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

                          E U R O P E

          Tuesday, April 12, 2022, Vol. 23, No. 67

                           Headlines



A R M E N I A

ARMENIA: S&P Alters Outlook to Stable, Affirms 'B+/B' SCRs


F R A N C E

LA FINANCIERE: S&P Alters Outlook to Negative, Affirms 'B' Rating


G E R M A N Y

WITTUR INT'L: Moody's Cuts CFR to Caa1 & Alters Outlook to Stable


I R E L A N D

BLACKROCK EUROPEAN XIII: S&P Assigns Prelim 'B-' Rating to F Notes
MADISON PARK V: Moody's Affirms B2 Rating on EUR8.1MM Cl. F Notes


I T A L Y

CASSIA 2022-1: Moody's Assigns Ba3 Rating to EUR47.3MM C Notes
COMPAGNIA TIRRENA: June 27 Tender Scheduled for Office Building
INTERNATIONAL DESIGN: Moody's Affirms B2 CFR, Outlook Now Stable


R U S S I A

RUSSIA: S&P Lowers Foreign Currency ICRs to 'SD/SD'
[*] RUSSIA: To Launch Legal Action if Forced Into Default


S W I T Z E R L A N D

ORIFLAME INVESTMENT: Fitch Lowers LT IDR to 'B', Outlook Negative


T U R K E Y

TURK TELEKOM: S&P Downgrades ICR to 'B+', Outlook Negative
TURKCELL: S&P Downgrades ICR to 'B+', Outlook Negative


U K R A I N E

KERNEL HOLDING: S&P Downgrades Issuer Credit Rating to 'SD'


U N I T E D   K I N G D O M

AMIGO LOANS: FCA Won't Oppose Latest Schemes of Arrangement
CALEDONIAN MODULAR: Staff Still Leaving Despite JRL Buyout
CPUK FINANCE: Fitch Affirms B Rating on B Notes, Outlook Now Stable
DIGME FITNESS: Creditors Mull Legal Action Over Insolvency
FLYBE LTD: Administrators Seek to Claim Cash from New Company

KERSHAW MECHANICAL: NG Bailey Acquires Trade, Assets
MECHANICAL FACILITIES: Administrators Seek Buyer for Assets
TRILEY MIDCO: Moody's Assigns First Time B2 Corp. Family Rating
TRILEY MIDCO: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable

                           - - - - -


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A R M E N I A
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ARMENIA: S&P Alters Outlook to Stable, Affirms 'B+/B' SCRs
----------------------------------------------------------
On April 8, 2022, S&P Global Ratings revised its outlook on Armenia
to stable from positive. At the same time, S&P affirmed its 'B+/B'
long- and short-term foreign- and local-currency sovereign credit
ratings on Armenia.

Outlook

The stable outlook indicates that challenges to Armenia's economic
outlook from the Russia-Ukraine war, alongside wider fiscal and
current account deficits, have eroded the potential for an upgrade
in the near term. This is largely due to the expected steep
recession in Russia, Armenia's most important trading partner.

Downside scenario

S&P could lower the ratings on Armenia over the next 12 months if
economic growth weakens further, with the country potentially
falling into recession, requiring larger fiscal support than S&P's
currently anticipates. Negative rating pressure could also emerge
if the external deleveraging trend reverses.

Upside scenario

S&P could raise the ratings over the next 12-24 months if economic
growth recovers faster in 2022 and accelerates over the medium
term, supported by structural reforms, potentially underpinned by a
new IMF program. An upgrade could also follow a
larger-than-expected reduction of external debt.

Rationale

Armenia's healthy growth prospects through 2025 and comparatively
lower general government debt burden, anchored by a medium-term
expenditure framework, underpin the 'B+' rating. The country's
evolving institutional framework, ongoing external security risks,
and high external debt and financing needs continue to constrain
the rating. Despite early parliamentary and presidential elections
in 2021 and 2022 respectively, S&P views Armenia's ongoing reform
momentum as positive.

S&P said, "Our previous positive outlook was pinned on expectations
that Armenia's recovery from the pandemic-induced recession would
continue uninterrupted. However, sanctions imposed on Russia after
its invasion of Ukraine will cause a deep recession in Russia,
which is Armenia's largest trading partner accounting for 28% of
exports and 37% of imports according to Armstat data.

"Consequently, we expect real GDP growth in Armenia to slow to 1.3%
in 2022. Weaker economic growth will hamper Armenia's fiscal
trajectory because the government will need to use its fiscal
buffers to support the economy, while missing the 7% growth target
underpinning its budget. Higher import prices, especially for food,
will widen the current account deficit. Price increases for other
commodities, such as copper, a key Armenian export, will not be
sufficient to offset the terms-of-trade shock. Higher import prices
will also lead to higher inflation, putting pressure on the Central
Bank of Armenia to potentially raise interest rates further
following its 125 basis points hike on March 15, 2022."

Institutional and economic profile: Recovery derailed by likely
Russian recession although medium-term prospects remain sound on
the back of ongoing structural reforms

Armenia's growth is set to decelerate to 1.3% in 2022 in light of
its main trading partner's expected recession after a strong
rebound of 5.7% in 2021 from the pandemic-induced downturn.

External security risks remain, while somewhat reduced following a
ceasefire agreement with Azerbaijan, although relations with Turkey
are thawing.

The president's resignation in January and subsequent election of a
new president in early March 2022 have no impact on Armenia's
reform momentum under its parliamentary system.

Armenia's growth will slow as a result of Russia's expected deep
recession, with an 8.5% decline forecast for 2022. Russia is
Armenia's largest trading partner; in 2019, 28% of the country's
merchandise exports went to Russia according to World Bank data.
Moreover, remittances are set to decline; they have ranged from
$2.2 billion in 2013 to $1.6 billion in 2021 and are an important
stabilizer of Armenia's current account, while providing
significant support to domestic consumption, but remittances from
Armenians in Russia accounted for about 41% of the total last
year.

S&P said, "As a result, we expect real GDP growth will decelerate
to 1.3% in 2022 rather than our previous forecast of 4.7%, after a
strong rebound of 5.7% in 2021 following a deep pandemic-led
recession. A recent influx of Russian companies and citizens could
provide a temporary boost to the economy, although the
sustainability of their presence in Armenia remains in question. A
lack of alternatives for Russian tourists could also boost
Armenia's tourism sector. We note a high degree of uncertainty
regarding our forecast given the fluidity of the situation related
to the war in Ukraine, the risk of further, broader sanctions on
Russia, and the overall impact on supply chains and export demand.

"Over the medium term, we forecast real GDP growth will average
4.3% over 2023 through 2025. Robust domestic demand and ongoing
growth of the services sector, including tourism and IT, could be
important growth drivers. The government's five-year plan is an
important anchor for economic growth and centers on ongoing public
and private investment, especially in infrastructure development.
In addition, the plan entails steps to improve Armenia's human
capital, public administration, and judicial sector including
efforts to reduce corruption. As such, ongoing progress under the
plan is an important factor underpinning our growth forecast. That
said, we would expect risks to our growth forecast if sanctions on
Russia continue into the medium term, raising the cost of doing
business for Armenian companies and requiring more sustained
efforts to diversify its export markets.

"We do not expect direct security risks from the Russia-Ukraine
conflict. However, recent ceasefire violations in the
Nagorno-Karabakh region underline Armenia's vulnerable external
security position. Positively, Armenia remains engaged in improving
relations with its other neighbor, Turkey. Ongoing improvements
could facilitate trade relations and potentially provide an
additional boost to the economy. The resignation of Armenia's
president in January and subsequent election in March of a new
president, Vahagn Khachaturyan, do not alter Armenia's reform path
under its parliamentary system, in our view."

Flexibility and performance profile: Fiscal and external indicators
will deteriorate in 2022 as the government supports the economy and
the terms of trade worsen

-- Following a small decrease of the general government deficit in
2021, S&P doesn't expect Armenia will significantly narrow the
deficit as we previously anticipated, and S&P expects it to stay at
around 4% as the government provides support to the economy.

-- Because of expected local currency depreciation and wider
fiscal deficit, S&P estimates that general government debt could
reach just over 62% by the end of 2022.

-- A terms-of-trade shock, especially linked to higher food
prices, will likely push the current account deficit to about 4.3%
of GDP in 2022 from 3.7% in 2021.

S&P said, "The economic shock will delay Armenia's fiscal
consolidation. Following a gradual decline in Armenia's headline
fiscal deficit to 4.3% in 2021, authorities had budgeted for
further narrowing to about 3% in 2022. However, we forecast that
because of weaker economic growth, lower revenue, and the need to
provide support to Armenian households and business, the general
government deficit could remain at about 4% of GDP. The extent to
which Armenia's government will support households and businesses
is uncertain, although the current budget already includes
approximately 0.9% of GDP in a fiscal reserve fund that could be
used for discretionary spending. Through to 2025, we expect the
deficit will gradually decline, however. Fiscal policy remains well
anchored by the government's medium-term expenditure framework and
other fiscal rules. The combination of a higher fiscal deficit and
the expected depreciation of the Armenian dram will also lead to an
increase of general government debt to just over 62% of GDP. That
said, we expect general government debt could fall to about 53% of
GDP in 2025, close to the government's 50% target, as a result of
narrower deficits and strong nominal GDP growth."

A terms-of-trade shock will widen the current account deficit in
2022 as higher oil and food prices push up import prices. That
said, gas imports from Russia are based on long-term contracts with
prices fixed lower than current market prices. Consequently, the
immediate impact from higher gas prices is contained. In addition,
higher metals prices, especially for Armenia's key export copper,
somewhat neutralize higher import prices. Other exporters to
Russia, for instance of cognac and wine, are faced with Russian
customers' loss of purchasing power and Russian ruble prices that
are slower to adjust.

S&P said, "As a result, we forecast the current account deficit
will widen to about 4.3% of GDP in 2022 before starting to narrow
again in 2023. The importance of remittances had been subsiding,
with total remittances declining 25% to $1.6 billion in 2021 from a
peak of $2.2 billion in 2013. Still, a sharp recession in Russia
will likely have a material impact on remittance flows to Armenia.
Positively, we understand that there are no technical barriers, for
instance resulting from sanctions, that limit the ability of
Armenia's diaspora to send remittances home.

"We expect a gradual narrowing of Armenia's current account deficit
over 2023-2025 as terms of trade become more favorable and
remittance inflows rebound. However, an expected recovery of
remittance inflows would also sustain import demand. Armenia's IMF
program is set to end with the recently concluded sixth review
under the Stand-By Arrangement, which, if approved by the IMF,
would release $36 million, bringing total program disbursements to
$430 million. Armenia has a long track record of working with the
IMF through various programs and we expect it could agree to
another program later this year. We would view this as important
for sustaining reform momentum and access to external financing.
External debt net of liquid external assets (narrow net external
debt, our preferred measure of external leverage) is set to reduce
to just above 100% of current account receipts by 2025 after
surging to 130% in 2020. Gross external financing needs will
average approximately 115% of current account receipts and usable
reserves through to 2025. We expect that external financing will
mostly come through debt-creating inflows, including concessional
debt. However, if the trend of Russian and other international
companies settling in Armenia, because of sanctions imposed on
Russia, proves durable, we believe there could be upside for
foreign direct investment inflows, which for now we forecast will
be moderate.

"Higher import prices will push up inflation. Before the
Russia-Ukraine conflict, inflation in Armenia reached an
eight-month low of 6.5% in February 2022, still well above the
Central Bank of Armenia's 4% target. We expect higher import prices
will translate into higher inflation, which could average 7% this
year, with risks to the forecast if high food prices persist. The
central bank has already reacted by raising the refinancing rate,
its main policy tool, by 125 basis points to 9.25% to reign in
inflationary pressure. This comes on top of 250 basis points in
rate hikes in multiple steps during 2021. We think that the Central
Bank of Armenia's monetary policy framework benefits from the
institution's high degree of operational independence and its
improving credibility following efforts to anchor inflation
expectations. The dram is free floating, and the central bank
intervenes from time to time, such as in 2020 and 2021, to prevent
disorderly market conditions. However, relatively high
dollarization in Armenia and shallow domestic capital markets in
local currency somewhat inhibit the country's monetary transmission
channels.

"Armenia's banking sector is well capitalized, profitable, and
liquid. Its exposure to Russia and Ukraine is relatively small,
with only one midsize subsidiary of the sanctioned Russian VTB Bank
being active in Armenia. Following a four years of double-digit
lending growth, the banking sector's loan book contracted by about
to 5% in 2021. We expect loan growth to resume only in 2023 due to
Armenia's uncertain geopolitical and economic environment this
year. Nonperforming loans (NPLs) reduced to 3.9% as of Feb. 1,
2022, from 6.6% at year-end 2020, mainly due to write offs of
legacy problem loans. We expect some moderate growth of NPLs in
2022-2023. This year, an outflow of about 15% of nonresident
deposits was counterbalanced by about 18% growth in resident
deposits, thus strengthening the loan-to-deposit ratio alongside
the loan portfolio contraction. We expect to see some inflow of
nonresident deposits in 2022 from residents of the Commonwealth of
Independent States leaving Russia for Armenia. Deposit and loan
dollarization continued their slow decline to about 42% and 44%,
respectively, in January 2022."

