/raid1/www/Hosts/bankrupt/TCREUR_Public/220127.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

          Thursday, January 27, 2022, Vol. 23, No. 14

                           Headlines



B E L G I U M

HOUSE OF FINANCE: EUR150MM Loan Add-on No Impact on Moody's B2 CFR


F I N L A N D

REN10 HOLDING: Moody's Assigns B2 CFR & Rates New EUR350MM Notes B2


F R A N C E

OLYMPE SAS: Moody's Assigns First Time 'B2' Corp. Family Rating


G E R M A N Y

DEUTSCHE LUFTHANSA: S&P Affirms 'CC' Rating on Hybrid Bond


I R E L A N D

ARBOUR CLO VII: Fitch Affirms B- Rating on Class F Notes
ARES EUROPEAN XIII: Fitch Upgrades Class F Notes Rating to 'B'
BARINGS EURO 2015-1: Fitch Gives Final 'B-' Rating to Cl. F-R Notes
BARINGS EURO 2015-1: Moody's Assigns B3 Rating to EUR12MM F Notes
CAIRN CLO IV: Moody's Affirms B2 Rating on EUR7.75MM Cl. F-R Notes

CARLYLE EURO 2020-1: Fitch Raises Rating on Class E Notes to 'B'
CONTEGO CLO VII: Fitch Raises Class F Notes Rating to 'B'
MAN GLG V: Fitch Affirms B- Rating to Class F Notes
VOYA EURO III: Fitch Raises Rating on Class F Notes to 'B'


I T A L Y

INTER MEDIA: Fitch Gives 'B+(EXP)' Rating to Sec. Fixed-Rate Notes
KEDRION SPA: S&P Affirms 'B' LT ICR & Alters Outlook to Stable


L U X E M B O U R G

CERDIA HOLDING: Moody's Assigns B3 CFR & Rates New Secured Notes B3
NEXA RESOURCES: S&P Affirms 'BB+' ICR, Outlook Stable


P O R T U G A L

TAP SA: Moody's Puts Caa2 CFR Under Review for Upgrade


S W I T Z E R L A N D

CERDIA INT'L: S&P Affirms 'B-' LongTerm ICR, Outlook Stable
GARRETT MOTION: S&P Affirms 'B+ LongTerm Issuer Credit Rating


U N I T E D   K I N G D O M

ALL FLINTSHIRE: Enters Administration, Ceases Trading
CAFFE NERO: Carlyle Provides GBP360-Mil. Debt Financing
CANADA SQUARE 6: Moody's Gives (P)Caa1 Rating to Class X2 Notes
CORBIN & KING: Enters Into Administration Following Default
I-LOGIC TECHNOLOGIES: Moody's Rates New USD Secured Notes 'B2'

KANE BIDCO: Moody's Assigns First Time B1 Corporate Family Rating
KANE BIDCO: S&P Assigns Preliminary 'B' ICR, Outlook Positive
MOUNT GROUP STUDENT: Owes Buyers GBP23.9 Million, Report Shows
NEWDAY GROUP: S&P Affirms B+ Issuer Credit Rating, Outlook Stable
TOWER BRIDGE 2022-1: Fitch Gives Final BB+ Rating to Cl. X Debt

TOWER BRIDGE 2022-1: S&P Assigns B+ Rating on Class X Notes
VOLAIR: Council Provided GBP2 Million to Avert Insolvency
[*] UK: FCA Says Must Protect Customers in Schemes of Arrangement

                           - - - - -


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B E L G I U M
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HOUSE OF FINANCE: EUR150MM Loan Add-on No Impact on Moody's B2 CFR
------------------------------------------------------------------
Moody's Investors Service said House of Finance N.V. (The)'s
proposed EUR150 million add-on to its guaranteed senior secured
Term Loan B due in July 2026 does not affect its B2 ratings
including the B2 guaranteed senior secured global notes rating and
the B2 guaranteed senior secured revolving credit facility rating.
Concurrently, House of HR NV's (House of HR or the company) B2
corporate family rating, B2-PD probability of default rating and
Caa1 rating on its guaranteed senior subordinate debt remain
unchanged as well. The outlook for both issuers is stable.

The debt proceeds along with EUR82 million of cash on balance sheet
and EUR25 million equity contribution from the shareholder Naxicap
Partners will be used to fund two acquisitions and pay related
transaction costs.

While the proposed transaction has no impact on the company's gross
leverage, Moody's notes that House of HR has been highly
acquisitive in the last two years, prompting the company to raise
EUR200 million of guaranteed senior subordinate notes to fund
acquisitions in December 2020. The company has a track record of
successfully integrating acquisitions, which supports its credit
profile.

Moody's expects House of HR will improve its leverage from 5.2x
following the closing of the transaction to 4.6x by 2023, while
free cash flow (FCF) to debt is expected to be above 5%.

Following the transaction, liquidity will remain good with EUR115
million of cash on balance sheet, and given the guaranteed senior
secured revolving credit facility (RCF) will be upsized by EUR15
million to EUR110 million. Moody's also expects FCF generation will
be around EUR75-80 million per year over the next two years.

One of the acquisitions, Solcom, is a contracting service company
specializing in the IT and engineering sectors that will act as a
facilitator of sales and marketing for House of HR. Solcom is
expected to generate EUR172 million in revenue and EUR20 million in
EBITDA in 2021.

The other target is a Dutch leader in providing healthcare related
staffing and recruitment services which will provide House of HR a
platform to increase its presence in the European care staffing
market. The target is expected to generate EUR98 million in revenue
and EUR10 million in EBITDA in 2021.

Both acquisitions are in line with House of HR's strategy to
increase its footprint in Germany, Benelux, Nordics and France
through acquisitions in high growth sectors with good profitability
and scale.

COMPANY PROFILE

House of HR NV (House of HR) is a Belgium-based provider of human
resource solutions with a focus on SMEs. The company predominantly
operates in Belgium, the Netherlands, Germany and France, and
serves two segments: (1) Specialized Talent Solutions - general
temporary and permanent staffing services of candidates with
technical profiles and (2) Engineering and Consulting (EC) -
secondment of engineers and highly skilled technicians, consultants
and lawyers. Proforma the transaction, the company expects to
report revenue of EUR2,447 million and company adjusted EBITDA of
EUR293 million for December 2021.

The French private equity firm Naxicap Partners owns 48% of the
company while the remaining is owned by the co-founder and
management.




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F I N L A N D
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REN10 HOLDING: Moody's Assigns B2 CFR & Rates New EUR350MM Notes B2
-------------------------------------------------------------------
Moody's Investors Service has assigned a B2 corporate family rating
and B2-PD probability of default rating to Ren10 Holding AB (Renta
or the company). Concurrently, Moody's has assigned a B2 rating to
the proposed EUR350 million guaranteed senior secured notes due
2027 issued by Ren10 Holding AB. The outlook on the rating is
stable.

The proceeds from the notes will be used to finance the acquisition
of Renta by the private equity firm IK Partners and for related
transaction costs.

RATINGS RATIONALE

Renta's B2 CFR reflects (1) its leading market position in the
growing and underpenetrated Nordic equipment rental market; (2)
track record of growing revenue and EBITDA in the last 3 years; (3)
strong local presence and proximity to customers and advanced
digital capabilities which improves efficiency; (4) low level of
customer and end market concentration; (5) favorable product mix of
lighter tools and equipment; (6) young fleet with an average age of
under four years and (7) moderate leverage of 4.2x at closing and
adequate liquidity.

Conversely, the rating is constrained by (1) Renta's small scale
and network in a competitive and fragmented equipment rental
market; (2) exposure to cyclical markets can results in earnings
volatility ; (3) capital intensive nature of the industry that
limits excess free cash flow generation; (4) short operating
history that has not experienced any meaningful downturn; (5)
negative free cash flow (FCF) in the past, although expected to
improve to around 4% FCF to debt in the future and (6) risk of debt
funded acquisitions or shareholder friendly policies given its
private equity ownership.

Moody's regards the company's financial policy as an ESG
consideration in accordance with its ESG framework.

Following the closing of this transaction, revenue and Moody's
adjusted EBITDA is expected to reach around EUR291 million and
EUR109 million respectively in 2022 with leverage gradually
reducing from 4.2x as at the closing of transaction to below 4.0x
by 2024. Renta is expected to generate free cash flow of around
EUR16-20 million per year equivalent to around 4% of Moody's
adjusted debt.

ESG CONSIDERATIONS

Governance is the most important ESG consideration for Renta. The
private equity firm IK Partners will own 89.4% of the company while
the remaining will be owned by management following closing of the
transaction. Governance risk is a consideration here as private
equity owners often have a higher tolerance for leverage, an
appetite to pursue acquisitions for growth and financial policies
that maximize equity returns. Moody's recognizes that the
management team has considerable experience in this industry which
is positive from a governance perspective.

LIQUIDITY

Moody's considers Renta's liquidity as adequate. At closing of the
transaction, the cash balance is forecast to be zero, but liquidity
will be supported by access to a fully undrawn EUR75 million
revolving credit facility (RCF) and expected FCF generation of at
least EUR16-20 million per year. The RCF is expected to remain
undrawn and there are no maintenance covenants in the structure.

The senior secured RCF will be subject to a springing financial
maintenance covenant, tested only when 40% or more of the facility
is drawn. This senior secured net leverage covenant is set at a
fixed 7.9x, giving the company ample buffer compared with an
initial net leverage of 4.3x pro forma the transaction (as reported
by the company).

STRUCTURAL CONSIDERATIONS

The proposed capital structure includes EUR350 million guaranteed
senior secured notes due 2027 and a EUR75 million super-senior RCF
due in July 2027. The security package for the notes and RCF is
limited to share pledges and intercompany receivables which is
considered to be weak. However, the RCF will rank ahead of the
notes in an enforcement scenario under the provisions of the
intercreditor agreement.

The B2 rating assigned to the proposed guaranteed senior secured
notes is in line with the CFR, reflecting upstream guarantees from
operating companies. The B2-PD probability of default rating is at
the same level as the CFR, reflecting the assumption of a 50%
family recovery rate. The guaranteed senior secured notes and the
RCF benefit from upstream guarantees from operating companies
accounting for at least 80% of consolidated EBITDA.

RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects Moody's expectation of continued
organic growth in revenue and EBITDA and increased rental
penetration in the company's countries of operation, positive free
cash flow generation of around 4% of Moody's adjusted debt and
adequate liquidity. Moody's expects that the company will not
execute any major debt-funded acquisitions or shareholder
distributions in the short-term.

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

The rating is weakly positioned but positive pressure could arise
if (1) Renta continues to grow its size and scale in terms of
revenue and EBITDA (2) its Moody's-adjusted (gross) leverage falls
below 4.0x on a sustained basis; (3) its EBIT/interest expense is
sustained around 2x and (4) it maintains adequate liquidity
profile, including an improvement in Moody's adjusted free cash
flow.

Negative pressure could arise if (1) its operating performance
deteriorates with revenue and EBITDA declining materially ; (2) its
Moody's-adjusted (gross) leverage rises above 5.0x on a sustained
basis; (3) its EBIT/interest expense declines below 1x on a
sustained basis or (4) if its free cash flow generation
deteriorates and liquidity profile weakens.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Equipment and
Transportation Rental Industry published in April 2017.

COMPANY PROFILE

Established in Finland in 2016, Renta is a full-service equipment
rental company operating through a network of 103 depots and with a
diversified presence across five countries (Sweden, Denmark,
Finland, Norway and Poland) in the Nordic region. Renta has a
rental fleet of over 100,000 tools and pieces of equipment serving
over 50,000 active clients that range from small customers to
larger industrial players. The products offered include tools and
light equipment, power and heating, earthmoving equipment, lifts,
site modules etc.

The company reported revenue and adjusted EBITDA of EUR251 million
and EUR82 million respectively on a pre-IFRS16 basis.




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F R A N C E
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OLYMPE SAS: Moody's Assigns First Time 'B2' Corp. Family Rating
---------------------------------------------------------------
Moody's Investors Service has assigned a first-time B2 corporate
family rating and a B2-PD probability of default rating to Olympe
S.A.S., the ultimate parent of Saverglass S.A.S., a France based
designer and manufacturer of bottles for premium spirits and
wines.

Concurrently, Moody's has assigned B2 ratings to the proposed
senior bank credit facilities including a EUR500 million guaranteed
senior secured term loan B due 2029, a EUR60 million guaranteed
senior secured capex facility due 2029 and a EUR70 million
guaranteed senior secured revolving credit facility ("RCF") due
2028, to be borrowed by Olympe S.A.S. and Saverglass S.A.S.. The
outlook on the ratings is stable.

Proceeds from the guaranteed senior secured term loan B together
with approximately EUR25 million of cash on balance sheet will be
used to refinance existing debt, distribute EUR100 million of
dividends to shareholders and pay transaction fees. The refinancing
will push the company's debt maturities to 2028 and reinstate
sizeable committed facilities available to support the company's
expansion strategy.

"The B2 rating assigned to Saverglass is supported by the company's
leading position as manufacturer of glass bottles for premium
spirits and wines, its global presence and a relatively sticky
customer base, and the positive fundamentals underpinning the
premium beverage industry, which supports the company's growth
strategy," says Donatella Maso, a Moody's Senior Analyst - Vice
President and lead analyst for Saverglass.

"However, the rating also reflects the company's high leverage of
around 6.2x pro forma for the dividend recapitalization, the
expectation of negative free cash flow owing to significant
investments in new capacity and upgrades of existing furnaces, its
exposure to input costs inflation and currency volatility, and a
degree of cyclicality of its end markets," adds Ms Maso.

RATINGS RATIONALE

The B2 rating assigned to Saverglass primarily reflects the high
Moody's adjusted leverage of 6.2x pro forma for the contemplated
transaction and based on LTM September 2021 EBITDA. The dividend
recapitalization increases the company's leverage by around 1.0x
and denotes a more aggressive financial strategy and risk
management from current shareholder, private equity sponsor The
Carlyle Group.

Despite its exposure to travel retail and on-trade, Saverglass's
top line has demonstrated a certain resilience during the pandemic
crisis, declining by less than 1% in 2020, and a strong rebound in
the first nine months of 2021 (+18% growth year on year). However,
its EBITDA and EBITDA margins have been strained in 2020 and 2021
owing to a change in the product mix, lower fixed costs absorption
due to reduced activity in Europe during the pandemic and, more
recently, higher energy, raw materials and transportation costs not
yet passed on to the end customers. These incremental costs
incurred to maintain the furnaces in operation and to deliver
products to customers are viewed by Moody's as recurring in
nature.

The rating agency expects Saverglass to continue to grow volumes
and backlog and to gradually recover its profitability over the
next 2-3 years supported by the ongoing recovery of its end
markets, the implementation of price increases to offset cost
inflation, premiumization trends, and the new furnace to be built
in Mexico to meet demand for premium spirits, particularly whisky
and tequila, in North America. The incremental capacity, which is
expected to be completed at the end of 2022, is secured by long
multi-year contracts.

However, the uncertain evolution of the pandemic and potential
incremental costs and/or delays in the building and ramp-up of the
new Mexican furnace and the upgrade of its Belgian site, could
impair such growth trajectory.

Incremental capacity will require significant capital expenditures
for an estimated amount EUR165 million over the period 2022-2026,
the bulk of it occurring in 2022-2023. Saverglass's FCF will be
materially negative in those two years and the company will need to
use its capex facility and part of the RCF to fund these
investments, slowing down the deleveraging profile. As a result,
Moody's expects leverage to reduce over time but to remain above
4.5x until 2024. Moody's also notes that over the past four years,
the company was also free cash flow negative, except for 2020, when
cash flow generation benefitted from a large working capital
inflow.

The company's credit profile also reflects its limited product and
substrate diversity; the risk of larger generalists competitors
entering the premium segment; the sensitivity of margins to
operational issues such as unexpected furnace repairs; volatility
in raw material and energy costs, and currency movements; and some
degree cyclicality to the end markets that Saverglass services.

These factors are mitigated by the company's leading position and
global presence in the premium segment of decorated luxury bottles
for spirits and wines; the growth opportunities offered by the
continued premiumisation of the sector and by its expansion
strategy outside Europe; and its moderately diversified customer
base with long standing relationships, although there is some
concentration with its largest customer which still represented
approximately 15% of revenues in 2020.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS

In line with other glass packaging manufacturers, Saverglass is
highly exposed to environmental risks, mainly reflecting the large
amount of energy required and emissions associated with the
manufacturing of glass containers. The company must comply to a set
of laws and regulations intended to reduce carbon and other air
emissions, reduce energy and water consumption, and improve the
circular economy. However, the company's products are easily
recyclable and have good recycling rates. The company has in place
a defined strategy to reduce this exposure and expects to achieve a
carbon neutral position in 2050.

In terms of governance, Saverglass is majority owned by private
equity sponsor The Carlyle Group since 2016, and in line with
companies with private equity ownership, the shareholders have
demonstrated appetite for high leverage including debt funded
investments and dividend distribution, and transparency is
comparatively lower than for publicly listed companies.

LIQUIDITY

Saverglass' liquidity is adequate, despite the negative free cash
flow that it will generate through 2022-2023. The combination of
cash balances of EUR20 million at closing, and the new fully
available EUR70 million guaranteed senior secured RCF and EUR60
million guaranteed senior secured capex facility, are deemed
sufficient to cover the company's requirements to fund the
construction of the new Mexican furnace and expected repairs and
upgrades. Following the transaction, the company will not have
material debt maturities until 2028-2029.

The new facilities include a maximum net leverage covenant of 8.0x
to be tested when the guaranteed senior secured RCF is drawn by
more than 40%. Moody's expects good headroom under this covenant.

STRUCTURAL CONSIDERATIONS

Moody's has assigned the B2 CFR to Olympe S.A.S., the top entity of
the restricted banking group, which will provide consolidated
audited financial statements on an ongoing basis. The company's
B2-PD PDR is aligned with the CFR, reflecting the assumption of a
50% family recovery rate, as is customary for capital structures
that include first lien bank loans with no financial maintenance
covenants. The guaranteed senior secured bank credit facilities are
rated at the same level as the CFR reflecting their pari passu
ranking and upstream guarantees from operating companies.

The guaranteed senior secured bank credit facilities benefit from
security over shares, bank accounts and intragroup receivables of
material subsidiaries. Moody's typically views debt with this type
of security package to be akin to unsecured debt. However,
facilities will benefit from guarantees from operating companies
accounting for at least 80% of consolidated EBITDA.

The capital structure includes EUR162.5 million of convertible
bonds (including accrued interests) which currently mature in 2026,
although Moody's understands that as part of the refinancing
transaction, their maturity will be pushed to at least six months
after the maturity of the proposed facilities.

RATIONALE FOR STABLE OUTLOOK

The stable outlook on the rating reflects Moody's expectation that
Saverglass will continue to grow organically and recover its
profitability supported by positive industry fundamentals and
capacity expansions, and reduce its leverage below 6.0x. The stable
outlook also assumes no material debt-funded acquisitions or
shareholder distributions.

