/raid1/www/Hosts/bankrupt/TCREUR_Public/211130.mbx        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, November 30, 2021, Vol. 22, No. 233

                           Headlines



F R A N C E

CAB SOCIETE: Fitch Affirms Senior Sec. Debt Rating at 'B+'


G E R M A N Y

GAKO KONIETZKO: Court Rules in Favor of Samix in IP Dispute
PBD GERMANY 2021-1: Fitch Assigns Final B Rating to Class F Tranche
PBD GERMANY 2021-1: Moody's Assigns B1 Rating to EUR12MM F Notes


I R E L A N D

ALBACORE EURO III: Moody's Assigns B3 Rating to EUR12MM F Notes
ALBACORE EURO III: S&P Assigns B- (sf) Rating to Class F Notes
CVC CORDATUS XVIII: Fitch Rates Class F Notes 'B-(EXP)'
WIRECARD: Liquidators Focus on Four Key Areas in Irish Unit Probe


I T A L Y

DEDALUS SPA: Fitch Affirms 'B' LT IDR, Outlook Stable


K A Z A K H S T A N

KAZMUNAYGAS NC: S&P Affirms 'BB' ICR on KazTranGas Stake Transfer


L U X E M B O U R G

CCP LUX: Moody's Affirms 'B3' CFR, Alters Outlook to Positive


R U S S I A

CREDIT BANK: Moody's Affirms 'Ba3' Long Term Deposit Rating


U N I T E D   K I N G D O M

AMIGO: Needs to Resolve Dispute with Regulators or Face Collapse
BOPARAN HOLDINGS: Fitch Affirms 'B-' LT IDR, Alters Outlook to Neg.
FOUR BLIND MICE: Goes Into Liquidation
ORBIT ENERGY: Declared Insolvent by Judge
PETROFAC LIMITED: Fitch Affirms 'B+' LT IDR, Outlook Negative

SATUS 2021-1: Moody's Assigns B3 Rating to GBP13.3MM Class F Notes
SATUS 2021-1: S&P Assigns B- (sf) Rating to Class F-Dfrd Notes

                           - - - - -


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

CAB SOCIETE: Fitch Affirms Senior Sec. Debt Rating at 'B+'
----------------------------------------------------------
Fitch Ratings has affirmed CAB societe d'exercice liberal par
actions simplifiee's (CAB) senior secured debt at 'B+' with a
Recovery Rating of 'RR3'. Fitch has also affirmed the Long-Term
Issuer Default Rating (IDR) of its parent company Laboratoire Eimer
Selas at 'B' with a Stable Outlook.

The rating actions follow the completion of a EUR350 million senior
secured note tap issue (SSN) to finance several acquisitions in and
outside of France.

Laboratoire Eimer's 'B' IDR balances its aggressive leverage with a
predominantly debt-funded opportunistic, albeit well-executed,
acquisitive business strategy and rapid scaling up of operations,
characterised by superior operating and free cash flow (FCF)
margins, which Fitch regards as among the highest in the sector.

The Stable Outlook reflects Fitch's expectation that the company's
operating and financing profiles will remain stable, supported by a
defensive social infrastructure-like healthcare business model and
an expected consistent financial policy that will keep funds from
operations (FFO) adjusted gross leverage normalised for
acquisitions at around 8.0x until 2025.

KEY RATING DRIVERS

Acquisitions Rating-Neutral: Fitch views Laboratoire Eimer's recent
acquisitions as rating-neutral as the SSN tap issue together with
some balance-sheet cash, are invested in additional revenues,
earnings and cash flows. Fitch also views the acquisitions as
compatible with Laboratoire Eimer's inherently stable operations,
allowing the company to strengthen its market position in selected
regions in France and attain meaningful market presence in other
European countries.

Financial Policy Drives IDR: The IDR is mainly driven by Fitch's
perception of Laboratoire Eimer's predictable financial policy and
funding mix, which support the company's highly acquisitive growth
strategy. Fitch assumes stronger FCF will fund a growing share of
future M&A. At the same time, Fitch anticipates the company will
continue with its largely debt-funded M&A strategy, with leverage
headroom being fully exhausted under the 'B' IDR with FFO adjusted
gross leverage normalised for acquisitions projected to remain high
at around 8.0x until 2025.

M&A Poses Event Risks: M&A remains a cornerstone of Laboratoire
Eimer's business strategy, and uncertainty over its magnitude and
funding continues to pose event risk. Fitch's rating case assumes
around EUR800 million of M&A each year. Smaller or bolt-on M&A
could be accommodated by FCF or the use of a revolving credit
facility (RCF) likely to eventually term-out in term loan B (TLB)
or SSN, while larger acquisitions would be funded by a combination
of new debt, FCF and equity, as was the case in 2019 and 2020.
Departure from the established asset selection- and-integration
practices, or more aggressive financial policies would pressure the
ratings.

High Leverage, Deleveraging Potential: Based on Fitch's M&A (and
funding) assumptions and steady organic performance, Fitch projects
FFO adjusted gross leverage to remain at around 8.0x (pro-forma for
acquisitions) in the medium term, supporting the Stable Outlook. In
2021, Fitch forecasts unusually low FFO adjusted gross leverage of
5.7x, driven by material Covid-19 related testing activity.

Fitch expects a strong reduction in Covid-19 testing activity in
2022 from the peaks this year. EBITDA and FFO will consequently
materially reduce, further affected by one-off higher cash taxes
and exceptionally higher pay-outs to biologists on the back of
strong trading in 2021. This will lead to a temporary leverage
spike at 10.6x in 2022, before normalising at 8.0x thereafter.
Strong internal cash generation provides growing scope for
deleveraging, although increasing cash reserves will likely be
reinvested in M&A instead of debt reduction.

Adequate Financial Flexibility: Despite higher cash debt service
requirements due to growing debt, Laboratoire Eimer's FFO fixed
charge cover should remain adequate for the rating at above 2.0x.

Defensive Business Model: Laboratoire Eimer's business model is
defensive with stable, non-cyclical revenues and high and resilient
operating margins. The company benefits from scale-driven operating
efficiencies and well-rehearsed M&A execution and integration
processes, in addition to high barriers to entry as it operates in
a highly regulated market. Acquisitions in other geographies reduce
the impact of adverse regulatory changes in any single country.

Healthy Cash Flow Generation: Fitch projects 2021 will be another
record year with FCF margins projected at strong double digits.
This will reflect the completion of the transformational
acquisition of CMA-Medina in Belgium in 2020, together with high
Covid-19 related testing. Pandemic-induced testing volumes will
reduce from 2022, but the business will continue to be highly
profitable. Given contained trade working capital and low capital
intensity, this translates into sustained sizeable FCF and high FCF
margins estimated firmly in the low double digits, which is solid
for the rating. Strong cash-flow profitability remains a key
factor, mitigating periods of excessive leverage.

Temporary Benefit from Covid-19: Fitch expects Covid-19 testing to
remain a substantial profit and cash-flow contributor in 2021 given
the ongoing high volume of testing, despite recent PCR tariff cuts
in France. Despite the good vaccination progress in Europe achieved
in 2021, Fitch still expects infection resurgence after 2021, given
ongoing virus mutations, vaccine breakthrough infections and global
travel.

The prospect of coronavirus becoming a recurring infection akin to
other seasonal viral diseases implies testing will become a
permanent means of virus control and prevention. Fitch therefore
projects some residual testing demand to remain after 2021, albeit
with considerably reduced volumes and pricing, leading to a lower
contribution to Laboratoire Eimer's profits and cash flows in the
medium term than from 2022 onwards.

DERIVATION SUMMARY

Similar to other sector peers, such as Synlab AG (BB/Stable) and
Inovie Group (B/Stable), Laboratoire Eimer benefits from a
defensive, non-cyclical business model with stable demand, given
the infrastructure-like nature of lab-testing services. This has
been reinforced by strongly improved trading during the pandemic.
Laboratoire Eimer's high and stable operating and cash-flow margins
are the highest in peer comparison, which Fitch largely attributes
to the particularities of the French regulatory regime and the
company's exposure to the private lab-testing market.

The lab-testing market in Europe has attracted significant private
equity investment, leading to highly leveraged financial profiles.
The three-notch rating difference between Laboratoire Eimer and
Inovie Group against Synlab is due to the latter's more
conservative financial risk profile, following debt prepayments
from asset-disposal proceeds and its recent IPO, leading to
leverage being approximately half of that of its 'B' rated peers'.

KEY ASSUMPTIONS

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

-- Organic sales growth at 0.6% per year for 2021-2025,
    reflecting the triennial agreement renewal in France until end
    of 2022 and the prospect of a broadly consistent regulatory
    framework thereafter;

-- 2020 and 2021 acquisition increase in sales in 2021 and 2022
    by 7% and 12%, respectively;

-- Strong Covid-19 activity in 2021, estimated up by around 70%
    compared with 2020, gradually normalising in the following
    years (25% of the 2021 activity modelled in 2022);

-- M&A of around EUR800 million per year in 2022-2025, using a
    mix of additional debt, FCF and some new equity;

-- EUR10 million-EUR15 million of recurring expenses (above FFO)
    and general expenses and EUR10 million of M&A-driven
    transaction fee outflows a year until 2025;

-- Normalisation of working capital following one-off delay on
    social health insurance payments, in 2022-2023 as Covid-19
    activity is projected to normalise; trade working capital is
    forecast neutral thereafter;

-- Excluding Covid-19 activity, stable EBITDA margin including
    the impact of business additions with low-risk synergies
    materialising;

-- Capex at around 1.5% per year on average until 2025; and

-- No dividend payments until end of 2025.

Recovery Ratings Assumptions:

Fitch follows a going-concern approach over balance-sheet
liquidation given the quality of Laboratoire Eimer's network and
strong national market position:

-- Expected going-concern EBITDA implies a 30% discount to
    projected EBITDA, adjusted for a 12-month contribution of all
    2021 acquisitions, as well as the additional Covid-19 testing
    activity at normalised sustained levels anticipated to remain
    in the medium term;

-- Distressed enterprise value (EV)/EBITDA multiple of 6.0, which
    reflects Laboratoire Eimer's strong market position, as well
    as product and geographic diversification;

-- Structurally higher-ranking debt of around EUR67 million at
    operating companies to rank on enforcement ahead of the RCF,
    TLB and SSN;

-- The senior secured TLB and SSN together at around EUR2.9
    billion and RCF of EUR271 million, which Fitch assume to be
    fully drawn upon distress, rank pari passu after super senior
    debt; unsecured senior bond ranks third in priority;

-- After deducting 10% for administrative claims from the
    estimated post-restructuring EV, Fitch's waterfall analysis
    generates a ranked recovery for the senior secured debt in the
    recovery rating 'RR3' band, leading to a senior secured rating
    of 'B+' with a waterfall generated recovery computation (WGRC)
    of 57%. For the senior unsecured notes, Fitch estimates their
    recovery in the 'RR6' band with a WGRC of 0%, corresponding to
    a 'CCC+' senior unsecured rating.

RATING SENSITIVITIES

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

A larger scale, increased product/geographical diversification,
full realisation of contractual savings and synergies associated
with acquisitions and/or voluntary prepayment of debt from excess
cash flow, followed by:

-- Maintaining double-digit FCF margins;

-- FFO adjusted gross leverage (pro-forma for acquisitions) below
    7.0x on a sustained basis; and

-- FFO fixed charge cover (pro-forma for acquisitions) trending
    above 2.5x on a sustained basis.

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

-- Weak operating performance with neutral to negative like-for
    like sales growth and declining EBITDA margins due to a delay
    in M&A integration, competitive pressures or adverse
    regulatory changes;

-- Failure to show significant deleveraging toward FFO adjusted
    gross leverage of 8.0x at least two years before major
    contractual debt maturities due to lost discipline in M&A;

-- FCF margin reducing towards mid-single digits such that
    FCF/total debt declines to low single digits; and

-- FFO fixed charge cover below 2.0x (pro forma for acquisitions)
    on a sustained basis

BEST/WORST CASE RATING SCENARIO

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

LIQUIDITY AND DEBT STRUCTURE

Comfortable Liquidity: Fitch views Laboratoire Eimer's liquidity as
solid. This is based on a high freely available cash balance of
around EUR500 million (net of EUR50 million that Fitch treats as
the minimum cash required in daily cash operations and unavailable
for debt service from 2021), which Fitch projects for end-December
2021. Fitch projects improvements to internal liquidity generation,
boosted by Covid-19 related testing activity and the
credit-accretive CMA-Medina acquisition, which the company can use
at its discretion for bolt-on M&A.

The completed SSN increase remains in line with the existing debt
maturity profile. Following this year's refinancing, Laboratoire
Eimer has widened its funding mix and extended its debt maturity
profile to 2028-2029. An increased RCF of EUR271 million from
EUR120 million has also enhanced liquidity headroom and financial
flexibility.

ESG CONSIDERATIONS

Laboratoire Eimer has an ESG Relevance Score of '4' for Exposure to
Social Impacts due to high risks of tightening healthcare
regulation constraining its ability to maintain operating
profitability and cash flows. This has a negative impact on its
credit profile and is relevant to the rating in conjunction with
other factors.

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



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

GAKO KONIETZKO: Court Rules in Favor of Samix in IP Dispute
-----------------------------------------------------------
In March 2019, Medisca Pharmaceutique Inc. acquired Samix GmbH, a
German manufacturer of compounding systems for use in pharmacies.
Following such acquisition, Medisca supported Samix in its several
legal disputes with Samix' main competitor, the GAKO group
comprised of inter alia GAKO Konietzko GmbH and GAKO International
GmbH (collectively, "old Gako"), which have since become insolvent.
In the course of the insolvency proceedings, old GAKO's business
was acquired by Fagron February 2020, and is now continued by
Fagron's newly established subsidiary, GAKO Deutschland GmbH.

