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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

          Friday, July 1, 2022, Vol. 23, No. 125

                           Headlines



C R O A T I A

HRVATSKA ELEKTROPRIVREDA: Moody's Reviews Ba1 CFR for Upgrade


F R A N C E

NORIA 2021: Fitch Affirms B+ Rating on Class F Notes


G E R M A N Y

GRUNENTHAL PHARMA: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
UNIPER: Germany in Bailout Talks After Russia Cuts Gas Supplies


I R E L A N D

BMR SLENDERTONE: High Court Appoints Provisional Liquidator
CLARIOS GLOBAL: Fitch Affirms LongTerm IDR at 'B+', Outlook Stable


L U X E M B O U R G

ALTISOURCE PORTFOLIO: Egan-Jones Retains CCC+ Sr. Unsec. Ratings


M A L T A

MELITA LIMITED: Moody's Assigns B2 CFR & Hikes Secured Loans to B2


N E T H E R L A N D S

SPECIALTY CHEMICALS: Moody's Withdraws B1 Corporate Family Rating


R O M A N I A

OLTCHIM: EU Commissions Closes Investigation Into State Aid


S P A I N

REPSOL SA: Egan-Jones Retains BB+ Senior Unsecured Ratings


S W E D E N

ARISE AB: Egan-Jones Retains BB Senior Unsecured Ratings


S W I T Z E R L A N D

TRANSOCEAN LTD: Egan-Jones Retains CCC- Senior Unsecured Ratings


U N I T E D   K I N G D O M

888 HOLDINGS: Moody's Assigns First Time 'B1' Corp. Family Rating
AIM ALTITUDE: AVIC Buys Business Out of Administration
BRYMOR CONSTRUCTION: Intends to Appoint Administrators
POUNDSTRETCHER: Posts Profit of GBP88MM in 2021 Following CVA


X X X X X X X X

[*] BOOK REVIEW: Bankruptcy and Secured Lending in Cyberspace

                           - - - - -


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C R O A T I A
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HRVATSKA ELEKTROPRIVREDA: Moody's Reviews Ba1 CFR for Upgrade
-------------------------------------------------------------
Moody's Investors Service has placed on review for upgrade Hrvatska
Elektroprivreda d.d.'s (HEP) Ba1 long-term corporate family rating,
the Ba1-PD probability of default rating, and the Ba1 senior
unsecured debt rating. The outlook has been changed to ratings
under review from stable. At the same time, Moody's affirmed HEP's
ba1 Baseline Credit Assessment (BCA).

RATINGS RATIONALE

The rating action follows Moody's placement on review of the Ba1
long-term rating of the Government of Croatia and the concurrent
change in outlook to ratings under review from stable on June 24,
2022.

The review for upgrade of HEP's ratings reflects the fact that
HEP's current ratings are aligned with the sovereign rating of the
Government of Croatia and are likely to be upgraded if the rating
of the Government of Croatia is upgraded. This in turn reflects the
strong linkages between the rating of HEP and the sovereign credit
quality given the 100% ownership of HEP by the Government of
Croatia and HEP's dominant position in the country's electricity
market. The affirmation of the BCA, which is currently constrained
by the sovereign rating, reflects the strong stand-alone credit
profile of HEP, expressed by its track record of consistently
strong leverage metrics, measured as funds from operations (FFO) to
net debt of well over 100% on a regular basis.  

HEP is the vertically integrated incumbent in the Croatian
electricity market and holds a leading position as supplier with
around 90% market share and is the largest producer of electricity
in the country, underpinned by a favourable generation mix, with a
high share of low-cost and low-carbon hydro and nuclear output. Its
earnings, measured as EBITDA, incorporate a contribution of around
50% from lower risk regulated electricity distribution and
transmission activities. Moderate capital investments and a
flexible dividend policy, aligned to its net profit, support the
company's strong financial profile.

