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

                          E U R O P E

          Tuesday, June 7, 2022, Vol. 23, No. 107

                           Headlines



I R E L A N D

ARDAGH GROUP: Fitch Lowers LongTerm Issuer Default Rating to 'B'
CITYJET: Recorded Gain of EUR163 Million From 2020 Examinership
EIRCOM HOLDINGS: Fitch Alters Outlook on 'B+' IDR to Stable


L U X E M B O U R G

ARDAGH METAL: Fitch Lowers LongTerm IDR to 'B', Outlook Stable
ROOT BIDCO: Fitch Affirms 'B' LongTerm IDR, Outlook Stable


R O M A N I A

BUCHAREST CHEMICAL: Recovers After Eight-Year Insolvency Period


S P A I N

RURAL HIPOTECARIO 1: Fitch Affirms 'CCC' Rating on Class E Notes
VALENCIA HIPOTECARIO 3: Fitch Affirms 'CCC' Rating on Class D Debt


U K R A I N E

MEGABANK: Declared Insolvent by Central Bank


U N I T E D   K I N G D O M

BLACKROCK EUROPEAN XIII: Fitch Assigns 'B-' Rating on Class F Debt
CARZAM: Enters Administration Following Voluntary Receivership
FINSBURY SQUARE 2019-2: Fitch Affirms 'CCC' Rating on Class F Debt
JAW DIGITAL: Goes Into Liquidation, Owes More Than GBP200,000
MARSTON'S ISSUER: Fitch Affirms 'BB-' Rating on Class B Notes

RUTHERFORD HEALTH: Directors Opt to Wind Up Business

                           - - - - -


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I R E L A N D
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ARDAGH GROUP: Fitch Lowers LongTerm Issuer Default Rating to 'B'
----------------------------------------------------------------
Fitch Ratings has downgraded Ardagh Group S.A.'s Long-Term Issuer
Default Rating (IDR) to 'B' from 'B+'. The Outlook is Stable.

The downgrade reflects the group's planned issuance of additional
debt leading to expectations of a delay in deleveraging and funds
from operations (FFO) gross leverage remaining outside Fitch's
rating sensitivities for an extended period. Fitch now expects
Ardagh's leverage metrics to return to within Fitch's negative
sensitivity for a 'B+' rating in 2025 (compared with 2023
previously).

The IDR reflects continued high leverage, customer concentration
and a complex funding structure. While Fitch sees potential for
deleveraging given Ardagh's strong cash flow generation, Fitch
expects the company to prioritise further investments in its
operations over deleveraging. As such Fitch expects leverage to
remain well above its main peers'.

KEY RATING DRIVERS

Leverage Remains High: The delay to meaningful deleveraging and
continued high leverage are a major rating constraint. Fitch now
expects FFO gross leverage to fall below Fitch's previous negative
sensitivity of 7.5x only in 2025, compared with 2023 previously.
Fitch forecasts FFO gross leverage at a high 10.2x for 2022, before
it reduces to a still high level of 8.4x in 2023 and 7.6x by 2024.
Fitch still views Ardagh's operations as highly cash-generative and
expect capex to support its future growth and profitability. As
such, any deleveraging will be driven by increased FFO generation
rather than expectations of debt repayment.

Acquisition of Consol: Fitch expects the newly acquired South
African glass producer Consol to contribute positively to Ardagh.
Consol is profitable and complementary to Ardagh, with revenues of
USD566 million in 2021 and margins broadly similar to those of
Ardagh's European glass business, and will thus contribute to group
margins. With only part-year inclusion of revenue, it will increase
leverage somewhat in 2022 as this acquisition inherits some local
debt before it becomes a full-year contributor in 2023.

Strong Business Profile: Fitch view Ardagh's business profile as
commensurate with an investment-grade rating due to its exposure to
the stable beverage sector, which contributes around 85% of its
revenue. It further benefits from the strong geographical
diversification, with a presence in the stable markets of EMEA and
North America and the growing Brazil market. Customer
diversification is another credit-positive factor, with no single
customer contributing more than 10% of revenue, which is comparable
to Ardagh's investment-grade peers'.

Largely Resilient through Pandemic: Ardagh operates in the metal
and glass packaging segment in stable end-markets, which has made
it largely resilient to the pandemic's effects. In 2021 demand
recovered strongly, supporting a 12% growth in revenue, following
flat sales in 2020. This growth was aided by increased prices to
recover higher input prices. EBITDA margins weakened to 14% in 2021
from 15%-16% in 2019-2020, due primarily to logistics and
production inefficiencies in the North American glass packaging
business. In Europe, margins were largely intact as high energy
prices were mitigated by effective cost pass-through of metal
costs.

Capex Drives Growth: Ardagh has initiated expansion investments in
new capacity to meet structural demand of primarily recyclable
metal beverage cans. Fitch expects capex of USD2.2 billion for
2021-2023 for the metal packaging business, higher than the USD1.9
billion previously envisaged. Its new projects are generally
contracted with customers before the investment is made, which
minimises risks. While the planned capex is likely to grow revenue
and EBITDA which is to reach around USD11.6 billion and USD1.7
billion respectively by 2024, free cash flow (FCF) generation will
be under pressure over the short-to-medium term from capex,
resulting in sustained high leverage.

Cost Pass-through Adds Stability: Fitch views the ability of Ardagh
to pass on almost all of its cost increases to customers as another
factor that adds stability and predictability to cash flows.
Despite large volatility in the input costs of aluminium and energy
for Ardagh, its EBITDA margins have remained stable at 16%-17%
historically. After some pressure on margins due to near-term
inflation, Fitch forecasts margins to reach 15% by 2025.

Sale of Trivium: Ardagh and part-owner of Trivium Packaging,
Ontario Teachers' Pension Plan, have initiated a sales process of
Trivium. Trivium, a manufacturer of metal packaging primarily to
the food industries, was until 2019 wholly owned by Ardagh when it
was separated as standalone company. This would provide additional
liquidity for Ardagh, which owns 42% of the company and Fitch
expects the majority of funds to be used for debt repayments. Fitch
has not included the sale and proceeds in Fitch's rating forecast
but include the value, conservatively estimated at USD300 million,
in Fitch's recovery waterfall.

DERIVATION SUMMARY

Fitch views Ardagh's business profile as investment-grade and
similar to its peers', like Ball Corporation, Owens-Illinois,
Smurfit Kappa Group (SKG; BBB-/Stable) and CANPACK S.A.
(BB/Stable). Ardagh is comparable with the majority of the peers in
size, geographical and customer diversification as well as
end-market exposure with limited sensitivity to economic cycles.
Like most investment-grade peers, Ardagh benefits from long-term
contracts with a cost pass-through mechanism with its customers.

Ardagh's capital structure is highly leveraged with FFO gross
leverage now well above 10.0x, which is significantly higher than
that of investment-grade peers, such as SKG and Stora Enso Oyj
(Stora; BBB-/Stable) whose FFO gross leverage is around 2.0x and
CANPACK at around 3.0x-4.0x, although the latter has smaller scale.
Ardagh's leverage profile is more similar to Titan Holdings II
B.V.'s (B/Stable) around 8.0x-9.0x but the latter is smaller in
size and less diversified.

Ardagh's EBITDA and FFO margins are sound, generally in line with
the investment-grade peers'. Simliar to CANPACK Ardagh's FCF
generation is currently under pressure from its material capex
programme. Negative FCF generation in the medium term puts Ardagh
in a weaker position versus higher-rated peers like SKG.

KEY ASSUMPTIONS

-- Revenue to grow 22% in FY22 and 17% in FY23, supported by
    increased capacity as well as price inflation. Growth to slow
    to 6%-8% in FY24 and FY25;

-- EBITDA margin to weaken further in FY22 to 13.5% due to
    overall high cost inflation. This is followed by a recovery to

    above 14% in FY23 and FY24 and further to 15% in FY25 on the
    back of the new metal packaging investments;

-- Cash interest paid includes the interest on the toggle notes
    at ARD Finance level as well as on Ardagh's debt;

-- Common dividends of 2018-2021 include interest expenses on the

    ARD Finance's payment-in-kind (PIK) toggle notes as well as
    USD10 million to common shareholders. For 2022 onwards, Fitch
    includes only dividend to minority shareholders, some USD5
    million p.a., as that paid to ARD Finance is included as
    interest;

-- Capex as a share of revenue at 14% in FY21-FY22 (versus 7%-8%
    in FY18-FY20) to include growth investments in subsidiary AMP.

    This is followed by a reduction to 11% in FY23 and 7%-8% in
    FY24-FY25;

-- Issuance of preference shares of EUR250 million by AMP to
    Ardagh financed by cash at Ardagh and netted in consolidated
    accounts;

-- Share buy-back of USD100 million p.a. in FY22 and FY23;

-- Acquisition of South African glass packaging producer Consol
    in 2Q22, financed by cash and assumed debt, totalling USD1
    billion.

KEY RECOVERY RATING ASSUMPTIONS

As Ardagh's IDR is in the 'B' rating category, Fitch applies a
bespoke recovery analysis, in line with its criteria. Recoveries
for debt at Ardagh exclude debt that is issued by AMP, which are
under separate agreements and effectively ring-fenced from Ardagh.

