/raid1/www/Hosts/bankrupt/TCREUR_Public/211227.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

          Monday, December 27, 2021, Vol. 22, No. 252

                           Headlines



B E L G I U M

BELFIUS BANK: S&P Affirms BB+ Rating on Junior Subordinated Notes


B U L G A R I A

EUROHOLD BULGARIA: Fitch Maintains 'B' LT IDR on Watch Negative


C R O A T I A

DJURO DJAKOVIC: Court Opens Bankruptcy Proceedings Against Unit


F R A N C E

BABILOU FAMILY: S&P Alters Outlook to Positive, Affirms 'B-' ICR


G R E E C E

INTRALOT SA: Fitch Lowers LT IDR to 'CCC'


I R E L A N D

FIDELITY GRAND 2021-1: Fitch Rates Class F Tranche Final 'B-'
HENLEY CLO III: S&P Assigns B- (sf) Rating on Class F-R Notes


I T A L Y

PERINI NAVI: Sea Group Buys Luxury Yacht Maker for US$91 Million


R O M A N I A

BANCA TRANSILVANIA: Fitch Affirms 'BB+' Long-Term IDR


R U S S I A

APEX INSURANCE: S&P Assigns 'B-' Financial Strength Rating


S L O V A K I A

365 BANK: Fitch Gives EUR50MM SP Notes Final 'BB-' Rating


S W I T Z E R L A N D

CEMBRA MONEY: S&P Assigns 'BB+' Rating on Additional Tier 1


T U R K E Y

ANADOLU ANONIM: Fitch Alters Outlook on 'BB' IFS Rating to Neg.
KOC HOLDING: S&P Alters Outlook to Negative, Affirms 'BB-' ICR
TURK P VE I: Fitch Alters Outlook on 'BB-' IFS Rating to Neg.


U N I T E D   K I N G D O M

HIGHWAYS 2021: S&P Assigns BB+ (sf) Rating on Class E Notes

                           - - - - -


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B E L G I U M
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BELFIUS BANK: S&P Affirms BB+ Rating on Junior Subordinated Notes
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S&P Global Ratings took the following rating actions:

-- It raised its long-term ICR on Allied Irish Banks PLC to 'A-'
from 'BBB+', the issue ratings on all outstanding senior
instruments to 'A-' from 'BBB+', and the long- and short-term RCRs
to 'A/A-1' from 'A-/A-2'. S&P affirmed the short-term ICR,
short-term issue ratings on the senior debt, and the ratings on
hybrid instruments. The outlook is negative.

-- In a related action, it raised the long-term ICR on AIB Group
(UK) PLC to 'BBB+' from 'BBB' following the upgrade of its parent
Allied Irish Banks PLC. S&P affirmed the short-term ICR. The
outlook is negative.

-- It raised the long- and short-term ICRs on Belfius Bank SA/NV
to 'A/A-1' from 'A-/A-2', the issue ratings on all outstanding
senior instruments to 'A/A-1' from 'A-/A-2', and the long-term RCR
to 'A+' from 'A'. S&P saidWe affirmed the short-term RCR and the
issue ratings on the hybrid instruments. The outlook is stable.

-- It raised the long-term ICR on CaixaBank to 'A-' from 'BBB+',
the long-term issue rating on all outstanding senior instruments to
'A-' from 'BBB+', and the long- and short-term RCRs to 'A/A-1' from
'A-/A-2'. S&P affirmed the short-term ICR, short-term ratings on
the senior debt and the ratings on hybrid instruments. The outlook
is stable.

-- It raised the long-term ICRs on Caisse Centrale du Credit
Mutuel and Credit Mutuel Group's core rated entities (Credit Mutuel
Group) to 'A+' from 'A', the long-term issue rating on all
outstanding senior instruments to 'A+' from 'A', and the long- and
short-term RCRs to 'AA-/A-1+' from 'A+/A-1'. S&P affirmed the
short-term ICR, short-term senior debt and the hybrid instruments.


The outlook is stable.

It affirmed its long- and short-term issuer credit ratings (ICRs)
on Aktia Bank PLC at 'A-/A-2', the long- and short-term resolution
counterparty rating (RCRs) at 'A/A-1' and long-term debt rating at
'A-'. The outlook remains stable.

For all these issuers, the ICRs, the RCRs, and debt and program
ratings were removed from UCO, where they had been placed on Dec.
9, 2021

Rationale

The rating actions follow a revision to our methodologies for
rating banks and nonbank financial institutions and for determining
a Banking Industry Country Risk Assessment (BICRA).

S&P said, "Under our revised FI criteria, our analysis of ALAC
continues to focus on the prospect for full and timely payment of
senior preferred creditors' claims if the bank fails. In our view,
ALAC uplift is appropriate for these five banks as they are likely
to be subject to an effective bail-in-led resolution strategy.

"However, our ALAC measure now concentrates only on banks'
recapitalization capacity when the bank is no longer a going
concern, once losses have been absorbed by Tier 1 capital. We have
excluded the concept of excess total adjusted capital (TAC) from
our ALAC measure as we expect that banks will use their capital to
absorb losses on a going concern. In other words, capital will
protect them from becoming insolvent and therefore we take it into
account in the stand-alone credit profile (SACP). We expect that
banks will use their equity and additional Tier 1 capital to absorb
losses while still a going concern, or at the point of
nonviability. Consistently, our methodology now describes lower
headline thresholds for ratings uplift based on ALAC, and
incorporates only additional subordinated capacity that can be used
to recapitalize a bank.

"Four more European banking groups that follow a
single-point-of-entry (SPE) resolution approach now benefit from
additional ALAC uplift. We now consider the ALAC buffers built by
Belfius Bank, CaixaBank, and Credit Mutuel Group to be large enough
to warrant a one-notch rating uplift. Allied Irish Banks PLC has
built a large enough ALAC buffer to warrant a second notch of ALAC
uplift. Finally, we are confident that Aktia Bank will have created
an ALAC buffer commensurate with one notch of uplift by 2023;
therefore, it still benefits from the uplift we had already given
it."

Additional Loss-Absorbing Capacity (ALAC) Based On The New Criteria
Results In ICR Uplift

ALAC                           ALAC
MREL              MREL          UPLIFT
REQUIREMENT (2) SUBORDINATED  (NOTCHES)
THRESHOLD FOR THE UPLIFT (BPS) 2020 (BPS) 2023E (BPS) TOTAL
(%) SUBORDINATED (%) AS OF SEPTEMBER 2021 (%)

Allied Irish Banks PLC (3)(4)

2   600   684   725-775  27.10   N.A.  31.90

Credit Mutuel Group (1)

1   300   361   375-425  20.99  14.35  24.03

CaixaBank

1   275   470   500-550  19.33  13.50  22.70

Belfius Bank SA/NV

1   300   468   350-400  22.37  15.25  22.37

Aktia Bank PLC (5)

1   400   331   450-500  19.86  N.A.  14.84

(1) Credit Mutuel Group's MREL subordination is as of end-2020. (2)
MREL requirement no longer includes combined capital buffers, but
reported MREL does include them. Combined capital buffers are: 3%
for Credit Mutuel Group, 2.76% for CaixaBank, 4% for Belfius Bank,
and 2.51% for Aktia Bank.
(3) Allied Irish Banks' total MREL requirement includes combined
capital buffers, which are not disclosed.
(4) Allied Irish Banks' subordinated MREL data is as of June 2021.

(5) Aktia Bank's subordinated MREL data is estimated.
e--Estimated.
MREL--Own fund and eligible liabilities.
N.A.--Not available.

S&P said, " We include in our calculations of ALAC all Tier II and
senior nonpreferred debt instruments issued by, or to be issued by,
the bank. We measure ALAC buffers against standard thresholds: 300
basis points (bps) for a one-notch uplift and 600 bps for two
notches for banks that have investment-grade anchors. In the case
of CaixaBank, we lower the threshold by 25 bps because its
insurance activities would not be part of the resolution. For Aktia
Bank, we apply an adjusted threshold of 400 bps because its ALAC
instruments are likely to have a maturity concentration.

"The ALAC buffer provides protection for senior creditors in a
resolution scenario. We would therefore apply any uplift to the
ICRs on the bank, all debt ratings assigned to senior unsecured
debt instruments, and the RCRs. However, the ratings on hybrid
debt, including senior nonpreferred instruments, are unchanged."

The stronger creditworthiness of Allied Irish Banks PLC led us to
upgrade of its strategically important U.K. subsidiary AIB Group
(UK) PLC. S&P expects that it would be resolved with the parents,
given the parents' single-point-of entry resolution strategy.

The rating action on Belfius Bank has no impact on its insurance
subsidiary, Belfius Insurance S.A. (A-/Stable), as the insurance
entity is not in scope for Belfius Bank's single-point-of-entry
resolution strategy and therefore cannot benefit from the improved
creditworthiness of Belfius Bank.

S&P's assessments of all banks' stand-alone creditworthiness remain
unchanged.

Allied Irish Banks PLC and AIB (UK) PLC

S&P said, "We raised our long-term ICR on Allied Irish Banks PLC
and its strategically important subsidiary, AIB (UK) PLC, by one
notch because the bank has built a sufficiently large buffer of
bail-inable instruments to gain a second notch of ALAC uplift.
Ratings on all hybrids and short-term issues have been affirmed.

"In our view, Allied Irish Banks PLC is a core subsidiary and the
main operating company within Irish-based AIB Group PLC (AIB).
AIB's 'bbb' group SACP hasn't changed but we raised its group
credit profile (GCP) to 'a-' from 'bbb+' to incorporate the second
notch of ALAC uplift that supports the ICRs on AIB's operating
entities."

The group SACP for AIB--as well as Allied Irish Banks PLC--still
benefits from the group's strong domestic franchise and solid
competitive position in the Irish market. That said, the prolonged
period of low interest rates, combined with some structural issues,
will continue to weigh on AIB's earnings generation capacity over
the next 18-24 months. These structural issues include the large
cost base and continued investment in business transformation and
digital capabilities, as well as higher capital requirements for
mortgage loans than other European countries.

Allied Irish Banks PLC (operating company)

The negative outlook on Allied Irish Banks PLC reflects that on AIB
Group PLC (AIB). This is because S&P now considers that the bank
(and the group) may be unable to restore its profitability and
consider that is the most likely trigger for a rating action on
Allied Irish Banks PLC over the next 18-24 months.

Outlook

The negative outlook on Allied Irish Banks mirrors the one on AIB
Group PLC (AIB) and indicates that in S&P's view, structural
profitability issues--namely, high costs and still-significant
dependence on net interest income--will likely continue to
constrain AIB's earnings generation capacity over the next 18-24
months, while it implements its new business plan. This could make
the bank more vulnerable to the persistent low-interest-rate
environment than other, more-diversified, and digitally advanced
international peers.

Downside scenario: S&P said, "We could consider lowering our
ratings on Allied Irish Banks PLC following a similar action on
AIB. This may happen if the group proves unable to reduce costs and
diversify revenue over the next 18-24 months, as per its new
business plan, and we forecast persistently weak returns over that
period. Furthermore, although it seems unlikely at this stage, we
could also lower our rating on Allied Irish Banks PLC if the ALAC
buffer were to sustainably fall below our 6% threshold."

Upside scenario: S&P said, "We could revise our outlook to stable
over the next 18-24 months, following a similar action on AIB.
Specifically, this could occur if we saw tangible signs that the
bank is delivering on its cost-cutting, revenue-diversification,
and digital transformation plans, while maintaining sound asset
quality and good capital buffers."