HEP's credit quality is constrained by a lack of geographical
diversification; a structural short position of own generation
against retail supply, leading to electricity wholesale price
exposure; a regulatory framework that is less transparent and
predictable than for Western European peers; and very low or even
negative returns in some smaller business segments, such as
district heating and gas retail and distribution.

HEP falls under Moody's Government-Related Issuers Methodology. The
Ba1 rating incorporates  HEP's BCA of ba1; its 100% ownership by
the Croatian government (Ba1 on review for upgrade); the strong
likelihood of extraordinary support in case of financial distress;
and high default dependence, reflecting the company's strong
domestic focus with around 90% of sales emanating from Croatia.

The review of HEP's ratings will incorporate (1) the outcome of the
review of the sovereign rating of the Government of Croatia and (2)
Moody's expectations for HEP's stand-alone credit profile against
the backdrop of elevated high energy and commodity prices,
including affordability concerns, and the company's planned
investment program.

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

HEP's ratings could be upgraded if the sovereign rating is
upgraded. Conversely, the ratings could be confirmed if the
sovereign rating was confirmed.

Given the review for upgrade, a downgrade of HEP's ratings is
unlikely. HEP's ratings could be downgraded if the sovereign rating
was confirmed and HEP's BCA were to weaken materially; or if there
was a significant adverse change to Moody's assumptions of support
provided by the Croatian government to HEP in case of financial
distress.

The methodologies used in these ratings were Unregulated Utilities
and Unregulated Power Companies published in May 2017.

Headquartered in Zagreb, Croatia, HEP is the parent company for
Croatia's incumbent vertically-integrated utility group. HEP
operates across three main segments: (1) electricity generation,
transmission, distribution and supply; (2) district heating
generation, distribution and supply; as well as (3) natural gas
distribution and supply. The legally and operationally separate
power transmission subsidiary, HOPS d.o.o., is part of the
consolidated group. For the financial year 2021, HEP reported total
revenues of HRK15,970 million (around EUR2,120 million) and an
operating profit (EBIT) of HRK1,169 million (around EUR155
million).




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F R A N C E
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NORIA 2021: Fitch Affirms B+ Rating on Class F Notes
----------------------------------------------------
Fitch Ratings has affirmed Noria 2021's notes.

   DEBT              RATING                  PRIOR
   ----              ------                  -----
Noria 2021

A FR00140048R4    LT    AAAsf    Affirmed    AAAsf

B FR00140048S2    LT    AAsf     Affirmed    AAsf

C FR00140048T0    LT    Asf      Affirmed    Asf

D FR00140048U8    LT    BBBsf    Affirmed    BBBsf

E FR00140048O1    LT    BB+sf    Affirmed    BB+sf

F FR00140048P8    LT    B+sf     Affirmed    B+sf

TRANSACTION SUMMARY

Noria 2021 is an 11-month revolving securitisation of French
unsecured consumer loans originated in France by BNP Paribas
Personal Finance (BNPP PF). The securitised portfolio consists of
personal, debt consolidation and sales finance loans granted to
individuals. All loans bear a fixed interest rate and are
amortising with constant instalments. The transaction is expected
to begin amortising in July 2022.

KEY RATING DRIVERS

Revised Assumptions: Fitch has been provided with updated
historical data that filters loans that have at least one monthly
payment made. The updated data show a better default performance
and since the eligibility criteria allows loans with at least three
months of seasoning to be sold to the issuer, Fitch has reduced its
default base cases as follows:

Personal loans and debt consolidation loans: 6.0% vs 6.5% at
closing in July 2021

Sales finance loans: 3.0% vs 4.0% at closing

Due to the reduced default base case, the 'AAA' multiple has been
increased to 5.00x for personal loans and debt consolidation loans
(from 4.75x closing) and to 5.50x for sales finance loans (from
5.25x at closing).

