a low
penetration of high-speed fixed broadband packages above 100 Mbps
with 57% of subscribers receiving less than this at end-2020. Fitch
expects subscription growth in these higher average revenue per
user (ARPU) packages to continue to outpace lower-speed packages.
An unprecedented number of people are working from home due to the
pandemic. This has created demand for high-speed connections and
VMI's national speed leadership makes it well placed to capture
future market share. As FTTH operators continue their national
roll-out, Fitch believes pricing pressure in the high-speed
packages and higher customer churn are possible.

Limited Covid-19 Impact: Revenue was down 2.6% yoy in 2020,
reflecting weaker advertising revenue, lower mobile ARPU and B2B
revenue. Lower programming, handset and commercial costs during the
year contributed to an EBITDA increase of around 3%. Increased
demand for high-speed broadband as people continue to work from
home, TV subscriber growth with the launch of TV360 and continued
mobile-user growth should see a return to revenue growth in 2021,
with margins remaining broadly flat.

Highly Competitive Market: The total number of fixed-broadband
subscribers in Ireland increased 11% between 2016 and 2020 but
national fixed-line retail revenues fell 3% in the same period.
This was partly due to a decline in legacy-voice revenues but also
reflected an intensely competitive environment. VMI is disciplined
in its approach to pricing and upgrading its network to gigabit
speeds, while maintaining consistent fixed-line ARPU growth since
1Q20.

Increasing Supply of Fibre: National fibre roll-outs by eir, Siro
and the National Broadband Plan will increase competition in the
high-speed broadband market. eir plans to reach 1.8 million homes
with FTTH by 2024 or roughly 75% national coverage. Fixed-mobile
convergence is likely to be critical to maintaining market share.
VMI's triple-play fixed penetration (voice, broadband and TV
services) is reasonably strong at 46.9% at end-2020 but with a
growing overlap in coverage with FTTH, a low market share in mobile
and a growing national fixed-mobile convergence (FMC) trend,
customer churn could increase.

Low Mobile Market Share: VMI's national share of mobile subscribers
is growing but still less than 5%. VMI's EUR10 per month unlimited
sim-only contract is one of the cheapest in the market and should
support continued market-share growth. If sim-only penetration
rises subscriber growth may come at the expense of ARPU, which was
around EUR21 in 2020. A meaningful scale in mobile offers greater
potential for FMC, which typically leads to increased customer
loyalty. At end-2020, VMI's FMC penetration of 11% is low compared
with more converged peers'.

Volatile Advertising Revenues: Around 12% of 2020 revenue was from
advertising on VMI's FTA channel Virgin Media One. TV revenue in
2020 was down EUR14 million or 16.7%, as a result of a decline in
TV advertising budgets in Ireland. Advertising revenue is common
for converged telecom companies but VMI's advertising revenue
represents a higher proportion of sales than 'B+'/ BB-' telecom
peers'. FTA revenue carries greater risk of volatility than
subscription-based channels where revenue is protected by
contracts.

High Initial Leverage: Fitch expects controlling shareholder LG to
manage leverage at around 5x, which is consistent with their
financial policy approach across some of their other assets. Fitch
expects LG to manage cash centrally and see free cash flow
generation being up-streamed to LG up to a limit of 5x net
debt/EBITDA. Fitch expects FFO net leverage to be maintained at
close to around 5x-5.2x, slightly above Fitch's 'BB-' upgrade
threshold, over the next four years.

Low Capex Commitments: Unlike eir and Siro, VMI has not committed
to an expansive national fibre roll-out. Where eir is extending
their network by up to 300,000 houses per year Fitch expects VMI to
increase their footprint modestly at around 20,000 homes passed
each year. VMI will likely focus its build on new developments in
urban towns and cities. Without the significant footprint expansion
of FTTH rollout, VMI's capex is around 20%-21% of revenue. This
will likely decline as the company completes the roll-out of its
new TV360 set-top boxes to customers over the next three years.

DERIVATION SUMMARY

VMI's ratings reflect the company's position as the leading cable
operator in Ireland with the widest coverage of high-speed
broadband homes passed in the country and more than domestic peer
eircom Holdings (Ireland) Limited (B+/Stable). Fitch expects
healthy FCF generation to support a leveraged balance sheet.
Leverage relative to other investment-grade western European
telecom operators' is high and a constraint on ratings.

VMI has lower EBITDA than other LG assets such as Telenet Group
Holding N.V (BB- / Stable) and VodafoneZiggo Group B.V. (B+ /
Stable). VMI also has a much smaller scale in mobile than its peers
with revenue from volatile FTA TV advertising representing a larger
share of its total revenue base.

KEY ASSUMPTIONS

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

-- Revenue to grow 1%-2% per year in 2021-2024;

-- Fitch-defined EBITDA margin stable at around 38% in 2021-2024;

-- Capex at around 21% of revenue in 2021-2024;

-- Negative change in working capital at 1.5% of revenue through
    to 2024;

-- Shareholder distributions of EUR30 million-EUR50 million per
    year in 2021-2024.

KEY RECOVERY RATING ASSUMPTIONS

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

-- A 10% administrative claim;

-- Fitch's GC EBITDA estimate of EUR140 million reflects Fitch's
    view of a sustainable, post-reorganisation EBITDA level upon
    which Fitch bases the valuation of the company;

-- An enterprise value multiple of 6x is used to calculate a
    post-reorganisation valuation and reflects a distressed
    multiple;

-- Fitch estimates the total amount of debt claims at EUR1
    billion, which includes full drawings on an available
    revolving credit facility (RCF) of EUR100 million. Our
    recovery analysis indicates a 76% recovery percentage for the
    senior secured debt, resulting in an instrument rating and a
    Recovery Rating of 'BB' and 'RR2' respectively.

RATING SENSITIVITIES

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

-- Strong and stable FCF generation together with a more
    conservative financial policy resulting in FFO net leverage
    sustainably below 5.0x;

-- Cash flow from operations less capex/gross debt consistently
    above 5%;

-- No deterioration in the competitive or regulatory environment.

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

-- FFO net leverage sustainably above 5.8x;

-- Further intensification of competitive pressures leading to
    deterioration in operational performance.

BEST/WORST CASE RATING SCENARIO

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

LIQUIDITY AND DEBT STRUCTURE

Strong Liquidity: All debt is long dated with the EUR900 million
term loan having a bullet maturity in 2029. Until then Fitch
expects positive FCF generation and access to an undrawn EUR100
million revolving credit facility. Fitch expects VMI to keep its
cash at low levels as LG has a record of upstreaming excess cash
from subsidiaries.

ISSUER PROFILE

VMI is the largest cable operator in Ireland with a fully converged
product offering covering fixed line and mobile. At more than 48%
of homes passed in Ireland, VMI has the largest coverage of
gigabit-capable broadband homes passed in Ireland through its
DOCSIS 3.1 network.

ESG CONSIDERATIONS

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


VIRGIN MEDIA: Moody's Assigns B2 CFR, Rates EUR900M Term Loan B2
----------------------------------------------------------------
Moody's Investors Service has assigned a B2 corporate family rating
and B2-PD probability of default rating to Virgin Media Ireland
Holdings Limited. Concurrently, Moody's has assigned a B2
instrument rating to the EUR900 million senior secured term loan B1
due 2029 and EUR100 million senior secured revolving credit
facility due 2027 to be raised by Virgin Media Ireland Limited, a
subsidiary of Virgin Media Ireland Holdings Limited. The outlook on
the ratings is stable.

Following the contribution of the UK operations of Virgin Media
Inc. (Ba3 stable) to the VMED O2 UK Limited (VMED O2 UK, Ba3
stable) joint venture with Telefonica S.A.'s (Baa3 stable) O2 UK,
Virgin Media Inc.'s business in Ireland will operate as a separate
stand-alone credit pool, which will be 100% owned by Liberty Global
plc (Liberty Global, Ba3 stable). As all the existing debt of
Virgin Media Inc. will be contributed to the VMED O2 UK
joint-venture, Liberty Global will leverage its Virgin Media
Ireland business by raising a EUR900 million term loan, the
proceeds of which will be distributed to the parent company.

RATINGS RATIONALE

"Virgin Media Ireland's B2 CFR reflects (1) the company's #2
position in the Irish broadband and pay TV segments despite
covering only 49% of homes in the country, (2) the growth potential
for Virgin Media Ireland's mobile segment from a relatively low
level of subscribers, (3) its technologically advanced hybrid
co-axial cable network which has been recently upgraded to the
latest DOCSIS 3.1 standard offering download speeds of up to 1
gigabit per second (Gbps), and (4) the company's 100% ownership by
Liberty Global which enjoys a large scale in the European telecom
and cable markets, geographical diversification, and strong
liquidity", says Sebastien Cieniewski, Moody's lead analyst for
Virgin Media Ireland.

However, the rating is constrained by (1) the small scale of Virgin
Media Ireland relative to European rated telecom peers due to the
limited size of the Irish telecom market, (2) Moody's assumption
that the company will remain highly levered based on its financial
policy of maintaining net leverage (as reported by the company) at
5.0x, i.e. the level of net leverage as of the closing of the
transaction, which translates into a Moody's adjusted gross
leverage of around 6x, and (3) increasing competition from fibre
network operators which will put pressure on Virgin Media Ireland's
broadband subscribers as well as the rise of over-the-top (OTT)
platforms which will contribute to the erosion of the company's pay
TV customer base.

Virgin Media Ireland enjoys strong positions in the Irish pay TV
and broadband markets with market shares of 27% and 25%,
respectively. The company's cable network only passes through 49%
of Irish homes so market shares in areas of coverage are even
higher. The company also provides mobile services through its
mobile virtual network operator (MVNO) agreement with Three Ireland
(part of CK Hutchison Group Telecom Holdings Limited, Baa1 stable)
since 2015. While the mobile segment has been growing rapidly
reaching 122,000 subscribers by the end of Q1 2021, Moody's
considers there is significant potential for growth going forward
supported by the cross-selling of mobile services across its
broadband and pay TV customer base.