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

Upward pressure could develop if (1) the company's sustained volume
growth translates into profitable revenue growth, with solid
improvements in EBITDA and EBITDA margins; (2) its Moody's adjusted
Debt/EBITDA falls towards 4.5x and (3) its FCF is sustainably
positive, whilst maintaining a solid liquidity profile.

Downward pressure on the ratings could arise if the company (1)
fails to reduce leverage below 6.0x; (2) FCF remains negative for a
prolonged period of time after 2023; or (3) its liquidity profile
weakens.

LIST OF AFFECTED RATINGS

Assignments:

Issuer: Olympe S.A.S.

LT Corporate Family Rating, Assigned B2

Probability of Default Rating, Assigned B2-PD

Issuer: Saverglass S.A.S.

Senior Secured Bank Credit Facilities, Assigned B2

Outlook Actions:

Issuer: Olympe S.A.S.

Outlook, Assigned Stable

Issuer: Saverglass S.A.S.

Outlook, Assigned Stable

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass and Plastic Containers published in
December 2021.

COMPANY PROFILE

Headquartered in Feuquieres, France and founded in 1897, Saverglass
is a worldwide leader in the design and manufacturing of decorated
luxury bottles for premium spirits and wines employing c. 3,400
people. The company benefits from a wide international footprint,
with a presence in more than 100 countries through 17 distribution
subsidiaries and representation offices. Saverglass currently
operates 6 glass factories and 4 decoration factories. In 2020, the
company generated revenues of EUR496 million and EBITDA of EUR86
million (as adjusted by Moody's).

Saverglass is majority owned with a 89% stake by private equity
sponsor The Carlyle Group since 2016, while the remaining 11% is
held by the management.




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G E R M A N Y
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DEUTSCHE LUFTHANSA: S&P Affirms 'CC' Rating on Hybrid Bond
----------------------------------------------------------
S&P Global Ratings affirmed its 'CC' issue rating on the hybrid
bond issued by Deutsche Lufthansa AG (BB-/Stable/B).

The German government's participation in Lufthansa's shareholder
structure restricts the upcoming coupon payment on the company's
junior subordinated notes maturing in 2075. In line with this,
Lufthansa announced on Jan. 18, 2022, that it will defer the coupon
payment due Feb. 12, 2022, according to its terms. With this move,
Lufthansa adheres to the regulations of the EU Temporary Framework
under which it received a state-aid package from the German
government in June 2020. Except for the equity participation, all
the German state-aid instruments (including Silent participation I
and II) were repaid and cancelled by the end of last year. Also,
because of a capital increase by Lufthansa in October 2021, the
government's stake in the company via the Economic Stabilization
Fund (ESF) was diluted to 14.09% from the initial 20%.

S&P said, "We maintain our 'CC' rating on the hybrid instrument,
since we consider that Lufthansa may fix the deferred coupon
payments on or before the first anniversary of the deferral date.
Following the completion of the capital increase, the ESF has
committed not to sell any Lufthansa shares before April 2022, but
must sell its total shareholding before October 2023, provided that
the contractual requirements are met. We see a possibility the ESF
may exit Lufthansa's shareholder structure before Feb. 12, 2023
(the first anniversary of the deferral date), enabling Lufthansa to
compensate for the deferred coupon payment by that time.

"We also understand that Lufthansa intends to make up for the
deferred coupon payments as soon as possible once the ESF has
completed its exit. Our view is further supported by the current
trading price for Lufthansa shares, which significantly exceeds the
subscription price paid by the ESF. Also, we stress that the hybrid
coupon payment is marginal compared with Lufthansa's available
liquidity, with the company's liquidity sources exceeding uses by
more than 2.0x over the 12 months started Sept. 30, 2021, and more
than 1.5x over the following 12 months.

"Depending on the timing of the government's action regarding its
shareholding in Lufthansa, there might be two outcomes for the
hybrid rating. If, approaching Feb. 12, 2023, we view the chance of
the government's exit and thus payment of the deferred coupon as
diminishing, we may lower our rating on the hybrid instrument to
'D'. Alternatively, if the coupon payment deferral is fixed before
that time, we would raise the hybrid rating to three notches below
(including one for deferral risk) Lufthansa's stand-alone credit
profile, currently at 'b+', which would translate into a 'CCC+'
rating on the notes.

"The rating on the hybrid notes does not affect our other ratings
on Lufthansa. The announced nonpayment on the hybrid is according
to the instrument's terms. Furthermore, we treat the hybrid notes
as having 50% equity content, supported by their effective
maturity, which is more than 15 years from the issuance date."




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ARBOUR CLO VII: Fitch Affirms B- Rating on Class F Notes
--------------------------------------------------------
Fitch Ratings has affirmed Arbour CLO VII DAC and removed its class
B-1 to F notes from Under Criteria Observation (UCO).

    DEBT                RATING            PRIOR
    ----                ------            -----
Arbour CLO VII DAC

A XS2092169908     LT AAAsf   Affirmed    AAAsf
B-1 XS2092170666   LT AAsf    Affirmed    AAsf
B-2 XS2092171474   LT AAsf    Affirmed    AAsf
C XS2092171805     LT Asf     Affirmed    Asf
D XS2092172449     LT BBB-sf  Affirmed    BBB-sf
E XS2092173173     LT BB-sf   Affirmed    BB-sf
F XS2092173330     LT B-sf    Affirmed    B-sf

TRANSACTION SUMMARY

Arbour CLO VII DAC is a cash flow CLO comprising mostly senior
secured obligations. The transaction is actively managed by Oaktree
Capital Management (Europe) LLP and will exit its reinvestment
period in September 2024.

KEY RATING DRIVERS

Fitch Test Matrix Update: The manager has amended the Fitch test
matrix and the definition of "Fitch Rating Factor" and "Fitch
Recovery Rate", in line with Fitch's updated CLOs and Corporate
CDOs Rating Criteria published on 17 September 2021. The updated
criteria, together with the stable performance of the transaction,
had a credit positive impact on the ratings. As a result of the
matrix amendment the collateral quality test for the weighted
average recovery rate (WARR) was lowered to be in line with the
break-even WARR, at which the current ratings would still pass.

Fitch has performed a stressed portfolio analysis on the updated
Fitch test matrix and the model-implied ratings (MIRs) are in line
with the current ratings, leading to affirmation of the notes. The
stressed portfolio analysis was based on 6.09 years weighted
average life (WAL), seven months less than the WAL covenant to
account for structural and reinvestment conditions after the
reinvestment period, including passing the over-collateralisation
and Fitch 'CCC' limitation tests.

Stable Asset Performance: The transaction's metrics indicate stable
asset performance. The transaction is passing all coverage,
collateral-quality, and portfolio-profile tests. Exposure to assets
with a Fitch-derived rating (FDR) of 'CCC+' and below is 4.6%,
excluding non-rated assets as calculated by Fitch.

'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the transaction's underlying obligors at 'B'/'B-'. The weighted
average rating factor (WARF) as calculated by the trustee was 24.9,
which is below a maximum covenant of 26.

High Recovery Expectations: Senior secured obligations comprise
94.5% of the portfolio as calculated by the trustee. Fitch views
the recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch WARR
reported by the trustee in November 2021 was 62.3%, against a
minimum covenant of 57.8%.

Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. The top 10 obligor
concentration is 13.6%, and no obligor represents more than 1.9% of
the portfolio balance, as reported by the trustee.

RATING SENSITIVITIES

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

-- An increase of the default rate (RDR) at all rating levels by
    25% of the mean RDR and a decrease of the recovery rate (RRR)
    by 25% at all rating levels in the stressed portfolio would
    result in downgrades of up to three notches, depending on the
    notes.

-- Downgrades may occur if the build-up of the notes' credit
    enhancement (CE) 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 reduction of the RDR at all rating levels by 25% of the mean
    RDR and an increase in the RRR by 25% at all rating levels in
    the stressed portfolio would result in upgrades of up to five
    notches, depending on the notes.

-- Except for the tranches already at the highest 'AAAsf' rating,
    upgrades may occur in case of better-than- expected portfolio
    credit quality and deal performance, and continued
    amortisation that leads to higher CE 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

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

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

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


ARES EUROPEAN XIII: Fitch Upgrades Class F Notes Rating to 'B'
--------------------------------------------------------------
Fitch Ratings has upgraded ARES European CLO XIII DAC's class D to
F notes and affirmed the rest. All ratings (except class X and A
notes) have been removed from Under Criteria Observation (UCO) and
all notes have a Stable Outlook.

     DEBT               RATING           PRIOR
     ----               ------           -----
ARES European CLO XIII DAC

A XS2084071807     LT AAAsf  Affirmed    AAAsf
B-1 XS2084072367   LT AAsf   Affirmed    AAsf
B-2 XS2084073092   LT AAsf   Affirmed    AAsf
C-1 XS2084073688   LT Asf    Affirmed    Asf
C-2 XS2084074140   LT Asf    Affirmed    Asf
D XS2084074900     LT BBBsf  Upgrade     BBB-sf
E XS2084075626     LT BBsf   Upgrade     BB-sf
F XS2084076194     LT Bsf    Upgrade     B-sf
X XS2084071633     LT AAAsf  Affirmed    AAAsf

TRANSACTION SUMMARY

ARES European CLO XIII DAC is a cash flow CLO comprising mostly
senior secured obligations. The transaction is actively managed by
ARES European Loan Management LLP and will exit its reinvestment
period in July 2024.

KEY RATING DRIVERS

CLO Criteria Update & Cash-flow Modelling: The rating actions
mainly reflect the impact of the recently updated Fitch CLOs and
Corporate CDOs Rating Criteria and the shorter risk horizon
incorporated in Fitch's updated stressed portfolio analysis. The
analysis considered cash-flow modelling results for the current and
stressed portfolios based on the 8 November 2021 trustee report.

The rating actions are based on Fitch's updated stressed portfolio
analysis, which applied the agency's collateral quality matrix
specified in the transaction documentation. The transaction has
four matrices, but Fitch used only both fixed-rate matrices that
correspond to a top-10 obligor concentration at 15%, a level, which
the portfolio has been close to or below. In analysing the
matrices, the agency applied a 1.5% haircut to the weighted average
recovery rate (WARR) that has been inflated by the old recovery
rate definition, which is not in line with Fitch's latest
criteria.

The weighted average life (WAL) used for the transaction's stressed
portfolio and matrices analysis is floored at six years post a
12-month reduction from the WAL covenant. This is to account for
structural and reinvestment conditions after the reinvestment
period, including the satisfaction of the coverage tests and Fitch
'CCC' limit tests, together with with a progressively decreasing
WAL covenant. These conditions, in the agency's opinion, reduces
the effective risk horizon of the portfolio during stress periods.

The Stable Outlooks on all notes reflect Fitch's expectation of
sufficient credit protection to withstand potential deterioration
in the credit quality of the portfolio in stress scenarios that are
commensurate with the ratings. Further, the transaction is still in
its reinvestment period and thus no deleveraging of the transaction
is expected.

Model-Implied Rating Deviation: The ratings of the class B to F
notes are one notch below the model-implied ratings (MIR). The
deviation reflects the remaining reinvestment period till July 2024
during which the portfolio can change significantly, due to
reinvestment or negative portfolio migration.

Stable Asset Performance: The transaction's metrics indicate stable
asset performance. Apart from a small failure of the weighted
average spread test, the transaction is passing all coverage,
collateral- quality, and portfolio-profile tests. Exposure to
assets with a Fitch-derived rating (FDR) of 'CCC+' and below is
2.4%, excluding non-rated assets as calculated by Fitch.

'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the transaction's underlying obligors at 'B'/'B-'. The weighted
average rating factor (WARF) as calculated by the trustee was 34.5,
which is below the maximum covenant of 35. The WARF, as calculated
by Fitch under the updated criteria, was 25.8.

High Recovery Expectations: Senior secured obligations comprise
about 100% of the portfolio as calculated by the trustee. Fitch
views the recovery prospects for these assets as more favourable
than for second-lien, unsecured and mezzanine assets. The Fitch
WARR reported by the trustee was 65%, against the minimum covenant
of 64.9%.

Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. The top- 10 obligor
concentration is at about 14.5%, while the largest obligor
represents about 2% of the portfolio balance, as reported by the
trustee.

RATING SENSITIVITIES

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

-- An increase of the rating default rate (RDR) at all rating
    levels by 25% of the mean RDR and a decrease of the rating
    recovery rate (RRR) by 25% at all rating levels in the
    stressed portfolio will result in downgrades of up to five
    notches, depending on the notes;

-- Downgrades may occur if the build-up of the notes' credit
    enhancement (CE) 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 reduction of the RDR at all rating levels by 25% of the mean
    RDR and an increase in the RRR by 25% at all rating levels in
    the stressed portfolio would result in upgrades of up to three
    notches, depending on the notes;

-- Except for the tranche already at the highest 'AAAsf' rating,
    upgrades may occur in case of better-than- expected portfolio
    credit quality and deal performance that leads to higher CE
    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

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

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

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


BARINGS EURO 2015-1: Fitch Gives Final 'B-' Rating to Cl. F-R Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Barings Euro CLO 2015-1 DAC refinancing
notes final ratings.

     DEBT                   RATING              PRIOR
     ----                   ------              -----
Barings Euro CLO 2015-1 DAC

A-1R XS1699954431    LT PIFsf   Paid In Full    AAAsf
A-2R XS1699955081    LT PIFsf   Paid In Full    AAAsf
A-3 XS1268551410     LT PIFsf   Paid In Full    AAAsf
A-R XS2425514192     LT AAAsf   New Rating
B-1R XS1699955750    LT PIFsf   Paid In Full    AAAsf
B-1RR XS2425514358   LT AAsf    New Rating
B-2R XS1699956303    LT PIFsf   Paid In Full    AAAsf
B-2RR XS2425514606   LT AAsf    New Rating
C-R XS1699957020     LT PIFsf   Paid In Full    AAAsf
C-RR XS2425514861    LT Asf     New Rating
D-R XS1699957707     LT PIFsf   Paid In Full    A+sf
D-RR XS2425515082    LT BBB-sf  New Rating
E XS1268557292       LT PIFsf   Paid In Full    BBB-sf
E-R XS2425515322     LT BB-sf   New Rating
F XS1268557458       LT PIFsf   Paid In Full    BB-sf
F-R XS2425515595     LT B-sf    New Rating

TRANSACTION SUMMARY

Barings Euro CLO 2015-1 DAC is a securitisation of mainly senior
secured obligations (at least 90%) with a component of senior
unsecured, mezzanine, second-lien loans and high-yield bonds. The
transaction originally closed in September 2015 and refinanced in
October 2017. Note proceeds will be used to redeem the notes and
upsize the portfolio to the target par of EUR400 million. The
portfolio is actively managed by Barings (U.K.) Limited. The
transaction has a 4.5-year reinvestment period and an 8.5-year
weighted average life (WAL).

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors to be in the 'B'/'B-' category.
The Fitch weighted average rating factor (WARF) of the identified
portfolio is 24.55.

High Recovery Expectations (Positive): At least 90% of the
portfolio comprises 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
64.92%.

Diversified Portfolio (Positive): At closing, the matrices,
including the forward matrix, which is set at one year after
closing, are based on a top 10 obligors limit of 25%, and maximum
fixed-rate asset limits of 20%. The manager can elect the forward
matrix at any time one year after closing if the collateral
principal amount (including defaulted assets at Fitch collateral
value) 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's
matrix and stress portfolio analysis is 12 months less than the WAL
covenant at the issue date. This reduction to the risk horizon
accounts for the strict reinvestment conditions envisaged by the
transaction after its reinvestment period. These include, among
others, passing both the coverage tests and the Fitch 'CCC' bucket
limitation test post reinvestment as well a WAL covenant that
progressively steps down, both before and after the end of the
reinvestment period. 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 a downgrade of up to four 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 up to
    two-notch upgrades across the structure except for 'AAAsf'
    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 for 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

Barings Euro CLO 2015-1 DAC

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

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

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

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


BARINGS EURO 2015-1: Moody's Assigns B3 Rating to EUR12MM F Notes
-----------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following definitive ratings to refinancing notes issued by Barings
Euro CLO 2015-1 Designated Activity Company (the "Issuer"):

EUR248,000,000 Class A Senior Secured Floating Rate Notes due
2035, Definitive Rating Assigned Aaa (sf)

EUR14,000,000 Class B-1 Senior Secured Floating Rate Notes due
2035, Definitive Rating Assigned Aa2 (sf)

EUR23,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2035,
Definitive Rating Assigned Aa2 (sf)

EUR24,000,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2035, Definitive Rating Assigned A2 (sf)

EUR28,500,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2035, Definitive Rating Assigned Baa3 (sf)

EUR22,500,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2035, Definitive Rating Assigned Ba3 (sf)

EUR12,000,000 Class F Senior Secured Deferrable Floating Rate
Notes due 2035, Definitive Rating Assigned B3 (sf)

RATINGS RATIONALE

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

As part of this reset, the Issuer has increased the target par
amount to EUR400 million, has extended the reinvestment period to
4.5 years and the weighted average life to 8.5 years. It has also
amended certain concentration limits, definitions including the
definition of "Adjusted Weighted Average Rating Factor" and minor
features. The issuer has included the ability to hold workout
obligations/loss mitigation obligations. In addition, the Issuer
has amended the base matrix and modifiers that Moody's has taken
into account for the assignment of the definitive ratings.

The Issuer is a managed cash flow CLO. At least 90% of the
portfolio must consist of secured senior loans or senior secured
bonds and up to 10% of the portfolio may consist of unsecured
senior loans, second-lien loans, high yield bonds and mezzanine
loans. The underlying portfolio is expected to be approximately 60%
ramped as of the closing date and to comprise of predominantly
corporate loans to obligors domiciled in Western Europe. The
remainder of the portfolio will be acquired during the 6 month
ramp-up period in compliance with the portfolio guidelines.

The effective date determination requirements of this transaction
are weaker than those for other European CLOs because (i) full par
value is given to defaulted obligations when assessing if the
transaction has reached the expected target par amount and (ii)
satisfaction of the Caa concentration limit is not required as of
the effective date. Moody's believes that the proposed treatment of
defaulted obligations can introduce additional credit risk to
noteholders since the potential par loss stemming from recoveries
being lower than a defaulted obligation's par amount will not be
taken into account. Moody's also believes that the absence of any
requirement to satisfy the Caa concentration limit as of the
effective date could give rise to a more barbelled portfolio rating
distribution. However, Moody's concedes that satisfaction of (i)
the other concentration limits, (ii) each of the coverage test and
(iii) each of the collateral quality test can mitigate such
barbelling risk. As a result of introducing relatively weaker
effective date determination requirements, the CLO notes'
outstanding ratings could be negatively affected around the
effective date, despite satisfaction of the transaction's effective
date determination requirements.

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

The transaction incorporates interest and par coverage tests which,
if triggered, divert interest and principal proceeds to pay down
the notes in order of seniority.

In addition to the seven classes of notes rated by Moody's, the
Issuer has originally issued EUR47,400,000 of Subordinated Notes
which remain outstanding and are not rated.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
December 2021.

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

The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in December 2021.