Stable Asset Performance: The affirmation reflects the stable
performance since closing. The transaction's defaults have been
within Fitch's updated expectations. The cumulative defaults level
(based on total assets purchased) was 0.6% as of the end-April
2022. Delinquencies have remained stable and low since closing.
Three-month plus arrears (excluding defaults) were only 0.2% as of
end-April 2022.

Stable Credit Enhancement: Credit enhancement has remained stable
since closing for all notes. The transaction will start amortising
in July as expected. No early amortisation triggers have been
breached and no accelerated amortisation event has occurred.

RATING SENSITIVITIES

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

Expected impact on the notes' ratings of increased defaults and
decreased recoveries (class A/B/C/D/E/F)

Increase base case defaults by 10%, reduce recovery rate by 10%:
'AA+sf'/'A+sf'/'A-sf'/'BBB-sf'/'BBsf'/'Bsf'

Increase base case defaults by 25%, reduce recovery rate by 25%:
'AAsf'/'A+sf'/'BBB+sf'/'BB+sf'/'B+sf'/'CCCsf'

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

Expected impact on the notes' ratings of decreased defaults and
increased recoveries (class A/B/C/D/E/F)

Decrease base case defaults by 25%, increase recovery rate by
25%:'AAAsf'/'AAAsf'/'A+sf' /'Asf'/'BBBsf'/'BB+sf'

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

Noria 2021

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

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

Prior to the transaction 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 transaction 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.




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

GRUNENTHAL PHARMA: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has affirmed Grunenthal Pharma GmbH & Co.
Kommanditgesellschaft's (Grunenthal) Long-Term Issuer Default
Rating (IDR) at 'BB' with Stable Outlook.

The 'BB' IDR of Grunenthal reflects its niche position and
concentrated product portfolio, making it heavily reliant on the
commercial success of individual drugs. Rating strengths are its
cash-generative operations, and effective management of its organic
portfolio decline with mid-to-larger scale acquisitions of
established cash-generative drugs with low integration risk.

The Stable Outlook reflects Fitch's expectation of a disciplined
approach to acquisitions and adherence to a conservative internal
financial policy leading to gross debt/EBITDA remaining below 3.5x,
which is consistent with the rating.

KEY RATING DRIVERS

Integrated Business Model, Repositioning Underway: Grunenthal
benefits from an integrated business model with international
manufacturing and distribution capabilities. It has a good mix of
mature and growth drugs, as well as patented and generic drugs,
leading to adequate EBITDA margins estimated at over 20% in the
medium term.

Grunenthal is repositioning away from R&D or capex-intensive
projects with uncertain prospects for commercial success, and
towards acquisition of cash-generative lower-risk drug rights and
leveraging on its own manufacturing and distribution networks. It
is a strategy that has so far been well-executed and will help
mitigate operating pressures.

Commitment to Conservative Financial Policy: The rating is
predicated on Grunenthal's adherence to its stated financial
policies, covenanted leverage and deleveraging, particularly after
any debt-funded M&A. Unlike sponsor-backed leveraged buyouts with
an opportunistic financial approach, Fitch takes the commitment of
Grunenthal's founding-family shareholders into account, as
reflected in their net debt/EBITDA target of below 2.5x. Departure
from the stated target leverage would signal an increased risk
appetite and put the ratings under pressure.

Adherence to Disciplined M&A: Fitch stresses the importance of
Grunenthal's disciplined selection of M&A targets, including
acquisition economics and asset integration, especially in light of
increasing competition from off-patent branded pharmaceuticals,
rising asset valuations and cost of capital. Fitch assumes new
products will complement Grunenthal's therapeutic competences and
be compatible with its manufacturing and commercial franchises with
low integration risks. Fitch deems its acquisition economics with
enterprise value (EV)/EBITDA of up to 6.0x with non-dilutive
profitability contribution to sustain Grunenthal's projected EBITDA
margins at around 23% as reasonable.