In accordance with S&P's relevant policies and procedures, the
Rating Committee was composed of analysts that are qualified to
vote in the committee, with sufficient experience to convey the
appropriate level of knowledge and understanding of the methodology
applicable. At the onset of the committee, the chair confirmed that
the information provided to the Rating Committee by the primary
analyst had been distributed in a timely manner and was sufficient
for Committee members to make an informed decision.

After the primary analyst gave opening remarks and explained the
recommendation, the Committee discussed key rating factors and
critical issues in accordance with the relevant criteria.
Qualitative and quantitative risk factors were considered and
discussed, looking at track-record and forecasts.

The committee's assessment of the key rating factors is reflected
in the Ratings Score Snapshot above.

The chair ensured every voting member was given the opportunity to
articulate his/her opinion. The chair or designee reviewed the
draft report to ensure consistency with the Committee decision. The
views and the decision of the rating committee are summarized in
the above rationale and outlook. The weighting of all rating
factors is described in the methodology used in this rating
action.

  Ratings List

  RATINGS AFFIRMED; OUTLOOK ACTION  
                                        TO           FROM
  ARMENIA

  Sovereign Credit Rating          B+/Stable/B     B+/Positive/B

  Transfer & Convertibility Assessment    BB-      BB-




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F R A N C E
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LA FINANCIERE: S&P Alters Outlook to Negative, Affirms 'B' Rating
-----------------------------------------------------------------
S&P Global Ratings revised its outlook on La Financiere Atalian SAS
(Atalian) to negative from stable and affirmed its 'B' rating.

The negative outlook indicates that S&P could lower the ratings if
Atalian's liquidity position deteriorates because of sustained
negative FOCF generation, or a delay in either its proposed capital
injection or the refinancing of the RCF in the short term.

S&P said, "Significant exceptional items in 2021 resulted in a
material deviation from our forecasted credit ratios. Previously,
we anticipated an increase in S&P Global Ratings-adjusted EBITDA
margin to around 6.8% in 2021 on the back of lower restructuring
items and a lower CVAE (value-added tax) payment--compared to the
6.0% management actually achieved for the year. Furthermore, the
company's exceptional costs doubled year-on-year and saw the S&P
Global Ratings-adjusted leverage deteriorate to around 8.5x, from
the 7.0x we had expected." These exceptional costs largely relate
to a litigation settlement and professional fees, both for the
settlement and a potential equity injection. The company also made
several provisions for tax revision in light of a detailed review
of its minority interests' operations, particularly across Africa.
As a result, credit metrics weakened in 2021 as the company
generated negative S&P Global Ratings-adjusted FOCF and funds from
operations (FFO) cash interest coverage fell to around 2x.

S&P said, "Liquidity remains adequate for the coming 12 months.
Given Atalian's EUR157 million in cash on balance sheet at year-end
2021, we believe liquidity will remain adequate in the coming 12
months. However, its RCF is set to mature in April 2023. With
ongoing cash use in the coming 12 months, including the continued
quarterly repayment of the PGE loan, of which EUR25 million is
outstanding, we believe that liquidity could be pressured in the
near term. We understand that the company is engaging with
investors regarding a possible equity raise, which if successful
could create additional liquidity headroom.

"Underlying operations remain stable, but credit metrics are still
constrained by the increased factoring usage and non-recurring
costs. Atalian has increased its commercial wins, adding around
EUR438 million in new business during 2021. This should support
around half of the organic growth we estimate for 2022. A quicker
rebound in the U.S. could support a margin improvement given that
we continue to factor about one-third of 2021's exceptional costs
into our 2022 forecast, and our expectation that these costs will
decline thereafter. We have assumed reasonably steady EBITDA in
both France and the U.K., but improvements in the international
segment will be supported mostly by strengthening operations in the
U.S. We believe this will help the company deleverage toward 8x in
2022 (not accounting for the potential equity injection). We expect
S&P Global Ratings-adjusted FOCF will remain negative in the coming
years as the cash payments for the non-recurring items occur from
2022, constraining FOCF. We believe metrics will remain constrained
in the coming years absent a potential equity injection, which
could support further deleveraging if used for debt reduction.
Assuming this happened, and the company raised around EUR300
million, its S&P Global Ratings-adjusted debt to EBITDA could
improve to around 6.5x.

"The negative outlook reflects weaker credit metrics in 2021 given
significant exceptional items, an increase in factoring debt, and
our expectation that FOCF will remain negative in the coming years.
We see an increased risk of downgrade in the coming 12 months,
absent a potential equity injection or improved liquidity,
including a potential refinancing of the RCF."

S&P could lower the rating on Atalian if it expected leverage to
remain elevated, if FFO cash interest coverage falls sustainably
below 2x, or if our liquidity assessment weakens. Specifically, S&P
could lower the rating if:

-- Restructuring costs or exceptional items remain material,
resulting in sustained high leverage and negative FOCF, or

-- The company does not refinance its RCF well in advance of its
maturity.

S&P said, "We could revise the outlook to stable if we think
restructuring costs are controlled, thereby supporting an
improvement in FOCF. Upside could also build if an equity injection
is finalized and the RCF is refinanced in a timely manner, thereby
improving liquidity headroom. We would also expect the equity
proceeds to support deleveraging, with no material deviation in the
company's financial policy as a result."

Environmental, Social, And Governance

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

Governance factors remain a moderately negative consideration in
S&P's credit rating analysis of La Financiere Atalian following
previous deficiencies in internal controls, the current litigation
settlement, and additional tax provisions. Over the last two years,
management has focused on improving governance and internal
controls. The 2020 restatement and 2021 non-recurring items largely
reflect this internal control restructuring.




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G E R M A N Y
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WITTUR INT'L: Moody's Cuts CFR to Caa1 & Alters Outlook to Stable
-----------------------------------------------------------------
Moody's Investors Service downgraded the corporate family rating to
Caa1 from B3 and probability of default rating to Caa1-PD from
B3-PD of German elevator components manufacturer Wittur
International Holding GmbH ("Wittur" or "group"). Moody's also
downgraded the instrument ratings on the group's debt facilities,
including the ratings on the EUR565 million backed senior secured
first-lien term loan B and EUR90 million backed senior secured
first-lien revolving credit facility (RCF) to B3 from B2, and the
rating on the EUR240 million backed senior secured second lien term
loan to Caa3 from Caa2, issued by Wittur Holding GmbH, a direct
subsidiary of the group. The outlook on all ratings for both
entities changed to stable from negative.

RATINGS RATIONALE

The downgrade of the CFR to Caa1 reflects an extended period of
time in which Wittur's operating performance and credit metrics did
not meet the expectation for its previous B3 rating and Moody's
concerns about the speed of Wittur's deleveraging to a more
sustainable level, given the increased uncertainty of the business
environment in which the company operates. Wittur's financial
leverage reached 14.9x Moody's adjusted debt/EBITDA in 2021
compared to 11.6x and 8.5x in 2020 and 2019, respectively, which
continues to exceed the expectations for its previous B3 rating. In
addition, the company has not generated positive Moody's adjusted
Free Cash Flow (FCF, after interest paid) in the past four years,
with the trend deteriorating each year to around EUR60 million of
negative FCF in 2021, driven by reduced profitability due to the
time lag of pass-through of steel price increases and high net
working capital consumption because of revenue growth and increased
inventory to be covered for supply chain pressures.

Moody's expects some improvements in credit metrics and a
substantial reduction of cash burn in 2022, based on the
expectation of a recovery in EBITDA margins because of the
implemented price increases. However, the credit metrics will
likely remain below the expectations for the previous B3 rating
through 2023, including Moody's adjusted Debt /EBITDA clearly above
7.5x and no meaningful positive FCF generation available to reduce
its very high debt load. Moody's expects the inflationary pressures
and supply chain challenges will likely persist in 2022 limiting
the potential improvements in earnings and reduction of net working
capital. While its contracts with the elevator Original Equipment
Manufacturers (OEMs) include contractual pass-through provisions
for raw materials, these are subject to a six months' time lag. In
addition, some inflationary cost components are not covered and
need separate negotiations.

Moody's believes that Wittur's high exposure to China presents a
downside risk to earnings growth in the next 18-24 months. Recent
economic data suggest construction activities are projected to
decrease in the region due to the tightened liquidity situation in
the property markets. In addition, the investor sentiment remains
weak, as rising geopolitical risks have increased financial market
uncertainty. According to the company, order intake and revenues in
China remain robust year-to-date, and its business in China was
historically more resilient than the wider construction market
because its customers had outperformed the market in a downturn and
outsourced more business to a large reliable supplier, such as
Wittur. However, the elevator OEMs continue to warn of high price
competition, which may put at risk the company's future
profitability margins, irrespective of installation volumes.

The stable outlook primarily reflects the company's still adequate
liquidity position with low refinancing risk, given that it will
not face meaningful debt maturities before 2026. As of the end of
December 2021, the company operated with EUR81.6 million of cash on
the balance sheet, and an undrawn EUR70 million of RCF. Moody's
calculates that Wittur would need to face a further substantial
cash burn and substantial EBITDA decline to breach the springing
covenant in the revolving facility agreement, which is tested when
RCF drawn less cash and cash equivalents exceed 40% of total
revolving facility commitments. As such, the agency considers it
unlikely that Wittur will face issues with the covenant compliance
in the next 12-18 months. The management targets at least
break-even FCF generation in its budget for 2022, through an
increased focus on the net working capital management, contractual
pass through mechanism in its contracts with OEMs and implemented
price increases. In addition, Moody's understands that there is
some flexibility to postpone certain capital expenditure and other
projects, in case the earnings fall short of the budgeted levels.

At the same time, the liquidity remains constrained by a reliance
on short-term uncommitted lines in China and in other regions,
which has increased during 2021, with total drawings reaching
around EUR59 million at December-end 2021. As such, if banks did
not extend the credit lines, the company would have reduced sources
in a highly uncertain and volatile period.

STRUCTURAL CONSIDERATIONS

The B3 rating for the pari passu-ranked senior secured first lien
term loan B and the RCF is one notch above the Caa1 CFR of Wittur,
which reflects the seniority of these facilities to the Caa3 rated
senior secured second lien term loan.

The short-term lines of around EUR59 million in 2021 (increase from
EUR30 million in 2020) at operating entities are likely to sit
structurally ahead of the senior secured first and second lien
instruments. This is likely to reduce the recovery prospects of
these instruments.

ENVIRONMENTAL SOCIAL AND GOVERNANCE (ESG) CONSIDERATIONS

Moody's takes into account the impact of environmental, social and
governance (ESG) factors when assessing companies' credit quality.

Moody's governance assessment for Wittur takes into account its
very aggressive financial policy, illustrated by repeated
incremental debt issuances during the last five years, resulting in
a consistently highly levered capital structure, which reflects
high risk tolerance of its private equity owner. The relatively
frequent changes in its top management in recent years and a fairly
poor track record of meeting its forecasts is also a relevant
governance consideration.

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

The ratings could be upgraded with the expectations for
Moody's-adjusted gross debt/EBITDA below 7.5x, and for the
meaningful positive FCF and maintenance of an adequate liquidity
profile.

The ratings could be downgraded with the expectation that the
company's liquidity weakens, or that the capital structure is
becoming increasingly unsustainable.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Wittur International Holding GmbH is as a private-equity-owned
manufacturer of elevator components, based in Germany. Wittur
produces and sells elevator components such as automatic elevator
doors, lift cars, safety components, drives, elevator frames and
complete elevators to customers that include major multi-national
corporations as well as independent companies. In 2021, Wittur
generated EUR835 million in sales and company-adjusted EBITDA of
EUR90 million (11% margin).

Wittur is owned by funds advised by Bain Capital Europe Fund IV
L.P. and Canada's Public Sector Pension Investment Board ("PSP
Investments"), which acquired a 32% stake in Wittur from Bain
Capital in March 2019.



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I R E L A N D
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BLACKROCK EUROPEAN XIII: S&P Assigns Prelim 'B-' Rating to F Notes
------------------------------------------------------------------
S&P Global Ratings assigned its preliminary credit ratings to
BlackRock European CLO XIII DAC's class A-1, A-2, B, C, D, E, and F
notes. At closing, the issuer will also issue unrated subordinated
notes.

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

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

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

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

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

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

  Portfolio Benchmarks
                                                        CURRENT
  S&P Global Ratings weighted-average rating factor    2,828.02
  Default rate dispersion                                484.40
  Weighted-average life (years)                            5.23
  Obligor diversity measure                              140.86
  Industry diversity measure                              22.23
  Regional diversity measure                               1.35

  Transaction Key Metrics
                                                        CURRENT
  Total par amount (mil. EUR)                               400
  Defaulted assets (mil. EUR)                                 0
  Number of performing obligors                             158
  Portfolio weighted-average rating
   derived from S&P's CDO evaluator                         'B'
  'CCC' category rated assets (%)                          2.25
  'AAA' weighted-average recovery (%)                     37.34
  Weighted-average spread net of floors (%)                3.93

This is a European cash flow CLO transaction, securitizing a pool
of primarily syndicated senior secured loans or bonds. The
portfolio's reinvestment period ends approximately 4.5 years after
closing, and the portfolio's maximum average maturity date is 8.5
years after closing. Under the transaction documents, the rated
notes pay quarterly interest unless there is a frequency switch
event. Following this, the notes will switch to semiannual
payment.