Moody's projects a modest revenue growth over the next three years
driven by price increases, upgrades of broadband subscribers to
higher speeds, and growth in mobile subscribers which should
mitigate pressure on broadband and in particular pay TV
subscribers. The rating agency considers that broadband subscribers
will experience a moderate decline driven among others by the
increasing competition from fibre services in Ireland which covered
only around 35% of homes as of the end of 2020.

Virgin Media Ireland will have a high leverage pro forma for the
debt raising with no de-leveraging projected based on the company's
financial policy to maintain net leverage (as reported by the
company) at 5.0x which is the leverage level at the closing of the
transaction. This translates into a Moody's adjusted gross leverage
of 6.2x projected for 2021. The significant difference between the
company's net reported leverage and Moody's adjusted gross leverage
reflects the fact the rating agency takes into consideration
related-party fees between Virgin Media Ireland and Liberty Global
in its calculation of Moody's adjusted EBITDA.
Additionally, Moody's capitalises related-party depreciation costs
which mainly relate to the usage of set-top boxes provided by
Liberty Global which increases Moody's adjusted gross debt adding
c.0.6x to Moody's adjusted gross leverage.

Moody's positively views the 100% ownership of Virgin Media Ireland
by Liberty Global which is a large fixed and mobile networks
operator across Europe. The rating agency takes into consideration
the potential support from Liberty Global in its assessment of the
credit profile of Virgin Media Ireland, including through the
interruption of dividend payments by the Irish business to its
parent in a scenario of weakening EBITDA.

Virgin Media Ireland benefits from an adequate liquidity position
supported by the company's EUR100 million revolving credit facility
which will be undrawn at the closing of the transaction. While
Moody's forecasts that the company will generate positive free cash
flow before dividends supported by stable capital expenditures
thanks to the recent upgrade of its cable network, the rating
agency assumes that excess cash will be used for shareholder
distributions in order for Virgin Media Ireland to maintain its net
leverage at around 5.0x as reported by the company.

Whilst environmental and social risks are not meaningful for this
rating action, Moody's notes that Virgin Media Ireland's rating is
constrained by the financial policy set up by Liberty Global to
maintain a high net leverage at around 5.0x (as reported by the
company) with increasing shareholder distributions as the company
delivers higher EBITDA and excess cash flows.

The borrower of the term loan and revolving credit facility will be
Virgin Media Ireland Limited which will be the top entity of the
restricted group. Audited consolidated accounts will be produced at
Virgin Media Ireland Holdings Limited, the parent of Virgin Media
Ireland Limited, an entity outside of the restricted group. The
B2-PD PDR, at the same level as the CFR, reflects the debt
structure which is composed of senior secured credit facilities
with a springing financial maintenance covenant. The B2 instrument
rating assigned to the senior secured term loan and revolving
credit facility reflects their pari passu ranking and comprehensive
guarantor coverage with no liabilities ranking ahead or behind.

RATING OUTLOOK

The stable outlook reflects Moody's view that Virgin Media should
maintain or slightly grow revenues over the medium-term as price
increases and growth of mobile subscribers mitigate pressure on
broadband subscribers from increasing fibre competition and
structural decline in pay TV subscribers.

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

Upward pressure on the rating could develop over time if (1) Virgin
Media Ireland's operating performance improves materially
translating into stronger revenue and EBITDA growth; (2) its
adjusted gross debt/EBITDA ratio (as calculated by Moody's) falls
below 5.5x on a sustained basis; and (3) the company maintains a
strong cash flow generation. Downward ratings pressure could
develop if (1) Virgin Media Ireland's Moody's adjusted gross
debt/EBITDA ratio increases towards 6.5x on a sustained basis;
and/or (2) operating performance deteriorates driven by increasing
competition. Negative pressure could also arise if liquidity were
to deteriorate materially.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Pay TV
published in December 2018.

COMPANY PROFILE

Virgin Media Ireland is Liberty Global's cable operation in
Ireland. The company services include pay TV, broadband, fixed
voice, and mobile. Virgin Media also operates 3 free-to-air
broadcast channels and the Virgin Media Sport pay channel in
Ireland. The company generated revenues and adjusted EBITDA (as
reported by the company post allocations) of EUR449 million and
EUR177 million in 2020, respectively.


VM IRELAND: S&P Assigns Prelim. 'B+' ICR, Outlook Stable
--------------------------------------------------------
S&P Global Ratings assigned its preliminary 'B+' issuer credit
rating to VM Ireland, a subsidiary of Liberty Global PLC, and its
preliminary 'B+' issue rating to its proposed senior secured term
loan.

The stable outlook reflects S&P's expectation of S&P Global
Ratings-adjusted debt to EBITDA of 5.0x-5.5x and free operating
cash flow (FOCF) to debt of about 4% following the carve-out. It
also reflects its view that VM Ireland will remain a moderately
strategic part of the Liberty Global group over the medium term.

Following its carve-out from Virgin Media Inc. (VMED), VM Ireland,
a subsidiary of Liberty Global PLC, plans to issue a EUR900 million
equivalent term loan, with proceeds designated for shareholder
distribution and the refinancing of its outstanding vendor
financing facilities.

VM Ireland benefits from a solid position in the Irish telecoms
market, premium brand name, network speed advantage throughout most
of its footprint, high profit margins, relatively high cash
conversion, and potential for support from its parent.

However, the company also has a highly leveraged capital structure
and a small footprint within Ireland. It is highly exposed to
increasing fiber overbuild and fierce competition from large and
well-known telecom and media players, and it has only a limited
presence in the Irish mobile telecom market.

The proposed issuance will increase VM Ireland's adjusted debt to
EBITDA above 5x.

The issuance is planned as part of the carve-out of VM Ireland from
VMED following the expected merger between VMED and Telefonica UK.
VM Ireland will now operate as a stand-alone entity and borrower
within the Liberty Global group. The proposed EUR900 million term
loan will include refinancing of the company's outstanding EUR35
million vendor financing facilities, with the remaining adjusted
debt mainly comprising operating lease liabilities and a small
pension deficit. S&P forecasts stable adjusted EBITDA of about
EUR170 million in 2021, translating into adjusted debt to EBITDA of
about 5.4x.

VM Ireland is continuing its investment in its expansion program,
Project Lightning, but lower investments in customer equipment and
no cash tax will support solid cash flow generation.

S&P said, "We forecast adjusted free cash flow of EUR35
million-EUR45 million in 2021-2022 -- assuming a full year of
interest on the proposed loans -- resulting in adjusted free cash
flow to debt of about 4%. The adjusted free cash flow amount
includes noncash general and administrative fees that are provided
by the Liberty Global group and are settled as part of the group's
cash pooling. Despite continued investment in Project Lightning, VM
Ireland's capital expenditure (capex) to sales ratio of about 20%
should support cash flow, especially since VM Ireland's footprint
expansion is now focused on new developments and we expect
equipment capex -- mainly set top boxes -- to decline from 2021. VM
Ireland has accumulated net operating losses, so we do not expect
it to make any cash tax payments in the foreseeable future, which
will also benefit cash flow."

VM Ireland has a solid broadband market share of 25% in Ireland
thanks to its premium brand name, differentiated TV proposition,
and network speed advantage.

It is the No. 1 broadband provider within its footprint, which
comprises 49% of Irish homes. In S&P's view, this is mainly due to
VM Ireland's speed advantage, since it is able to offer speeds of 1
gigabyte per second (1gbps) across 98% of its footprint. The
company offers triple play services including a differentiated
pay-TV platform, so it benefits from a premium positioning within
the Irish market, which is reflected in its high monthly average
revenue per user (ARPU) of about EUR60 for its cable services. The
availability of pay-TV with relatively rich and exclusive content
services also differentiates VM Ireland from competitors such as
Vodafone and Eir.

S&P sees the ownership of VMTV (VM Ireland's media platform) as
marginally positive.

Although these subscale activities have low margins and are exposed
to more volatile advertising revenue, they provide VM Ireland with
exclusive content and the opportunity for national brand
promotion.

VM Ireland's premium pricing, network concentration, and solid
market share within the footprint support the company's high EBITDA
margins.

Excluding VMTV, the telecom business's EBITDA margins are close to
40%. S&P thinks this stems from the company's very high market
share within its footprint, providing a high utilization advantage.
Additionally, VM Ireland's premium pricing--in line with well-known
brands--enables it to sustain high margins. The company is also
optimizing costs by digitizing many of its processes. This should
offset short-term margin dilution stemming from its product mix,
with higher growth in lower-margin-based media and mobile telecom
revenue.

The company has a small footprint concentrated in urban areas that
are most exposed to the risk of fiber overbuild.

VM Ireland's small scale constrains our view of its business. Its
operations are limited to the Irish market, with its network
covering 49% of Irish homes. Furthermore, VM Ireland's footprint is
concentrated in highly dense urban areas within Ireland, where
fiber to the home is most likely to be rolled out by Eir and
offered by all of Eir's wholesale telecom customers such as Sky and
Vodafone. S&P said, "We therefore see continued growth in fiber
overlap--currently limited to about 35% of VM Ireland's
footprint--as the key risk to VM Ireland's broadband customer base.
We expect investments in Project Lightning will only partly offset
a decline in the company's fixed customer base. The fiber overbuild
could also mean VM Ireland may need to further invest in upgrading
its network over the longer term--either in fiber or next
generation Data Over Cable Service Interface Specification
technology--which could increase its capex beyond our current
base-case expectations. In addition, we think the trend of cord
cutting will lead to a reduction in VM Ireland's video revenue
generating units and triple play base, especially in the lower end
of the customer value chain."

S&P sees the level of competition in the Irish telecom market as a
key constraining factor for VM Ireland's business risk profile,
especially given the limited size of the population compared with
large markets like the U.K., Spain, and France.

Competition in the fixed line telecom market mainly comes from
premium well-known brands like Vodafone, Sky, and Eir--all of which
offer broadband through access to Eir's network--as well as a few
value brands.