Cash-Generative Operations: The ratings are supported by
cash-generative operations given Grunenthal's focus on established
branded products. The combination of gradually declining but
predictable sales and targeted product acquisitions support annual
EBITDA of around EUR310 million through 2025, leading to high and
broadly stable funds from operations (FFO) margins estimated at
16%. The company further benefits from contained capex needs of
2%-4% of sales, in turn supporting free cash flow (FCF) margins in
the high single-digits to low-teens.

Concentrated Product Portfolio: Operating risks have a high rating
influence, particularly given the uneven revenue pattern of
Grunenthal's existing portfolio, which is supported by product
acquisitions to mitigate generic market pressures. Despite its
multi-regional presence, its smaller scale than peers' and
concentrated product portfolio make it heavily reliant on the
commercial success of individual drugs that can lead to volatile
underlying revenue and operating profitability.

Acquisitions Key to Growth: Cost- and product-lifecycle management
have materially contributed to stabilising Grunenthal's operating
performance in the past three years, leading to a sustained
improvement of its EBITDA margin to 23%. The addition of
cash-generative and margin-accretive new drugs has provided a
medium-term boost to Grunenthal's operations. Consequently, Fitch
views M&A as critical to sustaining its operations to ensure
consistent revenue, earnings and cash flows.

Contained Execution and Operational Risks: Grunenthal's organic
portfolio management is supplemented by selected drug-rights
additions, which carries lower execution risk and requires fewer
resources than the acquisition of businesses with manufacturing
assets and commercial networks.

Given the possible entry of substitute products for Grunenthal's
main product, Palexia, Fitch's rating case conservatively assumes
sales attrition from 2023, while also excluding any R&D-enabled
operating contribution. This, together with assumed continuous
organic revenue, limits the extent of further material operating
risks, including cash flow risk.

DERIVATION SUMMARY

Fitch rates Grunenthal using its Ratings Navigator for
Pharmaceutical Companies. Grunenthal is rated above asset-light
scalable specialist pharmaceutical companies focused on lifecycle
management of off-patent branded and generic drugs such as
CHEPLAPHARM Arzneimittel GmbH (Cheplapharm; B+/Stable), Pharmanovia
Bidco Limited (Atnahs; B+/Stable) and Cidron Aida Bidco Limited
(B/Stable).

Its rating is also higher than asset-intensive pharmaceutical
companies such as Roar BidCo AB (B/Positive), European Medco
Development 3 S.a.r.l. (B/Stable), Financiere Top Mendel SAS
(B/Stable) and Nidda Bondco GmbH (B/Negative), due mainly to its
much lower debt/EBITDA below 3.5x versus Cheplapharm's and Atnahs'
5.0x, and other peers' 6.0x-9.0x. Its stronger leverage profile is
embedded in Grunenthal's considerably more conservative financial
policy and less aggressive M&A strategy. Grunenthal is larger than
most of these peers, but product concentration remains a risk for
the majority of non-investment-grade pharmaceutical credits given
their niche.

Grunenthal has limited comparability with the much larger fallen
angel Teva Pharmaceutical Industries Limited (BB-/Stable), whose
rating remains under pressure from substantial indebtedness, modest
financial flexibility and uncertainties tied to litigation risks.

KEY ASSUMPTIONS

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

-- Volatile revenue profile reflecting a declining organic
    portfolio due to generic and payor pressure. Organic revenue
    declines are, however, offset by revenue from opportunistic
    newly acquired medium-sized targets;

-- EBITDA margin maintained at 22%-23% to 2025;

-- Trade working capital fluctuating with revenue and following
    addition of new drugs;

-- Sustained maintenance capex at 2%-4% of sales, in addition to
    milestone payments related to previous acquisitions over the
    next four years;

-- Dividend payment of EUR25 million-EUR30 million per annum over

    the next four years, subject to the provisions of the
    financing documentation;

-- Opportunistic acquisitions at an EV/EBITDA multiple of 6.0x
    funded through a revolving credit facility (RCF) and FCF;

-- Flexible use of RCF to support organic and inorganic growth.