The core of the legal disputes concerned the ownership of IP and
knowhow pertaining to the compounding systems and their design. Old
GAKO asserted that it allegedly owned all knowhow and IP, while
Samix (as successor to SMS Elap GmbH &Co KG) has always taken the
position that all the knowhow and IP belonged to SMS even though
they developed and manufactured the UNGUATOR compounding systems
for old GAKO.

In May 2016, old GAKO instigated preliminary injunction proceedings
against Samix claiming that, by continuing SMS' business, Samix
unfairly exploited knowhow belonging to GAKO and unfairly imitated
the (old) design of the UNGUATOR mixing machines and jars. The
alleged trade secret misappropriation was rejected at first
instance (Landgericht Meiningen [HK O 19/16]) and also upon appeal
(Thüringer Oberlandesgericht [2 U 532/16]), validating Samix's
position that old GAKO did not own the knowhow pertaining to the
compounding systems. Only regarding the mixing machines, the Court
of Appeal found an allegedly unfair imitation of the (old) design
of the UNGUATOR mixing machines.

"Despite the lawsuits in which Samix was involved beginning in
2016, Medisca acquired the German-based manufacturer in order to
secure supply chain of a product line that has become even more
critical to compounding pharmacies worldwide," said Panagiota
Danopoulos, SVP Global Strategy & Innovation at Medisca.  "We were
confident that Samix and its employees were instrumental to the
development of the electronic mortar and pestle for our customers
globally. Aligned with Medisca's strategic priority to build and
defend our IP portfolio of key innovations and product investments,
Medisca invested in Samix, and supported its business and legal
position in such lawsuits".

In March 2021, after old GAKO's insolvency, Samix successfully
obtained a revocation of old GAKO's preliminary injunction which
was lifted by default judgment (Landgericht Meiningen [HK O
55/20]), thereby eliminating all restrictions with respect to
distribution within Germany.

Old GAKO had also filed corresponding main action proceedings in
October 2016 which were also based on the allegedly unfair product
imitation and trade secret misappropriation.  While old GAKO's
action was again partially granted in first instance regarding the
allegedly unfair product imitation regarding the mixing machines
and the mixing blades, the action was dismissed in view of all
other accessories and, most notably, also with regard to the
alleged trade secret misappropriation (Landgericht Meiningen [HK O
53/16]).  Both, Samix and old GAKO, appealed the decision.
Following a suspension due to old GAKO's insolvency, the
proceedings were resumed upon Samix' request.

On September 9, 2021, the Court of Appeal granted Samix' appeal
while rejecting GAKO's appeal by default judgment (Thuringer
Oberlandesgericht [1 U 187/19]).  The default judgment is final and
binding and, consequently, GAKO's claims were entirely rejected.

Samix considers such outcome of the main action proceedings as
further validation by German courts that the knowhow created and
developed by SMS was never acquired by old GAKO and that Samix
always owned such knowhow.

"I am delighted to see that, after long and legally baseless
lawsuits, the German courts have acknowledged that old Gako was
never the rightful owner of Samix's intellectual property and
know-how!" continued Panagiota Danopoulos.  "This is a pivotal
moment for both Medisca and Samix as we reinforce our market
position as industry leaders.  Medisca will always take the
necessary steps to protect its companies' IP assets and rights; and
we will continue to support Samix as it continues to innovate and
engineer for our clients globally, while also protecting its
business and market position in Europe, North America and
Australia."

On April 22, 2021, in order to further protect all the investment
made in developing its unique and proprietary knowhow and part of
which knowhow was being used in the recent UNGUATOR devices sold by
GAKO, Samix initiated court proceedings for trade secret
misappropriation against old GAKO's trustee which sold the
insolvent old GAKO's assets, the acquiring entity -- GAKO
Deutschland GmbH -- and its managing directors, and the parent
company, Fagron B.V. which Samix deems responsible for the
acquisition.

                        About MEDISCA(R)

Medisca -- http://www.medisca.com-- provides turnkey solutions to
the pharmaceutical compounding industry and allied health care
professionals worldwide. Committed to being a complete resource for
prescribers, pharmacists, and pharmacy technicians engaged in
personalized medicine, Medisca offers high quality products,
industry-leading support, and first-class education through its
partner LP3 Network.  Founded in 1989, the company has locations in
Canada, the United States and Australia, optimizing its service to
the international market.  

                        About SAMIX(R)

Samix is a manufacturer of Electronic Mortar & Pestle Mixers and
Accessories for pharmaceutical compounding, cosmetic and scientific
applications. Samix has been in business for over 10 years with
Head Office & ISO 9001 Manufacturing plant located in Germany.  As
an innovation company, Samix is constantly pursuing new ideas to
make their products more durable, more efficient, and more
sustainable.


PBD GERMANY 2021-1: Fitch Assigns Final B Rating to Class F Tranche
-------------------------------------------------------------------
Fitch Ratings has assigned PBD Germany Auto Lease Master S.A.,
Compartment 2021-1 final ratings.

PBD Germany Auto Lease Master S.A., Compartment 2021-1

     DEBT                RATING                PRIOR
     ----                ------                -----

A XS2399669006    LT AAAsf     New Rating    AAA(EXP)sf
B XS2399669931    LT AA+sf     New Rating    AA+(EXP)sf
C XS2399672216    LT Asf       New Rating    A(EXP)sf
D XS2399683098    LT BBB-sf    New Rating    BBB-(EXP)sf
E XS2399684658    LT BBsf      New Rating    BB(EXP)sf
F XS2399684815    LT Bsf       New Rating    B(EXP)sf
G XS2399689020    LT NRsf      New Rating    NR(EXP)sf

TRANSACTION SUMMARY

PBD Germany Auto Lease Master S.A., Compartment 2021-1 is a
securitisation of auto lease receivables granted to German private
and commercial customers. The leases are originated and serviced by
PSA Bank Deutschland GmbH (PSAD), the German captive financing arm
of Stellantis for its Peugeot, Citroen and DS brands.

The securitised leases include the residual value (RV) component,
for which either the lessee takes the RV risk, or the car can be
sold to the dealer for the contractual RV via a put option. The
transaction will have a one-year revolving period. After the
replenishment period, principal on the bonds will be paid pro-rata
unless triggers are breached. The interest-rate mismatch between
assets and liabilities is addressed by an interest-rate cap with a
strike of one-month Euribor at 0%.

KEY RATING DRIVERS

RV Drives Risk: Under PSAD's Kilometer leasing (KML) contracts
(57.3% of the discounted portfolio balance), car dealers have to
pay the contractual RV. However, a dealer default will expose the
issuer to the risk of RV losses from declining used-car prices when
vehicles are sold at market prices. The RV portion can only
increase up to 48% of the overall pool during the revolving period,
from 45% currently. Fitch assumes RV losses of 16.5% in a 'AAA'
scenario, compared with 6.3% losses from the instalment portion.

The remaining 42.7% of the portfolio are Restwert leasing contracts
where the lessee carries the market value risk of the cars, with
the risk profile comparable with that of balloon loans.

Effective Pro-Rata Triggers: Performance triggers to force the
structure into sequential amortisation consider defaults and RV
losses and will not be diluted by the replenishment of new assets
during the revolving period. In Fitch's view, the triggers and
their levels are adequate to avoid excessive pro-rata allocations
in an environment of adverse asset performance.

Consideration of Put Option: For KML contracts, PSAD can exercise a
put option at lease maturity to sell cars to the dealers for the
contractual RV. Fitch considered the loss-shrinking effect of the
option in the 'B' and 'BB' rating categories via reduced RV
haircuts and selling costs, constituting a variation to Fitch's
Consumer ABS Rating Criteria.

Moderate Lessee Credit Risk: Historical default rates in the
originator's book have been low. Fitch expects the performance of
commercial lessees to be worse than for private customers and
modelled a migrated pool according to the replenishment limits for
the lessee type. Fitch used a post-migration default base case of
1.8% for the analysis. Fitch's recovery base case is 62.5%.

Servicing Continuity Risk Reduced: PSAD services the portfolio from
closing. A facilitator is appointed to find a replacement servicer
and replacement realisation agent should PSAD fail to perform its
duties or become insolvent. In addition, an amortising liquidity
reserve provides adequate protection against payment interruption
risk. Fitch deems commingling risk immaterial in the transaction,
due to collections being transferred to the issuer within two
days.

RATING SENSITIVITIES

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

-- Unanticipated increases in the frequency of defaults or
    widening RV losses or decreases in recovery rates could
    produce larger losses than the base case and could result in
    negative rating action on the notes. For example, an increase
    of the default base case by 50% would lead to a single-notch
    downgrade of the class A, C and D notes and a two-notch
    downgrade of the class B notes.

-- A decrease of 10% in RV sale proceeds would lead to a one
    notch downgrade of the class A and D notes, three notches for
    the class B notes, four notches for the class C notes, and
    five notches for the class E notes. The class F notes would be
    not rated.

-- Later defaults or RV losses leading to a longer period of pro
    rata amortisation and longer RV time to sale could lead to
    negative rating action on the senior notes.

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

-- Contracts with RV exposure reach their maturities without
    associated RV losses.

BEST/WORST CASE RATING SCENARIO

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

CRITERIA VARIATION

The issuer benefits from a dealer put option via a contractual
agreement it entered into with PSAD, under which it can demand
payment of the contractual RV from dealers through PSAD.

The available mechanisms and incentives for the insolvency
administrator suggest that the put option exercise will also be
effective after an insolvency of PSAD. Fitch believes that it is
unlikely that no dealer put options will be exercised during the
transaction's life and therefore that it is justified to
incorporate the beneficial effect of successfully exercised dealer
put options into scenarios close to Fitch's baseline, gradually
decreasing with every rating notch up to 'BB+sf'. No benefit is
assumed in investment-grade scenarios.

The criteria variation comprises reducing the market value haircuts
to below the low end of the criteria range and assuming no selling
costs for the calculation of RV loss in non-investment-grade
scenarios.

The criteria variation has an impact on the ratings of class E and
F notes. The model-implied rating for these classes without the
criteria variation is 'CCCsf', i.e. up to two rating categories
lower.

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

PBD Germany Auto Lease Master S.A., Compartment 2021-1

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.

PBD GERMANY 2021-1: Moody's Assigns B1 Rating to EUR12MM F Notes
----------------------------------------------------------------
Moody's Investors Service has assigned the following definitive
ratings to Notes issued by PBD Germany Auto Lease Master S.A.,
Compartment 2021-1:

EUR463.8M Class A Floating Rate Notes due November 2030,
Definitive Rating Assigned Aaa (sf)

EUR23.1M Class B Floating Rate Notes due November 2030, Definitive
Rating Assigned Aa2 (sf)

EUR31.5M Class C Floating Rate Notes due November 2030, Definitive
Rating Assigned A2 (sf)

EUR21M Class D Floating Rate Notes due November 2030, Definitive
Rating Assigned Baa2 (sf)

EUR39.6M Class E Floating Rate Notes due November 2030, Definitive
Rating Assigned Ba2 (sf)

EUR12M Class F Floating Rate Notes due November 2030, Definitive
Rating Assigned B1 (sf)

Moody's has not assigned ratings to the EUR 9M Class G Fixed Rate
Notes due November 2030.

RATINGS RATIONALE

The Notes are backed by a 12-month revolving pool of German auto
lease instalment receivables and related residual value (RV) cash
flows. The leases were originated by PSA Bank Deutschland GmbH
(NR). This represents the fourth auto leases transaction in Germany
for PSA Bank Deutschland GmbH.

The portfolio of assets amounts to approximately EUR 600 million as
of November 15, 2021 pool cut-off date. The RVs cash flows related
to the lease agreements are securitized and are based on car value
estimates of the leasing contracts for the lease contract maturity.
The Liquidity Reserve, for senior fees and Class A to F Notes
coupon payments, will be funded to 0.50% of Class A to G initial
balance and the total credit enhancement for the Class A Notes will
be 22.7%.

The ratings are primarily based on the credit quality of the
portfolio, the structural features of the transaction and its legal
integrity.

According to Moody's, the transaction benefits from various credit
strengths such as a granular portfolio, an extensive set of
historical data provided by the seller and significant excess
spread considering the portfolio minimum average yield of at least
4.0% achieved by the discount mechanism. However, Moody's notes
that the transaction features some credit weaknesses such as a
complex structure with a deferral of interest mechanism, a pro rata
amortization waterfall or a 12-month revolving period which could
lead to an asset quality drift, although this is partially
mitigated by the portfolio concentration limits and the early
amortization events. Various mitigants have been included in the
transaction structure such as reserve fund equal to 0.50% of the
Class A to G initial balance amortising with a floor of 0.30% for
the notes outstanding principal balance, as well as performance
triggers which will switch the waterfall to sequential from pro
rata.

The portfolio of underlying assets was distributed through dealers
and to private individuals 47.70% and commercial borrowers 52.30%
to finance the purchase of new 95.98% and demo 4.02% cars. As of
November 15, 2021 the portfolio consists of 41,747 auto leases
contracts with a weighted average seasoning of 17.8 months.

Moody's determined the portfolio lifetime expected defaults of
2.5%, expected recoveries of 45% and Aaa portfolio credit
enhancement ("PCE") of 9.5% related to the lease installments. 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 the cash flow model to rate Auto
ABS.