VM Ireland offers its mobile telecoms services through a mobile
virtual network operator (MVNO), Three Ireland, which reduces
scale, cost benefits, and brand awareness.

VM Ireland has a marginal mobile market share of about 4%, which we
think is mainly due to lack of strong brand awareness compared with
strong mobile carriers' brands like Vodafone. In addition, fierce
pricing competition has significantly constrained VM Ireland's
ability to grow its mobile market share through attractive pricing
for cross-selling to its fixed base. The company operates its
mobile operations as a stand-alone unit, which limits the benefits
of convergent fixed and mobile bundles. Since VM Ireland does not
have its own mobile network, it could become difficult for VM
Ireland to grow in a market that is quickly trending toward
unlimited mobile data offers.

VM Ireland will remain a strategic, albeit noncore, part of the
Liberty Global group that is unlikely to be sold in the short term,
remaining a fully owned subsidiary that will be tightly controlled
by the group.

This view is further supported by VM Ireland's solid operating
prospects. In addition, the Virgin Media group is a well-recognised
consumer brand for Liberty Global, and VM Ireland aligns with the
group's strategy to deliver market-leading products through
investment in next-generation networks that can achieve speeds of 1
gbps throughout VM Ireland's footprint.

VM Ireland's strategic importance to the group is significantly
lower than other group entities such as UPC and Telenet.

The company represents less than 5% of the group's revenue and
hence does not affect group earnings enough for management to view
it as critical. VM Ireland's limited footprint within Ireland makes
consolidation with a national mobile carrier much less appealing
for VM Ireland, which in our view increases the risk that the group
could sell it over the longer term as part of market consolidation
opportunities. Nevertheless, S&P assumes Liberty Global will
support VM Ireland if required, including for any potential
short-term liquidity needs.

S&P said, "The stable outlook reflects our expectation of about
2%-4% revenue growth and adjusted EBITDA of EUR170 million-EUR175
million, resulting in adjusted debt to EBITDA of 5.0x-5.5x and FOCF
to debt approaching 5%. It also reflects our view that VM Ireland
will remain part of the Liberty Global group over the medium term.

"A downgrade is unlikely over the next 12 months due to our
expectation of stable operating performance and solid cash flow
generation.

"We could lower the rating if VM Ireland's free cash flow after
leases declined below EUR10 million or if EBITDA interest coverage
reduced below 2x.

"We could also lower the rating if we no longer viewed VM Ireland
as a strategic asset to Liberty Global group, for example if it was
likely to be sold to a financial sponsor, or if we lowered our
rating on Liberty Global.

"Rating upside is limited by our 'BB-' rating on Liberty Global and
our view that VM Ireland is not a core group subsidiary.

"We could revise upward our stand-alone credit profile on VM
Ireland from 'b' to 'b+' if it reduced its adjusted debt to EBITDA
below 5x and increased FOCF to debt to more than 5% on a
sustainable basis, but this will likely be limited by VM Ireland's
financial policy targeting reported net debt to EBITDA before
related party fees of 5x."




=========
I T A L Y
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BANCA IFIS: Fitch Alters Outlook on 'BB+' LT IDR to Stable
----------------------------------------------------------
Fitch Ratings has revised Banca IFIS S.p.A.'s Outlook to Stable
from Negative and affirmed the bank's ratings, including the
Long-Term Issuer Default Rating (IDR) at 'BB+' and Viability Rating
(VR) at 'bb+'.

The revision of the Outlook reflects Fitch's view that the
pandemic-related downside risks related to the sustainability of
the bank's business model and franchise and its ability to
implement its strategic and commercial initiatives have eased.

Fitch also factors in that the strategic guidance under the
recently appointed CEO points to a more stable business model
focusing on activities in which the bank has relative competitive
strength and which should support earnings generation in the medium
term.

Fitch expects capitalisation to remain resilient and asset-quality
deterioration manageable under possible downside scenarios, but its
operating profitability remains exposed to the risk of a
weaker-than-expected economic recovery.

KEY RATING DRIVERS

IDRs, VR, SENIOR DEBT RATING

The ratings of IFIS reflect its specialised business model with
established market shares as a non-performing loan (NPL) investor,
which allowed adequate earnings generation through the cycle and
also relative to other similarly-sized traditional commercial banks
in Italy. Capitalisation is a rating strength. The ratings also
reflect that the bank operates with structurally high impaired loan
ratios relative to domestic peers and sector averages due to its
NPL business, and its stable funding and liquidity.

IFIS is one of the top banks in Italy in its historical factoring
business, and has a moderate franchise in the leasing segment. Its
focus on SMEs, in which it also has a relative competitive
advantage, renders the bank somewhat more vulnerable to changes in
economic cycle than more diversified players. However, its moderate
risk appetite and sound risk controls should mitigate downside
credit risks. IFIS's NPL business is the main source of revenues
and supported its performance in 2020.

IFIS's common equity Tier 1 (CET1) ratio of about 16% at end-March
2021 is sound and the CET1 at holding company (La Scogliera SRL)
level of about 11.8% has ample buffers over its Supervisory Review
and Evaluation Process (SREP) requirement of 8.12%. Encumbrance by
unreserved impaired loans is high, at about 107% at end-March 2021.
However, this reduces to about 30% excluding purchased NPLs, which
is in line with other domestic medium-sized banks'. Capitalisation
remains at risk from IFIS's high exposure to Italian sovereign
debt, which accounted for about 130% of CET1 capital at end-March
2021.

In 2020 asset quality benefited from the loan moratoriums and other
government-support measures but also from disposals of the bank's
own originated impaired loans. The impaired loan ratio, excluding
the NPL business, fell to about 7% at end-March 2021 from 10% at
end-2019. Under Fitch's baseline scenario Fitch expects the ratio
to stabilise at close to current levels as new inflows should be
counterbalanced by recoveries, disposals and business growth. The
contained amount of loan moratoriums at end-March 2021 at about 6%
of total gross loans and limited default rates on expired payment
holidays to date should mitigate near-to-medium term downside
risks.

Pandemic-related loan impairment charges (LICs) and depressed
revenue reduced operating profitability to a modest 0.4% of
risk-weighted assets (RWAs) in 2020 from about 1.3% in 2019.
However, good 1Q21 performance suggests that the bank is in a
position to benefit from economic recovery in Italy and in Fitch's
baseline scenario, Fitch expects profitability to gradually recover
to close to pre-pandemic levels, despite reduced contribution from
purchased price allocation of assets acquired from Interbanca in
2016.

Nevertheless, a slower-than-expected economic recovery could affect
the bank's profitability through larger LICs and weaker earnings
generation. Operating efficiency remains weak with a cost/income
ratio of about 80% at end-2020 but the bank's progress in
digitalisation and planned cost reductions should yield benefits in
the medium term.

Funding and liquidity are underpinned by stable customer deposits.
Funding diversification is commensurate with the bank's profile,
albeit access to wholesale markets is less established than larger
banks' and might be less certain during periods of market stress.
Increased utilisation of central-bank facilities during 2020 was
more opportunistic to support its net interest income than for
actual liquidity needs.

DEPOSIT RATINGS

The long-term deposit rating is one notch above IFIS's Long-Term
IDR to reflect protection from a senior-and-subordinated debt
buffer, which amounted to about 12% of RWAs at end-2020 and has
remained broadly stable in 1Q21. Fitch expects the bank to operate
with a combined buffer of senior and subordinated debt of above 10%
of its RWAs, despite not being subject to a minimum requirement for
own funds and eligible liabilities requirement. This is based on
Fitch's view that the bank will implement a funding plan aimed at
maintaining its current debt buffers.

The 'F3' short-term deposit rating is in line with the bank's
'BBB-' long-term deposit rating under Fitch's rating correspondence
table.

SUBORDINATED DEBT

Tier 2 debt is rated two notches below the VR for loss severity to
reflect poor recovery prospects. No notching is applied for
incremental non-performance risk because write-down of the notes
will only occur once the point of non-viability is reached and
there is no coupon flexibility before non-viability.

SUPPORT RATING AND SUPPORT RATING FLOOR

The Support Rating and Support Rating Floor reflect Fitch's view
that, although external extraordinary sovereign support is
possible, it cannot be relied upon. Senior creditors can no longer
expect to receive full extraordinary support from the sovereign in
the event that the bank becomes non-viable, following the
implementation of the EU's Bank Recovery and Resolution Directive
and the Single Resolution Mechanism. The framework for the
resolution of banks requires senior creditors to participate in
losses, if necessary, instead of or ahead of a bank receiving
sovereign support.

RATING SENSITIVITIES

IDRS, VR AND SENIOR DEBT

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

-- While rating upside is currently limited, a stronger and more
    stable operating environment benefitting the bank's operating
    profitability, asset quality and capitalisation could be
    positive for the ratings.

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

-- IFIS's IDRs, VR and senior unsecured debt ratings could be
    downgraded if Fitch expects its CET1 ratio to edge closer to
    13% and capital encumbrance by impaired loans, excluding
    purchased NPLs, to increase close to or above 50%, without the
    prospect of recovery in the short term. The ratings are also
    likely to be downgraded if Fitch expects IFIS's operating
    profit/RWA to deteriorate to about 0.5% or below on a
    sustained basis.

DEPOSIT RATINGS

The deposit ratings are primarily sensitive to changes in the
bank's Long-Term IDR. The deposit ratings are also sensitive to a
reduction in the size of the senior unsecured and junior debt
buffer to below 10% of RWAs with no prospects of recovery in the
short term or to a change in the bank's funding strategy to operate
with a buffer below 10% of RWAs

SUBORDINATED DEBT

The subordinated debt's rating is primarily sensitive to changes in
the VR, from which it is notched. The rating is also sensitive to a
change in the notes' notching, which could arise if Fitch changes
its assessment of their non-performance relative to the risk
captured in the VR.

SUPPORT RATING AND SUPPORT RATING FLOOR

An upgrade of the Support Rating and upward revision of the Support
Rating Floor of IFIS would be contingent on a positive change in
the sovereign's propensity to support the bank. In Fitch's view,
this is highly unlikely, although not impossible.