S&P said, "We understand that at closing the portfolio will be
well-diversified, primarily comprising broadly syndicated
speculative-grade senior-secured term loans and senior-secured
bonds. Therefore, we have conducted our credit and cash flow
analysis by applying our criteria for corporate cash flow CDOs.

"In our cash flow analysis, we modeled the EUR400 million target
par amount, the covenanted weighted-average spread of 3.80%, and
the covenanted weighted-average recovery rates. We applied various
cash flow stress scenarios, using four different default patterns,
in conjunction with different interest rate stress scenarios for
each liability rating category.

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

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

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

Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe that our preliminary
ratings are commensurate with the available credit enhancement for
each class of notes.

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class B, C, D, and E notes is
commensurate with higher ratings than those we have assigned.
However, as the CLO will have a reinvestment period, during which
the transaction's credit risk profile could deteriorate, we have
capped our assigned preliminary ratings on these notes.

"In addition to our standard analysis, to provide an indication of
how rising pressures among speculative-grade corporates could
affect our ratings on European CLO transactions, we have also
included the sensitivity of the ratings on the class A-1 to E notes
to five of the 10 hypothetical scenarios we looked at in our
publication, "How Credit Distress Due To COVID-19 Could Affect
European CLO Ratings," published on April 2, 2020.

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

Environmental, social, and governance (ESG) factors

S&P said, "We regard the exposure to ESG credit factors in the
transaction as being broadly in line with our benchmark for the
sector. Primarily due to the diversity of the assets within CLOs,
the exposure to environmental credit factors is viewed as below
average, social credit factors are below average, and governance
credit factors are average. For this transaction, the documents
prohibit assets from being related to the following industries:
tobacco or tobacco products, development or production of
controversial weapons, and extraction of thermal coal and fossil
fuels from unconventional sources, or other fracking activities.
Since the exclusion of assets related to these activities does not
result in material differences between the transaction and our ESG
benchmark for the sector, we have not made any specific adjustments
in our rating analysis to account for any ESG-related risks or
opportunities."

  Ratings List

  CLASS     PRELIM.     PRELIM.     SUB (%)     INTEREST RATE*
            RATING      AMOUNT
                      (MIL. EUR)

  A-1       AAA (sf)     204.00    39.00   Three/six-month EURIBOR

                                           plus 1.15%

  A-2       AAA (sf)      40.00    39.00   Three/six-month EURIBOR

                                           plus 1.40%§

  B         AA (sf)       44.00    28.00   Three/six-month EURIBOR

                                           plus 2.25%

  C         A (sf)        24.00    22.00   Three/six-month EURIBOR

                                           plus 3.25%

  D         BBB (sf)      26.00    15.50   Three/six-month EURIBOR

                                           plus 4.10%

  E         BB- (sf)      21.00    10.25   Three/six-month EURIBOR

                                           plus 6.77%

  F         B- (sf)       11.00     7.50   Three/six-month EURIBOR

                                           plus 9.18%

  Sub       NR            35.20      N/A   N/A

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

§EURIBOR capped at 2.35%.
EURIBOR--Euro Interbank Offered Rate.
NR--Not rated.
N/A--Not applicable.


MADISON PARK V: Moody's Affirms B2 Rating on EUR8.1MM Cl. F Notes
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the following
notes issued by Madison Park Euro Funding V DAC:

EUR24,000,000 Class B1 Senior Secured Floating Rate Notes due
2031, Upgraded to Aa1 (sf); previously on Jun 4, 2021 Affirmed Aa2
(sf)

EUR10,000,000 Class B2 Senior Secured Floating Rate Notes due
2031, Upgraded to Aa1 (sf); previously on Jun 4, 2021 Definitive
Rating Assigned Aa2 (sf)

EUR17,700,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to A1 (sf); previously on Jun 4, 2021
Affirmed A2 (sf)

EUR15,000,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to Baa1 (sf); previously on Jun 4, 2021
Definitive Rating Assigned Baa2 (sf)

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

EUR181,300,000 Class A Senior Secured Floating Rate Notes due
2031, Affirmed Aaa (sf); previously on Jun 4, 2021 Definitive
Rating Assigned Aaa (sf)

EUR20,500,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed Ba2 (sf); previously on Jun 4, 2021
Affirmed Ba2 (sf)

EUR8,100,000 Class F Senior Secured Deferrable Floating Rate Notes
due 2031, Affirmed B2 (sf); previously on Jun 4, 2021 Affirmed B2
(sf)

Madison Park Euro Funding V DAC, issued in August 2013 and
refinanced in May 2017 and June 2021, is a collateralised loan
obligation (CLO) backed by a portfolio of mostly high-yield senior
secured European loans. The portfolio is managed by Credit Suisse
Asset Management Limited. The transaction's reinvestment period
will end in May 2022.

RATINGS RATIONALE

The rating upgrades on the Class B1, B2, C and D Notes are
primarily a result of the benefit of the shorter period remaining
before the end of the reinvestment period in May 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.

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: EUR299.9m

Defaulted Securities: EUR2.5m

Diversity Score: 51

Weighted Average Rating Factor (WARF): 2915

Weighted Average Life (WAL): 4.6 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.8%

Weighted Average Coupon (WAC): 5.2%

Weighted Average Recovery Rate (WARR): 44.0%

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 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
notes, 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 behavior; (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:

Portfolio amortisation: Once reaching the end of the reinvestment
period in May 2022, the main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.

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. 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.



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

CASSIA 2022-1: Moody's Assigns Ba3 Rating to EUR47.3MM C Notes
--------------------------------------------------------------
Moody's Investors Service has assigned the following definitive
ratings to the three classes of notes issued by Cassia 2022-1
S.R.L. (the "Issuer").

EUR153.4M Class A Commercial Mortgage Backed Floating Rate Notes
due May 2034, Definitive Rating Assigned A2 (sf)

EUR34.8M Class B Commercial Mortgage Backed Floating Rate Notes
due May 2034, Definitive Rating Assigned Baa3 (sf)

EUR47.3M Class C Commercial Mortgage Backed Floating Rate Notes
due May 2034, Definitive Rating Assigned Ba3 (sf)

Moody's previously assigned a provisional rating to Class D Notes
of (P) B3(sf), described in the prior press release, dated March
18, 2022. Subsequent to the release of the provisional ratings for
this transaction, the structure was modified. Based on the current
structure, which no longer includes Class D Notes, Moody's has
withdrawn its provisional rating for that class.

Cassia 2022-1 S.R.L. is a commercial mortgage backed securitization
backed by two uncrossed floating rate loans known as Thunder II and
Jupiter. The two loans are collateralized by mortgages on 42
logistics properties in Italy. The sponsor for each of the
borrowers is Blackstone Real Estate Partners L.P. (Blackstone).
Blackstone will use the proceeds from this transaction to finance
the acquisition of the two portfolios.

RATINGS RATIONALE

The rating action is based on: (i) Moody's assessment of the real
estate quality and characteristics of the collateral; (ii) analysis
of the loan terms; and (iii) the expected legal and structural
features of the transaction.

The ratings of the notes in this transaction are constrained at
four notches above the current Italian government bond rating of
Baa3 with a Stable outlook.

The key parameters in Moody's analysis are the default probability
of the securitised loans (both during the term and at maturity) as
well as Moody's value assessment of the collateral. Moody's derives
from these parameters a loss expectation for the securitised loans.
Moody's default risk assumptions are medium/high for Thunder II and
medium for Jupiter.

The key strengths of the transaction include: (i) the good quality
collateral with a weighted average Moody's Property Grade of 2.0;
(ii) diverse rental income across 49 unique tenants; (iii) the
strong track records of Logicor and Mileway in managing this
property type; and (iv) the positive impact of coronavirus which
has accelerated e-commerce trends on logistics assets.

Challenges in the transaction include: (i) the transaction's
exposure to Italy (Baa3/stable); (ii) the additional leverage from
permitted mezzanine debt; and (iii) pro rata allocation of
proceeds.

The Moody's weighted average LTV of the two securitised loans at
origination is 78.2%, comprising of Thunder II at 80.4% and Jupiter
at 73.2%. Moody's has applied a property grade of 2.0 for each of
these portfolios (on a scale of 1 to 5, 1 being the best).

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was "Moody's
Approach to Rating EMEA CMBS Transactions" published in May 2021.

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

Main factors or circumstances that could lead to an upgrade of the
ratings are generally: (i) an increase in the property values
backing the underlying loans; or (ii) a decrease in the default
probability driven by improving loan performance or decrease in
refinancing risk.

Main factors or circumstances that would lead to a downgrade of the
ratings are generally: (i) a decline in the property values backing
the underlying loan; (ii) an increase in the default probability of
the loan; or (iii) a downgrade of the current Italian government
bond rating.

COMPAGNIA TIRRENA: June 27 Tender Scheduled for Office Building
---------------------------------------------------------------
Compagnia Tirrena di Assicurazioni S.p.A., in Compulsory
Administrative Liquidation, sells through a sale by tender with
sealed bids in the presence of a Notary:

The office buidling of approximately 20,000 square meters in Rome
(Balduina - Monte Mario area).

The starting bid is set at EUR33,473,000 - plus taxes and auction
service fees.

The tender will be held on June 27, 2022 at 11:00 a.m.

The property is sold "as is" and at fixed price.

Tender notices and further information on the property are
available on www.ivass.it, www.immobiliare.it,
www.avvisinotarili.notariato.it and www.astegiudiziarie.it,
www.compagniatirrenaica.it (procedure No. 126 of 1993).

For more information please contact the office responsible:
Via Massimi 158, 00136 Roma, Tel. +39/06/30183234, Fax
+39/06/35420169-30183211, Certified e-mail:
compagniatirrenaasspa.inica@legalmail.it


INTERNATIONAL DESIGN: Moody's Affirms B2 CFR, Outlook Now Stable
----------------------------------------------------------------
Moody's Investors Service has affirmed the B2 corporate family
rating, B2-PD probability of default rating and the B2 ratings on
the EUR400 million guaranteed senior secured fixed rate notes due
2025 and on the EUR470 million guaranteed senior secured floating
rate notes due 2026 of International Design Group S.p.A. ("IDG",
"the company" or "the group"), an Italian high-end lighting and
furniture company. The outlook on all ratings has been changed to
stable from negative.

"The outlook change to stable reflects the strong operating
performance of IDG in 2021 leading to a better than anticipated
improvement in the company's credit metrics. The change in outlook
also reflects our expectation that IDG will reduce leverage towards
5.0x over the next 12-18 months and will maintain good liquidity"
says Pilar Anduiza, lead analyst for IDG.

RATINGS RATIONALE

The ratings' affirmation reflects the better than expected
performance in 2021 and the company's track record in earnings
growth and stable operating performance. In the first nine months
of 2021 IDG pro forma consolidated revenue grew 28% driven by
growth across all brands as the company benefited from strong
consumer spending on home improvement and furniture. However,
operating performance was also supported by growing sales of new
products as well an increasing number of shop-in-shops.

The affirmation also reflects the successful completion of the
acquisition of YDesign as planned. Moody's recognizes the benefits
from an increased footprint in North America as well as the
potential to leverage on YDesign's e-commerce capabilities in other
regions.

The change in IDG's outlook to stable from negative reflects
improvements in IDG's credit metrics, including Moody's-adjusted
debt/EBITDA ratio which is expected to be at around 5.6x in 2021,
compared to the rating agency's previous expectation of around 6.0x
for 2021 and to 6.1x at the end of 2020. Moody's expects IDG's
leverage ratio to further decline below 5.5x in the next 12-18
months, a level consistent with its current ratings.

Moody's expects the company to achieve revenue growth in the low to
mid-single-digit range in percentage terms in 2022 and 2023 and
EBIT margins to remain broadly stable at around 20% in 2022 as a
result of cost inflation only improving from 2023. Sales growth
will be supported by the full contribution from YDesign, as well as
by the increasing penetration of online retail in the US and
several strategic growth initiatives that will start contributing
to revenue from 2022, including the licensing agreement with Fendi
Casa. Moody's forecasts that free cash flow will remain positive
broadly in line with the company's track record at around EUR30-35
million per annum.

Moody's notes that Russia's invasion of Ukraine remains a key risk
to the company's earnings growth. Consumer inflation as well as
potential macroeconomic deterioration pose risks to demand for the
company's products given the discretionary nature. However, Moody's
expects IDG to continue to take actions such as price increases to
offset inflation and to mitigate supply chain disruptions, as it
did in 2021. Moody's also positively notes the company's good track
record at maintaining stable margins at times of declining demand
in light of its high proportion of variable costs.

The B2 corporate family rating of IDG is supported by the group's
solid brand portfolio, leading market position, although in a niche
and fragmented industry, track record of consistent positive free
cash flow generation, the good strategic fit of YDesign
acquisition, resilience of its business model and operating results
as well its good liquidity profile. In particular, the portfolio of
high-end brands balances off the group's reliance on external
designers for new products and ideas to remain competitive, with
only limited in-house designers and intellectual properties.

The rating is constrained by the group's modest size in a
still-highly fragmented market, which might result in fierce
competition and M&A risk, its exposure to discretionary spending,
and the need to remain competitive and innovative through new
product launches.