Portfolio expected defaults of 2.5% is in line with the EMEA Auto
ABS average and is 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.

Portfolio expected recoveries of 45% is in line with the EMEA Auto
ABS average and is based on Moody's assessment of the lifetime
expectation for the pool taking into account (i) historic
performance of the originator's book, (ii) benchmark transactions,
and (iii) other qualitative considerations.

PCE of 9.5% is in line with the EMEA Auto ABS average and is based
on Moody's assessment of the pool and the relative ranking to
originator peers in the EMEA market. The PCE level of 9.5% results
in an implied coefficient of variation ("CoV") of 56%.

The Aaa (sf) baseline haircut for RV exposure in this German auto
lease portfolio, after adjustment for its specific characteristics,
is 38.5%. These haircuts take into account (i) robustness of RV
setting, (ii) good track record of car sales, (iii) low
concentration in the RV maturity and (iv) the low exposure to
Alternative Fuel Vehicles (AFVs). The haircut is lower than the
EMEA Auto ABS average and is based on Moody's assessment of the
pool which is mainly driven by (i) the originator's ability to set
residual values, (ii) historical portfolio performance, and (iii)
portfolio composition. Moody's RV analysis results in a residual
value credit enhancement (RV CE) of 13.8% for the Aaa (sf) rated
notes.

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Auto Loan- and Lease-Backed ABS" published in
September 2021.

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

Factors that may cause an upgrade of the ratings of the notes
include significantly better than expected performance of the pool
together with an increase in credit enhancement of Notes.

Factors that would lead to a downgrade of the ratings include: (i)
a significant deterioration of the credit profile of the
originator; and (ii) a significant decline in the overall
performance of the pool.



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

ALBACORE EURO III: Moody's Assigns B3 Rating to EUR12MM F Notes
---------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive ratings to notes issued by AlbaCore Euro CLO
III Designated Activity Company (the "Issuer"):

EUR238,000,000 Class A Senior Secured Floating Rate Notes due
2034, Definitive Rating Assigned Aaa (sf)

EUR24,000,000 Class B-1 Senior Secured Floating Rate Notes due
2034, Definitive Rating Assigned Aa2 (sf)

EUR20,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2034,
Definitive Rating Assigned Aa2 (sf)

EUR30,000,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2034, Definitive Rating Assigned A2 (sf)

EUR28,000,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2034, Definitive Rating Assigned Baa3 (sf)

EUR20,000,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2034, Definitive Rating Assigned Ba3 (sf)

EUR12,000,000 Class F Senior Secured Deferrable Floating Rate
Notes due 2034, Definitive Rating Assigned B3 (sf)

RATINGS RATIONALE

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

The Issuer is a managed cash flow CLO. At least 90% of the
portfolio must consist of secured senior loans or senior secured
bonds and up to 10% of the portfolio may consist of unsecured
senior obligations, second-lien loans, high yield bonds and
mezzanine obligations. The underlying portfolio is expected to be
98.75% ramped 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
6 month ramp-up period in compliance with the portfolio
guidelines.

AlbaCore Capital LLP ("AlbaCore") 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 a 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.

In addition to the seven classes of notes rated by Moody's, the
Issuer will issue EUR31,700,000 Subordinated Notes due 2034 which
are not 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.

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.

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: EUR400.0m

Diversity Score: 44*

Weighted Average Rating Factor (WARF): 2945

Weighted Average Spread (WAS): 3.70%

Weighted Average Recovery Rate (WARR): 42.5%

Weighted Average Life (WAL): 8.5 years

ALBACORE EURO III: S&P Assigns B- (sf) Rating to Class F Notes
--------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to AlbaCore EURO CLO
III DAC's class A, B-1, B-2, C, D, E, and F notes. At closing, the
issuer will issue EUR31.70 million of unrated subordinated notes.

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

The portfolio's reinvestment period will end approximately four and
a half years after closing, and the portfolio's maximum average
maturity date will be eight and a half years after closing.

The ratings reflect S&P's assessment of:

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

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

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

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

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

  Portfolio Benchmarks
                                                         CURRENT
  S&P Global Ratings weighted-average rating factor      2862.22
  Default rate dispersion                                 437.10
  Weighted-average life (years)                             5.57
  Obligor diversity measure                               114.16
  Industry diversity measure                               19.04
  Regional diversity measure                                1.13

  Transaction Key Metrics
                                                         CURRENT
  Portfolio weighted-average rating
    derived from S&P's CDO evaluator                           B
  'CCC' category rated assets (%)                           1.75
  Covenanted 'AAA' weighted-average recovery (%)           34.76
  Covenanted weighted-average spread (%)                    3.70
  Covenanted weighted-average coupon (%)                    4.50

S&P said, "Our ratings reflect our assessment of the collateral
portfolio's credit quality, which has a weighted-average rating of
'B'. We consider that the portfolio will be well-diversified on the
effective date, primarily comprising 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 target par
amount, the covenanted weighted-average spread of 3.70%, the
covenanted weighted-average coupon of 4.50%, and the portfolio's
weighted-average recovery rates for all the other rating levels.

"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.

"The transaction's documented counterparty replacement and remedy
mechanisms 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 ratings, as the exposure to individual
sovereigns does not exceed the diversification thresholds outlined
in our criteria.

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

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe our ratings are
commensurate with the available credit enhancement for the class A,
B-1, B-2, C, D, E, and F notes. Our credit and cash flow analysis
indicates that the available credit enhancement for the class B-1,
B-2, C, and D notes could withstand stresses commensurate with
higher ratings than those we have assigned. However, as the CLO
will be in its reinvestment phase starting from closing, during
which the transaction's credit risk profile could deteriorate, we
have capped our ratings assigned to the notes.

"For the class F notes, our credit and cash flow analysis indicates
that the available credit enhancement could withstand stresses that
are commensurate with a 'CCC' rating. 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, this class is able to sustain a steady-state scenario,
in accordance with our criteria." S&P's analysis further reflects
several factors, including:

-- The class F notes' available credit enhancement is in the same
range as that of other CLOs we have rated and that have recently
been issued in Europe.

-- S&P's model-generated portfolio default risk at the 'B-' rating
level is 27.62% (for a portfolio with a weighted-average life of
5.57 years) versus 17.27% if it was to consider a long-term
sustainable default rate of 3.1% for 5.57 years.

-- Whether the tranche is vulnerable to nonpayment in the near
future

-- If there is a one-in-two chance for this note to default.

-- If S&P envisions this tranche to default in the next 12-18
months.

S&P said, "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 publication, "How Credit Distress Due To COVID-19 Could Affect
European CLO Ratings," published on April 2, 2020.

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

-- Environmental, social, and governance (ESG) 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 certain activities,
including, but not limited to, the following: development,
production, maintenance, trade or stock-piling of weapons of mass
destruction, or the production or trade of illegal drugs, illegal
narcotics or recreational marijuana, the speculative extraction of
oil and gas, thermal coal mining, marijuana-related businesses,
production or trade in controversial weapons, hazardous chemicals,
pesticides and wastes, ozone depleting substances, endangered or
protected wildlife of which the production or trade is banned by
applicable global conventions and agreements, pornographic
materials or content, prostitution-related activities, tobacco or
tobacco-related products, gambling, subprime lending or payday
lending activities, weapons or firearms, and opioids. Accordingly,
since the exclusion of assets from these industries does not result
in material differences between the transaction and our ESG
benchmark for the sector, no specific adjustments have been made in
our rating analysis to account for any ESG-related risks or
opportunities."

  Ratings List

  CLASS    RATING    AMOUNT     CREDIT            INTEREST RATE*
                  (MIL. EUR)  ENHANCEMENT
                                (%)
  A        AAA (sf)  238.00    40.50    Three/six-month EURIBOR
                                        plus 0.99%
  B-1      AA (sf)    24.00    29.50    Three/six-month EURIBOR
                                        plus 1.78%
  B-2      AA (sf)    20.00    29.50    2.10%

  C        A (sf)     30.00    22.00    Three/six-month EURIBOR
                                        plus 2.35%

  D        BBB- (sf)  28.00    15.00    Three/six-month EURIBOR
                                        plus 3.20%
  E        BB- (sf)   20.00    10.00    Three/six-month EURIBOR
                                        plus 6.09%
  F        B- (sf)    12.00     7.00    Three/six-month EURIBOR
                                        plus 8.69%
Sub       NR         31.70      N/A    N/A

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

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

CVC CORDATUS XVIII: Fitch Rates Class F Notes 'B-(EXP)'
-------------------------------------------------------
Fitch Ratings has assigned CVC Cordatus Loan Fund XVIII's reset
notes expected ratings.

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

DEBT             RATING
----             ------
CVC Cordatus Loan Fund XVIII - Reset

A     LT AAA(EXP)sf    Expected Rating
B-1   LT AA(EXP)sf     Expected Rating
B-2   LT AA(EXP)sf     Expected Rating
C     LT A(EXP)sf      Expected Rating
D     LT BBB-(EXP)sf   Expected Rating
E     LT BB-(EXP)sf    Expected Rating
F     LT B-(EXP)sf     Expected Rating
M1    LT NR(EXP)sf     Expected Rating
M2    LT NR(EXP)sf     Expected Rating
X     LT AAA(EXP)sf    Expected Rating

TRANSACTION SUMMARY

CVC Cordatus Loan Fund XVIII DAC is a securitisation of mainly
senior secured obligations (at least 90%) with a component of
senior unsecured, mezzanine, second-lien loans and high-yield
bonds. Note proceeds will be used to refinance the existing notes
and fund a portfolio with a target par of EUR454 million.

The portfolio is actively managed by CVC Credit Partners European
CLO Management LLP. The collateralised loan obligation (CLO) has a
4.5-year reinvestment period and an 8.5-year weighted average life
(WAL).

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch considers the
average credit quality of obligors to be in the 'B'/'B-' category.
The Fitch weighted average rating factor (WARF) of the current
portfolio is 25.3.

High Recovery Expectations (Positive): At least 90% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate (WARR) of the current portfolio is 59.7%.

Diversified Asset Portfolio (Positive): The transaction has a
concentration limit for the 10 largest obligors of 20%. The
transaction also includes various concentration limits, including
the maximum exposure to the three largest (Fitch-defined)
industries in the portfolio at 44.5%. These covenants ensure the
asset portfolio will not be exposed to excessive concentration.

Portfolio Management (Neutral): The transaction has a 4.6-year
reinvestment period and includes reinvestment criteria similar to
those of other European transactions. Fitch's analysis is based on
a stressed-case portfolio with the aim of testing the robustness of
the transaction structure against its covenants and portfolio
guidelines.

Cash-flow Modelling (Positive): The WAL used for the transaction's
stressed portfolio and matrix analysis is 12 months less than the
WAL covenant, to account for structural and reinvestment conditions
post-reinvestment period, including passing the
over-collateralisation, the Fitch 'CCC' limitation and the Fitch
maximum WARF tests. This ultimately reduces the maximum possible
risk horizon of the portfolio when combined with loan pre-payment
expectations.

RATING SENSITIVITIES

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

-- A 25% increase of the mean default rate (RDR) across all
    ratings and a 25% decrease of the recovery rate (RRR) across
    all ratings would result in downgrades of up to four notches
    across the structure.

-- Downgrades may occur if the build-up of the notes' credit
    enhancement following amortisation does not compensate for a
    higher loss expectation than initially assumed due to
    unexpected high levels of default and portfolio deterioration.

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

-- A 25% reduction of the mean RDR across all ratings and a 25%
    increase in the RRR across all ratings would result in an
    upgrade of no more than five notches across the structure,
    apart from the class X and A-R notes, which are already at the

    highest rating on Fitch's scale and cannot be upgraded.

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

BEST/WORST CASE RATING SCENARIO

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

SUMMARY OF FINANCIAL ADJUSTMENTS

No published financial statements are used in the rating analysis

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

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

DATA ADEQUACY

CVC Cordatus Loan Fund XVIII - Reset

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

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

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

WIRECARD: Liquidators Focus on Four Key Areas in Irish Unit Probe
-----------------------------------------------------------------
The Irish Times reports that Joe Brennan, the liquidators of the
Irish arm of failed German electronic payments group Wirecard, are
focusing their investigation into an almost EUR400 million fraud on
four key areas, its creditors have been told.

According to The Irish Times, in a report issued to creditors of
Wirecard UK and Ireland Ltd, the joint liquidators, Ken Fennell and
James Anderson of accountancy firm Deloitte, said they have
completed two interim reports for the Office of the Director of
Corporate Enforcement (ODCE) on the Dublin-based company's
collapse.

They were appointed to the Irish unit in October last year, four
months after Munich-based Wirecard filed for insolvency, becoming
Germany's biggest postwar financial scandal, as it revealed a
EUR1.9 billion of cash recorded on its balance sheet did not exist,
The Irish Times recounts.

The liquidators of the Irish business have been liaising with the
insolvency administrator for Wirecard in Germany, the Garda
National Economic Crime Bureau and the ODCE as part of their
ongoing inquiry, according to the report, seen by The Irish Times.

In its initial years, between 2006 and 2013, Wirecard UK &
Ireland's business was in merchant acquiring, a process that allows
online merchants to sell goods or services to customers using
credit cards.  However, in 2012, Wirecard in Germany told the Irish
unit that it would receive a share of the third-party acquiring
revenues generated from the merchant business, The Irish Times
relays, citing the report.