  Ratings Score Snapshot

  Issuer credit rating: A-/Negative/A-2
  Resolution counterparty rating: A/--/A-1
  Stand-alone credit profile: bbb
  Anchor: bbb

  Business position: Adequate (0)
  Capital and earnings: Strong (+1)
  Risk position: Moderate (-1)
  Funding and liquidity: Adequate and adequate (0)
  Comparable rating analysis: 0
  Support: +2

  ALAC support: 2
  GRE support: 0
  Group support: 0
  Sovereign support: 0
  Additional factors: 0

AIB Group (UK) PLC

S&P's ratings on AIB U.K. reflect its stand-alone creditworthiness
and the broad strength of Allied Irish Banks PLC--including the
parent's ALAC--which would support timely payments to AIB U.K.'s
creditors.

Outlook

The negative outlook on AIB U.K. reflects that on its parent,
Ireland-based Allied Irish Banks PLC. S&P said, "We consider AIB
U.K. to be strategically important to its parent, so we rate it
three notches above its SACP but cap the ratings at one notch below
our 'a-' GCP on AIB."

Downside scenario: S&P said, "We could lower the ratings within the
next 18-24 months if we took a similar action on the parent
company. It could also follow a material underperformance of AIB
U.K. compared with our base-case scenario, or from a weakening of
AIB U.K.'s strategic importance within the group."

Upside scenario: S&P could revise its outlook to stable if it took
a similar rating action on the parent company.

  Ratings Score Snapshot

  Issuer credit rating: BBB+/Negative/A-2
  Resolution counterparty rating: A-/--/A-2
  Stand-alone credit profile: bb+
  Anchor: bbb+

  Business position: Constrained (-2)
  Capital and earnings: Strong (+1)
  Risk position: Constrained (-2)
  Funding and liquidity: Adequate and adequate (0)
  Comparable rating analysis: 0
  Support: +3

  ALAC support: 0
  GRE support: 0
  Group support: 3
  Sovereign support: 0
  Additional factors: 0

Belfius Bank SA/NV

The one-notch upgrade of Belfius Bank indicates that the bank has a
sufficient buffer of bail-inable instruments to provide protection
to senior debtholders in a resolution scenario, thus reducing the
likelihood of default. Belfius Bank's stand-alone assessment has
not changed and remains supported by the bank's top-tier domestic
market position, with good business diversification between banking
and insurance services mitigating its concentration in Belgium. The
bank also has good underwriting standards that support its
relatively low credit risk in core lending activities. Although its
capital position has gradually strengthened over the past few
years, S&P anticipates that its capitalization levels will likely
plateau in future.

Outlook

S&P said, "The stable outlook reflects our view of Belfius Bank's
resilient performance over 2021. Its profitability has rebounded,
supported by its bank-assurance model and positioning it well to
deliver on its 2025 strategy. We still anticipate that the
persistently low interest rates will weigh on net interest income
but expect this to be partly mitigated by lending growth and a
gradual shift in exposures to corporates and SMEs from
public-sector clients."

Downside scenario: S&P said, "We could lower the ratings if Belfius
Bank departed from its current capital management policy. This
could happen if the bank unexpectedly upstreamed higher level of
dividends to its shareholders (potentially ahead of an IPO) or
faced significant unforeseen one-off costs that weakened its RAC
ratio to well below 10%. We could also lower the rating if we saw a
risk that profitability would be significantly dented after the
rebound observed in 2021."

Upside scenario: S&P said, "We consider an upgrade to be remote.
However, we could consider raising the ratings if Belfius Bank's
ALAC buffer increased substantially and sustainably above 6% of our
risk-weighted assets metric."

  Ratings Score Snapshot

  Issuer credit rating: A/Stable/A-1
  Resolution counterparty rating: A+/--/A-1
  Stand-alone credit profile: a-
  Anchor: a-

  Business position: Adequate (0)
  Capital and earnings: Strong (+1)
  Risk position: Moderate (-1)
  Funding and liquidity: Adequate and adequate (0)
  Comparable rating analysis: 0
  Support: +1

  ALAC support: 1
  GRE support: 0
  Group support: 0
  Sovereign support: 0
  Additional factors: 0

CaixaBank

The one-notch upgrade of CaixaBank indicates that the bank has a
sufficient buffer of bail-inable instruments to provide protection
to senior debtholders in a resolution scenario, thus reducing the
likelihood of default. CaixaBank now benefits from one notch of
ALAC uplift. CaixaBank's stand-alone assessment has not changed and
is still supported by the bank's powerful retail banking franchise
in Spain, tight underwriting standards, and improved capital base,
although the latter has a limited buffer to absorb adverse economic
conditions. Such strengths mitigate the bank's geographic
concentration in Spain and Portugal, in S&P's view.

Outlook

S&P said, "The stable outlook on CaixaBank reflects our view that
its profitability will gradually recover over the next two years,
as the economy becomes more supportive. We anticipate that
CaixaBank will remain focused on extracting synergies from the
recently integrated Bankia and forecast that the bank's return on
equity will be about 7%-8% over the next two years. We also expect
CaixaBank to maintain adequate capital, given the risks it faces,
and a RAC ratio of about 7.4%-7.9%. If economic risks in Spain were
to worsen, the RAC ratio could be reduced by about 70 bps, but we
do not expect to change our view of the bank's combined capital and
risk strength, even in such a scenario."

Downside scenario: S&P could lower the ratings if:

-- Economic risks in Spain increase meaningfully and, as a result,
CaixaBank's financial profile deteriorates substantially and we
conclude that the bank's capital is a weakness, given the risks it
bears; or

-- CaixaBank's business model and earnings performance, following
the full integration of Bankia in 2021, turns out to be weaker than
that of CaixaBank as a stand-alone entity.

Upside scenario: S&P said, "Although a positive rating action is
unlikely, we could raise the ratings on CaixaBank if the bank makes
more substantial progress than expected in building up its
bail-inable debt buffer, to the point that it benefits from two,
rather than one, notches of ALAC uplift. We could also raise our
ratings on CaixaBank if it were to operate with significantly
stronger capital compared to the risks it faces."

  Ratings Score Snapshot

  Issuer credit rating: A-/Stable/A-2
  Resolution counterparty rating: A/--/A-1
  Stand-alone credit profile: bbb+
  Anchor: bbb

  Business position: Strong (+1)
  Capital and earnings: Adequate (0)
  Risk position: Adequate (0)
  Funding and liquidity: Adequate and adequate (0)
  Comparable rating analysis: 0
  Support: +1

  ALAC support: +1
  GRE support: 0
  Group support: 0
  Sovereign support: 0
  Additional factors: 0

Caisse Centrale du Credit Mutuel (Credit Mutuel Group; CMG)

S&P said, "We raised by one notch the long-term ICR on Caisse
Centrale du Credit Mutuel and Credit Mutuel Group's core rated
entities (Credit Mutuel Group; CMG) and our issue ratings on the
group's senior unsecured debt to indicate that the bank has built
up a buffer of bail-inable instruments which we now consider
sufficient to provide protection to senior debtholders in a
resolution scenario, thus reducing the likelihood of CMG defaulting
on these instruments.

"Our ratings reflect CMG's strong balance sheet and solid platform
for stable earnings, combined with its ability to sell multiple
products and services to its clients, including insurance products,
consumer credit, and private banking. The group's good cost
controls and the IT and digital investments that fuel its revenue
also benefit its earnings capacity. We forecast that earnings will
gradually improve, based on growing business volumes, with net
lending rising by about 5% a year, and higher fees and commissions
from its long-established and resilient bancassurance model.
Constrained loan margins, however, will keep weighing on
bottom-line profitability, and we forecast CMG will report a return
on equity of about 6% in the coming years."

Outlook

S&P said, "The stable outlook indicates that we expect CMG to
gradually adapt its retail and insurance activities in the
competitive French market. We anticipate that over the two-year
outlook horizon, CMG will preserve its profitability at levels
comparable with those of other cooperative banking groups that have
the same credit profile, and will demonstrate that its business
model remains sustainable, taking into account its mutualist
nature. We also expect CMG to maintain a solid regulatory capital
position over the next two years, and a RAC ratio before
diversification that hovers around 10.3%, sustained by organic
capital generation and a conservative dividend policy, given its
cooperative nature.

"We also assume that existing challenges regarding the group's
cohesion will not represent a structural weakness, but rather an
area of relative uncertainty, as has been the case so far."

Downside scenario: S&P said, "We could lower the rating in the next
two years if we conclude that the group cannot prove its retail
banking and insurance business strategy is sustainable in the
evolving interest-rate environment and competitive landscape in
France. This could lead to a further margin decline or weaker
efficiency, and to an increased gap between its profitability and
that of peers, which would also suggest a weaker capital
loss-absorption capacity. We could also downgrade the bank if the
RAC ratio were to fall well below 10% because organic capital
generation is insufficient to fund organic capital consumption."

Upside scenario: S&P said, "We consider an upgrade from the current
'A+' rating to be remote. An upgrade would depend on both a higher
starting anchor for domestic banks in France and CMG significantly
enhancing its profitability and efficiency to well above levels
reported by similarly rated peers, while maintaining sound solvency
and healthy asset quality in the next two years."

  Ratings Score Snapshot

  Issuer credit rating: A+/Stable/A-1
  Resolution counterparty rating: AA-/--/A-1+
  Stand-alone credit profile: a
  Anchor: bbb+

  Business position: Strong (+1)
  Capital and earnings: Strong (+1)
  Risk position: Adequate (0)
  Funding and liquidity: Adequate and adequate (0)
  Comparable rating analysis: 0
  Support: +1

  ALAC support: 1
  GRE support: 0
  Group support: 0
  Sovereign support: 0
  Additional factors: 0

Aktia Bank PLC

S&P said, "The affirmation of our long-term ICR on Aktia Bank
reflects our expectation that the bank will build up a sufficient
buffer of bail-inable instruments to provide protection to senior
debt holders in a resolution scenario, thus reducing the likelihood
of default. Specifically, we expect the bank to issue a meaningful
amount of senior nonpreferred instruments in the next 12-24 months
and to maintain thereafter an ALAC buffer above our adjusted 4%
threshold. We apply an increased threshold because Aktia Bank's
ALAC instruments are likely to display a maturity concentration."

Aktia Bank's 'bbb+' stand-alone credit profile (SACP) has not
changed. Its sound regional retail and small and midsize enterprise
(SME) franchise, which focuses on low-risk collateralized lending,
is complemented by growing wealth management and life insurance
operations. These provide new cross-selling opportunities and will
increasingly diversify the bank's earnings. S&P said, "Although
Aktia Bank's capitalization took a hit when it acquired wealth
management operations from Taaleri PLC on April 30, 2021, we
project that its risk-adjusted capital (RAC) ratio will remain
strong at 11%-12% through 2023. Our view is supported by the bank's
consistently strong earnings generation, which allows it to support
business growth and to build up capital despite regular dividend
distributions."

Outlook

S&P said, "The stable outlook indicates that we expect Aktia Bank
to preserve a sound financial position over the next two years and
to build up a material bail-inable buffer consisting of senior
nonpreferred and Tier 2 capital instruments that would provide
protection to senior debtholders in a resolution scenario. Indeed,
we expect the bank to successfully enter the senior nonpreferred
market within the next 12 months."

Clarity about Aktia Bank's potential subordination requirement on
its minimum requirement for own fund and eligible liabilities
(MREL) could further strengthen its ALAC buffer.