The recovery analysis assumes that Ardagh would be reorganised as a
going-concern (GC) in bankruptcy rather than liquidated. Fitch
estimates the GC EBITDA of the glass business at USD650 million
(including Consol). Fitch applies a 5.5x distressed enterprise
value (EV)/EBITDA multiple, which is in line with similarly rated
peers'.

After deducting 10% for administrative claims and USD160 million
for factoring, Ardagh's senior secured notes are rated
'BB-'/'RR2'/83%, its senior unsecured notes 'CCC+'/'RR6'/0% and the
senior secured notes issued by ARD Finance 'CCC'/RR6/0%.

As the majority of revenue and security under the notes is
generated in group A countries under Fitch's criteria, Fitch is not
capping the senior secured notes' Recovery Ratings despite Ardagh
being domiciled in Luxembourg.

RATING SENSITIVITIES

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

-- Successful implementation of the capex plan and efficient
    pass-through of cost inflation leading to positive FCF margins

    on a sustained basis;

-- FFO interest cover sustainably greater than 2.5x;

-- Clear deleveraging commitment and disciplined financial policy

    with FFO gross leverage sustainably below 7.5x and total
    debt/EBITDA below 7.0x.

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

-- Sustained negative FCF, thereby reducing financial
    flexibility;

-- FFO interest cover less than 2.0x and EBITDA interest coverage

    below 2.0x;

-- FFO gross leverage including PIK greater than 8.5x on a
    sustained basis and total debt/EBITDA greater than 8x.

BEST/WORST CASE RATING SCENARIO

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

LIQUIDITY AND DEBT STRUCTURE

Satisfactory Liquidity: Ardagh had USD2.75 billion of
Fitch-adjusted cash on January 1 2022 following last year's new
debt issue by AMP. Of this, approximately USD440 million has been
used to prepay toggle notes at ARD Finance and USD600 million to
acquire Consol in May this year. Together with the proposed new
financing at AMP and an upsized revolving asset-based lending
facility of USD792 million, liquidity will be sufficient to cover
any intra-year working-capital swings, as well as the ongoing
extensive capex programme.

ISSUER PROFILE

Ardagh is one of the largest producers of metal beverage cans and
glass containers primarily for the beverage and food markets. With
production facilities across Europe, north America and Brazil,
turnover reached USD7.6 billion and EBITDA USD 1.1 billion in
2021.

ESG CONSIDERATIONS

Ardagh has an ESG Relevance Score of '4' for management strategy
due to the complex funding strategy, which has a negative impact on
the credit profile, and is relevant to the ratings in conjunction
with other factors.

Ardagh has an ESG Relevance Score of '4' for group structure due to
complexity of the ownership and funding structure that reduces
transparency, which 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
   ----              ------              --------     -----
Ardagh Holdings USA Inc.

senior secured      LT      BB-  Downgrade   RR2      BB+

Ardagh Group S.A.    LT IDR  B    Downgrade            B+

ARD Finance S.A.

  senior secured     LT      CCC  Downgrade   RR6      B-

Ardagh Packaging Finance plc

senior unsecured    LT      CCC+ Downgrade   RR6      B

senior secured      LT      BB-  Downgrade   RR2      BB+

super senior        LT      BB   Downgrade   RR1      BB+


CITYJET: Recorded Gain of EUR163 Million From 2020 Examinership
---------------------------------------------------------------
The Irish Times reports that airline Cityjet booked an exceptional
gain of EUR163 million from its 2020 examinership.

New accounts for the business in 2021 and 2020 show Cityjet DAC
last year recorded a pretax profit of EUR408,000, The Irish Times
discloses.  This followed a pretax profit of EUR133.5 million in
2020 due to the EUR163 million gain from examinership, The Irish
Times states.  The gain included a write-off of loans of EUR126
million to connected parties, while trade creditors received a
dividend of 1.25% resulting in a gain of EUR18 million for the
company, The Irish Times states.  Another EUR11.4 million was
written off from subsidiaries liquidated as part of the
examinership, according to The Irish Times.

The company last year recorded an operating loss of EUR5.09
million, with the pretax profit of EUR408,000 chiefly arising from
an exceptional gain of EUR5.5 million from successful insurance
claims and progress made in negotiations relating to
pre-examinership liabilities, The Irish Times recounts.

The new accounts show that Cityjet last year recorded revenues of
EUR71.6 million, following revenues of EUR88 million in 2020, The
Irish Times discloses.  The company's directors note that revenues
last year declined by 19% due to the impact of Covid-19 on European
travel, The Irish Times relates.

Pre-Covid, Cityjet recorded revenues of EUR230.65 million in 2019
and employed 1,211, The Irish Times notes.  At the end of last
year, a slimmed-down CityJet, post-examinership, employed 451.
Today, it operates a fleet of 22 CRJ900 aircraft, the majority
under a wet lease contract (where an aircraft and crew are supplied
to a customer airline) for SAS Scandinavian Airlines, with aircraft
and crews based in Copenhagen and Stockholm.  The airline's
administration base is at Dublin Airport.


EIRCOM HOLDINGS: Fitch Alters Outlook on 'B+' IDR to Stable
-----------------------------------------------------------
Fitch Ratings has revised eircom Holdings (Ireland) Limited's (eir;
holdco) Outlook to Stable from Positive and placed its senior
secured instrument rating on Rating Watch Negative (RWN). Fitch has
also affirmed eir's Long-Term Issuer Default Rating (IDR) at 'B+'.


The change in Fitch's Outlook reflects the increasingly competitive
nature of the Irish telecommunications market and Fitch's
expectation that eir's revenue and EBITDA will decline in 2022
before gradually stabilising by 2024.

eir's sale of a 49% stake in Fibre Networks Ireland Limited
(FibreCo) to InfraVia Capital Partners is expected to be completed
within the next two months. The reduced economic ownership of this
critical local-access network infrastructure and the stable
cashflow these assets generate will weaken eir's operating profile,
leading us to tighten Fitch's funds from operations (FFO) net
leverage rating thresholds by 0.3x.

The RWN follows eir's plans to raise EUR765 million at the newly
created FibreCo. Fitch expects eir to use part of the proceeds from
the sale and new financing to pay down existing senior secured debt
issued at the holdco level. Details of the new FibreCo debt and the
quantum of debt to be repaid at holdco are still unknown. Raising
debt at the FibreCo level may weaken the recovery prospects of
existing holdco debt and could lead to a downgrade of the existing
facilities under Fitch's bespoke recovery analysis approach.

KEY RATING DRIVERS

EBITDA Margin to Shrink: eir's latest guidance of a low
single-digit EBITDA decline in 2022 from stable EBITDA, in Fitch's
view, reflects decreasing fixed-line-and-mobile average revenue per
user (ARPU) and the company's retail market-share losses. eir will
increase marketing and customer acquisition costs in 2022, which
Fitch expects to shrink EBITDA margins by around 1.5% from the
previous year. Pricing competition for new customers has been
aggressive in both the fixed-line and mobile markets and looks
likely to continue, meaning further market challenges ahead. The
stability of revenue and EBITDA will be an important factor in a
potential upgrade to 'BB-'.

Intensifying Competition: In fixed line, eir has reported declining
ARPU and is losing retail market share to converged operators Sky
and Vodafone, wholesale customers of eir's network. New entrants to
the market like Imagine and Pure Telecom are also taking modest
market share, supported by both Vodafone-backed JV SIRO and
National Broadband Ireland (NBI). In mobile, eir is gaining market
share but at very low pricing such as its SIM-only EUR14.99/month
unlimited 5G offer. With customers able to take a 30-day rolling
contract and 5G penetration low, eir may face tougher competition
to retain subscribers after Virgin Media Ireland (VMI) recently
introduced a EUR5/month unlimited SIM-only 4G offer.

Stake Sale Weakens Operating Profile: The sale of the 49% stake in
its FibreCo will weaken eir's operating profile. Fitch views
eircom's local-access revenue as more stable and visible than other
revenue streams. A reduction in ownership of cash flows generated
by local-access infrastructure without a balancing improvement in
the operating profile of eir could increase the volatility and risk
of remaining cash flows. When peers Telecom Italia (BB/Negative)
and PPF Telekom Group B.V. (BBB-/Stable) announced similar network
sales Fitch tightened their FFO net leverage thresholds by 0.2x.
The stake sold and EBITDA contribution of FibreCo is higher than
these peers' and results in a greater tightening of eir's leverage
thresholds by 0.3x.

Fibre Rollout Accelerated: eir plans to roll out fibre to the home
(FTTH) to 1.9 million premises by end-2026. This means adding 200k
sites in 2022 and up to 250k premises passed in 2023. This
represents a meaningful increase in pace compared with the 177k
homes built in the last 12 months to 1Q22. VMI announced in 3Q21
that it would be upgrading its existing cable footprint of 952k
premises to FTTH by 2025. Following its EUR620 million financing,
SIRO is also expected to ramp up its FTTH network expansion to up
to 700k premises. Accelerating the pace of build may provide some
protection against future fixed-line churn but competition for
high-ARPU customers will remain stiff.

FibreCo Sale Neutral to Leverage: Reported net debt at end-March
2022 was 3.6x EBITDA, towards the bottom of eir's 3.5x-4.0x range
and benefitted from the proceeds of its Tetra stake sale. Given
eir's accelerated capex ambitions Fitch does not expect FibreCo to
pay dividends till the network roll-out is completed by end-2026.
Fitch expects eir to continue to consolidate FibreCo in its
results, leading to limited cash flow or leverage impact from the
stake sale at a consolidated level. eir plans to use proceeds from
the new financing to ensure proportionate leverage is maintained
within the stated leverage range imply good leverage headroom will
remain at the current rating once the sale is complete.

