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

                          E U R O P E

          Wednesday, November 24, 2021, Vol. 22, No. 229

                           Headlines



F R A N C E

PIXEL 2021: Fitch Assigns Final BB+ Rating to Class F Tranche
PIXEL 2021: S&P Assigns B-(sf) Rating to EUR6.2MM Cl. F-Dfrd Notes
SOLOCAL GROUP: Fitch Affirms 'CCC+' LT IDR


G R E E C E

PUBLIC POWER: S&P Affirms 'B+' LT ICR, Outlook Positive


I R E L A N D

PALMER SQUARE 2022-1: S&P Assigns B- (sf) Rating to Cl. F Notes


L U X E M B O U R G

NORTHPOLE NEWCO: Moody's Cuts CFR to Caa2 & Alters Outlook to Neg.


N E T H E R L A N D S

PRECISE MIDCO: Moody's Affirms B3 CFR Amid EUR340MM Loan Add-on


N O R W A Y

B2HOLDING ASA: Moody's Affirms Ba3 CFR & Alters Outlook to Stable


R U S S I A

KS BANK: Bank of Russia Terminates Provisional Administration


S W E D E N

VOLVO CAR: Moody's Affirms Ba1 CFR, Alters Outlook to Positive


U N I T E D   K I N G D O M

BEDFORD HOTEL: Administrators Unlikely to Complete Hotel Project
BLACK DOG: Goes Into Liquidation
DERBY COUNTY FC: Administrators Hope to Identify Preferred Buyer
JIGSAW: Suppliers File Claims for GBP47MM Following Restructure
MCE INSURANCE: Enters Into Administration, Halts Operations

TUDOR ROSE 2021-1: S&P Puts Prelim BB (sf) Rating to X1-Dfrd Notes

                           - - - - -


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F R A N C E
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PIXEL 2021: Fitch Assigns Final BB+ Rating to Class F Tranche
-------------------------------------------------------------
Fitch Ratings has assigned Pixel 2021 final ratings.

     DEBT               RATING               PRIOR
     ----               ------               -----
Pixel 2021

A FR0014004TE8    LT AAAsf    New Rating    AAA(EXP)sf
B FR0014004TF5    LT AA+sf    New Rating    AA+(EXP)sf
C FR0014004TG3    LT A+sf     New Rating    A+(EXP)sf
D FR0014004TH1    LT BBB+sf   New Rating    BBB+(EXP)sf
E FR0014004TI9    LT BBB-sf   New Rating    BBB-(EXP)sf
F FR0014004TJ7    LT BB+sf    New Rating    BB+(EXP)sf
G FR0014004TK5    LT NRsf     New Rating    NR(EXP)sf

TRANSACTION SUMMARY

Pixel 2021 is a 12-month revolving securitisation of equipment
lease receivables originated in France by BNP Paribas Lease Group
(BPLG) and granted to SMEs and other corporate debtors that have
their place of business in France. It is the first securitisation
from BPLG. All leases bear a fixed interest rate and are amortising
with constant instalments.

KEY RATING DRIVERS

No RV Risk: The portfolio comprises operating leases (97.8%) and
finance leases with purchase option from the lessees (2.2%). Office
equipment makes up the majority of leased assets, in the form of
multi-function printers (61.7%). The eligibility criteria exclude
leases with a residual value (RV) greater than EUR2 and the RV
component of the lease agreements is not part of the
securitisation.

Revolving Period Risk Mitigated: The transaction has a maximum
12-month revolving period. The combination of early amortisation
triggers, short length of the revolving period, eligibility
criteria and available credit enhancement (CE) mitigate the risk
introduced by the revolving period. Fitch has also stressed the
potential decrease in the portfolio's average interest rate as a
consequence of its replenishment.

Hybrid Pro-Rata Redemption: The notes are paid based on their
target subordination ratios (as percentages of the performing and
delinquent portfolio balance) during the amortisation period. The
subordination ratio for each class is equal to its initial CE,
which means all the notes amortise pro rata if no sequential
amortisation event occurs and there is no principal deficiency
ledger in debit.

No Liquidity Protection for Junior Notes: The class A to D notes
benefit from a liquidity reserve funded at closing, which in
Fitch's view, protects the transaction against a disruption in the
collection process. The class E and F notes do not have access to
this. Fitch believes that the daily transfers from the servicer's
accounts to a specially dedicated account held by an eligible
entity mitigate payment interruption risk for the junior notes at
their current ratings. However, the class E and F notes' ratings
will not be upgraded above the 'Asf' category.

Maintenance-related Risk Mitigated: BPLG is responsible for
providing equipment maintenance to about 15% of the portfolio, by
coordinating a network of third-party repairers. The non-provision
of maintenance services by BPLG could make the lease agreements
void. However, Fitch believes that the need to post a reserve upon
a downgrade of an eligible maintenance reserve guarantor mitigates
this risk.

RATING SENSITIVITIES

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

Expected impact on the notes' rating of increased defaults (class
A/B/C/D/E/F):

-- Increase base case defaults by 10%:
    'AAAsf'/'AA+sf'/'A+sf'/'BBB+sf'/'BBB-sf'/'BBsf'

-- Increase base case defaults by 25%:
    'AAAsf'/'AAsf'/'Asf'/'BBBsf'/'BB+sf'/'BBsf'

-- Increase base case defaults by 50%:
    'AAAsf'/'A+sf'/'BBB+sf'/'BBB-sf'/'BBsf'/'Bsf'

Expected impact on the notes' rating of decreased recoveries (class
A/B/C/D/E/F):

-- Reduce base case recovery by 10%:
    'AAAsf'/'AA+sf'/'A+sf'/'BBB+sf'/'BBB-sf'/'BBsf'

-- Reduce base case recovery by 25%:
    'AAAsf'/'AA+sf'/'Asf'/'BBBsf'/'BB+sf'/'BB-sf'

-- Reduce base case recovery by 50%: 'AAAsf'/'AA+sf'/'A-
    sf'/'BB+sf'/'BB-sf'/'CCCsf'

Expected impact on the notes' rating of increased defaults and
decreased recoveries (class A/B/C/D/E/F):

-- Increase base case defaults by 10%, reduce recovery rate by
    10%: 'AAAsf'/'AA+sf'/'Asf'/'BBBsf'/'BB+sf'/'BBsf'

-- Increase base case defaults by 25%, reduce recovery rate by
    25%: 'AAAsf'/'AA-sf'/'BBB+sf'/'BB+sf'/'BB-sf'/'B-sf'

-- Increase base case defaults by 50%, reduce recovery rate by
    10%: 'AA+sf'/'Asf'/'BBB-sf'/'B+sf'/'NR'/'NR'

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

Expected impact on the notes' rating of decreased defaults and
increased recoveries (class A/B/C/D/E/F):

-- Decrease base case defaults by 10%, increase recovery rate by
    10%:'AAAsf'/'AAAsf'/'A+sf' /'Asf'/'BBB+sf'/'BBB-sf'

-- Decrease base case defaults by 25%, increase recovery rate by
    25%:'AAAsf'/'AAAsf'/'AAsf' /'A+sf'/'Asf'/'BBB+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

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.

PIXEL 2021: S&P Assigns B-(sf) Rating to EUR6.2MM Cl. F-Dfrd Notes
------------------------------------------------------------------
S&P Global Ratings has assigned its credit ratings to the class A
to F-Dfrd floating-rate notes issued by Pixel 2021 Fonds Commun de
Titrisation, a French equipment lease transaction originated by BNP
Paribas Lease Group SA. At closing, the issuer also issued unrated
asset-backed fixed-rate class G-Dfrd notes.

BNP Paribas Lease Group S.A. is a fully owned subsidiary of BNP
Paribas Leasing Solutions, a leading European provider of
financing, leasing, renting, and remarketing of professional
equipment services. BNP Paribas Lease Group operates primarily in
France, but has branches and subsidiaries across Europe. BNP
Paribas Lease Group is controlled and supported by BNP Paribas
S.A., a leading global financial institution.