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.




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ACRON PJSC: Fitch Affirms 'BB-' LongTerm IDRs, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed Russia-based fertiliser company PJSC
Acron's Long-Term Foreign- and Local-Currency Issuer Default
Ratings (IDRs) and senior unsecured rating at 'BB-'. The Outlooks
on the Long-term IDRs are Stable. The Recovery Rating is 'RR4'.

The affirmation reflects Acron's good financial profile with
neutral free cash flow (FCF) generation despite expansionary capex
and shareholder distributions, and funds from operations (FFO) net
leverage remaining below Fitch's 3.0x negative sensitivity in
2021-2024, after a temporary spike to 3.1x in 2020 due to a RUB9
billion share buyback on top of the company's dividend payments.

Based on preliminary debt documentation, Fitch assumes that the
group will fund its new USD1.8 billion Talitsky potash mines
development through project finance on a non-recourse basis.
Financing this project on a recourse basis could put pressure on
Acron's credit metrics, although this is not Fitch's rating case.

KEY RATING DRIVERS

Market Recovery to Drive Deleveraging: Fitch expects FFO net
leverage to decrease to 2.4x on average in 2021-2023 due to the
price recovery for main group's fertiliser products since 2H20
supported by high demand from India, Brazil and Europe, high gas
prices and limited supply from China. Under Fitch's mid-cycle price
assumptions, Fitch expects the group's EBITDA to increase 30% yoy
to RUB49 billion in 2021. Fitch forecasts EBITDA margin of 34% in
2021, and to remain at 30% on average in 2021-2024.

Management's stated deleverage target is 2x net debt/EBITDA with a
USD200 million minimum dividend payment per year. Fitch forecasts
the net debt/EBITDA to remain slightly above the target level in
2021-2024.

Potash Project Delayed: Acron's largest project is the development
of the Talitsky section of the Verkhnekamsk potash deposit in the
Perm region. The exploration and development license was acquired
in 2008 through Acron's subsidiary, JSC Verkhnekamsk Potash Company
(VPC), which is 50% + 1 share owned by Acron, 29.9% by Sberbank,
10.1% by Otkritie Bank and 10% by VTB. The sinking of two vertical
shafts was completed in 2020 but the active phase of further
construction has been postponed until 2022, and initial production
will now likely to be shifted to 2025.

The total capex for 2mtpa of potash is estimated at USD1.4 billion
and around 700 ktpa of the mine's output is expected to feed into
Acron's nitrogen, phosphorus, and potassium (NPK) production.

Non-recourse Funding for VPC: A preliminary agreement for up to
USD1.8 billion (USD360 million optional) financing of the VPC
investment was agreed with five Russian banks in April-May 2020 and
final agreement is expected to be signed in 2021. Acron does not
provide a parental guarantee and is not committed to further equity
injections in the project. There are no cross-default provisions
between Acron's and VPC's debt and Acron's covenants do not include
VPC's borrowings. Fitch assumes non-recourse financing, which is
reflected in Fitch's forecasts by deconsolidation of VPC.

If Fitch consolidated VPC into its projections for Acron under
Fitch's fertiliser price assumptions, it would put pressure on
Acron's credit metrics.

Significant Projects Underway: The next meaningful project is the
USD1.5 billion ammonia and urea plant at Veliky Novgorod. The plant
will have ammonia capacity of 1.2 million tonnes and urea capacity
of 1.6 million tonnes and will be financed on a non-recourse basis.
However, the company does not expect the project to start until
VPC's potash project becomes operational. Other projects include
ongoing processing capacity additions in various core products and
the completion of the underground apatite concentrate mine at
Oleniy Ruchey. The group's estimated expansion and maintenance
capex for the latter is USD198 million in 2021-2025 with a gradual
production ramp up from 1.3mtpa in 2021 to 1.9mtpa by 2027.

Product and Geographical Diversification: The group produced around
8 million tonnes of fertilisers in 2020, or 6.4% increase yoy.
Products are sold to 74 countries, with Latin America accounting
for 32% of total revenue and Russia for 20%. Approximately 36% of
turnover is derived from complex NPK fertilisers followed by
nitrogen-based ammonium nitrate (25%) and urea ammonium nitrate
(13%), as well as urea and ammonia. The company is vertically
integrated, self-sufficient in terms of apatite rock supply and can
tailor product offerings depending on market dynamics.

Diversification does not fully mitigate the impact of overall
trends in fertiliser prices but allows Acron to reduce risks
related to limited access to certain markets (sanctions) and to
quickly adapt to changes in customer preferences.

Grupa Azoty Stake: Acron owns a 19.8% stake in Polish nitrogen
fertiliser producer Grupa Azoty. In 2012, Acron had a bid for a
controlling stake in Azoty to gain access to ammonia feedstock.
With the commissioning of its own 2.1mt of ammonia capacity in
Russia in 2016, the group's strategic interest in Grupa Azoty,
valued at USD149 million as of 31 March 2021, is now purely
financial and could offer some flexibility for deleveraging should
Acron decide to sell the stake.

DERIVATION SUMMARY

Acron is broadly on a par with its Russian fertiliser peers PJSC
PhosAgro (BBB-/Stable), EuroChem Group AG (BB/Stable) and PJSC
Uralkali (BB-/Stable) with regards to global cost position,
backward integration, and significant presence in at least two
regions but falls behind in terms of operational scale and
diversification. However, lower scale is partly offset by lower
leverage metrics compared with EuroChem and Uralkali.

KEY ASSUMPTIONS

-- Nitrogen fertilisers prices gradually declining with urea
    prices from USD280 per tonne in 2021 down to USD250 per tonne
    from 2023;

-- Complex fertilisers prices declining from USD265 per tonne in
    2021, to USD250 per tonne by 2024;

-- Fertiliser output increasing by 4% in 2021 and by 8% in 2022;

-- USD/RUB rate at 74.1 in 2021, 71.5 in 2022, 70 in 2023 and
    2024;

-- VPC's project finance debt deconsolidated;

-- Annual dividend close to USD208 million (RUB15 billion) per
    year to be paid to shareholders over 2021-2024;

-- No material M&A activity.

RATING SENSITIVITIES

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

-- An enhanced operational profile as a result of larger scale or
    product diversification.

-- FFO net leverage below 2x on a sustained basis and adherence
    to prudent financial policy.

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

-- Aggressive capex or dividends resulting in FFO net leverage
    being sustained above 3x.

-- Sustained materially negative FCF.

-- Sharp deterioration in market conditions or cost position
    driving EBITDA margin below 20% on a sustained basis (2020
    reported margin was 28.9%).

BEST/WORST CASE RATING SCENARIO

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

LIQUIDITY AND DEBT STRUCTURE

Liquidity remains adequate. As of March 2021, the company had RUB12
billion of cash and RUB97 billion of available, undrawn credit
lines comfortably covering its short-term financial debt of RUB37
billion. In June 2021, the group signed an additional RUB20 billion
credit facility with VTB maturing in 2026 to cover its liquidity
needs. Approximately RUB51 billion of available lines matures after
2022.

In 2021 the group extended its USD750 million pre-export facility
until 2026, reducing it to USD625 million with no repayments due
until 2024.

ISSUER PROFILE

Acron is a Russian fertiliser producer mainly focusing on complex
NPK fertilisers (36%), nitrogen-based ammonium nitrate fertilisers
(15%), urea ammonium nitrate fertilisers (13%), and urea and
ammonia products.

SUMMARY OF FINANCIAL ADJUSTMENTS

-- RUB2,705 million leases excluded from the total debt amount;

-- RUB543 million of depreciation and RUB177 million of interest
    for leasing contracts treated as operating expenditure,
    reducing EBITDA

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.


EUROINS LTD: Fitch Alters Outlook on 'B' IFS to Stable
------------------------------------------------------
Fitch Ratings has revised the Outlook on Russian Insurance Company
Euroins Ltd.'s (Euroins Russia) Insurer Financial Strength (IFS)
Rating to Stable from Negative and affirmed the IFS Rating at 'B'.

KEY RATING DRIVERS

The revision of Euroins Russia's Outlook to Stable reflects Fitch's
expectation that credit losses within the fixed-income portfolio,
under Fitch's conservative best estimate assumptions for 2021 and
2022, will only be moderate and therefore allow capital and
profitability metrics to remain within tolerances for Euroins
Russia's rating. Fitch's current expectations for Euroins Russia
are more favourable than the pro-forma results implied by Fitch's
2020 coronavirus stress test analysis, which was the basis for the
Negative Outlook.

The rating continues to reflect Euroins Russia's weak business
profile, volatile financial performance, moderately weak
capitalisation and high investment risk.

Fitch continues to assess Euroins Russia's business profile as
least favourable compared with rated Russian peers. Euroins
Russia's share in the local primary non-life insurance sector was
0.17% in 2020 (0.14% in 2019) with gross written premiums of US36.5
million (2019: USD33.0 million), according to the average official
exchange rate of the Central Bank of Russia.

Despite a pandemic-related national lockdown, the insurer's gross
and net written premiums grew by 21% and 9% in 2020. This
aggressive growth was achieved through a notable increase in the
level of acquisition costs. As a result, the improvement in the
loss ratio to 39% in 2020 from 46% in 2019 due to the reduced claim
frequency amid lockdowns was outweighed by an increase in the
commission ratio to 45% from 29%.

Euroins Russia's 2020 underwriting profit was additionally
supported by a large, one-off increase in the subrogation income
credit in respect of the motor third-party liability (MTPL)
business to RUB205 million in 2020 from RUB15 million in 2019. This
improved the combined ratio by 10pp to 101%, only a modest
deterioration in the combined ratio from 99% in 2019. As a result,
the combined ratio remained in line with the 101% average in
2015-2019.

Euroins Russia reported net profit RUB99 million in 2020, compared
with RUB28 million in 2019, with the return-on-equity improving to
16% from 6%. FX gains of RUB72 million and stronger investment
income on investments were the key contributors to stronger profit
in 2020.