All the information on the merchants and associated revenues were
provided to the Irish unit on a quarterly basis by Wirecard, with
the Dublin-based company receiving funds from an acquiring bank and
group partner, Dubai-based Al Alam, The Irish Times states.
Wirecard UK & Ireland's revenue ballooned by almost 250% over the
following eight years, to EUR250.7 million, while its accumulated
profits soared to about EUR461 million, according to the report

The first strand of the Irish investigation is into the revenues
generated from Al Alam between 2021 and 2020, The Irish Times
says.

The liquidators are also continuing to look into an agreement on
how Wirecard UK & Ireland's profits, under direction from its
parent, were paid from late 2015 by Al Alam into an escrow account
held by a Singaporean trustee, called Citadelle Corporate Services,
The Irish Times notes.

The escrow account had a purported balance of EUR393 million at the
end of 2019, which has proven to be untrue, according to the
report.

The third main area of the local investigation centres on the
Wirecard group's move in December 2019 to lend EUR40 million from
the Irish unit to a Singapore-based payments company called
Ruprecht Services, The Irish Times discloses.  The fourth strand
relates to another group-sanctioned loan from the unit's account,
amounting to EUR64 million, The Irish Times states.  This was
issued to another company within the group in 2018, called
Cardsystems Middle East, according to The Irish Times.

While the book value of Wirecard UK & Ireland's assets were
recorded at EUR556.5 million at the time of its liquidation, mainly
comprising cash that was said to be held in the escrow accounts and
trade debtors, the liquidators have so far realised EUR5.27
million, The Irish Times notes.  This includes more than EUR4
million from overseas bank accounts, The Irish Times says.

The liquidators said are continuing to pursue a possible EUR43
million corporation tax refund from the Revenue Commissioners, as
its reported income in the past had been allegedly overstated, The
Irish Times relates.  They are also pursuing EUR70 million owed by
debtors, The Irish Times discloses.




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

DEDALUS SPA: Fitch Affirms 'B' LT IDR, Outlook Stable
-----------------------------------------------------
Fitch Ratings has affirmed Dedalus SpA's Long-Term Issuer Default
Rating (IDR) at 'B' with a Stable Outlook. Fitch has also affirmed
Dedalus Finance GmbH's enlarged EUR1.16 billion senior secured term
loan B (TLB) at 'B+' with a Recovery Rating of 'RR3', following an
EUR150 million add-on.

The IDR reflects increased leverage driven by debt-funded
acquisitions made this year that do not sufficiently contribute to
EBITDA. However, the Stable Outlook reflects Fitch's expectation
that Dedalus will be able to reduce funds from operations (FFO)
gross leverage to below its downgrade threshold of 7.5x by 2023.
Further debt-funded acquisitions without substantial EBITDA
accretion may put pressure on the ratings.

KEY RATING DRIVERS

Acquisitions Delay Deleveraging: Fitch expects the recent
debt-funded acquisitions to delay the deleveraging of Dedalus, due
to initial low EBITDA contribution from the new assets. Fitch
expects Fitch-defined FFO leverage to rise to 9.4x in 2021
(proforma for recent acquisitions), before declining to 7.1x in
2023, due to organic EBITDA growth and realised synergies. Bolt-on
acquisitions in the last month have strengthened Dedalus' technical
capabilities but the contribution to EBITDA is not material enough
to prevent the company's leverage from increasing. The other key
leverage metric (cash from operations (CFO) less capex/gross debt)
remains comfortably within the thresholds for the 'B' rating in
2021-2023, which supports the Stable Outlook.

TLB Recovery Deterioration: Fitch estimates recoveries for the
enlarged TLB to reduce to 53% from 60% previously, as the modest
addition of new acquisitions to Fitch-defined going-concern (GC)
EBITDA are offset by the increase in the size of Dedalus' revolving
credit facility (RCF) to EUR165 million from EUR110 million. That
leaves little headroom in the 'RR3' band for a single-notch uplift
from the IDR for the TLB. Further debt increases without
significant EBITDA growth may remove this headroom and relegate the
senior debt rating to 'RR4', with no uplift to the IDR. In the
recovery analysis Fitch assumes that the RCF is fully drawn, as per
Fitch's criteria.

M&A Strategy Important: Fitch believes that Dedalus will continue
to pursue M&A opportunities that support increasing geographical
diversification, enhance R&D capacity and enlarge its scale of
operations. The funding of M&A is an important factor for the
ratings as valuations in the sector are high, typically with
double-digit EV/EBITDA multiples, so debt-only funded acquisitions
may lead to delays in deleveraging and weigh on ratings. Over the
last two years, Dedalus has used a mix of debt, equity and
balance-sheet cash to fund acquisitions, protecting its leverage
metrics but its most recent debt-funded acquisitions have notably
increased leverage.

Resilient Revenues: A large portion of Dedalus' revenue is
recurring, which provide fairly high cash-flow visibility and
stability. The critical nature of software products, combined with
significant barriers to entry (eg high switching costs and initial
R&D), the long-term nature of contracts (three to six years), as
well as low technological risk underpin customer-base
sustainability, which is underlined by a low churn rate (around
1%).

Supportive Industry Trends: Fitch believes that Dedalus is
well-positioned to benefit from the digitalisation of European
healthcare systems. This is deemed essential not only to improve
treatment quality and patient experience, but also to tackle rising
healthcare costs driven by secular trends, such as an ageing
population. The low digitalisation of healthcare infrastructure in
the EU pushes governments to promote investments in IT
infrastructure, particularly with Covid-19 underlining the
importance of medical data storage and the necessity for
collaborations across healthcare systems. However, this trend is
partially offset by the rationalisation of hospitals, data-security
concerns and budget constraints.

Strong Position in Fragmented Markets: The European healthcare
software market is highly fragmented and Dedalus has a different
set of competitors in each market. Its share varies from 20% to 70%
across different sub-segments. Dedalus' main competitive advantages
are a dedicated focus on the healthcare industry, strong R&D
capabilities and a fairly large scale. These allow it to operate
efficiently in different healthcare systems and be in compliance
with local regulation and international standards.

DERIVATION SUMMARY

The ratings of Dedalus are supported by its leading market
positions in its key segments in all countries of presence, its
unique pan-European footprint in the highly fragmented healthcare
software industry, the long-term nature of contracts and a
sustainable customer base as underlined by low churn rates. Its
close Fitch-rated peers MedAssets Software Intermediate Holdings,
Inc. (nThrive TSG; B-/Stable), Waystar Technologies, Inc.
(B-/Stable) and athenahealth, Inc. (B+/Stable) also benefit from
solid market positions, high customer retention and good exposure
to secular growth trends. Similar to Dedalus, these companies'
ratings are constrained by high leverage.

Dedalus' closest Fitch-rated peer in Europe is TeamSystem Holding
S.p.A (B/Stable), a leading Italian accounting and ERP software
company with a high proportion of recurring revenue. The companies
have similar leverage profiles and benefit from healthy market
trends and a sustainable customer base. Dedalus has a larger
geographical footprint with exposure to more stable economies in
Germany and France, while TeamSystems operates only in Italy but
benefits from higher margins.

Dedalus' operating profile compares well with that of other
Fitch-rated software peers, in particular MeridianLink, Inc
(BB-/Stable) and Particle Luxembourg S.A R.L. (WebPros, B/Stable).
Another peer group would be cybersecurity firms such as Imperva
Inc. (B-/Stable), Surf Intermediate I Limited (Sophos, B/Stable),
which have higher medium-term revenue growth prospects and stronger
margins but also high leverage. Dedalus is broadly comparable with
Fitch-rated peers in the wider technology sector. It has higher
leverage but benefits from its market leadership, diversification
and robust free cash flow (FCF) generation.

KEY ASSUMPTIONS

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

-- Mid-single-digit revenue growth in 2022-2024;

-- Fitch-defined EBITDA margin at 19.8% (pro-forma for
    acquisitions) in 2021, gradually increasing to 23% by 2024 as
    synergies are realized;

-- Working-capital change per year at around EUR5 million in
    2021-2024;

-- Capex at 1.1%-1.2% of sales in 2021-2024;

-- Capitalised R&D costs are treated as expenses and included in
    EBITDA;

-- Outstanding factoring balance is included in total debt (EUR30
    million in 2020);

-- Capitalised R&D costs are treated as expenses and included in
    EBITDA.

KEY RECOVERY RATING ASSUMPTIONS

The recovery analysis assumes that Dedalus would be reorganised as
a GC in bankruptcy rather than liquidated.

Fitch estimates that its post-restructuring EBITDA would be around
EUR130 million. Fitch would expect a default to come from a secular
decline or a drop in revenue and EBITDA following an unlikely
emergence of a disruptive technology, reputational damage or
intensified competition. The EUR130 million GC EBITDA is 17% lower
than Fitch-defined 2021 EBITDA forecast of EUR156 million.

An enterprise value (EV) multiple of 6x is applied to the GC EBITDA
to calculate a post-reorganisation EV. The multiple is in line with
that of other similar software companies that exhibit strong
pre-dividend FCF generation. The historical bankruptcy case-study
exit-multiples for peer companies ranged from 2.6x to 10.8x, with a
median of 5.1x. However, software companies demonstrated higher
multiples (4.6x-10.8x). Aceso was valued at approximately 16x
EBITDA. Fitch believes that the high acquisition multiple also
supports Fitch's recovery multiple assumption.

Fitch deducts 10% of administrative claims from the EV to account
for bankruptcy and associated costs.

Fitch estimates the total amount of secured debt for claims at
EUR1,325 million, which includes the EUR1.16 billion senior secured
TLB and assuming that the equally ranked EUR165 million RCF and
ancillary facilities are fully drawn.

Fitch does not include EUR140 million PIK notes outside of the
scope of the restricted group in total debt and treat them as
equity, in line with Fitch's criteria.

Fitch does not include factoring facilities in the total claims
estimates as Fitch believes that the factoring programme will
continue to be available.

Fitch estimates expected recoveries for senior secured debt at 53%.
This results in the senior secured debt rating of 'B+', one notch
above the IDR, with 'RR3'.

RATING SENSITIVITIES

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

-- FFO gross leverage below 6x;

-- CFO less capex/gross debt at above 10%;

-- Continued strong market leadership and strong FCF generation.

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

-- FFO gross leverage sustainably above 7.5x;

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

-- FFO interest coverage sustainably below 2.0x;

-- Failure to extract synergies from acquisitions leading to
    slower EBITDA growth and delayed deleveraging;

-- A weakening market position, as evident by slowing revenue
    growth.

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: Fitch expects liquidity to remain strong over the
next four years, supported by positive FCF generation, a prudent
approach to the amount of cash on the balance sheet and a EUR165
million RCF and ancillary facilities. The term loan is due in
2027.

ISSUER PROFILE

Dedalus is the leading pan-European player in a fragmented
healthcare software market, formed in May 2020 from the merger of
Dedalus's operations in Italy and France and Aceso, a carve-out of
the healthcare software business from Agfa-Gevaert with operations
in Germany, Austria, Switzerland and France.

In April 2021, Dedalus acquired Healthcare Software Solutions from
DXC, expanding its geographic footprint into UK, Ireland,
Australia, New Zealand, Spain and other countries. In June 2021
Dedalus acquired OSM AG, one of the leading laboratory information
systems companies in Germany.



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

KAZMUNAYGAS NC: S&P Affirms 'BB' ICR on KazTranGas Stake Transfer
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB' long-term issuer credit rating
on KazMunayGas NC JSC (KMG).

On Nov. 9, 2021, KazMunayGas NC JSC (KMG) transferred its 100%
stake in KazTransGas (KTG), Kazakhstan's national gas pipeline
network operator, to Sovereign Wealth Fund Samruk-Kazyna JSC
(Samruk-Kazyna).

S&P said, "The negative outlook on KMG reflects uncertainties over
the state's future strategy for the company, including its
investment and financial policies. We continue to see uncertainties
for KMG following the transfer of KTG to the state, which could
result in higher leverage than we currently assume. The company has
limited growth opportunities in upstream since many of the
remaining greenfield projects are high cost. We also understand
that KMG might be involved in some related sectors, such as
petrochemicals (polyethylene, polypropylene, and butadiene), but
currently there is limited visibility over the magnitude and risk
profile of these projects. Although leverage has improved to a
moderate FFO to debt of about 30%, the possible buyback of the
Kashagan stake from the government coupled with KMG's own
investments might result in materially higher leverage. In the
absence of formal financial policy targets, the evolution of the
company's leverage is therefore difficult to predict, creating
uncertainty over its business composition and capital structure.
The future of KazTransOil, KMG's oil pipeline, also remains a
question, in our view, since the state has mentioned it as a
candidate for transfer of control to the government.

"We have revised downward our assessment of KMG's business risk
profile to weak, reflecting the loss of the lower-risk asset and
the limited growth prospects for its majority-owned exploration and
production business.In our view, KTG's pipelines were among KMG's
more stable, and therefore less risky, businesses. Moreover, KMG
will no longer be responsible for gas asset exploration and
development in Kazakhstan, a potential growth point, which will now
be executed by KTG. KMG's oil growth prospects are also limited
since the company's majority-owned assets will account for only
about 11% of Kazakhstan's production in 2021 (about 25% including
JVs), one of the lowest shares for a national oil and gas company
in the region. With the ramp-up of Kashagan and finalization of the
Tengizchevroil (TCO) expansion in 2024, this share will decline
further (KMG owns minority stakes in both projects). Importantly,
KMG's majority-owned production was in slow decline in the years
before the pandemic, while its costs are relatively high at about
$11 per barrel (/bbl) and gradually rising. The company has a
strategy to stabilize production that will require significant
investments, but controlling costs could prove challenging and will
necessitate assistance from the state, which has already started to
provide tax benefits on certain fields. We assume stabilization of
both volumes and costs as the best possible scenario."