Inflation Risks Manageable: While eir has announced plans to
increase pricing by EUR5/month for a significant portion of its
existing retail customer base and from April 2023 a CPI+3% price
rise, inflation could reach higher than 5% in 2022 in Ireland. In a
highly competitive pricing market this could worsen the EBITDA
decline for eir. The company has mitigated their inflation risk by
already agreeing a 2% pay rise for its workforce, its largest
operating expense in 2022. eir has also fully hedged its energy
costs for 2022.

DERIVATION SUMMARY

eir's ratings reflect its position as the leading fixed-line
operator in a competitive Irish market. Relative to its European
telecoms incumbent peers, Royal KPN N.V (BBB/Stable) and BT Group
plc (BBB/Stable) eir has higher leverage, is smaller in size, has a
largely domestic focus, and a lack of leadership in the mobile
segment. Its EBITDA margin is similar to peers', but pre-dividend
free cash flow (FCF) margin has historically been lower due to
higher capex as a percentage of revenue.

eir is more tightly rated than 'BB-' rated European telecom peers
like Telenet Group Holding N.V (BB-/Stable) due to its planned sale
of a stake in its fixed-line network, structural revenue decline
from legacy voice, declining market share, smaller scale and high
capex commitments in its fibre build.

KEY ASSUMPTIONS

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

-- Sale of the stake in FibreCo nor the debt repayments or equity

    cash flows related to the stake sale are not included in
    Fitch's assumptions;

-- Revenue estimated to have decreased 1.4% in 2022 versus the
    previous 12 months (2021 accounts were prepared on an 18-month

    period basis). Thereafter Fitch expectd a gradual
    stabilisation to flat revenue growth in 2024-2025. The 2022
    revenue decline reflects the competitive environment and
    Fitch's expectation that eir's market share in fixed line will

    continue to decline. The decline also reflects the fall in
    fixed-and-mobile ARPUs, which Fitch expects to continue into
    2022;

-- Fitch-defined EBITDA margin estimated to weaken slightly to
    46% in 2022, due to declining revenue and investments in
    customer acquisition and marketing costs. This is followed by
    a gradual increase to 47% by 2024;

-- Capex (excluding spectrum) at 22.9% of revenue in 2022, before

    increasing to above 25% by 2024, reflecting the accelerated
    national FTTH rollout plans, including the increase of 50k
    premises passed per year compared with 2022;

-- Annual dividend payments of EUR200 million;

-- Spectrum payments of EUR80 million during 2022 in the upcoming

    auction for the 700MHz, 2100MHz, 2300MHz and 2600MHz bands.

Key Recovery Rating Assumptions

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

-- A 10% administrative claim;

-- Post-reorganisation EBITDA of EUR425 million;

-- Fitch applies a distressed enterprise-value (EV) multiple of
    5.0x, reduced from 5.5x at the last rating action. The
    reduction reflects the planned 49% stake sale in FibreCo;

-- Fitch has included in this analysis total senior secured debt
    of EUR2,550 million, comprising total senior secured term loan

    B tranches of EUR1,100 million, EUR1,450 million senior
    secured notes, and a fully drawn EUR50 million revolving
    credit facility (RCF), all ranking equally among themselves.
    This results in a recovery percentage of 74%, equal to an
    'RR2' rating. The senior secured debt is therefore rated two
    notches higher than the IDR.

RATING SENSITIVITIES

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

-- Strengthened operating profile and competitive capability
    demonstrated by stable fixed broadband market share with
    increasing fibre penetration, with a return to broadly stable
    underlying revenue and EBITDA;

-- Funds from operations (FFO) net leverage expected to remain at

    or below 4.7x on a sustained basis (equivalent to around 4.5x
    Fitch-defined net debt / EBITDA); Fitch will also be guided by

    calculations of these metrics on a proportionate consolidation

    basis;

-- Cash flow from operations (CFO) minus capex/total debt
    consistently above 6%.

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

-- FFO net leverage above 5.2x on a sustained basis (equivalent
    to around 5.0x Fitch-defined net debt / EBITDA; Fitch will
    also be guided by calculations of these metrics on a
    proportionate consolidation basis;

-- CFO less capex/total debt remaining below 3% on a sustained
    basis, driven by lower EBITDA or higher capex;

-- Deterioration in the regulatory or competitive environment
    leading to a material reversal in positive operating trends.

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: As of end-March 2022 eircom had EUR329
million in cash and equivalents. Liquidity is supported by an
undrawn EUR50 million RCF. Debt maturity profile is also supportive
with the next EUR350 million bond maturity only in 2024. Remaining
debt matures in 2026 and 2027.

ISSUER PROFILE

eir is the incumbent telecom operator in Ireland, its sole market.
The company is the third-largest mobile operator but the leading
fixed-line operator and is rolling out its FTTH network across
Ireland.

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
   ----           ------                      --------     -----
Eircom Finco S.a r. l.

  senior secured    LT       BB   Rating Watch On   RR2     BB

eircom Holdings     LT IDR   B+   Affirmed                  B+
(Ireland) Limited

eircom Finance
Designated Activity
Company

  senior secured    LT       BB   Rating Watch On    RR2    BB




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

ARDAGH METAL: Fitch Lowers LongTerm IDR to 'B', Outlook Stable
--------------------------------------------------------------
Fitch Ratings has downgraded Ardagh Metal Packaging SA's (AMP)
Long-Term Issuer Default Rating (IDR) to 'B' from 'B+'. The Outlook
is Stable. Fitch has assigned AMP's upcoming senior secured notes
an expected senior secured rating of 'BB(EXP)' with Recovery Rating
of 'RR1'.

The downgrade reflects AMP's planned issuance of additional debt
and follows the downgrade of its parent Ardagh Group S.A. (Ardagh;
B/Stable). The planned issuance will lift Ardagh's consolidated
funds flow from operation (FFO) gross leverage outside its previous
'B+' sensitivities until 2025. AMP's IDR is aligned with and based
on the consolidated credit profile of Ardagh. This reflects open
legal and access and control linkages between AMP and Ardagh under
Fitch's Parent and Subsidiary Linkage (PSL) Rating Criteria.

AMP is planning to issue perpetual preferred shares of up to EUR250
million and senior secured debt of up to USD700 million. Proceeds
will primarily fund its large capex programme.

The final rating is contingent upon the receipt of final
documentation conforming materially to information already
received. A full list of ratings is detailed below.

KEY RATING DRIVERS

Material Capex Programme: AMP has enlarged its capex programme by
about USD250 million versus Fitch's previous forecast to enhance
its global production capacity. The company plans to spend about
USD1.5 billion for 2022-2023. This will erode free cash flow
generation (FCF) in the medium term, putting AMP in a weaker
position than higher-rated peers with typical FCF margins of 3%-5%
on average. The capex will, however, allow AMP to capitalise on a
structural increase in demand for beverage cans while also
increasing its share of specialty cans to over 60% by 2024 from 45%
in 2021. Fitch expects this will support revenue growth in the
mid-teens in the medium term, its operating profitability and
competitive position.

Rising Leverage: Fitch expects AMP will start to pay dividends in
2022, leading to an outflow of USD240 million, which Fitch expects
to be sustained in further years. Combined with larger capex, this
will put additional pressure on AMP's FCF. As a result of AMP's
debt and preferred share issuance to fund this material capex
programme, Fitch forecasts FFO gross leverage will reach 6.2x by
end-2022 versus about 4.6x expected previously. Nevertheless, Fitch
forecasts strong deleveraging to about 5.2x in 2023 and 4.5x in
2024, although still exceeding Fitch's previous expectation of 3.6x
in 2023.

Weakening SCP: Fitch has revised lower Fitch's assessment of AMP's
Standalone Credit Profile (SCP) to 'bb-' from 'bb' due to the
material rise in leverage. Fitch continues to view AMP's business
profile as strong, characterised by its leading market position,
geographical diversification, and exposure to favourable
non-cyclical end-markets with a high level of pass-through cost
mechanism embedded into contracts with long-dated customer
relationships. However, following the new debt issuance and
announced dividend policy, Fitch believes the financial profile
more adequately positions AMP's SCP at 'bb-'.

Parent and Subsidiary Linkage: Fitch has applied its PSL Criteria
and has taken the stronger subsidiary-and-weaker parent approach.
Ardagh as majority shareholder controls AMP's strategic decisions,
with significant governance overlap in board of directors. In
addition, Ardagh provides AMP with services including IT, financial
reporting, insurance and risk management, but also financing and
treasury management via long-term service agreements.

Consolidated Approach: AMP's debt financing is separate from
Ardagh's, with no cross-guarantees or cross-default provisions and
separate security packages. However, the effective control by the
parent, with covenant-lite high-yield documentation with limited
effective caps on cash outflows leads to Fitch's assessment of
'open' access and control and 'open' legal ring-fencing. AMP's
rating is therefore aligned with Ardagh's IDR and is based on the
group's consolidated credit profile.

Preferred Shares Equity Treatment: The instrument is perpetual with
an ability to defer the 9% annual preferred dividend. Fitch assigns
50% equity credit to the instrument using Fitch's Corporate Hybrids
Treatment and Notching Criteria, as any deferred dividend is still
payable upon redemption. In Fitch's view the common dividend
stopper is a strong incentive not to defer, as this would prevent
Ardagh from extracting dividends from AMP. The preferred shares
represent a limited part of AMP's overall capital structure. A
change in structure, including materiality, could lead to a
reassessment of Fitch's analysis and ultimately a different
treatment.

Solid Global Market Position: AMP is among the largest global metal
beverage can producers and is exposed to stable end-markets. It
benefits from high operational flexibility through its global
network of manufacturing facilities that are located close to its
customers. Its market position, long-term partnership with
customers and capital-intensive business act as moderate-to-high
entry barriers.

Healthy and Resilient Profitability: AMP benefits from resilient
revenue and cashflow generation from the non-cyclical beverage
end-market and increased sustainability awareness and demand for
metal beverage cans. Its Fitch-defined EBITDA margin of 14% in
2019-2021 is comparable with that of packaging peers such as Silgan
Holdings Inc. and Amcor plc. Resilient profitability is supported
by the contractual ability to pass on cost increases to customers,
mitigating volatility in raw-material prices. However, currently
high inflationary pressure across the group constrains additional
margin improvement. Fitch forecasts the EBITDA margin at around at
13% in 2022 and 14% by 2025.

Narrow Product Diversification: AMP has a diversified global
footprint with about 45% of revenue generated in North America in
2021, 45% in Europe and 10% in Brazil. However, its SCP is
constrained by a narrow product mix as AMP is a pure metal beverage
can producer. This is mitigated by growing sustainability awareness
of regulators and customers supporting AMP's niche in metal cans
that will be strengthened by its ambitious capex programme.

DERIVATION SUMMARY

AMP is one of the leading metal beverage can producers globally.
Its business profile is weaker than that of higher-rated peers such
as Smurfit Kappa Group plc (BBB-/Stable), Berry Global Group, Inc
(BB+/Stable) and Silgan Holdings Inc. (BB+/Stable). AMP has smaller
scale of operations and lower customer diversification, but this is
offset by its leading position in the growing beverage can sector,
and expected strong cash flow generation.

AMP compares favourably with CANPACK (BB/Stable) and Titan Holdings
II B.V. (B/Stable), which are focussed on food and beverage metal
packaging similar to AMP. AMP has higher scale versus both peers,
but shares these entities' limited product diversification.

While AMP's direct metal can-producing peers are larger in revenue,
such as Ball Corporation at USD13.8 billion (2021) and Crown
Holdings at USD11.4 billion (2021), AMP has similar market
positions and compares well in terms of its SCP. All three
companies had strong annual revenue growth in 2021 of over 15%.
Like its main direct peers, AMP maintained its operating
profitability, proving its resilience during 2021.

Similar to Fitch-rated peers, AMP has healthy and resilient
profitability with an expected FFO margin of about 10% during
2022-2025. This compares well with that of Amcor, Smurfit Kappa,
Titan Holdings II B.V. and Berry Global while being slightly below
CANPACK's over 10%. However, its material capex programme
accompanied by planned dividends payment will pressure AMP's FCF
generation in the medium term. This puts the company in a weaker
position versus higher-rated peers, with sustained positive FCF
generation reported by Amcor, Berry global Group, Silgan and
Smurfit Kappa. Both AMP and CANPACK are expected to see negative
FCF margins in the medium term, owing to large investment
programmes.

AMP's leverage remains weaker versus higher-rated peers', with
forecast FFO gross leverage at about 6.2x at end-2022 following the
debt issuance. This is reflected in the IDR and SCP differentials
with the higher-rated peers'.

KEY ASSUMPTIONS

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

-- Mid-teens growth of revenue during 2022-2025;

-- EBITDA margin at about 13% in 2022, rising to about 14% by
    2025;

-- Issuance of preferred shares of up to EUR250 million in 2022;
    50% equity credit;

-- Annual preferred dividends payments of about USD25 million
    p.a. to 2025;

-- Ongoing rise of capex totalling about USD1.5 billion during
    2022-2023;

-- Additional senior secured issuance of up to USD700 million to
    cover capex;

-- Dividend payments of about USD240 million p.a. to 2025;

-- Share buyback of USD100 million p.a. in 2022 and 2023;

-- No M&A to 2025.

Fitch's Key Recovery Rating Assumptions

-- The recovery analysis assumes that AMP would be reorganised as

    a going-concern (GC) in bankruptcy rather than liquidated;

-- Fitch's GC value available for creditor claims is estimated at

    about USD2.8 billion, assuming GC EBITDA of USD600 million.
    The GC EBITDA is higher than Fitch's previous estimate in
    February 2021 based on structurally higher EBITDA derived from

    capacity investments. The GC EBITDA reflects distressed
    EBITDA, which incorporates the potential loss of a major
    customer, secular decline or ESG-related adverse regulatory
    changes related to AMP's operations or the packaging industry
    in general. The GC EBITDA also reflects corrective measures
    taken in a reorganisation to offset the adverse conditions
    that trigger default;

-- A 10% administrative claim;

-- An enterprise value (EV) multiple of 5.5x EBITDA is used to
    calculate a post-reorganisation valuation. The multiple is
    based on AMP's global market leading position in an attractive

    sustainable niche with resilient end-market demand. The
    multiple is constrained by a less diversified product offering

    and some commoditisation within packaging;

-- Fitch deducts about USD160 million from the EV, relating to
    AMP's highest usage of its factoring facility, in line with
    Fitch's criteria;

-- Fitch estimates the total amount of senior debt claims at
    USD3.7 billion, which includes senior secured notes of USD1.8
    billion (equivalent) and senior unsecured notes of USD1.6
    billion (equivalent);

-- After deducting priority claims, the principal waterfall
    results in 'RR1'/100% for the senior secured notes and in
    'RR4'/45% for the senior unsecured notes;

-- As the majority of revenues and security under the notes is
    generated in group A countries under Fitch's criteria, Fitch
    is not capping the senior secured notes' Recovery Rating,
    despite Ardagh being domiciled in Luxembourg.

RATING SENSITIVITIES

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

-- An upgrade of Ardagh's IDR from an improved consolidated
    credit profile;

-- Weakening of operational and legal ties between Ardagh and
    AMP.

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

-- A downgrade of Ardagh's IDR.

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

Adequate Liquidity: As at end-2021, AMP reported Fitch-defined
readily available cash of USD379 million, which was adjusted for
USD81 million to cover intra-year working capital needs. Following
the issue of secured and unsecured notes in 2021 for a total of
about USD2.7 billion, AMP has no material scheduled debt repayments
until 2028.

Fitch-adjusted short-term debt is represented by a drawn factoring
facility of about USD160 million. This debt self-liquidates with
factored receivables. In addition, AMP has an undrawn asset-based
lending facility of USD325 million due in 2026, which supports its
liquidity position.

AMP's planned capex of about USD1.5 billion during 2022 and 2023
will erode FCF in the medium term and be financed with additional
new debt. In the absence of the additional debt, AMP's current
liquidity is not sufficient to proceed with planned capex.

ISSUER PROFILE

AMP is one of the largest producers of metal beverage cans globally
with current production capacity of over 40 billion cans p.a. AMP
has 24 production facilities located in US (9), Europe (12) and
Brazil (3).

ESG CONSIDERATIONS

AMP has an ESG Relevance Score of '4' for management strategy and
group structure due to the complexity of the group structure and
funding strategy, which 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
   ----              ------                     --------    -----
Ardagh Metal Packaging Finance USA LLC

senior secured      LT     BB(EXP) Expected Rating  RR1

senior unsecured    LT     B       Downgrade        RR4    BB-

senior secured      LT     BB      Downgrade        RR1    BB+

Ardagh Metal Packaging S.A.

                    LT IDR  B       Downgrade               B+

Ardagh Metal Packaging Finance plc

  senior secured    LT      BB(EXP) Expected Rating  RR1

  senior unsecured  LT      B       Downgrade        RR4    BB-

  senior secured    LT      BB      Downgrade        RR1    BB+


ROOT BIDCO: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
----------------------------------------------------------
Fitch Ratings has affirmed Root Bidco S.a.r.l.'s (Rovensa)
Long-Term Issuer Default Rating (IDR) at 'B' with a Stable Outlook
and senior secured rating at 'B+' with a Recovery Rating of 'RR3'.

The affirmation reflects Fitch's view that the announced
acquisition of Mexican bio-stimulants producer Cosmocel will
improve Rovensa's diversification and profitability, and reinforce
its position in the steadily growing market of bio-solutions for
agricultural markets. It also reflects high funds from operations
(FFO) gross leverage, which Fitch expects to remain within the
rating sensitivities through the cycle despite a spike in FY23
related to the acquisition. Fitch also expects management to take a
prudent approach to further inorganic growth while the acquisition
is gradually integrated into Rovensa's business.

KEY RATING DRIVERS

Diversification, Focus and Scale: Cosmocel will meaningfully
improve Rovensa's scale and geographical diversification, which was
a credit weakness so far. It will reduce exposure to Europe to
about 50% and reinforce its commercial and industrial footprint in
the Americas. This will also broaden and complement the products
portfolio, and result in a significantly increased focus on
specialty crop and care products. Moreover, it will strengthen
Rovensa's scale in a fragmented market and provide a strong market
position in Mexico and the US.