Euroins Russia's risk-adjusted capital position, as measured by
Fitch's Prism Factor-Based Model, weakened to below 'Somewhat Weak'
at end-2020 from 'Somewhat Weak' at end-2019. The target capital
requirements grew after the increased business volumes growth and
available capital reduced due to dividends paid. At end-1Q21,
Euroins Russia was compliant with the solvency requirements, with
its regulatory solvency margin standing at 147%.

Russia's new solvency regulation effective end-June 2021 has led
Euroins Russia to restructure parts of its balance sheet, including
receivables. On a pro-forma basis based on the company's
calculations, Euroins Russia's available capital was marginally
higher than the required capital as of end-March 2021. In Fitch's
view, Euroins Russia's available capital is potentially exposed to
some asset concentrations and therefore remains exposed to eroding
the thin buffer in the available capital under the new
requirements.

Fitch believes that the company's recent acquisitions do not
materially weaken Euroins Russia's capital. In 2020 and in 2021
Euroins Russia acquired three run-off portfolios: the compulsory
MTPL portfolio of Insurance Company Prominstrakh Ltd., the
portfolio of voluntary risks of Insurance Company Vital-Polis Ltd.
and the whole run-off portfolio of Insurance Company Geopolis Ltd.
All three ceding companies were local non-life insurers that
transferred their portfolios after the Central Bank of Russia
suspended their licenses. The sum of transferred reserves was
around RUB68 million.

Fitch views the investment risk as high, albeit commensurate with
the rating. Euroins Russia's investment portfolio has historically
been exposed to related-party investments, with the share standing
at 11% at end-2020. At end-2020 the insurer increased its exposure
to equity investments issued by non-residents to 10% at end-2020.
As a result, the risky assets ratio grew to 75% at end-2020 from
55% at end-2019.

Fitch places Euroins Russia in the 'Important' strategic category
for Insurance Company EIG Re AD (EIG: group IFS rating BB-/Rating
Watch Negative). However, ownership remains neutral to the rating,
given the limited differential in EIG's rating with that of Euroins
Russia. Euroins Russia is 48.6%-owned by EIG, with the remaining
51.4% held by Russian individuals.

RATING SENSITIVITIES

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

-- Capital depletion on a sustained basis or a failure to comply
    with the new prudential regulatory requirements.

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

-- A sustained strengthening in the business profile, as measured
    by operating-scale metrics, provided the company adheres to
    sound underwriting practices and maintains the current level
    of portfolio diversification.

-- A proven record of financial support by EIG, either reflected
    in capital support or through an increase in EIG's stake to
    majority ownership.

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.




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

AUTONORIA SPAIN 2021: Fitch Gives 'B+(EXP)' Rating to Cl. F Debt
-----------------------------------------------------------------
Fitch Ratings has assigned Autonoria Spain 2021, FT expected
ratings.

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

       DEBT                        RATING
       ----                        ------
AutoNoria Spain ABS 2021

Class A ES0305565006   LT  AAA(EXP)sf   Expected Rating
Class B ES0305565014   LT  AA+(EXP)sf   Expected Rating
Class C ES0305565022   LT  A(EXP)sf     Expected Rating
Class D ES0305565030   LT  BBB+(EXP)sf  Expected Rating
Class E ES0305565048   LT  BB+(EXP)sf   Expected Rating
Class F ES0305565055   LT  B+(EXP)sf    Expected Rating
Class G ES0305565063   LT  NR(EXP)sf    Expected Rating

TRANSACTION SUMMARY

The transaction is a revolving securitisation of a portfolio of
fully amortising auto loans originated in Spain by Banco Cetelem
S.A.U. (Cetelem, the seller and originator, unrated). Cetelem is a
specialist lender fully owned by BNP Paribas S.A.
(A+/Negative/F1).

KEY RATING DRIVERS

Asset Assumptions Reflect Mixed Portfolio: The securitised
portfolio includes loans for the acquisition of passenger cars (new
and used), motorcycles and recreational vehicles (RecV). Fitch
calibrated separate asset assumptions for each product, reflecting
different performance expectations and product features, such as
the much longer initial tenor of RecV loans of about 11 years
versus the around six year average for the other products.

Fitch has assumed base case lifetime default and recovery rates of
4.6% and 20.1%, respectively, for the blended stressed portfolio,
given the historical data provided by Cetelem, Spain's economic
outlook and the originator's underwriting and servicing
strategies.

Revolving and Pro Rata Amortisation: The portfolio will be
revolving until June 2022 as new eligible receivables can be
purchased by the issuer. The class A to G notes will be repaid pro
rata after the revolving period, unless a sequential amortisation
event occurs if cumulative defaults on the portfolio exceed certain
thresholds or a principal deficiency exceeds 0.5% of the performing
portfolio balance at end of the prior month.

Fitch believes a switch to sequential amortisation is unlikely
during the first years after closing, given the portfolio
performance expectations compared with defined triggers. Fitch
views the tail risk posed by the pro rata paydown as mitigated by
the mandatory switch to sequential amortisation when the notes
balance falls below 10% of its initial balance.

Servicing Disruption Risk Mitigated: Fitch views servicing
disruption risk as mitigated by the liquidity provided in the form
of a cash reserve equal to 1% of the class A to E outstanding
balance, which would cover senior costs and interest on these notes
for more than three months, a period Fitch views as sufficient to
implement alternative arrangements and maintain payment continuity
on the notes.

As the class F notes are excluded from this liquidity arrangement
and their interest payments are non-deferrable when this class is
the most senior tranche, its maximum achievable rating is 'B+sf'
under Fitch's rating criteria.

Mezzanine and Junior Notes' Ratings Capped: The maximum achievable
rating on class B notes is 'AA+sf' and on class C to F is 'A+sf' as
per Fitch's counterparty criteria, due to the minimum eligibility
rating thresholds defined for the hedge provider and guarantor of
'A-' or 'F1' and 'BBB' or 'F2' that are insufficient to support
'AAAsf' and 'AAsf' ratings, respectively. These rating caps do not
apply to the senior class A notes that operate minimum counterparty
ratings of 'A' or 'F1' commensurate with the highest rating
category.

RATING SENSITIVITIES

Developments that may, individually or collectively, lead to
positive rating action include:

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

-- For the class B to F notes, credit enhancement ratios increase
    as the transaction deleverages able to fully compensate the
    credit losses and cash flow stresses commensurate with higher
    rating scenarios.

-- For the class B to F notes, updated swap counterparty
    eligibility triggers that would allow the notes' rating to be
    higher than the established rating caps.

Developments that may, individually or collectively, lead to
negative rating action include:

-- For the class A notes, a downgrade of Spain's Long-Term Issuer
    Default Rating (IDR) that could reduce the maximum achievable
    rating for Spanish structured finance transactions. This is
    because these notes are rated at the maximum achievable
    rating, six notches above the sovereign IDR.

-- Long-term asset performance deterioration, such as increased
    delinquencies or reduced portfolio yield, which could be
    driven by changes in portfolio characteristics, macroeconomic
    conditions, business practices or the legislative landscape.

-- A longer-than-expected coronavirus crisis that deteriorates
    macroeconomic fundamentals in Spain beyond Fitch's base case.
    Fitch has calibrated a coronavirus downside sensitivity linked
    to a 15% increase to the blended default rate assumption on
    the portfolio and a 15% decrease to recoveries. Under this
    scenario the class B and D notes would be downgraded by two
    notches, and the class C and E notes by one notch.

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

Sensitivity to Increased Defaults:

-- Original ratings (class A/B/C/D/E/F): 'AAA(EXP)sf'/
    'AA+(EXP)sf'/ 'A(EXP)sf'/'BBB+(EXP)sf' /'BB+(EXP)sf' /
    'B+(EXP)sf'

-- Increase defaults by 10%: 'AAA(EXP)sf'/ 'AA(EXP)sf'/
    'A(EXP)sf'/'BBB(EXP)sf' /'BB+(EXP)sf' / 'B+(EXP)sf'

-- Increase defaults by 25%: 'AA+(EXP)sf'/ 'AA-(EXP)sf'/
    'BBB+(EXP)sf'/'BBB-(EXP)sf' /'BB(EXP)sf' / 'B+(EXP)sf'

-- Increase defaults by 50%: 'AA(EXP)sf'/ 'A(EXP)sf'/
    'BBB(EXP)sf'/'BB+(EXP)sf' /'BB-(EXP)sf' / 'B-(EXP)sf'

Sensitivity to Reduced Recoveries:

-- Original ratings (class A/B/C/D/E/F): 'AAA(EXP)sf'/
    'AA+(EXP)sf'/ 'A(EXP)sf'/'BBB+(EXP)sf' /'BB+(EXP)sf' /
    'B+(EXP)sf'

-- Reduce recoveries by 10%: 'AAA(EXP)sf'/ 'AA(EXP)sf'/
    'A(EXP)sf'/'BBB(EXP)sf' /'BB+(EXP)sf' / 'B+(EXP)sf'

-- Reduce recoveries by 25%: 'AAA(EXP)sf'/ 'AA(EXP)sf'/
    'A(EXP)sf'/'BBB(EXP)sf' /'BB+(EXP)sf' / 'B+(EXP)sf'

-- Reduce recoveries by 50%: 'AAA(EXP)sf'/ 'AA-(EXP)sf'/ 'A
    (EXP)sf'/'BBB(EXP)sf' /'BB+(EXP)sf' / 'B+(EXP)sf'

Sensitivity to Increased Defaults and Reduced Recoveries:

-- Original ratings (class A/B/C/D/E/F): 'AAA(EXP)sf'/
    'AA+(EXP)sf'/ 'A(EXP)sf'/'BBB+(EXP)sf' /'BB+(EXP)sf' /
    'B+(EXP)sf'

-- Increase defaults by 10%, reduce recoveries by 10%:
    'AAA(EXP)sf'/ 'AA-(EXP)sf'/ 'A-(EXP)sf'/'BBB(EXP)sf'
    /'BB+(EXP)sf' / 'B+(EXP)sf'

-- Increase defaults by 25%, reduce recoveries by 25%:
    'AA+(EXP)sf'/ 'A+(EXP)sf'/ 'BBB+(EXP)sf'/'BB+(EXP)sf'
    /'BB(EXP)sf' / 'B(EXP)sf'

-- Increase defaults by 50%, reduce recoveries by 50%: 'AA
    (EXP)sf'/ 'A-(EXP)sf'/ 'BBB-(EXP)sf'/'BB(EXP)sf' /'B(EXP)sf' /
    'NR(EXP)sf'

BEST/WORST CASE RATING SCENARIO

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

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

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

DATA ADEQUACY

AutoNoria Spain ABS 2021

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

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 the
originator's origination files and found the information contained
in the reviewed files to be adequately consistent with the
originator's policies and practices and the other information
provided to the agency about the asset portfolio.