LIQUIDITY

IDG's good liquidity is supported by EUR133 million cash on balance
sheet as of September 30, 2021 and a EUR100 million fully undrawn
RCF. This is more than enough to cover basic cash needs and the
increase in capex. The company's next upcoming debt maturities
include the RCF and the guaranteed senior secured fixed rate notes,
which are both due in 2025, while the guaranteed senior secured
floating rate notes mature in 2026.

The RCF contains a springing financial covenant defined as super
senior net debt/EBITDA of 2.5x (tested when more than 40% of the
RCF is drawn), which, if not met, would stop any incremental
drawing under the facility.

STRUCTURAL CONSIDERATIONS

International Design Group S.p.A. is the issuer of the EUR870
million guaranteed senior secured notes and the main borrower of
the EUR100 million multicurrency super senior RCF, also available
at the main operating companies within the group. The EUR870
million guaranteed senior secured notes comprise the EUR400 million
guaranteed senior secured fixed rate notes due 2025 and the EUR470
million guaranteed senior secured floating rate notes due 2026.

The RCF and the senior secured notes benefit from guarantees from
the three main operating companies (representing approximately 75%
of group's adjusted EBITDA) and are secured on a first ranking
basis on (1) the shares of the issuer, guarantors and material
subsidiaries, including the target companies; (2) certain material
structural intercompany receivables; and (3) certain material bank
accounts. The notes rank behind the super senior RCF which benefits
from priority call on the security package. However, Moody's views
the security package as weak and the size of the revolver is not
enough to cause a notching differential on the guaranteed senior
secured notes.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook reflects Moody's expectation that IDG's key
credit metrics will continue to improve through 2023, when Moody's
expects leverage to reduce below 5.5x. The stable outlook also
assumes that the company will maintain good liquidity and a prudent
approach towards acquisitions.

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

The ratings could be upgraded if the company demonstrates the
ability to implement a common strategy with YDesign deriving full
revenues and cost synergies, together with success in maintaining
an operating margin in the high teens in percentage terms. In
addition, upward pressure on the rating could develop should the
group's financial leverage, measured as Moody's adjusted debt to
EBITDA, reduce towards 4.5x and its Moody's adjusted EBIT interest
cover increase above 2.5x.

The ratings could be downgraded if there is a sustained
deterioration in the company's operating margins towards the low
teens in percentage terms leading to a financial leverage towards
6.0x also on a sustainable basis. The rating could come under
negative pressure also in case of a weakening in the company's
liquidity profile or in case of a more aggressive financial policy
signaled by aggressive acquisitions or shareholders distribution in
excess of free cash flow generation.

LIST OF AFFECTED RATINGS

Affirmations:

Issuer: International Design Group S.p.A.

Probability of Default Rating, Affirmed B2-PD

LT Corporate Family Rating, Affirmed B2

Senior Secured Regular Bond/Debenture, Affirmed B2

BACKED Senior Secured Regular Bond/Debenture, Affirmed B2

Outlook Actions:

Issuer: International Design Group S.p.A.

Outlook, Changed To Stable From Negative

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

International Design Group S.p.A. was formed through the
combination of three high-end design companies: Flos, a leading
Italian high-end lighting manufacturer; B&B Italia, a leading
Italian high-end furniture company; and Louis Poulsen, a leading
Danish high-end lighting company. In 2020 IDG generated EUR526
million in revenue and EUR125 million in company reported EBITDA.
In June 2021, the company acquired YDesign, a US-based e-commerce
retailer.



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

RUSSIA: S&P Lowers Foreign Currency ICRs to 'SD/SD'
---------------------------------------------------
On April 8, 2022, S&P Global Ratings lowered its unsolicited long-
and short-term foreign currency issuer credit ratings on Russia to
'SD/SD' from 'CC/C'. At the same time, S&P kept its unsolicited
'CC/C' long- and short-term local currency issuer credit ratings on
Russia on CreditWatch negative. S&P subsequently withdrew its
ratings on Russia in consideration of the EU's decision on March 15
to ban the provision of credit ratings to legal persons, entities,
or bodies established in Russia, and our ensuing announcement that
we will withdraw all our outstanding ratings on relevant issuers
before April 15, 2022, the deadline imposed by the EU.

As "sovereign ratings" (as defined in EU CRA Regulation 1060/2009
"EU CRA Regulation"), the ratings on Russia are subject to certain
publication restrictions set out in Art 8a of the EU CRA
Regulation, including publication in accordance with a
pre-established calendar. Under the EU CRA Regulation, deviations
from the announced calendar are allowed only in limited
circumstances and must be accompanied by a detailed explanation of
the reasons for the deviation. In this case, the reason for the
deviation is Russia's payment in rubles on its April 4 Eurobond
obligations.

CreditWatch

At the time of the withdrawal, the foreign currency ratings were
'SD/SD' while the local currency ratings were on CreditWatch
negative, indicating the high vulnerability of Russia's local
currency debt to nonpayment.

Rationale

The foreign currency downgrade follows S&P's understanding that the
Russian government made coupon and principal payments on its U.S.
dollar-denominated 2022 and 2042 Eurobonds in rubles when those
payments were due on April 4, 2022.

Although the default could be remedied under a 30-day grace period
allowed under the terms and conditions of the bonds, S&P doesn't
expect that investors will be able to convert those ruble payments
into dollars equivalent to the originally due amounts, or that the
government will convert those payments within that grace period.
This is in part because in our opinion, sanctions on Russia are
likely to be further increased in the coming weeks, hampering
Russia's willingness and technical abilities to honor the terms and
conditions of its obligations to foreign debtholders.

S&P said, "Our ratings reflect our view of an issuer's ability and
willingness to meet its financial obligations in full and on time
as well as in accordance with the terms of the obligation,
including in the agreed currencies.

"While it is also our understanding that funds transferred by the
Russian government for debt service payments on its local currency
bonds (OFZ) to Russian domestic accounts might not be available to
some or all nonresident bondholders, definitive information on the
payment process is currently not available to us.

"We also understand that a temporary exemption in U.S. sanctions
that allows U.S. investors to receive Russian debt payments is due
to expire May 25, 2022."


[*] RUSSIA: To Launch Legal Action if Forced Into Default
---------------------------------------------------------
Lidia Kelly at Reuters reports that Russia will take legal action
if the West tries to force it to default on its sovereign debt,
Finance Minister Anton Siluanov told the pro-Kremlin Izvestia
newspaper on April 11, sharpening Moscow's tone in its financial
wrestle with the West.

"Of course we will sue, because we have taken all the necessary
steps to ensure that investors receive their payments," Mr.
Siluanov told the newspaper in an interview. "We will present in
court our bills confirming our efforts to pay both in foreign
currency and in roubles.  It will not be an easy process.  We will
have to very actively prove our case, despite all the
difficulties."

Mr. Siluanov did not elaborate on Russia's legal options, Reuters
notes.

Russia faces its first sovereign external default in more than a
century after it made arrangements to make an international bond
repayment in roubles earlier this week, even though the payment was
due in U.S. dollars, Reuters relates.

Last week, Mr. Siluanov said Russia will do everything possible to
make sure its creditors are paid, Reuters recounts.

Russia tried in good faith to pay off external creditors," Reuters
quotes Mr. Siluanov as saying on April 11.  "Nevertheless, the
deliberate policy of Western countries is to artificially create a
man-made default by all means."

According to Reuters, Mr. Siluanov said Russia's external
liabilities amount to about 20% of the total public debt, which
stood at about RUR21 trillion (US$261.7 billion).  Of that, about
RUR4.5-4.7 trillion were external liabilities, Reuters notes.




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

ORIFLAME INVESTMENT: Fitch Lowers LT IDR to 'B', Outlook Negative
-----------------------------------------------------------------
Fitch Ratings has downgraded Oriflame Investment Holding Plc's
Long-Term Issuer Default Rating (IDR) to 'B' from 'B+' and senior
secured rating to 'B' from 'BB-'. The Recovery Rating has been
revised to 'RR4' from RR3'. The Outlook is Negative.

The downgrade reflects Fitch's expectation of significant
challenges from doing business in Russia, which contributed 16% of
total sales in 2021 and a Fitch-estimated one third of profits.
This reduces the company's size and diversification. In addition,
Fitch assumes margin pressure on its retained operations from cost
inflation with limited price pass-through and from marketing costs
linked to the a mild resumption of events and a continuing
challenging recruitment environment for its sales representatives.

Fitch calculates that the combination of these events will lead to
a deterioration of credit metrics, with leverage no longer
consistent with a 'B+' rating over the next four years. The rating
also considers Oriflame's exposure to foreign-exchange (FX) risks
and emerging markets, which increases the volatility of revenue and
profits. The rating is supported by sufficient liquidity to
withstand the crisis due to the company's good position in the
direct-selling beauty market and its ability to generate free cash
flow (FCF).

The Negative Outlook reflects Fitch's expectation that leverage
will remain high for the rating and potential difficulties to
execute the assumed savings from a resizing of operations.
Confirmation of a conservative financial policy, for instance with
respect to dividend payment, could limit the expected deterioration
in performance and lead to the Outlook being revised to Stable.

KEY RATING DRIVERS

Material Exposure to Russia: CIS has been a key market for Oriflame
with 28% of total sales (16% from Russia) and 44% of operating
profit generated in 2021. Production in Russia, the company's
second largest plant, will be reduced and Fitch understands from
management that this will lead to a steady decline of sales in both
Russia and Ukraine. Fitch assumes this will cause the loss of a
significant proportion of profits, as well as working capital
outflows in 1Q22 linked to production reallocation. Fitch does not
assume resumption of activity in the region in the short term.

Rising Costs to Impair Profits: The inflationary environment,
exceptional costs from a gradual wind down of Russian operations,
resumption of conferences and live events and remuneration policy
to retain sales members will weigh on profits, and Fitch estimates
this will shave around EUR80 million off EBITDA in 2022. Fitch
expects a progressive recovery of operating profits from 2023
(EBITDA margin: estimated 11.7%), aided by its partial ability to
pass on cost inflation, savings from resized operations in CIS,
scope for entry into new markets in the absence of Russia and some
success from efforts to rebuild its contracted sales representative
base (-17% over 2020-2021).

High Leverage: Oriflame's funds from operations (FFO) net leverage
increased as a result of weak trading in 2021 and Fitch expects it
to remain materially higher than its previous forecasts due to
business disruption and one-offs related to Russia. Despite
successful refinancing in 2021, which included lower debt and
reduced interest expense by EUR25 million per year, leverage is
likely to jump to 10x in 2022, from around 5x in 2021, and to
remain above 6.0x by end-2024. Therefore, Fitch does not believe
that Oriflame's public leverage target of below 2.5x is achievable
during Fitch's forecast horizon.

Exposure to FX, Emerging Markets: Oriflame operates in more than 60
countries - predominantly emerging markets - across Europe, Asia
and Latin America. This exposes the company to the inherent
volatility of developing economies and FX risks as the cost of its
products is linked to hard currencies and its debt is effectively
euro-denominated. These risks materialised again in 2021, and drove
a 3% reduction in revenue. Fitch's rating case assumes that the
depreciation of emerging-market currencies, including rouble for
Russian operations, relative to the euro will have a low
single-digit impact in percentage terms on Oriflame's revenue in
2022.

Challenges in Asia to Remain: Asia is a large and promising market
for Oriflame (25% of total sales), especially in the light of its
strategy to grow wellness and skincare products. However,
performance in this region remains under pressure as evident in
sales falling 20% in local currency and the number of sales
representatives reducing by around 14% in 2021. Fitch's rating case
assumes sales will start growing only from 2023, due to still
stringent restrictions on social gatherings and events in this
region, which challenge members' motivation and the recruitment of
new joiners.

Announced Dividends: Oriflame's plan in 2022 of EUR31 million in
dividend, while not yet approved, would create additional pressure
on net leverage metrics. Fitch believes that positive cash flow
from 2023 could leave room for dividend distributions, but at a
lower level than originally anticipated by management in the next
two years, and Fitch's rating case is based on a prudent financial
policy. Flexibility in dividends could be used to accelerate
deleveraging. Oriflame's capital structure historically included
low debt as the company has abstained from dividend payments during
challenging market conditions.

Strategic Shareholder Aids Financial Flexibility: Fitch believes
that the presence of a strategic shareholder favourably
differentiates Oriflame from other high-yield debt issuers.
Nevertheless, any shift to a financial strategy that is more
aggressive than Fitch anticipates would be negative for Oriflame's
ratings and may lead us to consider gross - rather than net -
leverage for rating sensitivities.

Expected Positive FCF Despite Dividends: Oriflame's credit profile
benefits from its ability to generate FCF due to its asset-light
business model and a mostly variable cost base. Fitch expects this
ability to be retained, partly supported by a prudent financial
policy, and reduction in interest expenses following debt
refinancing, which will partly offset the EBITDA deterioration.
Fitch assumes modest working-capital inflows in the next three
years, reversing the 2021 outflow driven by inventory build-up and
staff bonuses.

Good Product Diversification: Oriflame's credit profile benefits
from diversification across all major beauty product categories,
including skincare (25% of 2021 sales), colour cosmetics (14%),
fragrances (23%) and personal and hair care (17%). Sixteen per cent
of revenue comes from wellness products, which enjoy growing demand
and higher profitability than some beauty products as consumers
become increasingly health-conscious. Fitch expects limited
price-mix effect from 2022, after the company's strategy to
increase prices in 2021 of more expensive and profitable products
had a negative impact on volumes.