KMG's FFO to debt will be stronger in 2021-2023 at about 30%,
reflecting higher oil prices, recovering production volumes, and
increasing dividends from JVs.Higher oil prices will be the key
contributor to KMG's improving performance this year, with an
average oil price of $69.5/bbl, compared with $42/bbl in 2020.
KMG's consolidated EBITDA will therefore improve to Kazakhstani
tenge (KZT) 1,400 billion-KZT1,500 billion ($3.3 billion-$3.5
billion) this year, compared with KZT767 billion in 2020. In 2022,
KMG's EBITDA will decline to $1,100 billion-$1,300 billion,
reflecting still-supportive oil prices at $65/bbl and the
divestment of KTG, which will contribute up to KZT250 billion to
consolidated numbers in 2021. In 2023, KMG's EBITDA will remain
largely flat at KZT1,100 billion-KZT1,300 billion, since lower oil
prices of $55/bbl will be mitigated by recovering oil production as
OPEC+ restrictions are phased out. S&P said, "We also note that
dividends from KMG's JVs, notably TCO and the Caspian Pipeline
Consortium (CPC), will increase, with up to $550 million to be
received in 2021, $600 million in 2022, and up to $815 million in
2023, compared with $326 million in 2020, positively affecting
KMG's EBITDA. Therefore, we expect KMG's FFO to debt will reach
35%-40% in 2021, 27%-32% in 2022, and return to 30%-35% in 2023,
compared with 12.4% in 2020. This does not include the impact from
the buyback of the Kashagan stake, which could weaken FFO to debt
to about 15%-20%. We note that 2021 numbers will be somewhat
inflated as consolidated results will include 10 months of KTG's
cash flows while the year-end balance sheet will not have debt
associated with KTG. We also removed our debt adjustments
associated with KTG from KMG's adjusted debt."

Dividends from JVs will be sensitive to OPEC+ deal developments and
TCO project completion, but risks are gradually decreasing. S&P
said, "We expect two entities to be the main contributors to higher
dividends in the next two years--TCO and CPC, a pipeline that
carries most of TCO's oil to the Russian port of Novorossiysk. We
see some risk to dividends from both TCO and CPC, given that oil
production (and therefore transportation for CPC) remain
constrained by the OPEC+ deal, while TCO is still completing its
$45.2 billion expansion, which is consuming almost of its cash
flows but should boost production by up to 260,000 bbl per day. TCO
has already postponed the start of the project and there is a risk
of further delays amid COVID-19 restrictions. CPC's volumes and
cash flows also depend on additional oil from TCO, which we expect
to be delivered around mid-2024 as the pipeline has undergone a
major expansion to accommodate the extra volumes. Should the
dividends from both companies be significantly lower after 2021,
KMG's FFO to debt could be at risk of not exceeding 30% in
2022-2023. At the same time, we see these risks as gradually
receding thanks to recent developments in oil markets and the
progress on TCO's expansion, which is completing its large capital
spending. We note, that KMG will not benefit from Kashagan project
dividends, which it could soon start to distribute, since the stake
remains under preliminary attachment by the Dutch court in relation
to the court case by Moldovan businessman Anatolie Stati."

Current credit metrics do not capture KMG's true leverage because
of an up to $4.5 billion Kashagan option, which is reflected in our
financial policy assessment. S&P said, "In our base-case scenario,
we do not include the execution of an 8.44% Kashagan stake purchase
option, which KMG concluded after the state had acquired the stake
in late 2015 for about $4.7 billion to help KMG avoid a breach of
its financial covenants. We understand that option execution is
conditional on the resolution of the Stati case and would be
subject to the government's decision. Currently, we cannot
accurately estimate the execution price of the option and therefore
account for it in our financial policy assessment, rather than
through debt adjustments. In any case, should the option be
executed, we don't expect it to affect our ratings because we
incorporate its potential impact through our assessment of KMG's
financial policy."

S&P said, "Our rating on KMG continues to factor in our expectation
of a high likelihood of extraordinary state support, despite the
government's decision to transfer KTG to Samruk Kazyna without any
compensation.Despite the transfer of KTG, KMG will maintain its
very important role for the government, being the government's main
asset in the strategic hydrocarbon industry, with priority access
to new assets and stakes in all the country's significant oil
ventures. It will remain a large exporter, taxpayer, employer, and
supplier of low-priced fuel to the domestic market. In our view,
KMG's default would have significant repercussions for the
government's reputation and for that of other government-related
entities (GREs). Still, the government generally tolerates
relatively high debt at KMG and other GREs. Government support
results in a two-notch uplift above our assessment of KMG's 'b+'
stand-alone credit profile, which is the highest uplift for GREs in
Samruk-Kazyna's portfolio. We do not expect this to change
following the government's planned initial public offering of a
minority stake, which has been postponed several times.

"The negative outlook indicates our uncertainties over Kazakhstan's
future strategy for KMG, which could result in higher leverage than
in our base case, with FFO to debt below 30%, if the group adopts
more aggressive investment, financial and dividend strategies.

"We could lower the ratings on KMG if it cannot maintain FFO to
debt above 30%, as a result of higher investments or dividend
distributions, resulting in higher leverage than we currently
assume.

"The group's leverage could increase if KMG starts to aggressively
invest in costly greenfield projects on its own or if it decides to
invest in new industries such as petrochemicals at significant cost
and without state support, resulting in higher debt or lower cash
balances, which we continue to net with debt."

Moreover, KMG's leverage could rise if it adopts a more aggressive
dividend policy, channeling most dividends it receives from JVs to
shareholders. This would result in weaker cash flows and constrain
deleveraging going forward.

In addition, KMG's leverage could increase as a result of oil
prices falling significantly below $55/bbl, leading to much weaker
EBITDA generation and higher leverage.

S&P said, "We could revise the outlook to stable if we have more
certainty on the government's strategy for the company and its
financial policy.

"In the absence of formal financial policy targets, a stable
outlook would require some headroom over the 30% FFO to debt we see
as commensurate with the current rating.

"If the Kashagan option is executed, we would expect sustainable
FFO to debt of at least 12% for a stable outlook."



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

CCP LUX: Moody's Affirms 'B3' CFR, Alters Outlook to Positive
-------------------------------------------------------------
Moody's Investors Service has changed to positive from negative the
outlook on the ratings of CCP Lux Holding S.a.r.l. (Axilone or the
"company"), a packaging company focused mostly on premium lipstick,
fragrance and skincare end-markets. Concurrently, Moody's has
affirmed the company's B3 corporate family rating, the B3-PD
probability of default rating and the B3 rating on its senior
secured bank credit facilities borrowed by CCP Lux Holding
S.a.r.l..

"The outlook change to positive reflects the strong recovery in
Axilone's operating performance in 2021, supported by a rebound in
the global demand for make-up, skin care and fragrances. This
recovery has led to a significant reduction of the company's gross
leverage ratio," says Donatella Maso, a Moody's Vice President --
Senior Analyst and lead analyst for Axilone.

"It also reflects our expectation that the positive momentum will
be sustained despite raw material price increases, FX volatility
and the uncertain evolution of the pandemic, and that the company
will further reduce its gross leverage to below 5.5x in the next 12
to 18 months, while maintaining positive free cash flow
generation," adds Ms Maso.

RATINGS RATIONALE

During the first nine months of 2021, Axilone's operating
performance started to recover from the 2020 trough. Revenue for
the period was up by c.41% year-on-year and c.9% above budget
supported by the rebound in global demand for make-up, skin care
and fragrances. EBITDA growth was equally strong despite
incremental costs owing to higher raw material prices, logistics
and wages, as well as adverse FX movements. Year-to-date EBITDA of
EUR51 million was EUR20 million higher than in 2020 and EUR9
million higher than budget, resulting in an improved EBITDA
margin.

This solid growth led to a significant reduction in the company's
Moody's adjusted leverage to 5.9x, based on LTM September 2021
EBITDA, from 8.6x as of December 2020. Moody's expects that the
recovery in demand for cosmetics products and fragrances will be
sustained in 2022 and that the company will continue to improve its
EBITDA further reducing its leverage to below 5.5x, the threshold
for an upgrade to B2.

The rating agency expects that the business conditions will remain
difficult in the next few quarters owing to the uncertain evolution
of the pandemic, ongoing cost inflation and foreign exchange
movements between the USD dollar, the Renminbi and the Euro.

While these risks may slow down the recovery trajectory, Moody's
expects that the impact from a new wave of the coronavirus pandemic
will be less disruptive than previous ones and that the company
will be able to pass through a significant portion of the cost
inflation through proactive negotiations with customers. As a
result, the company's EBITDA margin will likely remain stable in
2022 compared to 2021, in spite of expected revenue growth, and
gradually improve thereafter, though below the level of
profitability achieved in 2019.

Moody's also expects the company to continue to generate positive
free cash flow despite an increase in capital expenditures owing to
projects that have been postponed to preserve cash during the last
two years and the working capital build-up in line with business
growth.

Axilone's B3 rating continues to reflect the focused and
discretionary nature of the company's product offering, limited to
premium packaging for lipsticks, fragrances and skin care products;
its relatively small scale compared with its concentrated blue-chip
customer base; the highly competitive market; the company's
significant currency exposure because a significant portion of its
revenue is generated in US dollars, while its production is mainly
concentrated at its major operating plant for lipsticks in China
and the reporting currency is the Euro; and the lack of contractual
pass-through mechanisms for raw material price changes, despite the
company's good track record of mitigating raw material price
volatility.

Axilone's rating remains supported by its strong EBITDA margin,
which is higher that its rated peers due to its cost-competitive,
comprehensive and integrated production capabilities in China; its
revenue diversification across Europe, the US and Asia; its ability
to generate positive free cash flow; and the prudent financial
policy adopted during the pandemic. The recent diversification into
skin care and local Asian brands, albeit marginal, further supports
the rating.

LIQUIDITY

Axilone's liquidity profile is adequate and is underpinned by EUR73
million of cash on balance sheet at the end of September 2021;
EUR31.5 million availability under its EUR50 million senior secured
revolving credit facility (RCF); positive free cash flow
generation; and lack of mandatory debt repayments until 2024, when
the RCF is due. The RCF has one springing financial covenant (net
senior secured leverage ratio), set at 9.8x, to be tested on a
quarterly basis when the RCF is drawn by more than 40%. The company
reported a net leverage ratio of 4.76x at the end of September
2021, and headroom is likely to improve further.

STRUCTURAL CONSIDERATIONS

The B3 senior secured instrument ratings are in line with the CFR,
because they represent the majority of the debt in the capital
structure. Guarantors represent at least 80% of consolidated EBITDA
and the security package comprises mainly share pledges. The
capital structure includes a shareholder loan due September 2025
that receives equity treatment under Moody's methodology.

RATIONALE FOR POSITIVE OUTLOOK

The positive outlook reflects Moody's expectation that Axilone's
operating performance will continue to recover supported by strong
demand growth and that the company will delever on a gross basis
below 5.5x in the next 12 to 18 months. The outlook also assumes
that the company will not embark in material debt funded
acquisitions or shareholder distributions.

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

Upward pressure on the ratings could develop as the business
further grows and diversifies, the company's Moody's-adjusted
debt/EBITDA improves to 5.5x on a sustained basis with ongoing
visible positive free cash flow generation while it maintains an
adequate liquidity profile.

Conversely, negative pressure on the rating could develop if the
company's operating performance materially deteriorates or it
embarks in large debt-financed acquisitions, so that Moody's
adjusted leverage increases towards 7.0x and free cash flow turns
negative for a prolonged period. Downward pressure on the rating
could also arise if the company's liquidity deteriorates.

LIST OF AFFECTED RATINGS

Affirmations:

Issuer: CCP Lux Holding S.a.r.l.

Probability of Default Rating, Affirmed B3-PD

LT Corporate Family Rating, Affirmed B3

Senior Secured Bank Credit Facility, Affirmed B3

Outlook Actions:

Issuer: CCP Lux Holding S.a.r.l.

Outlook, Changed To Positive From Negative

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass and Plastic Containers Methodology
published in September 2020.

COMPANY PROFILE

Axilone is a supplier of premium packaging for lipsticks,
fragrances and skincare products. The company is owned by CITIC
Capital Partners, the private equity affiliate of Chinese CITIC
Group Corporation. For the last twelve months ending September 30,
2021, Axilone generated EUR230 million of revenues and EUR64.7
million of EBITDA (or EUR66 million on a Moody's adjusted basis).



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

CREDIT BANK: Moody's Affirms 'Ba3' Long Term Deposit Rating
-----------------------------------------------------------
Moody's Investors Service has affirmed the following global scale
ratings and assessments of Credit Bank of Moscow's (CBM): its
Baseline Credit Assessment (BCA) and Adjusted BCA at b2, its
long-term local and foreign currency bank deposit ratings at Ba3,
its long-term foreign currency senior unsecured debt ratings at
Ba3, its subordinated debt rating at Caa2(hyb), its long-term
Counterparty Risk (CR) Assessment at Ba2(cr) and its long-term
Counterparty Risk Ratings (CRRs) at Ba2. The outlooks on the bank's
global scale long-term deposit and senior unsecured debt ratings
remain stable.

Concurrently, Moody's affirmed CBM's short-term deposit ratings and
CRRs at Not Prime and its short-term CR Assessment at Not
Prime(cr).