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

ESG CONSIDERATIONS

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


AUTONORIA SPAIN 2021: Moody's Assigns (P)B1 Rating to Cl. F Notes
-----------------------------------------------------------------
Moody's Investors Service has assigned the following provisional
ratings to notes to be issued by AUTONORIA SPAIN 2021 FONDO DE
TITULIZACION (the "Issuer"):

EUR []M Class A Asset Backed Floating Rate Notes due January 2039,
Assigned (P)Aa1 (sf)

EUR []M Class B Asset Backed Floating Rate Notes due January 2039,
Assigned (P)Aa2 (sf)

EUR []M Class C Asset Backed Floating Rate Notes due January 2039,
Assigned (P)A2 (sf)

EUR []M Class D Asset Backed Floating Rate Notes due January 2039,
Assigned (P)Baa2 (sf)

EUR []M Class E Asset Backed Floating Rate Notes due January 2039,
Assigned (P)Ba2 (sf)

EUR []M Class F Asset Backed Floating Rate Notes due January 2039,
Assigned (P)B1 (sf)

Moody's has not assigned a rating to the Class G Asset Backed Fixed
Rate Notes due January 2039 amounting to EUR []M.

RATINGS RATIONALE

The transaction is a one year revolving cash securitisation of auto
loans extended to obligors in Spain by Banco Cetelem S.A.U. (Banco
Cetelem, NR). Banco Cetelem, acting also as servicer in the
transaction, is a specialized lending company 100% owned by BNP
Paribas Personal Finance (Aa3/P-1/Aa3(cr)/P-1(cr)).

The portfolio of underlying assets consists of auto loans
originated in Spain. The loans are originated via intermediaries or
directly through physical or online point of sale and they are all
fixed rate, annuity style amortising loans with no balloon or
residual value risk, the market standard for Spanish auto loans.
The final portfolio will be selected at random from the portfolio
to match the final note issuance amount.

As of May 25 2021, the pool had 97,911 loans with a weighted
average seasoning of 1.5 years, and a total outstanding balance of
approximately EUR1.1 billion. The weighted average remaining
maturity of the loans is 68.3 months. The securitised portfolio is
highly granular, with top 10 borrower concentration at 0.07% and
the portfolio weighted average interest rate is 7.15%. The
portfolio is collateralised by 64.59% new cars, 26.57% used cars,
6.0% recreational vehicles and 2.84% motorcycles.

Moody's have received a breakdown of vehicles by engine type and
emission standard. A high percentage of the portfolio (79.7%)
adhere to Euro 6 standards.

According to Moody's, the transaction benefits from credit
strengths such as the granularity of the portfolio, the excess
spread-trapping mechanism through a 5 months artificial write off
mechanism, the high average interest rate of 7.15% and the
financial strength of BNP Paribas Group. Banco Cetelem, the
originator and servicer, is not rated. However, it is 100% owned by
BNP Paribas Personal Finance (Aa3/P-1, Aa3(cr)/P-1(cr)).

However, Moody's notes that the transaction features some credit
weaknesses such as (i) a one year revolving structure which could
increase performance volatility of the underlying portfolio,
partially mitigated by early amortisation triggers, revolving
criteria both on individual loan and portfolio level and the
eligibility criteria for the portfolio, (ii) a complex structure
including interest deferral triggers for juniors notes, pro-rata
payments on all classes of notes after the end of the revolving
period, (iii) a fixed-floating interest rate mismatch as 100% of
the loans are linked to fixed interest rates and the classes A-F
are all floating rate indexed to one month Euribor, mitigated by
three interest rate swaps provided by Banco Cetelem (NR) and
guaranteed by BNP Paribas (Aa3(cr)/P-1(cr), Aa3/P-1)).

Moody's analysis focused, amongst other factors, on (1) an
evaluation of the underlying portfolio of receivables and the
eligibility criteria; (2) the revolving structure of the
transaction; (3) historical performance on defaults and recoveries
from the Q1 2011 to Q4 2020 vintages provided on Banco Cetelem's
total book; (4) the credit enhancement provided by the excess
spread and the subordination; (5) the liquidity support available
in the transaction by way of principal to pay interest for classes
A-E (and F-G when they become the most senior class) and a
dedicated liquidity reserve only for classes A-E, and (6) the
overall legal and structural integrity of the transaction.

MAIN MODEL ASSUMPTIONS

Moody's determined the portfolio lifetime expected defaults of
4.0%, expected recoveries of 15.0% and portfolio credit enhancement
("PCE") of 15.0%. The expected defaults and recoveries capture
Moody's expectations of performance considering the current
economic outlook, while the PCE captures the loss Moody's expect
the portfolio to suffer in the event of a severe recession
scenario. Expected defaults and PCE are parameters used by Moody's
to calibrate its lognormal portfolio loss distribution curve and to
associate a probability with each potential future loss scenario in
Moody's cash flow model to rate Auto and Consumer ABS.

Portfolio expected defaults of 4.0% are in line with Spanish Auto
loan ABS average and are based on Moody's assessment of the
lifetime expectation for the pool taking into account (i) historic
performance of the book of the originator, (ii) other similar
transactions used as a benchmark, and (iii) other qualitative
considerations.

Portfolio expected recoveries of 15.0% are lower than the Spanish
Auto loan ABS average and are based on Moody's assessment of the
lifetime expectation for the pool taking into account (i) historic
performance of the book of the originator, (ii) benchmark
transactions, and (iii) other qualitative considerations.

PCE of 15.0% is in line with Spanish Auto loan ABS average and is
based on Moody's assessment of the pool taking into account (i) the
unsecured nature of the loans, and (ii) the relative ranking to the
originators peers in the Spanish and EMEA consumer ABS market. The
PCE level of 15.0% results in an implied coefficient of variation
("CoV") of approximately 51.6%.

CURRENT ECONOMIC UNCERTAINTY:

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

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Auto Loan- and Lease-Backed ABS" published in
December 2020.

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS:

Factors or circumstances that could lead to an upgrade of the
ratings of the notes would be (1) better than expected performance
of the underlying collateral; (2) significant improvement in the
credit quality of Banco Cetelem; or (3) a lowering of Spain's
sovereign risk leading to the removal of the local currency ceiling
cap.

Factors or circumstances that could lead to a downgrade of the
ratings would be (1) worse than expected performance of the
underlying collateral; (2) deterioration in the credit quality of
Banco Cetelem; or (3) an increase in Spain's sovereign risk.




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

REDHALO MIDCO: S&P Assigns Prelim. 'B' LongTerm ICR
---------------------------------------------------
S&P Global Ratings assigned its preliminary 'B' issuer credit
rating to Swedish-based webhosting provider Redhalo Midco and its
preliminary 'B' issue rating to the proposed term loan B and
revolving credit facility (RCF) issued by Redhalo Midco and one.com
group AB.

S&P said, "Our stable outlook reflects that group.ONE will report
over 40% revenue growth in 2021 and about 20% in 2022 on
consolidation of already-made acquisitions and price increases. We
expect the company to reduce S&P Global Ratings-adjusted debt to
EBITDA to or below 6.5x by 2022 while maintaining its adjusted free
operating cash flow (FOCF) to debt above 5%.

"We expect group.ONE's adjusted debt to EBITDA will improve toward
6.5x by 2022 after a peak at about 10.7x in 2021 (not pro forma)."

Since acquiring the group in 2019, Cinven has pursued a growth
strategy by acquisitions. After acquiring seven webhosting
companies and one software provider over 2020-2021, Cinven is
refinancing group.ONE's debt structure with a EUR375 million senior
secured term loan B and a EUR100 million pari-passu RCF. It also
intends to fund itself a EUR65 million dividend using debt proceeds
and EUR15 million of cash on balance sheet. S&P expects adjusted
leverage to temporary rise to about 10.7x in 2021 (pro forma the
full consolidation of recent acquisitions made, it estimates
leverage would be around 8.0x), before reducing to 6.5x in 2022
under its base case, owing to absolute EBITDA and FOCF growth from
enlarged perimeter and price increase.

S&P anticipates that group.ONE will improve its profitability and
accelerate its EBITDA growth over the next few years.

The group's EBITDA, as adjusted by S&P Global Ratings, will likely
increase by more than 30% in 2021 and by more than 60% in 2022,
fueled by revenue growth (full consolidation of entities acquired
over the past 18 months as well as organic growth from price
increases and synergies). S&P expects adjusted EBITDA margin will
increase to the mid-40% area by 2022. The pricing for hosting
subscriptions has continuously risen by around 8% annually since
2018 across group.ONE's core regions; Denmark, Sweden, Norway,
Finland, Netherlands, and Belgium represent 77% of total revenue.
Given that group.ONE's price list is around 20% below the market
average, as well as the relatively unsophisticated nature of its
customer base, S&P expects further price increases will only
minimally affect the group's annual churn of about 15.7% (13.8% for
its six core countries). The improvement in profitability will be
further supported by group.ONE's in-house developed, higher margin
upsale products, as well as by synergies realized following the
completed integration of recently acquired entities.

group.ONE's credit quality should remain supported by a number of
strengths over the coming couple of years.

The company provides domain registration, web hosting services, and
other digital tools to SMEs across its main 10 markets. It benefits
from:

-- No. 1 or 2 positions in Denmark, Sweden and Norway, where it
derives 40% of its revenue, while it holds the no. 3 position in
Finland, The Netherlands, and Belgium, where it generates 37% of
its revenue.