Downside scenario. S&P could lower the ratings if it sees a lower
likelihood that Aktia Bank will sustain an ALAC buffer above our
adjusted 4% threshold by issuing senior nonpreferred instruments as
subordinated instruments mature and the bank's business operations
grow. A delay to its market entry or insufficient ALAC issuance
volumes would likely lead us to remove the ALAC uplift in the
ratings.

Upside scenario: S&P considers a positive rating action less likely
at this stage. It could be triggered if Aktia Bank strengthens its
bank-wealth management franchise, delivers on its updated financial
targets, and consistently outperforms peers in terms of
profitability. An upgrade would also depend on Aktia Bank's overall
creditworthiness being in line with that of its higher-rated
European peers.

  Ratings Score Snapshot

  Issuer credit rating: A-/Stable/A-2
  Resolution counterparty rating: A/--/A-1
  Stand-alone credit profile: bbb+
  Anchor: a-

  Business position: Moderate (-1)
  Capital and earnings: Strong (+1)
  Risk position: Moderate (-1)
  Funding and liquidity: Adequate and adequate (0)
  Comparable rating analysis: 0
  Support: +1

  ALAC support: +1
  GRE support: 0
  Group support: 0
  Sovereign support: 0
  Additional factors: 0


  Ratings List

  AIB GROUP PLC               
  
  RATINGS AFFIRMED  

  ALLIED IRISH BANKS PLC

   Subordinated          BB+
   Subordinated          D
   Commercial Paper      A-2

  ALLIED IRISH BANKS N.A. INC.

   Commercial Paper      A-2

  UPGRADED  
                                     TO           FROM
  ALLIED IRISH BANKS PLC

  Resolution Counterparty Rating   A/--/A-1      A-/--/A-2

  ALLIED IRISH BANKS N.A. INC.

   Commercial Paper                A-             BBB+

  UPGRADED; OUTLOOK ACTION; RATINGS AFFIRMED  
                                     TO           FROM
  ALLIED IRISH BANKS PLC

   Issuer Credit Rating        A-/Negative/A-2   BBB+/Positive/A-2

  AIB GROUP (U.K.) PLC

   Issuer Credit Rating        BBB+/Negative/A-2 BBB/Positive/A-2

  UPGRADED; RATINGS AFFIRMED  
                                     TO           FROM
  AIB GROUP (U.K.) PLC

   Resolution Counterparty Rating  A-/--/A-2      BBB+/--/A-2

              BELFIUS BANK SA/NV              

  RATINGS AFFIRMED  

  BELFIUS BANK SA/NV

   Senior Subordinated              BBB+         
   Subordinated                     BBB
   Junior Subordinated              BB+
   Junior Subordinated              BBB-

  BELFIUS FINANCING CO.

   Junior Subordinated              BBB-

  UPGRADED  
                                     TO           FROM

  BELFIUS BANK SA/NV

   Issuer Credit Rating        A/Stable/A-1    A-/Stable/A-2

   Certificate Of Deposit
    Foreign Currency                 A              A-

  BELFIUS BANK SA/NV

   Senior Unsecured                  A              A-
   Certificate Of Deposit            A              A-
   Certificate Of Deposit            A-1            A-2

  BELFIUS FINANCING CO.

   Commercial Paper                  A-1            A-2

  DEXIA SECURED FUNDING BELGIUM N.V.

   Senior Secured                    A              A-

  UPGRADED; RATINGS AFFIRMED  
                                     TO           FROM
  BELFIUS BANK SA/NV

   Resolution Counterparty Rating A+/--/A-1     A/--/A-1

  CAIXABANK S.A.               

  RATINGS AFFIRMED  

  CAIXABANK S.A.

   Senior Subordinated          BBB
   Subordinated                 BBB-
   Preferred Stock              BB
   Commercial Paper             A-2

  UPGRADED  
                                     TO           FROM
  CAIXABANK S.A.

   Resolution Counterparty Rating  A/--/A-1      A-/--/A-2

  CAIXABANK S.A.

   Senior Unsecured                  A-           BBB+

  UPGRADED; RATINGS AFFIRMED  
                                     TO           FROM
  CAIXABANK S.A.

   Issuer Credit Rating        A-/Stable/A-2   BBB+/Stable/A-2

  CAISSE CENTRALE DU CREDIT MUTUEL          

  RATINGS AFFIRMED  

  CAISSE CENTRALE DU CREDIT MUTUEL

   Commercial Paper                  A-1

  BANQUE FEDERATIVE DU CREDIT MUTUEL

   Senior Subordinated               A-
   Subordinated                      BBB+
   Junior Subordinated               BBB-
   Commercial Paper                  A-1

  CAISSE FEDERALE DU CREDIT MUTUEL NORD EUROPE

   Subordinated                      BBB+
   Junior Subordinated               BBB-
   Commercial Paper                  A-1

  CAISSE FEDERALE DU CREDIT MUTUEL OCEAN

   Commercial Paper                  A-1

  CAISSE FEDERALE DU CREDIT MUTUEL DE MAINE-ANJOU BASSE NORMANDIE

   Commercial Paper                  A-1

  CREDIT INDUSTRIEL ET COMMERCIAL

   Commercial Paper                  A-1

  CREDIT INDUSTRIEL ET COMMERCIAL, NEW YORK BRANCH

   Commercial Paper                  A-1

  UPGRADED  
                                     TO           FROM
  CAISSE CENTRALE DU CREDIT MUTUEL
  CREDIT INDUSTRIEL ET COMMERCIAL
  CAISSE FEDERALE DU CREDIT MUTUEL DE MAINE-ANJOU BASSE NORMANDIE
  CAISSE FEDERALE DU CREDIT MUTUEL OCEAN
  CAISSE FEDERALE DU CREDIT MUTUEL NORD EUROPE
  BANQUE FEDERATIVE DU CREDIT MUTUEL

   Resolution Counterparty Rating   AA-/--/A-1+   A+/--/A-1

  CAISSE CENTRALE DU CREDIT MUTUEL
  CREDIT INDUSTRIEL ET COMMERCIAL
  CAISSE FEDERALE DU CREDIT MUTUEL DE MAINE-ANJOU BASSE NORMANDIE
  CAISSE FEDERALE DU CREDIT MUTUEL OCEAN
  CAISSE FEDERALE DU CREDIT MUTUEL NORD EUROPE

   Certificate Of Deposit               
   Foreign Currency                   A+            A

  BANQUE FEDERATIVE DU CREDIT MUTUEL

   Senior Unsecured                   A+            A

  UPGRADED; NEW RATING  
                                     TO           FROM
  CREDIT INDUSTRIEL ET COMMERCIAL

   Certificate Of Deposit
   Local Currency                   A+/A-1          A

  UPGRADED; RATINGS AFFIRMED  
                                     TO           FROM
  CAISSE CENTRALE DU CREDIT MUTUEL
  CREDIT INDUSTRIEL ET COMMERCIAL
  CAISSE FEDERALE DU CREDIT MUTUEL DE MAINE-ANJOU BASSE NORMANDIE
  CAISSE FEDERALE DU CREDIT MUTUEL OCEAN
  CAISSE FEDERALE DU CREDIT MUTUEL NORD EUROPE
  BANQUE FEDERATIVE DU CREDIT MUTUEL

   Issuer Credit Rating            A+/Stable/A-1  A/Stable/A-1

  CAISSE CENTRALE DU CREDIT MUTUEL
  CAISSE FEDERALE DU CREDIT MUTUEL DE MAINE-ANJOU BASSE NORMANDIE
  CAISSE FEDERALE DU CREDIT MUTUEL OCEAN
  CAISSE FEDERALE DU CREDIT MUTUEL NORD EUROPE

   Certificate Of Deposit          
   Local Currency                   A+/A-1          A

  BANQUE FEDERATIVE DU CREDIT MUTUEL

   Certificate Of Deposit        
   Foreign Currency                  A+             A
   Local Currency                   A+/A-1          A

  AKTIA BANK PLC               
  
  RATINGS AFFIRMED  

  AKTIA BANK PLC

   Issuer Credit Rating            A-/Stable/A-2   
   Resolution Counterparty Rating   A/--/A-1

  AKTIA BANK PLC

   Senior Unsecured                  A-




===============
B U L G A R I A
===============

EUROHOLD BULGARIA: Fitch Maintains 'B' LT IDR on Watch Negative
---------------------------------------------------------------
Fitch Ratings has maintained Eurohold Bulgaria AD's Long-Term
Issuer Default Rating (IDR) of 'B' and senior unsecured rating of
'B'/RR4 on Rating Watch Negative (RWN).

The maintained RWN reflects Fitch's continuing work on analysing
the new group structure and business and financial profile
following Eurohold's acquisition of the Bulgarian assets of Czech
utility company CEZ, a.s. Eurohold's dominant business has changed
to utilities from insurance as a result of this acquisition. The
new business profile requires application of a different master
rating criteria as Fitch rates utilities under Corporate Rating
Criteria, while in its previous structure Eurohold was rated under
Insurance Rating Criteria.

Fitch expects to resolve the RWN within the next six months,
following a full review of Eurohold's ratings under the newly
applicable rating criteria.

KEY RATING DRIVERS

Acquisition of CEZ's Assets: Fitch placed Eurohold on RWN following
the announcement that the company was planning to acquire the
Bulgarian assets of CEZ. The acquisition was completed on 27 July
2021 via Eastern European Electric Company BV (EEEC), an investment
vehicle controlled by Eurohold. The key assets acquired were 67%
stakes in CEZ Distribution Bulgaria and CEZ Electro Bulgaria, as
well as 100% shares in CEZ Trade Bulgaria. After subsequent calls
for the remaining shares of CEZ Distribution Bulgaria and CEZ
Electro Bulgaria, EEEC increased its shareholdings to 88% and 69%,
respectively, on 12 November 2021.

Divestments to Follow: The acquisition of CEZ's assets will be
followed by divestments of the car sales and the leasing
businesses, which Fitch expects in 2022. The two divestments will
allow Eurohold to focus on the utilities business as the dominant
contributor to consolidated EBITDA (around 70%-75%) and on
insurance (around 20%-25%). The remaining contribution to EBITDA
will be from asset management and brokerage.

Change in Applied Criteria: Due to the acquisition of CEZ's assets
and the disposal of car selling and leasing, Eurohold's business
profile will change to a non-financial corporate with material
financial operations (insurance, asset management, brokerage) from
an insurance-focused financial holding. Therefore, to resolve the
RWN, Fitch will consider a different set of rating criteria than
applied in the past. These will include Corporate Rating Criteria
as the master criteria, with the likely addition of Parent and
Subsidiary Linkage Rating Criteria and Corporates Recovery Ratings
and Instrument Ratings Criteria.

RATING SENSITIVITIES

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

-- Fitch could downgrade the ratings, if the group's business and
    financial profile following CEZ's assets acquisition is not
    consistent with the current rating.

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

-- Fitch could affirm the ratings and assign a Stable Outlook if
    the group's business and financial profile following CEZ's
    assets acquisition is consistent with the current rating.

BEST/WORST CASE RATING SCENARIO

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

ISSUER PROFILE

Eurohold is a public company majority-owned by Starcom Holding AD
(55.48% as of 9 September 2021), which is ultimately owned by three
individuals. The remaining shares are publicly listed. Eurohold's
main businesses are the utilities business and insurance services.

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.



=============
C R O A T I A
=============

DJURO DJAKOVIC: Court Opens Bankruptcy Proceedings Against Unit
---------------------------------------------------------------
SeeNews reports that Djuro Djakovic Grupa said that the commercial
court in Osijek launched bankruptcy proceedings against its unit
Djuro Djakovic Industrijska Rjesenja on December 20.