Moody's used the following base-case modeling assumptions:

Target Par Amount: EUR400,000,000

Diversity Score: 51

Weighted Average Rating Factor (WARF): 2990

Weighted Average Spread (WAS): 3.60%

Weighted Average Coupon (WAC): 4.00%

Weighted Average Recovery Rate (WARR): 43%

Weighted Average Life (WAL): 7.5 years

CAIRN CLO IV: Moody's Affirms B2 Rating on EUR7.75MM Cl. F-R Notes
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the following
notes issued by Cairn CLO IV DAC:

EUR29,750,000 Class B-R Senior Secured Floating Rate Notes due
2031, Upgraded to Aa1 (sf); previously on Mar 25, 2021 Assigned Aa2
(sf)

EUR17,250,000 Class C-R Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to A1 (sf); previously on Mar 25, 2021
Assigned A2 (sf)

EUR20,600,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to Baa2 (sf); previously on Mar 25, 2021
Assigned Baa3 (sf)

Moody's has also affirmed the ratings on the following notes:

EUR188,000,000 Class A-R Senior Secured Floating Rate Notes due
2031, Affirmed Aaa (sf); previously on Mar 25, 2021 Assigned Aaa
(sf)

EUR16,250,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed Ba3 (sf); previously on Mar 25, 2021
Assigned Ba3 (sf)

EUR7,750,000 Class F-R Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed B2 (sf); previously on Mar 25, 2021
Upgraded to B2 (sf)

Cairn CLO IV DAC, issued in December 2014 and refinanced in March
2021, is a collateralised loan obligation (CLO) backed by a
portfolio of mostly high-yield senior secured European loans. The
portfolio is managed by Cairn Loan Investments LLP. The
transaction's reinvestment period will end in April 2022.

RATINGS RATIONALE

The rating upgrades on the Class B-R, Class C-R and Class D-R Notes
are primarily a result of the benefit of the shorter period of time
remaining before the end of the reinvestment period in April 2022.

In light of reinvestment restrictions during the amortisation
period, and therefore the limited ability to effect significant
changes to the current collateral pool, Moody's analysed the deal
assuming a higher likelihood that the collateral pool
characteristics would maintain an adequate buffer relative to
certain covenant requirements. In particular, Moody's assumed that
the deal will benefit from a shorter amortisation profile than it
had assumed at the last rating action in March 2021.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.

In its base case, Moody's used the following assumptions:

Performing par and principal proceeds balance: EUR297.2m

Defaulted Securities: EUR4.0m

Diversity Score: 45

Weighted Average Rating Factor (WARF): 2902

Weighted Average Life (WAL): 4.70 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.63%

Weighted Average Coupon (WAC): 4.42%

Weighted Average Recovery Rate (WARR): 44.89%

Par haircut in OC tests and interest diversion test: none

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into its cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
December 2021.

Counterparty Exposure:

The rating action took into consideration the notes' exposure to
relevant counterparties, such as account bank, using the
methodology "Moody's Approach to Assessing Counterparty Risks in
Structured Finance" published in May 2021. Moody's concluded the
ratings of the notes are not constrained by these risks.

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

This transaction is subject to a high level of macroeconomic
uncertainty, which could negatively affect the ratings on the note,
in light of uncertainty about credit conditions in the general
economy. In particular, the length and severity of the economic and
credit shock precipitated by the global coronavirus pandemic will
have a significant impact on the performance of the securities. CLO
notes' performance may also be impacted either positively or
negatively by (1) the manager's investment strategy and behaviour
and (2) divergence in the legal interpretation of CDO documentation
by different transactional parties because of embedded
ambiguities.

Additional uncertainty about performance is due to the following:

Weighted average life: The notes' ratings are sensitive to the
weighted average life assumption of the portfolio, which could
lengthen as a result of the manager's decision to reinvest in new
issue loans or other loans with longer maturities, or participate
in amend-to-extend offerings. Moody's tested for a possible
extension of the actual weighted average life in its analysis. The
effect on the ratings of extending the portfolio's weighted average
life can be positive or negative depending on the notes'
seniority.

Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's
over-collateralisation levels. Further, the timing of recoveries
and the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Moody's analysed
defaulted recoveries assuming the lower of the market price or the
recovery rate to account for potential volatility in market prices.
Recoveries higher than Moody's expectations would have a positive
impact on the notes' ratings.


CARLYLE EURO 2020-1: Fitch Raises Rating on Class E Notes to 'B'
----------------------------------------------------------------
Fitch Ratings has upgraded Carlyle Euro CLO 2020-1 DAC's class C,
D, and E notes, and affirmed the class A-1, A-2A, A-2B, and B
notes. The class A-2A through E notes have been removed from Under
Criteria Observation (UCO) and the Rating Outlook for all notes
remains Stable.

     DEBT                RATING           PRIOR
     ----                ------           -----
Carlyle Euro CLO 2020-1 DAC

A-1 XS2115124740    LT AAAsf  Affirmed    AAAsf
A-2A XS2115125556   LT AAsf   Affirmed    AAsf
A-2B XS2115126281   LT AAsf   Affirmed    AAsf
B XS2115126877      LT Asf    Affirmed    Asf
C XS2115127412      LT BBBsf  Upgrade     BBB-sf
D XS2115128063      LT BBsf   Upgrade     BB-sf
E XS2115128147      LT Bsf    Upgrade     B-sf

TRANSACTION SUMMARY

Carlyle Euro CLO 2020-1 DAC is a cash flow CLO comprised of mostly
senior secured obligations. The transaction is actively managed by
CELF Advisors LLP and will exit its reinvestment period in
September 2024.

KEY RATING DRIVERS

CLO Criteria Update: The rating actions mainly reflect the impact
of Fitch's recently updated CLOs and Corporate CDOs Rating Criteria
and the shorter risk horizon incorporated in Fitch's updated
stressed portfolio analysis. The analysis considered cash flow
modelling results for the stressed portfolio based on the Jan. 5,
2022 trustee report.

The rating actions are in line with the model implied ratings (MIR)
produced from Fitch's updated stressed portfolio analysis for the
class A-1 notes, while the rating actions for the class A-2A, A-2B,
B, C, D, and E notes are one notch below the respective MIRs,
reflecting the remaining long reinvestment period until September
2024, during which the portfolio can change significantly due to
reinvestment or negative portfolio migration.

Fitch's updated analysis applied the agency's collateral quality
matrix specified in the transaction documentation. The transaction
has four matrices, based on 16% and 23% top 10 obligor
concentration limits and 0% and 12.5% fixed rate assets. Fitch
analyzed the matrix specifying the 16% top 10 obligor limit and
12.5% fixed rate assets, as the agency viewed this as the most
rating relevant. Fitch also applied a 1.5% haircut to the weighted
average recovery rate (WARR), as the calculation of the WARR in
transaction documentation reflects an earlier version of Fitch's
CLO criteria.

The Stable Outlooks on all classes reflect Fitch's expectation that
the classes have sufficient levels of credit protection to
withstand potential deterioration in the credit quality of the
portfolio in stress scenarios commensurate with such class's
rating.

Stable Asset Performance: The transaction metrics indicate stable
asset performance. The transaction is passing all coverage tests,
collateral quality tests, and portfolio profile tests. Exposure to
assets with a Fitch-derived rating (FDR) of 'CCC+' and below is
2.6% excluding non-rated assets, as calculated by Fitch.

'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the transaction's underlying obligors in the 'B'/'B-' category. The
WARF, as calculated by the trustee, was 34.9, which is below the
maximum covenant of 35.5. The WARF, as calculated by Fitch under
the updated criteria, was 25.8.

High Recovery Expectations: Senior secured obligations comprise
100% of the portfolio as calculated by the trustee. Fitch views the
recovery prospects for these assets as more favorable than for
second-lien, unsecured and mezzanine assets. The Fitch WARR
reported by the trustee was 64.0%, against the covenant at 63.4%.

Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. The top 10 obligor
concentration is 13.0%, and no obligor represents more than 1.3% of
the portfolio balance, as reported by the trustee.

RATING SENSITIVITIES

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

-- An increase of the rating default rate (RDR) at all rating
    levels by 25% of the mean RDR and a decrease of the rating
    recovery rate (RRR) by 25% at all rating levels in the
    stressed portfolio will result in downgrades of up to two
    notches, depending on the notes;

-- Downgrades may occur if the build-up of the notes' credit
    enhancement (CE) 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 reduction of the RDR at all rating levels by 25% of the mean
    RDR and an increase in the RRR by 25% at all rating levels in
    the stressed portfolio would result in an upgrade of up to
    four notches, depending on the notes;

-- Except for the tranche already at the highest 'AAAsf' rating,
    upgrades may occur in the case of better than expected
    portfolio credit quality and deal performance that leads to
    higher CE 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

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

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

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.


CONTEGO CLO VII: Fitch Raises Class F Notes Rating to 'B'
---------------------------------------------------------
Fitch Ratings has upgraded Contego CLO VII DAC's class D, E and F
notes. Fitch also affirmed the class A, B-1, B-2 and C notes. The
class B-1, B-2, C, D, E and F notes were removed from Under
Criteria Observation (UCO). The Rating Outlook for all classes is
Stable.

     DEBT               RATING           PRIOR
     ----               ------           -----
Contego CLO VII DAC

A XS2053876764     LT AAAsf  Affirmed    AAAsf
B-1 XS2053877572   LT AAsf   Affirmed    AAsf
B-2 XS2053878034   LT AAsf   Affirmed    AAsf
C XS2053878620     LT Asf    Affirmed    Asf
D XS2053879354     LT BBBsf  Upgrade     BBB-sf
E XS2053879941     LT BBsf   Upgrade     BB-sf
F XS2053880444     LT Bsf    Upgrade     B-sf

TRANSACTION SUMMARY

Contego CLO VII DAC is a cash flow collateralized loan obligation
(CLO) backed by a portfolio of mainly European leveraged loans and
bonds. The transaction is actively managed by Five Arrows Managers
LLP and will exit its reinvestment period in June 2024.

KEY RATING DRIVERS

CLO Criteria Update: The rating actions mainly reflect the impact
of Fitch's recently updated CLOs and Corporate CDOs Rating
Criteria, and the shorter risk horizon incorporated into Fitch's
updated stressed portfolio analysis. The analysis considered cash
flow modelling results for the stressed portfolio based on Fitch
collateral quality matrices specified in the transaction's
documentation.

The transaction has four Fitch collateral quality matrices based on
different combinations of top 10 obligor concentration limits and
fixed rate collateral obligation limits. Fitch's analysis was based
on matrices specifying a 15% top 10 obligor limit and 7.5% or 0%
fixed rate collateral obligation limits. The agency considered
these two matrices as the most rating relevant, based on current
and historical portfolios for this CLO. Fitch also applied a 1.5%
haircut on the weighted average recovery rate (WARR), as the
calculation of the WARR in transaction documentation is not in line
with the latest CLO criteria.

The Stable Outlooks reflect that the notes have sufficient levels
of credit protection to withstand potential deterioration in the
credit quality of the portfolio in stress scenarios commensurate
with the respective classes' ratings.

Deviation from Model-Implied Ratings: The ratings assigned to all
notes, except the class A notes, are one notch below their
respective model implied ratings. The deviations reflect the long
remaining reinvestment period till June 2024, during which the
portfolio can change significantly due to reinvestment or negative
portfolio migration.

Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. The largest single issuer and
largest 10 issuers in the portfolio as reported by the trustee,
represent 2.0% and 14.6% of the portfolio, respectively.

Stable Asset Performance: The transaction is passing all collateral
quality, portfolio profile and coverage tests. Exposure to assets
with a Fitch-derived rating of 'CCC+' and below is reported by the
trustee at 1.6%, below the 7.5% limit.

'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the obligors to be at the 'B'/'B-' rating level. The trustee
calculated Fitch weighted-average rating factor (WARF) is at 33.1,
below the covenant maximum limit of 34.0, based on trustee
reporting. The Fitch calculated WARF is at 24.7 after applying the
updated Fitch CLOs and Corporate CDOs Rating Criteria.

High Recovery Expectations: 97.2% of the portfolio comprises senior
secured obligations. Fitch views the recovery prospects for these
assets as being more favorable than for second-lien, unsecured and
mezzanine assets. The Fitch WARR of the current portfolio is
reported by the trustee at 63.7%, compared with the covenant
minimum of 63.5%.

RATING SENSITIVITIES

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

-- An increase of the rating default rate (RDR) at all rating
    levels by 25% of the mean RDR and a decrease of the rating
    recovery rate (RRR) by 25% at all rating levels in the
    stressed portfolio would result in downgrades of up to two
    notches, depending on the notes;

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

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

-- A reduction of the RDR at all rating levels by 25% of the mean
    RDR and an increase in the RRR by 25% at all rating levels in
    the stressed portfolio would result in upgrades of up to four
    notches, depending on the notes;

-- Except for the tranches already at the highest 'AAAsf' rating,
    upgrades may occur in case of better-than-expected portfolio
    credit quality and deal performance, leading to higher CE
    available to cover for losses on 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

Contego CLO VII DAC

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

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

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.


MAN GLG V: Fitch Affirms B- Rating to Class F Notes
---------------------------------------------------
Fitch Ratings has upgraded Man GLG Euro CLO V 's class B-1 to E
notes, removed the class B-1 to F notes from Under Criteria
Observation (UCO) and affirmed the class A and F notes.

      DEBT                RATING            PRIOR
      ----                ------            -----
Man GLG Euro CLO V

A-1-R XS2313672177   LT AAAsf   Affirmed    AAAsf
A-2-R XS2313672250   LT AAAsf   Affirmed    AAAsf
B-1 XS1881728221     LT AA+sf   Upgrade     AAsf
B-2-R XS2313672334   LT AA+sf   Upgrade     AAsf
B-3 XS1885673399     LT AA+sf   Upgrade     AAsf
C-1 XS1881728908     LT A+sf    Upgrade     Asf
C-2-R XS2313673142   LT A+sf    Upgrade     Asf
C-3 XS1885673985     LT A+sf    Upgrade     Asf
D-1 XS1881729203     LT BBB+sf  Upgrade     BBBsf
D-2-R XS2313672680   LT BBB+sf  Upgrade     BBBsf
E XS1881732256       LT BB+sf   Upgrade     BB-sf
F XS1881732330       LT B-sf    Affirmed    B-sf

KEY RATING DRIVERS

CLO Criteria Update and Cash Flow Modelling: The rating actions
mainly reflect the impact of the recently updated Fitch CLOs and
Corporate CDOs Rating Criteria and the shorter risk horizon
incorporated in Fitch's updated stressed portfolio analysis. The
analysis considered cash flow modelling results for the current and
stressed portfolios based on the 3 December 2021 trustee report.

The rating actions are in line with the model-implied ratings from
Fitch's updated stressed portfolio analysis, which applied the
agency's collateral quality matrix specified in the transaction
documentation. The transaction has one matrix based on a 10%
maximum fixed-rate concentration limit and 20% top 10 obligor
concentration limit. Fitch analysed the matrix by applying a
haircut of 1.5% to the weighted average recovery rate (WARR), to
reflect the inflated WARR due to the old recovery rate definition.

The Stable Outlooks on the class A-1-R and A-2-R notes reflect
Fitch's expectation that the classes have sufficient credit
protection to withstand potential deterioration in the credit
quality of the portfolio in stress scenarios commensurate with the
ratings. The Positive Outlooks on the class B-1 through F notes
reflect that the transaction will exit its reinvestment period
within a year and is expected to begin deleveraging thereafter.

Stable Asset Performance: The transaction's metrics indicate stable
asset performance. According to the 3 December 2021 trustee report,
the transaction is approximately 0.8% below par and it passes all
coverage tests, collateral quality tests and portfolio profile
tests, except for the annual obligations test which is 31bp above
the 1% test limit.

'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the transaction's underlying obligors in the 'B'/'B-' category. The
weighted average rating factor (WARF) as calculated by the trustee
was 33.4, which is below the maximum covenant of 36. The WARF, as
calculated by Fitch under the updated criteria, was 24.75.

High Recovery Expectations: Senior secured obligations comprise
98.96% of the portfolio as calculated by the trustee. Fitch views
the recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch WARR
reported by the trustee was 65.8%, against the covenant at 62.7%.

Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. The top 10 obligor
concentration is 13.28%, and no obligor represents more than 1.55%
of the portfolio balance, as reported by the trustee.

RATING SENSITIVITIES

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

-- An increase of the rating default rate (RDR) at all rating
    levels by 25% of the mean RDR and a decrease of the rating
    recovery rate (RRR) by 25% at all rating levels in the
    stressed portfolio will result in downgrades of up to five
    notches, depending on the notes.

-- Downgrades may occur if the build-up of the notes' credit
    enhancement (CE) 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 reduction of the RDR at all rating levels by 25% of the mean
    RDR and an increase in the RRR by 25% at all rating levels in
    the stressed portfolio would result in upgrades of up to five
    notches, depending on the notes.

-- Except for the tranche already at the highest 'AAAsf' rating,
    upgrades may occur in the case of better than expected
    portfolio credit quality and performance that leads to higher
    CE 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

Man GLG Euro CLO V

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

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

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

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


VOYA EURO III: Fitch Raises Rating on Class F Notes to 'B'
----------------------------------------------------------
Fitch Ratings has upgraded Voya Euro CLO III DAC's class D, E and F
notes and affirmed the class X, A, B-1, B-2 and C notes. The class
B-1, B-2, C, D, E and F notes were removed from Under Criteria
Observation (UCO). The Rating Outlook for all classes is Stable.

    DEBT                RATING           PRIOR
    ----                ------           -----
Voya Euro CLO III DAC

A XS2125180005     LT AAAsf  Affirmed    AAAsf
B-1 XS2125180344   LT AAsf   Affirmed    AAsf
B-2 XS2125180773   LT AAsf   Affirmed    AAsf
C XS2125181078     LT Asf    Affirmed    Asf
D XS2125181318     LT BBBsf  Upgrade     BBB-sf
E XS2125181664     LT BBsf   Upgrade     BB-sf
F XS2125181748     LT Bsf    Upgrade     B-sf
X XS2125180260     LT AAAsf  Affirmed    AAAsf

TRANSACTION SUMMARY

Voya Euro CLO III DAC is a cash flow collateralized loan obligation
(CLO) backed by a portfolio of mainly European leveraged loans and
bonds. The transaction is actively managed by Voya Alternative
Asset Management LLC and will exit its reinvestment period in
October 2024.

KEY RATING DRIVERS

CLO Criteria Update: The rating actions mainly reflect the impact
of Fitch's recently updated CLOs and Corporate CDOs Rating Criteria
and the shorter risk horizon incorporated into Fitch's updated
stressed portfolio analysis. The analysis considered cash flow
modelling results for the stressed portfolio based on a Fitch
collateral quality matrix specified in the transaction's
documentation.

The transaction has four Fitch collateral quality matrices based on
different combinations of top 10 obligor concentration limits and
fixed rate collateral obligation limits. Fitch's analysis was based
on the matrix specifying a 15% top 10 obligor limit and 5% fixed
rate collateral obligations limit. The agency considered this
matrix as the most rating relevant, based on current and historical
portfolios for this CLO. Fitch also applied a 1.5% haircut on the
weighted average recovery rate (WARR) as the calculation of the
WARR in transaction documentation is not in line with the latest
CLO criteria.