-- High share of proprietary software solutions and a lower
dependence on third-party software providers, which result in
above-market-average profitability despite lower prices on average
than competitors.

-- Positive FOCF.

-- Low customer concentration with more than 2.84 million
subscriptions over an average 12-month contract length and more
than 90% of revenue from customers paying less than EUR500
annually, providing solid visibility.

-- Favorable industry trends led by many procurers of goods and
small businesses opting for an online presence, particularly
prompted by the COVID-19 situation.

-- However, the rating also weighs in group.ONE's relatively small
scale and competition with better capitalized and significantly
larger players.

Even though the company is expected to continue growing through
acquisitions, its EBITDA of EUR35 million-EUR40 million in 2021 is
small, notably compared with rated peers like Go Daddy (EUR580
million-EUR600 million) and team.blue (EUR120 million-EUR150
million). Additionally, group.ONE operates in the highly fragmented
and competitive webhosting industry with generally modest barriers
to entry, narrow product profile, and relatively low product
differentiation. The domain registration and web hosting market
remains highly competitive, with limited product differentiation.
Although the local European markets are somewhat shielded from
global giants like Go Daddy, these markets remain highly
competitive. A prospective customer for domain registration or web
hosting has a wide array of solutions to choose from, including
some that are free-to-use, intensifying the competition. Many local
players operate in each country and there is little distinction
between different solutions and products from the customer
perspective. Developing a solution also requires little capital
investment. For new entrants, however, the sheer number of players
in the market complicates developing scale without pronounced
differentiation.

S&P said, "The stable outlook reflects our expectation that
group.ONE will report over 40% revenue growth in 2021 and about 20%
in 2022 on consolidation of already-made acquisitions and price
increases. We expect the company to reduce S&P Global
Ratings-adjusted debt to EBITDA to or below 6.5x by 2022 while
maintaining its adjusted free operating cash flow (FOCF) to debt
above 5%."

Downside scenario

S&P said, "We could lower the rating if adjusted debt to EBITDA
remains above 7.5x or FOCF to debt falls below 5% on a prolonged
basis. We think this could occur if group.ONE made additional large
debt-funded acquisitions. Alternatively, if weak macroeconomic
conditions caused SMEs to fail, the company could experience higher
churn. Finally, new entrants to the market could heighten
competition in key geographies."

Upside scenario

S&P said, "We see an upgrade as unlikely over the next 12 months,
given group.ONE's highly leveraged capital structure. However, we
could raise the rating if adjusted debt to EBITDA reduces
sustainably below 5x and FOCF to debt increases above 10%."




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

KONGSBERG AUTOMOTIVE: Moody's Alters Outlook on B1 CFR to Stable
----------------------------------------------------------------
Moody's Investors Service has changed the outlook on the ratings of
Kongsberg Automotive ASA to stable from negative. Concurrently,
Moody's has affirmed Kongsberg's B1 corporate family rating and the
B1-PD probability of default rating. Moody's has also affirmed the
B1 rating of the EUR275 million guaranteed senior secured notes
issued by Kongsberg's financing subsidiary Kongsberg Actuation
Systems B.V.

"The stabilization of Kongsberg's outlook reflects the continued
recovery of the automotive industry globally and the expectation
that Kongsberg will be able to improve profitability materially and
start generating positive free cash flow in 2021.", said Matthias
Heck, a Moody's Vice President -- Senior Credit Officer and Lead
Analyst for Kongsberg. "The rating affirmation reflects the
expectation that the improvements will lead to leverage and margin
levels required for the B1 in 2021 already and improve further in
2022.", added Mr. Heck.

RATINGS RATIONALE

The stable outlook reflects the continued recovery of the global
automotive industry. After a 14% decline in global light vehicle
sales in 2020, Moody's expects a recovery of 7% in 2021 and another
6% in 2022. Concurrently, truck markets especially in Europe and
North America are recovering from the trough in 2020, which was
caused by the pandemic. The company has also shown a strong order
intake of EUR1.2 billion in the last twelve months, representing a
book-to-bill ratio of 1.2x. For 2021, Kongsberg expects to recover
sales to around EUR1.13 billion (EUR969 million in 2020), improve
its company-adjusted EBIT by EUR50 million to around EUR60 million
and generate positive free cash flows of around EUR10 million,
after a reported loss of EUR37 million in 2020.

In this environment, Moody's expects Kongsberg's credit metrics to
recover in 2021 to levels, which are required for the B1, including
EBITA margins (Moody's adjusted) of above 5% (1.7% at LTM March
2021), and a leverage of a maximum of 4.0x debt/EBITDA (Moody's
adjusted; 6.4x at LTM ended March 2021). Moreover, the stable
outlook reflects that Kongsberg will no longer burn cash but start
generating positive free cash flows (FCF) in 2021.

The affirmation of Kongsberg's ratings reflects its (1)
well-diversified end markets, with the majority of sales coming
from Light Duty Vehicles (LDVs), around one quarter from Heavy Duty
Vehicles (HDVs), and the remainder from Power Sports, Heavy
Equipment, and Industrial and Other; (2) strong market positions in
very profitable specialty products, and limited competition because
of significant entry barriers arising from the niche market size
and the overall low share of total costs for final products; (3)
good customer diversification, with the largest customer
representing 13% of 2020 revenues and no customer accounting for
more than 10%, and well-represented end markets among the top 10
customers; and (4) continued conservative financial policy, as
illustrated by the rights issue in 2020, and a good liquidity
profile.

Kongsberg's B1 CFR remains constrained by (1) the company's
exposure to the global automotive industry markets for trucks and
passenger cars, which are highly cyclical and highly competitive;
(2) the company's relatively small size in the context of the
global automotive supplier industry, with revenue of approximately
EUR1.0 billion (LTM March 2021); (3) a history of negative FCF
generation over the past three years, with negative FCF generation
in the range of EUR10 million to EUR40 million, resulting from
significant restructuring efforts, higher working capital built up
and the downturn of global automotive production through mid-2020;
(4) exposure to volatile raw material prices.

LIQUIDITY

Moody's consider Kongsberg's liquidity good. As of March 2021, the
company's cash balance was around EUR71 million, and the company
had access to a revolving credit facility (RCF) of EUR70 million,
which was undrawn. The RCF is subject to a financial covenant test
when it is drawn more than 40%. In October 2020, Kongsberg also
entered into a committed EUR60 million securitization arrangement,
which is subject to certain conditions. The facility, which was
undrawn at the end of March 2021, is not included in Moody's
liquidity analysis but could provide some liquidity support in a
stress case. Over the next 12-18 months, Moody's expect the group
to generate slightly positive FCF. The cash sources of around
EUR140 million (excluding the securitization facility) are well in
excess of working cash needs (around EUR30 million or 3% of
revenues), absent of any major short-term debt maturities.
Kongsberg's EUR275 million guaranteed senior secured notes will
mature in 2025.

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

Upward pressure on the ratings could develop if Kongsberg is able
to (1) reduce its leverage towards 3x debt/EBITDA, (2) continues to
generate a Moody's-adjusted EBITA margin (including restructuring
charges) of above 8% on a sustainable basis, (3) improve its free
cash flow generation to more than 5% FCF/debt sustainably, and (4)
further improve its liquidity profile.

Downward pressure on the ratings could arise if (1) debt/EBITA does
not improve towards 4x by 2021, (2) EBITA margin remains below 5%,
(3) free cash generation remains negative, and (4) liquidity
weakens.

LIST OF AFFECTED RATINGS:

Issuer: Kongsberg Actuation Systems B.V.

Affirmations:

BACKED Senior Secured Regular Bond/Debenture, Affirmed B1

Outlook Actions:

Outlook, Changed To Stable From Negative

Issuer: Kongsberg Automotive ASA

Affirmations:

LT Corporate Family Rating, Affirmed B1

Probability of Default Rating, Affirmed B1-PD

Outlook Actions:

Outlook, Changed To Stable From Negative

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Automotive
Suppliers published in May 2021.

COMPANY PROFILE

Kongsberg Automotive ASA (Kongsberg) is a global automotive
supplier headquartered in Zurich, Switzerland, and is publicly
listed in Norway. Kongsberg is a manufacturer and supplier of
specialty products (33% of sales in 2020), interior products (28%),
and powertrain and chassis (P&C) products (39%) for automotive and
HDV producers. Its main products include air couplings, fluid
transfer systems, light-duty cables, interior comfort systems,
transmission control and vehicle dynamics. The company employs
around 11,200 people in 41 manufacturing facilities and innovation
centres in Europe, North America, the Americas and Asia. In 2020,
the group generated revenue of EUR969 million.




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

APPLE INTERNATIONAL: Goes Into Liquidation After Owner's Arrest
---------------------------------------------------------------
Eleanor Pringle at Eastern Daily Press reports that Apple
International, a helicopter company based in Norfolk, has fallen
into liquidation owing more than half a million pounds after its
managing director was arrested overseas and spent six months in a
US jail.

The company, which was based near Long Stratton, refurbished BELL
helicopters before selling them on, with the bulk of trade
happening in the US.

The company, led by Richard Harper, began facing trouble after the
2008 financial crash but finally collapsed last year after the boss
was arrested at the US border -- en route to a helicopter
convention -- for fraud for sale of parts, international money
laundering and identity theft, Eastern Daily Press relates.

Mr. Harper plead guilty to the fraud allegation and spent six
months in an American jail, with the other charges dropped, Eastern
Daily Press discloses.  He has since been released and is believed
to be back in Norfolk, Eastern Daily Press notes.

Richard Cacho, of RCM Advisory, was appointed administrator in
February 2020 before transitioning to a company liquidation in
March this year in order to recoup some of the GBP533,236.31 owed
to creditors, the majority of which are not based in Norfolk,
Eastern Daily Press recounts.