The transaction securitizes lease receivables arising from the sale
of technological assets (office, IT, and telecom equipment, as well
as healthcare and specialist technology) to small and medium
enterprises and other corporate debtors that have their place of
business in France. There is no residual value in this
transaction.

The transaction will be revolving for 12 months. S&P has considered
the overall portfolio limits as the portfolio characteristics can
change during this period.

The assets pay a monthly or quarterly fixed interest rate, and the
rated notes pay three-month Euro Interbank Offered Rate (EURIBOR)
plus a margin subject to a floor of zero. The rated notes benefit
from two interest rate swaps which, in our opinion, will mitigate
the risk of potential interest rate mismatches between the
fixed-rate assets and floating-rate liabilities.

A combination of note subordination and excess spread provides
credit enhancement for the rated notes. A reserve provides
liquidity support to the class A to D-Dfrd notes.

The transaction has a split waterfall, with a principal and
interest priority of payments. However, principal can be diverted
to pay senior fees and interest if insufficient funds are
available. Furthermore, the default-based principal deficiency
ledger mechanism will capture excess spread.

According to the transaction's terms and conditions, interest can
be deferred on any class of notes except for the most senior,
without triggering an early amortization event. S&P said, "Our
rating on the class A notes addresses the timely payment of
interest and ultimate payment of principal, while our ratings on
the class B-Dfrd to F-Dfrd address the ultimate payment of interest
and principal no later than the legal final maturity date."

The notes will amortize pro rata, unless one of the sequential
amortization events occurs. From that moment, the transaction will
switch permanently to sequential amortization.

The class F-Dfrd notes are not able to withstand our stresses at
the 'B' rating level. S&P said, "We believe the repayment of this
class does not depend on favorable conditions, as in a steady state
scenario the issuer would be able to meet its obligations under
this class. We have therefore assigned our 'B- (sf)' rating in line
with our criteria."

S&P said, "Our ratings are not constrained by the application of
our sovereign risk criteria for structured finance transactions or
our counterparty risk criteria. The application of our operational
risk criteria does not cap the ratings in this transaction."

The issuer is a French fonds commun de titrisation (FCT), which S&P
considers to be bankruptcy remote.

  Ratings

  CLASS     RATING*    AMOUNT (MIL. EUR)

  A         AAA (sf)     380.0
  B-Dfrd    AA- (sf)      47.0
  C-Dfrd    A- (sf)       29.0
  D-Dfrd    BBB- (sf)     17.0
  E-Dfrd    BB- (sf)       9.5
  F-Dfrd    B- (sf)        6.2
  G-Dfrd    NR            11.3

*S&P's rating on the class A notes addresses the timely payment of
interest and ultimate payment of principal, while its ratings on
the class B-Dfrd to F-Dfrd notes address the ultimate payment of
interest and principal no later than the legal final maturity
date.
NR--Not rated.


SOLOCAL GROUP: Fitch Affirms 'CCC+' LT IDR
------------------------------------------
Fitch Ratings has affirmed Solocal Group's Long-Term Issuer Default
Rating (IDR) at 'CCC+'. Fitch has also affirmed Solocal's senior
secured debt at 'B-'/RR3.

The affirmation is underpinned by the overall stabilisation of
Solocal's financial and execution risk profiles, both in line with
its rating. The company has made progress with the transition of
its clients to a subscription model. Although the reduction in the
number of clients is slowing, it is continuing. The commercial
strategy announced by the new management, focused on improved
customer coverage, mainly for small businesses in rural and
suburban areas, is sound but bears execution risks.

Fitch expects funds from operations (FFO) gross leverage to
stabilise around 2.6x-2.7x over the next few years. This follows a
spike at 3.3x in 2020, led by a reduction in FFO due to the effects
of the pandemic. Solocal's earliest debt maturity is in 2023,
extendable into 2024. Fitch believes that the company needs to
further consolidate its operational turnaround to lower its
refinancing risk. In Fitch's view, the current operating profile
and weak free cash flow (FCF) generation limit refinancing
options.

KEY RATING DRIVERS

Refinancing Risk is Key: Solocal's bonds and term loan are due in
2025, while its super senior line is due in 2023. At maturity the
super senior lenders may accept cash, share-based payments or
extend maturities into 2024, mostly at their discretion. Fitch
believes that Solocal currently has access to debt markets only at
premium pricing or through amendments and extensions. A sustained
operational turnaround, proven deleverage capabilities and a
restored FCF generation are central to mitigating refinancing risk.
Voluntary prepayments funded by excess cash may also ease the
pressure. Achieving the new management's 2022 goals would improve
the company's refinancing prospects.

Limited Deleveraging Potential: Solocal's leverage is relatively
low for its rating. However, Fitch believes it is the highest
sustainable by the company, taking into consideration the company's
record of debt-to-equity conversions. Fitch's FFO gross leverage
spiked at 3.3x at end-2020, due to the effects of the pandemic.
Fitch expects it to remain at about 2.7x until the end of 2023, the
time of the expected reimbursement of the super senior debt. The
lack of deleveraging is due to the lack of EBITDA growth and
limited prospects of debt prepayments.

Stable Liquidity: Solocal's liquidity remains limited, albeit with
signs of stabilisation. A cash buffer was restored in 2020, thanks
to debt conversions and injection of new money. Fitch expects it to
be unchanged in 2021, due to neutral to positive FCF generation and
a minor super senior prepayment, half of which was served through a
share issuance.

Fitch forecasts the cash position to reduce thereafter, mainly due
to scheduled debt repayments. The cash balance Fitch forecasts for
2023 is insufficient to reimburse the super senior commitments in
cash. Fitch factors in EUR20 million of minimum cash for
operations. The group does not have headroom to drawdown under any
facility, and equity funding is currently not an option.

Slowly Declining Customers: The number of Solocal's customers
continues to decline, although at a slowing pace. The company had
about 311,000 at 3Q21, around 3,000 less than 3Q20. Customer churn
is still a significant issue, even with new client acquisitions.
Fitch expects the customer base to continue its slow decline into
2023 and to stabilise at about 305,000 in 2024. Solocal's new
management team aims to refocus its commercial efforts on rural and
suburban areas. These areas have the majority of Solocal's clients,
mainly micro and small businesses. Fitch believes Solocal
customers' digital advertising spend is volatile. However, an
upside scenario is possible under the new commercial approach.

Full Transition to Subscriptions: About 90% of Solocal's clients
are now annual subscribers. The remainder are larger accounts with
bespoke contracts. Subscribers are allowed to opt-out with a
four-month notice period prior to their automatic renewal date. The
basic digital storefront offer costs EUR30 a month, prices increase
for websites or tailored digital campaigns. Fitch estimates
Solocal's customers will have an annual average revenue per account
(ARPA) of around EUR1,360 in 2021, and broadly stable thereafter.
However, competition from other digital platforms may push premium
clients to trade down to the entry level subscription tier,
lowering ARPA and revenues.

FCF Set to Improve: Fitch expects Solocal's cash generation to
improve, mainly as a result of declining contingency payments.
Fitch expects EUR12 million of restructuring costs for 2021 and a
total of EUR5 million in 2022-24. The latter is underpinned by the
ongoing top and middle management turnover.

For the next four years, Fitch expects the costs of refocusing the
salesforce to slightly erode EBITDA margins. Fitch also models a
yearly average of EUR42 million of capex, and between EUR15 million
and EUR20 million of yearly working capital cash out. The resulting
FCF margin provides only partial protection against the prospect of
rising interest payments, should the company have to refinance its
debt at higher rates.