The court is scheduled to hold a hearing of the debtors' claims on
March 29 next year, Djuro Djakovic Grupa said in a filing to the
Zagreb bourse published after the end of the trading day on Dec.
20, SeeNews relates.

Djuro Djakovic Industrijska Rjesenja filed for bankruptcy in
September, the report notes. At the beginning of 2021, the company
reached a pre-bankruptcy settlement agreement with its creditors
but has failed to cover its liabilities since then, SeeNews says.
The holding company said in July that Djuro Djakovic Industrijska
Rjesenja had less than 17 employees and contributed less than 5% to
the consolidated operating revenue of the group in 2020.

Djuro Djakovic's shares last traded at HRK3.80 on December 17 on
the Zagreb bourse, down 1.30%, SeeNews discloses.

Djuro Djakovic Industrijska Rjesenja engages in the development,
design, engineering and manufacturing of industrial machines, parts
of industrial machines and steel structures.



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

BABILOU FAMILY: S&P Alters Outlook to Positive, Affirms 'B-' ICR
----------------------------------------------------------------
S&P Global Ratings revised its outlook on French childcare provider
Babilou Family SAS (Babilou) to positive from stable. S&P also
affirmed its 'B-' issuer credit rating on Babilou and its 'B-'
issue rating on the company's senior secured debt.

The positive outlook reflects S&P's view that Babilou will continue
to increase its revenue and EBITDA, such that it generates positive
FOCF after lease payments of about EUR15 million or more in 2022,
following negative EUR15 million in 2021.

Babilou has demonstrated the strong resilience of its business
model, even during disruptive events such as the pandemic.

The company's EBITDA declined only marginally in 2020 and the first
nine months of 2021. Babilou is present in Western Europe, where
nurseries were largely considered essential and were only closed
during the first lockdown in France, and also in the first quarter
of 2021 in Germany, Luxembourg, and the Netherlands. During the
periods when nurseries were closed, corporate clients continued
their payments and state governments continued to provide
subsidies. Babilou's operations in the U.S. and United Arab
Emirates (UAE) are the most exposed to economic risks because they
are mainly retail-based childcare centers that receive fewer state
subsidies. However, these now represent only 6% of the company's
revenue. Babilou's geographic diversity also limits the effect of
local operational challenges such as staff shortages in Germany.

Babilou's enlarged scale through acquisitions and openings will
support its cash flow generation in the coming years. Working
capital outflows coming from the timing of French subsidy payments
have constrained Babilou's FOCF, but geographic diversification
will help mitigate this. In particular, Babilou recently expanded
in countries where childcare services are more cash generative than
in France, such as the Netherlands. The company has made numerous
acquisitions in recent years, resulting in significant one-off
expenses that have also hampered its cash flow generation. S&P
said, "However, we understand the company's plan is now to focus on
integrating these acquisitions and concentrate on greenfield
openings to continue to gain scale and reinforce its market
position in countries where it is present. Therefore, we project
positive FOCF after lease payments and restricting or other one-off
expenses of about EUR15 million in 2022, after negative EUR15
million in 2021 (a knock-on from the reversal of a working capital
inflow in 2020). This is in spite of large cash interests of about
EUR30 million per year and our expectation of higher expansion
capital expenditure (capex) of about EUR15 million in 2022. Our
projections also assume no large debt-funded M&A that could
increase leverage and consume the FOCF with transaction and
restructuring expenses."

Babilou's expansion strategy and equity-sponsor ownership limit the
case for pronounced leverage reduction. Babilou's strategy is to
use debt-funded bolt-on acquisitions to diversify geographically
and build additional scale in the fragmented nursery market. In
2021, Babilou raised EUR200 million of additional debt to its
existing EUR487 million term loan B to finance the acquisition of
Blos in the Netherlands, Little Giant in Germany, and smaller
bolt-on acquisitions. The combined full-year revenue of these
acquisitions is about EUR175 million, or one-third of the company's
2020 perimeter. S&P said, "We note that the additional debt has
been supplemented by some equity contribution, helping the company
to avoid deviating from our expectation of about 6.0x S&P Global
Ratings-adjusted debt to EBITDA at year-end 2021. This is the ratio
we continue to project for this year, pro forma for the
acquisitions. We understand Babilou will prioritize greenfield
openings over M&A in the short term to continue to grow, since it
needs to concentrate on the integration of its past acquisitions.
Therefore, we anticipate that it will moderately reduce leverage to
5.5x-6.0x in 2022."

S&P Global Ratings believes the new Omicron variant is a stark
reminder that the COVID-19 pandemic is far from over. Although
already declared a variant of concern by the World Health
Organization, uncertainty still surrounds its transmissibility,
severity, and the effectiveness of existing vaccines against it.
Early evidence points toward faster transmissibility, which has led
many countries to close their borders with Southern Africa or
reimpose international travel restrictions. S&P said, "Over coming
weeks, we expect additional evidence and testing will show the
extent of the danger it poses to enable us to make a more informed
assessment of the risks to credit. Meanwhile, we can expect a
precautionary stance in markets, as well as governments to put into
place short-term containment measures. Nevertheless, we believe
this shows that, once again, more coordinated, and decisive efforts
are needed to vaccinate the world's population to prevent the
emergence of new, more dangerous variants."

S&P said, "The positive outlook on Babilou reflects a one in three
chance that we could raise the rating in the next 12 to 18 months
if the company continues to grow its revenue and EBITDA, both
organically and through greenfield expansion, and successfully
integrate its past acquisitions. This would allow Babilou to
generate positive FOCF after lease payments and restructuring or
exceptional costs of about EUR15 million or more in 2022, after
negative EUR15 million in 2021. This corresponds to FOCF after
lease payments and before expansion capex of at least EUR30 million
in 2022. We also anticipate that the company will reduce adjusted
debt to EBITDA to 5.5x-6.0x in 2022, from about 6.5x that we expect
in 2021, because of the pro rata contribution of acquisitions."

S&P could raise its ratings on Babilou in the next 12-18 months if
it saw a sufficient track record of:

-- The company meeting its operational targets, such that it
generates FOCF after lease payments and restructuring or
exceptional costs of about EUR15 million or more in 2022,
corresponding to FOCF after lease payments and before expansion
capex of EUR30 million or higher; and

-- The owners balancing debt and equity as sources of acquisition
funding to maintain adjusted leverage in line with our base case
expectations.

S&P could revise the outlook to stable in the next 12 months if:

-- Babilou's cash flow generation fell short of our expectations.


-- This could occur, for example, in the event of further
pandemic-related disruptions, inflationary pressures that exceeded
the company's ability to pass on cost increases to customers, or if
the company incurred material restructuring or other exceptional
expenses related to acquisitions; or

-- The company pursued a more aggressive financial policy,
including, for example, debt-funded acquisitions that resulted in
persistently very high leverage, placing pressure on our forecast
base-case credit metrics.

ESG Credit Indicators: E-2 S-2 G-3

S&P said, "Governance factors are a moderately negative
consideration in our credit rating analysis of Babilou Family
S.A.S., as it is with most rated entities owned by private-equity
sponsors. We think Babilou's highly leveraged financial risk
profile suggests a strategy that prioritizes the controlling
owners' interests. This also reflects private-equity sponsors'
generally finite holding periods and focus on maximizing
shareholder returns. Environmental and social factors have an
overall neutral influence. Babilou's EBITDA declined only
marginally during the pandemic, for example, with minimal impact on
cash flow and leverage. Babilou is present in Western Europe, where
nurseries were largely considered essential and were only closed
during the first lockdown. They remained open for the rest of the
year. Further, a large part of its earnings stems from long-term
contracts with corporates, which resulted in continuous payments
during the pandemic. Lastly, it operates in highly subsidized
countries; states continued to pay subsidies during the pandemic."




===========
G R E E C E
===========

INTRALOT SA: Fitch Lowers LT IDR to 'CCC'
-----------------------------------------
Fitch Ratings has downgraded Intralot S.A.'s Long-Term Issuer
Default Rating (IDR) to 'CCC' from 'CCC+', and the senior unsecured
rating on the 2024 notes issued by Intralot Capital Luxembourg S.A.
to 'CCC'/'RR4' from 'CCC+'/'RR4'.

The ratings have been also removed from Under Criteria Observation
(UCO), where they were placed on 02 December 2021. The downgrade is
not linked to the application of the new Parent Subsidiary Linkage
(PSL) criteria published on 01 December 2021.

The downgrade reflects a deterioration in Intralot's Standalone
Credit Profile (SCP, deconsolidating the US subsidiary and only
adding back cash flows allowed to be up-streamed to Intralot under
current documentation), stemming from a forecast material decrease
in revenues and EBITDA. This decrease is related to the non-renewal
of the Maltese lottery license, which was not previously assumed
under the rating case.

The 'CCC' IDR reflects Intralot's weak SCP, its substantially
smaller scale than in Fitch's previous rating case, as well as
deteriorating leverage metrics, which increases uncertainty about
Intralot's ability to refinance its bond maturing in 2024. Cash
flow up-streamed from the US subsidiary, which is performing well,
is the main support for liquidity and interest payment on the
bond.

KEY RATING DRIVERS

Malta License Not Renewed: Maltco, Intralot's 73%-owned subsidiary,
did not participate in a bid for a new 10-year concession to
operate the National Lottery of Malta. Maltese operations generated
a material portion of EBITDA outside the US, and the revised Fitch
rating case now assumes substantially lower business scale outside
the US from 2023. This drives an increase in leverage that Fitch
forecasts will peak shortly before the 2024 notes mature,
substantially increasing refinancing risks.

PSL Application: Fitch applies its PSL Criteria when assigning
Intralot's IDR. Intralot has a weaker SCP than Intralot Inc. due
its smaller scale and higher leverage. Fitch takes into account
Intralot's limited access to Intralot Inc.'s cash flow, primarily
restricted until 2025 in the debt documentation. Fitch views this
as insulated ring-fencing. Fitch also considers the Access and
Control linkage factor as Porous, given the presence of significant
minority shareholders following the debt restructuring, the
separate treasury department and the funding raised by Intralot
Inc. Fitch therefore assesses Intralot's IDR on a standalone basis,
deconsolidating the US operations.

Limited Impact of US Business on Rating: Fitch recognises that as a
group, Intralot has strong growth opportunities in the US market.
Fitch assumes that Intralot Inc.'s own SCP, which is positioned
within the 'b' rating category, is stronger than Intralot's SCP as
it has larger scale in terms of annual EBITDA and substantially
stronger credit metrics, namely funds from operations (FFO)
adjusted leverage (of 5.5x-6.5x) and FFO fixed charge cover metrics
(forecast around 2.0x-2.5x). However, remaining unsecured debt
holders at the parent level do not have direct recourse to the US
operations.

Focus on Deconsolidated Credit Metrics: Fitch assesses some of
Intralot's qualitative factors, as well as the development of its
leverage and coverage metrics deconsolidated from Intralot Inc. In
Fitch's forecasts Fitch takes certain cash flows into account that
are allowed to be up-streamed to Intralot under current
documentation. The rest of Intralot's operations retain a portion
of its brand strength and even without US operations there is some
degree of geographic diversification, mostly in Argentina and
Australia. However, Intralot's scale and market opportunities
(without Intralot Inc.) are weaker than in the US, while
competition remains high.