According to Eastern Daily Press, Mr. Cacho said that there were no
preferential creditors on the statement of affairs -- which
features sums like GBP59,964 to Ohio-based Airwolf Aerospace and
GBP46,564 to Belgravia's Ebury Partners Finance.


DEBENHAMS PLC: Malta Store to Close Following UK Liquidation
------------------------------------------------------------
Malta Independent reports that Debenhams Malta will close its doors
as a result of the withdrawal of the franchise internationally.

This was announced in a statement by Debenhams Malta's operators --
United Finance and United Department Stores, Malta Independent
notes.

According to Malta Independent, following the announcement in 2020
by Debenhams UK that it will be ceasing its operations and go into
liquidation, the last stores in the UK closed on May 15, 2021.

"Although the Debenhams stores in Malta have been operated
independently from the UK under a franchise agreement, operations
are nonetheless intrinsically tied to the UK Company for the
granting of the franchise as well as the supply of merchandise,"
Malta Independent quotes the company as saying.

"Thus, the winding up of the UK company has resulted in the
withdrawal of the franchise internationally.  As a result, United
Department Stores Limited has had to take the difficult decision to
also wind up the local outlets of the Debenhams franchise."


GFG ALLIANCE: Nears Agreement to Settle TransAsia Simec Dispute
---------------------------------------------------------------
Jonathan Browning at Bloomberg News reports that Sanjeev Gupta's
GFG Alliance is close to an agreement to settle a dispute with a
Hong Kong-based asset manager regarding unpaid debts, according to
a person familiar with the matter.

GFG is close to a settlement with TransAsia Private Capital, which
was pressing to take control of a block of shares in Simec Atlantis
Energy Ltd., a tidal-power developer owned by GFG, the person, as
cited by Bloomberg, said, asking not to be identified as the matter
is confidential.  A GFG unit owns 43% of U.K.-listed Simec,
Bloomberg notes.

The Financial Times, which reported the identity of the Hong Kong
fund earlier, said TransAsia has more than US$71 million in unpaid
debts from Liberty Commodities, the trading arm of GFG, Bloomberg
relates.  TransAsia had previously appointed receivers regarding
the shareholding, Bloomberg states.

GFG, a loose collection of industrial companies, has been fighting
to avoid collapse after the demise of Greensill Capital, its
biggest lender in March, Bloomberg recounts.

Owners Sanjeev Gupta and his father Parduman have been in talks
with investors to refinance loans to U.K. and Australian units as
Credit Suisse Group AG, the biggest buyer of loans to GFG through
Greensill, sought to push them into insolvency, Bloomberg relates.


VICTORIA PLC: Fitch Raises Sr. Secured Notes to 'BB+'
-----------------------------------------------------
Fitch Ratings has upgraded Victoria plc's senior secured notes
(SSN) rating to 'BB+' from 'BB' and removed the rating from Under
Criteria Observation (UCO). The Recovery Rating is 'RR2'.

Fitch has also removed Victoria's 'BB-' Long-Term Issuer Default
Rating (IDR) from UCO.

The upgrade of the senior secured instruments reflects Fitch's
application of the agency's updated Corporates Recovery Ratings and
Instrument Ratings Criteria. The ratings were placed on UCO
following the publication of the updated criteria on 9 April 2021.

KEY RATING DRIVERS

Recovery Ratings Criteria Update: The RR and instrument rating for
Victoria plc's SSNs are based on Fitch's newly introduced rating
grid for issuers with 'BB' category IDRs. This grid reflects
average recovery characteristics of similar-ranking instruments.
Victoria's senior secured ratings are viewed as a category 2
first-lien, which translates into a two-notch uplift from the IDR
of 'BB-' with a 'RR2'.

RATING SENSITIVITIES

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

-- Continued increase in scale and product/geographical
    diversification as well as successful integration of acquired
    businesses;

-- Funds from operations (FFO) net leverage below 2.0x;

-- EBITDA margin increasing towards 19%.

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

-- Material drop in EBITDA margin towards 15%;

-- Breach of stated financial policy leading to FFO net leverage
    above 3.5x for a sustained period;

-- Failure to recover from the Covid-19 crisis in the next two
    years leading to free cash flow margin in low single digits
    and FFO net leverage above 3.5x in 2023.

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.

ISSUER PROFILE

Victoria plc (Victoria) is an AIM-listed UK-based company
designing, manufacturing and distributing flooring products
including carpet, ceramic tiles, underlay, luxury vinyl tiles,
artificial grass and flooring accessories.

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.


[*] UK: Lockdown Easing Delay to Have Critical Impact on Firms
--------------------------------------------------------------
BBC News reports that delaying lockdown easing could have a
"critical impact" on already struggling businesses and cost UK
hospitality GBP3 billion in lost sales, industry groups say.

According to BBC, the government is expected to say that current
coronavirus rules will remain in place for another four weeks after
the planned June 21 unlocking.

Capacity limits will remain in pubs and cinemas and nightclubs will
stay shut, BBC notes.

Junior Health Minister Ed Argar said he expected there to be more
aid to help businesses cope, BBC relates.

According to BBC, ministers are concerned about the spread of the
Delta variant of coronavirus, now the most prevalent in the UK,
which is around 60% more transmissible than the Alpha variant first
identified in Kent.

UK Hospitality, which represents pubs, bars and restaurants, said
it recognized the government had a balance to strike, but it said
many businesses were already deeply in debt and called for greater
levels of government support, BBC relays.

"Even now, with partial reopening, sector sales remain down 42% and
300,000 jobs remain protected by furlough," BBC quotes boss Kate
Nicholls as saying.

"A one-month delay to restrictions lifting would cost the sector
around GBP3 billion n in sales -- but would also have a knock-on
impact on bookings throughout the summer and into the autumn."

The Night Time Industries Association, which represents nightclubs
among other venues, said businesses had been waiting to open for
more than 15 months and many had made financial commitments ahead
of June 21, BBC notes.

It said 54% of businesses it surveyed had ordered stock, 73% had
called in staff and 60% had sold tickets, BBC discloses.  The trade
group says it will legally challenge any delay, arguing that levels
of mortality, hospitalization and infection are still relatively
low, according to BBC.

"To delay would have a huge impact on the sector, losing many
businesses [and] livelihoods culminating in further loss of
confidence in the sector," BBC quotes chief executive Michael Kill
as saying.

"We will see many more illegal unregulated events take the place of
businesses that are licensed and regulated across the country as
people express their frustration," he added.

The Treasury has said eligible businesses will continue to benefit
from business rates relief, VAT reduction and the Recovery Loan
Scheme. The furlough scheme and support for the self-employed is in
place until September, BBC notes.

But business groups want the chancellor to go further, BBC relays.

The British Chambers of Commerce (BCC) said business support
measures should reflect the level of restrictions announced and
remain in place until the economy is able to reopen fully,
according to BBC.


[*] UK: More Job Losses Expected if Furlough Support Not Extended
-----------------------------------------------------------------
Jane Bradley at The Scotsman reports that Alison Thewliss MP warned
businesses could be forced to make thousands of people redundant
after the UK Government's plans to phase out financial support for
businesses and workers begin from July 1, despite continued
lockdown restrictions.

The SNP shadow chancellor said it was crucial that full furlough
support at 80% of wages, and the business rates freeze, were
extended for as long as is necessary, including until Covid
restrictions are fully lifted.

Ms. Thewliss' comments come after First Minister Nicola Sturgeon
last week called on the UK Government to extend furlough, rule out
a return to austerity and prioritize a just recovery from the
pandemic.

According to The Scotsman, a Treasury spokesperson said: "The UK
government has provided billions in additional support to protect
Scottish jobs throughout the pandemic and the Scottish government
is in charge of covid restrictions in Scotland. The furlough scheme
is in place until September -- we deliberately went long with our
support to provide certainty to people and businesses over the
summer."

He added: "To date, the furlough scheme has supported over 11.5
million jobs at a cost of nearly GBP65 billion.  The number of
people on the furlough scheme has already fallen to the lowest
level this year with more than a million coming off the scheme in
March and April -- showing our Plan for Jobs is working.

"Businesses can continue to access other support including VAT cuts
and our Recovery Loan scheme."


[*] UK: Nightclub, Music Venues Can Access GBP13MM Emergency Fund
-----------------------------------------------------------------
Scottish Licensed Trade News reports that nightclub and music venue
operators can apply to access a GBP13 million Scottish Government
emergency fund as of this week, which aims to help businesses
"prevent insolvency or significant job losses due to the ongoing
impact of the COVID-19 pandemic".

According to Scottish Licensed Trade News, the second round of the
Culture Organisations and Venues Recovery Fund, which is being
administered by Creative Scotland alongside a GBP12 million second
round of the Performing Arts Venues Relief Fund, opens for
applications on June 17 and close on June 24.

The new round of the Culture Organisations and Venues Recovery
Fund, which covers the six-month period from April 1, 2021 to
September 30, 2021, is open to venues including those where music
is "central to the venue's business model"; which "present a
programme of regular live comedy (at least twice a week) for a
paying audience"; and nightclubs -- venues which are "usually open
in the evening and primarily present a curated programme of
recorded music for dancing for an entrance fee", Scottish Licensed
Trade News discloses.  The guidance states that Creative Scotland
cannot accept applications from "businesses that operate activities
that the Scottish Government has determined to be ineligible for
support, including adult entertainment venues and gambling
activities".

Creative Scotland said funds will be open to previous recipients of
funding from the first round who are in need of further emergency
support and new applicants that were eligible for the first round
who are now in need of emergency support, Scottish Licensed Trade
News relates.  Both funds will also include an option for urgent
payment of a proportion of the emergency funding being applied for
"to support any organisations who are at immediate risk of
insolvency", according to Scottish Licensed Trade News.

Applicants awarded up to GBP150,000 in the first round of the fund
can apply for up to GBP75,000 this time; those awarded more than
GBP150,000 in the first round can apply for up to GBP125,000; and
new eligible applicants who haven't previously applied or been
awarded funding in the first round can apply for between GBP10,000
and GBP75,000, Scottish Licensed Trade News relays.



                           *********


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

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

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

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