The Stable Outlooks reflect that the notes have sufficient levels
of credit protection to withstand potential deterioration in the
credit quality of the portfolio in stress scenarios commensurate
with the respective classes' ratings.

Deviation from Model-Implied Ratings: The ratings assigned to all
notes, except the class X and A notes, are one notch below their
respective model-implied ratings. The deviations reflect the long
remaining reinvestment period till October 2024, during which the
portfolio can change significantly due to reinvestment or negative
portfolio migration.

Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. The largest single issuer and
largest 10 issuers in the portfolio represent 1.2% and 11.6% of the
portfolio, respectively.

Stable Asset Performance: The transaction is passing all collateral
quality, portfolio profile and coverage tests. Exposure to assets
with a Fitch-derived rating of 'CCC+' and below is reported by the
trustee at 2.9%, below the 7.5% limit.

'B' Portfolio: Fitch assesses the average credit quality of the
obligors to be at the 'B' rating level. The trustee calculated
Fitch weighted-average rating factor (WARF) is at 32.9, below the
covenant maximum limit of 35.0, based on trustee reporting. The
Fitch calculated WARF is at 24.4 after applying the updated Fitch
CLOs and Corporate CDOs Rating Criteria.

High Recovery Expectations: 99.6% of the portfolio comprises senior
secured obligations. Fitch views the recovery prospects for these
assets as being more favorable than for second-lien, unsecured and
mezzanine assets. The Fitch WARR of the current portfolio is
reported by the trustee at 67.3%, compared with the covenant
minimum of 66.45%.

RATING SENSITIVITIES

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

-- An increase of the rating default rate (RDR) at all rating
    levels by 25% of the mean RDR and a decrease of the rating
    recovery rate (RRR) by 25% at all rating levels in the
    stressed portfolio would result in downgrades of up to three
    notches, depending on the notes;

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

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

-- A reduction of the RDR at all rating levels by 25% of the mean
    RDR and an increase in the RRR by 25% at all rating levels in
    the stressed portfolio would result in upgrades of up to four
    notches, depending on the notes;

-- Except for the tranches already at the highest 'AAAsf' rating,
    upgrades may occur in case of better-than-expected portfolio
    credit quality and deal performance, leading to higher CE
    available to cover for losses on 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

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

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

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.




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

INTER MEDIA: Fitch Gives 'B+(EXP)' Rating to Sec. Fixed-Rate Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Inter Media and Communications S.p.A.'s
(Inter Media) senior secured fixed-rate notes a 'B+(EXP)' rating.
The Outlooks is Stable.

The final rating is contingent upon the receipt by Fitch of final
documents conforming to information already received as well as the
final pricing and financial close on the proposed notes.

RATING RATIONALE

The expected instrument rating reflects the consolidated credit
profile of Inter Milan, predominantly constituting F.C.
Internazionale Milano S.p.A. (TeamCo) and Inter Media, and the
structural protections of the Inter Media financing structure.

Inter Milan's consolidated credit profile of reflects the stability
of Serie A within the European football landscape and the franchise
strength internationally, with elevated current and projected
leverage. The coronavirus pandemic and resulting restrictions have
had a significant impact on TeamCo, leading to reduced revenue as a
result of no/partial fan attendance at games since February 2020.
This has coincided with a period of high player wages leading up to
the pandemic and significantly reduced international sponsorship
revenue expected in the coming years. Overall, this has reduced
Inter Milan's revenue diversity and created greater reliance upon
on-pitch performance and shareholder support during upcoming
periods of negative cashflow generation.

Management's business plan intends to normalise leverage levels,
but this carries execution risks and is not expected before FY25
(financial year ending June) at the earliest.

The notes benefit from preferential recourse to pledged media and
commercial revenues, partially insulating investors from many of
the ongoing operational risks that are present on a consolidated
basis.

KEY RATING DRIVERS

Prestigious League with Access to UCL - Revenue Risk: League
Business Model: 'Midrange'

Serie A is the fourth most valuable football league in Europe by
annual revenue and benefits from the top four positions having
access to the lucrative UEFA Champions League (UCL) competition.
Broadcast rights for Serie A have already been renewed for
2021-2024 and the distribution mechanics of league broadcast rights
allow a largely stable base revenue stream for teams regardless of
league position. The league's competitiveness is somewhat supported
by UEFA Financial Fair Play regulations, which monitor clubs'
financial sustainability, although it has a limited history of
effectiveness and the potential to be reformed.

Iconic European Football Team - Franchise Strength: 'Stronger'

Inter Milan has a 114-year history and historically the highest
attendance in the Italian football league. It also has a history of
strong performance having won 19 leagues, three UEFA cups and three
UCL trophies. In 2020-21 Inter Milan won the domestic league for
the first time since 2009-10 and it has competed in the UCL for the
past four seasons. The club is also the only team in Italy that has
never been relegated out of Serie A.

The club can leverage on an affluent fan base, with Milan being a
large metropolitan area and the business capital of Italy, which is
largely economically supportive of its two main clubs, Inter Milan
and AC Milan.

Revenue diversity has declined in recent years, in particular due
to expiration of several Asian sponsorship contracts that have not
been replaced. This has increased reliance on on-pitch performance,
potentially leading to greater revenue volatility.

Historic but Dated Stadium - Infrastructure Development & Renewal:
'Midrange'

Inter Milan plays at San Siro, a renowned stadium in Milan of
around 76,000 seats that belongs to the city. The stadium is one of
the largest in Europe and the largest in Italy, and is also home to
AC Milan. Although the stadium is old, it is considered a UEFA
category-four stadium, the highest possible, despite lacking modern
facilities and the large number of executive suites of modern
European stadiums.

Concentrated Refinancing - Debt Structure: Weaker

The new notes will be senior at Inter Media, fixed rate and only
partially amortising with 94% due at maturity in five years,
leading to significant refinancing risk. Fitch considers the
refinancing risk is broadly linked to the consolidated group's
performance. Fitch's analysis is therefore based on a consolidated
approach to Inter Media and TeamCo, although structural features
offer some protection to investors. The cashflow waterfall at Inter
Media gives investors a senior claim on pledged revenues that
ensures payments are made to investors, and reserve accounts are
funded, before any distributions are made to TeamCo.

Parent & Subsidiary Linkage Assessment

Inter Milan controls Inter Media, which contributes roughly 30% of
TeamCo's FY21 revenue (unadjusted). Ring-fencing provisions at
Inter Media restrict TeamCo's access to Inter Media cashflows under
certain conditions, although these restrictions offer limited
protection to bondholders, given the bullet maturity of the debt.
Under the Parent & Subsidiary Linkage criteria, Fitch therefore
assesses the 'Access & Control' of Inter Milan to Inter Media as
'Open' with 'Porous' legal ring-fencing, leading to the
single-notch rating uplift compared with the consolidated credit
profile.

Financial Profile

Fitch's financial forecast highlights the recent deterioration in
the financial profile, with negative EBITDA expected in FY22. Under
the Fitch rating case, Fitch-adjusted net debt/EBITDA reaches 21.0x
in FY23 followed by 9.5x in FY24 and 5.6x in FY25.

PEER GROUP

Inter Media has one peer publicly rated by Fitch, Fútbol Club
Barcelona (FCB, BBB-/Stable). It is a rating on FCB's private
placement instrument and is also rated on a consolidated basis.
Both clubs have similar assessments for league ('Midrange'),
franchise ('Stronger') and infrastructure renewal ('Midrange').
Although Inter Milan and FCB have a 'Stronger' assessment for
franchise, FCB has a far bigger fan base, significantly stronger
and more diverse revenue generation, and in Fitch's view, a
stronger global brand. Inter Media also has a 'Weaker' debt
structure assessment, compared with FCB's 'Midrange', due to the
concentrated bullet maturity compared with FCB's staggered debt
maturities. FCB's financial profile is also significantly stronger
under Fitch's rating case, with significantly lower leverage by
FY23 when compared with Inter Milan's Fitch-adjusted net
debt/EBITDA of 21x in FY23.

RATING SENSITIVITIES

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

-- Deterioration in Fitch-adjusted net debt/EBITDA to above 7.5x
    on a sustained basis as a result of reduced revenue stability,
    increased costs or material increase of player trading
    expenses.

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

-- Fitch-adjusted net debt/EBITDA sustainably below 6.5x as a
    result of a sustained period of high revenue, improved
    diversification of revenue streams and evidence of prudent
    cost management, provided there is a clearer view of medium-
    term wages/revenue ratio and player trading.

BEST/WORST CASE RATING SCENARIO

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

TRANSACTION SUMMARY

Inter Media is expected to issue EUR415 million fixed rate notes to
refinance existing debt. Fitch rates the notes using the Sports
Criteria and Master Criteria to determine the consolidated credit
profile. Fitch applies the Parent Subsidiary Linkage to notch up to
get to the instrument rating. Inter Media is the main cash
generating unit within the Inter Milan group, albeit its revenue
generation is ultimately linked to the TeamCo football and
financial performance.

FINANCIAL ANALYSIS

Fitch analyses the club on a consolidated basis and focuses on
Fitch-adjusted net debt/EBITDA as the primary metric. As part of
Fitch's financial analysis Fitch has updated its assumptions to
reflect the latest financial and on-pitch performance,
participation in international competitions, expectation for
stadium attendance, player salaries and net player trading. As part
of this update, Fitch has also reflected management's latest
business plan and the loss of Asian sponsorship agreements. This
leads to less diverse revenue and greater reliance upon on-pitch
performance. In particular, there is now greater reliance upon
qualification to the UCL, which Fitch does not assume on an ongoing
basis in the Fitch rating case.

The updated financial analysis results in low cash flow generation
and negative EBITDA in FY22 leading to significantly increased
leverage. Under the Fitch rating case, Fitch-adjusted net
debt/EBITDA reaches 21.0x in FY23 followed by 9.5x in FY24 and 5.6x
in FY25.

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.


KEDRION SPA: S&P Affirms 'B' LT ICR & Alters Outlook to Stable
--------------------------------------------------------------
S&P Global Ratings revised its outlook on pharmaceuticals group
Kedrion S.p.A. to stable from positive, and affirmed its 'B'
long-term issuer credit rating on the company.

The stable outlook reflects S&P's view that Kedrion should post
steady growth and margin improvements as it increases its exposure
to the margin-accretive U.S. market, realizes cost savings,
increases utilization of its manufacturing facilities, and incurs
lower one-off costs relating to the refit of its Melville plant.

Kedrion's existing shareholders (the Marcucci family and FSI) have
entered into a partnership with funds advised by private equity
firm Permira--supported by a co-investor, a wholly-owned subsidiary
of the Abu Dhabi Investment Authority (ADIA)--to jointly acquire
and combine Kedrion and U.K. competitor Bio Products Laboratory
(BPL) to create a global player in human blood plasma-derived
therapies.

S&P said, "The outlook revision follows Kedrion's announcement that
it entered into an agreement to be acquired by Permira, supported
by ADIA. We expect full details of the transaction to be released
in the coming months and the deal to close in 2022, pending
regulatory approval. Prior to the transaction, we expected
Kedrion's adjusted debt to EBITDA margin to remain within the
15%-16% range, allowing it to reduce debt to EBITDA to about 5.0x
in 2022 from about 5.9x in 2021. However, given the planned sale to
Permira, we now expect the company to undertake more aggressive
financial policies and increase its leverage above our current base
case, in line with other leveraged buyout transactions. As a
result, we do not believe that the group will be able to deleverage
close to 5.0x by 2022-2023 anymore, therefore no longer see any
imminent rating upside. That said, we are not currently aware of
plans to re-leverage the company to levels that would create a
material increase in refinancing risk (for example, over 7x), or
prevent it from generating positive discretionary cash flow.
Consequently, we affirmed our 'B' long-term issuer credit rating on
Kedrion."

Kedrion's vertically integrated business model, strong access to
plasma, and the plasma industry's high barriers to entry are key
credit strengths. With a 3% market share, Kedrion is the
fifth-largest plasma producer globally in an industry that has been
largely dominated by three groups: CSL (29%), Grifols (20%), and
Takeda (20%). However, Kedrion holds a strong position in the
markets it operates in, including its No. 1 position in Italy
(about 35% market share), and has a strong presence in specific
niches in core markets such as anti-rabies, anti-D, and factor VII
in the U.S. In our view, scale is an important factor in the plasma
industry since large groups can secure better prices and
larger-volume contracts, and benefit from barriers to entry in
terms of their extensive manufacturing footprints.

Kedrion's broad customer base and good geographical diversity are
offset by its limited manufacturing footprint compared with that of
its peers. The group's customer base is well diversified and not
dependent on one single customer or national tender. Kedrion's main
customers are government authorities; national health services,
through tender awards; and private distributors. S&P expects the
group's presence in the U.S. to increase, which should support
margin growth. Emerging markets also have significant untapped
growth potential. That said, Kedrion has only five manufacturing
sites, of which only three are capable of fractionation--the
process of separating plasma from blood--highlighting the group's
dependence on a limited number of plants. Any operational setbacks
or bottlenecks could materially damage the group's operations and,
notably, its profitability. This weighs on its business risk
assessment.

S&P said, "Although we expect the COVID-19 pandemic will continue
to weaken Kedrion's topline in 2021, we forecast a recovery in
revenue in 2022-2023, supported by strong demand for immunoglobulin
and further penetration into the U.S.Kedrion generates 37% of its
revenue from the key U.S. market. This compares unfavorably with
Grifols or CSL, which have a much stronger presence in this
margin-accretive market. That said, we expect Kedrion will increase
its exposure to the U.S. thanks to the ramp-up of its fractionation
plant in Melville, New York, which we expect will be fully
operational by 2023. Kedrion's revenue should benefit from its good
product mix and its exposure to the fast-growing immunoglobin
segment. Therefore, failure to successfully expand in the U.S. or
potential delays in the ramp-up of the Melville plant could
pressure the rating.

"The stable outlook reflects our view that Kedrion should post
steady growth and margin improvements as it increases its exposure
to the margin-accretive U.S. market, realizes cost savings,
increases utilization of its manufacturing facilities, and incurs
lower one-off costs relating to the refit of its Melville plant.
This should allow the company to maintain an adjusted debt to
EBITDA below 6x post-transaction closing.

"We could lower our ratings if Kedrion's performance deviates from
our base case such that the group fails to bring adjusted debt to
EBITDA below 6x within 12 months post-transaction closing. Serious
operational setbacks--such as higher costs than the group expects
for plasma or the expansion of its plasma-collection
capacity--could put pressure on EBITDA and increase leverage. We
could also lower the rating if Kedrion fails to generate positive
free operating cash flow (FOCF) for a protracted period due to
larger working capital swings than we expect or higher capital
expenditure (capex) than in our base-case scenario. Finally, we
could lower the ratings if we regarded Kedrion's financial policy
as more aggressive than in our base case, due to unexpected and
material debt-financed acquisitions.

"We see limited upside given the current situation with a pending
acquisition through a financial sponsor. Having said that, we could
take a positive rating action if Kedrion achieved a strong
improvement in its EBITDA margins above our base case, pushing
adjusted leverage comfortably and sustainably below 5.0x from 2022,
while generating FOCF of at least EUR20 million. This scenario
could result, for example, from significant gains in market share
in the U.S., enhanced operating efficiency, and a conservative
approach to external expansion."




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

CERDIA HOLDING: Moody's Assigns B3 CFR & Rates New Secured Notes B3
-------------------------------------------------------------------
Moody's Investors Service assigned a B3 corporate family rating and
B3-PD probability of default rating to Cerdia Holding S.a r.l.
(Cerdia), as well as a B3 rating to the proposed $600 million
guaranteed senior secured notes due in January 2027 issued by its
financing subsidiary Cerdia Finanz GmbH. The ratings incorporate
expectations that the company will execute on the proposed
refinancing. Moody's expects to withdraw the ratings on BCP VII
Jade Holdco (Cayman) Ltd and the legacy debt instruments and
Cerdia's subsidiary Jade Germany GmbH upon repayment. The outlook
on both entities is stable.

"The assignment of Cerdia's B3 rating reflects the improved
maturity profile of the company following the refinancing of its
capital structure, as well as expectations for a meaningfully lower
cost base following the closure of its Roussillon plant in France,
which provides potential for the company to deleverage its capital
structure over the next several years," said Janko Lukac, Moody's
Vice President and Senior Analyst. "At the same time, Cerdia's very
high Moody's adj. leverage of about 6.8x gross debt/EBITDA
(expected for year end 2021) and the structurally declining end
market for tobacco leave the rating weakly in the B3 category."

RATINGS RATIONALE

The rating action takes into account Cerdia's very high adjusted
gross leverage of around 6.8x adj, debt / EBITDA pro forma year end
2021, as a result of consistently high costs in the past to reduce
its cost base absent any meaningful recovery in filter tow volume
or prices, which Moody's does not expect. It also incorporates
Moody's expectations that adjusted gross leverage will not decline
below 7.0x throughout the next 12 months due to continuous
efficiency measures necessary to offset rising cost inflation and
pressure on its global tobacco end market where cigarettes volumes
decline by about 2% annually.

While structurally declining, Moody's expects the end market for
tobacco to remain stable, and the Covid 19 crisis did not
materially impact this market. Expected continuation of these
trends will likely enable Cerdia to generate positive free cash
flow of about $20 million starting from 2023, once the majority of
cash for the closure of the Roussillon plant is paid out and recent
price increases are fully reflected. Consequently, the company's
net debt/EBITDA ratio should decline from about 6.7x pro forma year
end 2021 towards 6.0x by year end 2023. However, as the second
smallest operator in an oligopolistic and structurally declining
industry, Cerdia may face challenge remaining cost competitive
given its lower economies of scale compared to its competitors, as
it only operates four plants and has already achieved material cost
reductions over the past three years.

The B3 CFR reflects the company's (i) established position in the
global but small filter tow industry, which is consolidated and
protected by high entry barriers; (ii) vertically integrated
business model, with in-house production of flakes required to
manufacture filter tows; (iii) predictable end user tobacco market
over at least next several years, with good revenue visibility
based on multi-year customer contracts; and (iv) high company
adjusted EBITDA margins expected at around 26% in 2021 and low
capex requirements, translating into capacity for solid free cash
flow.

These positives are balanced by the company's (i) small size, with
2021 revenues expected at $482 million, and very narrow product
portfolio focused on filter tow and acetate flakes, which supply an
end market that is in a structural decline (tobacco); (ii) high
customer concentration, with top six key accounts representing
c.61% of Cerdia's volumes; (iii) high operational concentration,
given most filter tow is produced at the Freiburg site in Germany;
and (iv) the industry's inherent exposure to price pressure in
future, as a result of the consolidated structure of the customer
base and the ongoing secular decline in volumes.

LIQUIDITY

Pro forma for the successful bond issuance, Cerdia's liquidity is
adequate, with $16 million cash on balance sheet and an undrawn
EUR65 million (equivalent $74 million) RCF due in July 2026. The
RCF has a springing leverage maintenance covenant of 6.3x, only
tested if the facility is utilized for more than 40%. Moody's
expects the RCF to remain undrawn and Cerdia 's leverage to remain
well in compliance, if it were to be tested, over the next 12-18
months.