List of Affected Credit Ratings is available at
https://bit.ly/3o0vmbT

RATINGS RATIONALE

The affirmation of CBM's ratings with a stable outlook reflects the
bank's balanced risks profile at the current rating level. The bank
demonstrated resilient performance in the adverse operating
environment in 2020, marginally improved its profitability metrics
and gradually reduced problem loans in absolute and relative terms
during the first nine months in 2021. At the same time, CBM's BCA
of b2 remains constrained by its governance weaknesses reflected by
the bank's elevated risk appetite, in particular high
concentrations in the loan book and reverse repos portfolio, the
latter of which exceeded 40% of the bank's total assets as of
September 30, 2021.

In the first nine months of 2021, CBM's problem loans (Stage 3
loans and purchased or originated credit impaired (POCI) exposures)
declined to 3.6% of gross loans from 5.1% as of December 31, 2020,
while the coverage of problem loans by loan-loss reserves exceeded
100%. In parallel, the overhang of loans categorized as "high
credit risk" based on CBM's internal ratings, have also materially
decreased to 2.8% of gross loans from 5.7% in 2020. At the same
time, CBM's loan book remains highly concentrated. As of December
2020, the 10 largest borrowers accounted for 43% of gross loans and
240% of tangible common equity (TCE). In addition, CBM's sizeable
investments in fixed income securities (around 160% of its
shareholders equity in Q3 2021) render its profitability and
capital vulnerable to market risk.

CBM's reverse repos portfolio accounts for around 41% of the bank's
total assets in Q3 2021, down from almost 50% in 2018 and currently
amounts to around RUB1.35 trillion (US$18.5 billion). While these
reverse repo transactions are secured by liquid investment grade
bonds, they create some governance challenges for the bank,
affecting its financial ratios and resulting in higher opacity of
the bank's operations. Moreover, these reverse repos increase the
bank's nominal leverage, with a Shareholders Equity /Total Assets
ratio of 8% as of September 30, 2021.

Following a capital injection of around RUB 23 billion through an
SPO concluded in May 2021, CBM's tangible common equity (TCE) to
risk weighted assets (RWA) ratio increased to 12.1% as of June 2021
from 11.6% at the end of 2020 (10.5% in 2018). Moody's expects the
ratio to remain broadly stable at around 12% over the next 12-18
months as recent capital increase and retained earnings will be
offset by moderated lending growth and dividend payouts.

Moody's expects CBM's profitability to remain stable in the next
12-18 months after it has marginally improved since the end-2020,
supported by lower loan-loss provisions and stronger net interest
and fees and commissions income. For the first nine months of 2021,
CBM reported net profit of RUB25 billion (a 46% increase from RUB17
billion reported for 9M2020) which translated to annualized net
income to tangible assets ratio of around 1%.

The affirmation of CBM's ratings also takes into consideration the
bank's ample liquidity and moderate reliance on market funding
(both adjusted for repo transactions). CBM is largely funded by
customer deposits which accounted for around 64% of the bank's
total liabilities as of September 30, 2021.

HIGH GOVERNMENT SUPPORT

Moody's incorporates a high probability of government support into
the bank's senior ratings given its systemic importance in Russia,
as underlined by its designation as a Systemically Important Bank
by the Central Bank of the Russian Federation. This results in two
notches of uplift to the bank's senior unsecured debt and deposit
ratings from its BCA of b2.

STABLE OUTLOOK

The stable outlook reflects the bank's balanced risks profile at
the current rating level and Moody's expectation that the bank's
financial profile over the next 12-18 months will remain stable,
supported by the stable operating environment, bank's ample
liquidity and robust loss absorption.

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

CBM's BCA could be upgraded if the bank reduced its concentrations
in reverse repos, loan portfolio and customer deposits, indicative
of enhanced risk governance and maintained solid asset quality,
capital adequacy and profitability.

Conversely, the ratings could be downgraded if there were a sharp
deterioration in the operating environment in Russia that would
lead to a substantial decline in the bank's liquidity or
loss-absorption capacity. The bank's supported ratings could also
be downgraded if the government's capacity or propensity to render
support to systemically important banks were to diminish.

PRINCIPAL METHODOLOGY

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



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

AMIGO: Needs to Resolve Dispute with Regulators or Face Collapse
----------------------------------------------------------------
Siddharth Venkataramakrishnan at The Financial Times reports that
Amigo Loans, one of the UK's largest subprime lenders, has warned
it faces collapse if it fails to resolve a drawn-out dispute with
regulators about customer complaints as revenues and customer
numbers tumbled.

According to the FT, the group, which lends to people with poor
credit histories, said it plans to raise equity and submit new
proposals to the High Court, including more compensation for
claimants, to keep the company afloat.

"There are many, many hurdles to help us come through this," the FT
quotes chief executive Gary Jennison as saying.  "We've done a lot
of good things to improve the financials, but there's still an
insolvent balance sheet of GBP120 million."

The company's revenues fell almost 40% to GBP56.5 million for the
six months to September 30, while customer numbers dropped 42% to
102 million, the FT discloses.

Most new lending was frozen at the start of the pandemic, the FT
notes.  It did, however, swing to a pre-tax profit of GBP2.1
million, from a loss of GBP62.6 million over the same period in
2020, the FT states.

It is now up to the High Court to make a decision on whether or not
to accept a scheme of arrangement to prevent the company from
collapsing after it was submitted to the Financial Conduct
Authority and an independent customer committee, the FT discloses.

"The sanctioning of a new scheme is increasingly urgent," the FT
quotes the company as saying.  "Without an approved scheme, Amigo
expects to have to file for administration or other insolvency
process."

Mr. Jennison, as cited by the FT, said Amigo had given two proposed
options to the ICC -- the first offered "significantly increased"
payouts for claimants compared with a proposal rejected by the FCA
in May -- because of a stronger economic outlook than expected in
December 2020.

Mr. Jennison said that as part of this proposition, Amigo had
suggested a new business model including a revised guarantor loan
and two loans under a new brand, although he emphasised that
lending was contingent on the approval of the FCA and the court, as
well as shareholder support, the FT notes.

The second option is to sanction a wind-down scheme, the FT
states.

According to the FT, if neither option is accepted by the court,
Amigo's board would quickly move to an insolvency procedure, said
Jennison.

The company also plans to raise equity, which would likely mean a
share dilution that would lead to shareholders owning a "smaller
proportion" of the group if they do not take up their rights, the
FT discloses.

Mr. Jennison said such a measure was at least a year away, and that
in the shorter term, the company could start low-scale lending
without raising additional debt, according to the FT.


BOPARAN HOLDINGS: Fitch Affirms 'B-' LT IDR, Alters Outlook to Neg.
-------------------------------------------------------------------
Fitch Ratings has revised Boparan Holdings Limited's Outlook to
Negative from Stable, while affirming the food company's Long-Term
Issuer Default Rating (IDR) at 'B-'. Fitch has also affirmed
Boparan Finance plc's GBP475 million senior secured notes due in
2025 at 'B' with a Recovery Rating 'RR3', and assigned a 'B'/'RR3'
rating to the GBP50 million private placement notes issued under
documentation mirroring the terms of the GBP475 million notes.

The Negative Outlook reflects increased operational risks to
Boparan's profitability turnaround plan for FY22-FY23 (year-end
August), after the company suffered a material decline in
profitability in FY21. This poses greater challenges to
deleveraging, particularly after a weakened liquidity position over
3QFY21-2QFY22 has led to additional debt being incurred (from
November 2021). Fitch assumes a recovery in profitability from
2HFY22 but see execution risks in the ability to pass on higher
costs and given external challenges.

KEY RATING DRIVERS

Poultry Business Under Pressure: Fitch projects the EBITDA margin
in Boparan's core poultry segment to remain thin at around 2% in
FY22. This is because margin in 1HFY22 is likely to remain under
pressure from continuing feed-and-production-cost inflation, as
well as labour shortages and CO2 supply disruptions. EBITDA margin
in the core poultry segment dropped 180bp in FY21 to 1.7%, after a
sharp increase in feed costs and labour shortage were met with a
delayed corresponding increase in selling prices, and temporary
pandemic-related closures of production sites.

Ready-Meals Less Impacted: Fitch assumes EBITDA margin
normalisation in the company's ready-meal and bakery segment at
around 7.5%-8% from FY22 (FY21: 7%), supported by a recovery in
sales volumes, as observed in 3QFY21. Boparan will also benefit
from a positive impact from changes in its commercial strategy, and
cost-saving initiatives including the closure of the Pennine
production site in FY21.

Execution Risks to Turnaround Plan: Boparan's operations remain
vulnerable to external pressures. Cost savings from a mix of
central-cost reduction, operating efficiencies and commercial
initiatives are more than offset by the impact of external
pressures in FY21-FY22. While Fitch assumes a moderate recovery in
Boparan's profitability toward 5% by FY24, this target is
vulnerable to potential additional external pressures both in the
UK and EU poultry operations, including wage-and-commodity cost
inflation, inability to fully pass on increased costs and the risk
of further lockdowns in continental Europe affecting the company's
sales in the out-of-home channel. These aspects constrain the
rating at 'B-' and are reflected in the Negative Outlook.

Focus on Liquidity Preservation: Contraction in profits has driven
additional liquidity requirement in 4QFY21 and 1HFY22. In response,
Boparan has issued additional GBP50 million notes and signed a
GBP10 million term loan B (TLB) facility maturing in 2025. The
proceeds will be used to fully repay drawdowns under its existing
GBP80 million revolving credit facility (RCF). Additionally, it has
agreed a GBP10 million pension contribution deferral toward FY23
and an RCF covenant relaxation with a minimum EBITDA for drawdown
at GBP50 million for 1HFY22 from GBP75 million. These measures
should address liquidity risks and support operating cash flows in
FY22.

Heightened Leverage: Fitch preliminarily calculates that Boparan's
funds from operations (FFO) gross leverage was above 9x at FYE21,
which is materially above Fitch's negative sensitivity for the
rating of 7x. Fitch expects only moderate deleveraging toward 7.5x
in FY22 to be supported by partial EBITDA recovery, and be affected
by the additional GBP60 million debt increase. Fitch's projection
of further EBITDA recovery toward GBP125 million by FY23 would
enable deleveraging toward 6.5x. However, this remains exposed to
additional external shocks, and is reflected in the Negative
Outlook.

Negative FCF in Near Term: Fitch expects free cash flow (FCF)
outflow of up to GBP30 million annually in both FY22 and FY23, due
to still low operating profits, assumed accelerated capex after
tightened spending in FY21, and pension contribution costs of
around GBP50 million in the period. Fitch projects FCF will turn
positive only from FY24, due to Fitch's expectations of enhanced
profitability and capex moderating to around 2% of revenue.
Conversely, a structurally low profit margin and persistently
negative FCF could prevent deleveraging towards levels that are
consistent with the 'B-' IDR.

Leading UK Poultry Producer: Boparan has a leading position in the
UK poultry market (2020: 31% market share) stemming from its
large-scale operations in the country and established relationships
with key customers, including grocery chains, the food-service
channel and packaged-food producers. It also benefits from an
integrated supply chain via its joint venture with P D Hook, the
UK's largest supplier of broiler chicks, which adds to the
stability of livestock supply and ensures sufficient processing
capacity utilisation.

Limited Diversification: Protein business accounts for nearly 75%
of Boparan's revenue, with poultry being the core animal protein
processed, while ready chilled meals and bakery categories
represent the remainder. Additionally, Boparan is exposed to key
customers concentration risk, both in poultry and ready meals in
the UK, particularly with sales to Marks and Spencer Group plc
(BB+/Positive) at more than 20% of FY21 revenue. Geographical
diversification benefits from operations in the EU, as the company
is the second-largest poultry producer in the Netherlands and among
the top five in Poland, the largest poultry-producing country in
the EU.

Favourable Market Fundamentals: Boparan operates in food categories
with sound fundamental growth prospects. Fitch assumes resilient
low-to-mid single-digit growth in poultry consumption, which is the
fastest-growing protein globally, due to its low cost versus other
proteins, as well as consumer perception that it represents a
healthier option than beef and pork.

DERIVATION SUMMARY

Boparan's credit profile is constrained by high leverage and a
modest size, with EBITDA below USD200 million, the median for the
'B' rating category in Fitch's Rating Navigator for protein
companies, as well as by its regional focus in the UK with only
moderate diversification in the EU. In addition, the company has
lower profitability than most peers, such as JBS S.A. (BBB-/Stable)
and Pilgrim's Pride Corporation (BBB-/Stable), due to limited
vertical integration and some operating inefficiencies, which
Boparan is addressing.

Boparan also has smaller EBITDA, and weaker financial metrics and
veterinary standard record than Ukrainian poultry producer MHP SE
(B+/Stable). Nevertheless, Fitch expects the turnaround plan may
result in improved profitability that is more in line with the
median for 'B' category companies over the next three years.

KEY ASSUMPTIONS

-- Poultry and meals revenue to increase by low single digits
    over FY22-FY24;

-- EBITDA margin at around 3% in FY22 and gradually recovering to
    4.9% in FY24;

-- Capex at GBP56 million and GBP66 million, respectively, in
    FY22 and FY23, before moderating toward GBP55 million in FY24;

-- No M&A or dividend payments over FY22-FY24;

-- Reduced cash pension contribution of GBP15 million in FY22,
    followed by GBP35 million in FY23, before normalising at
    around GBP25 million from FY24.

Key Recovery Rating Assumptions:

-- Fitch's recovery analysis assumes that Boparan would be
    reorganised as a going concern (GC) in bankruptcy rather than
    liquidated.

-- Fitch has assumed a 10% administrative claim.

Boparan's GC EBITDA is based on expected FY21 EBITDA of GBP76
million, which Fitch increased by 25% to reach GBP95 million to
reflect Fitch's view of a sustainable, post-reorganisation EBITDA,
upon which Fitch bases the enterprise valuation (EV). This level of
GC EBITDA assumes slightly higher EBITDA margins relative to
FY18-FY19 when Boparan was under intense financial and cash flow
stress.