Fierce Digital Advertising Competition: Solocal's customers are
mainly companies with fewer than 10 employees, predominantly based
in rural and suburban areas of France. Housing, retail, and B2C
professionals are the leading customer types. The competition in
digital advertising is fierce, in Fitch's view. Competitors vary
from media start-ups to social networks, with low barriers to
entry. At the same time, advertising spending from micro businesses
is strongly volatile and opportunistic at times. While
Pagesjaunes.fr website is an attractive entry-level digital
storefront, Solocal's is exposed to trade-down or churn behaviour
from clients as they seek cheaper options.

DERIVATION SUMMARY

Solocal's rating reflects a transitioning business model, in
particular for the ongoing shift from directories to a
subscription-based digital platform. The fierce competitive
environment in digital advertising, and changes to management and
leading shareholders add to the elevated execution risk. Solocal
recently restructured its financial liabilities and the
post-restructuring leverage is fairly low for its rating. However,
the debt-to equity swap precedents keep financial risk high,
particularly in terms of limited refinancing alternatives.

Solocal's most direct comparable peer is Yell, part of the Hibu
group, which has a similar position in the UK and is currently
facing similar operational and financial challenges. Comparisons
can be made between Solocal and specialised directories businesses
such as Speedster Bidco GMBH (Autoscout24, B/Negative), which is
more geographically diversified, better positioned in its business
niche and with software service companies, such as TeamSystem
Holding S.p.A. (B/Stable). Although highly leveraged, both peers
are protected by higher barriers to entry and by sticker products
that are more critical to its customers.

Solocal is also comparable with media businesses facing turnaround
challenges, such as Invictus Media S.A.U. (Imagina, CC). Despite
the lower rating, led by a different phase of the turnaround
process, Fitch believes Imagina's business model to be stronger,
thanks to its position in the sports audio-visual market.

In comparison with other post-distressed debt exchange ratings in
European leveraged credits such as Novartex SAS (WD) or Codere S.A.
(WD), Fitch observes Solocal's lower exposure to sectors that are
deeply disrupted by the pandemic, such as travel and
leisure-related businesses dependent on footfall, and the more
advanced transition of its operational restructuring, as evidenced
by its funded redundancy plan.

KEY ASSUMPTIONS

-- Number of customers slowly declining to 306,000 in 2023 and to
    stabilise thereafter;

-- Average ARPA at EUR1,360 for 2021, declining until 2023 to
    stabilise thereafter around EUR1,370;

-- EBITDA margin at 23.8% in 2021, expected to reduce to 23.2%
    for 2022 to 2024;

-- Average capex of EUR42 million yearly for 2021-24;

-- Average cash outflow from working capital of EUR18 million for
    2021-24;

-- EUR8 million of super senior facility cash prepayment in 2022.

KEY RECOVERY RATING ASSUMPTIONS

Fitch adopts a going-concern approach to reflect the higher
probability of a surviving cash-generative business with
going-concern enterprise value (EV) as the basis for financial
stakeholder recovery in the event of default. Fitch has assumed a
10% administrative claim.

Fitch expects Solocal to be potentially attractive to trade buyers
in light of the completed debt restructuring and the almost
completed funding of its redundancy plan. Fitch estimates an
ongoing-concern Fitch-defined EBITDA of EUR90 million, factoring in
the new capital structure, the new prospects of the business
post-restructuring and a lower interest burden.

Our recovery EV/EBITDA multiple is constant at 2.0x, considering
business model pressures and below 50% recovery achieved by the
senior secured loans after the recently concluded restructuring.

Fitch factors in the outstanding super senior facility ranking
ahead of the bonds and consider the BPI France state-guaranteed
loan as unsecured. The outcome of Fitch's analysis is a Recovery
Rating of 'RR3'/62% for the senior secured debt. The marginal
improvement compared to Fitch's previous review derives from
repayments under the super senior and the absence of the working
capital facility commitments.

RATING SENSITIVITIES

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

-- Reducing FFO gross leverage due to EBITDA growth and/or debt
    prepayments;

-- Neutral to positive FCF margin;

-- Improving liquidity, with an increasing cash buffer by 2023 or
    with access to alternative funding sources, leading to a
    mitigation of refinancing risk;

-- Evidence of progress in business overhaul, with an increase in
    the number of clients and ARPA, improving churn and EBITDA
    margin.

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

-- Increases in leverage;

-- Deterioration of liquidity with reduction of the available
    cash buffer;

-- Negative FCF in 2022 and 2023;

-- Increasing operational challenges with decreasing orders and
    increasing EBITDA margin pressure.

BEST/WORST CASE RATING SCENARIO

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

LIQUIDITY AND DEBT STRUCTURE

Limited Liquidity: Fitch forecasts Solocal's liquidity as
sufficient until the super senior facility refinancing. However, it
may come under pressure in case of deteriorating business
conditions. There is almost no drawdown capacity under the
committed facilities or to incur further indebtedness.

ISSUER PROFILE

Solocal - formerly PagesJaunes, rebranded in 2013 - is a French
print and digital local advertising player, providing digital
presence, websites and media campaign services to customers and
businesses on a local basis. The customer base mainly includes
small businesses in suburban or rural areas of France, belonging to
housing, general services and health professions.

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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PUBLIC POWER: S&P Affirms 'B+' LT ICR, Outlook Positive
-------------------------------------------------------
S&P Global Ratings affirmed its long-term issuer credit rating on
Greek integrated power utility Public Power Corp. (PPC) at 'B+'.

The positive outlook indicates that S&P could upgrade PPC within
the next 6-12 months if the company delivers its plan and
demonstrates solid operating performance, while maintaining
consolidated adjusted funds from operations (FFO) to debt above 19%
and debt to EBITDA below 5x. The positive outlook on PPC also
mirrors the positive outlook on Greece.

PPC's EUR1.35 billion capital increase demonstrates growing
independence from the Greek state. On Nov. 4, 2021, PPC closed a
EUR1.35 billion capital increase, which is higher than our initial
expectation of EUR750 million. Post-capital increase, the Greek
state's stake in PPC will decline to 34% from 51% previously, with
the private equity investor CVC now owning 10% of the company. S&P
said, "We note the state participated in the capital increase,
subscribing EUR100 million of shares to retain a blocking minority
stake in PPC. While we observe reduced influence from the Greek
state over the company's ongoing decisions and day-to-day
management, the state maintains control over key strategic
decisions for which a large majority vote is required. Based on the
company's strategy being aligned with Greece's energy policy and
the government's increased capacity to provide extraordinary
support to PPC, we still view a moderately high likelihood of
support to the company. Furthermore, the government continues to
guarantee around EUR1.4 billion debt at HEDNO."

The EUR1.35 billion capital increase and the EUR1.275 billion
sustainability-linked notes issuance in 2021 demonstrate PPC's
ability to fund efficiently and at lower-cost on capital
markets.The coupons for the 2021 issuances of EUR500 million and
EUR775 million were at 3.375% and 3.875% respectively, enabling the
company to refinance old bank debt at lower cost. The successful
capital increase raised strong appetite from international
investors with 3x oversubscription. This funding will support
growing investment needs underlined in the updated strategic plan.
S&P expects PPC to use the funds to finance stepped-up investments
of EUR8.4 billion through 2026. The investment program will focus
on renewables, digitalization of the network, and expansion in
adjacent markets in southeastern Europe.

S&P said, "We expect the sale of 49% of the distribution activities
of HEDNO will on one side boost deleveraging, on the other increase
group complexity.On Oct. 20, 2021, PPC announced the sale of 49% of
its distribution activities of HEDNO to Macquarie. The EUR1.3
billion proceeds will be used to finance capex and repay debt
outstanding at PPC level, with EUR1.4 billion of debt that will be
pushed down to HEDNO. Debt at HEDNO level will be contained by a
shareholder agreement setting a 6x maximum leverage with fixed
dividend distribution of about EUR80 million per year. We expect
the HEDNO stake disposal, together with the EUR1.35 billion capital
increase, will reduce PPC's adjusted debt to EBITDA to 3.4x in 2021
from 5.9x in 2020. The disposal of 49% of HEDNO also increases
group complexity with the creation of a large minority. HEDNO
represented about 40% of PPC's EBITDA in 2020. As a result, we have
revised upward by 100 basis points our consolidated adjusted FFO to
debt upside trigger for the company to 19%, to incorporate the
large minority share within the group.