For 2022, Moody's expects slightly positive to break even free cash
flow based on assumptions of $13million transaction costs, $12
million cash out for the Roussillon closure, capex of $24 million
and moderately negative working capital. Moody's does not
anticipate any dividend or other distributions to shareholders
throughout the rating horizon and notes that the company has no
material upcoming debt maturity until the EUR65 million RCF comes
due in July 2026, followed by the $600 million bond in January
2027.

RATING OUTLOOK

The stable outlook reflects Cerdia's improved liquidity and
extended debt maturities. It also incorporates Moody's expectations
that the reduced cost base will allow the company to generate
moderate free cash flow starting from 2022 and reduce its net
leverage by building up cash on balance sheet.

ESG CONSIDERATIONS

Social and governance considerations have been a driver of the
rating action. Moody's considers Cerdia's end market exposure to
the tobacco industry as a social risk, including potential
regulatory changes that could reduce demand for cigarettes and,
therefore, filter tows, which also increases risk related to the
ability and willingness of financial investors to refinance its
debt maturities when due. Furthermore, a large part of Cerdia's
workforce is unionized, which could affect the company's ability to
further restructure its cost base.

In addition, Moody's considers the refinancing of the term loans
via a bond issuance and Cerdia's ownership by the private equity
firm Blackstone when assessing the company's governance. The
private equity business model typically involves an aggressive
financial policy and a highly leveraged capital structure to
extract value.

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

Although an upgrade is unlikely given the exposure of the company
to a market in structural decline, positive rating pressure could
materialise if Cerdia: (i) meaningfully diversifies its product
offering; (ii) reduces leverage to well below 6.0x adj. debt/EBITDA
on a sustained basis; and (iii) maintains good liquidity.

Downgrade pressure on the rating could arise if the cost savings
program fails to offset the decline in volumes and prices resulting
in (i) EBITDA margins declining below twenties (ii), net leverage
not declining below 6.5x adj. debt / EBITDA over the next 12- 18
months, (iii) a weakening of the group's liquidity, as evidenced by
negative free cash flows, higher restructuring cost than currently
anticipated or any distributions to shareholders.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Manufacturing
published in September 2021.

COMPANY PROFILE

Cerdia is a leading supplier of cellulose acetate filter tow, a
critical component used by tobacco companies for cigarette filters,
with expected net sales of $482 million in 2021. Acetate filter tow
represented more than 92% of 2021 revenues, with the rest split
between acetate flakes mainly used for cigarette filters (2%) and
sale from other products and services (6%). Cerdia's four plants
are located in Germany, Russia, Brazil and the US. The company was
spun-off rom Solvay SA (Baa2 stable), which sold it to private
equity fund Blackstone via an LBO deal 2017.


NEXA RESOURCES: S&P Affirms 'BB+' ICR, Outlook Stable
-----------------------------------------------------
S&P Global Ratings, on Jan. 24, 2022, revised upwards the
Luxembourg-based miner Nexa Resources S.A.'s stand-alone credit
profile (SACP) to 'bb' from 'bb-'. At the same time, S&P affirmed
its 'BB+/B' issuer credit and 'BB+' issue-level ratings on Nexa.

The stable outlook on Nexa reflects that on its parent company,
Votorantim S.A., because the rating incorporates one notch of
support from the group. S&P expects Nexa to generate annual free
operating cash flow (FOCF) of above $100 million and maintain
adjusted debt to EBITDA in the 1.5x-2.0x range over the next few
years.

The likely continuation of strong zinc and copper prices in 2022
and the completion of investments at its Aripuana mine in Brazil
should result in stronger-than-expected metrics. Average zinc
prices rose to about $2,960 per ton in 2021 from $2,270 per ton in
2020, and S&P currently forecast it to remain at around $2,700 -
$3,000 per ton over the next couple of years. S&P forecasts these
prices will cause Nexa's debt to EBITDA to drop to 1.5x-2.0x and
annual FOCF to rise above $100 million over the next few years. The
stronger metrics underpin the revision of the company's SACP to
'bb' from 'bb-'.

Metals prices jumped amid robust demand and restricted supply.
Global zinc concentrate supply growth seems to be limited, given
expected mines closures/reduction versus mapped brownfields and
greenfield projects. In addition, energy restrictions in Europe and
China have pinched zinc smelters' production. On the other hand,
conditions for Nexa remain volatile. This is because the
pandemic-induced uncertainties remain as a considerable risk
factor, along with potential tax hikes for Peru's mining sector
that are in discussion under the new administration, although
changes to the country´s tax framework are unlikely to occur in
2022.

S&P said, "We assume that Aripuana will start ramping up its
operations in the second quarter and reach higher utilization rates
as of the second half this year, adding 20,000 - 25,000 tons of
zinc in 2022 and 55,000- 65,000 tons in 2023. We forecast annual
capex of $360 million - $380 million for the next few years, down
from $510 million in 2021. The first amount will consist of
maintenance capex of $270 million - $300 million and $50 million -
$80 million in expansion/modernization capex. The company plans to
use the bulk of free cash flows to fund investments and for debt
reduction, instead of allocating capital to dividends or shares
repurchase. We understand Nexa is interested in expanding its
presence in regions outside Latin America, mainly in copper, but it
doesn't have a specific target that we could include in our
base-case scenario."

The 'BB+' rating incorporates one notch of support from its parent
company, (BBB-/Stable/--).

S&P said, "We continue to view Nexa as a highly strategic
subsidiary of Votorantim, which would provide, in our view,
extraordinary support if necessary. Therefore, we incorporate
potential group support into our rating on Nexa of up to one notch
below that on its parent company."




===============
P O R T U G A L
===============

TAP SA: Moody's Puts Caa2 CFR Under Review for Upgrade
------------------------------------------------------
Moody's Investors Service has placed on review for upgrade the
Caa2-PD probability of default rating and the Caa2 corporate family
rating of TRANSPORTES AEREOS PORTUGUESES, S.A. (TAP SA, the company
or the issuer). Concurrently the agency has placed TAP SA's Caa2
rating of the issuer's EUR375 million senior unsecured notes and
caa3 baseline credit assessment (BCA) on review for upgrade. The
outlook has been changed to ratings under review from negative.

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

The placement of all ratings of TAP SA on review for upgrade
follows the European Commission's approval of a EUR2.55 billion
State aid support package to be granted by the Portuguese
government to TAP SA. The State aid support package comes in
addition to EUR462 million and EUR178 million of damage
compensation that the Portuguese government has provided to TAP SA
through capital increase in the form of cash injections during the
first half of 2021 and in December 2021. The State aid Support
package from the Portuguese government will bring approximately
EUR1.0 billion of additional cash on the balance sheet of TAP SA
whilst the EUR1.2 billion (EUR1.258 billion including accrued
interest) received by TAP SA during the course of 2020 has been
equitized. The size of the State aid support is very material in
comparison to TAP SA's pre-pandemic equity position (EUR135
million), adjusted debt position (EUR3.7 billion) and the
cumulative cash burn since the beginning of the pandemic (EUR1.273
billion of negative Moody's Free cash flow in 2020 and H1 2021).
The State aid support package will also significantly reinforce TAP
SA's liquidity.

Whilst the European Commission has not yet disclosed the approval
conditions of the EUR2.55 billion State aid support package (apart
from the slots that TAP SA will have to offer) Moody's understand
from TAP SA that the approval conditions do not include
restructuring measures of any debt instruments in the capital
structure of TAP SA.

The review process will focus on:

(i) the approval conditions of the European Commission for the
EUR2.55 billion State aid support package once published by the
European Commission;

(ii) the business plan underpinning the European Commission's
approval including the restructuring measures to be implemented by
TAP SA and its parent company TAP S.G.P.S. to restore its
profitability and cash flow generation over the next 24 months;

(iii) the adequacy of TAP SA's liquidity position in light of
future cash burn and the path to credit metrics restoration; and

(iv) Moody's support & dependence assumptions under Moody's
Government-Related Issuers Methodology in light of the significant
increase in ownership of the Portuguese government and the
materiality of the support package provided.

Prior to the initiation of the review process Moody's had stated
that the agency did not see any positive rating pressure on the
current rating during the time that TAP SA is negotiating its
restructuring programme. The agency added that a successful
implementation of a comprehensive restructuring plan leading to a
stabilization of TAP SA's credit and liquidity profile and ensuring
the long term solvency of the issuer could lead to positive rating
pressure.

Conversely the agency indicated that the ratings of TAP SA could be
lowered further if the issuer failed to develop and get approved a
comprehensive restructuring plan.

The methodologies used in these ratings were Passenger Airlines
published in August 2021.




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

CERDIA INT'L: S&P Affirms 'B-' LongTerm ICR, Outlook Stable
-----------------------------------------------------------
S&P Global Ratings affirmed its 'B-' long-term issuer credit rating
on Switzerland-based Cerdia International GmbH's parent BCP VII
Jade Topco (Cayman) Ltd. and assigned its 'B-' issue rating to the
proposed $600 million senior secured notes.

The stable outlook indicates that S&P expects Cerdia will likely
retain adequate liquidity for years to come, supported by the
extension of the company's debt maturity profile following the
proposed refinancing, although our medium-term base case for
leverage improvement remains highly dependent on volumes
allocations, raw material prices, and the final stages of the
Roussillon plant closure.

The proposed refinancing will extend Cerdia's debt maturity profile
and improve liquidity headroom for years to come.

Cerdia intends to extend its debt maturity profile by replacing its
$610 million term loan and EUR65 million RCF maturing in May 2023
with $600 million of senior secured notes maturing in 2027 and a
EUR65 million super senior secured RCF maturing in 2026. S&P said,
"We understand that $9 million of real estate proceeds and $12
million of cash from the balance sheet will also be used as part of
the transaction. We believe this prompt refinancing will enable
Cerdia to establish a long-term sustainable capital structure."

S&P said, "We positively view management's actions to optimize the
company's profitability while meeting strategic plans.The
Roussillon closure project is progressing well with 75% of closure
costs already incurred by year-end 2021, and better visibility on
the remaining costs. We positively note that the total project cost
is about $15 million lower than the $75 million-$80 million initial
estimate, supported by property and equipment sales, with
additional sales potentially representing further cost-reduction
opportunities. We believe this project has enabled Cerdia to
right-size its production capacities while generating annual cost
savings of $20 million-$25 million and annual capital expenditure
(capex) savings of $3 million-$5 million. Moreover, Cerdia reported
solid performance in recent quarters, supported by continued
expansion, with key accounts resulting in increasing sales volume
in a challenging industry and environment."

"S&P Global Ratings-adjusted leverage will remain high in 2022 and
FOCF limited due to variable cost inflation and the ongoing
restructuring. We anticipate that Cerdia's raw material prices will
remain high over first-half 2022. Wood pulp prices should remain
high and acetic acid and energy prices have increased to record
levels in recent months, driven by gas price inflation. To mitigate
higher raw material and energy costs, Cerdia has applied a EUR0.30
per kilogram price increase for acetate tow since October 2021.
That said, we still anticipate a gross margin decline in 2022 given
these increases will take time to flow through all contracts. We
also continue to include in our base case restructuring costs
related to the French plant closure, although they are much lower
than in recent years--$12 million expected for 2022, down from $29
million in 2021. We therefore expect Cerdia to report S&P Global
Ratings-adjusted leverage of 7.8x-8.0x and FOCF close to 2021
levels in 2022. For 2023, we anticipate FOCF will recover and
leverage improve as raw material prices reverse to more normalized
levels while most cash costs related to Roussillon are already
settled.

"The stable outlook indicates that we expect Cerdia will likely
retain adequate liquidity for years to come, supported by the
extension of the company's debt maturities following the
refinancing. We also anticipate the company's leverage will remain
high in 2022, at 7.8x-8x, due to variable cost inflation as well as
ongoing restructuring costs, before potentially improving in 2023
toward 6.6x. Our base case also points to positive FOCF, although
still low in 2022, and cash interest coverage of about 2x under the
new capital structure, which we view as commensurate with the 'B-'
rating.

"We could raise the ratings if the company's business and
performance strengthen, such that debt to EBITDA improves to 6.5x
or below on a sustained basis, and FOCF increases toward $30
million. This could happen following gross margin reversal to more
normalized levels with restructuring costs mostly incurred. It
would also translate in cash interest coverage closer to 3.0x.

"We would lower the ratings if Cerdia's refinancing plans do not
materialize, causing potential liquidity pressure, or if operating
performance deteriorates such that its capital structure becomes
unsustainable. This could stem from either more than anticipated
pressure on gross margins given the inflationary environment, an
accelerated decline in cigarette consumption, unfavorable volume
allocation, or still-high and unanticipated restructuring costs.
Under that scenario, the company would report negative FOCF and
cash interest coverage would deteriorate below 2x."


GARRETT MOTION: S&P Affirms 'B+ LongTerm Issuer Credit Rating
-------------------------------------------------------------
S&P Global Ratings affirmed its 'B+ long term issuer rating on
turbocharger manufacturer Garrett Motion Inc. (GMI) and its 'B+'
issue rating on the company's secured loans.

The stable outlook reflects S&P's view that the market for
turbochargers will continue to expand in the near term despite the
shift to alternative powertrains and volatile light vehicle
production, with GMI maintaining its leading market position to
support EBITDA margins of above 15% and FOCF of $300 million-$400
million in 2022.

GMI's early repayment of its preference shares B due 2027 will help
to keep leverage in check despite payment-in-kind (PIK) interest
accruals on the preference shares series A. S&P said, "By the end
of first-quarter 2022, we anticipate that GMI will have repaid $411
million of its $585 million (based on present value at June 30,
2021) of preference shares B held by an affiliate of Honeywell
International Inc. One repayment of $211 million was made on Dec.
28, 2021, and we expect the second, of $200 million, will occur in
first-quarter 2022. In addition, we think GMI will maintain its
EBITDA above $600 million such that Honeywell will be allowed to
exercise its put option for the repurchase of the remaining portion
of the preference shares B from Jan. 1, 2023. The repayment of the
preference shares B, which we view as debt, will offset PIK
interest accruals of about $97 million in 2021 and about $159
million in 2022. These relate to the company's preferred shares
series A that we also treat as a debt-like instrument (principal of
about EUR1.4 billion expected at year-end 2021). As a result, we
anticipate that GMI's S&P Global Ratings-adjusted debt to EBITDA,
which would have increased absent the repayments, will stand at
about 5x in 2021 and 2022."

S&P said, "We expect solid FOCF in 2021 and 2022 despite difficult
market conditions. Excluding cash items related to the emergence
from chapter 11 that we consider exceptional, we forecast that
GMI's FOCF will be close to $300 million in 2021, supported by a
strong recovery in turbocharger demand and good control over costs.
This translates into an EBITDA margin of about 16%-18%, and modest
capital expenditure (capex) of 2%-3% of sales. Nevertheless, GMI
has not been immune to the disruptions from the shortage in
semiconductors, which will likely lead to a working capital outflow
of about $100 million-$150 million due to lower sales. In 2022,
even though input cost inflation could constrain the company's
EBITDA margin to about 15%-17%, we think that FOCF will increase to
$300 million-$400 million." This is primarily a function of an
expected reversal in working capital with a minor inflow of up to
$50 million compared with an outflow of about $100 million-$150
million expected in 2021.

GMI's credit metrics from 2023 will depend on the conversion of the
preference shares A. From Jan. 1, 2023, GMI will be allowed to pay
a rate of 11% cash interest on its preference shares A if its
EBITDA exceeds $425 million. S&P estimates that GMI's cash interest
could increase substantially to about $230 million in 2023 from
about $65 million expected in 2021 and 2022, which would materially
reduce its FOCF to $100 million-$200 million. However, the
preference shares A will automatically convert into common equity
from May 1, 2023, if the following three conditions are met:

-- $125 million or less of amortization remains outstanding on the
series B preferred shares;

-- GMI's consolidated adjusted EBITDA equals or exceeds $600
million for two consecutive quarters on a past-12-month basis; and

-- GMI's share price (75-day volume-weighted average) is greater
than or equal to 150% of the conversion price ($5.25); or at least
$7.875.

S&P thinks that the likelihood the first condition will be met is
near certain, but there is more uncertainty regarding the third
condition related to GMI's share price. The EBITDA threshold may
not be reached either if operating performance weakens.

S&P said, "Financial policy will remain a key driver of our ratings
on GMI, and play a decisive role for any upside. GMI is controlled
by Oaktree and Centerbridge and the two private equity firms
nominate six of the company's nine board members. If the preferred
shares series A are converted into common shares in 2023, the
company's credit metrics would strengthen significantly with its
debt to EBITDA falling to close to 2x, and FOCF to debt increasing
to 15%-16%. Nevertheless, we highlight that GMI's reliance on
conventional powertrains, since its turbochargers are not needed
for pure electric vehicles, could lead shareholders to consider
acquisitions that would ensure product diversification toward
e-mobility. Any upgrade would therefore hinge on our belief that
shareholders would commit to maintaining credit metrics at a level
commensurate with a higher rating. Moreover, if that conversion
does not occur, we currently expect that our adjusted leverage
would likely remain at 4.0x–5.0x and FOCF to debt could slide
toward 5%, which we consider weak for the current rating.

"The stable outlook reflects our view that the market for
turbochargers will continue to expand in the near term despite the
shift to alternative powertrains and volatile light vehicle
production, with GMI maintaining its leading market position. This
should result in EBITDA margin staying above 15% and support FOCF
of $300 million-$400 million in 2022.

"We could lower our rating on GMI if demand for the company's
products reduces faster than expected due to an acceleration in
battery electric vehicle adoption, leading EBITDA margin to decline
below 15%. We could also lower our rating if the company's FOCF
weakens due to cash interest payments on the preference shares
series A (if not converted into common equity) or unexpected
weaknesses in operating performance, driving FOCF to debt down
toward 5%.

"We would consider an upgrade due to a clear and sustainable
deleveraging trend, translating to debt to EBITDA well below 5x and
FOCF to debt of about 10%, backed by a firm financial policy
commitment to maintain credit metrics at these levels. An upgrade
would also hinge on our belief that GMI can sustain solid revenue
growth prospects and an adjusted EBITDA margin of over 15% despite
its reliance on internal combustion engine powered cars."

ESG credit indicators: E-4 S-2 G-3

S&P said, "Environmental factors are a negative consideration in
our credit rating analysis of GMI. As a manufacturer of
turbochargers for diesel and gasoline vehicles, GMI is more exposed
to environmental risk than other auto suppliers, in our view. The
company has developed a product offering for hybrid and fuel cell
technologies, but we think a more rapid increase in the share of
battery electric in the powertrain mix for light vehicles would be
detrimental to its credit quality. Governance factors are a
moderately negative consideration, reflecting that we view
financial sponsor-owned companies with aggressive or highly
leveraged financial risk profiles as demonstrating corporate
decision-making that prioritizes the interests of the controlling
owners, typically with finite holding periods and a focus on
maximizing shareholder returns."