Deleveraging Delayed: Fitch expects Rovensa's FFO gross leverage to
remain elevated in FY23 as a result of the transaction, but to
remain within the rating sensitivities through the cycle due to the
value-accretive nature of the deal, albeit with limited headroom.
Despite recurrent growth in EBITDA, Rovensa's limited free cash
flow (FCF) generation due to non-recurring costs and increased
working capital and acquisitive strategy have prevented material
deleveraging since 2020. This is mitigated by robust organic growth
in Rovensa's markets, supporting EBITDA growth.

Committed Sponsors: An equity injection by the shareholders will
preserve the capital structure and support the transaction. This
follows meaningful shares of equity contributed for Oro Agri's
acquisition in January 2021, and for the entry of Partners Group in
2020. This mitigates the financial risk of high target valuation
from a credit perspective, as transactions are made on relatively
high multiples, given the margins and growth prospects.

Earnouts Frequently Used: Rovensa has been acquisitive over the
past years, acquiring small and medium targets, frequently
including earnouts in the transactions. The earnouts reduced
purchase price and risk of underperformance of the target. However,
strong growth of the acquired businesses over the past two years
resulted in materialisation of part of the earnouts and cash
outflow from Rovensa. Fitch understands that there are no longer
any earnouts outstanding from acquisitions prior to that of
Cosmocel.

Execution and FX Risks: Fitch expects moderate execution risk due
to similarities in Cosmocel's and Rovensa's business models,
complementary product portfolios and long-lasting expertise in bio
solutions. Furthermore, Rovensa already has an established presence
in Mexico through Ascenza and Tradecrop, which in Fitch's view
increases its understanding of local markets. In the absence of
effective FX hedging, the fluctuations of local currencies can
translate into volatility of reported earnings, in Fitch's view,
however, the risk of Mexican peso volatility is mitigated by
significant sales to distributors exporting to the US.

Bio-nutrition Organic Growth Opportunity: Rovensa reinforced its
position in the dynamically-growing bio nutrition segment, which is
set for solid growth driven by the increasing need for yield
improvements as well as demand for sustainable solutions. Rovensa
is focused on high-value fruits and vegetables, a more resilient
segment within the industry compared with row crops.

Costs Passed, Inventories Grow: Cost inflation has been less severe
in Rovensa's markets due to the diversity of feedstocks compared
with the chemical industry. The company has successfully maintained
its margins thanks to the differentiation of its products. However,
supply chain issues have led the company to increase safety stocks
to preserve production levels and its ability to serve customers.
Rovensa has sufficient liquidity, but this does affect its credit
metrics in the short term.

High-Margin Products: Rovensa's niche products support its
competitive position, stable cash flow generation and pricing
power, allowing it to defend its high margins versus macro-nutrient
and commoditised fertiliser companies. As crop protection and crop
nutrition account for a significantly lower share of costs for
growers of fruit and vegetables (about two-thirds of Rovensa's
revenue) than row crops, the company has more ability to pass on
potential increases in raw material prices.

Barriers to Entry: An evolving regulatory environment, the
knowledge-intensive nature of the business as well as the
diversified and evolving registration process serve as barriers to
entry. Presence of technical representatives close to farmers
ensures the company's capability to market its products. Although
the business has good operating leverage, increased volumes and
regional coverage requires a step-up in staff in an inflationary
environment.

DERIVATION SUMMARY

Rovensa's peers Nouryon Holding B.V. (Nouryon, B+/Stable), Nobian
Holding 2 B.V. (Nobian, B+/Stable), Lune Holdings S.a.r.l. (Kem
One, B/Stable) and Roehm Holding GmbH (Roehm, B-/Stable) are also
controlled by private equity sponsors.

Rovensa's focus on specialty solutions, which provides price and
cash flow visibility but also steady growth, is comparable to
Nouryon's. However, Rovensa is significantly smaller and less
diversified than Nouryon. Moreover, Rovensa is higher levered due
to an acquisitive strategy.

Nobian's commodity exposure makes it more exposed to volatility in
feedstock and selling prices than Rovensa, however both companies
maintain steady high margins. Rovensa is smaller and lacks Nobian's
vertical integration but is more geographically diversified.
Rovensa's leverage is higher than Nobian's.

Although its leverage is significantly higher, Rovensa has more
stable cash flows and higher margins than Kem One and operates in a
more resilient industry.

Roehm and Rovensa's leverage are relatively similar but Roehm's
cash flow profile is more cyclical than Rovensa's due to its
exposure to the construction, automotive and industrial sectors, as
well as to commodity prices.

KEY ASSUMPTIONS

-- Organic revenues growth in mid-single digit and EBITDA margin
    in mid-20s;

-- Cosmocel acquisition partly funded by equity injection;

-- Bolt-on acquisitions of EUR50 million per year in FY24 and
    FY25;

-- Capex of about 7% of sales;

-- Negative changes in working capital every year due to
    acquisition and growth;

-- No dividends.

Recovery Analysis Assumptions

The recovery analysis assumes Rovensa is reorganised as a
going-concern rather than liquidated in bankruptcy.

The going-concern EBITDA estimate reflects Fitch's view of a
sustainable, post-reorganisation EBITDA level upon which Fitch
bases the valuation of the company.

A higher EV multiple of 5.5x compared with the previously applied
5x reflects the company's increased critical mass in the
bio-solutions market, larger scale and higher geographic
diversification as well as takes into account the company's leading
position in more stable sectors than peers' with significant
barriers to entry.

Rovensa's revolving credit facility (RCF) is assumed to be fully
drawn. Its term loan B (TLB) ranks pari passu with the RCF.

Fitch assumes that Rovensa's factoring programme will be replaced
by a super-senior facility.

After deducting 10% for administrative claims, Fitch's waterfall
analysis generated a waterfall-generated recovery computation
(WGRC) in the 'RR3' band, indicating a 'B+' TLB rating. The WGRC
output percentage on current metrics and assumptions is 53%.

RATING SENSITIVITIES

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

-- Increase in scale driven by organic and/or inorganic growth
    while reducing FFO gross leverage to below 5.5x and/or gross
    debt to EBITDA below 4x on a sustained basis;

-- FFO interest cover above 4x on a sustained basis;

-- FCF margin consistently above 5%.

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

-- Inability to reduce FFO gross leverage to around 7.5x or gross

    debt to EBITDA to around 6x by 2024 due to ambitious debt-
    funded acquisitions not leading to accretive cash flow
    generation, dividend payments and/or weaker-than-expected
    market dynamics;

-- FFO interest cover below 2.5x on a sustained basis;

-- Negative FCF generation.

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

Adequate Liquidity: Rovensa maintains sufficient cash and undrawn
credit facilities to accommodate working capital swings or
opportunistic external growth, despite a partial draw down on its
RCF due to increased safety inventories to prevent supply chain
disruptions. It uses receivables factoring to finance increased
receivables in line with the activity's growth. Rovensa's
refinancing risk is limited as main debt maturities are in 2027.

ISSUER PROFILE

Rovensa is a producer of bio nutrition, bio control and off-patent
crop protection products for growers of fruits, vegetables and
crops, headquartered in Portugal. It is owned by private equity
sponsors Bridgepoint and Partners Group.

SUMMARY OF FINANCIAL ADJUSTMENTS

Depreciation of rights of use assets of EUR6.1 million and
lease-related interest expense of EUR0.8 million reclassified as
cash operating costs. Lease liabilities of EUR16 million removed
from financial debt.

EUR61.6 million use of factoring added to the financial debt.
EUR5.5 million adjustment to change in working capital (inflow) and
to change in short-term debt (outflow).

Shareholder loans excluded from financial debt.

Capitalised borrowing costs of EUR17.2 million added back to
financial debt

Non-recurring restructuring costs of EUR31.2 million added back to
EBITDA and FFO. External R&D costs of EUR5.1 million excluded from
FFO, added to capex.

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
   ----                 ------              --------   -----
Root Bidco S.a.r.l.    LT IDR   B    Affirmed            B

  senior secured       LT       B+   Affirmed    RR3     B+




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

BUCHAREST CHEMICAL: Recovers After Eight-Year Insolvency Period
---------------------------------------------------------------
Andrei Chirileasa at Romania-Insider.com reports that the Bucharest
Chemical Equipment Assembly Trust (TMUCB), a company with a history
of over 60 years and one of the largest companies in the
construction field, announced that it managed to recover after an
eight-year insolvency period.

Since 1958, TMUCB has carried out complex turnkey technological
projects for the chemical and petrochemical, metallurgical, cement,
pulp and paper mills, thermal and nuclear power plants, sugar
factories, car factories, tanks, transmission and distribution
pipelines for petrochemicals, gas, water, steam, in Romania and
abroad.

The company specializes in the design, manufacture, and assembly of
technological machinery and equipment, storage tanks for gas
stations, piping systems, and metal structures.

According to Romania-Insider.com, Economica.net reported that Oana
Munteanu, partner of CITR insolvency house that managed the process
for the chemical equipment producer, said "We are happy with this
achievement, especially since less than 5% of insolvent companies
manage to reorganize because they resort to such procedures when
they are in an advanced degree of difficulty and saving them is
very difficult.  During the reorganization, over RON 33 million
were returned to the creditors".

During the reorganization procedure, CITR managed the company's
patrimony and paid debts to creditors amounting to RON33 million
(EUR6.6 million), Romania-Insider.com discloses.




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

RURAL HIPOTECARIO 1: Fitch Affirms 'CCC' Rating on Class E Notes
----------------------------------------------------------------
Fitch Ratings has affirmed Rural Hipotecario Global 1, FTA's (RG1)
and Rural Hipotecario X, FTA's (R10) notes.

   DEBT                   RATING                PRIOR
   ----                   ------                -----
Rural Hipotecario Global I, FTA

Class A ES0374273003    LT AAAsf    Affirmed    AAAsf
Class B ES0374273011    LT AA-sf    Affirmed    AA-sf
Class C ES0374273029    LT A+sf     Affirmed    A+sf
Class D ES0374273037    LT Asf      Affirmed    Asf
Class E ES0374273045    LT CCCsf    Affirmed    CCCsf

Rural Hipotecario X, FTA

Class A ES0374275008    LT A+sf     Affirmed    A+sf
Class B ES0374275016    LT Asf      Affirmed    Asf

TRANSACTION SUMMARY

The transactions comprise fully amortising residential mortgages
originated and serviced by multiple rural savings banks in Spain
with a back-up servicer arrangement with Banco Cooperativo Espanol
S.A. (BBB/Stable/F2).

KEY RATING DRIVERS

Performance Expectations & Portfolio Risky Attributes: The
affirmations reflect Fitch's broadly stable asset performance
expectations for the securitised portfolios, supported by a low
share of loans in arrears over 90 days (below 1% of the current
portfolio balance as of the latest reporting dates in all cases),
high portfolio seasoning of more than 15 years and low current
loan-to-value ratios. However, downside performance risk has
increased, as the recent spike in inflation may put pressure on
household financing, especially for more vulnerable borrowers like
self-employed individuals.

The portfolios carry larger than average exposures to self-employed
borrowers, of 28% and 22% of the portfolio balance for RG1 and R10,
respectively. These are considered riskier than loans granted to
third-party employed borrowers and are subject to a foreclosure
frequency (FF) adjustment of 170%, in line with Fitch's criteria.
Moreover, the securitised pools are exposed to geographical
concentration in the region of Valencia, and Fitch applies higher
rating multiples to the base FF assumption to the portion of the
portfolios that exceed two and a half times the population within
this region, in line with its European RMBS rating criteria.

CE Trends: The rating actions reflect Fitch's view that credit
enhancement (CE) ratios will continue increasing in the short to
medium term, able to compensate the credit and cash flow stresses
defined for the corresponding rating scenarios. For RG1, CE build
up is driven by the mandatory sequential paydown of the liabilities
that takes place until the final maturity date in line with
transaction documentation as its portfolio factor is less than 10%
(currently around 9.8%). For R10, CE is also expected to increase
but at a slower pace, considering the pro-rata paydown of
liabilities and the non-amortising reserve fund. CE build up will
accelerate when the notes amortisation switches to fully
sequential, to be activated when the pool factor of 22% falls below
10%.

Rating Caps Due to Counterparty Risks: R10 notes' maximum
achievable rating remains capped at 'A+sf' due to the contractually
defined transaction account bank (TAB) minimum eligibility rating
thresholds of 'BBB+' and 'F2', which are not compatible with 'AAsf'
or 'AAAsf' rating categories as per Fitch's Counterparty Criteria.

Additionally, R10's class B and RG1's class D ratings are capped at
the TAB provider deposit rating (Societe Generale S.A., deposit
rating 'A') as the cash reserves held at this entity represent the
main source of structural CE for these notes. The rating cap
reflects the excessive counterparty dependence on the TAB holding
the cash reserves, in accordance with Fitch's Structured Finance
and Covered Bonds Counterparty Rating Criteria. For R10, this
assessment also considers the very low borrower count left in the
pool at the tail.

RATING SENSITIVITIES

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

For senior notes rated at 'AAAsf', a downgrade of Spain's Long-Term
Issuer Default Rating (IDR) that could decrease the maximum
achievable rating for Spanish structured finance transactions. This
is because these notes are rated at the maximum achievable rating,
six notches above the sovereign IDR.

For RG1's class D notes and R10's class B notes, a downgrade of the
TAB provider's deposit rating, as the notes' ratings are capped at
the bank's ratings due to excessive counterparty risk exposure.

Long-term asset performance deterioration such as increased
delinquencies or larger defaults, which could be driven by adverse
changes to macroeconomic conditions, interest-rate increases or
borrower behaviour. Higher inflation, larger unemployment and lower
economic growth than Fitch's current forecast as disclosed in the
Global Economic Outlook - March 2022 could impact the borrowers'
ability to pay their mortgage debt.

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

The 'AAAsf' rated notes are already at the highest level on Fitch's
scale and cannot be upgraded.

For mezzanine and junior notes, CE ratios increase as the
transactions deleverage, able to fully compensate the credit losses
and cash flow stresses commensurate with higher rating scenarios,
all else being equal.

For RG1's class D notes and R10's class B notes, an upgrade of the
TAB provider's deposit rating, as the notes' ratings are capped at
the bank's ratings due to excessive counterparty risk exposure.

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.

VALENCIA HIPOTECARIO 3: Fitch Affirms 'CCC' Rating on Class D Debt
------------------------------------------------------------------
Fitch Ratings has taken multiple rating actions on two Valencia
RMBS transactions in Spain, including the upgrade of one tranche
and affirming the rest. All Outlooks are Stable.

   DEBT                   RATING                 PRIOR
   ----                   ------                 -----
Valencia Hipotecario 3, FTA

Class A2 ES0382746016    LT AAAsf    Affirmed    AAAsf
Class B ES0382746024     LT A+sf     Affirmed    A+sf
Class C ES0382746032     LT Asf      Affirmed    Asf
Class D ES0382746040     LT CCCsf    Affirmed    CCCsf

Valencia Hipotecario 2, FTH

Series A ES0382745000    LT AAAsf    Affirmed    AAAsf
Series B ES0382745018    LT AAAsf    Upgrade     AA+sf
Series C ES0382745026    LT A+sf     Affirmed    A+sf
Series D ES0382745034    LT CCCsf    Affirmed    CCCsf

TRANSACTION SUMMARY

The transactions comprise fully amortising Spanish residential
mortgages serviced by Caixabank, S.A. (BBB+/Stable/ F2).

KEY RATING DRIVERS

Stable Performance Expectation: The rating actions reflect Fitch's
expectation of broadly stable asset performance for the securitised
portfolios, supported by a low share of loans in arrears over 90
days (below 0.9% of the current portfolio balance as of the latest
reporting dates in both cases), very high portfolio seasoning of
more than 16 years and low current loan-to-value ratios.

Positive Credit Enhancement Trend: The rating actions also reflect
Fitch's view that credit enhancement (CE) ratios will continue
increasing in the short-to-medium term, which will be sufficient to
compensate the credit-and-cash-flow stresses defined for the
corresponding rating scenarios. For Valencia 2, this is driven by
the mandatory sequential paydown of the liabilities that takes
place until the final maturity date in line with transaction
documentation as its portfolio factor -defined as the outstanding
portfolio balance as a share of initial asset balance - is less
than 10% (currently around 9%).

For Valencia 3, CE is also expected to increase but at a slower
pace considering its pro-rata paydown of liabilities and a
non-amortising reserve fund. CE build-up will accelerate when the
note amortisation switches to fully sequential, upon the portfolio
factor falling below 10% (currently at 15%).

Ratings Capped by Counterparty Risks: Valencia 2 class C notes'
rating is capped at the transaction account bank (TAB) provider's
rating (Barclays Bank Plc (A+/Sta/F1)). The rating cap reflects the
excessive counterparty dependence on the TAB holding cash reserves
that are the main source of CE for this tranche.

Payment Interruption Risk Mitiaged: Fitch deems payment
interruption risk (PiR) on the notes sufficiently mitigated in both
transactions in the event of a servicer disruption. Fitch deems the
available liquidity protection (cash reserves that could be
depleted by losses) as sufficient to cover stressed senior fees,
net swap payments and senior note interest due amounts during a
minimum three month-period while an alternative servicer
arrangement is being implemented.

Geographical Concentration in Valencian Region: The securitised
portfolios are exposed to the Region of Valencia, where
approximately 65% and 70% of Valencia 2 and Valencia 3 current
portfolio balance is located. Within Fitch's credit analysis, and
to address regional concentration risk, higher rating multiples are
applied to the base foreclosure frequency assumption to the portion
of the portfolios that exceeds 2.5x the population within this
region, in line with Fitch´s European RMBS Rating Criteria.

RATING SENSITIVITIES

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

-- For note ratings already at 'AAAsf', a downgrade of Spain's
    Long-Term Issuer Default Rating (IDR) that could decrease the
    maximum achievable rating for Spanish structured finance
    transactions. This is because these notes are rated at the
    maximum achievable rating, six notches above the sovereign
    IDR.

-- For Valencia 2 class C tranche, a downgrade of the TAB's
    rating as the notes' rating is capped at the bank's rating due

    to excessive counterparty risk exposure.

-- Long-term asset performance deterioration, such as increased
    delinquencies or larger defaults, which could be driven by
    adverse changes to macroeconomic conditions, interest-rate
    increases or adverse borrower behaviour. Higher inflation,
    larger unemployment and lower economic growth than Fitch's
    current forecast as disclosed in the Global Economic Outlook
    (March 2022) could affect the borrowers' ability to pay their
    mortgage debt.