Limited Deleveraging Prospects: Under Fitch's rating case,
Intralot's FFO adjusted leverage (calculated excluding Intralot
Inc. but including permitted and predictable cash up-streaming)
will stay high until its outstanding notes mature in 2024, having
peaked at 16x in 2023. Fitch believes that refinancing risk will
stay high under current forecasts, underpinning its 'CCC' IDR.
Intralot has additional deleveraging capacity from available put
distribution options that allow it to sell another 14% of Intralot
Inc. for extra liquidity or deleveraging purposes.

Satisfactory Debt Service Capabilities: Fitch expects Intralot's
FFO fixed charge cover to be between 1.0x-1.5x in 2022-2023, which
should be satisfactory at the parent level, albeit substantially
weaker than on a consolidated basis. The acceptable level of
coverage ratios is supported by expected cash inflows from Intralot
Inc., which Fitch expects would account for over 65% of Intralot's
consolidated interest payments (excluding Intralot Inc.) in
2022-2024 under the Fitch rating case projections.

Business Recovery Driven by US: On a consolidated basis, Intralot's
operations in 2021 demonstrated a recovery, leading to last 12
month revenues as of 9M21 that were almost at the pre-pandemic
level. However, Fitch notes that there is a lot less visibility for
business outside the US and Fitch forecasts that even on a
consolidated basis, Intralot's revenues will deteriorate by 15-20%
annually in 2022-2023, with growth of the US operations unable to
offset expiration and non-renewal of several important contracts
and licenses (Turkey, Malta).

DERIVATION SUMMARY

Intralot's current financial profile is not comparable with that of
other gaming companies such as Flutter Entertainment plc
(BBB-/Stable), Entain (BB/Positive), Sazka Group a.s. (BB-/Stable).
Intralot has smaller size and lower through-the cycle profitability
than gaming operator Codere (WD).

After the restructuring, Intralot has similar business-profile
characteristics to Inspired Entertainment, Inc. (B-/Stable), but
has materially weaker credit metrics on a standalone basis (with
Intralot Inc. deconsolidated).

KEY ASSUMPTIONS

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

-- High single digit growth of US business in 2021, followed by
    low (under 2%) growth in 2022-2023, mostly driven by new
    business opportunities (expected to contribute up to USD12
    million in 2023);

-- Mid-teen growth of the rest of the world (RoW) business in
    2021, followed by normalisation in 2022-2024, resulting in
    revenues around EUR115 million in 2024 for the business
    outside the US;

-- Profitability improvement for operations in the US, Australia
    and Croatia, resulting in an EBITDA margin of 35-36% for the
    US business in 2022-2024, and 10.3% for the RoW business in
    2021, improving to around 15% in 2022-2023;

-- Annual capex at 5-7.3% of sales no longer reflecting the EUR45
    million investment needed for Maltese license renewal;

-- No PIK interest for the 2025 notes;

-- Dividends of around EUR6 million-EUR10 million paid annually
    by Intralot Inc. in 2022-2024;

-- Payment of EUR8.25 million per year to Intralot.

Recovery Analysis Assumptions:

The recovery analysis assumes that Intralot would be considered a
going concern in bankruptcy and that it would be reorganised rather
than liquidated. Fitch has assumed a 10% administrative claim.

Fitch applied a distressed enterprise value (EV)/ EBITDA multiple
of 4.5x to Intralot's wholly-owned operations.

Going concern EBITDA of Intralot S.A. (excluding Intralot Inc.) of
EUR15 million reflects Fitch's view of a sustainable,
post-reorganisation EBITDA level, upon which Fitch bases the
valuation of the group excluding US operations and minority stakes.
It is lower than Fitch's previous going concern estimate of EUR25
million due to the Maltese license non-renewal. Fitch's distress
scenario also considers a potential sale of Intralot Inc. stake and
Intralot's stake in Argentinian operations.

After deducting 10% for administrative claims, Fitch's principal
waterfall analysis would generate a ranked recovery in the 'RR3'
band, indicating a higher rating for the unsecured debt at parent
company than its IDR. The Recovery Rating is capped at 'RR4' as per
Fitch's Country-Specific Treatment of Recovery Ratings Criteria
given Greece is the country of incorporation for Intralot S.A.,
leading to a recovery percentage of 50% under Fitch's waterfall
generated recovery calculation.

RATING SENSITIVITIES

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

-- Sustained improvement in operating performance outside the US,
    for example through winning new contracts or improving
    performance of existing ones, combined with efficient cost
    cutting measures, leading to continuously growing EBITDA and
    FFO, allowing for standalone FFO adjusted leverage trending
    below 10.0x;

-- Standalone FFO fixed charge cover consistently above 1.0x;

-- Increased access to the cash flows of Intralot Inc., for
    example due to lifted upstream restrictions based on current
    or new debt documentation;

-- Additional recourse to Intralot Inc. for the majority of
    Intralot S.A. creditors (in the form of guarantees or cross-
    default provisions).

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

-- Material deterioration of EBITDA generated outside the US
    leading to unmanageable leverage and heightened refinancing
    risk for the 2024 bond;

-- Standalone FFO Fixed charge cover deterioration below 1.0x;

-- Lack of sufficient operational liquidity cushion to support
    operations within the next 6-12 months.

BEST/WORST CASE RATING SCENARIO

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

LIQUIDITY AND DEBT STRUCTURE

Satisfactory Liquidity, Minimal Headroom: Fitch expects Intralot to
have around EUR50 milion liquidity at the end of 2021 on a
consolidated basis (after applying Fitch adjustment of EUR45
million for readily available cash). Lack of short-term maturities
supports Intralot's liquidity profile.However, liquidity still
remains thin as Intralot S.A. heavily relies on cash flows from
Intralot Inc. to support its interest payments.

ISSUER PROFILE

Intralot is a supplier of integrated gaming systems and services.
The group develops, operates and supports customised software and
hardware for the gaming industry and provides innovative technology
and services to state and state licenced lottery and gaming
organizations worldwide. Intralot also holds some licences for full
games operation.

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.



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

FIDELITY GRAND 2021-1: Fitch Rates Class F Tranche Final 'B-'
-------------------------------------------------------------
Fitch Ratings has assigned Fidelity Grand Harbour CLO 2021-1 DAC
final ratings.

    DEBT                   RATING             PRIOR
    ----                   ------             -----
Fidelity Grand Harbour CLO 2021-1 DAC

A XS2403118875       LT AAAsf  New Rating    AAA(EXP)sf
B-1 XS2403119766     LT AAsf   New Rating    AA(EXP)sf
B-2 XS2403121077     LT AAsf   New Rating    AA(EXP)sf
C XS2403122125       LT Asf    New Rating    A(EXP)sf
D XS2403123362       LT BBBsf  New Rating    BBB(EXP)sf
E XS2403124097       LT BB-sf  New Rating    BB-(EXP)sf
F XS2403124253       LT B-sf   New Rating    B-(EXP)sf
Subordinated Notes   LT NRsf   New Rating    NR(EXP)sf
XS2403124410

TRANSACTION SUMMARY

Fidelity Grand Harbour 2021-1 DAC is a securitisation of mainly
senior secured loans (at least 90%) with a component of senior
unsecured, mezzanine, and second-lien loans. The note proceeds have
been used to fund an identified portfolio with a target par of
EUR400 million. The portfolio is managed by FIL Investments
International. The CLO envisages a 4.5-year reinvestment period and
an 8.5-year weighted average life (WAL).

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors in the 'B'' category. The
Fitch-weighted average rating factor (WARF) of the identified
portfolio is 24.28.

Strong Recovery Expectation (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 identified portfolio is
63.03%.

Diversified Portfolio (Positive): At closing, the matrices,
including the forward matrix that is set at one year after closing,
are based on a top-10 obligor limit of 21%, and a maximum
fixed-rate asset limit of 12.5%. The manager can elect the forward
matrix at any time one year after closing if the aggregate
collateral balance is at least above the target par.

The transaction also includes various concentration limits,
including the maximum exposure to the three-largest Fitch-defined
industries in the portfolio at 40%. These covenants ensure that the
asset portfolio will not be exposed to excessive concentration.

Portfolio Management (Neutral): The transaction has a 4.5-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 (Neutral): The WAL used for the transaction
stressed-case portfolio is 12 months less than the WAL covenant to
account for strict reinvestment conditions after the reinvestment
period, including the over-collateralisation, Fitch WARF and Fitch
'CCC' limit tests, together with a linnearly decreasing WAL
covenant. 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 downgrade sof up to five notches.

-- Downgrades may occur if the build-up of credit enhancement
    following amortisation does not compensate for a larger loss
    expectation than initially assumed, due to unexpectedly high
    levels of defaults 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
    upgrades of up to five notches except the 'AAA' rated notes,
    which are already at the highest rating on Fitch's scale and
    cannot be upgraded.

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

BEST/WORST CASE RATING SCENARIO

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

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

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

DATA ADEQUACY

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

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

HENLEY CLO III: S&P Assigns B- (sf) Rating on Class F-R Notes
-------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Henley CLO III
DAC's class A-R, B-1-R, B-2-R, C-R, D-R, E-R, and F-R reset notes.
At closing, the issuer had unrated subordinated notes outstanding
from the existing transaction.

The transaction is a reset of the existing Henley CLO III DAC,
which closed in November 2020. The issuance proceeds of the
refinancing notes were used to redeem the refinanced notes and pay
fees and expenses incurred in connection with the reset.

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

The portfolio's reinvestment period will end five years after
closing, and the portfolio's non-call period will be two years
after closing.

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

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

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

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

  Portfolio Benchmarks
                                                         CURRENT
  S&P Global Ratings weighted-average rating factor     3,036.81
  Default rate dispersion                                 448.08
  Weighted-average life (years)                             5.05
  Obligor diversity measure                                97.43
  Industry diversity measure                               18.46
  Regional diversity measure                                1.15

  Transaction Key Metrics
                                                         CURRENT
  Total par amount (mil. EUR)                             400.00
  Defaulted assets (mil. EUR)                                0.0
  Number of obligors                                         117
  Portfolio weighted-average rating
   derived from S&P's CDO evaluator                            B
  'CCC' category rated assets (%)                           1.90
  'AAA' reference portfolio weighted-average recovery (%)  34.10
  Reference weighted-average spread (%)                     4.14
  Eeference weighted-average coupon (%)                     4.94

  Rating rationale

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 primarily comprises 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 performing
amount, the reference weighted-average spread of 4.14%, the
reference weighted-average coupon of 4.94%, and the reference
pool's weighted-average recovery rates for all rated notes. We
applied various cash flow stress scenarios, using four different
default patterns, in conjunction with different interest rate
stress scenarios for each liability rating category.

"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.

"We consider that the transaction's legal structure is bankruptcy
remote, in line with our legal criteria.

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

"The class F-R notes' current break-even default ratio cushion is a
negative cushion at the current rating level. Nevertheless, based
on the portfolio's actual characteristics and additional overlaying
factors, including our long-term corporate default rates and recent
economic outlook, we believe 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-R notes' available credit enhancement, which 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, which is at the
'B-' rating level at 29.03% versus 15.66% if S&P was to consider a
long-term sustainable default rate of 3.1% for 5.05 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.

-- Following this analysis, S&P considers that the available
credit enhancement for the class F-R notes is commensurate with the
assigned 'B- (sf)' rating.

-- Following S&P's analysis of the credit, cash flow,
counterparty, operational, and legal risks, it believes that its
ratings are commensurate with the available credit enhancement for
the class A-R, B-1-R, B-2-R, C-R, D-R, E-R, and F-R notes.