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

ALL FLINTSHIRE: Enters Administration, Ceases Trading
-----------------------------------------------------
Deeside.com reports that a Flintshire based credit union has closed
but members have been assured their savings are protected.

Holywell-based All Flintshire Credit Union (AFCU) has been placed
into Administration and has now ceased trading, Deeside.com
relates.

Credit unions are not-for-profit, member-owned, community savings
and loans providers and are an ethical alternative to high street
banks or doorstep lenders.

According to Deeside.com, a message on the AFCU website states
that: "All Flintshire Credit Union Limited was placed into
Administration and has now stopped trading."

"James Sleight and Peter Hart of PKF GM were appointed as Joint
Administrators of AFCU on 25 January 2022."

"The Financial Services Compensation Scheme ("FSCS") has also
declared the credit union in default, which means that all savers
monies are protected and will receive their funds (up to the limit
of GBP85,000 per individual)."


CAFFE NERO: Carlyle Provides GBP360-Mil. Debt Financing
-------------------------------------------------------
Credit Strategy reports that Carlyle's global credit platform has
provided a debt financing package of around GBP360 million to
support the refinancing and future growth of high street coffee
shop group The Caffe Nero Group.

The global investment firm said the transaction had enabled Caffe
Nero to reduce its debt exposure, strengthen its balance sheet and
provided it with additional funds to support its growth plans,
Credit Strategy relates.

The ownership structure of the business is unchanged, with founder
and chief executive Gerry Ford and his family and friends remaining
majority shareholders, Credit Strategy notes.

Mr. Ford, as cited by Credit Strategy, said: "Our new capital
structure will allow us to focus on future growth, and I very much
look forward to working with Carlye as we leverage their financial
and strategic expertise to take the Caffe Nero brand to new
heights."

Caffe Nero was founded more than 20 years ago and has over 1,000
stores across 10 countries, of which 750 are based in the UK.  It
employs 7,700 people, with 5,600 UK-based.

The coffee shop chain struggled during the pandemic as lockdown
forced it to close its doors for months at a time, Credit Strategy
discloses.  In 2020 it launched a Company Voluntary Arrangement,
(CVA) which allowed it to renegotiate terms with its landlords and
other creditors, Credit Strategy relays, citing the BBC.  


CANADA SQUARE 6: Moody's Gives (P)Caa1 Rating to Class X2 Notes
---------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to Notes
to be issued by Canada Square Funding 6 PLC:

GBP []M Class A Mortgage Backed Floating Rate Notes due January
2059, Assigned (P)Aaa (sf)

GBP []M Class B Mortgage Backed Floating Rate Notes due January
2059, Assigned (P)Aa2 (sf)

GBP []M Class C Mortgage Backed Floating Rate Notes due January
2059, Assigned (P)Aa3 (sf)

GBP []M Class D Mortgage Backed Floating Rate Notes due January
2059, Assigned (P)A3 (sf)

GBP []M Class E Mortgage Backed Floating Rate Notes due January
2059, Assigned (P)Baa3 (sf)

GBP []M Class X1 Mortgage Backed Floating Rate Notes due January
2059, Assigned (P)Ba3 (sf)

GBP []M Class X2 Mortgage Backed Floating Rate Notes due January
2059, Assigned (P)Caa1 (sf)

Moody's has not assigned any ratings to the GBP []M VRR Loan Note
due January 2059, the Class S1 Certificate due January 2059, the
Class S2 Certificate due January 2059 and the Class Y Certificate
due January 2059.

RATINGS RATIONALE

The Notes are backed by a pool of UK buy-to-let ("BTL") mortgage
loans originated by Fleet Mortgages Limited ("Fleet", NR), Topaz
Finance Limited ("Topaz", NR), Landbay Partners Limited ("Landbay",
NR) and Hey Habito Ltd ("Habito", NR). The pool was acquired by
Citibank, N.A., London Branch (Aa3/(P)P-1 & Aa3(cr)/P-1(cr)) from
each originator.

The portfolio of assets amounts to approximately GBP 364 million as
of the November 31, 2021 pool cut-off date. The Reserve Fund will
be partially funded to 1% of the Class A Notes' balance at closing.
The VRR Loan Note is a risk retention Note which receives 5% of all
available receipts, while the remaining Notes and Certificates
receive 95% of the available receipts on a pari-passu basis.

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

According to Moody's, the transaction benefits from various credit
strengths such as a granular portfolio and an amortising liquidity
reserve initially sized at 1.0% of 100/95 of the outstanding Class
A Notes, with a floor of 1.0% of 100/95 prior to the step-up date
and no floor post step-up date in January 2027. The liquidity
reserve fund supports the Class S1 Certificate, Class S2
Certificate and interest on the Class A Notes. The target amount of
the liquidity reserve fund is 1.25% of 100/95 of the outstanding
Class A Notes. Principal receipts are used to fund the reserve fund
from 1.0% up to its target and release amounts from the liquidity
reserve fund will flow through the principal waterfall. There is no
general reserve fund.

Moody's determined the portfolio lifetime expected loss of 1.5% and
Aaa MILAN credit enhancement ("MILAN CE") of 13.0% related to
borrower receivables. The expected loss captures Moody's
expectations of performance considering the current economic
outlook, while the MILAN CE captures the loss Moody's expect the
portfolio to suffer in the event of a severe recession scenario.
Expected defaults and MILAN CE are parameters used by Moody's to
calibrate its lognormal portfolio loss distribution curve and to
associate a probability with each potential future loss scenario in
the ABSROM cash flow model to rate RMBS.

Portfolio expected loss of 1.5%: This is broadly in line with the
UK BTL RMBS sector and is based on Moody's assessment of the
lifetime loss expectation for the pool taking into account: (i) the
collateral performance of originated loans to date, as provided by
the originators; (ii) the performance of previously securitised
portfolios, with cumulative losses of 0% to date; (iii) the fact
that some originators are new and have a limited track record; (iv)
below 1% of satisfied CCJs in the pool; (v) 19.8% of the loans in
the pool backed by multifamily properties; (vi) the current
macroeconomic environment in the UK and the impact of future
interest rate rises on the performance of the mortgage loans; and
(vii) benchmarking with other UK BTL transactions.

MILAN CE for this pool is 13.0%, which is in line with other UK BTL
RMBS transactions, owing to: (i) the WA current LTV for the pool of
71.9%; (ii) top 20 borrowers constituting 8.3% of the pool; (iii)
static nature of the pool; (iv) the fact that 94.4% of the pool are
interest-only loans; (v) the share of self-employed borrowers of
56.5%, and legal entities of 53.0%; (vi) the presence of 19.8% of
MUB loans in the pool; and (vii) benchmarking with similar UK BTL
transactions.

Operational Risk Analysis: Fleet, Topaz, Landbay and Habito are the
servicers in the transaction whilst Citibank, N.A., London Branch,
will be acting as the cash manager. In order to mitigate the
operational risk, CSC Capital Markets UK Limited (NR) will act as
back-up servicer facilitator. To ensure payment continuity over the
transaction's lifetime, the transaction documentation incorporates
estimation language whereby the cash manager can use the three most
recent servicer reports available to determine the cash allocation
in case no servicer report is available. The transaction also
benefits from approx. 2 quarters of liquidity for Class A Notes
based on Moody's calculations. Finally, there is principal to pay
interest mechanism as a source of liquidity for the Classes A to E
which is available either when the relevant tranches PDL does not
exceed 10%, or when the relevant class of Notes becomes the most
senior class without any other condition.

Interest Rate Risk Analysis: 92.8% of the loans in the pool are
fixed rate loans reverting to BBR. The Notes are floating rate
securities with reference to daily SONIA. To mitigate the
fixed-floating mismatch between fixed-rate assets and floating-rate
liabilities, there will be a scheduled notional fixed-floating
interest rate swap provided by BNP Paribas (Aa3(cr)/P-1(cr)).

The principal methodology used in these ratings was "Moody's
Approach to Rating RMBS Using the MILAN Framework" published in
December 2020.

The analysis undertaken by Moody's at the initial assignment of
ratings for RMBS securities may focus on aspects that become less
relevant or typically remain unchanged during the surveillance
stage.

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

Significantly different actual losses compared with Moody's
expectations at close due to either a change in economic conditions
from Moody's central scenario forecast or idiosyncratic performance
factors would lead to rating actions. For instance, should economic
conditions be worse than forecast, the higher defaults and loss
severities resulting from a greater unemployment, worsening
household affordability and a weaker housing market could result in
a downgrade of the ratings. Deleveraging of the capital structure
or conversely a deterioration in the Notes available credit
enhancement could result in an upgrade or a downgrade of the
ratings, respectively.


CORBIN & KING: Enters Into Administration Following Default
-----------------------------------------------------------
Joanna Partridge and Sarah Butler at The Guardian report that the
owner of high-end London restaurants including the Wolseley and the
Delaunay has fallen into administration after trade was devastated
by the pandemic.

Administrators have been appointed for the venues' parent company,
Corbin & King, after its largest shareholder, the Thai hospitality
group Minor International, accused it of failing to meet its
financial obligations, The Guardian relates.

The administration comes amid an escalating disagreement over
financing and future strategy between Corbin & King, founded by
Chris Corbin and Jeremy King, and Minor International, which holds
a 74% stake in the group and has had a controlling position on the
company's board since 2017, The Guardian notes.

The group's London restaurants have been knocked by repeated
closures of hospitality venues during the pandemic, and Minor
International said the business was no longer solvent, The Guardian
states.

Minor International, which is the group's largest lender, said it
had provided Corbin & King with GBP38 million in loans and loan
guarantees since May 2020, The Guardian relays.  It accused the
company of defaulting on its obligations and said it required
strong financial support, The Guardian discloses.

The move to appoint administrators from FRP comes just days after
Corbin & King attempted to file a motion in the high court to try
to prevent Minor International from calling in its loan, which
would have pushed the company into insolvency, as first reported by
the Sunday Times, The Guardian recounts.

According to The Guardian, Dillip Rajakarier, the group chief
executive of Minor International, accused King of rejecting its
"offers to put the company on a strong financial standing" and said
it had "no choice" but to put Corbin & King into administration.

Minor, as cited by The Guardian, said it had been unable to agree
on a commercial strategy with King and said it had called on the
board to inject more money into the business.

Minor International insisted it had launched the administration as
way of safeguarding the long-term viability of the business, and
said it was committed to supporting the group's staff and
preserving the firm's brands, The Guardian relates.

Mr. King insisted there was "absolutely no need to go into
administration", The Guardian notes.  He said the company was
"trading extremely well" and continuing to pay its suppliers and
staff.

He accused Minor International of making a "power play" for the
group's holding company, and stated his intention to buy the
company out of administration, according to The Guardian.


I-LOGIC TECHNOLOGIES: Moody's Rates New USD Secured Notes 'B2'
--------------------------------------------------------------
Moody's Investors Service assigned B2 ratings to I-Logic
Technologies Bidco Limited's ("I-Logic" d/b/a "ION Analytics")
proposed USD senior secured notes due 2030 and proposed Euro senior
secured notes due 2030. The combined issuance amount is expected to
be equivalent to $850 million USD. The net proceeds from the
proposed notes will be used to repay an existing $275 million
bridge loan previously used to fund the acquisition of Backstop
Solutions Group, LLC ("Backstop"), repay $450 million of the
existing term loans, fund a $100 million dividend distribution to
buyback minority shareholders, and fund $25 million for general
corporate purposes and to pay transaction fees and expenses. Acuris
Finance US, Inc. and Acuris Finance S.a r.l. will be the
co-borrowers of the proposed notes and I-Logic Technologies Bidco
Limited will be a guarantor. All other ratings, including ION
Analytics' B2 Corporate Family Rating ("CFR") and stable outlook,
are unchanged.

Backstop, which was acquired on December 28, 2021, provides a
cloud-based productivity suite for the alternative and
institutional investment industries that simplifies and streamlines
otherwise time-consuming tasks and processes. ION Analytics should
benefit from the Backstop acquisition by further enhancing the
company's data and technology offering in the alternative asset
industry, expanding customer relationships with asset managers and
accessing new users and customers among asset allocators.

Assignments:

Issuer: Acuris Finance S.a r.l

Gtd Senior Secured Euro Notes, Assigned B2 (LGD3)

Issuer: Acuris Finance US, Inc

Gtd Senior Secured Global Notes, Assigned B2 (LGD3)

Outlook Actions:

Issuer: Acuris Finance S.a r.l

Outlook, Assigned Stable

Issuer: Acuris Finance US, Inc

Outlook, Assigned Stable

The assigned ratings are subject to review of final documentation
and no material change to the size, terms and conditions of the
transaction as advised to Moody's.

RATINGS RATIONALE

ION Analytics' B2 CFR reflects its high leverage and small scale
relative to its global peers, but also a well-established market
position, a core of subscription-based revenue, and good
profitability. Pro-forma for the bond transaction and Backstop
acquisition, ION Analytics' leverage is high, approximately 6.5x as
of September 30, 2021, but leverage is expected to decline below 6x
within the next 12 months. The company is expected to maintain an
aggressive financial policy consistent with private equity
ownership that includes a debt funded acquisition growth strategy
and potential for additional future shareholder dividends. The
rating recognizes the company's largely subscription-based model
and its solidly established position with a high degree of market
penetration, particularly as a provider of content and analytics
for primary capital markets globally. ION Analytics also has a
strong track record of integrating tuck-in acquisitions and
achieving cost savings and synergies.

All financial metrics cited reflect Moody's standard analytic
adjustments.

The B2 ratings on the proposed USD senior secured notes and the
proposed Euro senior secured notes are in line with the B2 CFR, the
B2 ratings on the senior secured bank credit facility, which
consists of a revolver and two term loans denominated in USD and
Euro tranches, and the existing $350 million senior secured notes.
The proposed notes rank pari passu with the credit facility and
existing senior secured notes and have the same guarantors.

The stable outlook reflects Moody's expectation that leverage will
decline below 6x over the next 12 months driven by at least
high-single-digit top-line growth and a lower operating cost base
as identified cost savings and synergies are realized. The stable
outlook is also supported by ION Analytics' highly recurring base
of subscription revenue and strong free cash flow generation.

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

The ratings could be upgraded if the company sustains Debt/EBITDA
below 5x and commits to financial policies supportive of operating
at such leverage levels. Strengthening of liquidity, supported by
further improvement in free cash flow such that free cash flow to
debt approaches 10%, would also support an upgrade.

The ratings could be downgraded if ION Analytics' competitive
position weakens, revenue contracts and cash flow generation
deteriorates, or the company maintains aggressive financial
policies such that leverage is sustained above 6x and free cash
flow to debt contracts to below 5%.

The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.

I-Logic Technologies Bidco Limited (d/b/a ION Analytics), with dual
headquarters in New York and London, provides data, content and
software to global markets participants. The company is privately
owned by ION Investment Group. Pro forma for the Acuris
combination, the company generated over $480 million of revenue for
the last twelve months ended September 30, 2021.


KANE BIDCO: Moody's Assigns First Time B1 Corporate Family Rating
-----------------------------------------------------------------
Moody's Investors Service has assigned a B1 corporate family rating
and a B1-PD Probability of Default Rating to Kane Bidco Limited
(Kane Bidco). Moody's has also assigned a B1 rating to the GBP675
million senior secured notes to be issued by Kane Bidco Limited.
The issuer is an intermediate holding company of True Potential
Group Limited (True Potential), a UK domiciled integrated wealth
manager.

The rating assignment follows the recent announcement of Cinven's
acquisition of a majority stake in True Potential. The transaction
is expected to be financed via a combination of debt and equity.

The following ratings were assigned:

Issuer: Kane Bidco Limited

Assignments:

Long-term corporate family rating, assigned B1

Probability of Default Rating, assigned B1-PD

Senior Secured Notes, assigned B1

Outlook Action:

Outlook assigned Stable

RATINGS RATIONALE

Kane Bidco's B1 CFR reflects True Potential's growing presence in
the wealth platform advisory space, its strong assets under
management (AUM) resilience as well as the group's solid
profitability. These strengths are offset by its small scale and
very limited geographic diversification, as all assets are sourced
in the UK. The rating is also constrained by the current level of
financial leverage.

True Potential benefits from a vertically integrated model, which
allows the group to earn fees across the value chain. The group
operates through three main divisions, which include its wealth
management advice proposition, its platform and investment
management arm, and its back office services to independent
financial advisers. The first two account for the vast majority of
revenues which, net by cost of sales, reached GBP165 million on LTM
September basis. The group's growth trajectory is also evidenced by
its strong increase in AUM, which more than doubled since 2018,
reaching around GBP19 billion as of September 2021.

True Potential's business model combines an in-house built platform
and a strong and growing advice proposition. This hybrid model has
led to high client and asset retention, as evidenced by Moody's AUM
retention metric exceeding 90% at year-end 2020. The group's
successful recruitment strategy of advisers have strengthened its
advice proposition, with the number of restricted advisers
estimated at 844 in September 2021, nearly double the number
reported in 2017. This is a significant source of flows onto True
Potential's platform and has been a key driver of growth, notably
in the past two years. True Potential also benefits from an
in-house central advice team, while it also attracts flows from
independent financial advisers and to a less extent directly from
consumers. True Potential is well positioned to benefit from the
structural characteristics of the UK market, which support the need
for financial advice, notwithstanding operating in a very
competitive market.

Moody's expects profitability to remain a credit strength, as
increasing scale will support True Potential's margin expansion.
The group's 5 year pre-tax income margin was 6% at year-end 2020
but it was much higher, at 11%, on a 1-year basis. The group also
reported solid EBITDA margins, which Moody's expect to improve
further going forward.

As part of the transaction, the group is seeking to raise GBP675
million of debt, which is expected to translate into pro-forma
debt-to adjusted EBITDA of around 5.7x at year-end, which is
consistent with a B-rated company. Moody's expects that True
Potential will steadily reduce leverage by growing its EBITDA
base.

The assignment of the new ratings on Kane Bidco Limited takes into
account its governance as part of Moody's environmental, social and
governance considerations.

DEBT AND PROBABILITY OF DEFAULT RATINGS

The B1 rating assigned to the group's proposed senior secured pound
sterling notes is in line with the B1 CFR.

The B1-PD PDR is in line with the CFR and reflects Moody's
assumption of a 50% recovery rate, which is standard for
covenant-lite loan structures.

OUTLOOK

The stable outlook reflects Moody's expectation that True Potential
will continue to grow its revenue base, via acquisitions of
advisers as well as organically. Moody's also views that the strong
client and asset retention rates will remain a key credit strength
underpinning the rating. Moody's also expects that financial
leverage will gradually reduce as the group grows its EBITDA base.
The ultimate pace of deleveraging will depend on the group's
ability to execute on its growth strategy.

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

Factors that could lead to a rating upgrade include: (i) debt to
adjusted EBITDA reducing to consistently below 4x; (ii) increasing
scale, as measured by net revenue, to above $400 million; (iii)
pre-tax income margins rising above 10% on a consistent basis.

Factors that could lead to a rating downgrade include: (i) debt to
adjusted EBITDA above 5.5x for a sustained period; (ii) significant
drop in profitability with pre-tax income margins sustainably below
5%; (iii) material deterioration of AUM resilience metrics.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Asset Managers
Methodology published in November 2019.