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

-- The note ratings already at 'AAAsf' are the highest level on
    Fitch's scale and therefore cannot be upgraded;

-- For mezzanine tranches, a sustained CE ratio increase as the
    transaction deleverages to fully compensate the credit losses
    and cash flow stresses commensurate with higher rating
    scenarios, all else being equal;

-- For Valencia 2 class C tranche, an upgrade of the TAB's
    rating.

BEST/WORST CASE RATING SCENARIO

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

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

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

DATA ADEQUACY

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

Fitch did not undertake a review of the information provided about
the underlying asset pools ahead of the transactions' initial
closing. The subsequent performance of the transactions over the
years is consistent with the agency's expectations given the
operating environment and Fitch is therefore satisfied that the
asset pool information relied upon for its initial rating analysis
was adequately reliable.

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

ESG CONSIDERATIONS

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




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

MEGABANK: Declared Insolvent by Central Bank
--------------------------------------------
Reuters reports that Ukraine's central bank on June 3 said in a
statement that it had recognised Kharkiv's Megabank as insolvent,
citing lending practices at the bank ahead of the war.

According to Reuters, the bank, which reported shareholder capital
of UAH823.7 million (US$28.16 million) last June, is 11.3% owned by
the European Bank for Reconstruction and Development and 11.3% by
Germany's KfW.




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

BLACKROCK EUROPEAN XIII: Fitch Assigns 'B-' Rating on Class F Debt
------------------------------------------------------------------
Fitch Ratings has assigned BlackRock European CLO XIII DAC final
ratings.

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

A -1 XS2459520230     LT AAAsf    New Rating    AAA(EXP)sf
A -2 XS2468318238     LT AAAsf    New Rating    AAA(EXP)sf
B XS2459520404        LT AAsf     New Rating    AA(EXP)sf
C XS2459520826        LT Asf      New Rating    A(EXP)sf
D XS2459521121        LT BBB-sf   New Rating    BBB-(EXP)sf
E XS2459521477        LT BB-sf    New Rating    BB-(EXP)sf
F XS2459521634        LT B-sf     New Rating    B-(EXP)sf
Subordinated Notes    LT NRsf     New Rating    NR(EXP)sf
XS2459521808

TRANSACTION SUMMARY

BlackRock European CLO XIII DAC is a securitisation of mainly
senior secured obligations (at least 90%) with a component of
senior unsecured, mezzanine, second-lien loans and high-yield
bonds. Note proceeds are being used to purchase a portfolio with a
target par of EUR400 million. The portfolio is actively managed by
BlackRock Investment Management (UK) Limited (BlackRock). The
collateralised loan obligation (CLO) has a 4.4-year reinvestment
period and an 8.5-year weighted average life (WAL).

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch places the
average credit quality of obligors at B'/'B-'. The Fitch-calculated
weighted average rating factor (WARF) of the identified portfolio
is 25.

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-calculated
weighted average recovery rate (WARR) of the identified portfolio
is 63.2%.

Diversified Asset Portfolio (Positive): The transaction has a
concentration limit for the 10-largest obligors of 22.5%. 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 the asset portfolio
will not be exposed to excessive concentration.

Portfolio Management (Neutral): The transaction has a 4.4-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.

The transaction includes two Fitch matrices, one effective at
closing and the other one, one year after closing. The other one
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.

Cash Flow Modelling (Positive): The WAL used for the transaction's
stressed-case portfolio analysis was reduced by 12 months. This
reduction to the risk horizon accounts for the strict reinvestment
conditions envisaged after the reinvestment period. These include
passing the coverage tests and the Fitch 'CCC' maximum limit and a
WAL covenant that progressively steps down over time, the latter
both before and after the end of the reinvestment period.

RATING SENSITIVITIES

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

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

Downgrades may occur if the 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 four notches across the structure, except for 'AAAsf'
rated 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.


CARZAM: Enters Administration Following Voluntary Receivership
--------------------------------------------------------------
Jamie Nimmo at The Times reports that used-car dealer Carzam has
collapsed just 18 months after its launch, in a sign that the
online car boom has crashed.

The Peterborough firm, co-founded by Big Motoring World boss Peter
Waddell, has appointed administrators at Smith & Williamson after
it entered voluntary receivership on June 5, The Times relates.

It comes just six months after Carzam said it had raised GBP112
million from a New York fund, The Times notes.  That is understood
to have been Davidson Kempner, the hedge fund, and with the money
taking the form of debt rather than equity, The Times states.

Carzam was set up with a similar plan to its other newly
established rivals, Cazoo and Cinch.  They claimed to be shaking up
a market where customers visit showrooms and test-drive cars before
buying, according to The Times.


FINSBURY SQUARE 2019-2: Fitch Affirms 'CCC' Rating on Class F Debt
------------------------------------------------------------------
Fitch Ratings has upgraded 10 tranches of Finsbury Square 2019-2
(FSQ 19-2), Finsbury Square 2019-3 (FSQ 19-3), Finsbury Square
2020-1 (FSQ 20-1) and Finsbury Square 2020-2 (FSQ 20-2). The Under
Criteria Observation assigned to a number of the notes in each
transaction has been removed. The remaining notes have been
affirmed, as detailed below.

   DEBT           RATING                  PRIOR
   ----           ------                  -----
Finsbury Square 2019-2 PLC

A XS2021448886    LT AAAsf    Affirmed    AAAsf
B XS2021449421    LT AAAsf    Upgrade     AA+sf
C XS2021449694    LT A+sf     Affirmed    A+sf
D XS2021449777    LT A+sf     Upgrade     Asf
E XS2021449850    LT A+sf     Upgrade     BBB+sf
F XS2021449934    LT CCCsf    Affirmed    CCCsf

Finsbury Square 2019-3 PLC

A XS2053549056    LT AAAsf    Affirmed    AAAsf
B XS2053549130    LT AAAsf    Upgrade     AA+sf
C XS2053549304    LT A+sf     Affirmed    A+sf
D XS2053549569    LT A+sf     Upgrade     Asf
E XS2053549643    LT A+sf     Upgrade     A-sf
F XS2053549726    LT CCCsf    Affirmed    CCCsf

Finsbury Square 2020-1 PLC

A XS2105015502    LT AAAsf    Affirmed    AAAsf
B XS2105015338    LT AAAsf    Upgrade     AAsf
C XS2105014950    LT A+sf     Affirmed    A+sf
D XS2105014794    LT A+sf     Affirmed    A+sf
E XS2105014281    LT CCCsf    Affirmed    CCCsf

Finsbury Square 2020-2 PLC

A XS2190195649    LT AAAsf    Affirmed    AAAsf
B XS2190195722    LT AAAsf    Upgrade     AAsf
C XS2190195995    LT A+sf     Affirmed    A+sf
D XS2190196027    LT A+sf     Upgrade     A-sf
E XS2190196290    LT A-sf     Upgrade     BB+sf
F XS2190196373    LT CCCsf    Affirmed    CCCsf

TRANSACTION SUMMARY

The transactions are securitisations of prime owner-occupied (OO)
and buy-to-let (BTL) mortgages originated by Kensington Mortgage
Company in the UK.

KEY RATING DRIVERS

Updated UK RMBS Criteria: Fitch updated its UK RMBS Rating Criteria
on May 23, 2022. Fitch updated its sustainable house price for each
of the 12 UK regions. The changes increased the multiple for all
regions other than North East and Northern Ireland, updated house
price indexation and updated gross disposable household income. The
sustainable house price is now higher in all regions except
Northern Ireland. This has a positive impact on recovery rates (RR)
and consequently Fitch's expected loss in UK RMBS transactions.

The updated criteria contributed to the rating actions.

Increasing Credit Enhancement: Credit enhancement (CE) has
increased since the last rating actions in all four transactions
due to sequential amortisation and the non-amortising reserve
funds. The increased CE contributed to the rating actions.

Liquidity Access Constrains Junior Notes' Ratings: Only the class A
and B notes in each transaction are able to access the liquidity
reserve. Fitch requires all 'AAsf' category rated notes and above
to be able to withstand a payment interruption event. The liquidity
provisions are insufficient for the class C notes and junior notes
in each transaction to achieve a rating above 'A+sf'.

RATING SENSITIVITIES

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

A deterioration in asset performance due to the increased cost of
living and energy prices in the UK could result in Fitch taking
negative rating action on the notes.

The transactions' performance may be affected by changes in market
conditions and economic environment. Weakening economic performance
is strongly correlated with increasing levels of delinquencies and
defaults that could reduce CE available to the notes.

Additionally, unanticipated declines in recoveries could also
result in lower net proceeds, which may make certain notes
susceptible to potential negative rating action depending on the
extent of the decline in recoveries. Fitch conducts sensitivity
analyses by stressing both a transaction's base-case foreclosure
frequency (FF) and RR assumptions, and examining the rating
implications on all classes of issued notes. Fitch tested a 15%
increase in the weighted average (WA) FF and a 15% decrease in the
WARR. The results indicate no adverse impact in FSQ 19-2, FSQ 19-3,
FSQ 20-1 and up to a one-notch adverse rating impact in FSQ 20-2.