An EV/EBITDA multiple of 4.5x is used to calculate the
post-reorganisation valuation and reflects a mid-cycle multiple
that is consistent with other protein-business peers', particularly
in market share and brand.

After deducting 10% for administrative claims, Fitch's principal
waterfall analysis generated a ranked recovery in the 'RR3' band
for the GBP475 million senior secured notes and for the additional
GBP50 million senior secured note. The two notes rank pari passu
after the GBP10 million TLB and the GBP80 million of committed RCF.
The TLB and RCF rank pari-passu with each other, and the latter is
assumed fully drawn in the event of financial distress. This
indicates a 'B'/'RR3' instrument rating for the senior secured debt
with an output percentage based on current metrics and assumptions
of 56%.

RATING SENSITIVITIES

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

-- Positive momentum from the operational turnaround, resulting
    in sustained EBITDA margin improvement above 5% and positive
    FCF;

-- FFO gross leverage below 6.0x on a sustained basis;

-- FFO interest coverage above 2x;

-- Sufficient liquidity to cover all operational needs (working
    capital and capex) with limited intra-year drawings under the
    RCF.

Factors that could, individually or collectively, lead to reviewing
the outlook to stable:

-- Visibility of EBITDA margin remaining sustainably above 4%
    over the next 12-18 months;

-- Neutral to positive FCF generation supporting reduced risks of
    additional capital requirement and lower liquidity risks.

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

-- Continued operational under-performance leading to EBITDA
    margin below 3.5% with negative FCF eroding liquidity;

-- FFO gross leverage remaining above 7x on a sustained basis;

-- FFO interest coverage below 1.5x.

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: Recent deteriorating business conditions have
put Boparan's liquidity position under pressure. At end-4QFY21
total available cash amounted to GBP39 million after a GBP25
million drawdown on the GBP80 million RCF. Boparan has contracted
additional new debt in late November 2021 in the form of a GBP50
million privately issued note mirroring the GBP475 million notes
and a GBP10 million loan, which were together used to repay RCF
drawings.

Fitch expects negative annual FCF of around GBP25 million-GBP30
million over FY22-FY23, leading to cash position erosion in those
years. However, working-capital requirements should be supported by
the full availability of the GBP80 million RCF in FY22-FY23. Fitch
also assumes that in the event of further EBITDA distress, the
company should be able to obtain a further waiver on its minimum
EBITDA covenant.

ISSUER PROFILE

Boparan is the UK leading poultry meat producer, providing around a
third of all poultry products eaten in the UK. In addition, it is
the second-largest poultry processor in the fragmented continental
European market, with facilities in Netherlands and Poland and
sales across the continent. Boparan also supplies ready meals and
bakery products (buns and rolls) to major UK food retailers.

SUMMARY OF FINANCIAL ADJUSTMENTS

Fitch adjusts Boparan's reported year-end cash position by
deducting GBP15 million to reflect higher working-capital needs
during the financial year compared with financial year-end.

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.

FOUR BLIND MICE: Goes Into Liquidation
--------------------------------------
Kevin Duguid at The Scottish Sun reports that Four Blind Mice
Limited, an investment firm set up by late EuroMillions winner
Colin Weir, has gone into liquidation.

According to The Scottish Sun, the company, started by the dad of
two and then-wife Christine, is being wound up nearly a decade
after they scooped GBP161 million.

Documents reveal lawyers are to be paid GBP6,250 to end the
business, described as being involved in "activities of investment
trusts", The Scottish Sun discloses.

Accounts published in September last year indicate it had assets of
more than GBP2,046,973, The Scottish Sun states.

A special resolution to voluntarily wind up the company -- signed
by Christine -- was published in April this year, The Scottish Sun
notes.



ORBIT ENERGY: Declared Insolvent by Judge
-----------------------------------------
Brian Farmer at Evening Standard reports that Orbit Energy, an
energy firm which is closing its doors after a spike in global gas
prices, is poised to go into administration.

According to Evening Standard, a judge in a specialist court on
Nov. 29 concluded that Orbit Energy was insolvent.

Judge Nicholas Briggs considered Orbit's case at an online hearing
in the Insolvency & Companies Court, Evening Standard relates.

Lawyers representing Orbit asked the judge to make an
administration order and lawyers representing regulator Ofgem
approved such a move, Evening Standard notes.

Judge Briggs indicated that a formal administration order would
probably be made soon, Evening Standard states.

According to Evening Standard, he told lawyers, after considering
evidence relating to Orbit's finances: "It is patently obvious, in
my judgment, that Orbit is insolvent and passes the test for
insolvency."

Barrister Daniel Bayfield QC, who led Orbit's legal team, told the
judge that a number of energy companies had recently run into
serious financial difficulties, Evening Standard relates.

He said problems had been caused by high energy costs and a cap on
prices that firms could charge, Evening Standard discloses.

Mr. Bayfield, as cited by Evening Standard, said Orbit's business
was "unravelling" and added: "The company is making significant
losses and it is going to run out of money soon."

News that Orbit, which supplied 65,000 customers, and Entice
Energy, which had 5,400 households on its books, were closing their
doors emerged last week, Evening Standard recounts.

Ofgem said it would ensure all the customers find a new home at a
different energy supplier, Evening Standard notes.


PETROFAC LIMITED: Fitch Affirms 'B+' LT IDR, Outlook Negative
-------------------------------------------------------------
Fitch Ratings has affirmed engineering and construction (E&C)
services provider Petrofac Limited's Long-Term (LT) Issuer Default
Rating (IDR) at 'B+'. The Outlook is Negative. The ratings have
been removed from Rating Watch Negative following completion of the
refinancing. This has improved liquidity with a longer-dated debt
structure, albeit at a higher interest rate than previously
expected.

Fitch has also assigned the group's USD600 million five-year senior
secured notes a final instrument rating of 'BB-'/'RR3'. The
assignment of the final rating follows completion of the
refinancing and receipt of final documents conforming to
information already reviewed.

The Long-Term IDR reflects a decline in new orders resulting in a
smaller and weaker backlog. Fitch expects this to result in
weaker-than-forecast revenue and profitability, which in turn will
lead to near-term leverage metrics that are more in line with a 'B'
category rating. Fitch recognises that the combination of the
resolution of the Serious Fraud Office (SFO) investigation and an
improving market environment could gradually improve the order
backlog, but current new orders remain muted.

The Negative Outlook reflects deterioration in revenue visibility,
driven by weak order backlog and continued low order intake. The
downside risk is exacerbated by the still challenging and uncertain
market environment notwithstanding the recent recovery in oil and
gas prices.

KEY RATING DRIVERS

Limited New Orders: Fitch believes the decline in new orders is a
key rating risk, particularly as it is in contrast to the broader
(oil and gas and renewable energy) E&C sector as activity starts to
recover following the pandemic. Fitch expects weaker new orders to
hit revenue and profitability in both 2022 and 2023. Furthermore, a
lack of new orders, particularly within the E&C segment with its
typical prepayment structure, will exacerbate working capital
outflows.

Fitch expects a gradual rebuild of the order book in 2022-2024, as
the market environment continues to improve and given the SFO
investigation resolution.

Recapitalisation Improves Financial Flexibility: The equity and
debt issuance have improved liquidity and extended Petrofac's
maturity profile. This long-term structure is necessary for the
group to plan and bid for its typical large-scale, multi-year E&C
projects. It also provides the group financial and operating
headroom to pursue bidding opportunities with potentially long lead
times.

SFO Resolution: Petrofac has pleaded guilty to failures in
preventing employees from making fraudulent payment and received a
penalty of around USD105 million to be paid in 1Q22. This
announcement resolved a long-running issue that has affected the
group's finances and reputation. Petrofac has implemented a new
management structure, together with new comprehensive compliance
and governance regimes, to enhance controls.

Management has indicated that the penalty will be covered by
recapitalisation and that Petrofac will be able to resume bidding
for new work in the regions following the SFO resolution, namely
the UAE, Saudi Arabia and Iraq. These are all its core markets and
the ability to bid again in these markets will enable Petrofac to
win new orders and rebuild its backlog.

Backlog Quality: Fitch expects the backlog quality to suffer, due
to decreased project diversification as current projects are
completed and Petrofac maintains a book-to-bill ratio at less than
1x for 2021. Additionally, the group's ability to maintain a focus
on core competencies and to rapidly adapt to new markets will be
critical to project execution and margin maintenance, given an
increasing reliance on new or non-core markets in the bidding
pipeline. Fitch therefore expects pressure on both margins and the
ability to extract prepayments in the same manner as previously
achieved as a result of this new operating environment.

Free Cash Flow to Improve: Fitch expects free cash flow (FCF) to
remain negative in 2021 and 2022, suffering from lower revenues and
weak, albeit improving, margins over 2022-2024. Fitch forecasts FCF
to become neutral-to-positive from 2023 onwards, but this will
depend on the ability to generate working-capital inflows.
Nonetheless, this is subject to execution risk and could be limited
by prepayment-structure risks.

Weak Leverage Metrics: Declining profitability has resulted in
significantly higher leverage metrics for 2021. Despite an expected
reduction in gross debt (pro-forma for the CCFF repayment in
December 2021), Fitch's expectations for lower funds from
operations (FFO) and FCF for 2022-2023 indicate leverage metrics
will remain outside current rating sensitivities until 2023.
Together with Fitch's expectation of FFO gross leverage in the
mid-single digits over 2022-2023, this means that the financial
structure is now in line with the 'B' category.

Deteriorating Market Position and Diversification: Fitch views the
bidding suspensions as having weakened Petrofac's market position
and diversification, due to the size and relative attractiveness of
both the UAE's and Saudi Arabia's oil and gas markets. Nonetheless
Petrofac still boasts a solid overall E&C market position, with a
broad range of skills and services covering onshore and offshore
works, delivering projects in upstream and downstream O&G
developments. Furthermore, it has demonstrable expertise in
sustainable energy E&C activities, which firmly positions it for
the growth of this smaller but increasingly important part of the
energy E&C spectrum.

Shift Towards Growth Markets: Fitch believes that increasing
exposure to growth markets, notably India, the CIS, Thailand and
Malaysia, has a mixed impact on Petrofac's business profile. It
exposes the group to growth opportunities but also higher execution
risk as some emerging markets are more difficult to operate in.
This is partly offset by Petrofac's record of sound bidding
discipline and oversight procedures. Nonetheless, backlog pressures
will force Petrofac to pivot towards these new regions to support
the order book, which will increase focus on its ability to
maintain bidding robustness, as well as operating capabilities and
margin.

ESG '5' for Governance: Petrofac has an ESG Relevance Score of '5'
for governance structure, reflecting the group's admission of its
inability to prevent fraud and the broad negative commercial
implication of the SFO investigation. However, this is being
addressed by more rigorous governance procedures and new controls
put in place by the new management.

DERIVATION SUMMARY

Fitch views Petrofac's business profile as weaker than Webuild
S.p.a.'s (BB/Stable), mainly due to weak order backlog and revenue
visibility, which is commensurate with a 'B' category E&C company.
The weaker order intake is affected by an unfavourable competitive
environment and the continued fallout from the SFO investigation,
including suspension of bidding in Abu Dhabi and in Saudi Arabia.
Both companies have a broadly similar scale, market position and
contract risk management.

Petrofac's financial profile is weaker than Webuild's, mainly due
to a higher medium-term leverage profile. Both companies have
recently recorded muted and volatile profitability.

KEY ASSUMPTIONS

-- Revenue of around USD3.1 billion in 2021, USD2.6 billion in
    2022, and gradually increasing to USD3.4 billion in 2024;

-- EBITDA margin of 4.8% in 2021, gradually increasing to 6.4% in
    2024;

-- Capex of around USD87 million in 2021, USD44 million in 2022
    and USD27 million-USD30 million in 2023-2024;

-- Working-capital consumption of around USD167 million in 2021,
    and neutral-to-positive working capital in 2022-2024;

-- Total proceeds of USD67 million from divestments in 2021-2023;

-- Dividends of about USD80 million in 2023 and USD84 million in
    2024. No dividends in 2021-2022;

-- No acquisitions for the next four years.

Recovery Assumptions:

-- The recovery analysis assumes that Petrofac would be
    reorganised as a going-concern (GC) in bankruptcy rather than
    liquidated. It mainly reflects Petrofac's strong market
    position, engineering capabilities, customer relationships and
    asset-light business model, following disposals in the
    integrated energy services division.

-- A 10% administrative claim

-- For the purpose of recovery analysis, Fitch assumed that the
    post-transaction debt comprises USD180 million revolving
    credit facility (RCF; assumed full drawdown), USD100 million
    terms loans and USD600 million senior secured notes. Fitch
    assumes that all debt instruments rank pari passu.

-- The GC EBITDA estimate of USD145 million reflects Fitch's view
    of a sustainable, post-reorganisation EBITDA level upon which
    Fitch bases the enterprise valuation (EV). The level would
    result in marginally but persistently negative FCF,
    effectively representing a post-distress cash flow proxy for
    the business to remain a GC.

-- Fitch applies a distressed EBITDA multiple of 4x to calculate
    a GC EV. The choice of multiple mainly reflects Petrofac's
    strong market position being offset by weak revenue visibility
    and demand volatility in the oil and gas end-markets.