KANE BIDCO: S&P Assigns Preliminary 'B' ICR, Outlook Positive
-------------------------------------------------------------
S&P Global Ratings assigned its 'B' preliminary issuer credit
ratings to Kane Bidco Ltd. At the same time, S&P assigned a 'B'
preliminary issue level rating and '4' preliminary recovery rating
to the senior secured debt.

U.K.-based wealth manager True Potential has sold a majority
ownership stake to Cinven and is refinancing its capital structure.
The new structure comprises a GBP100 million super senior revolving
credit facility (RCF), of which GBP50 million is expected to be
drawn, and GBP675 million senior secured notes issued by Kane Bidco
Ltd.

The positive outlook indicates that S&P could raise the ratings in
the next 12 months if the group's leverage declines comfortably and
sustainably below 5x, along with growth in profitability and
continued inflows of assets under management (AUM).

Rating Action Rationale

S&P's rating on Kane Bidco reflects True Potential's modest, but
growing, scale and revenue base, supported by a sound operating
performance. At the same time, its rapid expansion through
accelerated advisor requirement consumes a large share of the cash
flow and requires significant debt funding. This results in a
balance sheet with a relatively high leverage, comparable with
similarly rated peers.

True Potential's attractive buyout propositions for advisers'
client assets and multi-distribution model has enabled it to grow
its assets under administration to GBP18.8 billion and AUM to
GBP16.5 billion as of September 2021, from GBP7.7 billion and GBP6
billion, respectively, in 2018. While it is currently a small
player in the U.K. wealth and savings sector, the fragmented nature
of the industry means that its scale still provides reasonable
competitive economies, which can help with industry-wide fee
compression, cost efficiencies, and negotiating power for
sub-advised funds.

Furthermore, True Potential has differentiated itself through
vertically integrated offerings including advice (through
restricted advisers and a central advice team), platform, and
investment management services. This allows for greater and more
diverse sources of fee generation from AUM. In particular, fully
integrated assets--that is, assets channeled via its central advice
team--are significantly more profitable because True Potential can
retain a larger share of fees compared with the tied adviser
channel. As of year-to-date September 2021, about GBP4.5 billion of
AUM were directed through its central advice team but contributed
to about a third of net revenue. The group has a small direct
distribution channel, which makes up about 3% of AUMA. It also has
an advisor services unit that generates a small proportion of net
revenue in terms of software fees, but could provide opportunities
if more advisor assets convert to users of True Potential's
platform and investment funds.

Offsetting the benefits of a vertically integrated business model
are potential challenges from overhead costs and risk oversight for
various business divisions. S&P said, "We believe that further
scale could somewhat help mitigate overhead costs, as evidenced
through improvement in gross EBITDA margin to 68% in 2020 from 60%
in 2019. In addition, management of conduct risk is a potential
exposure for the business, and we expect that the leadership team
and the board will ensure strong compliance with regulations with a
focus on fair outcome for clients."

S&P said, "We consider the operating performance to be sound, with
S&P Global Ratings-adjusted EBITDA margins of about 45% for 2021,
and we expect margins will remain at least at these levels over the
next 12 to 24 months." True Potential caters largely to the U.K.
retail and mass affluent sector, but benefits from a strong client
retention rate of 98% at April 2021, based on the past four years.
Its investment in in-house technology and authorized corporate
director capabilities have also helped with asset growth and cost
savings.

Offsetting the strong growth in True Potential's financial
performance is the funding and investment required to support the
inorganic expansion. S&P said, "We consider that the balance sheet
holds high levels of debt and amortized costs, comparable with
similarly rated peers. Under the new transaction structure, the
group plans to raise GBP675 million senior secured 5NC2 notes and
draw GBP50 million of the super senior RCF to refinance GBP615
million of existing debt and acquisition price. The remaining GBP50
million super senior RCF agreement is expected to remain undrawn
over the next 12 months, as per management guidance. As EBITDA
grows, we think that our adjusted gross debt to EBITDA will improve
to about 5x over the next 12 to 24 months. We anticipate that the
interest cover ratio will remain sound at about 4x over the next
one to two years."

S&P said, "However, we understand that the group expects to delever
with EBITDA growth over time. As a result, we could raise our
financial profile assessment if we conclude that the group can
sustainably demonstrate adjusted leverage comfortably below 5x,
interest cover well above 3x, and strong risk management.

"Our analysis factors the group's ownership structure, which
largely comprises financial sponsors, with a majority stake from
Cinven.In our view, financial sponsors typically have
short-to-intermediate-term holding periods and can aggressively
utilize debt or debt-like instruments to maximize shareholder
returns. We therefore consider gross debt to EBITDA as our core
metric rather than net debt to EBITDA.

"The final ratings will depend on our receipt and satisfactory
review of all final documentation and final terms of the
transaction. The preliminary ratings should therefore not be
construed as evidence of final ratings. If we do not receive final
documentation within a reasonable time, or if the final
documentation and final terms of the transaction depart from the
materials and terms reviewed, we reserve the right to withdraw or
revise the ratings. Potential changes include, but are not limited
to, utilization of the proceeds; maturity, size, and conditions of
the term loan; financial and other covenants; security; and
ranking.

"Our positive outlook reflects the expected improvement in EBITDA
generation and leverage, which could support an upgrade by one
notch in the next 12 months."

Upside scenario

S&P said, "We could raise the ratings by one notch if the group's
leverage, as reflected by our core metric -- gross debt to EBITDA
ratio -- declines comfortably and sustainably below 5x. A
precondition to the upgrade would be track record of growth in AUM
and EBITDA with supportive liquidity and interest cover."

Downside scenario

S&P said, "We could revise our outlook to stable if we observe
delays in executing on deleveraging or if the competitive position
deteriorates; for example, through weaker profitability or lack of
growth. In particular, we would take a negative rating action if
the company leveraged up to finance additional acquisitions."


MOUNT GROUP STUDENT: Owes Buyers GBP23.9 Million, Report Shows
--------------------------------------------------------------
Tom Duffy at Echo reports that a company which was behind plans to
build a major student accommodation building in the city centre
owes buyers GBP23.9 million.

Mount Group Student NatEx Ltd, which was building the GBP45 million
NatEx student accommodation block on the site of the former
National Express bus station, collapsed into administration last
October, the ECHO recounts.

According to the ECHO, a report by administrators Mazars has
revealed that the company accepted a total of GBP23.9 million from
buyers in the form of deposits.

A spokesperson for parent company the Mount Property Group told the
ECHO that the scheme collapsed after their lender LT Prime entered
into administration, and that the company still hoped to deliver
the scheme, the ECHO relates.

The report by Mazars reveals that the buyers appear to be divided
into two main groups, the ECHO discloses.  The majority of buyers,
who are owed GBP18, 660, 119, have not received unilateral notices
(UN1s), the ECHO notes.  The notices provide individuals with a
charge which is recorded by the Land Registry.

The second group of buyers, who have received UN1s, are owed
GBP4,974,666, according to the ECHO.

The report explains that the group of buyers with UN1s are expected
to have priority over all other creditors, the ECHO states.  The
report also explains that the buyers' deposits were used to pay for
the site to be built, the ECHO relays.

The report reveals some of the background to the company's
collapse, the ECHO discloses.


NEWDAY GROUP: S&P Affirms B+ Issuer Credit Rating, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings affirmed its issuer and issue credit ratings on
12 U.K. financial institutions. The affirmations follow a revision
to S&P's criteria for rating banks and nonbank financial
institutions and for determining a Banking Industry Country Risk
Assessment (BICRA). The affirmations include the issuer credit
ratings and, where applicable, the resolution counterparty ratings
on the following entities and certain subsidiaries:

  AIB Group (UK) PLC
  Barclays PLC
  Falcon Group Holdings (Cayman) Ltd.
  FCE Bank PLC
  HSBC Holdings PLC
  Lloyds Banking Group PLC
  Marex Group PLC
  Nationwide Building Society
  NatWest Group PLC
  NewDay Group (Jersey) Ltd.
  Santander UK Group Holdings PLC
  Virgin Money UK PLC

SS&P said, "Our rating outlooks are unchanged. In addition, our
group stand-alone credit profiles (SACPs) are unchanged and we
affirmed our ratings on the institutions' debt issues.

"Our assessments of economic risk and industry risk in the U.K.
remain unchanged at '4' and '3', respectively. These scores
determine the BICRA and the anchor, or starting point, for our
ratings on financial institutions that operate primarily in that
country. The trends for economic risk and industry risk both remain
stable."

AIB Group (UK) PLC

S&P Said, "We affirmed our ratings on AIB Group (UK) PLC. The
ratings reflect its stand-alone creditworthiness and the broad
strength of its parent, Allied Irish Banks PLC (AIB;
A-/Negative/A-2)--including AIB's additional loss-absorbing
capacity (ALAC)--which would support timely payments to AIB UK's
creditors."

Outlook

S&P said, "The negative outlook on AIB UK reflects that on AIB. We
consider AIB UK 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-' group credit profile on AIB. Therefore, any
positive or negative rating action on the parent would result in a
similar action on AIB UK."

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

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. A downgrade could also follow a material underperformance
of AIB UK compared with our base-case scenario, or a weakening of
AIB UK's strategic importance within the group."

Barclays PLC

S&P said, "We affirmed our ratings on Barclays PLC and its
subsidiaries. The ratings reflect Barclays' diversified business
model; consistent management and strategy; and robust capital,
funding, and liquidity positions."

Outlook

S&P said, "The positive outlook reflects our view that Barclays is
delivering a stronger, more consistent business profile and
financial performance. In particular, we think its stable strategy
and management team are more effectively realizing the potential of
its diversified business model. Barclays has performed resiliently
through the COVID-19 pandemic, and we expect stronger earnings in
2022-2023 as global economies recover.

"We think Barclays' provision coverage is prudent and appropriately
anticipates increasing charge-offs as governments withdraw fiscal
support measures. We project impairment charges will start
increasing in 2022 from very low levels in 2021, assuming economic
growth strengthens in line with our base-case forecasts. We also
expect Barclays will maintain robust capital, funding, and
liquidity profiles."

Upside scenario: S&P said, "We could raise the long-term issuer
credit rating during our two-year outlook horizon if Barclays
demonstrated a sustained competitive advantage in line with
higher-rated global peers, continued stability in management and
strategy, and healthy earnings contributions across all divisions.
Achieving these attributes could improve our business position
assessment and group SACP.

"If we revised upward the group SACP by one notch and raised the
long-term issuer credit rating on Barclays, we would raise by one
notch our ratings on all the senior unsecured and subordinated debt
issued by Barclays PLC and its related entities."

Downside scenario: S&P could revise the outlook to stable if the
economic recovery or Barclays' strategy implementation faltered and
we saw weaker prospects for its risk profile, earnings, and
capitalization.

Falcon Group Holdings (Cayman) Ltd.

S&P affirmed its ratings on Falcon Group Holdings (Cayman) Ltd. The
ratings reflect the company's low leverage and conservative
liquidity management, offset by its concentrated business base and
few barriers to entry.

Outlook

S&P said, "The stable outlook on Falcon reflects our expectation
that the inventory solutions provider will maintain low
balance-sheet leverage throughout 2022. We also anticipate a
continuation of the strategic shift toward lower-margin,
higher-balance transactions with large, creditworthy corporate
clients."

Downside scenario: S&P said, "We could lower the ratings if Falcon
sustained its debt to adjusted equity above 1.5x, which would
involve the company raising significantly more debt than we project
in our base-case scenario. We could also lower the ratings if the
company's strategy faltered. This could involve weak new business
acquisitions and falling transaction volumes, coinciding with weak
underlying earnings."

Upside scenario: S&P could raise the ratings in the next 12 months
if it saw successful strategy execution, alongside still-low
leverage and strong transaction standards. A growing revenue base
from repeat dealings with large, creditworthy corporate clients
would support this.

FCE Bank PLC

S&P affirmed its ratings on FCE Bank PLC. The ratings reflect its
position as a monoline auto finance lender, with a degree of
insulation from its ultimate parent, Ford Motor Co. (Ford), on
account of its regulatory and legal status as a bank and its access
to funding sources independent of its parent.

Outlook

The stable outlook on FCE Bank reflects S&P's view that it will
maintain its existing strategy, earnings profile, and stable
capital ratios, and remain integral to Ford's position and strategy
in Europe.

Upside scenario: S&P said, "We see an upgrade as unlikely in the
next two years. We could raise the rating if we raised both FCE
Bank's SACP and our long-term issuer credit rating on Ford by one
notch, or if we upgraded Ford by two notches."

Downside scenario: S&P said, "We could downgrade FCE Bank in the
next two years if we took a similar action on Ford, if industry
volume recovery were less pronounced than expected and inflationary
headwinds limited profits, or if product pricing fell faster than
expected from currently high levels. We could also lower the rating
if we thought the bank might become less insulated from credit
developments at Ford."

HSBC Holdings PLC

S&P said, "We affirmed our ratings on HSBC Holdings PLC and
selected subsidiaries. The ratings reflect HSBC's exceptionally
diversified franchise, disciplined risk management, and robust
balance sheet profile. We also take account of the ongoing
transformation program that is intended to address underperforming
business units and raise HSBC's profitability, bringing it closer
to the levels achieved by leading peers."

Outlook

S&P said, "The stable outlook indicates that we expect HSBC's
credit profile, in particular our view of its capitalization, to
remain robust over our two-year outlook horizon. We also anticipate
that HSBC will continue to execute its transformation program to
strengthen its performance."

Downside scenario: S&P said, "We could lower the ratings if HSBC's
transformation program faltered or its credit losses over our
two-year outlook time horizon were significantly higher than we
currently assume. This could cause us to doubt the benefits of the
diversity and quality of its risk exposures. We could also consider
lowering the ratings if material nonfinancial risks were to
arise."

Upside scenario: S&P said, "We do not anticipate raising the
ratings while HSBC continues to execute its transformation program.
Over time, we could consider raising the ratings if HSBC
demonstrated statutory earnings and business stability consistent
with the highest rated global banks, while maintaining robust
balance sheet metrics."

Lloyds Banking Group PLC

S&P said, "We affirmed our ratings on Lloyds Banking Group PLC and
its subsidiaries. The ratings reflect Lloyds' market-leading U.K.
retail banking franchise, efficient operating model, and our
expectations for a well-positioned business to benefit from the
economic recovery as the pandemic recedes."

Outlook

The stable outlook on Lloyds Banking Group reflects its belief that
the bank is sufficiently provisioned over its two-year outlook
horizon to navigate any tail risks from the pandemic.

Upside scenario: S&P could consider raising the ratings if:

-- Lloyds were to make stronger-than-expected earnings progress,
for example reflected in a statutory RoTE above 10% in both 2022
and 2023, while maintaining capital discipline;

-- S&P expected Lloyds would maintain this level of performance,
including a cost-to-income ratio consistently below 50%; and

-- Asset quality metrics and risk appetite compared well
domestically, in the context of a predictable U.K. economic
outlook.

Downside scenario: S&P said, "We could lower the ratings if we
observed setbacks in Lloyds' business performance and prospects
that caused us to doubt its relatively higher ratings versus
domestic peers. A much more aggressive capital policy than we
currently assume, or unexpected nonfinancial risks, could also lead
us to consider a downgrade."

Lloyds Bank PLC

S&P said, "In the event we revised upward the group SACP to 'a'
from 'a-', and therefore raised the issuer credit ratings on the
nonoperating holding company, it is unlikely that we would raise
ratings on the operating banks, led by Lloyds Bank PLC. This is
because, at this elevated ratings level, we would apply a maximum
one notch of uplift for ALAC, compared with two notches currently.

"If we lowered the group SACP, we would lower the ratings on the
operating banks."

Marex Group PLC

S&P said, "We affirmed our ratings on Marex Group PLC (Marex). The
ratings reflect our favorable view of Marex's leading, albeit
niche, strategic position in the global commodities market,
alongside its history of good capital, tight risk control, and
stable funding and liquidity. The negative outlook reflects our
evolving view of the group's capital and risk position, which,
taken together, may cease to be commensurate with the current
'BBB-' issuer credit rating on Marex, in our view."

Outlook

The negative outlook factors in Marex's continued good trading
performance, but reflects that S&P could lower its aggregate
assessment of Marex's capitalization and risk exposure over the
next 12-24 months.

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

-- Marex's S&P Global Ratings-calculated risk-adjusted capital
(RAC) ratio were to fall close to or below 10% on a sustained
basis, likely as a result of further material acquisitions or a
deterioration in macroeconomic conditions;

-- The group's historically conservative risk appetite and better
loss experience than that of its peers were to weaken, most likely
following a material expansion of the Solutions business or a
substantial increase in customers' credit lines to fund initial and
variation margins; or

-- Marex were to experience significant operational and credit
losses.

Upside scenario: S&P could revise the outlook to stable if:

-- The group were able to sustain its RAC ratio comfortably above
10% over the next 12 months;

-- S&P considered that the group's risk appetite was not likely to
rise further; and

-- The group continued to deliver a robust performance.

Nationwide Building Society

S&P affirmed its ratings on Nationwide Building Society. The
ratings reflect Nationwide's robust U.K. mortgage franchise, solid
and stable capital position, and improving profitability.

Outlook

S&P said, "The stable outlook reflects our view that Nationwide
will continue to deliver resilient profitability despite the
challenges of the pandemic operating environment, a competitive
mortgage market in the U.K., and an evolving interest rate
environment. We expect the group's strong base of bail-inable and
other capital instruments will continue bolstering this solid
performance, further supporting our 'A+' issuer credit rating."

Downside scenario: S&P could lower its ratings if Nationwide were
unable to sustain recent performance improvements, likely
precipitated by stronger-than-expected competition, weakening cost
control, or deterioration in its risk appetite and asset quality.

Upside scenario: An upgrade is unlikely in the next 24 months. S&P
could consider an upgrade in the medium term if Nationwide
meaningfully expanded and diversified its franchise while
maintaining resilient profitability and asset quality, although S&P
thinks this currently remains a remote scenario.

NatWest Group PLC

S&P said, "We affirmed our ratings on NatWest Group PLC and its
subsidiaries. The ratings reflect its position as a market leader
in U.K. retail and corporate banking, sound balance sheet metrics,
and disciplined risk appetite. We also take account of the bank's
prolonged business model reshaping to support stronger earnings."

Outlook

S&P said, "The stable outlook reflects our expectation that NatWest
will perform resiliently over the remainder of the current credit
cycle. The bank released credit impairment provisions in 2021 while
the economy recovered from the pandemic, providing a significant
boost to earnings following its 2020 loss. Loan arrears and
defaults may increase moderately in 2022-2023, and we think
NatWest's provision cover is sufficient to absorb this potential
trend. We anticipate our RAC ratio falling to 9.5%-10.0% as NatWest
makes significant shareholder distributions under its plan to
reduce surplus regulatory capital."

Upside scenario: S&P could consider raising the ratings over its
two-year outlook horizon if NatWest were to demonstrate a stronger
and more consistent business position. This would entail greater
business stability and a more predictable performance level, with
the prolonged restructuring program winding down after delivering
its targets.