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

Stable to improved asset performance driven by stable delinquencies
and defaults would lead to increasing CE levels and potential
upgrades. Fitch tested an additional rating sensitivity scenario by
applying a decrease in the FF of 15% and an increase in the RR of
15%. The ratings on the subordinated notes could be upgraded by up
to two notches in FSQ 20-2. There is no rating impact on FSQ 19-2,
FSQ 19-3 and FSQ 20-1.

BEST/WORST CASE RATING SCENARIO

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

USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
itch in relation to this rating action.

DATA ADEQUACY

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

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

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

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

ESG CONSIDERATIONS

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


JAW DIGITAL: Goes Into Liquidation, Owes More Than GBP200,000
-------------------------------------------------------------
Jon Robinson at BusinessLive reports that JAW Digital has entered
liquidation, owning more than GBP200,000 to its creditors.

Wayne Berry, who established JAW Digital in Altrincham in 2014,
said the business started to fail after its income went from
GBP35,000 a month to GBP10,000 "in a matter of weeks" at the start
of the Covid-19 pandemic, BusinessLive relates.

According to BusinessLive, he added that he invested GBP30,000 of
his own savings in a bid to save the company which was also hit by
a "devastating flood" and major clients going into liquidation.

Dow Schofield Watts was appointed as the liquidator on May 30,
BusinessLive relays, citing documents filed with Companies House.
The documents also show the business owed more than GBP206,000 to
creditors, BusinessLive notes.


MARSTON'S ISSUER: Fitch Affirms 'BB-' Rating on Class B Notes
-------------------------------------------------------------
Fitch Ratings has affirmed Marston's Issuer Plc's (Marston's) class
A and B notes at 'BB+' and 'BB-', respectively. The Rating Outlooks
are Negative.

   DEBT                           RATING                PRIOR
   ----                           ------                -----
Marston's Issuer PLC

Marston's Issuer PLC/Debt/1 LT    LT BB+    Affirmed    BB+
Marston's Issuer PLC/Debt/3 LT    LT BB-    Affirmed    BB-

RATING RATIONALE

The ratings reflect the progress on the transformation of Marston's
estate, with an improved quality of tenanted and franchise pubs and
a stable managed estate. The debt structure is robust and benefits
from the standard whole business securitisation (WBS) legal and
structural features and a comprehensive covenant package.

The Fitch rating case (FRC) free cash flow debt service coverage
ratios (FCF DSCRs) to legal final maturity, at 1.2x for class A and
1.1x for class B, are at the border line of the downgrade
sensitivity, leaving no headroom for further weakening before any
downgrade.

The Negative Outlooks reflect the limited headroom against the
notes' downgrade triggers and signal the susceptibility of the
ratings to a potentially challenging trading environment due to
inflationary pressures and falling real disposable income.

KEY RATING DRIVERS

Sector in 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 showed significant weakness
even prior to the pandemic.

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 ongoing 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

Hybrid Managed/Tenanted Model: Company Profile - Midrange

Marston's Plc is one of the large operators of pubs and bars in the
UK, operating nearly 1,500 pubs and bars across the country. After
selling its brewing business to form a joint venture with Carlsberg
UK, Marston's Plc is now a more focused pub operator. The disposal
of the brewing business brought Marston's Plc around GBP 228
million at the beginning of 2021, which significantly helped the
group's liquidity. The company's securitised perimeter consists of
943 tenanted and managed pubs across the UK. The management team is
experienced and has been stable, despite the appointment of a new
CEO in October 2021.

Fitch considers Marston's asset quality adequate and in line with
its peers; the company has been spending higher than covenant level
maintenance capex in the past. Information shared by the company is
adequate.

Sub-KRDs: Financial Performance: Midrange; Company Operations:
Midrange; Transparency: Midrange;

Dependence on Operator: Midrange; Asset Quality: Midrange

Standard WBS Structure with Junior Back-Ended Amortisation: Debt
Structure - Midrange

All debt is fully amortising on a fixed schedule, eliminating
refinancing risk. The class A notes benefit from deferability of
the junior class B notes. Amortisation of the class B notes is
back-ended, and their interest-only period is substantial. Both
classes of notes are either fixed rate or fully hedged. The
security package is strong with comprehensive first-ranking fixed
and floating charges over borrower assets. Class A is the senior
ranking controlling creditor, with the class B lower ranking,
resulting in a 'midrange' assessment.

All standard WBS legal and structural features are present, and the
covenant package is comprehensive. The restricted payment condition
levels are standard, with 1.5x EBITDA DSCR and 1.3x FCF DSCR. The
liquidity facility is covenanted at 18 months' peak debt service.
All counterparties' ratings are at or above the rating of the
highest-rated notes. The issuer is an orphan bankruptcy-remote
special-purpose vehicle.

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

PEER GROUP

Marston's closest peers are hybrid pubco (managed and tenanted)
securitisations, such as Greene King Finance Plc and Spirit Issuer
Plc, and managed pubco securitisations such as Mitchells & Butlers
Finance Plc. Marston's managed and tenanted pubs generate roughly
equal EBITDA as of April 2022, which is less favourable as Fitch
considers a higher proportion of managed pubs to be a stronger
feature due to managed pubs having greater transparency and
control. Other hybrid pubco peer Greene King generates more than
70% through managed pubs, while Spirit generates around 66%. The
contribution per pub in managed and tenanted estate of Marston's is
slightly lower compared with peers.

RATING SENSITIVITIES

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

Deterioration of the FRC-projected profile FCF DSCRs to
substantially below 1.2 x for the class A notes and 1.1x for the
class B notes could result in negative rating action.


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

An improved cash generation supporting a sustained improvement in
credit metrics could lead to the Outlook being revised 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

The transaction is a securitisation of both managed and tenanted
pubs operated by Marston's comprising 269 managed pubs and 674
tenanted pubs as at April 2022.

CREDIT UPDATE

Marston's securitisation revenues in FY21 were about 50% below
pre-pandemic levels as a result of restricted operations imposed by
the government to contain COVID-19. In the first months of 2021,
trading was fully suspended, with a gradual reopening from April
2021. During the summer months, trading showed signs of a more
sustained recovery. Despite the emergence of Omicron at the end of
2021, Marston's sales in 4Q21 were around GBP 96 million, close to
90% of pre-pandemic levels in the same period.

Sales in early 2022 have reached around 93% of 2019 levels in the
same period, amidst an inflationary environment that squeezes
customers' disposable income. Wet-led pubs are leading revenues,
and Marston's is re-designing its food offer with a simplified menu
in an effort to bring costs down and pass the price increases to
end-customers while not compromising guest satisfaction.

The current inflationary pressures represent recovery challenges,
given the pub sector's sensitivity to consumer discretionary
spending, and this may challenge the sector's margins. 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. Positively, Marston's
gas-related expenses are hedged until April 2023. However, it is
exposed to electricity costs rises.

As of March 2022, Marston's had GBP 13 million cash and GBP 100
million of available 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. Fitch assumes EBITDA CAGR between 2025 and
2036 of 0.6%.

Under 2021 FRC, the FCF DSCRs for the class A and B notes remain at
1.2x and 1.1x level.

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.


RUTHERFORD HEALTH: Directors Opt to Wind Up Business
----------------------------------------------------
Laurence Kilgannon at Insider Media reports that the directors of
Rutherford Health, a private oncology provider with sites across
the UK, have resolved to take steps to wind-up the company and
appoint the official receiver as liquidator, investor Schroder UK
Public Private Trust has announced.

Rutherford Health was established in 2015 and has been building a
network of oncology centres.  Its first centre in South Wales was
the first in the UK to offer and treat with high energy proton beam
therapy.

In addition, each centre also offers radiotherapy, chemotherapy,
immunotherapy, diagnostic imaging and supportive care services.

According to Insider Media, a number of factors were said to have
contributed to the decision to place the group into liquidation,
including the impact on patient volume as a result of the Covid-19
pandemic and the heavy investment made in building the Rutherford
network.

The group said it had made efforts to increase patient flow by
offering the NHS a not-for-profit national contract in addition to
existing local contracts but this was not taken up, Insider Media
relates.

"Since assuming portfolio management of the company, the Schroders
team has spent a significant amount of time working with Rutherford
to improve its financial situation and operational performance, but
regrettably today's sad announcement could not be avoided," Insider
Media quotes Tim Creed and Roger Doig, portfolio managers of
Schroder UK Public Private Trust, as saying.

"While there were a number of factors contributing to Rutherford's
failure, the flawed expansion strategy pursued by the company in
the initial development phase from 2015 to 2019 laid the ground for
an ultimately unsustainable funding need.

"Over GBP240 million was spent in developing four oncology therapy
centres with a significant amount of the capital expenditure spent
on the site requirements and the equipment required to offer proton
beam therapy.  While there is rising evidence that proton therapy
is a better clinical option for many patients, it remains a service
which still has very limited reimbursement in the UK."

"Building and operating four centres led to a high and
unsustainable cash burn which ultimately resulted in the
announcement as Rutherford has been unable to attract sufficient
new funding to continue trading."

Schroder UK Public Private Trust said its holding in Rutherford was
valued at GBP22.8 million as at March 31, 2022, Insider Media
notes.

As it is uncertain if the liquidation process will result in
proceeds for Schroder UK Public Private Trust, its alternative
investment fund manager will write-off the book value of the
holding, Insider Media discloses.



                           *********


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

Troubled Company Reporter-Europe is a daily newsletter co-
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Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
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Editors.

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

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