Medium-Size Company in Competitive Market: Oriflame holds leading
market shares in the direct-sales beauty sector in its core
countries of operation. However, it is a medium-sized company in
the global beauty industry and is vulnerable to competition from
large multinational companies, innovative direct sellers and niche
firms that have emerged due to low-cost marketing via social media.
This positions the company's business profile in the low 'BB'
rating category based on Fitch's Rating Navigator for Consumer
Companies.

DERIVATION SUMMARY

Fitch rates Oriflame according to its Ratings Navigator For
Consumer Companies. Oriflame's closest sector peer is Natura
Cosmeticos S.A. (BB/Positive) as it also operates in the
direct-selling beauty market. Natura has stronger business and
financial profiles than Oriflame, which is reflected it its higher
rating. Similarly to Oriflame, it is geographically diversified and
has exposure to emerging markets but benefits from greater
diversity across sales channels and a substantially larger scale in
the sector as the fourth-largest pure-play beauty company globally,
after the acquisition of Avon Products Inc. (Avon; BB/Positive.
Natura's Positive Outlook since 2021 reflects ongoing improvements
in its credit profile as the company captures synergies from the
Avon acquisition, enhances its product portfolio and launches its
digitalisation plan.

Oriflame has a lower rating than THG Holdings plc (B+/Stable),
which operates in the beauty and well-being consumer market. It is
smaller in scale than Oriflame but operates mostly in the UK and
Europe, is web-based and not exposed to FX risks. The recent
revision of its Outlook to Stable from Positive reflects risks
related to material cost challenges, mainly around logistics,
energy and raw materials.

Oriflame's rating and Outlook are similar to that of Sunshine
Luxembourg VII SARL (Galderma; B/Negative), which has materially
higher leverage but benefits from its larger size and its
operational focus on more stable developed markets.

No Country Ceiling, parent-subsidiary linkage or operating
environment aspects apply to Oriflame's ratings.

KEY ASSUMPTIONS

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

-- Revenue to fall 15% in 2022, driven by reduction of operations
    in Russia and positive low single-digit price-mix effect in
    percentage terms with certain volume recovery in the rest of
    the world;

-- Low single-digit adverse FX effect in percentage terms in
    2022;

-- EBITDA margin below 10% due to operational disruption in
    Russia, inflation and resumption of partial conferences and
    events;

-- EUR10 million working-capital inflow in 2022; no additional
    adverse changes in working capital turnover over 2023-2024;

-- Capex not exceeding EUR10 million a year to 2024;

-- EUR15 million one-off restructuring costs for downsized CIS
    operations;

-- No dividend distribution in 2022 and around EUR30 million a
    year in 2023-2024;

-- No M&A in the forecast horizon to 2024.

KEY RECOVERY RATING ASSUMPTIONS

The recovery analysis assumes that Oriflame would be considered a
going-concern (GC) in bankruptcy and that the company would be
reorganised rather than liquidated. Fitch has assumed a 10%
administrative claim.

In Fitch's bespoke recovery analysis, Fitch estimates GC EBITDA
available to creditors of around EUR110 million, lower than Fitch's
previous estimate of EUR130 million, to reflect the reduction of
the Russian business. The GC EBITDA is based on a stressed scenario
reflecting the company's exposure to FX volatility and emerging
markets and an inflationary environment. The GC EBITDA reflects
Fitch's view of a sustainable, post-reorganisation EBITDA level
upon which Fitch bases the valuation of the company.

An enterprise value (EV)/EBITDA multiple of 4.0x is used to
calculate a post-reorganisation valuation and is around half of the
2019 public-to-private transaction multiple of 7.2x.

Oriflame's super senior EUR100 million revolving credit facility
(RCF) is assumed to be fully drawn upon default and ranks senior to
its senior secured notes of EUR708 million. The waterfall analysis
generated a ranked recovery for senior secured notes in the 'RR4'
band, indicating a 'B' rating. The waterfall generated recovery
computation (WGRC) output percentage is 42%, based on current
metrics and assumptions.

RATING SENSITIVITIES

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

-- Local-currency revenue growth, driven by opening of new
    markets, improvements in price mix or sales volume in current
    markets, and successful engagement of new representatives,
    that sufficiently offset FX challenges;

-- Maintenance of adequate scale and geographic diversification,
    with EBITDA of at least around EUR150 million, EBITDA margin
    above 12% and no market accounting for more than one third of
    profits;

-- FCF margin above 3% on a sustained basis;

-- FFO net leverage below 5.0x or net financial debt/EBITDA below
    3.5x on a sustained basis.

Factors that could, individually or collectively, lead to a
revision of Outlook to Stable:

-- Maintenance of a conservative financial policy, including
    dividend distributions supporting positive FCF generation;

-- Visibility that FFO net leverage may reduce towards 6.0x or
    net financial debt/EBITDA towards 4.5x.

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

-- Sustained operating underperformance in key markets, driven by
    inability to protect revenue and profit from adverse changes
    in FX or to realise savings from downsized CIS operations;

-- Continued reduction in the number of active representatives
    not offset by improvements in productivity;

-- EBITDA margin below 10% on a sustained basis;

-- Neutral to negative FCF margin on a sustained basis;

-- More severe operating underperformance or aggressive financial
    policy preventing a decline of FFO net leverage to below 6.0x
    FFO or net financial debt/EBITDA to below 4.5x.

BEST/WORST CASE RATING SCENARIO

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

LIQUIDITY AND DEBT STRUCTURE

Comfortable Liquidity: Oriflame has shown strong cash flow
generation during the pandemic and maintained a conservative
financial profile by drawing the RCF as a precautionary measure.
Fitch expects Oriflame to retain sufficient liquidity despite
winding down its Russian operations.

At end-2021, Fitch-adjusted cash balances amounted to EUR49 million
(excluding EUR70 million required for operating purposes) with an
EUR100 million undrawn RCF. Fitch expects this to be sufficient to
cover rising costs and restructuring charges during 2022, aided by
a lower interest burden after refinancing and partial normalisation
of working capital in 2022. Fitch expects the shareholder to apply
a prudent financial policy in light of the disrupted operations in
Russia.

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.

DEBT                RATING           RECOVERY    PRIOR
----                ------           --------    -----
Oriflame Investment Holding Plc

                  LT IDR B Downgrade              B+
senior secured   LT B Downgrade         RR4      BB-



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

TURK TELEKOM: S&P Downgrades ICR to 'B+', Outlook Negative
----------------------------------------------------------
S&P Global Ratings downgraded Turk Telekom to 'B+/B' from 'BB-/B'
to mirror the transfer and convertibility (T&C) assessment. The
outlook remains negative, reflecting the negative outlook on
Turkey.

This rating action follows a similar rating action on Turkey.

S&P said, "On April 1, 2022, we lowered our unsolicited local
currency ratings on the sovereign and revised downward our T&C
assessment to 'B+' from 'BB-'. We cap our ratings on Turk Telekom
at the level of our T&C assessment on Turkey, which reflects our
view of the likelihood that Turkey would restrict access to foreign
exchange liquidity for Turkish companies, since Turk Telekom
generates nearly all of its cash flow in Turkey.

"Our assessment of Turk Telekom as a government-related entity
(GRE) does not impact our rating on the company and is not the
driver of the rating action.Following Turkish Wealth Fund's (TWF's)
stake increase in Turk Telekom to 61.7% from 6.7% on March 31,
2022, we now assess the company as a GRE. However, this does not
impact our rating on Turk Telekom given that we assess the
company's stand-alone credit profile (SACP) at 'bbb', which is
higher than the 'B+' long-term local and foreign currency sovereign
rating on Turkey. We view the likelihood of Turk Telekom receiving
timely and sufficient extraordinary financial support from Turkey
in the event of financial distress as moderate. S&P bases this view
on its assessment of Turk Telekom's:

-- Strong link with the Turkish government, which owns 86.7% stake
in the company though a 25% stake owned by the Ministry of Treasury
and Finance and 61.7% stake by the TWF. Moreover, all nine members
of the board of directors are now appointed by the Ministry of
Treasury and Finance and the TWF. S&P therefore believes that the
Turkish government now has material influence over the company's
strategy and financial policy. Although the government's equity
participation in Turk Telekom could decrease in the near to medium
term, for instance as a result of a secondary public offering or a
sale to a strategic investor, the magnitude and timeline of such a
transaction is uncertain.

-- Limited importance for the Turkish government, in line with
S&p's view that the role of a single telecom operator in a mature
and competitive market is limited.

-- The negative outlook on Turk Telekom reflects that on Turkey.
S&P's current assessment of Turk Telekom's SACP reflects its
expectation of continued solid operational performance, with an
adjusted debt-to-EBITDA ratio below 1.5x in 2022, and free
operating cash flow (FOCF) to debt above 10%.

S&Pe could downgrade Turk Telekom if it revised downward our T&C
assessment on Turkey to 'B', which could result from a downgrade of
the sovereign.

S&P could revise our outlook to stable on Turk Telekom if it took
the same action on the sovereign.

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


TURKCELL: S&P Downgrades ICR to 'B+', Outlook Negative
------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
telecom operator Turkcell to 'B+' from 'BB-'. The outlook remains
negative, mirroring its negative outlook on Turkey.

S&P said, "Our rating action follows our revision to Turkey's T&C
assessment on April 1, 2022. We also lowered our unsolicited local
currency ratings on Turkey to 'B+/B' from 'BB-/B'. The outlook
remains negative.

"The negative outlook on Turkcell reflects that on Turkey.
Turkcell's 'bbb' stand-alone credit profile reflects our
expectation of continued solid operational performance, with an S&P
Global Ratings-adjusted debt-to-EBITDA ratio below 1.5x and free
operating cash flow to debt above 10%.

"We could downgrade Turkcell if we revised down our T&C assessment
on Turkey to 'B', which could result from us downgrading the
sovereign.

"We could revise our outlook on Turkcell to stable if we took the
same action on the sovereign."

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




=============
U K R A I N E
=============

KERNEL HOLDING: S&P Downgrades Issuer Credit Rating to 'SD'
-----------------------------------------------------------
S&P Global Ratings lowered to 'SD' (selective default) from 'B-'
its issuer credit rating on Ukraine-based sunflower and grains
exporter, Kernel Holding S.A., and to 'CC' from 'B-' its
issue-level ratings on its outstanding senior unsecured notes.

The 'CC' issue-level rating on the notes indicates willingness and
ability to pay the upcoming coupons due in April, but the group's
ability to continue to service these obligations over the next 12
months is highly uncertain, in S&P's view.

Kernel Holding has experienced severe disruption because Black Sea
port closures are restricting the movement of cargo out of the
country. The company's export capacity is further restricted by a
special licensing system introduced to ensure sufficiency of
domestic supply.

S&P said, "We will re-evaluate our ratings on Kernel when we no
longer believe there is a high likelihood of a payment default, and
we have capacity to evaluate the company's business and financial
prospects in a satisfactory manner."

The rating action reflects Kernel's request to postpone repayment
of $866 million short-term bank borrowings which are due
March-September 2022 to the end of September 2022. These bank loans
comprise inventory-linked working capital facilities, other
unsecured local bank loans, and an offshore facility. S&P said, "We
understand the group is confident it can secure the support of its
lenders. We consider this to be a selective default under our
methodology, as an S&P Global Ratings' issuer credit rating is a
forward-looking opinion that focuses on the obligor's capacity and
willingness to meet all its financial commitments as they come
due."

S&P understands that Kernel has enough cash and is willing to make
the $19.875 million coupon payments due in April under its
outstanding senior unsecured notes.

The notes comprise $300 million 6.5% fixed-rate coupon notes due
October 2024, and $300 million 6.75% fixed-rate coupon notes due
October 2027. S&P said, "Beyond April 2022, we consider it highly
unlikely that Kernel can or will continue to service its debt
obligations, unless business and cash flow prospects improve
substantially in Ukraine. We would lower to 'D' (default) our issue
rating on the senior notes outstanding if the company does not make
the payments in full when due."

Kernel's credit profile has deteriorated significantly because of
the ongoing military conflict between Russia and Ukraine. Kernel's
export capacity has been hard hit by port closures in Ukraine
because this is the traditional route for its agricultural exports.
To protect its financial position, when the conflict started the
company invoked force majeure clauses under export contracts that
use Grain and Feed Trade Association (GAFTA) rules. This minimized
the risk of claims for nonperformance under its sales contracts.
Kernel recently received its first license to export grains and
sunflower oil under this system. It is looking at alternative
export trade routes, for example, using its own railway wagons and
cargo cars or renting third-party transportation so that it can
transport goods across Ukraine's border with Poland. Like other
domestic companies, Kernel is also engaged in humanitarian aid in
the country.

S&P said, "We will re-evaluate our ratings on Kernel when we no
longer consider there is a high likelihood of a payment default,
and we have capacity to evaluate the company's business and
financial prospects in a satisfactory manner.

"At our next rating review, we would need to receive a satisfactory
level of information to be able to re-evaluate the company's
business and financial prospects under the prevailing debt terms
and rapidly changing operating business environment."




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

AMIGO LOANS: FCA Won't Oppose Latest Schemes of Arrangement
-----------------------------------------------------------
Rhiannon Curry at Evening Standard reports that subprime lender
Amigo Loans is a step closer to survival after the Financial
Conduct Authority confirmed it will not oppose the company's latest
rescue plan.

According to Evening Standard, the FCA said it will not go to court
to object to Amigo's new proposals, "which represents an
improvement on last year's failed proposal and has the support of
the Independent Creditors Committee, which was set up to advance
the interests of those customers owed redress."

Under new plans, vulnerable Amigo Loans customers who were mis-sold
loans could receive up to 41p in the pound in compensation, Evening
Standard discloses.

The controversial sub-prime lender had its previous plan to
compensate customers, called Schemes of Arrangement, thrown out by
the High Court last year after the FCA objected to the amount
people would receive, Evening Standard notes.  Amigo offered just
10p in the pound, Evening Standard states.

The company, as cited by Evening Standard, said there had been "a
significant improvement in the fairness of the schemes" thanks to
an improving financial picture and some cost savings within the
business.

Its new plan states that if Amigo is allowed to start lending
again, it could pay out 41p in the pound from a potential GBP116
million cash pot.  It said this is its "preferred solution",
Evening Standard relates.

If the business is wound down instead, former customers will
receive between 33p and 37p in the pound. Money would come from
interest on pre-existing loans but not any new cash, according to
Evening Standard.

In the event the company is put into administration, customers will
get just 31p in the pound, Evening Standard says.

The FCA said it would not appear at the latest sanction hearings
either to oppose the schemes or to present any evidence, unless the
court requires it to, Evening Standard notes.


CALEDONIAN MODULAR: Staff Still Leaving Despite JRL Buyout
----------------------------------------------------------
Grant Prior at Construction Enquirer reports that staff are
continuing to leave collapsed offsite specialist Caledonian Modular
despite 200 jobs being "saved" following a buyout by JRL Group.

Caledonian went into administration last month but was bought by
JRL Group last week, the Enquirer relates.

Administrators Alvarez & Marsal said the new ownership deal would
save 200 jobs, the Enquirer notes.

But the Enquirer understands staff have still been leaving despite
the takeover.

According to the Enquirer, taking to LinkedIn, one former employee
who left on April 8 said "it's wholesale change" while another
added "the casualties continue to rack up" and another described
"watching the talent drain from our old stomping ground."


CPUK FINANCE: Fitch Affirms B Rating on B Notes, Outlook Now Stable
-------------------------------------------------------------------
Fitch Ratings has revised CPUK Finance Ltd.'s (CPUK) class A and B
notes' Outlook to Stable from Negative, while affirming their
ratings at 'BBB' and 'B', respectively.

CPUK is a securitisation of five holiday villages in the UK
operated by Center Parcs Limited (CP).

          DEBT                     RATING           PRIOR
          ----                     ------           -----
CPUK Finance Limited

CPUK Finance Limited/Debt/3   LT LT B   Affirmed    B
CPUK Finance Limited/Debt/1   LT LT BBB Affirmed    BBB

RATING RATIONALE

The rating actions reflect swifter-than-assumed recovery from the
pandemic-induced demand shock. Strong demand for domestic holidays
and favourable pricing contributed to an encouraging financial
performance in 2021 despite occupancy constraints.

The ratings also reflect CPUK's demonstrated ability to maintain
high and stable occupancy rates, increase prices above inflation,
and ultimately deliver strong financial performance. However, the
ratings also factor in CPUK's exposure to the UK holiday and
leisure industry, which is highly exposed to discretionary
spending.

Overall, Fitch expects CPUK's proactive and experienced management
to continue leveraging on the company's good-quality estate and
deliver steady financial performance over the medium term, despite
rising cost inflation and pressures on real disposable income in
the UK.

The extensive creditor-protective features embedded in the debt
structure support the class A notes' ratings, while the deep
subordination of the class B notes weighs negatively on their
ratings.

The Stable Outlook reflects Fitch's expectations of further
increases in both occupancy and rating headroom to Fitch's negative
sensitivities.

KEY RATING DRIVERS

Operating Environment Drives Assessment - Industry Profile:
'Weaker'

The UK holiday park sector faces both price and volume risks, which
makes the projection of long-term cash flows challenging. It is
highly exposed to discretionary spending and, to some extent,
commodity and food prices. Events and weather risks are also
significant, with CP having been affected by a fire and minor
flooding in the past and by the coronavirus pandemic.

Fitch views the operating environment as a key driver of the
industry profile, resulting in its overall 'Weaker' assessment. In
terms of barriers to entry, the scarcity of suitable, large sites
near major conurbations is credit-positive for CPUK. The company's
offering is also exposed to changing consumer behaviour (eg
holidaying abroad or in alternative UK sites).

Sub-KRDs: Operating Environment: 'Weaker'; Barriers to Entry:
''Midrange; Sustainability: 'Midrange'

Strong Performing Market Leader - Company Profile: 'Stronger'

Fitch views CP as a medium-sized operator. It benefits from some
economies of scale. Revenue and EBITDA growth had been consistent
through the cycle before the pandemic. Growth has been driven by
villa price increases, bolstered by committed development funding
to upgrade villa amenities and increase capacity. CP's large repeat
customer base helps revenue stability. CP also benefits from a high
level of advanced bookings and had until 2019 enjoyed constantly
high occupancy rates of 97%-98%.

CP has no direct competitors and the uniqueness of its offer
differentiates the company from camping and caravan options or
overseas weekend breaks. Management is generally stable, with no
known corporate-governance issues. The CP brand is fairly strong
and the company benefits from other brands operated on a concession
basis at its sites.

As the business is largely self-operated, visibility over
underlying profitability is good. An increasing portion of food and
beverage revenue is derived from concession agreements, but these
are fully turnover-linked, thereby still giving some visibility of
the underlying performance.

CP is reliant on high capex to keep its offer current and remains a
well-invested business. Major accommodation upgrades were completed
by end-2016. The current capex plan involves ongoing lodge
refurbishment.

Sub-KRDS: Financial Performance: 'Stronger'; Company Operations:
'Stronger'; Transparency: 'Stronger'; Dependence on Operator:
'Midrange'; Asset Quality: 'Stronger'

Cash Sweep Amortisation - Debt Structure Class A: 'Stronger' Class
B - 'Weaker'

All principal is fully amortising via a cash sweep and the
amortisation profile under the Fitch rating case (FRC) is
commensurate with the industry and company profiles. The class A
notes have an interest-only period, but no concurrent amortisation
with subordinated debt. The class A notes also benefit from the
payment deferability of the junior-ranking class B notes.
Additionally, the notes are all fixed-rate, avoiding any
floating-rate exposure and swap liabilities.

The class B notes are sensitive to small changes in
operating-stress assumptions and particularly vulnerable towards
the tail end of the transaction. This is because large amounts of
accrued interest may have to be repaid, assuming the class B notes
are not repaid at their expected maturity. The sensitivity stems
from the interruption in cash interest payments on a breach of the
class A notes' cash-lockup covenant (at 1.35x free cash flow debt
service coverage ratio (FCF DSCR)) or failure to refinance any of
the class A notes one year past expected maturity.

The transaction benefits from a comprehensive whole business
securitisation (WBS) security package, including full
senior-ranking asset and share security available for the benefit
of the noteholders. Security is granted by way of fully fixed and
qualifying floating security under an issuer-borrower loan
structure. The class B noteholders benefit from a topco share
pledge structurally subordinated to the borrower group, and as such
would be able to sell the shares upon a class B default event (eg
non-payment, failure to refinance or FCF DSCR under 1.0x).

The class B6 and B5 notes lack the FCF DSCR covenant, which means
that once the class B4 notes are no longer outstanding, the class B
noteholders will only be able to enforce their share pledge at the
topco level if class B loan interest is not paid when due
(effectively the same mechanics as FCF DSCR of 1.0x) or if the
notes are not refinanced/repaid by expected maturity.

Nevertheless, as long as the class A notes are outstanding, only
the class A noteholders are entitled to direct the trustee with
regard to the enforcement of any borrower security (eg if the class
A notes cannot be refinanced one year after their expected
maturity). Additionally, the class B6 and B5 notes' new terms will
come into effect only after the class B4 notes are repaid in full.

Fitch views the covenant package as slightly weaker than other
typical WBS deals. The financial covenants are only based on
interest cover ratios (ICR). Although documentation formally uses
DSCRs, they are effectively ICRs as there is no scheduled
amortisation of the notes. However, this is compensated by the cash
sweep feature. At GBP90 million, the liquidity facility is
appropriately sized, covering 18 months of the class A notes' peak
debt service. The class B notes do not benefit from any liquidity
enhancement but benefit from certain features while the class A
notes are outstanding, such as operational covenants.

Sub-KRDs: Debt Profile: Class A - 'Stronger', Class B - 'Weaker';
Security Package: Class A - 'Stronger', Class B - 'Weaker';
Structural Features: Class A - 'Stronger', Class B - 'Weaker'

Financial Profile: The projected deleveraging profile under FRC
envisages class A and B notes' full repayment in FY32 (year-end
April) and in FY39 and net debt-to-EBITDA by FY24 at 4.0x and 7.1x,
respectively.

PEER GROUP

Operationally, the most suitable WBS comparisons are WBS pubs, as
they share exposure to discretionary consumer spending. CP has
proven less cyclical than leased pubs with strong performance
during previous major economic downturns. The coronavirus pandemic
has also demonstrated that CP has more control over its costs.

Due to the similarity in debt structure, the transaction can also
be compared with Arqiva. Arqiva's WBS notes are also rated 'BBB'
and envisage full repayment via cash sweep in 2032, similar to
CPUK's expected full class A repayment in 2031. Industry risk for
Arqiva is assessed as 'Stronger' as it benefits from long-term
contractual revenue with strong counterparties, versus the 'Weaker'
assessment for CPUK. However, Arqiva's prepayment timing is
somewhat restricted by the expiry of these long-term contracts.

Arqiva's junior high-yield debt is less comparable with CPUK's
class B, due to separate issuer and bullet maturity (which
introduces refinancing risk). The lesser degree of subordination
and cash sweep feature of CPUK class B notes justify the 'B'
rating, which is one notch higher than Arqiva's junior notes.

Roadster Finance DAC (Tank & Rast (T&R)) is rated 'BBB-' with a net
debt/EBITDA peak of 5.4x, higher than CPUK's class A leverage. T&R
is not operationally similar to CP, but its financial structure of
soft maturity with a cash sweep is comparable. T&R's legal
structure aims to emulate the WBS framework, but Fitch views it as
weaker than the UK's administration receivership framework utilised
in WBS.

RATING SENSITIVITIES

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

Class A notes:

-- Deterioration of the expected leverage profile with net debt-
    to-EBITDA above 5.0x by FY24

-- A full debt repayment of the notes beyond FY32 under the FRC

Class B notes:

-- Deterioration of the expected leverage profile with net debt-
    to-EBITDA above 8.0x by FY24

-- A full debt repayment of the notes beyond FY39 under the FRC

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

Class A notes:

-- A significant improvement in performance above the FRC, with a
    resulting improvement in the projected deleveraging profile to
    meaningfully below around 4.0x in FY24 (although CPUK has to
    date tapped and re-leveraged the structure several times
    already)

-- A full debt repayment of the notes well before FY31 under the
    FRC.

Class B notes:

-- An upgrade is precluded under the WBS criteria given the
    current tap language, which requires the ratings post-tap to
    be the lower of the ratings of the class B notes at close and
    the then current ratings pre-tap (ie potentially 'B' or
    lower). This means an upgrade could result in unwanted rating
    volatility if the transaction taps the class B notes. Even
    without this provision, given the sensitivity of the class B
    notes to variations in performance due to their deferability,
    they are unlikely to be upgraded above the 'B' category.

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

The transaction is secured by CP's holiday villages: Sherwood
Forest in Nottinghamshire, Longleat Forest in Wiltshire, Elveden
Forest in Suffolk, Whinfell Forest in Cumbria and Woburn Forest in
Bedfordshire. Each site has an average of 867 villas and is set in
a forest environment with extensive central leisure facilities.

CREDIT UPDATE

Financial and Operational Performance

All UK villages re-opened on 12 April 2021, although initially with
no pool and certain activities until 17 May 2021, and remained open
for the rest of 2021. As trading restrictions were lifted and the
UK economy emerged from the pandemic, the business has experienced
a strong demand, which led to encouraging financial performance.
The year-to-date EBITDA for the 36 weeks ended 30 December 2021 of
GBP185.5 million was 3% ahead of the last pre-pandemic comparative
period of trading in FY20. Occupancy in the same period stood at
almost 80%, versus 98% in FY20, due to self-imposed capacity
restrictions following staff shortages, ramp-up of operations and
partially Covid-19-related restrictions earlier in the year.

Moderate wage increases have been more than compensated by higher
prices. Demand was robust as UK population favoured domestic
holidays due to the restrictions limiting oversea travel. The
average daily rate (ADR) in the 36 weeks to 3QFY22 increased
significantly, versus FY20 as a result of yield management and
smaller accommodation units being taken out of the sale during the
period of reduced capacity. ADR in 3QFY22 was up 28.3% versus
FY20.

Forward bookings are encouraging, with 35% of capacity in FY23 sold
at 18 February 2022 versus 29% at the same time in 2020 for FY21.
While the trading outlook is encouraging, some risks related to the
pandemic remain.

FCF DSCR stood at 3.6x for the class A notes and 2.2x class B notes
as of 17 February 2022.

Staff Shortage and Self-Imposed Restrictions

Staff shortages have limited recovery in certain areas of
operations. The company responded by reducing capacity to maintain
quality of service. The capacity constraints were caused by labour
turnover and increased cases of ordered self-isolation. The labour
pool available to hire replacement staff has also been partially
hit by the relocation of EU workers to their home countries during
the pandemic. Fitch believes that the staff shortages are now
partially easing and the company has been increasing available
capacity.

High Inflation to Reduce Real Disposable Income

Fitch sees high uncertainty over economic development from the war
in Ukraine. The conflict is amplifying inflation pressures. High
inflation will erode real disposable income and hit consumer
confidence. This could put pressure on sector pricing and demand.
However, CP has demonstrated resilient performance during economic
downturns.

Solid Liquidity

The security group's liquidity is solid. As of 30 December 2021,
cash and cash equivalents amounted to GBP188.2 million. In
addition, the group benefits from an undrawn GBP90 million
liquidity facility. It has no upcoming maturities in 2022 or 2023
with the next expected principal maturity of GBP400 million of the
class A2 notes only in February 2024. The annual debt service of
GBP98 million consists of interest payments on the secured notes.
Shareholder Brookfield supported the company's liquidity with
equity injections during the periods of closure in FY21.

Potential Development of Sixth UK Site

CP's option agreement in relation to approximately 553 acres of
land in West Sussex allows it to purchase either the freehold or a
long lease of the land, subject to planning permission for a
holiday village. The estimated investment of GBP350 million-GBP400
million would provide around 900 lodge development with a
sub-tropical swimming pool together with restaurants, shops, indoor
and outdoor activities and a spa.

While the agreement has been entered by a company that sits outside
of the WBS securitisation Fitch would expect that once developed
the asset will likely be used to tap the WBS structure. At present,
Fitch understands from management that the site will be developed
and financed outside of the securitisation.

FINANCIAL ANALYSIS

Under the FRC, Fitch assumes occupancy to further ramp up to 97% by
FY24. The business will experience material cost pressures in the
short-to-medium term, suppressing EBITDA margin at 46% in FY23.
Fitch expects EBITDA of GBP216 million in FY22, improving towards
pre-pandemic levels in FY23. Fitch expects EBITDA CAGR of 2.4%
FY23-FY33. Over the long term, EBITDA CAGR is projected at 0.3%.
Overall, the FRC results in a largely similar repayment profile,
albeit with marginally deteriorated leverage compared with the last
rating action in May 2021.

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.

DIGME FITNESS: Creditors Mull Legal Action Over Insolvency
----------------------------------------------------------
Alex Ralph at The Times reports that the creditors of a failed
boutique fitness chain whose directors and shareholders included
Rishi Sunak's wife are considering legal action over an insolvency
that left debts of more than GBP6 million.

According to The Times, suppliers are angry that Digme Fitness
placed orders just before administrators were engaged to carry out
a fast-track administration process.

ReSolve, the administrators, sold the business, which had studios
in London and Oxford, back to the founders as part of a "pre-pack"
administration, The Times relates.  It has closed four studios, The
Times discloses.  The suppliers have unsuccessfully sought to
retrieve their money from Digme, which continues to trade but
without its debts, including GBP415,000 owed to HM Revenue &
Customs, understood to be for VAT and PAYE/national insurance, The
Times notes.


FLYBE LTD: Administrators Seek to Claim Cash from New Company
-------------------------------------------------------------
William Telford at Business Live reports that administrators
sorting through GBP650 million of debts run up by Exeter's stricken
airline Flybe are looking to claim cash from the new company which
has taken its name -- if it turns out to be a soaraway success.

According to Business Live, business consultants at EY Parthenon
are keeping a close eye on Birmingham-based Flybe Ltd which has
just announced it will be flying on 23 routes to 16 airports in the
UK and Europe -- with the first flight scheduled between Birmingham
and Belfast on Wednesday, April 13.

An update on the long-running administration of the Devon airline
revealed EY thinks money could still be claimed from the new firm,
which bought the business and some assets of the original Flybe Ltd
when it went bust, Business Live relates.

It said that although its dealings with the new "Flybe 2" are
confidential they are linked "to the future performance of the new
'Flybe' business being run by the purchaser", Business Live notes.

It could include raking in cash for valuable landing slots at
various airports, Business Live states.

According to Business Live, no money was paid in respect of these
landing slots when they transferred to the new company, but "there
remains a contingent recovery by way of deferred consideration."

Exeter's Flybe Ltd fell into administration in early 2020 and in
March 2021 was renamed FBE Realisations 2021 Ltd., Business Live
recounts.  Meanwhile, a company called Thyme Opco Ltd acquired the
business and some assets from the administrators and renamed itself
Flybe Ltd, in April 2021, commonly referred to as "Flybe 2" by some
observers, Business Live relates.

A nominal consideration of GBP1 was paid, with some surviving
employees transferring to the new company, Business Live
discloses.

The administration of the original Flybe is likely to continue
until 2024 and EY has revealed that up to GBP650m is being claimed
by more than 900,000 unsecured creditors, but there is no cash to
pay them, Business Live notes.  It estimates these claims will be
between GBP550 million and GBP650 million, but with claims still
coming in it is "possible that this figure will be materially
higher once all claims have been received and an adjudication
process is complete", Business Live relays.

But EY has said it has made an application to the High Court for an
order not to make a distribution of cash to these creditors on
grounds it would not be cost effective, Business Live notes.  In
other words, so little cash is in the pot the creditors would
receive hardly anything so it is not even worth distributing it,
according to Business Live.


KERSHAW MECHANICAL: NG Bailey Acquires Trade, Assets
----------------------------------------------------
Grant Prior at Construction Enquirer reports that NG Bailey has
acquired the trade and assets of part of Kershaw Mechanical
Services Ltd which went into administration last month.

According to the Enquirer, the acquisition of the Kershaw Service
and Maintenance business saves 25 jobs and will generate over GBP4
million of additional annual turnover for NG Bailey.

The deal increases and strengthens NG Bailey's presence in the hard
facilities management sector, with a particular focus on mechanical
and electrical services, the Enquirer discloses.

The former Kershaw team will become part of NG Bailey's Services
division and operate within the Facilities Services business unit,
the Enquirer notes.

Latest accounts filed at Companies House show that in 2020 Kershaw
Mechanical Services Limited made a pre-tax profit of GBP119,000
from a turnover of GBP28.1 million and employed 90 staff, the
Enquirer relates.


MECHANICAL FACILITIES: Administrators Seek Buyer for Assets
-----------------------------------------------------------
Business Sale reports that Doncaster-based mechanical and
electrical contractor Mechanical Facilities Services Ltd has gone
into administration and ceased trading following a contract
dispute, with purchasers now being sought for the company's
assets.

According to Business Sale, Howard Smith and Chris Pole of
Interpath Advisory have been appointed as joint administrators to
the company and will now seek buyers for assets including, but not
limited to, freehold property, tooling and office equipment,
vehicles and book debts.

Founded in 2008, Mechanical Facilities Services traded from its
headquarters in Beckingham, Doncaster.  In addition, the company
operated from five leasehold premises throughout the UK, and also
traded internationally through sister companies in Germany and
Ireland.

The company, which had a workforce of 75 employees, provided
mechanical and electrical engineering services, with the bulk of
its work in recent years coming as a sub-contractor on large
warehousing unit builds.

In the company's most recent financial reports, for the year ending
June 30 2020, it recorded turnover of GBP49.7 million, up from
GBP28.9 million a year earlier, Business Sale discloses.  However,
its post-tax profits fell from almost GBP2 million in 2019 to
GBP804,336 a year later, Business Sale states.

Despite the company's strong turnover, administrators said that the
business had suffered increasing cashflow pressure over recent
weeks due to a dispute on a large contract, Business Sale notes.
While administrators were unable to provide specific details on the
contract, a resolution could not be reached on the dispute, leading
directors to cease trading and place the firm into administration,
Business Sale relates.

"Our immediate priority is to assist those employees who have been
made redundant in making claims to the Redundancy Payments Service.
We will also be seeking purchasers for the company's assets,
including its properties, plant, machinery and vehicles," Business
Sale quotes Joint administrator and Interpath Advisory Managing
Director Howard Smith as saying.


TRILEY MIDCO: Moody's Assigns First Time B2 Corp. Family Rating
---------------------------------------------------------------
Moody's Investors Service has assigned a B2 corporate family rating
and B2-PD probability of default rating to pharmaceutical services
and mature drugs provider Triley Midco 2 Limited (Clinigen or the
company) in the context of the group's take private by Triton
Partners. Moody's has also assigned B2 ratings to the proposed
GBP610 million equivalent backed senior secured first lien term
loan B Euro-denominated and Sterling-denominated tranches and pari
passu ranking GBP75 million backed senior secured first lien
multicurrency revolving credit facility (RCF) to be borrowed by the
company. The outlook is stable.

The rating assignments reflect Clinigen's:

Strong presence in pharmaceutical services niches, with global
coverage

Sizeable profit and cash flow contributions from own mature drugs,
some of which are facing declines

High Moody's adjusted leverage, albeit with deleveraging prospects
and positive free cash flow

RATINGS RATIONALE

Clinigen's credit profile is supported by growing innovation,
product complexity and outsourcing trends in the pharmaceutical
industry which result in attractive growth rates in pharmaceutical
services and a low correlation to economic cycles. The company's
offering in clinical trial supplies and services, with some
differentiated capabilities in cold chain packaging and comparator
drug sourcing for example, caters to these market trends. Ongoing
and growing needs to access medicines also drive demand for
Clinigen's products and services through its market-leading managed
or early access to medicines programs that the company runs on
behalf of pharmaceutical companies (Managed Access segment), the
provision of third-party drugs to non-core markets for the
originator (Partnered segment), and supply of third-party drugs
which are difficult to source or in shortage (On-Demand segment).

Despite its relatively young age (Clinigen was founded in 2010),
the company is embedded into the pharmaceutical value chain thanks
to its relationships with both pharmaceutical companies, large and
small, and healthcare professionals/hospitals which request
Clinigen's products and services. Customer concentration is
moderate (top ten account for around 40% of revenue) and retention
rates appear to be good. Contracts in Managed Access and Partnered
products have exclusivity and typically run for several years,
providing good revenue visibility. While it is lower in clinical
services and, by nature, in On-Demand, customers tend to keep the
same supplier throughout a given trial.

Barriers to entry are relatively high across Clinigen's segments,
given the mix of clinical supplies manufacturing, sourcing and
logistics as well as strong regulatory know-how required. As a
result, the number of competitors actually and potentially
competing with the company at scale is limited. Having said that,
the pharmaceutical services market is highly competitive and
consolidating. Existing large players such as contract research or
manufacturing organisations (CROs or CMOs) could seek to enter
Clinigen's niches, while a degree of price pressure in clinical
services already exists.

A key constraint on Clinigen's credit profile is the sizeable
profit contribution (around a third of gross profit this year
according to Moody's forecast) from its own portfolio of mature
drugs. While they command a much higher margin and cash conversion
than the rest of the business, Moody's expects a material revenue
decline in the current fiscal year and no growth thereafter. The
largest drug (Foscavir, an antiviral for the treatment of herpes
virus infections) is in secular decline following generic entry in
2021. Shipments for the second largest (Proleukin, a biologic to
treat kidney or skin cancer) is very lumpy and another product has
faced a production stoppage because of particularly complex
manufacturing.

Clinigen's performance in the fiscal year ended 30 June 2021
(fiscal 2021) has been hit by the pandemic: clinical services
suffered from a slowdown in clinical trial activity and drug demand
turned lower (particularly in On-demand, Managed Access, and parts
of Partnered) as pharmaceutical companies and healthcare
professionals focused on responding to the pandemic. However, the
company has started to recover in the six months to December 2021
and has demonstrated its ability to grow organically in the past
(although establishing a long-term organic growth profile is made
difficult by the number of acquisitions).

Moody's expects Clinigen to grow its profits only modestly in
fiscal 2022, with revenue growth accelerating to around 10% in
fiscal 2023, on the back of a recovery and sizeable new contracts
in clinical services in particular. New managed access programs and
the ramp-up of Erwinase, a leukemia treatment licensed from Porton
Biopharma in the Partnered segment also support growth. In
Clinigen's own portfolio of drugs, near-term challenges will result
in a revenue decline of around 20% in fiscal 2022 with some
year-over-year variability thereafter but generally no growth,
despite the potential to expand into a new indication for
Proleukin. Near-term declines in high margin products and ongoing
margin pressures in clinical services will result in some margin
erosion with gross profit margin landing in the high 30s in
percentage terms and slowly reducing while Moody's adjusted EBITDA
margin will be in the high teens (on a gross revenue basis).

Moody's adjusted gross debt/EBITDA for Clinigen will be high at
opening, around 6.8x, and EBITDA growth in the second half of
fiscal 2022 will be limited in Moody's view. However, the rating
agency expects EBITDA-driven deleveraging to occur in fiscal 2023
such that Clinigen's leverage will move toward 6.0x.

Clinigen has generated positive free cash flow (FCF) historically,
after interest and before acquisitions. Moody's forecasts that it
will remain the case under private ownership despite the heightened
interest burden and ongoing working capital usage to support
revenue growth. While recurring capex is around 2% of sales,
expansionary capex and license acquisitions can temporarily reduce
FCF. Nevertheless, Moody's expects Clinigen to generate at least
GBP30 million of FCF annually, translating into FCF/adjusted debt
approaching 5%.

ESG CONSIDERATIONS

Governance factors that Moody's considers in Clinigen's credit
profile include the risk that the company will embark on material
or debt-funded acquisitions which would increase leverage or
business risk. In addition, the company's private equity ownership
results in tolerance for high leverage and exposes Clinigen's
credit profile to the risk of shareholder distributions.

Main social risks for Clinigen relate to responsible production as
it does not directly operate its owned drugs supply chain, where
products are complex and this could give rise to product safety and
regulatory risks linked to manufacturing compliance. Further social
risks pertain to demographic and social trends, in particular
higher rebates to be given by drug manufacturers on Medicare part B
and D drugs as part of proposed US drug pricing reforms.

LIQUIDITY

Moody's views Clinigen' liquidity as adequate. The company is
expected to have a cash balance at the closing of the transaction
of GBP10 million and will generate free cash flow of at least GBP30
million per annum. A new GBP75 million RCF, undrawn at closing,
also supports liquidity. Clinigen's debt documentation will be
covenant-lite with only one springing financial covenant, based on
net first lien secured leverage. It would be tested if the RCF is
drawn by 40% or more, with significant headroom at closing.

STRUCTURAL CONSIDERATIONS

The B2 ratings on the GBP410 million equivalent Euro-denominated
backed senior secured first lien term loan B due 2029, GBP200
million backed senior secured first lien term loan B due 2029 and
pari passu ranking GBP75 million RCF due 2028 are in line with the
CFR despite their priority ranking ahead of the GBP140 million
senior secured second lien term loan due 2030 in the event of
security enforcement. The B2 first lien instrument ratings
primarily reflect the weak positioning of the B2 CFR.

RATING OUTLOOK

The stable outlook reflects Moody's expectations that Clinigen's
credit metrics will gradually improve from their level at closing,
including steady EBITDA growth leading to a reduction in Moody's
adjusted gross debt/EBITDA toward 6.0x and free cash flow
generation translating into FCF/debt approaching 5%. The stable
outlook also assumes that Clinigen will not pursue any material
product or business acquisition or shareholder distribution in the
next 12 to 18 months that would require debt funding.

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

The ratings could be upgraded if (i) risks of revenue and profit
decline in Clinigen's own product portfolio abate, and (ii)
Clinigen grows Moody's adjusted EBITDA strongly such that Moody's
adjusted gross debt to EBITDA reduces to below 5.0x on a
sustainable basis, and (iii) Clinigen generates free cash flow
(FCF, after interest and exceptional items) leading to FCF/adjusted
debt continuously above 10%, and (iv) the company does not make any
debt-funded acquisitions or shareholder distributions.

The ratings could be downgraded in case (i) competitive pressures
intensify or Clinigen's revenues and EBITDA do not grow in fiscal
2023, or (ii) Moody's-adjusted debt/EBITDA remains above 6.0x
beyond the end of fiscal 2023, (iii) cash generation does not
improve such that FCF/adjusted debt remains sustainably below 5% or
liquidity weakens, (iv) Clinigen embarks upon debt-funded
acquisitions or shareholder distributions.

PRINCIPAL METHODOLOGY

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

CORPORATE PROFILE

Clinigen, headquartered in Burton-upon-Trent, UK, is a global but
specialised provider of pharmaceutical products and services
focused on access to medicines. Its offering includes (i) a
portfolio of owned and licensed secondary care and hospital drugs,
(ii) the supply of third-party unapproved and difficult-to-source
medicines, (iii) clinical trial services and (iv) the management of
early access to medicines programs. The company is in the process
of being taken private through an LBO by Triton Partners and had
revenue of over GBP550 million and EBITDA before exceptional items
of close to GBP120 million in the last twelve months ended December
2021.

TRILEY MIDCO: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings assigned its 'B' long-term issuer credit rating
to Triley Midco 2 Ltd., the holding company of U.K.-based Clinigen
Group PLC, its 'B+' issue rating (recovery rating: '2') to the
group's proposed first-lien term loan B (TLB), and its 'CCC+' issue
rating (recovery rating: '6') to the proposed second-lien term
loan.

The stable outlook reflects S&P's expectation that Clinigen's
EBITDA will continue to grow thanks to its competitive advantage
and strong market positioning in unlicensed markets, and the
positive dynamics within its clinical trials business.

With revenue totaling GBP523.8 million in the fiscal year ending
June 30, 2021 (FY2021), Clinigen Group PLC operates as a global
provider of management services to the health care industry, as
well as a specialty pharmaceutical company.

Clinigen's leading position in complex services for the health care
industry, regulatory expertise in unlicensed markets, global reach,
and close links with pharma companies are key credit strengths.
Clinigen is the No. 1 supplier of medicines into unlicensed
markets, where it operates through managed access programs (MAPs)
and partnerships with pharma and biotech companies. The group's key
competitive advantage within unlicensed markets is its deep
understanding of the regulatory dynamics and its global reach,
which enables pharma and biotech companies to access noncore
regions where they lack capabilities. Clinigen also benefits from a
strong market position as a clinical services provider to the
health care industry, supported by its expertise in niche and
complex processes that require a high degree of precision and
flexibility. The group has an entrenched global network that
connects more than 25,000 health care professionals (HCPs) with
pharma and biotech companies. This translates into a geographically
diversified revenue base across more than 100 countries, with
primary exposure to the U.K. (19%), rest of Europe (32%), the U.S.
(25%), and other regions such as APAC. The abovementioned
capabilities favor close, longer-term relationships with pharma
companies that are increasingly focusing on research and
development (R&D) and are therefore outsourcing their noncore
areas. Clinigen currently has 23 of the top 25 pharma companies as
existing clients and is commercially engaged with 13 of them across
multiple services. In S&P's view, Clinigen's partnership enables
pharma companies to expand their commercial reach to noncore
regions and access a larger patient base while streamlining their
outsourcing process, since Clinigen concentrates a wide offering of
complex services into one single services provider.

S&P said, "Clinigen's services division is well positioned to
capitalize on the expected industry tailwinds, although we
acknowledge the limited topline visibility in unlicensed markets.
We expect industry tailwinds to be the main growth driver across
Clinigen's services divisions over the coming years. Higher R&D
spending from pharma companies, coupled with loosening regulation
after the outbreak of COVID-19, is driving up the number of
clinical trials worldwide. This is increasing demand for logistics,
distribution, labeling, and sourcing services. It is also creating
additional opportunities for MAPs, as well as for partnerships,
since pharma companies are looking for partners to supply an
increasing number of drugs pre- and post-approval. Clinigen
benefits from the ongoing outsourcing trend in the pharma industry
because companies are increasingly focusing on core, large-scale
operations while outsourcing their complementary activities such as
MAPs, clinical supplies, or sales to partners in unlicensed
markets. That said, Clinigen's strong position in unlicensed
markets results in limited visibility and control over topline
growth in the long term. Since unlicensed medicines cannot be
advertised, growth is subject to the future evolution of the
underlying trends driving the demand for unlicensed medicines.
However, the abovementioned tailwinds partly mitigate the lack of
control over topline growth.

"We forecast strong revenue and EBITDA growth in the services
division, which should allow the group to largely offset its flat
drugs portfolio. We forecast strong revenue growth above 20% over
2022 and 2023 coming from increased demand across all services as
Clinigen leverages its entrenched position to capitalize on the
positive industry dynamics, as well as making additional
acquisitions that we expect to further strengthen group's
capabilities within clinical services and unlicensed markets.
Conversely, we expect gradually declining sales of Clinigen's owned
products over our forecasted period, based on our understanding
that the group is halting product acquisitions as it looks to
expand and consolidate its services business, where it benefits
from stronger capabilities and higher barriers to entry. That said,
we understand that the group's product division will remain a
significant funding source to expand the services division due to
its highly cash-generative nature." Additionally, growth should
also stem from synergies across its services division, notably
within unlicensed markets, given the group's leading position,
stronger customer stickiness, and the significant cross-selling
opportunities that arise between MAPs, clinical services, and
unlicensed partnerships. The clinical services segment creates
several opportunities for the MAPs because the new drugs tested in
the clinical trials can fill the unmet needs of patients worldwide.
Additionally, MAPs are a significant catalyst of partnerships with
pharma and biotech companies after medicines receive regulatory
approval. Those companies usually have preexisting MAPs or
on-demand programs with Clinigen on those noncore unlicensed
markets they will look to supply after receiving drug approval,
which results in a key competitive advantage to win partnered
contracts.

Clinigen's limited scale of operations and weak market positioning
compared to rated peers on its owned products portfolio partly
offset the group's business strengths. Despite boasting leading
market shares in its addressable markets, Clinigen's niche nature
constrains its scale of operations, only partly offset by positive
dynamics S&P expects this year. The group reported about GBP523.6
million of revenue and GBP121.8 million of EBITDA in FY2021, which
is significantly lower than its rated peers within the broader
pharma industry, albeit in line with its niche-focused peers.

Clinigen's overall assessment is constrained by its limited
position in the competitive industry of specialty pharma,
reflecting its small and concentrated product portfolio, lack of
manufacturing and in-house R&D capabilities, and recent setbacks
experienced on its core drugs. Partly offsetting this is the
absence of patent cliff risk and the low reinvestments needs of its
owned products. The group operates a GBP107 million portfolio
mainly comprising off-patent drugs such as Proleukin and Foscavir,
which together generate more than half of the portfolio's gross
profits. S&P said, "We forecast flat sales in the products division
since the group is halting product acquisitions and the new
generics entering the market are adding further pressure, which is
notably affecting the sales of Foscavir and Proleukin. The product
portfolio is focused on branded off-patent drugs with stagnant
growth prospects acquired from pharma companies at a mature stage
of their lifecycle. Therefore, growth is reliant on additional
acquisitions. We also expect no sales from Ethyol during FY2022
following the failure of a manufacturing process that led to an
out-of-stock situation in FY2021."

S&P said, "Post-closing, we forecast debt to EBITDA of less than
7x, gradually decreasing over the coming two years, although
debt-financed acquisitions are likely to slow down the deleverage
path. We forecast EBITDA interest coverage of about 3x over this
period, indicating good credit metrics headroom at the 'B' rating
level. Throughout Clinigen's history, acquisitions have been a
pillar of revenue and EBITDA growth: Since 2016, six corporate
acquisitions have pushed topline and EBITDA growth. We assume the
group will continue to pursue acquisitions as it looks to
strengthen its clinical and distribution capabilities and expand
the reach of its pharma network between health care professionals
and medicine originators. We understand the group is looking for
targets to further strengthen its positioning in unlicensed markets
via MAP enhancers and companies with strong distributing
capabilities in noncore markets for Clinigen, such as Latin America
or the Middle East. That said, we think Clinigen's sound cash
generation should allow the group to at least partly fund
acquisitions with internally generated cash, resulting in a gradual
leverage reduction.

"Low capital expenditure (capex) intensity, good control on working
capital, and a highly cash-generative--albeit shrinking--drugs
portfolio should translate into positive FOCF over the forecasted
period. Clinigen operates an asset-light business model with total
capex of about 3%-4% of revenue annually, supported by a low
capital-intensive business mix comprising a digitalized services
platform of high value-added services and a product business of
acquired branded off-patent drugs without manufacturing and R&D
capabilities and very limited re-investments needs. We also note
the low seasonality in the business and the stable working capital
requirements to fund topline growth, which should translate into
FOCF of about GBP40 million per year over FY2022 and FY2023.

"The stable outlook reflects our view that Clinigen should be able
to reduce its adjusted debt to EBITDA to close to 6x in FY2023
while generating healthy FOCF of about GBP40 million annually. Our
base case assumes a brisk reduction of the capital structure's
leverage over FY2022, underpinned by strong growth across all
services activities, since we consider Clinigen well-positioned to
capitalize on positive industry dynamics and create further
cross-selling opportunities in its synergistic services offering.
That said, we expect flat growth coming from the cash generative
product business, which will remain a funding opportunity for the
services segment expansion, based on our understating that the
group is halting its product investment to focus on growing its
services business.

"We could lower our ratings should Clinigen fail to reduce its
leverage over the medium term and generate positive FOCF. We think
this could occur if the group fails to roll out its ambitious
expansion plan for the services business, which requires smooth
execution and is contingent on the group's capacity to absorb
strong growth rates, which can become challenging for a modestly
sized group." Fiercer-than-expected generics competition on the
group's branded off-patent products could also affect cash-flow
generation and compromise leverage reduction.

An upgrade could occur if Clinigen reduces its adjusted debt to
EBITDA below 5x and commits to keeping leverage below this
threshold, which could be inconsistent with the group's financial
policy. Clinigen is owned by financial sponsors that could push for
a dividend recap in the medium term if the group successfully
executes its growth strategy.

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

S&P said, "Governance factors are a moderately negative
consideration in our credit rating analysis of Clinigen Group
because of the controlling shareholder, Triton. 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."

Environmental and social factors have no material influence on our
rating analysis of Clinigen Group.



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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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Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

Copyright 2022.  All rights reserved.  ISSN 1529-2754.

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