RATING SENSITIVITIES

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

-- An upgrade to 'BB+' would require an improved business risk
    profile through increased visibility of revenue defensibility
    combined with stable EBITDA, FFO and FCF margins and a more
    conservative financial policy with FFO gross leverage trending

    towards 2.5x (2.0x net of readily available cash) or total
    debt/EBITDA trending towards 1.5x (1.0x net of readily
    available cash).

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

-- Volatile revenue, EBITDA, FFO and FCF margins, signaling
    challenges in addressing market pressures or poorly executed
    M&A with increased execution risks;

-- Departure from both conservative financial policies and
    commitment to deleveraging, leading to FFO leverage higher
    than 4.5x (4.0x net of readily available cash) or total
    debt/EBITDA higher than 3.5x (3.0x net of readily available
    cash);

-- Operating EBITDA/ interest paid below 6.0x.

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: Fitch projects satisfactory liquidity in
excess of EUR300 million through to 2025. This is supported by
sustained positive FCF generation, albeit subject to fluctuations
in trade working capital, plus performance-related and milestones
payments, which Fitch treats as regular capital commitments as they
relate to the existing product portfolio. Fitch expects the company
will make flexible use of its RCF to top up liquidity or fund M&A,
but also to make voluntary debt prepayments, based on its record
and financial policies.

Grunenthal's medium-term liquidity profile benefits from recently
extended debt maturities, with its senior secured notes due in 2026
and 2028. At the same time, its sources of funding are concentrated
after the company has prepaid its term loans and considerably
reduced its Schuldschein exposure. In addition, maturities will be
less even, with major debt repayments concentrating in 2026 and
2028.

ISSUER PROFILE

Grunenthal is a German family-owned (with 75 years of history)
integrated pharmaceutical company focused on pain therapies and
management of established brands and patented products. In 2021,
the company generated sales and Fitch-adjusted EBITDA of around
EUR1.5 billion and EUR354 million (24.1% margin, adjusted by Fitch
for non-recurring restructuring and debt issuance costs),
respectively.

ESG CONSIDERATIONS

Grunenthal has an ESG Relevance Score of '4' for Exposure to Social
Impacts due to the company's reliance on reimbursement policies in
its countries of operations, which has a negative impact on the
credit profile, and is relevant to the rating in conjunction with
other factors.

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

   DEBT                 RATING                RECOVERY   PRIOR
   ----                 ------                --------   -----

Grunenthal GmbH

   senior secured    LT        BB+   Affirmed    RR2     BB+

Grunenthal Pharma    LT IDR    BB    Affirmed            BB
GmbH & Co.
Kommanditgesellschaft


UNIPER: Germany in Bailout Talks After Russia Cuts Gas Supplies
---------------------------------------------------------------
James Warrington and Giulia Bottaro at The Telegraph report that
Germany is in talks to bail out the owner of seven UK power
stations as fears mount about the wider fallout from Russia's
decision to cut gas supplies to Europe.

According to The Telegraph, Uniper, which is the largest buyer of
Russian gas in Germany, said it's discussing a possible increase in
state-backed loans or even equity investments to secure liquidity.


Germany's economy ministry said talks were ongoing to provide
"stabilisation measures" for the utility, The Telegraph relates.
It added: "The reason for this is the sharp rise in gas prices and
the reduced supply volumes from Russia."

Uniper owns the Ratcliffe-on-Soar power station in Nottinghamshire,
as well as a string of other gas plants across the country.

The crisis could also affect Finland, which controls Uniper's
parent Fortum Oyj, The Telegraph notes.




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I R E L A N D
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BMR SLENDERTONE: High Court Appoints Provisional Liquidator
-----------------------------------------------------------
The Irish Times reports that the High Court has appointed a
provisional liquidator to two subsidiary companies of a recently
wound-up parent firm behind the production of and sale of wearable
technology devices.