"We perceive reduced execution risk on PPC's strategic plan with
agreements signed on renewable expansion and advancement on the
lignite phase-out plan.The key pillars of PPC's strategic plan
cover the ramp up of renewables, with expansion outside Greece
(notably in Romania and Bulgaria), and a rapid lignite phase-out
program, as well as digitalization and customer centricity. Rapid
transition of PPC's generation fleet from coal to renewable is a
key driver of our improved assessment of the company business risk
profile. We view positively the greening of PPC generation fleet
and observe diminishing execution risks for this plan. Capex is due
to increase from an average of less than EUR500 million per year
over 2018-2020 to EUR1 billion in 2022 and above EUR2 billion in
2023 and 2024. We will closely monitor the company's plan execution
and operating performance. To take into account execution risk in
the company's plan and the relatively weaker business risk profile
compared with peers at the same level, we apply a negative
comparable ratings analysis modifier."

PPC is also accelerating its coal phase out program. Lignite
generation will be reduced to 1. 5 Terawatt hour (TWh) in 2024 from
5.7 TWh in 2020, with capacity down to 0.61 Gigawatts (GW) in 2024
compared with 3.36 GW of net capacity in 2019. The company has a
target of 3.1 GW incremental renewable capacity in Greece by 2024
and a total of 9.1 GW renewable and storage capacity by 2026
(including 3.4 GW of hydro), largely concentrated in lower-risk
mature technologies as solar, from 3.4 GW in 2021 (3.2 GW of hydro
and 200 MW of solar). PPC plans to replace all its coal-fired
thermal power plants by 2025 and eventually build solar power
plants of a combined 3.6 GW in the country's two lignite hubs. To
accelerate its growth in renewables, PPC recently agreed to form a
joint venture with German power generation giant RWE aiming to
build a 2 GW portfolio of renewables capacity in Greece. PPC owns
49% of the joint venture and S&P views this type of partnership as
a low-risk approach to develop renewables at a fast pace, as PPC
will not bear the initial construction risk on its balance sheet.
The joint venture pipeline comprises the construction of nine solar
power plants on the land where PPC used to operate its lignite
mines. PPC will consolidate these assets only at commissioning
date, by 2025, and solar plants will be funded under
project-finance.

S&P said, "Until the ramp up of capex from 2023, we forecast PPC's
credit metrics will have significant rating headroom. Following
PPC's capital increase, we consider the company has proven access
to international capital markets and adequate ability to fund its
large capex plan. As a result, we now net cash from debt for the
calculation of our credit ratios. We project adjusted debt to
EBITDA will be below 3x and FFO to debt about 30% on average over
2021-2023, above our revised upside trigger of 19% for an upgrade.
However, we consider low leverage to be only temporary, with large
negative free cash flows after capex from 2023. Given the improved
credit metrics, we now assess PPC's financial risk profile as
"aggressive" compared with "highly leveraged" previously. Following
half-year 2021 results, we expect 2021 recurring EBITDA to reach
the 2020 level. Vertical integration has helped the company
counterbalance its higher wholesale costs, with higher margins in
generation and the improvement in receivables collection. In our
base case, EBITDA will move close to EUR1 billion starting from
2022, thanks to stable regulated activities, margin improvements in
retail and the closure of loss-making lignite plants. We take into
account net investments growing from EUR500 million in 2019 and
EUR378 million in 2020 to more than EUR700 million in 2022 and EUR2
billion in 2023. We anticipate the EUR5.4 billion capex needs over
2022-2024 will be partially financed by operating cash flows, in
addition to the EUR1.35 billion capital increase and half the
proceeds from HEDNO sale, with the increase in debt contained at
EUR1.5 billion additional gross debt in 2024 compared with EUR4
billion gross debt in 2020. The company has a clear financial
policy with a publicly stated target of 3-3.5x reported net debt to
EBITDA, with no dividend distribution expected over 2021-2023,
limiting the risk for a high rise in leverage post 2023.

"Our positive outlook on PPC reflects the continued improvement in
the company's operations and financials, which could support an
upgrade within the next 6-12 months. It also mirrors the positive
outlook on Greece since improved economic prospects in the country
have enhanced the government's capacity to provide PPC with timely
extraordinary support."

S&P could revise the outlook of PPC to stable if:

-- S&P observed weak operating performance or delays in
implementing its strategic plan, for example with the phase out of
coal plants; and

-- S&P took the same action on Greece or it observed less
willingness and ability from Greece to support the company, for
example if it sold its 34.1% share in PPC.

S&P could raise the long-term rating by one notch if:

-- S&P revised up its assessment of PPC's stand-alone credit
profile to 'bb-'. This would depend on consistent solid operating
performance in all of its business lines. At the same time, PPC
should maintain solid credit metrics, such as consolidated adjusted
FFO to debt staying sustainably above 19% and debt to EBITDA below
5x, along with the successful delivery of its transformation plan
without operating issues and demonstrated improvement of its
business model; or

-- S&P raised its rating on Greece to 'BB+', all other factors
remaining unchanged.




=============
I R E L A N D
=============

PALMER SQUARE 2022-1: S&P Assigns B- (sf) Rating to Cl. F Notes
---------------------------------------------------------------
S&P Global Ratings assigned its preliminary credit ratings to
Palmer Square European CLO 2022-1 DAC's class A, B-1, B-2, C, D, E,
and F notes. At closing, the issuer will also issue unrated
subordinated notes.

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

The portfolio's reinvestment period will end approximately 4.6
years after closing, and the portfolio's weighted-average life test
will be approximately 8.5 years after closing.

The preliminary ratings assigned to the notes reflect S&P's
assessment of:

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

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

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

  Portfolio Benchmarks
                                                         CURRENT
  S&P Global Ratings weighted-average rating factor     2,728.47
  Default rate dispersion                                 516.54
  Weighted-average life (years)                             5.44
  Obligor diversity measure                               139.46
  Industry diversity measure                               20.41
  Regional diversity measure                                1.39

  Transaction Key Metrics
                                                         CURRENT
  Total par amount (mil. EUR)                             400.00
  Defaulted assets (mil. EUR)                                  0
  Number of performing obligors                              162
  Portfolio weighted-average rating
   derived from S&P's CDO evaluator                          'B'
  'CCC' category rated assets (%)                           0.88
  'AAA' weighted-average recovery (%)                      36.60
  Covenanted weighted-average spread (%)                    3.50
  Reference weighted-average coupon (%)                     4.00

Rating rationale

S&P said, "Our preliminary ratings reflect our assessment of the
preliminary collateral portfolio's credit quality, which has a
weighted-average rating of 'B'. We consider that the portfolio will
primarily comprise broadly syndicated speculative-grade senior
secured term loans and senior secured bonds. Therefore, we
conducted our credit and cash flow analysis by applying our
criteria for corporate cash flow CDOs.

"In our cash flow analysis, we used the EUR400 million par amount,
the covenanted weighted-average spread of 3.50%, and the covenanted
weighted-average recovery rates for all rated notes. 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.

"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.

"Following the application of our structured finance sovereign risk
criteria, we consider the transaction's exposure to country risk to
be limited at the assigned preliminary ratings, as the exposure to
individual sovereigns does not exceed the diversification
thresholds outlined in our criteria.

"At closing, we expect that the transaction's legal structure will
be bankruptcy remote, in line with our legal criteria.