-- The recovery outcome for the group's senior secured debt 'BB
    '/'RR3'/59%

RATING SENSITIVITIES

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

-- FFO gross leverage below 4.5x on a sustained basis;

-- Neutral-to-positive FCF on a sustained basis;

-- Sustained recovery in the order book with no evidence of
    deterioration in the new orders' quality or margin dilution;

-- Improved project diversification.

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

-- Lack of project wins and effective bidding management;

-- Weakening financial flexibility;

-- FFO gross leverage above 5.0x on a sustained basis;

-- Inability to generate working-capital inflows;

-- Negative FCF on a sustained basis;

-- EBITDA margins weakening as a result of project losses or
    poorer project quality.

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

Improvement in Liquidity: Fitch expects that at end-2021,
Petrofac's liquidity profile will comprise around USD0.4 billion
readily available cash and a two-year USD180 million committed RCF.
The company has no significant short-term debt maturities. Fitch
expects that the SFO penalty of around USD105 million will be fully
covered by the group's USD275 million equity issue. Fitch projects
broadly neutral FCF after net disposals in 2022.

Long-Dated Debt Structure: Post-repayment of the CCFF loan in
December 2021, Petrofac's debt maturity profile will mainly
comprise USD600 million senior secured notes due 2026 and USD100
million term loans due 2023. The group will have access to the
two-year USD180 million RCF. The long-dated debt maturity profile
supports financial flexibility and limits refinancing risk.

ISSUER PROFILE

Petrofac is an international E&C service provider to the oil and
gas production and processing industry. The group designs, builds,
operates and maintains oil and gas facilities, delivered through a
range of commercial models (lump-sum, reimbursable and flexible).

ESG CONSIDERATIONS

Petrofac Limited has an ESG Relevance Score of '5' for Governance
Structure due to due to the group's admission of its inability to
prevent fraud and the broad negative commercial implication of the
SFO investigation. This has a negative impact on the credit
profile, and is highly relevant to the rating, resulting in a lower
rating.

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

SATUS 2021-1: Moody's Assigns B3 Rating to GBP13.3MM Class F Notes
------------------------------------------------------------------
Moody's Investors Service has assigned the following definitive
ratings to Notes issued by SATUS 2021-1 PLC:

GBP210.8M Class A Asset-Backed Floating Rate Notes due 2028,
Definitive Rating Assigned Aaa (sf)

GBP26.4M Class B Asset-Backed Floating Rate Notes due 2028,
Definitive Rating Assigned Aa2 (sf)

GBP21.9M Class C Asset-Backed Floating Rate Notes due 2028,
Definitive Rating Assigned A2 (sf)

GBP11.8M Class D Asset-Backed Floating Rate Notes due 2028,
Definitive Rating Assigned Baa3 (sf)

GBP8.7M Class E Asset-Backed Floating Rate Notes due 2028,
Definitive Rating Assigned Ba2 (sf)

GBP13.3M Class F Asset-Backed Floating Rate Notes due 2028,
Definitive Rating Assigned B3 (sf)

Moody's has not assigned a rating to GBP2.37M Class Z Asset-Backed
Notes due 2028.

RATINGS RATIONALE

The Notes are backed by a static pool of United Kingdom auto
finance contracts originated by Startline Motor Finance Limited
("Startline", NR). This represents the second issuance sponsored by
Startline. The originator will also act as the servicer of the
portfolio during the life of the transaction.

The portfolio of auto finance contracts backing the Notes consists
of Hire Purchase ("HP") agreements granted to individuals resident
in the United Kingdom. Hire Purchase agreements are a form of
secured financing without the option to hand the car back at
maturity. Therefore, there is no explicit residual value risk in
the transaction. Under the terms of the HP agreements, the
originator retains legal title to the vehicles until the borrower
has made all scheduled payments required under the contract.

The portfolio of assets amount to approximately GBP 292.88 million
as of October 31, 2021 pool cut-off date. The portfolio consisted
of 47,806 agreements originated over the past 5 years and made of
used vehicles distributed through national and regional dealers as
well as brokers. It has a weighted average seasoning of 14.2
months.

The ratings are primarily based on the credit quality of the
portfolio, the structural features of the transaction and its legal
integrity.

The transaction's main credit strengths are the significant excess
spread, the static and granular nature of the portfolio, and
counterparty support through the back-up servicer (Equiniti Gateway
Ltd (NR)), interest rate hedge provider (J.P. Morgan AG (Aa1(cr)/
P-1(cr)) and independent cash manager U.S. Bank Global Corporate
Trust Limited, a subsidiary of U.S. Bank National Association
(A1/(P)P-1; Aa3(cr)/P-1(cr)). The transaction benefits from the
senior reserve fund which is fully funded at closing and will be
available to cover liquidity shortfalls on senior expenses and
Class A and B Notes interest (subject to a Class B PDL condition).
Initially sized at 1.0% of Class A and Class B Notes, the reserve
fund will amortise subject to a floor of 0.5%. The Class A and B
reserve provides approximately 6.5 months of liquidity at the
beginning of the transaction. In addition transaction will also
benefit from the junior reserve fund funded at 0.2% of the pool
balance as of the closing, which after the redemption of Class B
would serve as liquidity support for senior expenses, Class C,
Class D, Class E and Class F Notes subject to them being the most
senior class.

The portfolio has an initial yield of 16.35%. Available excess
spread can be trapped to cover defaults and losses, as well as to
replenish the tranche reserves to their target level through the
waterfall mechanism present in the structure.

Moody's determined the portfolio lifetime expected defaults of 12%,
expected recoveries of 40% and portfolio credit enhancement ("PCE")
of 35% related to borrower receivables. 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 its ABSROM cash flow model.

Portfolio expected defaults of 12% is higher than the UK auto ABS
average and is based on Moody's assessment of the lifetime
expectation for the pool taking into account: (i) the higher
average risk of the borrowers, (ii) historic performance of the
book of the originator, (iii) benchmark transactions, and (iv)
other qualitative considerations.

Portfolio expected recoveries of 40% is higher than the UK auto ABS
average and is based on Moody's assessment of the lifetime
expectation for the pool taking into account: (i) historic
performance of the originator's book, (ii) benchmark transactions,
and (iii) other qualitative considerations.

PCE of 35% is higher than the EMEA Auto ABS average and is based on
Moody's assessment of the pool which is mainly driven by: (i) the
relative ranking to originator peers in the UK market and (ii) the
weighted average current loan-to-value of 94.2% which is worse than
the sector average. The PCE level of 35% results in an implied
coefficient of variation ("CoV") of 39.1%.

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Auto Loan- and Lease-Backed ABS" published in
September 2021.

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

Factors that would lead to an upgrade of the ratings of Class B-F
Notes include significantly better than expected performance of the
pool together with an increase in credit enhancement of Notes.

Factors that would lead to a downgrade of the ratings include: (i)
increased counterparty risk leading to potential operational risk
of (a) servicing or cash management interruptions and (b) the risk
of increased linkage due to a downgrade of the hedge providers
rating; and (ii) economic conditions being worse than forecast
resulting in higher arrears and losses.

SATUS 2021-1: S&P Assigns B- (sf) Rating to Class F-Dfrd Notes
--------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Satus 2021-1
PLC's (Satus 2021-1) asset-backed floating-rate class A, B, C-Dfrd,
D-Dfrd, E-Dfrd, and F-Dfrd notes. The required liquidity reserve
was initially funded through unrated class Z notes, which will be
repaid from excess interest.

Satus 2021-1 is the first public securitization of U.K. auto loans
originated by Startline Motor Finance Ltd. (Startline), the
seller.

Startline is an independent auto lender in the U.K., with a focus
on used- car financing for near-prime customers.

The underlying collateral comprises U.K. fully amortizing
fixed-rate auto loan receivables arising under hire purchase (HP)
agreements granted to private borrowers resident in the U.K. for
the purchase of used vehicles. There are no personal contract
purchase (PCP) agreements in the pool. Therefore, the transaction
is not be exposed to residual value risk.

Collections will be distributed monthly with separate waterfalls
for interest and principal collections, and the notes amortize
fully sequentially from day one.

Until the class B notes are fully repaid, only the class A and B
notes have the support of the liquidity reserve fund, which is
sized at 1.0% of the aggregate outstanding balance of the class A
and B notes and will amortize as those notes' notes' principal
balance is repaid, subject to a floor of 0.5% prior to the full
repayment of the class B notes and 0.3% of the original collateral
balance thereafter (the senior reserve fund available amount). The
seller funded a liquidity reserve fund through issuance of the
class Z notes. Following the repayment of the class B notes, the
class C-Dfrd, D-Dfrd, E-Dfrd, and F-Dfrd notes will have the
support of the liquidity reserve fund to an amount set at the
junior liquidity reserve fund required amount, which is set at 0.2%
of the original collateral thereafter (the junior reserve fund
available amount).

A combination of note subordination, the cash reserves, and any
available excess spread provides credit enhancement for the rated
notes.

Commingling risk is partially mitigated by sweeping collections to
the issuer account within two business days, and a declaration of
trust is in place over funds within the collection account.
However, due to the lack of minimum required ratings and remedies
for the collection account bank, we have assumed one week of
commingling loss in the event of the account provider's
insolvency.

The seller is not a deposit-taking institution, there are
eligibility criteria preventing loans to Startline employees from
being in the securitization, and Startline has not underwritten any
insurance policies for the borrowers. Therefore, in our view,
setoff risk is mitigated.

Startline remains the servicer of the portfolio. A moderate
severity and portability risk along with a moderate disruption risk
initially caps the maximum potential ratings on the notes at 'AA'
in the absence of a back-up servicer. However, following a servicer
termination event, including insolvency of the servicer, the
back-up servicer, Equiniti Gateway Ltd., will assume servicing
responsibility for the portfolio. S&P said, "We have therefore
incorporated a three-notch uplift, which enables the transaction to
achieve a maximum potential rating of 'AAA' under our operational
risk criteria. Therefore, our operational risk criteria do not
constrain our ratings on the notes."

The assets pay a monthly fixed interest rate, and all notes receive
compounded daily sterling overnight index average (SONIA) plus a
margin subject to a floor of zero. To mitigate fixed-float interest
rate risk, the notes benefit from an interest rate swap.

Interest due on all classes of notes, other than the most senior
class of notes outstanding, is deferrable under the transaction
documents, without resulting in an event of default. Once a class
becomes the most senior, current interest is due on a timely basis,
while any outstanding deferred interest is due either at the
maturity date or when the relevant class of notes is repaid.

However, although interest can be deferred on the class B notes
while the class A notes are outstanding, S&P's ratings on the class
A and B notes address timely receipt of interest and ultimate
repayment of principal. These classes of notes have the support of
the liquidity reserve fund while they are outstanding, thereby
mitigating any liquidity stress that may arise from a temporary
disruption in collections.

In contrast, the class C-Dfrd to F-Dfrd notes do not have any
liquidity support until after the class B notes are repaid, and the
timely payment of interest on those classes of notes could be
affected by a temporary disruption in collections until the class B
notes are repaid. Therefore, S&P's ratings address the ultimate
payment of interest and principal on the class C-Dfrd to F-Dfrd
notes.

The transaction also features a clean-up call option, whereby on
any interest payment date when the outstanding principal balance of
the assets is less than 10% of the initial principal balance, the
seller may repurchase all receivables, provided the issuer has
sufficient funds to meet all the outstanding obligations.
Furthermore, the issuer may also redeem all classes of notes at
their outstanding balance together with accrued interest on any
interest payment date on or after the optional redemption call date
in November 2024.

S&P's ratings on the notes are not constrained by its structured
finance sovereign risk criteria. The remedy provisions adequately
mitigate counterparty risk in line with its counterparty criteria.
S&P has reviewed the legal opinions, which provide assurance that
the sale of the assets would survive the insolvency of the seller.

  Ratings

  CLASS   RATING*    AMOUNT  AVAILABLE     INTEREST        LEGAL
                  (MIL. GBP) CREDIT                        FINAL
                             ENHANCEMENT                MATURITY
                                (%)§
  A       AAA (sf)   210.8    28.81   Daily compounded    August
                                      SONIA plus 0.70%     2028

  B       AA (sf)     26.4    19.81   Daily compounded    August
                                      SONIA plus 1.20%     2028

  C-Dfrd  A (sf)      21.9    11.5    Daily compounded    August
                                      SONIA plus 1.60%     2028

  D-Dfrd  BBB+ (sf)   11.8     7.5    Daily compounded    August
                                      SONIA plus 1.90%     2028
   
  E-Dfrd  BB+ (sf)     8.7     4.5    Daily compounded    August
                                      SONIA plus 3.20%     2028

  F-Dfrd  B- (sf)     13.3     0      Daily compounded    August
                                      SONIA plus 5.40%     2028

  Z       NR           2.37    0      N/A                 August
                                                           2028

*S&P's ratings on the class A and B notes address the timely
payment of interest and ultimate payment of principal, while those
assigned to the class C-Dfrd, D-Dfrd, E-Dfrd, and F-Dfrd notes
address the ultimate payment of interest and principal.
§Available credit enhancement comprises subordination and a
bifurcated replenishable cash reserve, with a senior liquidity
reserve amount available for the class A and B notes and a junior
liquidity reserve amount available for the class C-Dfrd, D-Dfrd,
E-Dfrd, and F-Dfrd notes, each with a floor expressed as a
percentage of the closing balance. However, the junior liquidity
reserve fund required amount is zero while the B notes are
outstanding and is not reflected in the available credit
enhancement for those classes of notes. In addition, the notes
benefit from excess spread, if available.
SONIA--Sterling Overnight Index Average.
NR--Not rated.
N/A--Not Applicable.


                           *********


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
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000.


                * * * End of Transmission * * *