Downside scenario: S&P said, "We could lower the ratings if we
became less confident in NatWest's ability to achieve a
consistently stronger performance in line with stakeholders'
expectations. We could also lower the rating if the economic
recovery from the pandemic falters, with material negative
implications for asset quality and earnings."

NewDay Group (Jersey) Ltd.

S&P affirmed its ratings on NewDay Group (Jersey) Ltd. The ratings
reflect the lender's negative tangible equity and narrow focus on
higher-risk segments of the U.K. credit card market, offset by
stable risk-adjusted earnings generation and a well-established
niche market position.

Outlook

S&P's stable outlook on NewDay indicates that the group will see a
return to strong growth and statutory profitability over the next
12 months, while maintaining underwriting discipline and robust
liquidity and funding.

Downside scenario: S&P said, "We could consider taking a negative
rating action on NewDay if it were unable to return to
profitability on a sustained basis. Similarly, we could take a
negative rating action if NewDay's risk appetite increased sharply
or if the group faced operational issues associated with our
expectation of a return to more rapid receivables growth in 2022."

Upside scenario: S&P said, "We consider an upgrade to be unlikely
in the short term, owing to lingering uncertainties regarding the
operating environment as the pandemic recedes, in the context of
NewDay's concentrated business model. That said, we could consider
an upgrade if NewDay demonstrated stronger earnings growth than we
currently assume while maintaining asset quality and risk appetite
and progressing to positive tangible equity."

Santander UK Group Holdings PLC

S&P said, "We affirmed our ratings on Santander UK Group Holdings
PLC and its main operating subsidiary, Santander UK PLC. The
ratings reflect the group's solid mortgage franchise in the U.K.,
stable capital base, good asset quality, and improving outlook for
group profitability as Santander continues to focus intensely on
improved operating efficiency."

Outlook

Santander UK Group Holdings PLC

S&P said, "The stable outlook reflects our view that the bank will
incur a materially lower impairment charge for 2021 that will
support earnings. It also reflects our expectation that the bank
will continue to maintain a good position in U.K. retail banking
and maintain a conservative risk profile. We assume Banco Santander
will continue to provide ongoing group support, despite our view of
uncertain extraordinary group support in a severe stress scenario,
given its multiple point of entry approach to resolution. We
therefore think the U.K. subgroup is more likely to support itself
by bailing in its subordinated debt instruments for loss absorption
and recapitalization, rather than relying on group support.

"We could lower the ratings over our two-year horizon if we
observed a weak economic recovery that compromised the underlying
performance we anticipate. In that scenario, we would consider
management's ability to leverage balance sheet strength and
flexibility to further conserve capital and weather potentially
negative economic conditions.

"We could revise the outlook to positive if Santander UK were to
strengthen its presence in sub-scale banking markets, such as
commercial banking."

Santander UK PLC

S&P said, "The stable outlook on the main operating subsidiary
reflects our view of the group SACP. It also assumes that the ALAC
buffer will remain supportive of the issuer credit rating above our
8% threshold.

"We could raise or lower our rating if we revised upward or
downward the group SACP. We could also lower the ratings if the
ALAC ratio were to fall below our 8% threshold, which would most
likely be due to higher risk-weighted asset inflation beyond our
current expectations."

Virgin Money UK PLC

S&P affirmed its atings on Virgin Money UK PLC and its subsidiary
Clydesdale Bank PLC. The ratings reflect its solid market position,
improving performance, and sound capitalization, balanced by its
smaller and less diverse franchise than its larger peers.

Outlook

The stable outlook reflects S&P's view that the bank will maintain
a sound capital position, deliver statutory profit for full-year
2022, and maintain strong asset quality metrics in line with the
broader economic environment and peers.

Upside scenario: S&P could raise the ratings over our two-year
outlook horizon if:

-- The digital strategy implementation succeeded in building and
modestly diversifying the franchise, improving cost efficiency, and
delivering strong and consistent profitability relative to peers;

-- Capital levels remained at or above current levels; and

-- There were no increase to risk appetite or deterioration to
asset quality metrics beyond our base-case assumptions.

Downside scenario: S&P could lower the ratings if the U.K.'s
economic recovery were not as pronounced as expected, leading to a
deterioration in asset quality and earnings. S&P could also lower
the ratings if Virgin Money's risk appetite became more aggressive
than it currently anticipates.

  Ratings List

  AIB GROUP PLC               

  RATINGS AFFIRMED

  AIB GROUP (U.K.) PLC

  Issuer Credit Rating             BBB+/Negative/A-2
   Resolution Counterparty Rating   A-/--/A-2

  BANCO SANTANDER S.A.             

  RATINGS AFFIRMED

  SANTANDER UK GROUP HOLDINGS PLC

   Issuer Credit Rating             BBB/Stable/A-2

  SANTANDER FINANCIAL SERVICES PLC

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

  SANTANDER UK PLC

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

  BARCLAYS PLC               

  RATINGS AFFIRMED

  BARCLAYS PLC

   Issuer Credit Rating             BBB/Positive/A-2

  BARCLAYS BANK IRELAND PLC
  BARCLAYS EXECUTION SERVICES LTD.
  BARCLAYS CAPITAL TRADING LUXEMBOURG
  BARCLAYS CAPITAL LUXEMBOURG
  BARCLAYS CAPITAL INC.
  BARCLAYS BANK UK PLC
  BARCLAYS BANK PLC
  BARCLAYS BANK IRELAND PLC, SUCURSAL EN ESPANA (MADRID BRANCH)
  BARCLAYS BANK IRELAND PLC (MILAN BRANCH)

   Issuer Credit Rating             A/Positive/A-1

  BARCLAYS BANK IRELAND PLC
  BARCLAYS CAPITAL TRADING LUXEMBOURG
  BARCLAYS CAPITAL LUXEMBOURG
  BARCLAYS BANK UK PLC
  BARCLAYS BANK PLC
  BARCLAYS BANK IRELAND PLC, SUCURSAL EN ESPANA (MADRID BRANCH)
  BARCLAYS BANK IRELAND PLC (MILAN BRANCH)

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

  BARCLAYS CAPITAL INC.

   Resolution Counterparty Rating   A/--/A-1

   FALCON GROUP HOLDINGS (CAYMAN) LTD.         

  RATINGS AFFIRMED

  FALCON GROUP HOLDINGS (CAYMAN) LTD.

   Issuer Credit Rating             BB-/Stable/B

  FORD MOTOR CO.               

  RATINGS AFFIRMED

  FCE BANK PLC

   Issuer Credit Rating             BBB-/Stable/NR

  HSBC HOLDINGS PLC              

  RATINGS AFFIRMED             
  
  HSBC HOLDINGS PLC

   Issuer Credit Rating             A-/Stable/A-2

  HSBC BANK PLC
  HSBC UK BANK PLC
  HSBC SECURITIES (USA) INC.
  HSBC CONTINENTAL EUROPE

   Issuer Credit Rating             A+/Stable/A-1

  HSBC BANK PLC
  HSBC UK BANK PLC
  HSBC CONTINENTAL EUROPE

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

  HSBC SECURITIES (USA) INC.

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

  LLOYDS BANKING GROUP PLC            

  RATINGS AFFIRMED
  
  LLOYDS BANKING GROUP PLC
  HBOS PLC

   Issuer Credit Rating             BBB+/Stable/A-2

  LLOYDS BANKING GROUP PLC
  BANK OF SCOTLAND PLC
  LLOYDS BANK PLC

   Issuer Credit Rating             A+/Stable/A-1
   Resolution Counterparty Rating   AA-/--/A-1+

  LLOYDS BANK CORPORATE MARKETS PLC

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

  MAREX GROUP PLC              

  RATINGS AFFIRMED

  MAREX GROUP PLC

   Issuer Credit Rating             BBB-/Negative/A-3

  MAREX FINANCIAL

   Issuer Credit Rating             BBB/Negative/A-2

  NATWEST GROUP PLC              

  RATINGS AFFIRMED

  NATWEST GROUP PLC

   Issuer Credit Rating             BBB/Stable/A-2

  NATWEST MARKETS N.V.
  ULSTER BANK IRELAND DAC
  ROYAL BANK OF SCOTLAND INTERNATIONAL LTD.
  NATWEST MARKETS SECURITIES INC.
  NATWEST MARKETS PLC

   Issuer Credit Rating             A-/Stable/A-2

  NATWEST MARKETS N.V.
  ULSTER BANK IRELAND DAC
  NATWEST MARKETS PLC

   Resolution Counterparty Rating   A/--/A-1

  NATWEST MARKETS SECURITIES INC.

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

  NATIONAL WESTMINSTER BANK PLC
  ROYAL BANK OF SCOTLAND PLC (THE)

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

  NATIONWIDE BUILDING SOCIETY           

  RATINGS AFFIRMED

  NATIONWIDE BUILDING SOCIETY

   Issuer Credit Rating             A+/Stable/A-1
   Resolution Counterparty Rating   AA-/--/A-1+

  NEWDAY GROUP (JERSEY) LTD.            

  RATINGS AFFIRMED

  NEWDAY GROUP (JERSEY) LTD.

    Issuer Credit Rating            B+/Stable/--

  VIRGIN MONEY UK PLC             

  RATINGS AFFIRMED

  VIRGIN MONEY UK PLC

   Issuer Credit Rating             BBB-/Stable/A-3

  CLYDESDALE BANK PLC

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


TOWER BRIDGE 2022-1: Fitch Gives Final BB+ Rating to Cl. X Debt
---------------------------------------------------------------
Fitch Ratings has assigned Tower Bridge Funding 2022-1 PLC
(TBF2022-1) final ratings.

     DEBT              RATING              PRIOR
     ----              ------              -----
Tower Bridge Funding 2022-1 PLC

A XS2432286115   LT AAAsf   New Rating    AAA(EXP)sf
B XS2432286206   LT AA-sf   New Rating    AA-(EXP)sf
C XS2432286461   LT Asf     New Rating    A(EXP)sf
D XS2432286628   LT BBB+sf  New Rating    BBB+(EXP)sf
X XS2432286891   LT BB+sf   New Rating    BB+(EXP)sf
Z                LT NRsf    New Rating    NR(EXP)sf

TRANSACTION SUMMARY

TBF2022-1 is a securitisation of owner-occupied (OO) and buy-to-let
(BTL) mortgages originated by Belmont Green Finance Limited (BGFL)
and backed by properties in the UK. The transaction includes recent
origination up to end-November 2021 and assets from Tower Bridge
Funding No.3 PLC.

KEY RATING DRIVERS

Mixed Pool, Specialist Assets: The mortgage pool comprises a mix of
recent and more seasoned OO (18.1%) and BTL (81.9%) loans. BGFL has
a manual approach to underwriting, which is typical for specialist
lenders, and focuses on borrowers that do not qualify on high
street lenders' automated scorecard criteria. This can include
borrowers with some level of adverse credit and complex incomes. As
a result, Fitch applied originator adjustments of 1.2x and 1.1x for
the OO and BTL sub-pools, respectively.

The mortgage pool contains 3.7% of loans with higher level of
adverse credit characteristics. Fitch has applied a higher lender
adjustment for these products of 1.5x for OO and 1.4x for BTL.

Self-Employed Borrowers: BGFL's lending criteria under which the
portfolio was originated only requires one year's income
information, and underwriting practices allow underwriters'
discretion in assessing the income sustainability. Prime lenders
assessing affordability typically require a minimum of two years'
income information and apply a two-year average, or if income is
declining, the lower figure.

Fitch therefore applied an increase of 30% to the foreclosure
frequency (FF) for self-employed borrowers to the OO sub-pool with
verified income instead of the 20% increase typically applied under
its UK RMBS Rating Criteria.

High-Yielding Assets, Strong Excess Spread: The assets in this
portfolio earn higher interest rates than is typical for prime
mortgages. As a result, the transaction can generate substantial
excess spread given the assets generate significantly higher yields
than the notes' interest and transaction senior costs, which
supports the notes' ratings.

Prior to the step-up date the class X excess spread notes receive
principal via available excess spread in the revenue priority of
payments. On and after the step-up date the available excess spread
is diverted to the principal waterfall and can be used to amortise
the notes. Fitch caps excess spread notes' ratings, and therefore
these class X notes at 'BB+sf'. The accelerated amortisation
mechanism is positive for the ratings of the senior and mezzanine
notes.

Interest Deferability: The interest payments for all rated
collateralised notes other than the class A notes are deferrable
until they become most senior. Fitch tested the class A and B
notes' ratings on a timely basis and assessed the liquidity
protection provided by the general reserve fund for the class C and
D notes. Fitch considers the available liquidity protection
adequate at the assigned ratings. In line with its criteria, Fitch
does not expect material interest deferrals for any notes rated in
the 'BBBsf' rating category or above.

RATING SENSITIVITIES

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

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

-- Additionally, unanticipated declines in recoveries could
    result in lower net proceeds, which may make certain notes
    susceptible to potential negative rating action, depending on
    the extent of the decline in recoveries. Fitch tested a
    sensitivity of a 15% increase in the weighted average (WA) FF
    and a 15% decrease in the WA recovery rate (RR) and the
    results indicate downgrades of up to one category.

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

-- Stable to improved asset performance driven by stable
    delinquencies and defaults would lead to increasing credit
    enhancement and potential upgrades. Fitch tested an additional
    rating sensitivity scenario by applying a decrease in the FF
    of 15% and an increase in the RR of 15%. The impact on the
    mezzanine notes could be an upgrade of up to two notches.

BEST/WORST CASE RATING SCENARIO

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

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

Fitch was provided with Form ABS Due Diligence-15E (Form 15E) as
prepared by Pricewaterhouse Coopers. The third-party due diligence
described in Form 15E focused on evaluating the validity of certain
characteristics of the loan pool related to the issuance of the
notes by the issuer.

Fitch considered this information in its analysis and it did not
have an effect on Fitch's analysis or conclusions.

DATA ADEQUACY

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

Fitch conducted a review of a small targeted sample of the
originator's origination files and found the information contained
in the reviewed files to be adequately consistent with the
originator's policies and practices and the other information
provided to the agency about the asset portfolio.

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

ESG CONSIDERATIONS

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


TOWER BRIDGE 2022-1: S&P Assigns B+ Rating on Class X Notes
-----------------------------------------------------------
S&P Global Ratings has assigned credit ratings to Tower Bridge
Funding 2022-1 PLC's class A to X-Dfrd notes. At closing, the
issuer also issued unrated class Z notes and certificates.

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

The transaction securitizes a portfolio of BTL and owner-occupied
mortgage loans secured on properties in the U.K.

The loans in the pool were originated between 2017 and 2021 by
Belmont Green Finance Ltd. (BGFL), a nonbank specialist lender, via
its specialist mortgage lending brand, Vida Homeloans. The
collateral comprises complex income borrowers with limited credit
impairments, and there is a high exposure to self-employed,
contractors, and first-time buyers. Approximately 81.9% of the pool
comprises BTL loans and the remaining 18.1% are owner-occupier
loans.

The transaction benefits from a fully funded general reserve fund,
which provides credit support to the class A to class D-Dfrd notes.
The transaction has a liquidity reserve fund, funded initially via
the principal waterfall, to provide liquidity support to the class
A and B-Dfrd notes. Principal can be used to pay senior fees and
interest on the rated notes subject to conditions.

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

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

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

BGFL is the mortgage administrator in the transaction, with
servicing delegated to Homeloan Management Ltd. (HML).

S&P said, "Our credit and cash flow analysis and related
assumptions consider the transaction's ability to withstand the
potential repercussions of the COVID-19 outbreak, namely, higher
defaults, longer recovery timing, and additional liquidity
stresses. Considering these factors, we believe that the available
credit enhancement is commensurate with the ratings assigned. As
the situation evolves, we will update our assumptions and estimates
accordingly."

  Ratings List

  CLASS     RATING    AMOUNT (MIL. GBP)

   A        AAA (sf)    340.0
   B-Dfrd   AA+ (sf)     22.0
   C-Dfrd   AA (sf)      18.8
   D-Dfrd   A (sf)       19.2
   X-Dfrd   B+ (sf)      16.0
   Z        NR            6.0
   Certs    NR            N/A

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


VOLAIR: Council Provided GBP2 Million to Avert Insolvency
---------------------------------------------------------
BBC News reports that a council gave almost GBP2 million in 2021 to
a firm it set up to cut the cost of running leisure services to
stop it "becoming insolvent".

Volair, which was launched in 2015 to cut Knowsley Council's annual
GBP2 million leisure spend, runs clubs in Halewood, Huyton, Kirkby
and Stockbridge Village and a Prescot football centre.

According to BBC, the firm said it had seen "significant
shortfalls" due to Covid-19's impact.

The council said it stepped in to ensure the services stayed open,
BBC relates.

The Local Democracy Reporting Service said accounts filed in
December showed the council gave the firm, which is run by
councillors and council officers, GBP1.903 million in 2021, BBC
recounts.

A report produced as part of the company's accounts said Volair had
"an extremely challenging year with significant shortfalls in all
income streams", BBC notes.

"The year ended with an in-year deficit . . . which was funded by
[Knowsley Council] to prevent the company from becoming insolvent,"
it said.

It added that without "significant financial support" from the
council, there would be "material uncertainty regarding the ability
of the company to remain fluid and therefore continue to trade".


[*] UK: FCA Says Must Protect Customers in Schemes of Arrangement
-----------------------------------------------------------------
Lucca De Paoli at Bloomberg News reports that the U.K.'s markets
watchdog warned it will come down hard on struggling firms that
leave customers out of pocket when they resort to legal procedures
to manage their liabilities.

The Financial Conduct Authority has seen an increase in the number
of firms developing plans that deploy company or insolvency law,
such as schemes of arrangement, to manage how much they owe in
claims to their clients, the regulator said in a statement on Jan.
25, Bloomberg relates.

According to Bloomberg, the FCA said it would take action against
companies if their proposals unfairly benefit them at the expense
of clients.  Firms using such strategies must seek the best
possible outcome for customers and make sure they set aside as much
funding as possible to meet compensation costs, Bloomberg states.

When making use of legal options to limit their liabilities, firms
"still have a responsibility to treat their customers fairly,"
Bloomberg quotes Sarah Pritchard, executive director of markets at
the FCA, as saying in the statement.  "We will take action against
firms that don't meet this obligation."

More than 4,500 companies started insolvency proceedings in the
last quarter of the year, 53% more than the previous year when the
country was under lockdown, Bloomberg relays, citing to the latest
data from the U.K. Insolvency Service.

Over the last year, the FCA has objected to a number of scheme of
arrangements, arguing that customers are being treated unfairly to
the benefit of the company and other creditors, Bloomberg recounts.


Under guidance published on Jan. 25, the watchdog says it expects
to be informed as soon as a firm is contemplating a scheme of
arrangement, Bloomberg discloses.  The FCA will welcome feedback on
the guidance until the consultation process closes on March 1,
according to Bloomberg.

The FCA said some firms have asked for confirmation in writing that
it won't oppose their liability management efforts, Bloomberg
notes.



                           *********


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

Troubled Company Reporter-Europe is a daily newsletter co-
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Editors.

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