BMR Slendertone SARL, of Paris, France, and Slendertone
Distribution Inc, New Jersey, USA, are subsidiaries of the
Bio-Medical Research (BMR) company and of the parent firm
Bio-Medical Research Group (BMRG) Ltd, both of Galway, The Irish
Times discloses.

BMR/BMRG, which had some 60 employees, was wound up earlier this
month following a failed examinership process, The Irish Times
recounts.

The devices the group produced included muscle-strengthening
electrical muscle stimulation machines marketed under the
Slendertone and The Flex Belt brands in more than 20 countries.
More than 10 million devices have been sold worldwide.

As a result of the liquidation of BMR and BMRG, the French and US
companies are now insolvent because these firms were dependent on
BMR for product supply and back-office support, The Irish Times
states.  They cannot continue to trade and will shortly cease
trading once existing stock has been sold, The Irish Times notes.

While they are both registered in France and the US, the court
heard Ireland was regarded as their "centre of main interest" for
the purpose of the winding-up petitions, The Irish Times relays.

According to The Irish Times, in the petition, on behalf of the US
firm, the court was told its principal lender, Beechbrook of Mahon
Point, Cork, has issued a demand for repayment of some EUR8.3
million which the company was not in a position to repay.  The
demand stated that Beechbrook may take steps to enforce its
security, The Irish Times relays.

The US firm's largest unsecured creditor is BMR, which accounts for
the vast majority of its entire liabilities of some EUR16.7
million, according to The Irish Times.

The US firm made a loss of EUR324,704 in the first four months of
2022 and, on a balance sheet basis, its current liabilities exceed
assets by some EUR15.6 million, The Irish Times states.

The French firm has been in profit for the last three years and for
the first five months of this year it made a profit of about
EUR160,000, The Irish Times notes.

However, its liabilities were about EUR817,000 and it was therefore
insolvent, according to The Irish Times.  There is no prospect of
it being able to survive and trade independently of the BMR, the
petition stated, The Irish Times notes.  It has four employees in
France.

On June 29, Mr. Justice Brian O'Moore, following an application
from Stephen Brady, on behalf of the petitioners, agreed to appoint
Nicholas O'Dwyer, of Grant Thornton, as provisional liquidator to
both firms, The Irish Times relates.  Mr. O'Dwyer is also the
liquidator of BMR/BMRG, according to The Irish Times.


CLARIOS GLOBAL: Fitch Affirms LongTerm IDR at 'B+', Outlook Stable
------------------------------------------------------------------
Fitch Ratings has affirmed Clarios Global LP's (Clarios Global)
Long-Term Issuer Default Rating (IDR) at 'B'. In addition, Fitch
has affirmed Clarios Global's secured asset-based lending (ABL)
revolver at 'BB'/'RR1'; its first lien secured revolver, term loans
and notes at 'B+'/'RR3'; and its senior unsecured notes at
'CCC+'/'RR6'. Fitch has also assigned an IDR of 'B' to Clarios
International Inc. (Clarios), which became the reporting entity in
fiscal 2021.

Fitch's ratings apply to a $750 million ABL, a $750 million first
lien revolver, $7.7 billion of secured debt and $1.95 billion of
senior unsecured debt. The Rating Outlook is Stable.

Clarios' ratings reflect its strong business profile, solid
profitability and consistent FCF, balanced against high leverage.
Its vehicle batteries are non-discretionary, and about 80% of its
revenue is derived from the less-cyclical, higher-margin
replacement channel. Leverage remains high, but it has declined
from its peak in fiscal 2020.

KEY RATING DRIVERS

Advanced Battery Growth: Sales of higher-margin advanced batteries
have accelerated over the past few years. Although many of these
batteries are currently going into the original equipment (OE)
channel, they are increasing as a proportion of Clarios'
aftermarket sales as vehicles' batteries are replaced. