---

       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, May 31, 2022, Vol. 23, No. 102

                           Headlines



F R A N C E

ECOTONE HOLDCO III: Fitch Withdraws 'B' Ratings


G E O R G I A

TERABANK JSC: Fitch Alters Outlook on 'B+' IDR to Negative


G E R M A N Y

SAFARI BETEILIGUNGS: Moody's Alters Outlook on 'Caa3' CFR to Neg.


H U N G A R Y

INTERNATIONAL INVESTMENT: Fitch Withdraws 'BB-B' Ratings


I R E L A N D

BLUEMOUNTAIN FUJI II: Moody's Affirms B1 Rating on Class F Notes
ICG EURO 2022-1: S&P Assigns B- Rating on Class F Notes
NORDIC AVIATION: Moody's Gives B2 CFR, Outlook Stable


I T A L Y

TELECOM ITALIA: Fitch Gives RR4 Recovery Rating on BB Unsec. Rating


K A Z A K H S T A N

FREEDOM FINANCE INSURANCE: S&P Affirms 'B' LT ICR, Outlook Stable
FREEDOM FINANCE LIFE: S&P Affirms 'B' LT ICR, Outlook Positive


L U X E M B O U R G

CONTOURGLOBAL PLC: Fitch Puts 'BB-' LT IDR on Watch Negative
LOARRE INVESTMENTS: Fitch Assigns 'BB' Rating on EUR850MM Notes


N O R W A Y

PGS ASA: S&P Affirms 'CCC+' ICR & Alters Outlook to Stable


R O M A N I A

LIBRA INTERNET: Fitch Alters Outlook on 'BB-' IDR to Stable


S P A I N

VIA CELERE: Fitch Affirms 'BB-' LongTerm IDR, Outlook Stable


S W I T Z E R L A N D

SYNGENTA AG: Moody's Confirms Ba1 CFR & Alters Outlook to Positive


U K R A I N E

BANK ALLIANCE: S&P Affirms 'CCC/C' ICRs, Outlook Developing
DTEK OIL: Fitch Lowers LongTerm IDR to 'CC'
UKRAINE: S&P Cuts Foreign Curr. Sovereign Credit Ratings to CCC+/C


U N I T E D   K I N G D O M

DRYDEN 96 EURO: Fitch Assigns 'B-(EXP)' Rating on Class F Debt
INVESCO EURO VII: Fitch Assigns 'B-(EXP)' Rating on Class F Debt
LETHENDY CHELTENHAM: Enters Administration, Buyer Being Sought
MADISON PARK XV: Fitch Assigns 'B-' Rating on Class F-R Notes
MCCOLL'S: CMA to Launch Probe Into Morrisons' Takeover

MISSGUIDED: Goes Into Administration, Boohoo Eyes Acquisition
RUBIX GROUP: S&P Affirms 'B-' ICR & Alters Outlook to Positive
SEA VIEW COACHES: Creditors Receive Majority of Money Owed
SIGNATURE LIVING: Fletcher Bond Urged to Seek Buyer for Project
SOUND POINT III: Fitch Upgrades Class F Notes Rating to 'B'

TOGETHER ASSET-BACKED 2022-2ND1: S&P Gives B-(sf) Rating on F Notes
UNIQUE PUB: Fitch Affirms 'B-' Rating on 2 Note Classes

                           - - - - -


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

ECOTONE HOLDCO III: Fitch Withdraws 'B' Ratings
-----------------------------------------------
Fitch Ratings has revised Ecotone HoldCo III S.A.S.'s (Ecotone)
Outlook to Negative from Stable, while affirming its Long-Term
Issuer Default Rating (IDR) at 'B'. Fitch has also withdrawn the
ratings of Ecotone.

The Outlook revision reflects Fitch's expectations of slower
deleveraging amid challenging market conditions post-pandemic as
well as inflationary pressures affecting margins. Under current
assumptions, Fitch expects financial leverage to remain above
Fitch's prior 7.0x negative leverage sensitivity until end-2024
which reflects no leverage headroom under the current rating.

Fitch has chosen to withdraw the ratings of Ecotone for commercial
reasons. Accordingly, Fitch will no longer provide ratings or
analytical coverage for the group.

KEY RATING DRIVERS

Weaker Performance Likely in 2022: Following a strong 2020-2021
performance during the pandemic, when lockdowns increased footfall
at supermarkets and accelerated the trend towards healthy eating,
Fitch expects 2022 performance to be affected by consumers eating
out more and the full pass-through of cost inflation. Fitch expects
revenue in 2022 to be weaker than in 2021, when the majority of the
group's brands performed well, with double-digit growth in
Bonneterre, Clipper, Allos and Alter Eco but, in Fitch's view,
consumers will trade down to cheaper products in 2022 and possibly
next year. Ecotone's 1Q22 EBITDA suffered from delays in input cost
pass-through.

Challenges to De-Leveraging Trajectory: Following a EUR106 million
shareholder distribution funded by additional debt, funds from
operations (FFO)-based gross leverage for 2021 rose to 7.2x, above
Fitch's negative sensitivity of 7.0x. The transaction highlighted
an aggressive financial policy and an appetite for leverage. Likely
weakening of FFO in 2022, due to slower trading performance, and of
free cash flow (FCF) generation, due to working-capital absorption
and higher capex, could lead to FFO gross leverage remaining around
7.5x-8.0x over 2022-2024.

PIK Treated as Equity: Fitch treats the EUR85 million payment
in-kind (PIK) debt at Ecotone Holdco II level as equity given
subordination and other features that, taken together, do not
increase the probability of default at the restricted group level.
Fitch sees the instrument as 'PIK-for-life' although the group has
the ability to service its coupon in cash. In Fitch's forecasts
Fitch conservatively models this as a recurring shareholder
distribution but Fitch assumes management will assess it in the
wider context of best use of excess cash flows without jeopardising
liquidity or incurring additional debt.

Favourable Trends; Increasing Competition: Ecotone's products with
organic raw materials are in a segment of the European packaged
food market where Fitch expects to maintain mid-to-high
single-digit growth. This contrasts with the majority of European
packaged food companies that suffer from stagnating or low
single-digit growth. While Ecotone remains the market leader, it
continues to face competition from smaller innovative newcomers and
fast-moving capital goods (FMCG) multi-nationals and the expansion
of retailers' private-label products into these categories.
Overall, Fitch views these dynamics as beneficial for market growth
and supporting the consumption shift from traditional products but
also putting pressure on Ecotone to maintain a steady pace of
innovation.

Industry Consolidation Opportunities: Ecotone's loan documentation
allows the group to operate with higher leverage and Fitch
continues to expect surplus cash to be deployed towards bolt-on
M&As, for which the industry offers good opportunities. Fitch
expects surplus cash to be sustained by good annual FCF of
approximately EUR20 million-EUR25 million. Execution risks are
mitigated by a strong record of integrating newly acquired
businesses within its own platform and rolling out acquired
products to its markets.

Portfolio Intercepts Consumer Trends: Ecotone's strong portfolio of
leading brands in the natural food categories, most of which may be
utilised as umbrella brands for many different products, is a
strong differentiating credit factor, which Fitch reflects in a '4'
[+] ESG credit Relevance Score for exposure to social impacts and
customer welfare. This, together with a diversified range of
products and operations in the largest European packaged food
markets, positions its business profile firmly within the 'bb'
rating category based on Fitch's Packaged Food Rating Navigator
despite its small size.

Fitch believes that the wide range of products supports negotiating
power and distribution efficiency with the retail channel. In
addition to its clear leadership in France, Ecotone enjoys a
top-three position in each of its core markets.

DERIVATION SUMMARY

Ecotone displays a strong business profile that is commensurate
with a 'BB' rating category under Fitch's Packaged Food Companies
Navigator, supported by a large portfolio of brands with leading
market positions in a number of western European countries. Its
portfolio is diversified by product categories in the organic /
healthy packaged food sector and enjoys firm revenue and profit
growth.

Ecotone has smaller scale than 'B' category FMCG peers, such as
Sunshine Luxembourg VII SARL (Galderma; B/Negative) and Sigma
HoldCo BV (B/Negative). This, together with its high financial
leverage, positions Ecotone firmly in the 'B' rating category.
While Ecotone's organic growth prospects are better than Sigma's,
it is smaller and shows weaker operating profitability and FCF
generation.

Ecotone is rated one notch higher than poultry processor Boparan
Holdings Limited (B-/Negative). Boparan's lower rating reflects the
group's negative FCF profile, its profitability that is under
pressure (EBITDA margin in the low single digits) from inflation in
raw materials and supply-chain disruptions, and increased execution
risks around its turnaround plan.

The three-notch differential with Nomad Foods Limited (BB/Stable)
reflects the latter's larger size, stronger EBITDA margin in the
mid-high teens versus Ecotone's EBITDA margin in the low teens as
well as Nomad's stronger European market share of 12% in its core
segment of frozen foods. Fitch also expects Nomad to maintain a
more conservative maximum FFO-based gross leverage of 5.5x.

KEY ASSUMPTIONS

-- Revenue contraction of 2%-3% to EUR705 million in 2022 given
    challenging market conditions, followed by growth of 2%-3% to
    2025;

-- Fitch-adjusted EBITDA margin at 10.4% in 2022 (vs. 11.2% in
    2021), followed by around 11% to 2025;

-- Average annual capex at 2%-2.5% of sales to 2025;

-- EUR10 million annual spend for bolt-on M&A to 2025;

-- No further shareholder distributions.

KEY RECOVERY ASSUMPTIONS

-- The recovery analysis assumes that Ecotone would remain a
    going concern (GC) in restructuring and that it would be
    reorganised rather than liquidated;

-- A 10% administrative claim in the recovery analysis;

-- The recovery analysis assumes a GC EBITDA of EUR58 million.
    This will likely result from severe disruption to one or more
    of its several key brands, due to brand reputational issues,
    or from severe disruption in the group's supply chain, where
    Ecotone works with some in-house and some third-party
    manufacturers;

-- Fitch also assumes a distressed multiple of 6.0x, reflecting
    the group's leadership in the organic food market in Europe,
    and a solid mid-to high single-digit organic growth projected
    for the organic food sector;

-- Ecotone's EUR75 million revolving credit facility (RCF) would
    be fully drawn in a restructuring;

-- In line with Fitch's criteria, a maximum of EUR40 million in
    factoring is expected to be drawn by end-2022, which Fitch
    treats as super-senior ranking debt obligations;

Fitch's waterfall analysis generated a ranked recovery in the 'RR4'
band, indicating a 'B' rating for the group's recently enlarged
first-lien term loan B (TLB) and the RCF. This results in a
waterfall-generated recovery computation output percentage of 50%
based on current metrics and assumptions.

RATING SENSITIVITIES

Not applicable

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

Liquidity Remains Comfortable: Long-dated debt maturities
(2026-2027) and an undrawn EUR75 million RCF support Ecotone's
liquidity. Debt repayment is limited over Fitch's four-year rating
horizon. Intra-year working-capital swings in normal years are up
to EUR10 million-EUR20 million, of which Fitch assumes EUR5 million
as restricted cash.

Fitch-adjusted cash on balance sheet at end-2021 was EUR38 million.
However, Fitch expects the group's cash buffer to grow as FCF
accumulates on its balance sheet. A receivable factoring facility
of EUR55 million is in place, of which Fitch expects approximately
EUR30 million-EUR40 million to be drawn at end-2022, to support
operational liquidity needs.

ESG CONSIDERATIONS

Ecotone has an ESG Relevance Score of 4[+] for exposure to social
impacts and customer welfare as over 90% of sales are derived from
organically certified products with an emphasis on healthy and
sustainable food alongside a socially responsible sourcing model.
This has a positive impact on the credit profile and is relevant to
the ratings in conjunction with other factors.

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

   DEBT              RATING                  RECOVERY     PRIOR
   ----              ------                  --------     -----
Ecotone HoldCo III

                      LT IDR   B     Affirmed               B
  
                      LT IDR   WD    Withdrawn              B

  senior secured      LT       B     Affirmed       RR4     B

  senior secured      LT       WD    Withdrawn              B




=============
G E O R G I A
=============

TERABANK JSC: Fitch Alters Outlook on 'B+' IDR to Negative
----------------------------------------------------------
Fitch Rating has revised the Outlook on JSC Terabank's Long-Term
Issuer Default Rating (IDR) to Negative from Stable and affirmed
the IDR at 'B+' and Viability Rating (VR) at 'b+'.

The Outlook revision primarily reflects Fitch's view that increased
downside risks coming from the Georgian operating environment has
reduced Terabank's rating headroom, given its limited franchise,
focus on riskier customers and only moderate capital buffers.

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

KEY RATING DRIVERS

Terabank's 'B+' IDR is driven by the bank's standalone profile, as
captured by its VR. The affirmation of the VR at 'b+' reflects the
bank's reasonable financial metrics and moderate capital buffers.
It also considers the bank's highly dollarised balance sheet and
narrow, but growing franchise in the SME and micro-lending
segments. Its Short-Term IDR of 'B' maps to the Long-Term IDR.

Operating-Environment Risks: Georgia's operating environment is
sensitive to external shocks given the economy's reliance on
commodity exports and remittances (particularly from Russia). The
war in Ukraine and resultant international sanctions on Russia will
cause the Russian economy to contract, putting pressure on
Georgia's economy through trade, remittances and tourism channels.
Fitch has revised Georgia's GDP growth estimates for 2022 to 3.2%
from 5.8%. In addition, dollarisation in the banking sector is
high, as is Georgia's external debt (albeit largely comprising
long-standing support from official creditors). A robust regulatory
and legal framework adds to the Georgian banking sector's
resistance to operating environment pressure.

Small Size, Niche Franchise: Terabank's business profile is
vulnerable to a deterioration in the operating environment given
its small size, lack of revenue diversification, focus on smaller
businesses, and limited pricing power. Terabank's market shares are
low in the concentrated Georgian banking sector with 2.3% of total
sector loans at end-2021, although slightly higher in SME banking
(5.1%).

Focus on Riskier SMEs: SME and micro-lending segments made up 60%
of Terabank's gross loans and is considered a strategic growth area
by management. Given the inherent riskiness in these segments,
Fitch expects increased volatility in the bank's asset quality
metrics, in particular when considering the weakening economic
growth outlook. Single name concentration in the loan book is also
high, with the top 25 borrowers accounting for 1.6x of Fitch Core
Capital (FCC). Terabank's share of foreign-currency lending (55%)
remains high, despite decreasing in recent years.

Increased Asset Quality Risks: Impaired loans (Stage 3 loans under
IFRS 9, based on audited accounts) increased to a still reasonable
4.0% of gross loans at end-2021 (3.6% end-2020), mainly due to
migration from Stage 2 loans and slower loan growth relative to
recent years. Stage 2 loans decreased to 12% (end-2020: 17%) and
largely reflected the economic recovery from the pandemic. However,
asset quality risks have increased, given heightened macroeconomic
uncertainty and the vulnerability of Terabank's borrowers. Fitch
views the real estate (8% of loans), hotels and tourism (8%) and
construction-related (13%) sectors as more vulnerable. Impaired
loans were only moderately covered by specific loan loss allowances
(LLAs) at 44%, reflecting the bank's reliance on collateral. At the
same time, total LLAs covered a higher 86% of impaired loans.

Reasonable Profitability: Operating profit improved to 2.8% of
risk-weighted assets in 2021 from 0.4% in 2020, driven by an
increase in net interest income and a reversal of loan impairment
charges (LICs), which Fitch considers a one-off. Fitch expects
profitability to remain reasonable, but to weaken in 2022, as
operating costs (due to investments) and funding costs rise (due to
higher interest rates and a planned increase in wholesale funding).
Fitch expects LICs to rise in 2022 given macro risks, although
pre-impairment profitability (2021: 3.1% of average loans) provides
a moderate buffer to absorb unexpected losses.

Moderate Capital Buffers: Terabank's FCC ratio increased to 14.9%
at end-2021 from 13.2% at end-2020, driven primarily by internal
capital generation and muted loan growth.

At end-2021, Terabank's regulatory Tier 1 and total capital
adequacy ratio were 11.7% (end-2021: 9.7%) and 15.9% (15.2%),
respectively. These were adequately above the minimum requirements,
although these are set to rise from 2023. Fitch's assessment of the
bank's capitalisation also factors in its small nominal size,
sensitivity to local currency depreciation, and potential asset
quality weakening.

Narrow Funding Franchise: Terabank is primarily funded by customer
deposits (end-2021: 76% of non-equity funding), of which a material
65% was in foreign currency, which amplifies foreign currency
liquidity risk, particularly given high depositor concentration.
Deposits were split between retail (49%), corporate (35%) and state
institutions (16%). Refinancing risks are manageable given
sufficient liquidity coverage of upcoming wholesale funding
maturities, and also given recently attained additional
international financial institutions lending. The loans-to-deposits
ratio has increased in recent years (end-2021: 110%; end-2018:
102%) and could increase further with planned loan growth.

The GSR of 'ns' reflects the bank's limited systemic importance and
the recent introduction of resolution legislation in the country,
and, consequently, Fitch's view that state support cannot be relied
upon. Potential support from private shareholders is also not
factored into the ratings.

RATING SENSITIVITIES

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

Terabank's ratings are primarily sensitive to a material
deterioration in the operating environment or a severe setback to
the economic outlook. The VR could also be downgraded in case of
significant asset-quality deterioration, for eg. with an impaired
(or problematic) loan ratio increasing to 10%. The ratings could
also be downgraded as a result of an erosion of capital buffers to
below 100bp over regulatory minimums or a significant increase in
encumbrance by unreserved problem loans.

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

An upgrade is unlikely in the near-term given the Negative Outlook
on the Long-Term IDR and downside pressures in the operating
environment. The Outlook could be revised to Stable if operating
environment risks eased and the bank navigated through
macroeconomic risks relatively unscathed. A significant improvement
in the bank's business profile, as well as a reduction in its risk
appetite and dollarisation, would support the rating.

VR ADJUSTMENTS

The operating environment score of 'bb-' has been assigned above
the implied score of 'b' due to following adjustment reasons:
Regulatory and Legal Framework (positive)

The earnings and profitability score of 'b+' is below the implied
score of 'bb' due to the following adjustment reason: revenue
diversification (negative)

The capitalization and leverage score of 'b+' is below the implied
score of 'bb' due to the following adjustment reason: risk profile
and business model (negative)

The funding and liquidity score of 'b+' is below the implied score
of 'bb' due to the following adjustment reason: deposit structure
(negative)

BEST/WORST CASE RATING SCENARIO

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

ESG CONSIDERATIONS

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

   DEBT                RATING                               PRIOR
   ----                ------                               -----
JSC Terabank        LT IDR B+                Affirmed       B+
                    ST IDR B                 Affirmed       B
                    Viability b+             Affirmed       b+
                    Support WD               Withdrawn      5
                    Support Floor WD         Withdrawn      NF
                    Government Support ns    New Rating



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

SAFARI BETEILIGUNGS: Moody's Alters Outlook on 'Caa3' CFR to Neg.
-----------------------------------------------------------------
Moody's Investors Service has affirmed the Caa3 corporate family
rating of Safari Beteiligungs GmbH ("Lowen Play" or "the company")
and upgraded Lowen Play's probability of default rating to
Caa3-PD/LD from Ca-PD. Moody's has withdrawn  the EUR350 million
backed senior secured notes due 2022, issued by Safari Holding
Verwaltungs GmbH. Concurrently, Moody's has assigned a Caa2
instrument rating to the EUR258 million backed senior secured notes
due 2025 issued by Safari Holding Verwaltungs GmbH and a Ca
instrument rating to the EUR130 million subordinated PIK notes due
2026 issued by Dice MidCo S.a r.l. The outlook on the ratings of
Safari Beteiligungs GmbH and Safari Holding Verwaltungs GmbH was
changed from negative to positive. The outlook of Dice MidCo S.a
r.l. is positive.

The rating action follows the announcement on May 23 of the
completion of the company's restructuring transaction.

Moody's views Lowen Play's restructuring transaction as a
distressed exchange, which is an event of default under Moody's
definition of default. Moody's has appended Lowen Play's PDR of
Caa3-PD with the /LD indicator given the restructuring transaction
constitutes a limited default (/LD). The /LD indicator will be
removed after three business days.      

The restructuring transaction involved the following: (1) an
exchange of the EUR350 million pre-existing backed senior secured
notes for EUR220 million reinstated backed senior secured notes
issued by Safari Holding Verwaltungs GmbH and EUR130 million
subordinated PIK notes issued by Dice MidCo S.a r.l., a holding
entity outside of the backed senior secured notes' restricted
group; (2) the repayment and cancellation in full of the EUR40
million revolving credit facility (RCF) together with EUR30 million
of new money provided by bondholders in the form of a tap to backed
senior secured notes being fully fungible with those notes; (3) an
extension of the backed senior secured notes maturity from November
2022 to December 2025 with a revision of the interest rate; (4) at
completion of the transaction, existing backed senior secured notes
holders become majority shareholders of the company with 95% of the
common equity initially. The economic equity ownership level held
by backed senior secured note holders may be reduced to 75% or 50%
if certain contingent value rights conditions are fulfilled.

RATINGS RATIONALE

The affirmation of the CFR at Caa3 and the outlook change to
positive from negative reflect the completion of Lowen Play's
restructuring transaction, which removes the immediate refinancing
risk associated with the company's previous 2022 maturities.  There
remains, however, concerns regarding the sustainability of the
company's capital structure and the risk of further liquidity
pressures in the next 12-18 months given significant downside risks
to the recovery in earnings forecast by the company.

The restructuring did not result in a reduction of the total debt
amount when the subordinated PIK notes are included in the total
debt quantum. Therefore Moody's expects leverage to remain elevated
in 2022 at around 8x with the subordinated PIK notes, and 6x when
subordinated PIK notes are excluded. This is based on a forecast
EBITDA growing above EUR70 million as forecast by Moody's in 2022.

Moody's expects negative free cash flow (FCF) generation in 2022
such that the company's liquidity cushion in 2023 might be
insufficient to sustain a lower than forecast improvement in
earnings and cash flow. In such a scenario, Lowen Play's capital
structure and high fixed cash costs owing to high lease and
interest costs, would likely be unsustainable and could lead to
another debt restructuring and distressed exchange.

Moody's projected EBITDA growth depends on the acquisition of new
arcade sites and a strong growth in online activities. There is a
high level of uncertainty regarding the company's earnings growth
in the next two to three years given the need for the company to
implement requirements under the new Interstate Treaty on gambling
activities in Germany. Compliance with the new Interstate Treaty
implies the closure of some arcade sites and a reduction in the
number of amusement with prizes machines (AWPs) in some premises
over time.

In four out of the five main German States in which Lowen Play
operates, States have granted exemption periods for operators to
adjust to the new regulation. Those exemption periods last for
several years in most States and up to 2031 in Bavaria, which
leaves time for market participants to adapt. Lowen Play has
indicated that it has good opportunities to acquire new arcade
sites to compensate the EBITDA from non-compliant sites and AWPs
that will be lost once these are removed or closed.

Social and governance were considered key rating drivers in line
with Moody's ESG framework. Regulatory risk is considered a social
risk, given the company's exposure to the newly implemented
restrictions on Amusement with Prizes (AWP) machines in Germany,
which are designed to reduce the risk of problem gambling. Moody's
considers financial strategy and risk management a key rating
driver because of the company's failure to address debt maturities
in a timely manner and the recourse to a distressed exchange
transaction.

STRUCTURAL CONSIDERATIONS

Lowen Play's PDR is in line with the CFR, while Safari Holding
Verwaltungs GmbH's EUR258 million backed senior secured notes are
rated one notch higher than the CFR because the subordinated PIK
notes provide some uplift in the capital structure. The
subordinated PIK notes issued by Dice MidCo S.a r.l. are rated Ca,
one notch below the CFR, given the high expectation that this will
not be repaid in full in view of the capital structure and is
highly expected to convert to equity.

LIQUIDITY

Moody's considers Lowen Play's liquidity to be weak. The company
reported c. EUR106 million of cash in the end of December 2021.
This amount includes cash trapped in the company's operations such
as the cash in boxes and tube fillings. Excluding trapped cash, the
available liquidity amounted to around EUR73 million.
Post-restructuring, the company doesn't have access to any
committed facility and there is no debt maturity before 2025.

Moody's assessment that the company has weak liquidity is
underpinned by the projected negative free cash flow in 2022,
partly due to costs related to the restructuring transaction but
also still weak EBITDA relative to fixed cash costs, Moody's
forecasts that free cash flow will remain negative in 2023.

In addition, there are significant downside risks to Moody's
current forecasts, which could further limit cash generated by the
company and lead to further pressures on liquidity. The backed
senior secured notes include a PIK toggle mechanism until June 2023
whereby the company can opt to pay up to 4% cash and PIK the
remaining 4%. This mechanism is subject to a defined liquidity
being below a certain threshold of EUR20 million. The mechanism
provides the company with some flexibility to reduce the cash
interest component in case of liquidity pressures but the interest
that will PIK, will increase the debt that will need to be paid on
maturity.  

RATIONALE FOR POSITIVE OUTLOOK

The positive outlook reflects the potential for a recovery in
operating performance that should enable the company to minimize
the cash drain and avoid liquidity pressures in the next 12-18
months, although there are significant downside risks to this
recovery.

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

Upward pressure on the ratings could arise if the company's
performance recovers sustainably such that the risks of a liquidity
shortfall or further restructuring reduce.

The ratings could be downgraded if the company fails to achieve the
forecasted recovery in EBITDA and cash flow  generation such that
another restructuring transaction appears to be likely and recovery
for creditors is expected to be lower than implied by the Caa3
rating level.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Gaming
published in June 2021.

COMPANY PROFILE

Lowen Play is the second largest gaming arcade operator in Germany.
The company has also eight gaming arcades in the Netherlands, and
an online gaming platform in Germany and in Spain. In 2020, Lowen
Play was heavily impacted by coronavirus and reported revenues of
EUR183 million and EBITDA of EUR55 million.




=============
H U N G A R Y
=============

INTERNATIONAL INVESTMENT: Fitch Withdraws 'BB-B' Ratings
--------------------------------------------------------
Fitch Ratings has withdrawn International Investment Bank's ratings
for commercial reasons.

Due to the continuing conflict between Russia and Ukraine, which
was the event driving the assignment of a Rating Watch Negative
(RWN) in March, Fitch is not able, at this time, to resolve the
RWN, therefore no further rating actions were taken prior to
withdrawal.

Rating Actions

                           Rating          Prior
                           ------          -----
International Investment Bank

                    LT IDR   WD  Withdrawn  BB-
                    ST IDR   WD  Withdrawn  B
senior unsecured   LT       WD  Withdrawn  BB-

KEY RATING DRIVERS

Not relevant. Ratings withdrawn.

RATING SENSITIVITIES

Not relevant. Ratings withdrawn.

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.




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

BLUEMOUNTAIN FUJI II: Moody's Affirms B1 Rating on Class F Notes
----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the following
notes issued by BlueMountain Fuji EUR CLO II Designated Activity
Company:

EUR44,700,000 Class B Senior Secured Floating Rate Notes due 2030,
Upgraded to Aaa (sf); previously on Feb 12, 2021 Assigned Aa1 (sf)

EUR20,600,000 Class C Deferrable Mezzanine Floating Rate Notes due
2030, Upgraded to Aa3 (sf); previously on Feb 12, 2021 Assigned A1
(sf)

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

EUR207,800,000 (Current outstanding amount EUR179,011,147) Class A
Senior Secured Floating Rate Notes due 2030, Affirmed Aaa (sf);
previously on Feb 12, 2021 Assigned Aaa (sf)

EUR17,500,000 Class D Deferrable Mezzanine Floating Rate Notes due
2030, Affirmed Baa1 (sf); previously on Feb 12, 2021 Assigned Baa1
(sf)

EUR22,500,000 Class E Deferrable Junior Floating Rate Notes due
2030, Affirmed Ba2 (sf); previously on Feb 12, 2021 Affirmed Ba2
(sf)

EUR9,800,000 Class F Deferrable Junior Floating Rate Notes due
2030, Affirmed B1 (sf); previously on Feb 12, 2021 Upgraded to B1
(sf)

BlueMountain Fuji EUR CLO II Designated Activity Company, issued in
June 2017 and refinanced in February 2021, is a collateralised loan
obligation (CLO) backed by a portfolio of mostly high-yield senior
secured European loans. The portfolio is managed by BlueMountain
Fuji Management, LLC. The transaction's reinvestment period ended
in July 2021.

RATINGS RATIONALE

The rating upgrades on the Class B and C Notes are primarily a
result of the deleveraging of the senior notes following
amortisation of the underlying portfolio since October 2021.
Between that date and April 2022, Class A Notes have paid down by
total of EUR28.8m.

As a result of the deleveraging, over-collateralisation (OC) has
increased across the capital structure. According to the trustee
report dated April 2022 [1] the Class A/B, Class C, Class D and
Class E OC ratios are reported at 141.57%, 130.04%, 121.62%,
112.28% and 108.65%, compared to October 2021 [2] levels of
138.00%, 127.59%, 119.90%, 111.29% and 107.91%, respectively.
Moody's notes that the April 2022 principal payments are not
reflected in the reported OC ratios.

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: EUR319.7m

Defaulted Securities: EUR1.5m

Diversity Score: 55

Weighted Average Rating Factor (WARF): 2912

Weighted Average Life (WAL): 4.36 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.55%

Weighted Average Coupon (WAC): 4.00%

Weighted Average Recovery Rate (WARR): 45.11%

Par haircut in OC tests and interest diversion test: None

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

Methodology Underlying the Rating Action:

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

Counterparty Exposure:

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

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

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

Additional uncertainty about performance is due to the following:

Portfolio amortisation: 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 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.

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.

ICG EURO 2022-1: S&P Assigns B- Rating on Class F Notes
-------------------------------------------------------
S&P Global Ratings assigned its credit ratings to ICG Euro CLO
2022-1 DAC's class X, A, B-1, B-2, C, D, E, and F notes. At
closing, the issuer will also issue EUR33.00 million of unrated
subordinated notes.

Under the transaction documents, the rated notes pay quarterly
interest unless a frequency switch event occurs. Following this,
the notes will switch to semiannual payments. The portfolio's
reinvestment period will end approximately three years after
closing.

Under the transaction documents, the manager may purchase loss
mitigation obligations in connection with the default of an
existing asset with the aim of enhancing the global recovery on
that obligor.

S&P said, "We have performed our analysis on the portfolio provided
to us by the manager. We consider that on the effective date, the
portfolio will be well-diversified, primarily comprising broadly
syndicated speculative-grade senior secured term loans. Therefore,
we have conducted our credit and cash flow analysis by applying our
criteria for corporate cash flow CDOs."

  Portfolio Benchmarks

  S&P Global Ratings weighted-average rating factor    2,827.19
  Default rate dispersion                                404.29
  Weighted-average life (years)                            5.11
  Obligor diversity measure                               96.07
  Industry diversity measure                              21.46
  Regional diversity measure                               1.20
  Weighted-average rating                                     B
  'CCC' category rated assets (%)                          0.50
  'AAA' weighted-average recovery rate                    35.74
  Floating-rate assets (%)                                89.17
  Weighted-average spread (net of floors; %)               4.09

S&P said, "In our cash flow analysis, we used the EUR400 million
target par amount, a weighted-average spread of 3.95%, the
reference weighted-average coupon covenant of 4.50%, and the
identified portfolio's 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.

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class B-1, B-2, C, and D notes could
withstand stresses commensurate with higher ratings than those we
have assigned. However, the CLO benefits from a reinvestment period
until May 15, 2025, during which the transaction's credit risk
profile could deteriorate, subject to CDO monitor results. We have
therefore capped our ratings assigned to the notes.

"Our credit and cash flow analysis show that the class F notes
present a break-even default rate-scenario default rate (BDR-SDR)
cushion that we would typically consider to be in line with a lower
rating than 'B- (sf)'. In line with our 'CCC' rating criteria, we
have assessed (i) whether the tranche is vulnerable to non-payments
in the near future, (ii) if there is a one-in-two chance for this
note to default, and (iii) if we envision this tranche defaulting
in the next 12-18 months." Following the application of S&P's 'CCC'
rating criteria and the consideration of the factors below, it has
assigned a 'B- (sf)' rating to the class F notes:

-- The class F notes benefit from credit enhancement of 7.25%,
which is in the same range as other recently issued European CLOs
that S&P has rated.

-- The portfolio's average credit quality resembles other recent
European CLOs that S&P has rated.

-- S&P's model generated a BDR at the 'B-' rating level of 25.25%,
which exceeds an expected default rate of 15.84% if it considers a
historical long-term default rate of 3.1% and a weighted-average
life of 5.11 years.

-- The actual portfolio is generating higher spreads and
recoveries than what it has modeled in its cash flow analysis.

Elavon Financial Services DAC is the bank account provider and
custodian. At closing, S&P considers that the account bank and
custodian's documented replacement provisions are in line with its
counterparty criteria for liabilities rated up to 'AAA'.

Under S&P's structured finance sovereign risk criteria, it
considers that the transaction's exposure to country risk is
sufficiently mitigated at the assigned ratings.

S&P considers the issuer to be bankruptcy remote, in accordance
with our legal criteria.

S&P said, "The CLO is managed by Intermediate Capital Managers Ltd.
Under our "Global Framework For Assessing Operational Risk In
Structured Finance Transactions," published on Oct. 9, 2014, the
maximum potential rating on the liabilities is 'AAA'.

"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 to be 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 based on ESG norm-based exclusions, which include
activities that violate the United Nations Global Compact,
violations of OECD Guidelines for Multinational Enterprises,
biological and chemical weapons, and companies that significantly
harm environmental objectives. The transaction also has ESG
product-based exclusions which exclude, but are not limited to, any
obligor where more than 10.0% of its revenue is derived from
weapons, any obligor involved in tobacco production, any obligor
that generates more than 1.0%of revenues from the sale or
extraction of thermal coal, any obligor which is an electrical
utility where carbon intensity is greater than 100g CO2/kWh, any
obligor generating revenue from predatory or payday lending, and
any obligor that trades in endangered or protected wildlife.
Accordingly, since the exclusion of assets from these industries
does not result in material differences between the transaction and
our ESG benchmark for the sector, no specific adjustments have been
made in our rating analysis to account for any ESG-related risks or
opportunities."

  Ratings List

  CLASS    RATING      AMOUNT      INTEREST RATE     SUB (%)
                     (MIL. EUR)
  X        AAA (sf)      2.00       3mE + 0.60%       N/A
  A        AAA (sf)    244.00       3mE + 1.15%      39.00
  B-1      AA (sf)      34.00       3mE + 2.30%      28.00
  B-2      AA (sf)      10.00             3.00%      28.00
  C        A (sf)       24.50       3mE + 3.30%      21.88
  D        BBB- (sf)    27.50       3mE + 4.60%      15.00
  E        BB- (sf)     20.00       3mE + 7.05%      10.00
  F        B- (sf)      11.00       3mE + 9.48%       7.25
  Sub notes  NR         33.00             N/A          N/A

EURIBOR--Euro Interbank Offered Rate.
3mE--Three-month EURIBOR.
NR--Not rated.
N/A--Not applicable.


NORDIC AVIATION: Moody's Gives B2 CFR, Outlook Stable
-----------------------------------------------------
Moody's Investors Service has assigned a B2 corporate family rating
to Nordic Aviation Capital Designated Activity Company (NAC), a
Limerick, Ireland based commercial aircraft leasing company, and
backed B2 ratings to the senior secured notes and senior secured
Term Loan B proposed to be issued by NAC Aviation 29 Designated
Activity Company (NAC 29). The outlook is stable.

The ratings are assigned in anticipation that NAC will emerge from
bankruptcy and issue the proposed debt in accordance with its
confirmed bankruptcy plan in the very near term. The ratings will
be withdrawn if the emergence and debt issuance do not occur in the
very near term.

Assignments:

Issuer: Nordic Aviation Capital DAC

Corporate Family Rating, Assigned B2

Issuer: NAC Aviation 29 Designated Activity Company

Gtd Senior Secured Regular Bond/Debenture, Assigned B2 (LGD3)

Gtd Senior Secured Term Loan B, Assigned B2 (LGD3)

Outlook Actions:

Issuer: Nordic Aviation Capital DAC

Outlook, Assigned Stable

Issuer: NAC Aviation 29 Designated Activity Company

Outlook, Assigned Stable

RATINGS RATIONALE

Moody's assigned a B2 corporate family rating to NAC based on
anticipated improvement in the company's capital and liquidity
positions after it emerges from bankruptcy, which will provide
strong buffers for execution risks associated with the company's
ongoing business transformation. The rating also reflects NAC's
experienced management team, which enhances the credibility of its
post-bankruptcy strategic plan, as well as the company's defensible
competitive position in turboprop and regional jet leasing.

NAC's credit profile is limited by its weak though improving
earnings prospects, which are still burdened by COVID-related
credit quality deterioration, weaker than peer collection rates and
high borrowing and restructuring costs. Additionally, NAC will have
a high reliance on secured debt that encumbers its fleet as well as
high debt maturity concentrations. Though NAC's capital buffer will
be strong upon emergence from bankruptcy, Moody's anticipates that
debt-funded fleet investment and growth will eventually drive
debt-to-equity leverage above that of higher-rated aircraft leasing
company peers.

Founded in 1990, NAC has historically specialized in leasing
regional passenger aircraft (i.e. less than 100 seats) to airlines,
particularly turboprops manufactured by ATR and regional jets
manufactured by Embraer S.A. (Ba2 stable). In December 2021 NAC
declared Chapter 11 bankruptcy after suffering a significant and
prolonged decline in cash flow with the onset of the coronavirus
pandemic. In April 2022 the U.S. Bankruptcy Court confirmed NAC's
Plan of Reorganization, which will reduce the company's
indebtedness by $4.1 billion and strengthen its capital position
with $337 million of new equity. After exiting from the bankruptcy
reorganization process, NAC intends to gradually diversify its
fleet of over 350 aircraft by selling and retiring certain regional
jet and older vintage aircraft and investing in narrowbody aircraft
(i.e. single-aisle with more than 100 seats) manufactured by Airbus
SE (A2 stable) and The Boeing Company (Baa2 negative).

NAC's management team includes several recent appointments of
highly experienced veteran executives from leading aircraft leasing
companies. Moody's believes the strength of NAC's leadership
increases the probability that the company will be able to execute
its post-bankruptcy strategic plan aimed at improving fleet
composition and scale, and strengthening operating efficiency and
profitability. The company will likely be able to defend its
competitive position as a leading lessor of commercial turboprop
and regional jet aircraft, based on its fleet composition,
incumbency with key airline customers and ongoing recovery in air
travel that is lifting leased aircraft demand. However, the
company's plan to acquire and lease narrowbody aircraft, while
credit positive, will expose them to strong competition from
well-established and able competitors that have solid financial
standing and lower cost of funding. Additionally, the company
remains highly exposed to a still challenging demand environment
for regional aircraft, notwithstanding its fleet diversification
plans.

NAC will emerge from bankruptcy with a much improved liquidity
position, aided by recently stronger cash collections and aircraft
sale proceeds, as well as cash from the $337 million rights
offering and availability under its $200 million "exit" revolving
line of credit. Additionally, NAC has a limited refinancing burden
until the $1.8 billion of proposed senior secured debt matures in
2026, which provides the company needed flexibility to focus on
investment and operational priorities that reduce risks and improve
cash flow. Moody's expects that the company's earnings and cash
flow will be weak initially but could improve if its cash
collection, fleet rejuvenation and operating efficiency efforts
yield the intended results. As liquidity constraints, NAC has a
high reliance on secured debt that encumbers its fleet, as well as
high debt maturity concentrations in 2026.

Moody's expects that NAC will emerge from bankruptcy with a low
debt-to-equity ratio of less than 2.5x, which reflects the dual
benefits of its debt reduction and equity infusion. Moody's views
the company's capital as initially ample to cushion for performance
and execution risks, particularly given the revaluation of its
fleet and ongoing efforts to improve fleet and operational
productivity. But as NAC reinvests in its fleet, Moody's expects
that its debt-to-equity leverage will likely rise toward 3.5x,
which is more aggressive than financially stronger peers.

NAC's exposure to governance risk is high as an enterprise
embarking on a revised strategy under the oversight of a new board
and several new senior management appointees. The relevant
experience of senior management and board members should help to
moderate this risk.

The B2 backed senior secured rating assigned to NAC 29's $1.8
billion proposed secured term debt (split between fixed-rate senior
secured notes and floating rate term loan B) reflects the senior
secured priority of these obligations in NAC's organizational
hierarchy and capital stack, their adequate asset coverage as well
as the guarantee provided by parent NAC. The rating of the term
debt also considers the super-senior priority of NAC's $200 million
senior secured revolving credit facility (unrated), which is
guaranteed by NAC 29 and occupies a superior position to the term
debt with respect to proceeds from the aircraft pledged as
collateral.

The outlook for NAC is stable, reflecting Moody's expectation that
NAC's management will make headway executing its plan to improve
cash flows and earnings over the next 18 months, including through
new aircraft investments while also exiting non-core aircraft, and
by continuing to resolve weak customer credit and rent collection
challenges. The stable outlook also considers that the company's
strong post-emergence capital and liquidity positions will support
the company's execution of its business transformation.

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

NAC's ratings could be upgraded if the company: 1) strengthens
profitability and cash flow through improved collection
performance, fleet utilization and cost management; 2) effectively
manages existing aircraft fleet and lease risks, resulting in
improved fleet average age and average remaining lease term; 3)
diversifies its funding and reduces debt maturity concentrations;
and 4) maintains strong liquidity and debt-to-equity leverage below
3.5x.

NAC's ratings could be downgraded if the company: 1) produces
deteriorating operating performance, reflecting weakness in
underlying revenue drivers; 2) increases debt-to-equity leverage
above 4x; or 3) materially weakens its liquidity coverage.

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




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

TELECOM ITALIA: Fitch Gives RR4 Recovery Rating on BB Unsec. Rating
-------------------------------------------------------------------
Fitch Ratings has assigned Rome-based Telecom Italia S.p.A's (TI;
BB/Negative) senior unsecured instrument rating of 'BB' a Recovery
Rating of 'RR4'.

The 'RR4' Recovery Rating on TI's senior unsecured instrument
rating is in line with Fitch's generic approach described in
Fitch's Corporate Recovery Rating Criteria and treatment for
issuers rated in the 'BB' range.

TI's 1Q22 results are in line with the company's guidance for
full-year 2022 performance and are reflected in Fitch's latest
rating action of March 18, 2022.  Uncertainty remains over TI's
strategic options to optimise the value of its businesses and
strengthen its competitive position. Any impact on TI's rating and
credit profile would depend on the transaction structures and
extent of any subsequent reallocation of debt. Fitch continues to
base TI's rating on its current operating scope, including the
fixed-line network assets.

KEY RATING DRIVERS

Recovery Rating at 'BB': The process of establishing ratings for
the obligations of issuers rated 'BB-' and above refers, for the
most part, to aggregate recoveries in the market as a whole, and
not to issuer-specific recovery analysis. The rating assigned to a
senior unsecured debt instrument of an issuer rated at 'BB' assumes
average recovery in the event of bankruptcy, corresponding to the
31%-50% range of 'RR4'. When average recovery prospects are
present, IDRs and unsecured debt instrument ratings are thus equal,
with no notching between them.

1Q22 Results Confirm Guidance: TI's recent 1Q22 performance is in
line with Fitch's expectations of a 12% decline in organic EBITDA
(before leases) in 2022 as reflected in Fitch's rating action of 18
March 2022. TI's fixed-line market performance was affected by a
lower voucher scheme contribution than in 2021 and while key
performance indicators for the retail segment continued to erode,
the wholesale segment showed signs of stabilisation. In the mobile
market, in light of continued rigid competition and value erosion,
TI is now pursuing a strategy in favour of value over volume to
help stabilise market conditions.

Challenging Competitive Environment: Competitive pressures in the
mobile and fixed-line wholesale segments continue as new entrants,
Iliad Italy, builds scale and Open Fiber continues the build-out of
its network. The pace at which TI is able to offset this impact
through cost reduction is uncertain and dependent on strong
execution. The Negative Outlook reflects Fitch's view that
improvements in EBITDA may not occur sufficiently fast to maintain
the 'BB' rating.

Cost Reductions Define Leverage Trajectory: Fitch's base-case
forecasts assume that TI's funds from operations (FFO) net leverage
for 2022 is above Fitch's downgrade threshold, which underlines the
Negative Outlook. Fitch expects improvements in leverage by 2024,
driven by lower content costs as TI unwinds a contract with DAZN
and by operational cost reduction. Its new management expect to
reduce their addressable cost base in Italy of EUR4.8 billion by
20% in 2024, up from its previously announced 15%. If these
efficiencies are fully achieved and retained it would represent an
upside to Fitch's base case forecasts.

INWIT Stake Sale Reduces Leverage: TI has recently sold a 41% stake
in Daphne 3 S.p.A, the Ardian-led consortium that owns 30.2% of
INWIT, for EUR1.3 billion. Fitch estimates the proceeds should
reduce TI's FFO net leverage by around 0.2x, but not sufficiently
to offset the likely extent of EBITDA erosion in 2021.

Uncertainty over Strategic Options Remains: TI plans to sperate its
operations into a network company (NetCo) and service company
(ServCo) to increase operational focus, reduce its regulatory
burden, achieve better capital allocation and increase perceived
value. The separation could also increase strategic opportunities
for TI that could facilitate market consolidation. The impact on
TI's rating from the creation of NetCo will depend on the structure
of any subsequent transaction that could see the deconsolidation of
the business from TI's existing operational scope and the
allocation of debt across each entity.

RATING SENSITIVITIES

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

-- FFO net leverage sustained below 4.3x (equivalent to about
    3.8x Fitch-defined net debt/ EBITDA). Fitch will also be
    guided by TI's FFO net leverage on a proportionate basis for
    subsidiary FiberCop;

-- A sustained improvement in domestic operations and fixed-line
    and mobile operations that stabilises EBITDA and improves
    organic deleveraging capacity;

-- The Outlook could be changed to Stable if TI achieves
    stronger-than-anticipated cost reductions or higher-than-
    expected EBITDA as a result of weaker-than-expected
    competitive pressure.

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

-- FFO net leverage sustained above 5.0x (equivalent to about
    4.5x Fitch-defined net debt/ EBITDA). Fitch will also be
    guided by TI's FFO net leverage on a proportionate basis for
    FiberCop.;

-- Tangible worsening of operating conditions or the regulatory
    environment, leading to expectations of materially weaker free

    cash flow (FCF) generation;

-- Sustained competitive pressure in the mobile, fixed-line and
    wholesale segments, driving significant losses in service-
    revenue market share.

BEST/WORST CASE RATING SCENARIO

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

ISSUER PROFILE

TI is the incumbent telecom carrier in Italy, with leading market
positions in both fixed-line and mobile in its domestic market. The
company owns 67% of the third-largest mobile operator in Brazil,
TIM Brazil.

ESG CONSIDERATIONS

TI has and ESG Relevance score of '4' for governance structure,
reflecting historical conflicts between TI's shareholders and
frequent changes to senior management. This has a negative impact
on the credit profile and is relevant to the ratings in conjunction
with other factors.

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

   DEBT             RATING               RECOVERY   PRIOR
   ----             ------               --------   -----
Telecom Italia Capital

  senior unsecured     LT BB    Affirmed     RR4      BB

Telecom Italia S.p.A.

  senior unsecured     LT BB    Affirmed     RR4      BB

Telecom Italia Finance SA

  senior unsecured     LT BB    Affirmed     RR4      BB




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

FREEDOM FINANCE INSURANCE: S&P Affirms 'B' LT ICR, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term issuer credit and
financial strength ratings and 'kzBB+' national scale rating on
Kazakhstan-based Freedom Finance Insurance (FFI). The outlook is
stable.

S&P said, "We affirmed the ratings on FFI because we do not expect
any pressure on its capital, profitability, or investment mix by
the potential negative impact from the parent, FF. We anticipate
FFI's stand-alone credit quality will remain stable.

"As of May 17, 2022, FF -- an operational subsidiary of Freedom
Holding Corp. -- owns 89.5 % of FFI's shares. Our ratings on FFI
are higher than those on its parent because we believe the
regulatory framework in Kazakhstan prevents outflows of funds from
insurers to support a parent, for example through dividend payments
or material investments in the parent's financial instruments.
Thus, we consider FFI to be an insulated subsidiary of its parent,
FF, and currently we could rate the insurance company up to two
notches above the parent level. We view the new ownership structure
as merely a consolidation of Mr. Turlov's different assets under
one arm. FFI remains ultimately owned by Mr. Turlov.

"We view FFI as a moderately strategic subsidiary of FF. We believe
that FFI is important to the broker's long-term strategy, which
envisages diversification of business within the group. However,
the level of integration between the two entities is yet to be
tested. The insurance company could benefit from its association
with the group, should the broker's creditworthiness improve.

"In our analysis, we continue to reflect the balance between the
insurer's minor market share, sound liquidity cushion, relatively
small absolute capital size, and conservative investment
strategies. By national standards, FFI is relatively small, with a
market share of just 1.3% as of April 1, 2022. Nevertheless, FFI
has been expanding and gradually establishing its franchise in
Kazakhstan. As a result, its premium income increased by 27% in
first-quarter 2022, versus 20% for the sector over the same period,
and we expect it to expand further in the coming years and continue
to outpace the market.

"Our assessment also reflects our expectation that FFI will achieve
rapid premium expansion of about 15% in 2022-2023. In our base-case
scenario, we expect FFI will report a net loss after tax in 2022
and modest, albeit positive, net income in 2023, supported
primarily by investment income in 2023. We estimate FFI will report
a net property/casualty combined (loss and expense) ratio above
120% on average in 2022-2023. However, we anticipate it will
gradually improve to below 100%. The absolute size of FFI's capital
base -- with shareholder's equity of about $10.2 million -- could
be sensitive to a single major event and constrains our capital
assessment. In our forecast, we assume no dividend payouts in the
next two years. We think that the company might lean on potential
capital support from the ultimate shareholder if this was needed.

"FFI continues to follow its approved investment strategy. The
average credit quality of the company's investment portfolio is at
the 'BBB' level, and its investments are toward cash, bonds, and
government-related assets, as well as deposits, which are generally
the highest credit qualities available in domestic currency. This
supports our view of the company's modest risk tolerance. FFI has
limited exposure to foreign-exchange risk because most of its
assets (close to 97%) and liabilities are denominated in
Kazakhstani tenge. We consider that this allows FFI to create a
sufficient liquidity cushion to meet its future insurance
obligations.

"The stable outlook reflects our view that FFI will continue to
gradually establish its franchise in Kazakhstan over the next 12
months. It also factors in our expectation that FFI will preserve
sufficient capital buffers and earnings relative to the complexity
of risks that it will write during this period.

"We could lower the ratings on FFI in the next 12 months if its
capital weakens significantly below the 'BBB' level, according to
our capital model, squeezed by weaker-than-expected technical
performance, investment losses, or an absence of further capital
support from the owner. A deterioration of the average credit
quality of invested assets to 'BB' or below might also trigger a
negative rating action.

A positive rating action on FFI is unlikely within the next 12
months unless the company receives material capital injections. An
upgrade would also require a sustainable improvement in the
company's financial results.

Future rating actions would also hinge on S&P's view of potential
constraints on FFI's overall financial strength coming from the
wider FF group's creditworthiness.

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


FREEDOM FINANCE LIFE: S&P Affirms 'B' LT ICR, Outlook Positive
--------------------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term issuer credit and
financial strength ratings and 'kzBBB-' national scale rating on
Freedom Finance Life JSC (FFL). The outlook remains positive.

S&P said, "We affirmed the ratings on FFL because we do not expect
any pressure on its capital, profitability, or investment mix by
the potential negative impact from the parent, FF. We anticipate
FFL's stand-alone credit quality will remain stable.

"As of May 17, 2022, FF--an operational subsidiary of Freedom
Holding Corp.--owns 97.6% of FFL shares. Our ratings on FFL are
higher than those on its parent because we believe the regulatory
framework in Kazakhstan prevents outflows of funds from insurers to
support a parent, for example through dividend payments or material
investments in the parent's financial instruments. Thus, we
consider FFL to be an insulated subsidiary of its parent, FF, and
currently we could rate the insurance company up to two notches
above the parent level. We view the new ownership structure as
merely a consolidation of Mr. Turlov's different assets under one
arm. FFL remains ultimately owned by Mr. Turlov.

"We view FFL as a moderately strategic subsidiary of FF. We believe
that FFL is important to the broker's long-term strategy, which
envisages diversification of business within the group. However,
the level of integration between the two entities is yet to be
tested. The insurance company could benefit from its association
with the group, should the broker's creditworthiness improve.

"We have a positive view of FFL's sustainable profitability
results. The company posted a return on assets of 9.6% and return
on equity of 66%, with an 8.7% return on investments as of April 1,
2022, complementing its technical performance. In our base-case
scenario, we expect FFL will report average annual net profit of
about Kazakhstani tenge (KZT) 5 billion-KZT6 billion, return on
equity of 32%, and return on assets of about 5%, although the risk
remains that excessively rapid growth could reduce profit margins.
We expect FFL's investment yield will be 8%-10%, meeting the
company's obligations under insurance policies with investment
guarantees.

"We expect FFL will maintain its capital position over the next two
to three years to sustain growth and increase liabilities. The
company also has a relatively high-risk asset mix. The proportion
of investment-grade bonds slipped back to 57% in first-quarter 2022
and its other investments are in categories that we regard as more
volatile, particularly the Kazakhstani financial sector.

"The positive outlook reflects our expectation that FFL will
sustain its asset quality at the 'BBB-' level, while high premium
growth will not impede underwriting performance, which will in turn
continue supporting capital growth and the company's competitive
position."

Upside scenario

S&P said, "We could consider raising our rating on FFL if the
company sustains the abovementioned factors in the next 12 months.

"We could consider revising the outlook to stable over the next 12
months if the company increases its exposure to lower-quality
instruments, or the capital position weakens, squeezed by
weaker-than-expected operating performance, investment losses, or
considerable dividend payouts.

"Future rating actions would also hinge on our view of potential
constraints on FFL's overall financial strength coming from the
wider FF group's creditworthiness."

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




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

CONTOURGLOBAL PLC: Fitch Puts 'BB-' LT IDR on Watch Negative
------------------------------------------------------------
Fitch Ratings has placed ContourGlobal Plc's Long-Term Issuer
Default Rating (IDR) of 'BB-' on Rating Watch Negative (RWN). Fitch
has also placed ContourGlobal Power Holdings S.A.'s (CGPH) senior
secured notes and super senior secured revolving credit facility
(RCF) of 'BB+'/'RR2' on RWN.

The RWN reflects uncertainty over ContourGlobal's long-term capital
structure and financial policy following the recently announced
acquisition of the company by funds advised by global investment
firm Kohlberg Kravis Roberts & Co. Inc. and its affiliates
(collectively referred to as KKR; A/Stable) and the incremental
acquisition debt to be serviced by ContourGlobal. If
ContourGlobal's leverage post-ownership change is above Fitch's
rating sensitivity, it could lead to a downgrade. A capital
structure in line with the current rating would lead to an
affirmation.

Fitch expects to resolve the RWN once KKR provides clarity on the
ultimate capital structure and financial policy, anticipated in
2H22. The acquisition is subject to customary shareholder,
regulatory and antitrust approvals. Consequently, RWN resolution
could take more than six months.

KEY RATING DRIVERS

Post-Acquisition Capital Structure: KKR has not made public its
intentions regarding ContourGlobal's new long-term capital
structure. Fitch believes that if the sale is completed,
ContourGlobal could have a more aggressive capital structure as the
new owners plan to raise GBP445 million of incremental debt at
newly-formed Cretaceous Bidco Limited (Bidco, wholly owned by funds
advised by KKR) to co-fund the acquisition in addition to equity
funding.

Over time, the acquisition debt will be pushed down to
ContourGlobal Plc, taking into account its restricted payment and
debt incurrence capacity in the existing debt documentation. The
company has considerable headroom to incur additional debt under
the debt service coverage ratio covenant of more than 2x, which is
included in the bond documentation.

Downgrade Likely on Acquisition Debt: Prior to the acquisition
announcement, Fitch projected holdco-only funds from operations
(FFO) leverage to average about 4.3x in 2022-2023, resulting in
limited headroom below Fitch's negative rating sensitivity of 4.5x.
Fitch assumes that in case of the acquisition debt being pushed
down from Bidco to ContourGlobal and the company's cash surplus
being used for debt service instead of dividends, FFO leverage may
be in line with a one-notch lower IDR as long as it does not exceed
5.5x.

Affirmation Possible: Fitch may affirm the ratings if projected
holdco-only FFO leverage and financial policy are in line with the
current IDR. This will depend on the amount of debt pushed down
from Bidco, level of dividends to Bidco to service the debt
remaining at that level, and possible changes to holdco covenants
and cash flows, including sale of minority stakes or divestments,
level of new equity investments in new assets (Fitch assumes about
USD350 million in 2022-2024) and project level refinancing.

In addition, KKR referred to its record of active management,
capital support and long-term partnership approach in the
acquisition announcement.

Proposed Acquisition Funding: Bidco plans three facilities,
acquisition, refinancing and backstop, which could be used to fund
the ContourGlobal acquisition. The acquisition tranche comprises
GBP325 million, 24-month tranche A, and GBP120 million, 12-month
tranche B. The only financial covenant at Bidco level is maximum
7.7x consolidated total net debt to consolidated EBITDA. In
addition, KKR, has put a bridge refinancing tranche in place
comprising EUR400 million (for ContourGlobal's bonds due 2025) and
USD40 million (for remaining Western Generation bridge loan).

Backstop facilities are also planned for EUR80 million revolving
credit facilities (RCF), and EUR50 million for the letter of credit
facility, should existing lenders withhold consent. The refinancing
and backstop facilities, could be reduced or terminated should the
company obtain other financing, which will depend on the final
group capital structure. ContourGlobal's remaining existing bonds,
EUR410 million due in 2026 and EUR300 million due in 2028 are not
planned to be refinanced.

Upstream Cash Restrictions: KKR cash restriction at ContourGlobal
and Bidco level could be viewed as a prudent approach to reducing
leverage. ContourGlobal cannot upstream dividends and restricted
payments to Bidco while any bridge loans (acquisition, refinancing
and backstop) are outstanding unless the upstreaming of cash is
related to debt service obligations of Bidco.

Predictable Cash Flows: The 'BB-' IDR reflects the predictable cash
flows from ContourGlobal's portfolio of generating assets,
supported by long-term contracts, regulated capacity or regulated
cost-of-service payments. The assets have an average remaining
contracted or regulated life of about nine years with limited
exposure to changes in electricity demand.

Long-Term Re-contracting Risks: The ratings also reflect
ContourGlobal's exposure to re-contracting risk, with about 46% of
its contract portfolio by capacity due for new contracts in
2022-2025. However, this is partially offset by higher merchant
prices in Europe, the importance of its thermal generation
portfolio in its key markets and management's proactive measures to
manage contract renewals.

DERIVATION SUMMARY

Fitch rates ContourGlobal using a deconsolidated approach as the
company's operating assets are largely financed with non-recourse
project debt. ContourGlobal's operating scale is comparable with
that of TerraForm Power Operating, LLC (TERPO; BB-/Stable), NextEra
Energy Partners, LP (NEP; BB+/Stable) and Atlantica Sustainable
Infrastructure Plc (Atlantica; BB+/Stable).

Fitch views TERPO's and NEP's US-dominated portfolio of renewable
assets as superior to that of ContourGlobal, which is 37%
renewables with the remaining generation mainly thermal and carries
re-contracting risk and political and regulatory risks in emerging
markets. Fitch also views Atlantica's portfolio of assets as
superior to that of ContourGlobal, given Atlantica's focus on
renewables, longer remaining contracted life (17 years versus nine
years) and better geographical split (largely North America and
Europe). This is mitigated by the larger size of ContourGlobal's
portfolio.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Fitch's Rating Case for the Issuer:

Fitch will update its projections once ContourGlobal's
post-acquisition capital structure is unveiled, expected in 2H22.
The assumptions below are for the existing rating case, not
reflecting the impact of the KKR acquisition.

-- Equity investments of about USD350 million in 2022-2024,
    largely for new assets (holdco's share in acquisition
    funding);

-- USD110 million proceeds from sale of Brazil Hydro in 2022;

-- Continued solid project level refinancing activity in 2022-
    2023, but for lower amounts than in a record 2021;

-- Holdco dividends rising 10% a year in 2022-2024 in line with
    the management's dividend policy.

RATING SENSITIVITIES

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

-- An upgrade is currently unlikely due to the RWN. Fitch will
    resolve the RWN once it can assess the long-term capital
    structure, financial policy, and strategy to be implemented by

    KKR. Holdco-only FFO leverage below 4.5x and FFO interest
    coverage above 3x on a sustained basis would support the
    current rating.

The RWN may take more than six months to resolve due to the
uncertainties related to the proposed acquisition, including the
long-term financial policy and timescales required for receiving
shareholder, regulatory and antitrust approvals.

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

-- Holdco-only FFO leverage above 4.5x on a sustained basis and
    FFO interest coverage lower than 3x;

-- Major PPAs experiencing unexpected and material price
    reduction or termination;

-- More than 40% of total revenue becoming uncontracted;

-- A change in strategy to invest in more speculative, non-
    contracted assets or a material decline in cash flow from
    contracted power-generation assets;

-- Future projects experiencing material cost overruns and
    delays, not being prudently financed or encountering
    substantial political interference, causing financial distress

    at the project level or parent level so that ContourGlobal
    breaches Fitch's rating sensitivities on a sustained basis;

-- A material increase in the super senior revolving credit
    facility and equally ranking letters of credit facilities
    could be negative for the senior secured rating.

BEST/WORST CASE RATING SCENARIO

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

LIQUIDITY AND DEBT STRUCTURE

Sufficient Liquidity: At end-December 2021 ContourGlobal had
sufficient liquidity at the holdco level with no long-term debt
refinancing until 2025, when EUR400 million bonds are due.
Project-finance debt maturities at operating subsidiaries,
comprising the vast majority of consolidated debt, are evenly
balanced due to debt amortisation, with no substantial refinancing
risk in 2022-2023.

Holdco level cash was USD49 million at end-December 2021 together
with EUR80 million available under an undrawn RCF expiring in
December 2023. At this date, holdco had an outstanding USD40
million bridge loan and EUR40 million drawn under the RCF.

ISSUER PROFILE

ContourGlobal is a holding company that operates 6.3 gigawatts of
gross generation capacity with about 138 thermal and renewable
power generation assets across 20 countries, through its
subsidiaries and affiliates. ContourGlobal cash flows in project
companies are supported by long-term contracts, regulated capacity
or regulated cost-of service payments.

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
   ----                 ------                    --------   -----
ContourGlobal plc      LT IDR   BB  Rating Watch On           BB-

ContourGlobal Power
Holdings S.A.

  senior secured       LT       BB+ Rating Watch On   RR2     BB+

  super senior         LT       BB+ Rating Watch On   RR2     BB+


LOARRE INVESTMENTS: Fitch Assigns 'BB' Rating on EUR850MM Notes
---------------------------------------------------------------
Fitch Ratings has assigned Loarre Investments S.a.r.l.'s EUR850
million senior secured notes a 'BB' rating. The Outlook is Stable.

RATING RATIONALE

The rating reflects Loarre's stable revenue under its silent
partnership agreement (SPSA) with LaLiga, the second-most followed
football league in the world, but is weighed down by loose
debt-structure features and high leverage.

Loarre's underlying cashflow is generated from LaLiga, the most
popular sports league in Spain, underpinned by long-term visibility
of both domestic media TV contracts that have recently been
renewed, and international contracts that are well-diversified and
with potential growth. LaLiga has some of the world's most-renowned
clubs and players, with a strong international on-pitch
performance, which has fostered a dedicated and stable fan base.

Three of the major clubs in Spanish football and the Spanish Royal
Football Federation are in dispute with Loarre's investment in
LaLiga, which they have challenged in the courts. Despite this,
Fitch sees multiple layers of protection as well as economic
incentives that should insulate debt investors from the risk of
these legal challenges if the key transaction documents were to be
nullified. It should be noted that the transaction's legal counsel
has opined that LaLiga has the capacity to enter into all
transaction documents.

KEY RATING DRIVERS

Solid Fan Support with Soft Salary Cap - Revenue Risk, League
Business Model: 'Midrange'

LaLiga has a long history of strong fan support fostered by the
league's promotion/relegation structure. It is one of the most
followed football leagues in the world, with some of the most
successful and popular clubs. This strong fan base facilitates the
sale of the TV rights both domestically and internationally. Unlike
other European football leagues, it has a soft salary cap in place,
although this is relative to each club's budget, creating a large
disparity in the level of caps, especially given the domination of
two high-profile clubs. Despite this, the measures have had some
positive impact on clubs' financial sustainability and the league's
overall competitiveness.

High Visibility of Revenue - Revenue Risk, National Television and
Other League Revenue: 'Strong'

LaLiga has recently contracted domestic TV rights for the next five
seasons, creating high visibility on the majority of its revenue.
Overall, Fitch expects the share of contracted revenue to be almost
90% in the 2022/23 season before falling to 60% in the 2026/27
season. LaLiga is a top-tier sport asset, particularly to the main
broadcasters in Spain. Internationally, the strong on-pitch
performance of its world-class clubs and the historical attraction
of star players have developed a strong global fan base, only
second to the English Premier League.

Moderate-to-Low Growth Prospects - League Initiatives and Growth
Prospects: 'Midrange'

Despite football being the undisputable first-tier sport in Spain,
Fitch sees moderate growth potential in the domestic market due to
its existing strong position. Nonetheless, there are broader growth
opportunities internationally as a result of the widespread
commercial presence of LaLiga. This should allow LaLiga to further
develop its fan base and manage relationships with international
broadcasters.

Concentrated Bullet, Loose Covenants - Debt Structure: 'Weaker'

The debt structure comprises senior fixed- and floating-rate notes
with bullet maturity in 2029 and a super senior revolving credit
facility (RCF). The 'Weaker' assessment is driven by the
concentrated bullet maturity leading to heightened refinancing risk
near maturity and weak covenant package that allows additional debt
to be raised while leverage is below 6x, among others. Debt service
is supported by a six-month interest-funded debt service reserve
account (DSRA) and a EUR40 million RCF, both of which provide good
liquidity to support interest payment, but do not mitigate the
refinancing risk. Many covenants will be waived if the debt's
rating is upgraded to investment-grade.

PEER GROUP

Loarre differs from all other league ratings through the
involvement of a private equity-owned SPV, which is the ultimate
issuer of the debt. This creates some structural weaknesses
compared with peers'. Compared with the National Football League's
(NFL) wide funding programme (Football Funding LLC, A/Stable),
Loarre has weaker KRD assessments due to the structural and
governance strengths of the NFL, whose leverage is also
significantly lower at below 2x compared with Loarre's 5x. Loarre
can also be compared with club ratings such as Inter Media
(B+/Stable), which however has significantly higher operational
risk than Loarre given its franchise nature.

RATING SENSITIVITIES

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

-- Failure to deleverage below 6.0x on a sustained basis under
    Fitch rating case;

-- Adverse outcome of litigation against the transaction
    resulting in significant uncertainty over Loarre's ability to
    service debt obligations.

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

-- Reduction of net debt /EBITDA to sustainably below 4.0x under
    Fitch rating case.

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

CVC Capital Partners (CVC) is investing around EUR2 billion in
LaLiga in exchange for around 8.2% of LaLiga's broadcasting
audio-visual (AV) revenue and other minor commercial activities for
50 years. The monies will be on-lent to participating clubs and
used for growth investments (at least 70%), repayment of debt (no
more than 15%) and budget related to players (no more than 15%),
under the project framework of LaLiga Impulso (Boost LaLiga).

CVC's equity contribution amounts to EUR1.2 billion, and the senior
secured notes raised amount to EUR822.5 million, as a result of the
original issue discount.

LaLiga is a Spanish Association formed by 42 football clubs that
comprise the top two football leagues in Spain (Primera División,
or LaLiga Santander, and Segunda División, or LaLiga Smartbank).
LaLiga is responsible for organising such competitions, negotiating
and commercialising the AV rights of LaLiga as a single product
(both nationally and internationally), and managing other
non-broadcasting revenue. LaLiga is mandated by law to manage the
AV rights, but it does not own them as they belong to the clubs. To
date, 38 out of the 42 clubs have agreed to the deal.

FINANCIAL ANALYSIS

Fitch expects initially high leverage at financial year ending June
2022, due to a period of pre-agreed gradual increase of
distributable net income share. Fitch therefore assesses LaLiga's
financial profile between FY23 and FY27. Under the Fitch rating
case this results in net debt/EBITDA decreasing to around 7x by
FY23 and below 5x in FY25, before stabilising at that level.
Average net debt/EBITDA between FY23 and FY27 stands at 5x.

Legal Risk

The transaction is exposed to legal risk as three major clubs in
Spanish football and the Spanish Royal Football Federation have
explicitly challenged the transaction's structure in the courts.
Despite this, several layers of protection to noteholders are
available.

Firstly, upon review of legal opinions prepared by transaction
counsel, it is Fitch's understanding that LaLiga has full capacity
to enter into the transaction documents and that the litigation
outlined above should be dismissed, either by the Courts of First
Appeal or by the higher courts.

Secondly, in case of an adverse court outcome declaring any of the
investment documents null and void or if there is a change in
regulation affecting LaLiga, the nullity agreement entered into by
Loarre and LaLiga structures an orderly wind down of the
transaction.

Thirdly, in the unlikely case that the nullity agreement is also
declared null and void due to an adverse court ruling, Fitch
understands from the legal counsel that the general provisions of
the Spanish Civil Code will apply and both sides will be required
to immediately return to the other the balance resulting from
offsetting the amounts paid by each of them, plus the legal
interest applied to these amounts. In the event of delay to this
repayment Fitch sees sufficient liquidity to cover roughly 18
months of interest, and incentives for CVC to support debt
obligations in the short term, given the share pledge to lenders
and the significant equity CVC has in the investment.

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.



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

PGS ASA: S&P Affirms 'CCC+' ICR & Alters Outlook to Stable
----------------------------------------------------------
S&P Global Ratings revised its outlook on marine geophysical
company PGS ASA to stable from negative and affirmed its 'CCC+'
long-term issuer credit rating.

The stable outlook reflects S&P's view of limited liquidity
pressure in the next 12 months, explained by the company's cash
position and the improving operating environment.

S&P said, "We revised the outlook because, in our view, immediate
pressure on PGS' liquidity has been deferred at least 12 months. On
May 27, 2022, PGS' extraordinary general meeting approved $85
million in new equity (oversubscribed, with a further upside of
another $15 million) through a private placement and in parallel
secured $50 million of new super senior secured loan due March
2024. Under our calculations, the new sources of liquidity,
together with unrestricted cash of about $165 million as of March
31, 2022, and positive free cash flow in the coming quarters, mean
the company would be able to cover its $135 million maturity in
September 2022 and other debt obligations and maintain fair
headroom under its financial covenants. That said, the company's
balance sheet is going to remain an issue and will translate into
potential liquidity issues down the line (the next bulky maturity
is about $875 million over the course of second-half 2023 and
2024).

"The seismic industry is recovering, in our opinion, paving the way
to higher cash flow generation. The sustained rise in hydrocarbon
prices (including a spot price on Brent well above $100/bbl) are
likely to result in higher demand, pricing, and a stronger order
book. However, the pace of recovery in the industry is likely to be
more gradual than in the past, given oil majors' reluctance to
increase capital spending (capex). The company's order book stood
at $315 million on March 31, 2022, and we understand that PGS has
already secured more than $70 million in addition after
first-quarter 2022. We now project EBITDA will improve toward $500
million within the next two years.
We continue to view PGS' capital structure as sustainable, but the
maturity profile is less ideal. At this stage, the rating is
constrained by the  $875 million due in second-half 2023 and 2024.
Although under normal market conditions, with the adjusted debt to
EBITDA and projected positive free cash flow, the company would be
able to refinance the debt, adverse market conditions could
translate into a liquidity squeeze. As of March 31, 2022, the
company's adjusted debt was about $1.2 billion (equivalent to a
reported net debt of $1.0 billion-$1.1 billion). With a projected
reported EBITDA of $350 million-$400 million in 2022, we expect the
company to have adjusted debt to EBITDA of 4.5x-5.0x with further
improvement in 2023 (our adjusted EBITDA takes into account the
cash costs related to the company's capitalized multiclient
investments). We view these credit metrics of less than 4.0x under
normal market conditions, together with adequate liquidity, as
supporting a higher rating. The company remains committed to its
financial objective of $500 million-$600 million reported net debt
over time. However, it is unlikely to achieve it in the coming 24
months.

"The stable outlook reflects our view of limited liquidity pressure
in the next 12 months, thanks to the company's cash position and
the improving environment.

"Under our base-case scenario, we forecast free operating cash flow
(FOCF) of about $50 million in 2022, increasing to $50 million-$100
million in 2023, and covenant headroom over 15%."

S&P could lower the rating if:

-- Underperformance in 2022 leads to lower FOCF than expected and
thus to deterioration in the company's liquidity position.

-- PGS has no plausible plan to refinance its debt in 2024.

An upgrade will hinge on the company's ability to refinance ahead
of time its concentrated and relatively high debt maturing in March
2024, together with adequate liquidity and a continued supportive
market environment driving positive FOCF. That would also require
adjusted debt to EBITDA to be lower than 5.0x under normal market
conditions (and no more than 6.5x under the lower part of the
cycle).

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




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

LIBRA INTERNET: Fitch Alters Outlook on 'BB-' IDR to Stable
-----------------------------------------------------------
Fitch Ratings has revised Libra Internet Bank S.A.'s (Libra's)
Outlook to Stable from Negative and affirmed its Long-Term Issuer
Default Rating (IDR) at 'BB-' Fitch has also affirmed the bank's
Viability Rating (VR) at 'bb-'. A full list of rating actions is
detailed below.

The revision of the Outlook to Stable from Negative reflects
stronger-than-expected resilience of Libra's performance to
pandemic-related risks and Fitch's view that its ratings have
enough headroom to absorb potential pressures on its credit profile
from spillover effects of the war in Ukraine.

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

KEY RATING DRIVERS

Libra's IDRs and VR reflects its small size and niche franchise in
Romania, reasonable profitability and asset-quality metrics,
adequate capitalisation and good funding and liquidity. It also
considers significant exposure to construction and real estate in
the bank's loan book, rapid credit expansion and a business model
that has not been fully tested in a downturn.

Reasonable Operating Profitability: Libra's earnings are dominated
by interest income and its profitability benefits from wide and
stable net interest margins (5% in 2021). Operating
profit-to-risk-weighted assets (RWAs) recovered in 2021 to 4.1%,
following a sharp drop in 2020 due to frontloading of provisions
for expected problem loans. Fitch assumes the bank's profitability
to remain reasonable in the medium term, underpinned by increasing
interest rates and continued high growth of business volumes.

Rapid Business Growth: The bank's rapid expansion (2.4x over five
years) significantly outpaced the sector's average. During this
time, Libra has built a sizeable exposure to residential and
commercial real-estate financing (almost 2x common equity Tier 1
(CET1) capital), which Fitch views as higher risk. Libra is
well-remunerated for the risks it takes as the bank does not favour
growth over margins, while disciplined underwriting is reflected in
good loan book quality.

Sound Asset Quality: Libra's Stage 3 loans of 1.9% of total loans
at end-2021 compares well with the sector's average (3.7%) and has
been improving in recent years. However, near-term risks remain
heightened by the economic effects of the war in Ukraine and
inflation, and Fitch therefore expects impaired loans to rise
moderately. Coverage of stage 3 loans by loan loss allowances (64%)
is reasonable given the bank's collateral requirements and its
conservative valuation.

Adequate Capitalisation: Libra's capital ratios are only adequate
for its risk profile, given the bank's small size, asset-quality
risks that are amplified by its sizeable loan book concentrations,
and rapid balance-sheet growth. The bank's CET1 ratio was down at
17.4% at end-2021 (end-2020: 18.6%) due to the expansion of RWAs,
phase-out of transitional arrangement benefits and moderate
internal capital generation. Fitch expects Libra's capitalisation
will decline modestly in 2022 as loans continue to increase and
transitional arrangement benefits continue to amortise, but to
remain commensurate with Fitch's current score.

Largely Deposit-Funded: Libra sources 91% of funding from customer
deposits, of which about 67% was represented by non-retail accounts
at end-2021. Its liquid balance sheet is reflected in a comfortable
loans-to-deposits (L/D) ratio of 72% and high-quality liquid assets
covering 31% of total assets. Refinancing risks related to
third-party funding are limited and liquidity needs are
well-covered by available good quality buffers either maintained at
the local central bank or invested in Romanian government bonds.

No Support Assumed: Libra's GSR of 'ns' considers primarily the
Romanian resolution legislation, which requires senior creditors to
participate in losses, if necessary, instead of a bank receiving
sovereign support. Libra's ratings also do not factor in any
support from its ultimate owner, private -quity investor New
Century Holdings, as in the agency's view, such support cannot be
relied upon in all circumstances.

RATING SENSITIVITIES

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

Libra's IDRs are sensitive to adverse changes in its standalone
assessment reflected in VR. The VR could be downgraded due to
greater-than-expected deterioration of Libra's asset quality and/or
a protracted weakening in capitalisation (in particular, if the
bank's CET1 ratio reduces below 14%). The VR would likely be
downgraded if the Romanian operating-environment score is
downgraded.

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

An upgrade of the bank's VR, and consequently Long-Term IDR, would
require an improvement in Libra's business profile predominantly
through material strengthening of the bank's franchise and reduced
concentrations while maintaining a sound financial profile.

An upgrade of the GSR would require a higher propensity of
sovereign support. While not impossible, this is highly unlikely in
Fitch's view.

BEST/WORST CASE RATING SCENARIO

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

ESG CONSIDERATIONS

Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity. For more information on Fitch's ESG
Relevance Scores, visitwww.fitchratings.com/esg

   DEBT                      RATING                          
PRIOR
   ----                      ------                          
-----
Libra Internet Bank S.A.   LT IDR             BB-   Affirmed   BB-

                           ST IDR             B     Affirmed   B
                           Viability          bb-   Affirmed   bb-

                           Support            WD    Withdrawn  5
                           Support Floor      WD    Withdrawn  NF
                           Government Support ns    New Rating




=========
S P A I N
=========

VIA CELERE: Fitch Affirms 'BB-' LongTerm IDR, Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed Via Celere Desarrollos Inmobiliarios,
S.A.U.'s Long-Term Issuer Default Rating (IDR) at 'BB-' with a
Stable Outlook and its senior secured debt at 'BB'/RR3.

The affirmation reflects Via Celere's positive trading performance
and its strong order book, which provides sales visibility for the
next two years. Together with stable gross profit margins, despite
some prospective construction cost increases, the traditional
build-to-sell (BTS) residential development division is expected to
generate robust stable cash flows, aided by the company's existing
vast portfolio of land, with limited replenishment expenditure in
the near term.

Fitch expects the group's funds from operations (FFO) net leverage
to increase above 4.0x at end-December 2022 (2021: 2.5x) during the
completion of the first build-to-rent (BTR) projects. The ratio
should improve thereafter, once projects within the BTR portfolio
are completed and sold (the sale of the first 2,000 units is
expected by end-2023).

KEY RATING DRIVERS

Solid Business Performance: Via Celere specialises in mid- to
mid-high value dwellings in Spain's largest cities. The company
delivered 1,938 BTS units in 2021, exceeding Fitch's expectations
of 1,500 units. The BTS division constitutes the backbone of the
business and Fitch expects it to continue to deliver between an
annual 1,500 and 2,000 units in the next four years. The existing
portfolio of land, in-house design and construction capabilities
are Via Celere's key features, which define the group's solid
business profile.

High Sales Visibility: The order book at end-December 2021 was
strong, providing high visibility of BTS deliveries until end-2023.
Orders were 2,664 units (or EUR709 million) covering 89%, 70% and
27% of management's targeted deliveries for each of the next three
years (2022 to 2024), respectively. The cancellation rate is low,
discouraged by the non-reimbursable upfront payment (10% of the
unit's value) required from clients at the signing of the sale and
purchase agreement, and the additional monthly payments received
until the delivery date (an additional 10% of the value).

Via Celere usually starts new developments once the project's
funding is procured, with financial institutions usually requiring
30%-50% pre-sales before granting developers bespoke financing for
each new development. This acts as a further incentive for Via
Celere to pre-sell part of its new developments.

BTR Portfolio On-Track: The construction of the first projects
within Via Celere's BTR portfolio is at an advanced stage.
Targeting 2,431 apartments, 1,999 of which are expected to be
delivered in 2023, the majority (1,611 units) is now under
construction. The company has requested a licence for the remaining
units, which are planned to move into production by 1H22.
Management's strategy is to sell BTR projects to institutional
investors at completion. Via Celere may retain the assets -
outsourcing the operations to a specialised asset manager - until
rental cash flows have stabilised. However, this would be temporary
as the company does not intend to own and manage a rental
platform.

Buoyant Housing Demand: Over the past 10 years, demand for new
homes across Spain has outpaced supply, especially in densely
populated areas. Via Celere is benefiting from this undersupply and
demographic trends. Around 80% of Via Celere's total land bank by
gross asset value is in five of the six most populated provinces of
Spain (Madrid, Barcelona, Valencia, Malaga and Sevilla) and those
which contribute the most to Spain's GDP (around 60% combined). The
number of households in these cities and regions is expected to
grow between 6.8%-9.9% by 2035.

Rising Construction Costs: In 2021, construction costs rose by
2.6%. Cost inflation, which Fitch expects to worsen in 2022 to a
high single-digit percentage, relates predominately to raw
materials rather than labour costs. Of the total construction
costs, concrete, steel and other energy-intensive materials
accounts for around 20%-25% of building a house and land accounts
for around the same. Via Celere's stock of existing land and
moderate home sales price increases (+2.4% on average in 2021),
supported by housing demand, should largely offset cost pressure.
In-house construction management capabilities enable the company to
supervise the budgeting process and raw material sourcing, helping
preserve its gross profit margins at around 20%.

With 2022 production near completion and part of 2023's purchases
already incurred, the risk of higher inflation will likely affect
2024 deliveries.

Active Land Management: The company's existing portfolio of land is
credit positive as it reduces the group's working capital needs
over the coming years. At end-2021, Via Celere owned around 19,000
units of landbank, equivalent to nearly 10 years of production
based on the 2021 deliveries. The majority results from past
acquisitions and business combinations and is located in and around
prominent Spanish cities. Approximately 62% of the over 1.7 million
square metres owned is land classified as "fully authorised"
developments. As the remaining 38% progresses to permitted land,
Fitch expects expenditure on land to be limited and for the
landbank to reduce to 10,000-12,000 units over the coming years.

Improving Leverage Ratios: End-2021 FFO net leverage decreased to
2.5x (end-2020: 3.7x) thanks to strong sales supported by the
working capital inflow, which for the second consecutive year
generated over EUR150 million. Fitch forecasts working capital
outflows in 2022, as construction of the first BTR projects will
absorb resources before their monetisation (expected in 2023 and
2024). This demand upon working capital should temporarily halt
deleveraging. Fitch believes the BTS segment will continue to
generate stable positive free cash flow over the next four years
before any dividend payment assumptions.

When the build-to-rent (BTR) portfolio is handed over, in the
absence of material shareholder distributions and unplanned
investments, the company may reverse its net debt position to net
cash.

DERIVATION SUMMARY

Via Celere is a merger of various smaller Spanish entities over the
past 15 years. The owned land bank is a distinctive feature, making
the company one of the largest land owners together with its listed
domestic peers Neinor Homes S.A. (BB-/Stable) and AEDAS Homes S.A.
(BB-/Stable).

Unlike its UK-based peer Castle UK Finco plc (trading as Miller
Homes, B+/Stable), Via Celere does not hold options to buy land (a
common practice in the UK). In Spain, the seller may offer deferred
payment terms to the buyer of the land, limiting the homebuilder's
cash outflow at the time of the acquisition. The UK
affordable-focused homebuilder Maison Bidco Limited (trading as
Keepmoat, BB-/Stable) also enjoys deferred payment terms when
purchasing the land. However, this is a feature of its partnership
model, which entails working closely with local authorities from
the early stages of a development, including the identification and
sourcing of suitable land and its project planning.

Miller Homes' and Keepmoat's focus is on single family homes in
selected regions of the UK away from London. The products offered
by the three Fitch-rated Spanish homebuilders are mid- to
mid-high-value apartments part of large multi-family condominiums
built in prominent cities. The average selling price (ASP) of Via
Celere's units in 2021 was EUR283,000 (Neinor Homes' ASP:
EUR300,000; AEDAS Homes' ASP: EUR331,000;).

The Spanish housebuilders with their own portfolios of existing
available land are committing resources to the BTR segment as it
allows them to sell a whole development in bulk, reducing the stock
of land previously amassed. Via Celere's approach to BTR has a
speculative component as the company does not have pre-sale
agreements with investors when it starts its projects. AEDAS Homes'
strategy entails seeking advance agreements with private rented
sector operators to deliver turnkey BTR developments before
committing capital, minimising the risk of the end-purchase of its
projects. Neinor Homes is also dedicating its construction
expertise and land bank to BTR, but unlike its two peers, it
intends to keep the BTR assets on its balance sheet, becoming a
rental operator for such properties.

Each peer has different financial policies. Rather than penalise a
company for its private equity ownership and assume that cash will
be extracted out of the group, despite bonds' permitted
distribution mechanisms, Fitch has been transparent in disclosing
and where appropriate reflecting in its rating case management's
intentions to target certain financial policies over the rating
horizon. If management accelerate improvements in financial
metrics, it could warrant an upgrade as detailed in Fitch's rating
sensitivities. Equally, if dividend payouts and use of cash worsen
metrics, the ratings could be downgraded. For the Spanish
homebuilders, Fitch's forecasts - which its forward-looking ratings
are based on - depend on maintaining or increasing 2021 and 2022
operational capacity, sales momentum, disciplined ASP, all of which
provide visibility on gross margins and the resultant financial
policy.

Under Fitch's Corporate Recovery Ratings and Instrument Ratings
Criteria, the secured debt of a company with a 'BB-' IDR can be
rated up to two notches from its IDR with a Recovery Rating of
'RR2'. Similar to other 'BB-' rated Spanish homebuilders', Via
Celere's secured debt has a one-notch uplift to 'BB' and a 'RR3'
Recovery Rating, reflecting the significant volatility of
collateral values in this asset class in Spain.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Fitch's Rating Case for the Issuer

-- Land bank expected to decrease to around five to six years
    equivalent of production. Land spend limited to partially
    replenish the land bank used in future developments;

-- 1,240 BTS units sold on average per year during 2022 and 2023
    at an ASP of EUR263,000 per unit;

-- First BTR projects of around 2,000 units to be completed and
    delivered in 2023;

-- Dividend payments follow the free cash flow generated over the

    years, with the largest dividend being paid at the time of the

    monetisation of BTR projects.

RATING SENSITIVITIES

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

-- Successful completion and delivery of the BTR portfolio
    projects by end-2024, materially improving the group's net
    debt position for the long term;

-- FFO net leverage sustainably below 2.0x (net debt/EBITDA below

    1.5x).

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

-- Failure to reduce FFO net leverage below 3.5x (net debt/EBITDA

    below 3.0x) by the time the first BTR portfolio projects are
    expected to be delivered (2023);

-- Shareholder-friendly policy leading to a deterioration in
    leverage metrics.

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

Ample Liquidity: At end-2021 Via Celere's liquidity was ample,
comprising EUR300 million of unrestricted cash and EUR30 million
undrawn secured revolving credit facility. Gross debt mainly
comprised the EUR300 million secured notes maturing in April 2026
and bespoke developer loans (EUR135 million) used to fund each
development and typically repaid when the units are completed and
delivered. Fitch forecasts the company will generate strong cash
flows over the next four years, aided by limited spend on
replenishing the land bank.

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.

Rating Actions

   DEBT                       RATING              RECOVERY   PRIOR
   ----                       ------              --------   -----
Via Celere Desarrollos    LT IDR  BB-    Affirmed             BB-
Inmobiliarios, S.A.U.

  senior secured          LT      BB     Affirmed    RR3      BB




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

SYNGENTA AG: Moody's Confirms Ba1 CFR & Alters Outlook to Positive
------------------------------------------------------------------
Moody's Investors Service confirmed Syngenta AG's (Syngenta) Ba1
Corporate Family Rating and its Ba1-PD Probability of Default
Rating. Concurrently, Moody's confirmed the Ba1 guaranteed senior
unsecured ratings assigned to its guaranteed subsidiaries Syngenta
Finance N.V. and Syngenta Finance AG as well as their (P)Ba1
guaranteed senior unsecured MTN programme rating. Moody's also
confirmed the Not Prime other short-term rating of Syngenta and the
Not Prime guaranteed commercial paper rating from its guaranteed
subsidiaries Syngenta Wilmington Inc. and Syngenta Finance N.V. The
outlook has been revised to positive from ratings under review.

This rating action concludes the review for upgrade initiated on
December 03, 2021.

RATINGS RATIONALE

The confirmation of Syngenta's Ba1 ratings reflects that Moody's
continues to view the joint restructuring of China National
Chemical Corporation Limited (ChemChina, Baa2 stable) and Sinochem
Group as credit positive for ChemChina and by extension also for
Syngenta Group and Syngenta AG. ChemChina and Sinochem Group are
now subsidiaries of a recently set up holding company, Sinochem
Holdings Corporation Ltd. (Sinochem Holdings, not rated). Sinochem
Holdings has larger economies of scale, increased diversity of the
business operations and lower leverage than the legacy ChemChina on
a stand-alone basis. While ChemChina's debt is not guaranteed by
Sinochem Holdings and will not be absorbed by it immediately
either, Moody's continues to assume that ChemChina's debt will be
refinanced by Sinochem Holdings over time. This would result in
less need for Syngenta AG and Syngenta Group to upstream dividends
to their parent company, ChemChina, in order to support its
parent's debt service.

Moody's placed Syngenta's ratings on review for upgrade in December
2021 as the rating agency expected that an IPO of Syngenta Group
was likely to happen within the next few months. Moody's stated
that it could further upgrade Syngenta's ratings to Baa3 if the
rating agency concludes that the joint restructuring and the set-up
of Syngenta Group, including potential implementation of the
anticipated Syngenta Group IPO, sufficiently addresses the high
legacy leverage at the parent level. A successful IPO of Syngenta
Group would improve the financial flexibility and help Sinochem
Holdings accelerate on its plans to reduce group leverage. However,
more than six months later, the IPO has not been executed yet and
while Moody's continues to believe that an IPO is likely, the
timing remains uncertain.

The rating confirmation was supported by Syngenta's good financial
performance in 2021 and Moody's expectation of further earnings
growth in 2022-23. Following the acquisition by ChemChina,
Syngenta's stand-alone credit profile remained relatively stable
between 2017 and 2020 but has improved in 2021. Syngenta's sales
growth accelerated to 17% (16% growth based on a constant exchange
rate) in 2021 compared with 2020 with both segments growing their
sales although Crop Protection's sales growth was higher than
Seeds'. Syngenta's Moody's adjusted EBITDA improved by 9% to $2,547
million in 2021 compared with $2,337 million in 2020.

While Syngenta's deleveraging was held back in recent years by the
$1.4 billion acquisition of Nidera Seeds in 2018, a total of $1.5
billion of settlement payments for the MIR 162 Corn Litigation in
2018 and 2019 and dividend payments of $900 million in 2019, $700
million in 2020 and $400 million in 2021, the company's credit
metrics improved notably in 2021. Driven by EBITDA growth,
Syngenta's Moody's adjusted debt/EBITDA metric improved to 3.9x in
2021 from 4.9x in 2020. Moody's projects further sales and EBITDA
growth in 2022, which should lower Syngenta's Moody's adjusted debt
/ EBITDA to around 3.7x at the end of 2022.

Syngenta's credit profile continues to benefit from its strong
product offerings, which underpin the company's solid positions in
the global crop protection and seeds markets, characterised by
robust long-term demand fundamentals and high barriers for generic
competitors.

LIQUIDITY

Moody's views Syngenta's liquidity as adequate. Notably, the
company's exposure to the inherent seasonality of agricultural
activities leads to significant fluctuations in its working capital
requirements (and debt levels) throughout the year. A significant
build-up of working capital generally takes place during the winter
and spring seasons of the Northern Hemisphere, resulting in peak
commercial paper (CP) issuance in the first and second quarters of
the year before unwinding during the summer, as the group collects
receivables from farmers.

At the end of 2021, Syngenta had cash balances of $1.5 billion, as
well as a $3.0 billion committed revolving credit facility (RCF)
maturing in 2024. During H1 2021, Syngenta also entered into an
additional committed $1 billion RCF with a 2 year term. Both RCFs
were undrawn at the end of 2021. In addition, Syngenta received in
2021 a credit facility of $1.5 billion, which was provided by a
subsidiary of the Syngenta Group. This facility was also undrawn at
the end of 2021. The company also has access to a $2.5 billion
Global Commercial Paper program which was undrawn at the end of
2021 but had an average outstanding balance of $737 million during
2021. Commercial Paper drawdowns are high during the peak working
capital season in April and May.

At the end of 2021, Syngenta had short term financial liabilities
of around $1.9 billion. Based on the existing cash balance and
available committed credit facilities together with Moody's
forecast for neutral FCF in 2022 and positive FCF generation in
2023, Syngenta should have sufficient liquidity to meet its debt
maturities over the next 12-18 months.

RATIONALE FOR POSITIVE OUTLOOK

The positive outlook reflects that an upgrade to Baa3 could occur
if Syngenta AG and its direct parent Syngenta Group continue to
improve their financial profile. A successful IPO of Syngenta Group
would in Moody's view accelerate such improvement as it would
result in lower leverage and higher liquidity at Syngenta Group
level thereby reducing the need to upstream cash from Syngenta AG
to Syngenta Group.

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

An upgrade of Syngenta's Ba1 ratings to Baa3 will require Moody's
to conclude that the changes to the organisational structure of the
wider Sinochem Holdings Group fully mitigates the remote risk for
Syngenta creditors that any potential action by its owners could be
detrimental to Syngenta's credit quality. Such a conclusion could
lead to Moody's removing the rating linkage of Syngenta AG to the
stand-alone credit quality of Sinochem Holdings and Syngenta Group.
A successful IPO of Syngenta Group would support such conclusion as
in Moody's view, an IPO would also strengthen Syngenta Group's
governance and reduce the probability of high dividend pay-outs by
Syngenta Group and by extension by Syngenta AG.

A downgrade is unlikely in the light of the positive outlook and
would most likely be driven by an indication that the increasing
de-linkage of Syngenta's ratings from the stand-alone credit
quality of its parents is not justified. For example, any prolonged
increase in Syngenta's financial leverage that may result from
higher than expected dividend payments to Syngenta Group or a
sizeable debt-funded acquisition, or both, could strain the Ba1
rating.

LIST OF AFFECTED RATINGS

Confirmations, previously placed on review for upgrade:

Issuer: Syngenta AG

Other Short-Term Rating, Confirmed at NP

Probability of Default Rating, Confirmed at Ba1-PD

LT Corporate Family Rating, Confirmed at Ba1

Issuer: Syngenta Finance AG

BACKED Senior Unsecured Medium-Term Note Program, Confirmed at
(P)Ba1

BACKED Senior Unsecured Regular Bond/Debenture, Confirmed at Ba1

Issuer: Syngenta Finance N.V.

BACKED Commercial Paper, Confirmed at NP

BACKED Senior Unsecured Medium-Term Note Program, Confirmed at
(P)Ba1

BACKED Senior Unsecured Regular Bond/Debenture, Confirmed at Ba1

Issuer: Syngenta Wilmington Inc.

BACKED Commercial Paper, Confirmed at NP

Outlook Actions:

Issuer: Syngenta AG

Outlook, Changed To Positive From Ratings Under Review

Issuer: Syngenta Finance AG

Outlook, Changed To Positive From Ratings Under Review

Issuer: Syngenta Finance N.V.

Outlook, Changed To Positive From Ratings Under Review

Issuer: Syngenta Wilmington Inc.

Outlook, Changed To Positive From Ratings Under Review

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Chemical
Industry published in March 2019.




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

BANK ALLIANCE: S&P Affirms 'CCC/C' ICRs, Outlook Developing
-----------------------------------------------------------
S&P Global Ratings affirmed its 'CCC/C' long- and short-term issuer
credit ratings and 'uaCCC+' national scale rating on Bank Alliance
JSC. S&P also removed the ratings from CreditWatch developing,
where they were placed on Feb. 28, 2022, and assigned a developing
outlook.

S&P said, "The affirmation balances our view that economic and
industry risks in the Ukrainian banking system have increased
against our expectation of the National Bank of Ukraine (NBU)'s
continued liquidity support to banks including Bank Alliance. We
expect that Bank Alliance's nonperforming loans (NPLs) and cost of
risk will materially increase in 2022 in line with the Ukrainian
banking system. This year, we expect Ukraine's real GDP to contract
about 40% and inflation to exceed 25%. Although many companies in
Ukraine substantially reduced their operations or stopped working
in the first months of the war others, including the bank's
borrowers, continued or recently resumed their operations, showing
resilience. Further developments are uncertain and will depend on
the location and intensity of military actions. Bank Alliance has
introduced credit holidays for individuals and companies affected
by the war and restructured over 20% of its loan book. As a result
of lost economic activity, its Stage 3 loans increased to over 4%
as of April 30, 2022, from about 1% at year-end 2021 and they could
rise to up to 20% over the next 12 months, in our view. Provisions
accounted for 9.5% of Bank Alliance's total loans at April 30,
2022, and we expect an increase in the cost of risk to
double-digits this year.

"We expect Bank Alliance's profitability will sharply reduce in
2022, putting additional pressure on its weak capitalization. We
expect to see a decline in business volumes, net interest income,
and fee and commission income, and a material increase in credit
loss provisions in the Ukrainian banking system, as well as at Bank
Alliance. The NBU encourages Ukrainian banks to proactively
provision problem loans and states that it will not apply
corrective measures to banks for failing to meet the capital and
liquidity requirements while martial law is in effect. A new
minority shareholder plans to inject Ukrainian hryvnia (UAH) 160
million of Tier 1 equity in the bank in 2022, which should
partially compensate for an expected decline in capitalization. In
addition, the bank received income from the positive revaluation of
Ukrainian government bonds in April and May following sharp
negative valuations in February and March. These bonds accounted
for about 40% of Bank Alliance's assets as of April 30, 2022.

"We forecast the bank will maintain adequate liquidity and can also
rely on the NBU's support. In the first three months of the war,
Bank Alliance proactively managed its liquidity and it was
compliant with its regulatory liquidity ratios as of mid-May 2022.
During the first three months of the war, about 22% of its deposits
were withdrawn, with the most pronounced outflow in the first month
and stabilization in May. The bank was able to compensate for these
outflows having accumulated a large liquidity cushion prior to the
war, through loan repayments, and with the NBU's liquidity support.
The NBU committed to providing all Ukrainian banks unlimited
unsecured refinancing loans maturing in up to one year, and an
option to extend the loans to support liquidity if needed. In
addition, Bank Alliance has open credit lines from the European
Investment Bank (EIB) and International Finance Corp. and was able
to borrow EUR2 million from EIB since the start of the war.

"The developing outlook over a six-to-12-month horizon reflects our
uncertainty regarding the duration and effects of the war on the
Ukrainian banking system and Bank Alliance."

A positive rating action could follow if:

-- S&P perceives that the risks to Bank Alliance from the war have
receded;

-- The NBU continues to provide liquidity support to the bank;

-- It receives the planned Tier 1 capital injection;

-- The bank has sufficient liquidity; and

-- Bank Alliance continues to fulfil all its obligations in full
and on time.

S&P could lower its ratings if it has evidence that Bank Alliance's
creditworthiness has weakened due to a material deterioration in
its liquidity not compensated by the NBU's, support, or if the bank
is not fulfilling its financial obligations in full and on time.

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


DTEK OIL: Fitch Lowers LongTerm IDR to 'CC'
-------------------------------------------
Fitch Ratings has downgraded DTEK Oil & Gas Production B.V.'s
Long-Term Issuer Default Rating (IDR) to 'CC' from 'CCC'. Fitch has
also downgraded the senior unsecured rating on the notes issued by
NGD Holdings B.V. to 'CC' from 'CCC'. The Recovery Rating is
'RR4'.

The downgrade reflects DTEK Oil & Gas's material drop in gas sales,
leading to reduced and volatile cash flows, a weaker liquidity
profile and the potential impact of The National Bank of Ukraine's
(NBU) moratorium on cross-border foreign-currency payments on the
company's ability to pay its US dollar coupon on June 30.

The company's liquidity position has become increasingly uncertain
following a reduction in gas sales to between 35% to 40% of
production since the Russian invasion. DTEK Oil & Gas's customers
are limited to domestic industries, which are also exposed to the
conflict, while it has to service US dollar-denominated bonds,
exposing the company to FX risk.

KEY RATING DRIVERS

Coupon Payment Uncertain: The NBU has introduced a moratorium on
cross-border foreign-currency payments, potentially limiting
companies' ability to service their foreign-currency obligations.
This could affect DTEK Oil & Gas's ability to make the upcoming US
dollar coupon payment on 30 June 2022. Exceptions can be made but
it is unclear how these will be applied in practice, particularly
with disruption caused by the ongoing conflict and martial law in
the country.

Disrupted Cash Generation Cycle: Operations continue to run at
normal production levels and are currently unaffected by the
Russian invasion. However, sales have reduced to between 35% to 40%
of pre-conflict levels with the unsold volumes currently being
pumped into underground storage. Furthermore, DTEK Oil & Gas's
sales rely entirely on domestic customers that are also exposed to
the war. The company's ability to monetise its gas sales despite
stable production in the next 12 months is uncertain, leading to
reduced and volatile cash flow and supporting the downgrade to
'CC'.

Near-Term Liquidity Risks: The company's cash position was UAH1.3
billion (USD43 million) at the end of 1Q22, which is sufficient to
cover the upcoming USD14.3 million coupon payment in June and
USD14.3 million in December. However, volatile cash flows create
uncertainty about the company's ability to maintain an adequate
liquidity position in the next 12 months. All sales are currently
in local currency, while the company's debt obligations are mostly
in US dollars. However, local gas prices are linked to European
hubs and euro exchange rates.

Complex Group Structure: DTEK Oil & Gas is part of a larger group,
DTEK B.V., which is a private energy corporation in Ukraine with
main subsidiaries including DTEK Energy B.V. (CC), DTEK Renewables
B.V. (C), D. Trading and other companies. DTEK B.V. is ultimately
owned by SCM. Fitch rates DTEK Oil & Gas on a standalone basis as
Fitch considers the overall linkage between the company and SCM as
low. There is also a minority shareholder of the main producing gas
asset Naftogazvydobuvannya PJSC (27% share).

In its Eurobond trust deed, DTEK Oil & Gas has an incurrence
covenant of total debt/EBITDA of 3x and a limitation on dividend
payment of 50% of net income if total debt/EBITDA exceeds 1.5x, and
75% of net income if total debt/EBITDA is less than 1.5x. However,
the rating reflects the group's large related-party transactions in
the past and significant related-party trade receivables, limited
record of adherence to a conservative financial policy and complex
structure.

DERIVATION SUMMARY

DTEK Oil & Gas operates three gas fields in the east of Ukraine in
Poltava and Sumy regions, near to where Russia's invasion is
focused. DTEK Oil & Gas's Ukrainian peers include Ferrexpo plc
(B-/Rating Watch Negative), Metinvest B.V. (CCC), and Interpipe
Holdings Plc (CCC-).

Ferrexpo is a pellet producer that continues to operate its mines
in central Ukraine and ship products to European markets by river
barges and rail. The company can stockpile some of its iron ore
pellets on site, if transportation is inaccessible. The company
continues to generate operating cash flow and has no outstanding
debt, which provide some support to its rating.

Metinvest is a steel producer with some operations in the US and
Europe, operating its Ukrainian assets at historically low capacity
utilisation. Metinvest's Azovstal and Ilyich steel plants in
Mariupol and a coke plant in Avdiivka have been damaged by intense
bombardments. Nonetheless, the company's diverse asset base in
Ukraine and abroad allows it to generate some cash flow. The
company's assets in the central regions of Ukraine - including
Kamet Steel, and iron ore and coking coal mines - remain
operational, although underutilised due to logistical constraints.
The company's steel-making joint venture Zaporizhstal restarted in
April. Metinvest's USD176 million bond is due in April 2023. The
company should be able to accumulate sufficient liquidity resources
to cover this maturity using existing cash and incremental cash
flow, provided that there is no material adverse change in
production and shipment levels.

Interpipe's assets are more concentrated than those of Metinvest
and more constrained by procurement and export logistics. Its
operations are currently limited to processing semi-finished
products. The company has no near-term maturities and is funded for
more than six months (as per Fitch's assessment). The company
successfully paid its May coupon on its US dollar Eurobonds.

DTEK Oil & Gas's production is about half of the production volumes
of Kosmos Energy Ltd (B+/Stable; 57kboepd in 2021), Ithaca Energy
Ltd (B/Stable; 56kboepd in 2021) and around two-thirds of Seplat
Energy Plc's (B/Stable). However, DTEK Oil & Gas has a good cost
position and reserve life compared with peers.

KEY ASSUMPTIONS

-- Forecasted gas sale prices at a 50% discount to Fitch's TTF
    gas price deck to incorporate the volatile discount to TTF
    local gas is sold at.

-- Gas sales of 0.8bcm in 2022 followed by decline to 0.4bcm –
    0.6bcm from 2023 onwards;

-- Capex averaging UAH2,200 million per year from 2022 onwards.

KEY RECOVERY ANALYSIS ASSUMPTIONS

The recovery analysis assumes that DTEK Oil & Gas would be
liquidated in bankruptcy rather than treated as a going-concern.

The liquidation estimate reflects Fitch's view of the value of
balance sheet assets that can be realized in sale or liquidation
processes conducted during a bankruptcy or insolvency proceeding
and distributed to creditors.

Property, plant and equipment is discounted by 50% and the value of
inventory and accounts receivable will both be discounted by 100%
due to the high uncertainty of the recoverable value in these
assets.

The senior unsecured bond ranks pari passu with senior unsecured
revolving line (UAH104 million as of June 2021), and is senior to
all related-party financial liabilities.

After deduction of 10% for administrative claims Fitch's waterfall
analysis generated a waterfall generated recovery computation
(WGRC) for the senior unsecured bonds in the 'RR4' band, indicating
a 'CC' instrument rating. The WGRC output percentage on current
metrics and assumptions was 49%.

RATING SENSITIVITIES

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

-- An upgrade is unlikely at this point. The resumption of normal

    sales volumes, a less volatile liquidity position, and a
    relaxation of the restrictions on cross-border foreign-
    currency payments would be positive for the rating.

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

-- The IDR will be further downgraded to 'C' if a default or
    default-like event begins. This includes DTEK Oil & Gas
    entering into a grace period, or entering a temporary waiver
    or standstill following non-payment of a financial obligation.

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

As of end-1Q22, DTEK Oil & Gas had UAH14,266 million of outstanding
debt. The company had just one debt instrument: USD425 million 2026
bonds issued in 2021 as part of a restructuring deal. The bonds
were issued through its wholly-owned FinCo, NGD Holdings B.V., at a
6.75% coupon rate to be paid semi-annually in cash with USD50
million annual amortisation from December 2023 onwards, and a
bullet payment of USD275 million at maturity in December 2026.

DTEK Oil & Gas also had USD55 million deferred consideration at the
end of 1Q22, which is subordinated to the bond. As of June 2021,
the company also had USD4 million revolving facilities due in
December 2021.

ISSUER PROFILE

DTEK Oil & Gas is natural gas producer in Ukraine. The company
produced around 1.8 bcm of gas in 2020, about 9% of domestic
natural gas production.

ESG CONSIDERATIONS

DTEK Oil & Gas has an ESG Relevance Score of '4' for 'Group
Structure' due to a large number of complex related party
transactions and complex group structure. This has had a negative
impact on its credit profile, and is relevant to the rating in
conjunction with other factors.

DTEK Oil & Gas has an ESG Relevance Score of '4' for 'Governance
Structure' due to influence of the key shareholder and presence in
the main operating company of the minority shareholder who is
currently under criminal investigation. This has had a negative
impact on its credit profile, and is relevant to the rating in
conjunction with other factors.

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

Rating Actions

                             Rating                    Prior
                             ------                    -----
NGD Holdings B.V.

senior unsecured     LT       CC      Downgrade     RR4  CCC

DTEK OIL & GAS PRODUCTION B.V

                      LT IDR   CC      Downgrade          CCC


UKRAINE: S&P Cuts Foreign Curr. Sovereign Credit Ratings to CCC+/C
------------------------------------------------------------------
S&P Global Ratings, on May 27, 2022, lowered its foreign currency
long- and short-term sovereign credit ratings on Ukraine to
'CCC+/C' from 'B-/B'. At the same time, S&P affirmed the 'B-/B'
local currency long- and short-term sovereign credit ratings on
Ukraine. The outlook is negative. S&P also affirmed the national
scale rating at 'uaBBB-'.

S&P removed all the ratings from CreditWatch negative where it
placed them on Feb. 25, 2022.

S&P also revised downward its transfer and convertibility
assessment to 'CCC+' from 'B-'.

As "sovereign ratings" (as defined in EU CRA Regulation 1060/2009
"EU CRA Regulation"), the ratings on Ukraine 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 our resolution of the CreditWatch placement of our
ratings on Ukraine following Russia's military intervention in late
February 2022. The next scheduled publication on the Ukraine
sovereign rating is Sept. 9, 2022.

Outlook

The negative outlook reflects risks to Ukraine's economy, external
balances, public finances, and financial stability stemming from
the military conflict, which might undermine the government's
ability to meet its debt obligations.

Downside scenario

S&P said, "We could lower the ratings in the next 12 months if the
government's liquidity position were to deteriorate or there were
indications that the government might de-prioritize debt service
against meeting general budget, defense, and reconstruction
spending needs. We could also lower the ratings should we expect
Russian military actions to significantly weaken the government's
administrative capacity."

Upside scenario

S&P could revise the outlook to stable in case of an improvement in
Ukraine's security environment and better visibility on its
medium-term macroeconomic outlook.

Rationale

S&P said, "The rating actions reflect our expectation of a
prolonged period of macroeconomic instability in the country, due
to Russia's military intervention. We believe that substantial
damage to Ukraine's economy and tax-generation capacity has made
government debt payment more dependent on the steady flow of
international financial support."

The first three months of Russia's military aggression have taken a
severe toll on Ukraine's economy and society. About one-quarter of
the country's productive capacity and most of its seaports are now
located in areas occupied or blockaded by the Russian military.
There is a large degree of uncertainty regarding how the conflict
might develop, but at present the prospects for resolution are
uncertain.

Assuming the conflict persists into the second half of 2022, S&P
projects Ukraine's real GDP will contract by 40% on the back of
collapsing exports, consumption, and investment. Given substantial
damage to physical and human capital, Ukraine's medium-term growth
prospects are uncertain and hinge upon the extent to which the
government regains a level of territorial integrity, alongside
sizable reconstruction efforts.

The severe shocks to economic growth and tax revenue, coupled with
increasing emergency and defense spending, have significantly
undermined the government's fiscal position. The authorities
currently estimate the resulting fiscal gap at $5 billion (or 2.5%
of pre-war GDP) a month. S&P's latest projections put the annual
fiscal deficit in 2022 at 25% of GDP compared with 3.5% before the
conflict.

Short-term government financing risks seem to be contained, in
light of concessional funding committed by the international
community, which S&P estimates exceeds $35 billion as of late May.

S&P understands that G-7 nations have committed to provide $20
billion in total of direct financial support, with a small portion
already disbursed. In the next few months, the U.S. and German
governments in particular will provide grants of around $7.5
billion and $1 billion, respectively. In a parallel effort, the
European Commission has disbursed EUR1.2 billion ($1.3 billion) of
emergency assistance and has offered an additional EUR9 billion
($9.6 billion) in the form of long-term concessional loans.

These resources come on top of other financing lines provided by
international financial institutions, in particular the World Bank
and the IMF. The latter allocated $1.4 billion of emergency
financial assistance in March and opened an administered account in
April that would help accumulate resources from donors in reserve
currencies or SDRs (Special Drawing Rights).

Concessional support could cover as much as 70% of Ukraine's
financing needs in the coming months (with the rest coming from
domestic issuance). The high share of grants in these funds will
help contain the buildup of government debt in nominal terms.

However, the fiscal and funding outlooks beyond September are less
certain. S&P expects government deficits to remain sizable in the
next few years, due to substantial post-war reconstruction costs
and significant disruptions to the government's tax mobilization
capacity. There is also broader uncertainty over Ukraine's
debt-to-GDP trajectory in light of unclear economic recovery
prospects and the high sensitivity of the debt burden to exchange
rate fluctuations, given that over 60% of government debt is
denominated in foreign currencies.

Taken together, these factors could over time alter Ukraine's
policy priorities and prompt the government to seek debt relief.
That said, the government is current on its commercial debt
obligations, both external and domestic, and has expressed strong
commitment to timely debt service in the future.

S&P believes that the ability and medium-term incentives for the
government to meet its financial commitments in local currency are
somewhat higher than for those in foreign currency.
Hryvnia-denominated debt is primarily held by the domestic banks,
half of which are state owned. A default on these obligations would
amplify banking sector distress, increasing the likelihood that the
government would be required to provide the banks with financial
support, limiting the potential benefits of government
local-currency debt payment relief.

S&P Global Ratings acknowledges a high degree of uncertainty about
the extent, outcome, and consequences of the military conflict
between Russia and Ukraine. Irrespective of the duration of
military hostilities, related risks are likely to remain in place
for some time. Potential effects could include dislocated
commodities markets, supply chain disruptions, inflationary
pressures, weaker growth, and capital market volatility. As the
situation evolves, S&P will update its assumptions and estimates
accordingly.

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

  DOWNGRADED; CREDITWATCH/OUTLOOK ACTION
                                TO               FROM
  UKRAINE

  Sovereign Credit Rating
   Foreign Currency          CCC+/Neg/C     B-/Watch Neg/B
   Senior Unsecured            CCC+          B-/Watch Neg
   Transfer & Convertibility
      Assessment               CCC+               B-

  STATE ROAD AGENCY OF UKRAINE (UKRAVTODOR)

  Senior Unsecured             CCC+          B-/Watch Neg

  RATINGS AFFIRMED; CREDITWATCH/OUTLOOK ACTION
                                TO               FROM

  UKRAINE

  Sovereign Credit Rating
  Local Currency             B-/Neg/B    B-/Watch Neg/B

  Ukraine National Scale     uaBBB-/--     uaBBB-/Watch Neg/--

  Senior Unsecured              D                 D




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

DRYDEN 96 EURO: Fitch Assigns 'B-(EXP)' Rating on Class F Debt
--------------------------------------------------------------
Fitch Ratings has assigned Dryden 96 Euro CLO 2021 DAC expected
ratings.

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

   DEBT                     RATING
   ----                     ------
Dryden 96 Euro CLO 2021 DAC

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

TRANSACTION SUMMARY

Dryden 96 Euro CLO DAC is a securitisation of mainly senior secured
obligations (at least 90%) with a component of senior unsecured,
mezzanine, second-lien loans, first-lien, last-out loans and
high-yield bonds. The transaction closes in June 2022. Notes
proceeds are being used to fund a portfolio with a target par of
EUR400 million. The portfolio is actively managed by PGIM Loan
Originator Manager Limited. The transaction has a two-year
reinvestment period and a seven-year weighted average life (WAL).

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'/'B-'. The
Fitch-calculated weighted average rating factor (WARF) of the
identified portfolio is 25.6.

High Recovery Expectations (Positive): At least 90% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch-calculated
weighted average recovery rate (WARR) of the identified portfolio
is 58.5%.

Diversified Portfolio (Positive): The rating analysis is based on
an indicative top-10 obligor concentration limit at 27% and a
fixed-rate asset limit of 20%. The transaction also includes
various concentration limits, including the maximum exposure to the
three-largest Fitch-defined industries in the portfolio at 40%.
These covenants ensure that the asset portfolio will not be exposed
to excessive concentration.

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

Cash Flow Modelling (Positive): The WAL used for the transaction's
stressed-case portfolio analysis is 12 months shorter than the WAL
covenant at the issue date. The reduction to the risk horizon
reflects the strict reinvestment criteria post reinvestment period,
which includes 'CCC' bucket limitation and the coverage tests
satisfaction as well as a WAL covenant that progressively steps
down over time. In the agency's opinion, these conditions reduce
the effective risk horizon of the portfolio during stress periods.

RATING SENSITIVITIES

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

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

Downgrades may occur if the loss expectation is larger than
assumed, due to unexpectedly high levels of defaults and portfolio
deterioration.

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

A 25% reduction of the mean RDR across all ratings and a 25%
increase in the RRR across all ratings would result in upgrades of
no more than five notches across the structure, apart from the
class A notes, which are already at the highest rating on Fitch's
scale and cannot be upgraded.

Except for the tranche already at the highest 'AAAsf' rating,
upgrades may occur on better-than-expected portfolio credit quality
and deal performance, leading to higher credit enhancement and
excess spread available to cover losses in the remaining
portfolio.

BEST/WORST CASE RATING SCENARIO

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


INVESCO EURO VII: Fitch Assigns 'B-(EXP)' Rating on Class F Debt
----------------------------------------------------------------
Fitch Ratings has assigned Invesco Euro CLO VIII DAC expected
ratings.

The assignment of final ratings is contingent on final documents
conforming to the information used for the analysis.

   DEBT           RATING
   ----           ------
Invesco Euro CLO VIII DAC

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

TRANSACTION SUMMARY

Invesco Euro CLO VIII DAC is a securitisation of mainly senior
secured obligations (at least 90%) with a component of senior
unsecured, mezzanine, second-lien loans, first-lien last-out loans
and high-yield bonds. The portfolio will be actively managed by
Invesco CLO Equity Fund IV L.P. The transaction has a five-year
reinvestment period and an 8.9-year weighted average life (WAL).
The note proceeds will be used to fund a portfolio with a target
par amount of EUR400 million.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors in the 'B/B-' category. The
Fitch weighted average rating factor (WARF) of the identified
portfolio is 25.67.

High Recovery Expectations (Positive): Senior secured obligations
comprise 90% of the portfolio. Fitch views the recovery prospects
for these assets as more favourable than for second-lien, unsecured
and mezzanine assets. The Fitch-weighted average recovery rate
(WARR) of the identified portfolio is 63.41%.

Diversified Portfolio (Positive): The exposure to the 10-largest
obligors and fixed-rate assets for assigning the expected ratings
is limited to 23% and 13.75%, respectively. The transaction also
includes various concentration limits, including an exposure to the
three-largest Fitch-defined industries in the portfolio at 40%.
These covenants ensure that the asset portfolio will not be exposed
to excessive concentration.

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

Cash Flow Modelling (Positive): The WAL used for the transaction's
stressed portfolio is 12 months less than the WAL covenant to
account for strict reinvestment conditions after the reinvestment
period, including the over-collateralisation and Fitch 'CCC' limit
tests, together with a linearly decreasing WAL covenant. In Fitch's
opinion, these conditions reduce the effective risk horizon of the
portfolio during stress periods.

RATING SENSITIVITIES

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

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

Downgrades may occur if the loss expectation is larger than
initially assumed, due to unexpectedly high levels of default and
portfolio deterioration.

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

A 25% reduction of the mean RDR across all ratings and a 25%
increase in the RRR across all ratings would result in upgrades of
no more than five notches across the structure, apart from the
class A notes, which are already at the highest rating on Fitch's
scale and cannot be upgraded.

Except for the tranche already at the highest 'AAAsf' rating,
upgrades may occur on better-than-expected portfolio credit quality
and deal performance, leading to higher credit enhancement and
excess spread available to cover losses in the remaining
portfolio.

BEST/WORST CASE RATING SCENARIO

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


LETHENDY CHELTENHAM: Enters Administration, Buyer Being Sought
--------------------------------------------------------------
Hannah Baker at BusinessLive reports that a luxury hotel in
Cheltenham has collapsed into administration.

Lethendy Cheltenham Limited, which trades as the DoubleTree by
Hilton Cheltenham, was placed into administration on May 19 with
Chris Newell, Nick Parsk, and Louise Durkan of business advisory
firm Quantuma appointed as joint administrators, BusinessLive
relates.

The administrators said the hotel is currently trading profitably,
and Quantuma is planning to continue running the business while it
looks for a buyer, BusinessLive notes.

BusinessLive understands no jobs are currently at risk following
the collapse.

According to BusinessLive, Chris Newell, managing director at
Quantuma, said: "The hotel is currently operating as per usual and
we are confident that it will remain profitable while it continues
to trade under the control of the joint administrators."

He added: "Alongside Nick and Louise, we are dedicated to ensuring
that a suitable buyer is found and that the best outcome is
delivered for all parties involved."


MADISON PARK XV: Fitch Assigns 'B-' Rating on Class F-R Notes
-------------------------------------------------------------
Fitch Ratings has assigned Madison Park Euro Funding XV Designated
Activity Company's refinancing notes final ratings.

   DEBT     RATING
   ----     ------
Madison Park Euro Funding XV DAC

A-1-R     LT AAAsf     New Rating
A-2-R     LT AAAsf     New Rating
B-R       LT AAsf      New Rating
C-R       LT Asf       New Rating
D-R       LT BBB-sf    New Rating
E-R       LT BB-sf     New Rating
F-R       LT B-sf      New Rating

TRANSACTION SUMMARY

Madison Park Euro Funding XV DAC is a securitisation of mainly
senior secured obligations (at least 90%) with a component of
senior unsecured, mezzanine, second-lien loans, first-lien last-out
loans and high-yield bonds. The refinancing note proceeds have been
used to redeem the outstanding notes (apart from the subordinated
ones) and fund a portfolio with a target par of EUR400 million. The
portfolio is actively managed by Credit Suisse Asset Management
Limited. The collateralised loan obligation (CLO) has a 5.15-year
reinvestment period and a 9.15-year weighted average life (WAL).

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors to be in the 'B' category. The
Fitch weighted average rating factor (WARF) of the identified
portfolio is 25.34.

High Recovery Expectations (Positive): At least 90% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate (WARR) of the identified portfolio is
62.85%.

Diversified Portfolio (Positive): The transaction includes four
Fitch matrices, two of which were effective at closing. These
correspond to a top 10 obligor concentration limit at 23%, two
fixed-rate asset limits of 7.5% and 15.0%, respectively, and a
9.15-year WAL. The other two can be selected by the manager at any
time starting from one year after closing as long as the portfolio
balance (including defaulted obligations at their Fitch collateral
value) is above target par and corresponds to a top 10 obligor
concentration limit at 23%, two fixed-rate asset limits of 7.5% and
15.0%, and an 8.15-year WAL. The transaction also includes various
concentration limits, including the maximum exposure to the three
largest (Fitch-defined) industries in the portfolio at 42.5%. These
covenants ensure the asset portfolio will not be exposed to
excessive concentration.

Portfolio Management (Neutral): The transaction has an
approximately 5.15-year reinvestment period and includes
reinvestment criteria similar to those of other European
transactions. Fitch's analysis is based on a stressed-case
portfolio with the aim of testing the robustness of the transaction
structure against its covenants and portfolio guidelines.

Cash Flow Modelling (Positive): The WAL used for the transaction's
matrix and stress portfolio analysis is 12 months less than the
WAL. This reduction to the risk horizon accounts for the strict
reinvestment conditions envisaged by the transaction after its
reinvestment period. These include, among others, passing both the
coverage tests and the Fitch 'CCC' bucket limitation test post
reinvestment as well as WAL covenant that progressively steps down
over time, both before and after the end of the reinvestment
period. In the agency's opinion, these conditions reduce the
effective risk horizon of the portfolio during stress periods.

RATING SENSITIVITIES

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

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

Downgrades may occur if the loss expectation is larger than
initially assumed, due to unexpectedly high levels of default and
portfolio deterioration.

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

A 25% reduction of the mean RDR across all ratings and a 25%
increase in the (RRR across all ratings would result in upgrades of
up to two notches across the structure except for 'AAAsf' rated
notes, which are already at the highest rating on Fitch's scale and
cannot be upgraded.

Upgrades may occur on better-than-expected portfolio credit quality
and deal performance, leading to higher credit enhancement and
excess spread available to cover losses in the remaining
portfolio.

BEST/WORST CASE RATING SCENARIO

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


MCCOLL'S: CMA to Launch Probe Into Morrisons' Takeover
------------------------------------------------------
Sahar Nazir at Retail Gazette reports that Morrisons' takeover of
McColl's is facing an investigation by the UK's competition
watchdog.

According to Retail Gazette, the Competition and Markets Authority
(CMA) said it will launch the probe amid competition concerns.

The regulator has issued an initial enforcement order, forcing both
Morrisons and McColl's to continue to compete as they did before
while investigators carry out their work, Retail Gazette relates.

While the CMA did not reveal when the decision will be announced,
it has the power to force Morrisons to sell off stores in certain
areas if it finds the takeover could lead to higher prices for
shoppers, Retail Gazette notes.

Earlier this month, Morrisons was named as McColl's buyer after the
convenience retailer fell into administration, Retail Gazette
recounts.

Morrisons shelled out a total of GBP190.1 million to rescue the
collapsed convenience chain, administrator PwC documents revealed,
according to Retail Gazette.

PwC, as cited by Retail Gazette, said in a letter to creditors that
the supermarket's rescue package for its convenience and wholesale
partner amounted to GBP182.1 million, with a further sum of up to
GBP8 million to pay unsecured creditors.

McColls collapsed into administration at the start of May, putting
16,000 jobs at risk after it was hit by supply chain issues and
rising inflation, Retail Gazette recounts.


MISSGUIDED: Goes Into Administration, Boohoo Eyes Acquisition
-------------------------------------------------------------
Emily Hawkins at City A.M. reports that Missguided has collapsed
into administration, after being hammered by supply chain costs and
weakening consumer confidence.

Fast fashion rival Boohoo is interested in snapping up the
beleaguered brand, CityA.M. understands.

According to City A.M., administrators from Teneo said there was "a
high level of interest from a number of strategic buyers."

Gavin Maher of Teneo, said the Manchester-based firm had fallen
foul of an "extremely challenging" retail trading environment, City
A.M. relates.

It had been reported over the weekend by The Times that Boohoo
could acquire the brand in a pre-pack administration rescue deal,
City A.M. notes.

However, now Missguided will continue to trade while the joint
administrators seek to complete a sale of the business and assets,
City A.M. discloses.

The troubled retailer was slammed by critics after suppliers
accused the brand of owing them millions of pounds, City A.M.
relays.

"Missguided is aware of the action being taken by certain creditors
of the company in recent days, and is working urgently to address
this," City A.M. quotes a spokesperson for Missguided as saying at
the weekend.

"We have seen many traditional high street retailers struggling for
a number of years, with the pandemic accelerating a move towards
online retail, which saw an understandable boom," Tom Pringle,
restructuring partner at law firm Gowling WLG, as cited by City
A.M., said.

"However, with pandemic restrictions over and in person shopping
returning, online retailers are far from immune to the supply
chain, inflationary and staffing issues that are plaguing the wider
UK economy as a result of Brexit, Covid and the cost of living
crisis," he added.


RUBIX GROUP: S&P Affirms 'B-' ICR & Alters Outlook to Positive
--------------------------------------------------------------
S&P Global Ratings revised its outlook on U.K.-based Rubix Group
Holdings Ltd. (Rubix) to positive from stable and affirmed its 'B-'
long-term issuer credit rating. S&P also affirmed its 'B-' issue
rating on the senior secured facilities. The recovery rating on the
facilities is unchanged at '3'.

The positive outlook reflects S&P's view that Rubix will continue
to increase its revenue and EBITDA in 2022 and 2023, which,
alongside improving margins, should lead to strengthening credit
metrics.

Management continues to bolster the post-pandemic end-market
recovery with mergers and acquisitions (M&A), leading to strong
topline growth. S&P said, "We expect Rubix to generate organic
revenues of around EUR2.85 billion-EUR2.90 billion in 2022, a rise
of 8%-10% compared with 2021, with acquisitions complementing this
robust organic growth. Organic growth will largely derive from the
rebound in activity in Rubix's end markets following the disruption
to many manufacturing sectors due to the COVID-19 pandemic. Key
contract wins across various sectors, as well as growth of its
digital capabilities, which Rubix has focused on expanding in the
past two years, will support organic growth. Rubix invested EUR135
million in acquisitions in 2021 and has successfully integrated the
companies it has acquired. Although we do not include M&A spending
in our forecast until it is contracted, we expect that Rubix will
complete a strong pipeline of M&A in 2022, spending up to EUR180
million as it increases its 3% share of a highly fragmented market.
We do not include any further term-debt issuance in our forecast,
but note that Rubix has part-funded M&A with debt in the past and
is likely to do so in future."

EBITDA-accretive M&A and cost-saving initiatives are also driving
an improvement in the group's profitability. Rubix has continued to
benefit from the ongoing integration of EBITDA-accretive
acquisitions, which it has generally completed at EBITDA multiples
of up to 6x. S&P said, "Pricing initiatives support the improving
adjusted margins, which we expect to rise from 5.7% in 2021 to
above 8.0% in 2022 and 2023. There is increased focus on and
penetration of exclusive brands, as well as cost-saving measures in
procurement and the supply chain, logistical efficiencies, and
operational improvements. Inflationary effects, particularly for
freight costs, partly offset the improvements in margins. Excluding
further M&A, we expect Rubix to generate adjusted EBITDA of around
EUR230 million-EUR250 million in 2022, and around EUR240
million-EUR270 million in 2023, with similar margins to this year.
We expect one-off restructuring costs to be lower than in previous
years, since some of the large-scale mergers are complete, but we
still expect costs of around EUR25 million-EUR30 million in 2022."

S&P said, "We expect stronger profitability to lead to improving
credit metrics.Historically, Rubix has been one of the most highly
leveraged companies in its rated peer group. During the pandemic,
Rubix's profitability was under pressure and it undertook new
financing arrangements in France and Spain, as well as raising
additional first-lien debt to support its acquisition-led strategy.
This led to adjusted leverage rising to around 16x in 2020 and
above 12x in 2021. We now expect leverage to improve to just below
8x in 2022, and to move closer to 7x in 2023. Excluding shareholder
loans, we expect leverage to be below 7x in 2022 and closer to 6x
in 2023. We expect FFO to debt to rise from 3.2% in 2021 to near
7.0% this year and 7.5%-8.5% in 2023, as topline growth boosts FFO
generation. Our expectation of higher cash interest costs slightly
offsets this growth, since Rubix's first- and second-lien debt has
a floating rate. Despite this, we expect FFO cash interest coverage
to increase to 2.5x-3.0x in 2022 and 2.7x-3.3x in 2023."

Free operating cash flow (FOCF) will remain positive despite
increasing capex. The improving topline supports Rubix's FOCF
generation, which we expect to be around EUR70 million-EUR100
million in 2022, despite slightly increasing capital expenditure
(capex) requirements. We expect capex to increase to around EUR35
million-EUR45 million this year, due to increased spending on the
consolidation of branches and distribution centers coinciding with
the integration of completed and future acquisitions. There will be
some maintenance capex too, with total combined expenditure
remaining nearly 1% of sales, in line with previous years.

S&P said, "To fund future strategic acquisitions and network
developments, we believe that Rubix could tap the debt markets to
increase the cash on its balance sheet. If management executes M&A
as it plans, we anticipate an increase in debt of up EUR100 million
to support the spending. In addition, we expect varying levels of
utilization under Rubix's EUR135 million revolving credit facility
(RCF), which the group can also use to support its acquisition
plans and working capital movements as the level of activity varies
quarterly. We do not anticipate that any additional debt that Rubix
takes on to support EBITDA-accretive M&A will affect our leverage
calculations materially. The accretive EBITDA generation that we
expect from Rubix completing the acquisitions should somewhat
offset the increase in gross debt."

Rubix's operations are concentrated in Europe, but diversification
within the region supports growth.The recovery in market activity
has varied across Europe, but Rubix's diversification of revenues
has supported the rebound. The group has some concentration in
France, which has remained its key market for the past three years,
accounting for nearly one-third of its revenues. However, there was
a slight shift in 2021, with the U.K. and Italy gaining slightly
more share. Furthermore, the group's exposure to a variety of end
markets has shielded it from some of the adverse effects in the
hardest-hit sectors in the past two years. Rubix has exposure to
industries including automotive, metals, business services,
chemicals, aerospace, pharmaceuticals, and food and drink, and has
shifted its focus to less cyclical businesses, which should help to
reduce operational volatility.

S&P said, "The positive outlook reflects our view that Rubix will
continue to increase its revenue and EBITDA in 2022 and 2023,
which, alongside improving margins, should lead to strengthening
credit metrics. The pipeline for acquisitions remains strong and
should augment the topline and EBITDA accretion over and above our
base case. We expect liquidity to remain adequate with good
covenant headroom.

"We could revise the outlook to stable if Rubix's leverage began to
rise again on a sustained basis, or if FFO cash interest coverage
declined below 2.5x with no signs of an imminent reversal. This
could be the case if Rubix was unable to perform in line with our
base case with regard to increasing revenues and EBITDA, or if it
had to take on significant amounts of debt to fund its acquisitive
growth. Furthermore, we could consider a negative rating action if
Rubix's liquidity position weakened or its FOCF turned negative.

"We could raise the ratings on Rubix if we see evidence of
continued deleveraging through increased EBITDA generation, with
debt to EBITDA excluding shareholder loans continuing to trend
below 6.5x. FFO cash interest coverage would also need to increase
and remain above 2.5x, with no major changes in the capital
structure leading to an uptick in leverage. We would also need to
see continued strongly positive FOCF generation, as well as
adequate liquidity."

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 Rubix, reflecting
its ownership structure. Our assessment of the group's financial
risk profile as highly leveraged reflects corporate decision-making
that prioritizes the interests of the controlling owners, as is the
case for most rated entities owned by private-equity sponsors. Our
assessment also reflects the sponsors' generally finite holding
periods and focus on maximizing shareholder returns. Environmental
and social factors are a neutral consideration overall. The group
is attempting to reduce its carbon footprint and is committed to
reducing its scope 1 and scope 2 greenhouse gas emissions by 15% by
2024."


SEA VIEW COACHES: Creditors Receive Majority of Money Owed
----------------------------------------------------------
Darren Slade at Dorset Echo reports that creditors hit by the
collapse of the long-established Dorset firm Sea View Coaches have
received the majority of what they were owed.

The Poole business went into administration in April 2020 with the
loss of 17 jobs, Dorset Echo recounts.

It had been facing difficulties since 2016 and was seeking a buyer
when the Covid crisis dashed hopes of rescuing the business, Dorset
Echo notes.

Administrators were called in and sold the business's Fancy Road
premises for GBP627,500, significantly more than estimated, Dorset
Echo relates.

HSBC, the company's only secured creditor, was paid GBP172,106 in
full settlement of its claim, Dorset Echo discloses.

The business was later moved from administration to liquidation,
Dorset Echo relays.

According to Dorset Echo, in their latest progress report,
liquidators Neil Vinnicombe and Simon Haskew of Begbies Traynor
said GBP386,897 was available for the liquidation.

Unsecured creditors, whose claims totalled GBP425,900, were paid 84
pence in the pound, while preferential creditors the company's
staff were paid in full, Dorset Echo states.

The report also revealed an employment tribunal had made an award
to a claimant, which was kept confidential, Dorset Echo notes.

But the judgement came after the payment of final dividends to
unsecured creditors, so there would be no funds to pay the claim,
according to Dorset Echo.

Sea View Coaches was founded in the mid-1960s with one coach, used
mainly to transport staff to and from the Atomic Energy Research
Establishment at Winfrith.  It became a successful private hire
coach firm, running work, school and leisure trips in the UK and on
the continent, with a licence to operate 25 vehicles.


SIGNATURE LIVING: Fletcher Bond Urged to Seek Buyer for Project
---------------------------------------------------------------
Neil Tague at North West Place reports that administrator FRP
Advisory has instructed Fletcher Bond to find a buyer for the
former Signature Living project in central Liverpool.

As it stands, the conversion project comprises 63 apartments "at
varying stages of completion" along with vacant commercial space on
the ground floor and an equipped basement gym, North West Place
discloses.

There is a planning consent in place to extend the scheme to 116
apartments with the addition of a four-storey rooftop extension,
North West Place states. Best and final offers are invited before
June 20, North West Place discloses.

According to an administrator's update report, FRP had been close
to disposing of the site last year, but the interested buyer failed
to meet a deadline of Dec. 31, North West Place notes.

Since that time, with the agreement of secured creditor Alter Domus
Trustees (UK), it has pursued a sale on the open market, North West
Place relays.

FRP engaged with a number of agents on how best to market and
dispose of the site, leading to the appointment of Manchester-based
Fletcher Bond, North West Place recounts.  Although the secured
creditor is owed GBP14 million, FRP said that "a shortfall is
anticipated", according to North West Place.

Originally, 60 Old Hall Street had been promoted by Signature as
"premier residential apartments in the heart of Liverpool's
business district," with 115 apartments on offer.

The scheme was taken forward by special purpose vehicle Signature
Living Residential, which was placed into administration in April
2020, North West Place relates.  LSH was appointed in September of
that year to market the site, along with a further Signature
project, Victoria Mill in east Manchester, North West Place notes.


SOUND POINT III: Fitch Upgrades Class F Notes Rating to 'B'
-----------------------------------------------------------
Fitch Ratings has upgraded Sound Point Euro CLO III Funding DAC's
class D and F notes, affirmed the class A to C and E notes and
removed the class B-1 to F notes from Rating Watch Positive (RWP).
The Outlooks are Stable.

   DEBT               RATING                  PRIOR
   ----               ------                  -----
Sound Point Euro CLO III Funding DAC

A XS2113702380       LT  AAAsf    Affirmed     AAAsf
B-1 XS2113702893     LT  AAsf     Affirmed     AAsf
B-2 XS2113703511     LT  AAsf     Affirmed     AAsf
C XS2113704089       LT  Asf      Affirmed     Asf
D XS2113704758       LT  BBBsf    Upgrade      BBB-sf
E XS2113705565       LT  BBsf     Affirmed     BBsf
F XS2113705219       LT  Bsf      Upgrade      B-sf

TRANSACTION SUMMARY

Sound Point Euro CLO III Funding DAC is a cash flow collateralised
loan obligation (CLO) mostly comprising senior secured obligations.
The transaction is actively managed by Sound Point CLO C-MOA, LLC
and will exit its reinvestment period in October 2024.

KEY RATING DRIVERS

CLO Criteria Update: The rating actions mainly reflect the impact
of Fitch's recently updated CLOs and Corporate CDOs Rating Criteria
and the shorter risk horizon incorporated in Fitch's stressed
portfolio analysis. The analysis considered modelling results for
the current and stressed portfolios based on the 1 April 2022
trustee report. The stressed portfolio analysis is based on Fitch's
collateral quality matrix specified in the transaction
documentation and underpins the model-implied ratings (MIRs) in
this review.

The transaction has four matrices, based on a 7.5% and 0%
fixed-rate obligation maximum limit and top 10 obligor
concentration limits of 18% and 23%. Fitch analysed the matrix
specifying the 18% top 10 obligor concentration limit, as the
transaction currently has a 11.13% concentration. When analysing
the matrix, Fitch applied a haircut of 1.5% to the weighted average
recovery rate (WARR) as the calculation in the transaction
documentation is not in line with the latest CLO criteria.

The weighted average life (WAL) used for the transaction's stressed
portfolio and matrices analysis is reduced to six years after a
0.50-year reduction from the WAL covenant. This is to account for
structural and reinvestment conditions after the reinvestment
period, including the satisfaction of the coverage tests and Fitch
weighted average rating factor (WARF) and 'CCC' limit tests,
together with a progressively decreasing WAL covenant. In the
agency's opinion, these conditions reduce the effective risk
horizon of the portfolio during stress periods.

Fitch has been informed by the manager that owing to market
conditions there is no longer any plan to reset or refinance the
transaction or update the Fitch test matrices in the near term.
Therefore, Fitch has removed the class B-1 to F notes from RWP. The
Stable Outlooks on all notes reflect Fitch's expectation of
sufficient credit protection to withstand potential deterioration
in the credit quality of the portfolio in stress scenarios that are
commensurate with the ratings. The transaction is still in its
reinvestment period, so no deleveraging is expected.

MIR Deviation: The class B-1 to F notes' ratings are one notch
below their MIR. The deviation reflects the remaining reinvestment
period until October 2024, during which the portfolio could change
significantly due to reinvestment and the risk of negative
portfolio migration in a stagflation scenario.

Stable Asset Performance: The transaction metrics indicate a stable
asset performance. The transaction is currently 0.07% above par. It
is passing all collateral quality tests, all portfolio profile
tests and all coverage tests. Exposure to assets with a
Fitch-derived rating of 'CCC+' and below is 0.00% according to the
April 2022 trustee report, versus a limit of 7.50%.

'B' Portfolio: Fitch assesses the average credit quality of the
transaction's underlying obligors in the 'B' category. The WARF, as
calculated by Fitch under the updated criteria, was 24.09.

High Recovery Expectations: Senior secured obligations comprise
100% of the portfolio. Fitch views the recovery prospects for these
assets as more favourable than for second-lien, unsecured and
mezzanine assets. The WARR as calculated by Fitch was 64.67%.

Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. The top 10 obligor
concentration is 11.13%, and no obligor represents more than 1.49%
of the portfolio balance.

RATING SENSITIVITIES

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

Downgrades may occur if the loss expectation is larger than
initially assumed, due to unexpectedly high levels of defaults and
portfolio deterioration.

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

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

Upgrades may occur on better-than-expected portfolio credit quality
and deal performance, leading to higher credit enhancement and
excess spread available to cover for losses in the remaining
portfolio.

A 25% reduction of the mean RDR across all ratings and a 25%
increase in the RRR across all ratings would result in an upgrade
of no more than four notches across the structure, apart from the
class A notes, which are already at the highest rating on Fitch's
scale and cannot be upgraded.

BEST/WORST CASE RATING SCENARIO

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


TOGETHER ASSET-BACKED 2022-2ND1: S&P Gives B-(sf) Rating on F Notes
-------------------------------------------------------------------
S&P Global Ratings assigned credit ratings to Together Asset Backed
Securitisation 2022-2ND1 PLC's class A notes and to the interest
deferrable class B-Dfrd to F-Dfrd notes. At closing, the issuer
issued unrated class X-Dfrd and Z notes, and residual
certificates.

The transaction is a static RMBS transaction, which securitizes a
portfolio of up to GBP349.8 million second-lien mortgage loans,
both owner-occupied and buy-to-let (BTL), secured on properties in
the U.K. Product switches and loan substitution are permitted under
the transaction documents.

Together Personal Finance Ltd., Together Commercial Finance Ltd.,
and Blemain Finance Ltd. originated the loans in the pool between
2014 and 2022.

S&P considers the collateral to be nonconforming based on the
prevalence of loans to borrowers with adverse credit history, such
as prior county court judgments (CCJs) and previous mortgage
arrears.

Credit enhancement for the rated notes consists of subordination
and overcollateralization from the liquidity reserve, which
amortizes in line with the class A notes' outstanding balance.

Liquidity support for the class A notes is in the form of an
amortizing liquidity reserve fund. Principal can also be used to
pay interest on the most-senior class outstanding for the class A
to F-Dfrd notes.

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

  Ratings

  CLASS    RATING*    CLASS SIZE (MIL. GBP)
  A        AAA (sf)      257.155
  B-Dfrd   AA+ (sf)       13.993
  C-Dfrd   AA (sf)        21.863
  D-Dfrd   A (sf)         20.989
  E-Dfrd   BBB- (sf)      18.365
  F-Dfrd   B- (sf)         5.247
  X-Dfrd   NR              3.857
  Z        NR             12.244
  Residual certs  NR         N/A

*S&P's ratings address timely receipt of interest and ultimate
repayment of principal on the class A notes, and the ultimate
payment of interest and principal on the other rated notes except
when they become the most senior.

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


UNIQUE PUB: Fitch Affirms 'B-' Rating on 2 Note Classes
-------------------------------------------------------
Fitch Ratings has affirmed Unique Pub Finance Company plc's class
A4 notes at 'BB+', class M notes at 'B-' and class N notes at 'B-'
and revised the Outlook on the class A notes to Stable from
Negative. The Outlooks on the class M and N notes are Negative.

   DEBT                  RATING                  PRIOR
   ----                  ------                  -----
Unique Pub Finance Company Plc

Unique Pub Finance      LT BB+      Affirmed     BB+
Company Plc/Debt/2 LT

Unique Pub Finance      LT B-       Affirmed     B-
Company Plc/Debt/3 LT

Unique Pub Finance      LT B-       Affirmed     B-
Company Plc/Debt/4 LT

RATING RATIONALE

The revision of the Outlook on the class A4 notes reflects the
quicker-than-expected recovery from the Covid-19 shock and the
reduced uncertainty of further containment measures related to the
pandemic. However, the Negative Outlooks on the class M and N notes
signal the susceptibility of their ratings to a potentially
challenging trading environment due to inflationary pressures and
falling real disposable income during a period of elevated
amortisation of the class M notes.

The affirmations reflect Fitch's expectation that under the Fitch
rating case (FRC), Unique's cash reserves and liquidity facility
will remain sufficient to cover the free cash flow (FCF) shortfall
due to the concentrated nature of the class M amortisation profile
and the reduction cash flow generation ability due to the Covid-19
pandemic.

KEY RATING DRIVERS

Structural Decline but Strong Culture - Industry Profile: Midrange

The Covid-19 pandemic and its related containment measures have had
a material impact on the UK's pub sector. Restrictions have
gradually been lifted and trade volumes are recovering, although
some uncertainties remain. The UK pub sector has a long history,
but trading performance for some assets has shown significant
weakness in the past even on a pre-pandemic basis. The sector has
been in structural decline for the past three decades due to
demographic shifts, greater health awareness and the growing
presence of competing offerings. Exposure to discretionary spending
is high and revenues are therefore linked to the broader economy.
Competition is keen, including off-trade alternatives, and barriers
to entry are low. Despite the on-going contraction, Fitch views the
sector as sustainable in the long term, supported by a strong UK
pub culture.

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

Experienced Operator, Well-Maintained Estate - Company Profile:
Midrange

Unique is 100%-owned by Ei Group (acquired by Stonegate Group in
2020), a large and experienced UK pub operator with economies of
scale but limited use of branding. As the estate is substantially
fully leased or tenanted, insight into underlying profitability is
weak. Operator replacement would be difficult, but possible within
a reasonable period. Centralised management of the estate and
common supply contracts result in close operational ties between
the securitised and non-securitised estates.

We view the pubs as reasonably well maintained and over 90% of the
estate is held on a freehold or long-leasehold basis. Over the past
few years, management has reinvested disposal proceeds into
improving the existing estate. There is no minimum capex covenant,
but upkeep is largely contractually outsourced to more than half of
tenants on full repair and insuring leases. The secondary market is
liquid and there is value in the estate on alternative use, such as
residential property and mini-supermarkets.

Sub-KRDs: Financial Performance - Weaker; Company Operations -
Midrange; Transparency - Weaker; Dependence on Operator - Midrange;
Asset Quality - Midrange

Weaker Debt Features - Debt Structure: Class A - Midrange; Class M
and N - Weaker

Debt is fully amortising but there is concurrent amortisation
between the class A4 and class M junior tranche and debt service is
high in 2021-2024. Favourably, the debt is fully fixed-rate, which
avoids floating-rate risk and senior-ranking derivative
liabilities. The security package comprises comprehensive
first-ranking fixed and floating charges over borrower assets.

Prepayments and purchases result in debt service being ahead and
compliance under the restricted payment condition calculation,
allowing cash to be up-streamed. Structural features include a debt
service reserve account and a liquidity facility, which decreases
in line with amortisation. The reduction of the liquidity facility
is a significant credit negative. In Fitch's view, the SPV is not a
true orphan SPV as the share capital is owned by a subsidiary of
Unique and the majority of its directors are not independent.

Sub-KRDs: Debt Profile: Class A - Midrange; Class M and N - Weaker;
Security Package: Class A - Stronger, Class M and N - Midrange;
Structural Features - Weaker

Financial Profile

The FRC projected metrics (minimum of both the average and median
FCF DSCRs) in 2022-2027 stand at 2.1x, 0.9x and 1.3x, respectively.
In 2022-2024, the coverage for class M and N is below 1.0x, driven
by the elevated amortisation of class M.

Liquidity Erosion

Under the FRC, Fitch assumes around a GBP40 million-GBP45 million
cumulative deficit in debt service in 2022-2024. The deficit is
fully covered by cash reserves and drawings under the liquidity
facility. Fitch prudently does not assume the ability of the class
N notes to defer their debt service. In addition, Fitch excludes
cash balances on tenant deposit account and disposal account in
Fitch's analysis. Under the updated Fitch stress case, Fitch
expects a cumulative deficit of around GBP60 million-GBP65 million,
a small portion of which would assume to be covered by a Stonegate
equity injection.

PEER GROUP

Unique's closest peer is Wellington Pub Company Plc. The company
(class A notes rated 'B-' with a DSCR of 1.0x and class B notes
rated 'CCC' with a DSCR of 0.8x) has a different business model as
it is a free-of-tie pub transaction. Compared with Unique,
Wellington's financial performance has been historically weak, and
the pubs are significantly less profitable as measured by EBITDA
per pub. Fitch perceives asset quality to be weaker than that of
Unique.

RATING SENSITIVITIES

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

Deterioration of the FRC-projected profile FCF DSCRs to below 1.3x
for class A notes. For the class M and N notes, the depletion of
debt service reserves in excess of Fitch's expectation could
increase the chance of further negative rating action as it would
indicate a weakening of the current credit profile. The class N
notes' rating is also capped by the class M notes' rating.

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

An upgrade of the class A notes is unlikely due to structural
features of the securitisation, which allow flexibility in cash
upstreaming unless further debt prepayments or improved cash
generation significantly improve FRC-projected profile FCF DSCRs.

An improved cash generation supporting a sustained recovery and
leading to higher margin of safety on the full and timely repayment
of class M notes in 2024 could lead to a revision of the Outlook to
Stable.

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

Unique is a whole business securitisation of a portfolio of 1,794
tenanted pubs in the UK, ultimately owned and operated by Stonegate
Pub Company (B-/Negative). The proceeds raised by Unique are
on-lent to the borrower, Unique Pub Properties (UPP).

CREDIT UPDATE

Financial performance

In the year to March 2022, the securitisation's borrower UPP
reported unadjusted cash flow of GBP108.2 million, representing a
138% increase from the previous year. The positive development has
been mainly driven by the removal of trading restrictions imposed
to contain the Covid-19 pandemic and recovery in drink orders
coupled with inflation-linked growth in rent roll. The reported
total cash flow and cash flow per pub was 11% and 5% below December
2019 levels, respectively.

However, the debt service has been part funded by the reserve
account as the transaction did not generate sufficient cash flows
to cover the increase in amortisation. The cash balances at the
reserve account decreased to GBP15.1 million from GBP43.0 million a
year earlier. The liquidity facility remained undrawn.

Financial health of publicans recovering

All restrictions on trading due to the pandemic containment
measures were lifted on 19 July 2021 in England and pubs have been
allowed to trade fully both indoors and outdoors. The removal of
the trading restrictions has helped gradually improve the liquidity
position of Unique's publicans. Business failures and notices to
quits remain low.

Inflationary pressures

The current inflationary pressures represent recovery challenges,
given the pub sector's sensitivity to consumer discretionary
spending and may challenge the sector's margins to some extent. In
the short term, a portion of inflation will be mitigated by price
increases, menu engineering or operational productivity. Rising
utility bills and wages represent the major challenge.

Selling non-core pubs

The securitisation has continued to dispose of non-core pubs. In
the 12 months to March 2022, Unique disposed of 52 properties with
proceeds of GBP36.3 million. The number of disposals included 22
pubs that the Competition and Markets Authority required to be
disposed as a condition of the acquisition of Ei Group by Stonegate
Group. The proceeds of the disposals can be used for capex or
pre-payments.

Liquidity

At the end of March 2022, the borrower held GBP61.5 million of cash
(including tenants deposits of GBP9.8 million and GBP34.5 million
at disposals account) and GBP140 million of an undrawn liquidity
facility.

FINANCIAL ANALYSIS

In the updated FRC, Fitch assumes the profitability to return to
pre-pandemic levels by end of 2023. Costs are assumed to increase
faster than income. Increasing inflation will continue to put
pressure on consumers' disposable incomes and could lead to less
consumption in pubs. Inflation also impacts Unique's publicans as
they are exposed to increasing pressure on wages, utility costs as
well as food and drinks costs, despite some short-term protections.
In Fitch's updated stress case, the recovery is delayed to end of
2024 and margins are more severely under pressure.

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.


                           *********


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

Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

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

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

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

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


                * * * End of Transmission * * *