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-R to E-R 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. The
results shown in the chart below are based on the covenanted
weighted-average spread, coupon, and recoveries.

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

S&P Global Ratings believes the new omicron variant is a stark
reminder that the COVID-19 pandemic is far from over. Although
already declared a variant of concern by the World Health
Organization, uncertainty still surrounds its transmissibility,
severity, and the effectiveness of existing vaccines against it.
Early evidence points toward faster transmissibility, which has led
many countries to close their borders with Southern Africa or
reimpose international travel restrictions. S&P said, "Over coming
weeks, we expect additional evidence and testing will show the
extent of the danger it poses to enable us to make a more informed
assessment of the risks to credit. Meanwhile, we can expect a
precautionary stance in markets, as well as governments to put into
place short-term containment measures. Nevertheless, we believe
this shows that, once again, more coordinated, and decisive efforts
are needed to vaccinate the world's population to prevent the
emergence of new, more dangerous variants."

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 the following industries:
tobacco or tobacco products; controversial weapons; pornography,
adult entertainment, and prostitution; thermal coal, fossil fuels
from unconventional sources or other fracking activities;
electricity generation from thermal coal above 30%; payday lending;
trade in endangered or protected wildlife; non-certified palm oil;
and opioids. The transaction also cannot draw over 25% of its
revenue from civilian firearms.

"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     SUB (%)   INTEREST RATE
                    (MIL. EUR)
  A-R      AAA (sf)   236.00    41.00    Three/six-month EURIBOR  
                                         plus 0.97%

  B-1-R    AA (sf)     34.00    29.00    Three/six-month EURIBOR
                                         plus 1.75%

  B-2-R    AA (sf)     14.00    29.00    2.05%

  C-R      A (sf)      28.00    22.00    Three/six-month EURIBOR
                                         plus 2.30%

  D-R      BBB- (sf)   29.00    14.75    Three/six-month EURIBOR
                                         plus 3.30%

  E-R      BB- (sf)    20.60     9.60    Three/six-month EURIBOR
                                         plus 6.29%

  F-R      B- (sf)     11.40     6.75    Three/six-month EURIBOR
                                         plus 9.02%

  Sub      NR          33.20      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.




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

PERINI NAVI: Sea Group Buys Luxury Yacht Maker for US$91 Million
----------------------------------------------------------------
Reuters reports that the Italian Sea Group said on Dec. 22 it had
bought bankrupt luxury yacht maker Perini Navi for EUR80 million
(US$91 million) in an auction held by a court in Lucca, Tuscany.

Reuters relates that Italian yacht makers Ferretti Group and
SanLorenzo had also offered to buy the luxury sailing brand Perini
Navi, which was declared bankrupt in January.

According to the report, the Italian Sea Group said in a statement
that the deal, funded with most of the proceeds of its IPO and
through bank financing, will double its order intake for refits and
lead to new contracts for the construction of 90-130 metre motor
yachts.

Perini Navi -- https://www.perininavi.it/ -- is an Italian shipyard
based in Viareggio, Tuscany, Italy.



=============
R O M A N I A
=============

BANCA TRANSILVANIA: Fitch Affirms 'BB+' Long-Term IDR
-----------------------------------------------------
Fitch Ratings has revised the Outlook on Banca Transilvania's Long
Term Issuer Default Rating (IDR) to Stable from Negative and
affirmed the IDR at 'BB+'. Fitch has also affirmed the bank's
Viability Rating (VR) at 'bb+'.

The revision of the Outlook to Stable reflects the moderation of
pandemic-related risks on the operating environment for Romanian
banks in general, and on Transilvania's asset quality and earnings
in particular.

Fitch has withdrawn Transilvania's Support Rating and Support
Rating Floor as they are no longer relevant to the agency's
coverage following the publication of its updated Bank Rating
Criteria on 12 November 2021. In line with the updated criteria,
Fitch has assigned Transilvania a Government Support Rating (GSR)
of 'no support' ('ns').

KEY RATING DRIVERS

IDR and VR

Transilvania's IDRs and VR reflect the bank's strong domestic
market franchise, solid capitalisation, robust funding and
liquidity, resilient asset quality to date and recovering
profitability.

Fitch has revised Fitch's outlook on the operating environment for
Romanian banks to stable from negative. Fitch believes that the
impact of the pandemic on Romanian banks' credit profiles has been
broadly contained and any residual risks are mitigated by the
country's near-term economic recovery prospects. Fitch scores the
operating environment for Romania at 'bb+', which is below the
'bbb' implied score, reflecting risks to macroeconomic stability
over the medium term.

Transilvania is the largest Romanian bank, with about a 19% market
share in total sector assets. Its traditional banking business
model focuses on serving SMEs, entrepreneurs and retail clients
with whom it has strong relationships. A granular loan book and
limited exposure to volatile industries supports its record of
solid overall performance through the cycle.

The bank's capital position is solid, underpinned by high capital
ratios (with a common equity Tier 1 (CET1) ratio of 17.7% at end
3Q21), reasonable buffers above regulatory minimums and low capital
encumbrance by unprovisioned impaired loans. Internal capital
generation remains solid, underpinned by the healthy recovery of
the bank's profits. The bank's sizable exposure to the sovereign
through its holdings of sovereign debt increases the vulnerability
of its capital to shocks related to the sovereign and its rating.
At end-3Q21, the bank's government bonds portfolio was equal to
about 3.8 times its CET1 capital, and mostly comprised Romanian
sovereign bonds (BBB-/Negative).

Transilvania's asset quality was fairly resilient to the effect of
the pandemic, thanks to its conservative underwriting standards and
diversified and granular loan portfolio. Fitch's assessment is also
positively affected by the bank's robust provisioning and material
non-loan exposures, which are of higher credit quality compared
with the average of its loan portfolio. At-end 3Q21, the bank's
impaired loans ratio improved to 4.9%, compared with 5.5% at
end-2020, on the back of accelerating growth, modest impaired loans
generation and effective resolution of bad debts. Fitch expects the
bank's asset quality to remain broadly stable, with only moderate
downside risk to key metrics.

The bank's provision coverage remains robust, with total provisions
covering about 150% of impaired loans, while specific coverage was
more moderate at about 62%. The bank has buildup allowances on
performing loans (IFRS Stage 1&2) to account for potential risk
coming from borrowers vulnerable to the economic effects of the
pandemic. Transilvania has granted loan moratoria, which accounted
for about 14% of the bank's loan portfolio at their peak. However,
by end-3Q21 most of these had returned to repayment, with only
about 0.1% of gross loans still having payments suspended.

Profitability has shown solid recovery, as earnings benefited from
improved lending growth in 2021 and the cost of risk fell, driven
by solid recoveries on bad debts. In 9M21 the bank's operating
profit to risk-weighted assets ratio increased to 4.4%, from 2.8%
in 2020. This improvement was underpinned by robust recoveries,
which limited loan impairments, and higher revenues driven by loan
growth and transaction volumes. Although Fitch expects the ratio to
come down as loan impairment charges normalise, profits should
remain solid, supporting healthy internal capital generation.

Transilvania's funding and liquidity remain rating strengths. The
bank is predominantly funded by stable and granular customer
deposits. The strong funding profile is reflected in a low gross
loan/customers deposits ratio of 51% at end-3Q21. Transilvania's
liquidity is ample, comprising mostly Romanian government bonds and
placements with the central bank. Basel liquidity ratios (liquidity
coverage ratio, net stable funding ratio) remain well above
regulatory minimum requirements, while liquid assets covered about
50% of customer deposits at end-3Q21.

GSR

Transilvania's GSR of 'ns' reflect Fitch's view that due to the
implementation of the EU's Bank Recovery and Resolution Directive
(BRRD), senior creditors of Transilvania cannot rely on full
extraordinary support from the sovereign if the bank becomes
non-viable.

RATING SENSITIVITIES

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

-- Transilvania's Long-Term IDR and VR could be downgraded if
    operating environment pressure for Romanian banks materializes
    to the extent that triggers a reassessment to below 'bb+'.

-- The bank's Long-Term IDR and VR could also be downgraded if
    there was material and sustained weakening of the bank's
    capitalisation and profitability. This could happen if
    pressure on capital from the bank's sovereign exposure
    increases, while profitability suffers from weakening asset
    quality.

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

-- An upgrade of the bank's Long-Term IDR and VR would require an
    upgrade of the Romanian operating environment score (bb+),
    while maintaining the bank's solid standalone credit profile.

-- An upgrade of the GSR would be contingent on a positive change
    in the sovereign's propensity to support the bank. However,
    this is highly unlikely, given existing resolution
    legislation.

VR ADJUSTMENTS

The operating environment score of 'bb+' has been assigned below
the implied score, due to the following adjustment: Macroeconomic
Stability (negative).

The asset quality score of 'bb' has been assigned above the implied
score due to the following adjustments: Collateral and reserves
(positive), Non-loan exposures (positive).

BEST/WORST CASE RATING SCENARIO

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

ESG CONSIDERATIONS

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



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

APEX INSURANCE: S&P Assigns 'B-' Financial Strength Rating
----------------------------------------------------------
S&P Global Ratings assigned its 'B-' financial strength rating to
Uzbekistan-based Apex Insurance LLC (Apex). The outlook is
positive.

S&P said, "The ratings are based on our view of Apex's modest
capital adequacy in the context of its fast-expanding book of
business, small absolute size of capital, and exposure to
speculative-grade assets and real estate, which demand higher
charges in our risk-based capital model. The ratings are supported
by Apex's strengthening position in Uzbekistan's property/casualty
(P/C) insurance market, which is still nascent and has growth
potential.

"We expect that the company's capital adequacy will be about
20%-25% below the 'BBB' threshold in 2022-2023, according to our
capital model, reflecting its aggressive growth strategy and rising
exposure to real estate. We also note the company has a small
capital base in absolute terms (below $7 million), which makes it
susceptible to single-event losses, for example, a catastrophic
earthquake in the Tashkent region. About 45% of the company's
investment portfolio comprises cash and bank deposits in the local
banking sector with average credit quality in the 'B' range, which
attracts higher charges in our capital model. We consider the
company's sizable investments in equity instruments and real estate
risky; although, to some extent, justified by the rapid development
of Uzbekistan's real estate market and increasing prices on the
back of expanding business activity in the country. We also note
that a material portion of property is pledged as collateral for
the medium-term borrowings of a related party. We consequently
assess the company's risk profile as high.

"Nevertheless, we anticipate that Apex's capitalization and overall
financial risk profile will be supported by an expected capital
injection from shareholders and anticipated changes in its
investment strategy. Under our base case, we expect an about
Uzbekistani sum (UZS) 20 billion (about $1.8 million) equity
injection from shareholders in first-half 2022. We also anticipate
that the company will materially decrease its investments in equity
instruments (preferred shares) of local banks.

"Apex was only established in 2018 but has built a noticeable
market position over the past three years with a share of 7.7% as
of Oct. 1, 2021. However, its absolute size remains relatively
modest in a global context, with about UZS164 billion or about $16
million in gross premiums written for the first nine months of
2021. The company substantially expanded in 2019 and 2020 (almost
tripled in size in 2020) because it is actively pursuing growth,
supported by the continual development of Uzbekistan's insurance
market from a very low base. We view the market as still nascent
and characterized by a challenging operating environment, which to
some extent restricts our assessment of the company's business risk
profile.

"The company's net income, according to local accounting standards,
improved to about UZS2.15 billion over the first nine months of
2021 from a net loss of UZS0.94 billion over the same period in
2020. Key business lines based on net written premium after
reinsurance (NWP) include motor, hull, property, credit, and
aviation, which together accounted for more than half of NWP in
2020-2021. However, we note an increasing contribution from the
financial risk insurance line, which is untested and could result
in unexpected losses. We forecast that Apex will show high NWP
growth of up to 80% in 2021 (74% over the first nine months of 2021
versus the same period in 2020), then 20%-25% in 2022-2023, which
will be more comparable with the market average.

"We expect that the company's financial leverage, which
predominantly consists of lease obligations (vehicles) due to a
leasing company owned by the same shareholders, will not exceed 40%
in 2021-2022, compared with 14.5% in 2020. Despite high allocation
to real estate and equities, Apex has a sufficient liquidity
cushion in cash and deposits to meet its obligations.

"We base our analysis of Apex on the consolidated financials of
Apex Insurance LLC (the group), which are prepared according to
International Financial Reporting Standards. The group also
includes Apex's 100% subsidiary, Apex Life JSC. Apex Insurance LLC
is an integral part of the group because it represents more than
80% of premiums and consolidated assets and is the driving force of
the group's creditworthiness. The group credit profile (GCP) is
'b-'. Our financial strength rating on Apex Insurance LLC is
equalized with the GCP."

The positive outlook reflects our expectation of a possible upgrade
over the next 12 months.

S&P said, "We could raise the ratings over the next 12 months if
the company's risk-adjusted capital adequacy benefits from the
shareholders' capital injection and the completed sale of equity
instruments in first-half 2022, while Apex's business risk profile
remains supported by sustainable and profitable growth.

"For a positive rating action, we would also expect no significant
deficiencies in management and governance, whether in financial
reporting standards or risk controls, including related-party
transactions."

S&P could revise the outlook to stable in the next 12 months if it
sees:

-- Apex is underperforming compared with our base case or there
are risks to its market standing due to, for example, a spike in
competition.

-- Deterioration of the capital base, due to weaker-than-expected
operating performance and investment losses, or if the expected
sale of equity instruments falls through and this is not
compensated by shareholder capital injections beyond those
incorporated in its forecast--although S&P sees this as a remote
risk.

-- Significant and sustained asset-quality deterioration.

-- Deficiencies in management and governance, including financial
reporting or risk controls, that S&P views as detrimental for
Apex's credit profile.




===============
S L O V A K I A
===============

365 BANK: Fitch Gives EUR50MM SP Notes Final 'BB-' Rating
---------------------------------------------------------
Fitch Ratings has assigned 365 Bank, a.s.'s (BB-/Stable) EUR50
million senior preferred (SP) notes (ISIN XS2425290900) a final
Long-Term rating of 'BB-'.

The rating is in line with the expected rating assigned on 18
October 2021 and follows the receipt of the final terms. The bonds
mature on 22 December 2024, with a possibility to redeem them on 22
December 2023, and carry a coupon of 3.5% paid annually.

KEY RATING DRIVERS

The long-term rating of 365 bank's SP debt is in line with its
Long-Term IDR. This reflects Fitch's view that the default risk of
SP debt is equivalent to the default risk captured by the IDR and
that senior obligations have average recovery prospects in a
resolution. Fitch expects the bank to use predominantly SP debt to
meet its resolution buffer requirements, and Fitch does not expect
the bank to issue and maintain senior non-preferred and more junior
debt of more than 10% of the resolution group's risk-weighted
assets.

Fitch published 365 bank's (formerly known as Postova Banka, a.s)
ratings on 13 October 2021 (see 'Fitch Publishes 365 bank's 'BB-'
IDR; Outlook Stable'). The bank's common equity Tier 1 ratio was
18.1% at end-1H21. Its capital structure was supplemented by a
small amount (EUR8 million) of outstanding subordinated debt
recognized as regulatory Tier 2 capital.

RATING SENSITIVITIES

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

-- The SP debt rating would be downgraded if 365.bank's Long-Term
    IDR was downgraded.

-- The SP debt rating would also be downgraded to one notch below
    the Long-Term IDR if Fitch believes that its recovery
    prospects in a resolution would fall to below average, as
    would be the case, for example, if Slovakia introduces
    depositor preference legislation.

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

-- The SP debt rating would be upgraded if 365.bank's Long-Term
    IDR was upgraded.

BEST/WORST CASE RATING SCENARIO

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

ESG CONSIDERATIONS

365 bank, a.s. has an ESG Relevance Score of '4' for Governance
Structure due to the presence of related party lending, which has a
moderate influence on its ratings.

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



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

CEMBRA MONEY: S&P Assigns 'BB+' Rating on Additional Tier 1
-----------------------------------------------------------
S&P Global Ratings raised its issue ratings on the
Switzerland-based Cembra Money Bank AG's (Cembra) additional Tier 1
(AT1) instrument by one notch to 'BB+' from 'BB'. S&P has also
affirmed the 'A-/A-2' issuer credit ratings (ICR) and senior debt
ratings on the bank and removed the rating on the hybrid debt from
UCO.

The stable outlook reflects S&P's view that Cembra will deliver a
steady financial performance in the next 12-24 months despite the
pandemic. It expects the bank to maintain a solid competitive
position in the cards and consumer loans market in Switzerland,
while strengthening its digital presence.

S&P Global Ratings took the following rating actions:

-- Raised the debt ratings on the bank's hybrid instrument from
'BB' to 'BB+'.

-- Affirmed the long- and short-term issuer credit ratings (ICRs)
on Cembra at 'A-/A-2', as well as its debt ratings on all
outstanding senior instruments. The outlook is stable.

-- Removed the rating on the bank's hybrid instrument from UCO,
where it was placed on Dec. 9, 2021.

-- The rating actions follow a revision to its methodologies for
rating banks and nonbank financial institutions and for determining
a Banking Industry Country Risk Assessment (BICRA).

S&P said, "We can now apply a comparative adjustment notch to
determine a bank's stand-alone creditworthiness. Through the
adjustment, which could be either positive or negative and up to
one notch, we aim to incorporate additional credit factors. These
could be either transitional or more structural factors that we do
not separately identify or capture in other parts of the analysis.
In addition, we aim to ensure that the stand-alone credit profile
(SACP) is set at a level that is consistent with that of peers.

"For Cembra, the positive CRA adjustment results in an upward
revision of the SACP to 'a-' from 'bbb+'. This is because we
continue to believe that Cembra's high risk-adjusted margins and
its ability to generate capital by retaining earnings are stronger
than those of most peer banks. We project Cembra's earnings buffer
and profitability indicators will remain superior in the next 12-24
months. The earnings buffer indicates far greater capacity for
earnings to cover normalized losses through the credit cycle than
that of most rated banks with similar SACPs, e.g. Germany-based
Volkswagen Bank GmbH or domestic peer Bank Cler. What's more,
Switzerland's resilient private sector and more stringent
regulatory standards for consumer lending support the bank's
business model and distinguish it from pure consumer lenders in
other countries, in our view. This environment also lends support
to our assessment of the SACP at 'a-'. Cembra's financial targets
and strategic ambitions until 2026, as highlighted in its strategy
update in December 2021, are in line with our view that the bank
will remain superior to relevant peer banks and keep its operating
performance strong.

"Debt ratings on Cembra's hybrid instrument were raised, and senior
debt ratings were affirmed. We raised the rating on Cembra's AT1 by
one notch to 'BB+' from 'BB', mirroring the improvement in the SACP
to 'a-', since we notch down hybrid issuances from the SACP under
our rating framework." S&P rates the AT1 instrument four notches
lower than the SACP, reflecting the following deductions:

-- One notch for contractual subordination;

-- Two notches for the notes' status as Tier 1 regulatory capital;
and

-- One notch because the instruments allow for the full or partial
temporary write-down of the principal amount.

-- S&P affirmed the 'A-' senior debt ratings, mirroring the
affirmation of the ICR.

Cembra's solid capitalization and asset quality are key rating
strengths. The bank's concentrated business model in a fairly small
niche segment within Switzerland's financial services industry is
balanced with strengths such as its high market share in consumer
lending and its comparably stable earnings and loan loss
performance. S&P said, "We expect the bank's capitalization to
remain very strong, ensuring sufficient capital to mitigate
unexpected credit losses from the concentrated risk profile. It's
risk-adjusted capital ratio (RAC), our core measure of a bank's
capitalization, reached 18.0% in 2020, underpinning its excellent
capital profile. We expect the RAC ratio to remain above 18% in the
next 12-24 months. We think that Cembra's conservative lending
policy has cushioned the bank from rising credit losses during the
pandemic and that its prudent risk approach will maintain its solid
asset quality."

S&P said, "The stable outlook reflects our view that Cembra will
fare well through the pandemic and deliver a steady financial
performance in the next 12-24 months. We expect that management
will continue its strategy to maintain a solid competitive position
in the cards and consumer loans market in Switzerland, while
strengthening its digital offering to its client base.

"The outlook also reflects our expectation that the Swiss economy
and banking sector will withstand COVID-19-induced stress better
than many peers. This is thanks to Switzerland's wealthy population
and highly diversified, competitive, and flexible economy. That
said, we remain mindful of potential tail risks from the pandemic.

"We would consider lowering the long-term rating if Cembra's
earnings advantage over peers materially reduced within our
projection horizon of 12-24 months. We could also lower the ratings
if competition in Swiss consumer finance intensifies, with more
aggressive strategies emerging, or if consumer finance regulation
puts further pressure on Cembra's profitability in addition to
existing rate caps on loans. While these developments may not have
a short-term impact on profitability, over the longer term they
could result in an erosion of Cembra's earnings advantage over
peers or to a deterioration of its risk profile."

S&P could also lower the ratings if:

-- Cembra were to embark on aggressive acquisitions to boost
revenue growth, resulting in the RAC ratio declining below 15% and
remaining there.

-- S&P concluded that targeted growth in the credit card business
would materially change the bank's combined capital and risk
profile, consuming the capital buffer and making the bank more
sensitive to downturns.

-- An upgrade is highly unlikely, given the already high rating
and that Cembra's business model is set to remain concentrated on a
few correlated business lines in Switzerland.




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

ANADOLU ANONIM: Fitch Alters Outlook on 'BB' IFS Rating to Neg.
---------------------------------------------------------------
Fitch Ratings has revised Anadolu Anonim Turk Sigorta Sirketi's
(Anadolu Sigorta) Outlook to Negative from Stable and affirmed the
company's Insurer Financial Strength (IFS) Rating at 'BB'.
Simultaneously Fitch affirmed Anadolu Sigorta's national IFS at
'AA+(tur) with a Stable Outlook.

KEY RATING DRIVERS

The revision of the Outlook on Anadolu Sigorta's IFS rating follows
Fitch's similar action on the Outlook on Turkey's Long-Term
Local-Currency Issuer Default Rating (IDR) on 2 December 2021, and
the subsequent Outlook revision on several Turkish banks' ratings
on 10 December 2021. Today's rating action reflects Anadolu
Sigorta's substantial exposure to Turkish financial assets and to
the wider Turkish economy.

The IFS Rating reflects Anadolu Sigorta's favourable company
profile in Turkey, substantial exposure to Turkish assets, notably
government bonds and local-bank deposits, and adequate
capitalisation. The rating also reflects adequate profitability and
reinsurance protection.

The Negative Outlook revision on Turkey's sovereign rating reflects
Turkey' increased economic and country risks, which affects Fitch's
assessment of "industry profile and operating environment" (IPOE)
and as a result, its assessment of Anadolu Sigorta's "company
profile", both defined under its insurance criteria. The "company
profile" scoring is tied to the IPOE score to reflect Fitch's
assessment of country risk.

Fitch views Anadolu Sigorta's overall company profile as
'favourable', compared with other Turkish insurers, supported by
the company's very strong position in the highly competitive
Turkish insurance market. Anadolu Sigorta at end-1H21 was the
second-largest non-life insurer in Turkey by premium income, with a
market share of 12%.

Most of Anadolu Sigorta's investment portfolio comprised Turkish
government bonds and deposits in Turkish banks at end-1H21. The
company's credit quality is therefore highly correlated with that
of the sovereign (Long-Term IDR BB-/Negative) and of Turkish
banks.

Anadolu Sigorta's capitalisation, as measured by Fitch's Prism
Factor-Based Model, was 'Adequate' at end-2020. The company's
regulatory solvency ratio was comfortably above 100% at end-2020
and end-1H21.

Anadolu Sigorta's financial performance remained strong in 9M21,
with net income of TRY340 million (9M20: TRY380 million). As in
prior years, profitability was driven by investment income, while
underwriting remained loss-making. The company's reported combined
ratio increased to 116% in 9M21 (9M20: 107%), driven by worsening
performance of the motor third-party liability (MTPL) line as
mobility returned to pre-pandemic levels. While Fitch expects
deterioration in technical results in 2021, driven by more normal
claims frequency in motor and health lines, Fitch expects overall
profitability to remain supportive of the rating.

Anadolu Sigorta's 'AA+(tur)' National IFS Rating largely reflects a
robust franchise in Turkey, with total premiums growing faster than
the market in 2021, and a regulatory solvency ratio consistently
over 100%.

RATING SENSITIVITIES

IFS RATING

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

-- Material deterioration in the company's investment quality and
    business-profile prospects, which could stem from a downgrade
    of Turkey's Long-Term Local-Currency IDR or major Turkish
    banks' ratings;

-- Deterioration in the company's capital position, as measured
    by a regulatory solvency ratio below 100%.

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

-- The Outlook could be revised to Stable if the Outlook on
    Turkey's Long-Term Local-Currency IDR or major Turkish banks'
    ratings is revised to Stable.

NATIONAL IFS RATING

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

-- Substantial deterioration of the company's market position in
    Turkey;

-- A decline in the company's regulatory solvency ratio to below
    100%.

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

-- Return on equity exceeding inflation for a sustained period,
    provided the company's market position remains very strong.

BEST/WORST CASE RATING SCENARIO

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

ESG CONSIDERATIONS

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

KOC HOLDING: S&P Alters Outlook to Negative, Affirms 'BB-' ICR
--------------------------------------------------------------
S&P Global Ratings revised its outlook on Koc Holding A.S. to
negative from stable, while affirming its 'BB-' long-term issuer
credit rating on the company.

The negative outlook is in line with that on Turkey, given Koc's
dependence on the T&C assessment.

The rating remains tied to our T&C assessment on Turkey. The rating
action on Koc follows a similar action on Turkey. S&P said, "While
we consider that our rating on Koc could exceed the sovereign
rating by two notches, we continue to cap the rating at our 'BB-'
T&C assessment because most of Koc's investee companies (and
consequently dividend inflows) are based in Turkey. This reflects
our view that the government would be likely to restrict access to
foreign-exchange liquidity for Turkish companies in a hypothetical
default scenario, creating obstacles to paying foreign-currency
debt." Given the lira's sharp depreciation (about 50% vis-a-vis the
U.S. dollar so far this year) and increasing inflation, a higher
stress in the balance of payments and rising risks of capital
controls could notably lead to a lower T&C assessment.

Defensive treasury management and a sound cash position in hard
currency are pivotal to sustaining the rating one notch above the
Turkish sovereign rating. S&P said, "As of Sept. 30, 2021, Koc had
a net cash position of about Turkish lira (TRY) 1.7 billion
(excluding the TRY 3.5 billion investment commitment to purchase
18% of Yapi Kredi and a TRY1.8 billion additional YKB tier 1
investment), translating into our loan-to-value (LTV) ratio of
negative 2.0% (positive 2% pro forma Yapi). We view this cushion as
key to the company's ability to pass our sovereign default stress
test, and to remain rated above the 'B+' foreign currency rating on
Turkey. Our hypothetical scenario still assumes that the value of
investee companies declines by about 70%, Yapi Kredi defaults,
Koc's cash is 10% lower, the company has no access to capital
markets, and the lira further depreciates by 50% against the U.S.
dollar. Koc's gross cash as of Sept. 30 reached TRY14.9 billion,
and 80% was in hard currency (placed with domestic as well as
international banks) further sustaining the company's credit
standing in case of a sovereign default under a scenario of
currency devaluations. We anticipate that management will remain
committed to tightly controlling its treasury management, which is
pivotal to ensuring the company's ongoing higher credit standing
than its sovereign. We view this stance as particularly relevant
given that the company's $750 million unsecured notes will come due
in March 2023 in a scenario of potentially less supportive
refinancing conditions for companies domiciled in Turkey. The
holding company has a second maturity in 2025 for $750 million."

Koc retains a 'bbb-' stand-alone credit profile (SACP), sustained
by its defensive leverage and export-driven assets. Among its
investee companies, Ford Otosan, Tofas, and Arcelik (50% of the
combined portfolio value) derive about 78%, 49%, and 67% of their
revenue, respectively, from international sales, while refinery
group Tupras' sales are U.S.-dollar-linked. We believe this
diversity will continue to support Koc's dividend inflows in the
context of lira depreciation, which also allow Turkey-based
production to remain competitive for export markets. Moreover, the
company has a long track record of managing its leverage well,
maintaining a net cash position over the past seven years (and
therefore making the LTV negative).

Deteriorating credit conditions in Turkey represent a risk for Koc.
This is one of the main risks to the company's SACP, which remains
at 'bbb-'. S&P said, "We view the holding company's domestic
investments as exposed to further Turkish lira depreciation and
higher inflation risks. While we continue to assess the average
credit quality of Koc's portfolio as well within the 'b' category,
a deterioration toward the lower end of the category would likely
pressure our SACP assessment. In addition, we see the risk that the
cash dividend income could weaken, affecting the holding company's
cash adequacy ratios. In 2020, Koc's cash adequacy ratio stood at
1.7x, and for now, we still expect it will normalize toward its
historical average of 3.0x in 2021 and 2022."

The negative outlook is in line with that on Turkey, given Koc's
dependence on the T&C assessment.

S&P could lower its rating on Koc if it lowers its T&C assessment
on Turkey to 'B+'.

S&P said, "Although we consider it unlikely, we could also lower
our ratings on the company if it failed to pass our sovereign
stress test. This could happen if its debt maturity profile were to
shorten and Koc held materially less cash in hard currencies.
Because it passes the sovereign stress test now, our rating may be
up to two notches above that on the sovereign, capped at the T&C
level.

"We would revise our outlook to stable if we take a similar action
on the sovereign."


TURK P VE I: Fitch Alters Outlook on 'BB-' IFS Rating to Neg.
-------------------------------------------------------------
Fitch Ratings has revised Turk P ve I Sigorta A.S.'s (Turk P&I)
Outlook to Negative from Stable and affirmed the company's Insurer
Financial Strength (IFS) Rating at 'BB-'. Simultaneously, Fitch
affirmed Turk P&I's national IFS at 'A+(tur) with a Stable
Outlook.

KEY RATING DRIVERS

The revision of the Outlook on Turk P&I's IFS Rating follows
Fitch's similar rating action on Turkey's Long-Term Local-Currency
Issuer Default Rating (IDR) Outlook on 2 December 2021. Today's
rating action reflects Turk P&I's exposure to the Turkish operating
environment and the deposits held in Turkish banks on its balance
sheet.

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

The Negative Outlook revision on Turkey's sovereign rating reflects
Turkey' increased economic and country risks, which affects Fitch's
assessment of "industry profile and operating environment" (IPOE)
and as a result, its assessment of Turk P&I's "company profile",
both defined under its insurance criteria. The "company profile"
scoring is tied to the IPOE score to reflect Fitch's assessment of
country risk.

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

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

Turk P&I's earnings remained strong in 9M21, with net income of
TRY30 million (9M20: TRY20 million). Fitch expects the results will
remain very strong for the rating and will continue to support the
company's very strong expected growth in 2022.

Turk P&I scored 'Adequate' under Fitch's Prism Factor-Based Capital
Model (FBM) and its solvency ratio stood at 105% at end-1H21. Fitch
believes capitalisation supports the rating, and Fitch expects such
capital levels to be maintained in 2021 and 2022.

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

RATING SENSITIVITIES

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

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

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

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

-- Material improvements in the Turkish economy or the company's
    investment quality, as reflected in a revision of the Outlook
    to Stable on Turkey's Long-Term Local-Currency IDR, could lead
    to an Outlook revision to Stable on Turk P&I's IFS Rating.

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

-- Business-risk profile deterioration, due to, for example,
    inability to meet its growth targets and maintain a return on
    equity above inflation;

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

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

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

BEST/WORST CASE RATING SCENARIO

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

ESG CONSIDERATIONS

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



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

HIGHWAYS 2021: S&P Assigns BB+ (sf) Rating on Class E Notes
-----------------------------------------------------------
S&P Global Ratings has assigned credit ratings to Highways 2021
PLC's class A, B, C, D, and E notes. Highways 2021 also issued
unrated class X1 and X2 notes.

The issuer has used the note proceeds to purchase a loan from
Goldman Sachs Bank USA. The loan has been advanced to Blackstone
Infrastructure Partners and Arjun Infrastructure Partners to
facilitate the acquisition of a portfolio of eight motorway service
stations across the U.K.

To satisfy U.S., EU, and U.K. risk retention requirements, an
additional amount corresponding to 5.0% of outstanding principal
balance of each class of notes has been issued and will be retained
by Goldman Sachs Bank USA.

The loan provides for cash trap mechanisms set at 64.3% for the
loan-to-value (LTV) ratio or if there is a material tenant default
or insolvency. Cash will also be trapped if the debt yield falls
below 9.4% after March 2023. The loan would default if the LTV
ratio exceeds 74.31% and if that default is not cured. This default
covenant only applies, however, if Blackstone, alone or together
with Applegreen PLC, no longer own a 50% economic interest in the
borrower.

The loan has an initial term of two years with three one-year
extension options available subject to the satisfaction of certain
conditions. The loan is interest-only in its entire term.

S&P said, "Our ratings address the issuer's ability to meet timely
interest payments and principal repayment no later than the legal
final maturity in December 2031. Should there be insufficient funds
on any note payment date to make timely interest payments on the
notes (except for the then most senior class of notes), the
interest will not be due but will be deferred to the next interest
payment date (IPD). The deferred interest amount will accrue
interest at the same rate as the respective class of notes.

"Our ratings on the notes reflect our assessment of the
collateral's historic and projected performance, the
issuer/borrower loan's terms, the transaction's structure, and an
analysis of counterparty and operational risks."

  Ratings

  CLASS    RATING     AMOUNT (GBP)

  A        AAA (sf)   159,600,000

  B        AA (sf)     26,300,000

  C        A+ (sf)     28,300,000

  D        BBB+ (sf)   32,400,000

  E        BB+ (sf)    15,359,000

  X1       NR          N/A

  X2       NR          N/A

S&P's ratings address timely interest payments and principal
repayment no later than the legal final maturity in December 2031.

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
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Information contained herein is obtained from sources believed to
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