"Our credit and cash flow analysis indicate that the available
credit enhancement for the class B-1 to E notes could withstand
stresses commensurate with higher rating levels than those we have
assigned. However, as the CLO is still in its reinvestment phase,
during which the transaction's credit risk profile could
deteriorate, we have capped our assigned ratings on the notes.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe that our preliminary
ratings are commensurate with the available credit enhancement for
the class A, B-1, B-2, C, D, E, and F 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 F notes
to five of the 10 hypothetical scenarios we looked at in our
publication, "How Credit Distress Due To COVID-19 Could Affect
European CLO Ratings," published on April 2, 2020."

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:
development, production, maintenance, trade in, or stock-piling of
weapons of mass destruction; illegal drugs or narcotics, including
recreational cannabis; pornography or prostitution; payday lending;
tobacco or tobacco products; sale or extraction of thermal coal,
oil sands, or fossil fuels from unconventional sources; civilian
firearms; and opioid manufacturing or distribution. Accordingly,
since the exclusion of assets from these industries does not result
in material differences between the transaction and our ESG
benchmark for the sector, no specific adjustments have been made in
our rating analysis to account for any ESG-related risks or
opportunities."

  Ratings List

  CLASS    PRELIM       PRELIM     SUB (%)    INTEREST RATE*
           RATING       AMOUNT
                      (MIL. EUR)
  A        AAA (sf)     248.00     38.00   Three/six-month EURIBOR

                                           plus 0.97%

  B-1      AA (sf)       35.00     28.00   Three/six-month EURIBOR

                                           plus 1.75%

  B-2      AA (sf)        5.00     28.00   2.20

  C        A (sf)        26.00     21.50   Three/six-month EURIBOR

                                           plus 2.30%

  D        BBB (sf)      27.20     14.70   Three/six-month EURIBOR

                                           plus 3.30%

  E        BB- (sf)      20.40      9.60   Three/six-month EURIBOR

                                           plus 6.36%

  F        B- (sf)       10.80      6.90   Three/six-month EURIBOR

                                           plus 8.85%

  Sub.     NR            33.50       N/A   N/A

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

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




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

NORTHPOLE NEWCO: Moody's Cuts CFR to Caa2 & Alters Outlook to Neg.
------------------------------------------------------------------
Moody's Investors Service has downgraded the corporate family
rating to Caa2 from B3 rating under review for downgrade and the
probability of default rating to Caa2-PD from B3-PD rating under
review for downgrade of NorthPole Newco S.a r.l. (NSO or the
company), the top entity of the restricted group of Israeli-based
cyber security and intelligence software provider NSO Group.
Concurrently, Moody's has downgraded to Caa2 from B3 rating under
review for downgrade of the $300 million senior secured first lien
term loan B1 (TLB1) and EUR177 million senior secured first lien
term loan B2 (TLB2) facilities both maturing in March 2025 and the
$30 million senior secured revolving credit facility (RCF) maturing
in March 2024. The outlook on all ratings has been changed to
negative from ratings under review. This concludes the review for
downgrade initiated on July 30, 2021.

RATINGS RATIONALE

The downgrade to Caa2 with a negative outlook reflects the
weakening liquidity profile with an increased risk of a breach of
the maintenance covenant which might lead to an event of default if
not cured or waived beforehand. The recently announced trading
restrictions will possibly lead to a further revenue contraction in
2021 and beyond, resulting in rising leverage metrics and a further
weakening of the liquidity profile of NSO as well an increasing
refinancing risk. The company has a relatively low share of
recurring revenues and is, unlike many other software companies,
highly dependent on new license sales which Moody's believe can
become increasingly difficult given the actions taken against NSO.

NSO's Caa2 CFR reflects its high Moody's-adjusted leverage of
around 6.5x expected in 2021, its product and customer
concentration, and susceptibility to cyberattacks as well as
ongoing lawsuits. NSO's free cash flow generation was negative in
2020 driven by the lower revenues as well as a shareholder
distribution and Moody's expect negative FCF in 2021. In addition,
the recurring revenue base is lower than that of its enterprise
software peers and remains dependent upon the conversion to and
renewal of maintenance contracts with a comparably low duration of
12 months, although Moody's acknowledge its high renewal rates of
over 90%.

NSO's Caa2 CFR reflects as positives the group's medium-term
performance potential from its unique product offering, evidenced
in the solid performance in the past few years and characterized by
high EBITDA margins despite business interruptions from the
coronavirus pandemic in 2020. The large addressable market in which
the group operates, the limited known competition and the material
barriers to entry also support NSO's credit quality.

RATING OUTLOOK

The negative outlook reflects the high risk that NSO might not be
in compliance with the maintenance covenant under the recent
documentation and not receive lenders consent to waive or amend the
covenant levels or to adjust the size of the current liquidity
facility. In addition, it reflects the high uncertainty of the
company's ability to sell new licenses amidst recent trading
restrictions and a shortfall in liquidity.

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

For a positive rating action NSO should demonstrate a solid
operating performance with significant new licence sales while
maintaining solid Moody's adjusted EBITDA-margins, positive free
cash flow as well as compliance with all covenants under the debt
documentation. In addition, a positive rating action would require
a resolution of the recent trading restrictions and an adequate
liquidity profile.

Conversely, NSO's ratings could come under negative pressure if
Moody's adjusted gross debt to EBITDA remains sustainably above
6.5x, ongoing negative FCF/debt and any sign of a weakening of the
group's liquidity position. Non-compliance with covenants under the
debt documentation would also lead to negative pressure.

LIQUIDITY ANALYSIS

Moody's view NSO's liquidity as weak based on the risk of a
covenant breach in 2021. As of June 2021, unrestricted cash was $29
million while the $30 million RCF was fully drawn.

The group has one net leverage-based maintenance covenant, with
tight headroom as of June 2021. The sequential step down to 4.0x at
year end 2021 creates significant pressure amidst the recent
performance. Moody's therefore see a high risk of a covenant breach
that might lead to a default.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS

NSO is facing allegations over the inappropriate use of its
surveillance software by certain customers and trade restrictions
have been implemented by public authorities which raises concerns
over the company's control mechanisms and sales approach which
Moody's consider a social consideration.

In addition, Governance considerations include the track record of
the company being owned by a private equity company with a
tolerance for high leverage.

STRUCTURAL CONSIDERATION

The TLB1, the TLB2 and RCF are the only financial debt instruments
in the capital structure; hence, they are rated in line with the
CFR. The temporary shareholder loan of $14 million that has been
granted in Q2 2020 is treated as 100% debt and ranks pari passu
with the TLB1, the TLB2 and RCF in the absence of the
documentation.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Software
Industry published in August 2018.

PROFILE

NorthPole Newco S.a r.l. is a provider of cybersecurity and
intelligence software solutions to government agencies. Its
offering is focused on mobile end point and location capabilities,
as well as tactical or field solutions and lawful interception for
high-value targets. NSO operates primarily out of Israel, Bulgaria
and Cyprus, with close to 750 employees who serve more than 60
customers in over 35 countries. In 2020, NSO reported revenue of
$243 million and Moody's-adjusted EBITDA of EUR99 million. NSO is
majority owned by funds ultimately controlled and managed by
Berkeley Research Group.



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

PRECISE MIDCO: Moody's Affirms B3 CFR Amid EUR340MM Loan Add-on
---------------------------------------------------------------
Moody's Investors Service has affirmed the B3 corporate family
rating and B3-PD probability of default rating on Precise Midco
B.V. (Exact) following the company's announcement of a proposed
EUR340 million term loan B2 add-on transaction. Concurrently,
Moody's has downgraded to B3 from B2 the ratings on the existing
EUR485 million backed senior secured term loan B1 maturing in 2026
(EUR476 million outstanding), the pari passu ranking EUR50 million
backed senior secured revolving credit facility (RCF) maturing in
2025, and the EUR685 million backed senior secured term loan B2 due
2026, which includes a EUR340 million add-on to the existing EUR345
million term loan B2, all borrowed by Precise Bidco B.V. The
proceeds from the add-on -- along with EUR47 million of cash - are
expected to be used to repay the outstanding EUR225 million second
lien facility (unrated), pay a EUR155 million dividend, and cover
transaction costs. The outlook on all ratings remains stable.

"The proposed transaction will increase Moody's-adjusted leverage
to 7.8x on a June 2021 LTM basis, however the company has a good
track record of deleveraging since 2019," says Fabrizio Marchesi, a
Moody's Vice President - Senior Analyst and lead analyst for Exact.
"That said, leverage is expected to decrease towards 6.5x, below
the 7.5x threshold consistent with a B3 CFR over the next 12-18
months, on the back of our expectations for continued gains in
revenue and profitability, while free cash flow is forecast to
remain at above 5% of adjusted debt" added Mr. Marchesi.

The downgrade of the senior secured debt facilities to B3 in line
with the CFR, from B2 which was one notch above the CFR, reflects
the repayment of the second lien facilities which previously
provided a cushion and ratings uplift compared with the CFR.

RATINGS RATIONALE

Exact's B3 corporate family rating (CFR) reflects the company's
limited size and geographical concentration in the Benelux; the
company's exposure to small and medium sized enterprises (SMEs) and
micro-businesses, which are more sensitive to the impact of an
economic downturn; and the risk of additional shareholder
distributions or debt-funded acquisitions.

The impact of these factors is mitigated by Exact's solid market
position and scale in its domestic market of the Benelux; its
significant proportion of recurring revenue, which is supported by
large and fast-growing contributions from cloud and software
subscription contracts; and its track record of solid revenue and
EBITDA growth and positive free cash flow (FCF).

LIQUIDITY

Exact's liquidity is good. This is supported by EUR60 million of
cash available on balance sheet pro-forma for the transaction (down
from EUR94 million as of June 30, 2021), full availability under
the company's EUR50 million RCF, as well as Moody's expectation of
positive FCF generation, which Moody's forecasts will be in the
high-single digits as a percentage of Moody's-adjusted debt from
2021 onwards. Moody's notes that the RCF is subject to a springing
financial covenant which requires net secured leverage to remain
below 8.75x and is tested if the RCF is drawn by more than 40%.

STRUCTURAL CONSIDERATIONS

Exact's proposed EUR340 million senior secured term loan B2 add-on
maturing in 2026, the existing EUR476 million senior secured term
loan B1 maturing in 2026, the EUR345m senior secured term loan B2
maturing in 2026, and the pari passu ranking EUR50 million senior
secured RCF maturing in 2025, are all rated B3, at the same level
as the CFR, reflecting the all-senior secured debt structure.

RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects Moody's expectation that Exact will (1)
maintain good momentum in revenue and EBITDA growth, without
increases in client churn rate, (2) not make any material
debt-funded acquisitions or shareholder distributions, such that
Moody's-adjusted leverage will reduce to below 7.5x, and Moody's
adjusted FCF/debt remains above 5% per annum, over the next 12 to
18 months.

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

Positive pressure on the ratings could develop if Exact continues
to record growth in revenue and Moody's-adjusted EBITDA, leading to
a decline in Moody's-adjusted leverage towards 6.0x, with
Moody's-adjusted FCF/debt above 5%, both on a sustained basis. Any
positive rating action would also hinge on the absence of material
debt-funded acquisitions or shareholder distributions.

Conversely, negative rating pressure could materialise if (1)
expected organic revenue and EBITDA growth does not materialize or
client churn rate increases, (2) Moody's-adjusted leverage does not
reduce towards 7.5x within 18 months, or (3) FCF generation turns
negative.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Software
Industry published in August 2018.

COMPANY PROFILE

Founded in 1984 and headquartered in Delft, the Netherlands,
Precise Midco B.V. (Exact) is an enterprise resource planning (ERP)
and accounting software provider for SMEs with up to 250 employees.
The company has more than 560,000 clients, which include
accountancy firms (-10,000), midmarket businesses (16,500) small
businesses (510,000) and AG&SG businesses (26,000), primarily in
the Netherlands and the rest of the Benelux. In 2020, the group
generated revenue of EUR327 million and company-adjusted EBITDA of
EUR150 million, pro forma for the full-year impact of acquisitions
including U4B. Exact has about 1,735 employees. The company was
acquired by funds controlled and advised by KKR in May 2019 from
Apax Partners.



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

B2HOLDING ASA: Moody's Affirms Ba3 CFR & Alters Outlook to Stable
-----------------------------------------------------------------
Moody's Investors Service affirmed the Ba3 corporate family rating
and B1 senior unsecured rating of B2Holding ASA. The issuer outlook
was changed to stable from negative.

RATINGS RATIONALE

The affirmation of B2Holding's Ba3 corporate family rating (CFR)
continues to reflect the company's strong capitalisation, interest
coverage, and leverage metrics compared with those of its peers;
and well diversified portfolio, comprising purchased debt across 22
countries and spread between secured and unsecured debt, a strength
despite a high proportion being in countries that have less-mature
nonperforming loan (NPL) markets. These strengths are balanced
against risks related to the company's rapid historical growth,
which Moody's expect to continue, although at a slower pace, and
its evolving funding and liquidity profile with strong reliance on
its secured credit facility.

B2Holding's senior unsecured debt rating of B1 reflects the
application of Moody's Loss Given Default for Speculative-Grade
Companies methodology (published in December 2015), and priorities
of claims and asset coverage in the company's pro-forma liability
structure. The size of B2Holding's secured revolving credit
facility (RCF) indicates higher loss-given default for senior
unsecured creditors, leading to senior unsecured debt ratings being
positioned one notch below the company's Ba3 CFR.

RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects the expected improvement in B2Holding's
liquidity position following the EUR300 million note issuance, the
proceeds of which will be used to refinance upcoming debt
maturities as well as to repay bridge financing taken out earlier
in the year. The stable outlook also reflects Moody's expectation
that B2Holding will be able to maintain its credit profile
commensurate with that of a Ba3 CFR during the 12-18 month outlook
period and continue to ensure sufficient liquidity to seize
purchasing opportunities, while safeguarding sufficient covenant
headroom.

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

B2Holding's CFR could be upgraded if the company improves its cash
flows, while maintaining low leverage and high interest coverage,
and demonstrates solid liquidity management, proactively
refinancing upcoming debt maturities and renewing credit lines well
in advance of their maturities. The CFR could also be upgraded if
Moody's comes to believe that B2Holding has reduced its operational
and execution risks related to its rapid expansion in the years
prior to the COVID-19 pandemic.

An upgrade of B2Holding's CFR would likely result in an upgrade of
the senior unsecured debt rating. B2Holding's senior unsecured
rating could also be upgraded because of a positive change in its
debt capital structure that would increase the recovery rate for
senior unsecured debt classes.

B2Holding's CFR could be downgraded if the company's announced
refinancing is not executed as planned, or if its liquidity
position materially weakens for other reasons. The CFR could also
be downgraded if the company's capitalization falls significantly;
and/or profitability and leverage metrics meaningfully
deteriorate.

A downgrade of B2Holding's CFR would likely result in a downgrade
of the senior unsecured debt rating. B2Holding's long-term ratings
could also be downgraded if the company were to significantly
increase its RCF, which is senior to the company's senior unsecured
liabilities.

LIST OF AFFECTED RATINGS

Issuer: B2Holding ASA

Affirmations:

Long-term Corporate Family Rating, Affirmed Ba3

Senior Unsecured Regular Bond/Debenture, Affirmed B1

Outlook Action:

Outlook, Changed To Stable From Negative

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Finance
Companies Methodology published in November 2019.



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

KS BANK: Bank of Russia Terminates Provisional Administration
-------------------------------------------------------------
On November 23, 2021, the Bank of Russia terminated the activity of
the provisional administration appointed to manage the credit
institution JSC KS BANK (hereinafter, the Bank).

The provisional administration established that the activities of
the Bank's former management and owners had signs of actions aimed
at withdrawing liquid assets through receivables assignment
agreements and property sale transactions financed from the Bank's
loan funds.

The provisional administration filed a relevant application to the
law enforcement agencies regarding the facts detected.

According to the assessment of the provisional administration, the
value of the Bank's assets is insufficient to fulfil its
obligations to creditors.

On November 8, 2021, the Arbitration Court of the Republic of
Mordovia recognised the Bank as insolvent (bankrupt) and initiated
a bankruptcy proceeding against it.  The State Corporation Deposit
Insurance Agency was appointed as receiver.

Settlements with the Bank's creditors will be made in the course of
the bankruptcy proceeding as the Bank's assets are sold (enforced).
The quality of these assets is the responsibility of the Bank's
former management and owners.




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

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

"The outlook change to positive reflects the successful IPO with
SEK20 billion of proceeds for the company, the progress being made
in terms of electrifying the vehicle fleet and the continued
outperformance on global light vehicle sales.", said Matthias Heck,
a Moody's Vice President -- Senior Credit Officer and Lead Analyst
for Volvo Car. "A rating upgrade to Baa3 is possible within the
next 12-18 months but will require further improvements in
profitability while leverage remains moderate." added Mr. Heck.

RATINGS RATIONALE

Volvo Car's governance has improved with the company's IPO. Since
October 29, 2021, Volvo Car's shares have been listed on the Nasdaq
Stockholm exchange, with a free float of approximately 18.0%. The
company received approximately SEK20 billion of proceeds from the
IPO, which will support the company's liquidity. The majority of
proceeds will be used to finance Volvo Cars' transformation and
continued strong growth which requires investments in the fields of
electrification, new technology and to scale up Volvo Cars'
production capacity. The IPO has also provided Volvo Car access to
equity capital markets and thus broadened its funding options.

Volvo Car is one of the early adopters in terms of carbon
transition and electrification. In the first ten months of 2021,
Volvo Car's sales included a relatively high share of 25%
electrically chargeable vehicles, which were mostly plug-in hybrids
(22%) but also battery electric vehicles, comprising of the XC40
and C40 model of the Volvo brand. The company aims to increase its
share in BEVs to above 50% by 2025 and to become all electric by
the end of this decade.

Volvo Car's BEV exposure is amplified by a 49.5% shareholding in
Polestar, an all-electric car manufacturer, which aims to become
publicly listed in early 2022. As part of the strategy, Volvo Car
has externalized its production of internal combustion engines into
the joint venture Aurobay, which is majority owned by Zhejiang
Geely Holding Group Company Limited (67%).

In the first nine months of 2021, Volvo Car's global light vehicle
sales increased by 17.6% to nearly 531 thousand units, an
outperformance of approximately 500 basis points compared to global
light vehicle sales. Volvo Car's strongest region was the US
(+29.6%), followed by China (+17.1%). For the full year 2021,
Moody's expects that Volvo's volume growth will moderate to the
high single-digits in percentage terms, driven by the continued
sector-wide semiconductor shortage. With this, its outperformance
of global light vehicle sales (Moody's expects +2.8% for 2021)
should continue at least at the level of the first nine months.

In the last twelve months to June 2021, Volvo Car increased its
EBITA margin (Moody's adjusted) to 5.6% (2.4% in 2020, 4.4% in
2019) and reduced its debt / EBITDA (Moody's adjusted) to 1.9x
(3.4x in 2020, 2.2x in 2019). The improvement in profitability was
achieved despite the increase in typically lower margin
electrically chargeable models. Moody's note that Volvo Cars
targets an improvement in profitability to 8-10% EBIT margin
(company defined) by 2025, compared to around 6% on average during
2016-19. Moody's also expects some further improvements in terms of
Moody's adjusted EBITA margins, but cautions that it will take the
company another 12-18 months to get closer to the 7%, which Moody's
sees as a more appropriate level for a rating upgrade. Volvo Car's
debt/EBITDA has already improved to the level of maximum 2x, which
Moody's expects for an upgrade.

RATIONALE FOR THE RATING AFFIRMATION

Volvo Car's Ba1 Corporate Family Rating (CFR) is underpinned by (1)
its well-known brand identity with a long-established position in
its domestic market; (2) a global footprint with a growing presence
in the Chinese market helped by the company's close relationship
with its main shareholder, the Zhejiang Geely Holding Group Company
Limited (Geely Group); which has led to an increase in global
market share over the last three years, (3) continuous sizeable
investments in electrification and modular platforms, giving the
company a more efficient platform for its new model range, as well
as a high share of electrified vehicles (25% of 9M 2021 unit
sales); (4) prudent financial policies and (5) a very good
liquidity profile.

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

LIQUIDITY

Volvo Car's liquidity profile is very good, underpinned by (1) cash
and cash equivalents of SEK48.5 billion and marketable securities
of SEK5.1 billion as of June 30, 2021, (2) Moody's expectation of
positive free cash flow in the next 12 months and (3) access to a
EUR1.3 billion (approximately SEK13.5 billion) multi-currency
revolving credit facility (maturing in January 2024, with two
1-year extension options), and (4) SEK20 billion proceeds from the
IPO in October 2021.

The company's existing resources comfortably cover its corporate
cash requirements over the next 12 months, including working cash
(estimated at SEK9 billion), sustained high levels of capital
expenditures (around SEK18 billion), intra-year working capital
needs, industrial debt maturities (SEK8.5 billion) as well as
several transactions related to the company's IPO (approximately
SEK15 billion).

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

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

Volvo Car's rating could be downgraded if the company if the
company's credit metrics deteriorated as follows: (1) Moody's
adjusted EBITA margin dropped below 5%; (2) free cash flows turned
negative; (3) Moody's-adjusted debt/EBITDA exceeded 3.0x.
Additionally, a material shift in the company's conservative
financial policy or sizable debt-funded acquisitions could lead to
a downgrade.

LIST OF AFFECTED RATINGS

Affirmations:

Issuer: Volvo Car AB

Probability of Default Rating, Affirmed Ba1-PD

LT Corporate Family Rating, Affirmed Ba1

BACKED Senior Unsecured MTN, Affirmed (P)Ba1

BACKED Senior Unsecured, Affirmed Ba1

Outlook Actions:

Issuer: Volvo Car AB

Outlook, Changed To Positive From Stable

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Automobile
Manufacturers published in May 2021.

COMPANY PROFILE

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

Volvo Car has been listed on the Nasdaq Stockholm exchange since
October 2021, which a free float of approximately 18.0%. Its main
shareholder is Zhejiang Geely Holding Group Company Limited (Geely
Group), a Chinese conglomerate that indirectly owns 100% of Geely
Sweden Holdings AB, which directly owns 82.0% of the shares of
Volvo Car AB. The Geely Group also owns 41.2% of Chinese car
manufacturer Geely Automobile Holdings Limited (Geely, Baa3 stable)
as of December 31, 2020.



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

BEDFORD HOTEL: Administrators Unlikely to Complete Hotel Project
----------------------------------------------------------------
The Irish News reports that the administrators of the former George
Best Hotel in Belfast have announced they are not in a position to
complete the controversial hospitality venture.

Launched by Liverpool developer Lawrence Kenwright's Signature
Living in 2017, the 59-bedroom project collapsed in April 2020 when
finance firm Lyell Trading, concerned over a GBP7.2 million debt,
appointed Duff & Phelps to Bedford Hotel Ltd, the trading name for
the former Scottish Mutual Building, The Irish recounts.

According to The Irish News, the process uncovered GBP12.2 million
owed to unsecured creditors, including GBP4 million to so-called
'bedroom investors', who effectively bought shares in the hotel
through a scheme to invest in individual rooms.

Around GBP4.76 million is now thought to be owed to the bedroom
investors, The Irish News discloses.

The administrators initially explored completing and opening the
hotel as the best way to increase the value of the asset, and
recover the loan, The Irish News notes.

But a new report from Duff & Phelps said that goal "cannot be
achieved as it is not currently financially viable for the joint
administrators to progress the hotel development to completion and
subsequently commence trading", The Irish News states.

It makes a sell-off of the building increasingly more likely, The
Irish News says.

The administrators, as cited by The Irish News, said they
anticipate "a distribution" will be made to one or more secured
creditors "via the realisation of the hotel."  In other words,
converting the asset to cash.

However, that outcome would likely leave the unsecured creditors
with nothing, The Irish News states.

Court proceedings are currently ongoing to ascertain where the
bedroom investors would stand in relation to Lyell Trading, as the
secured creditor, in the event of a sale, The Irish News
discloses.


BLACK DOG: Goes Into Liquidation
--------------------------------
Sarah McGee at Messenger reports that Black Dog Ossy Limited, which
runs a popular East Lancashire pub, has gone into liquidation after
facing a "challenging" few years and struggling to bounce back from
the pandemic.

According to Messenger, the owners of the business that runs the
Black Dog on Union Road in Oswaldtwistle said liquidation was
"necessary" to protect creditors and the business.

The company, the tenant of the Thwaites Brewery pub, was placed
into liquidation on November 15, 2021, Messenger relates.

Following a difficult few years, in an industry which has been
dramatically affected by Covid, the business has exhausted all
avenues and struggled to survive, Messenger states.

Ian McCulloch and Mark Ranson of Opus Restructuring & Insolvency
have been appointed as joint liquidators of the Black Dog Ossy
Limited, the tenant of the Black Dog pub, Messenger discloses.

The owners have been in discussion with Ian McCulloch at Opus and
while all viable business rescue options were considered, the
decision to cease trading and to place the company into liquidation
was the only responsible option available for the business,
Messenger notes.

All employees have been formally notified and steps have been taken
to return the site to the control of the landlord and brewery,
according to Messenger.


DERBY COUNTY FC: Administrators Hope to Identify Preferred Buyer
----------------------------------------------------------------
BBC News reports that administrators of Derby County hope to
identify a preferred buyer for the club "in the next two to three
weeks".

Derby have been in administration since September and face probable
relegation after being deducted 21 points, BBC notes.

According to BBC, US businessman Chris Kirchner is the only
potential buyer to publicly confirm his interest.

Joint administrator Carl Jackson said others were in the running
but they hope to approve a takeover deal by "the back end of
January", BBC relates.

The Rams is at the bottom of the Championship because of the points
deductions imposed by the English Football League for going into
administration and breaching accounting rules, BBC discloses.

Administrators Quantuma said at the outset of the process that they
were hopeful of finding a credible buyer for the club after
previous owner Mel Morris, who took over in 2015, decided to bow
out because of the club's serious financial issues, BBC relays.

                 About Derby County Football Club

Founded in 1884, Derby County Football Club is a professional
association football club based in Derby, Derbyshire, England.  The
club competes in the English Football League Championship (EFL, the
'Championship'), the second tier of English football.  The team
gets its nickname, The Rams, to show tribute to its links with the
First Regiment of Derby Militia, which took a ram as its mascot.
Mel Morris is the owner while Wayne Rooney is the manager of the
club.  

On Sept. 22, 2021, the club went into administration.  The EFL
sanctioned a 12-point deduction on the club, putting the team at
the bottom of the Championship.  Andrew Hosking, Carl Jackson and
Andrew Andronikou, managing directors at business advisory firm
Quantuma, had been appointed joint administrators to the club.


JIGSAW: Suppliers File Claims for GBP47MM Following Restructure
---------------------------------------------------------------
Neil Craven at Financial Mail on Sunday reports that Jigsaw's
suppliers have filed claims for GBP47 million after the fashion
chain's restructure last year.

The company -- owned by Carphone Warehouse tycoon David Ross and
which once employed the Duchess of Cambridge -- triggered an
insolvency process known as a company voluntary arrangement in
summer 2020, Financial Mail on Sunday relates.

It closed stores after creditors agreed to the proposal in the heat
of the pandemic, Financial Mail on Sunday recounts.  It now has 40
shops, Financial Mail on Sunday notes.  But new documents lay bare
the financial pain felt by suppliers, Financial Mail on Sunday
states.

They show that Jigsaw has agreed to set aside just GBP1.5 million
to pay creditors that were short-changed by the insolvency,
Financial Mail on Sunday relays.

Another fund has been created to reimburse creditors further if the
firm achieves profit of more than GBP6.5 million by January 2025,
Financial Mail on Sunday discloses.


MCE INSURANCE: Enters Into Administration, Halts Operations
-----------------------------------------------------------
Mark Battersby at International Investment reports that the
Gibraltar Financial Services Commission has announced that MCE
Insurance Company Limited has entered into administration.

MCE Insurance Company Limited is an insurance firm authorised and
regulated by the Gibraltar Financial Services Commission (GFSC).

The UK's Financial Conduct Authority also issued a statement on
Nov. 22 that MCE Insurance Company operated in the UK on a freedom
of services basis which means customers based in the UK may hold
policies with the firm, International Investment relates.

Policies were sold in the UK through their UK based broker, MCE
Insurance Ltd., International Investment notes.

On November 19 2021, following an application for administration to
the Supreme Court of Gibraltar the company was placed into
administration, International Investment recounts.

Andrew Stoneman and Geoff Bouchier of Kroll (Gibraltar) Limited
have been appointed as joint administrators of the company,
International Investment relates.

The company ceased writing new insurance on November 5, 2021, and
predominantly wrote motorbike insurance and car insurance policies,
specifically for UK customers, International Investment discloses.

Existing insurance policies remain in force and are valid,
International Investment states.

TUDOR ROSE 2021-1: S&P Puts Prelim BB (sf) Rating to X1-Dfrd Notes
------------------------------------------------------------------
S&P Global Ratings has assigned credit ratings to Tudor Rose
Mortgages 2021-1 PLC's class A, B-Dfrd, C-Dfrd, D-Dfrd, RFN-Dfrd,
and X1-Dfrd notes. At closing, Tudor Rose Mortgages 2021-1 will
also issue unrated X2 notes, Y certificates, and residual
certificates.

At closing, the issuer will purchase the beneficial interest in a
portfolio of U.K. BTL residential mortgages from the seller, using
the proceeds from the issuance of the rated and unrated notes. This
same portfolio will have been purchased initially from the
originator.

S&P said, "The issuer is an English SPE, which we assume to be
bankruptcy remote for our credit analysis. We expect to assign
credit ratings on the closing date subject to a satisfactory review
of the transaction documents and legal opinions."

The notes will pay interest quarterly on the interest payment dates
in March, June, September, and December, beginning in March 2022.
The class A to RFN-Dfrd notes pay interest equal to compounded
SONIA plus a class-specific margin with a further step-up in margin
following the optional call date in December 2024. All of the notes
reach legal final maturity in June 2048.

The transaction has an optional redemption date. On each of the
first optional redemption date in December 2024, and the second
optional redemption date in March 2025, the call option holder may
exercise its call option.

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

  Preliminary Ratings

  CLASS     PRELIM. RATING     CLASS SIZE

  A            AAA (sf)          87.00
  B-Dfrd       AA (sf)            6.50
  C-Dfrd       A+ (sf)            2.75
  D-Dfrd       BBB (sf)           3.75
  RFN-Dfrd     B (sf)             2.00
  X1-Dfrd      BB (sf)            3.50
  X2           NR                 2.00
  Y certs      NR                  N/A
  Residual certs   NR              N/A

  N/A--Not applicable.
  NR--Not rated.



                           *********


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
publication in any form (including e-mail forwarding, electronic
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Information contained herein is obtained from sources believed to
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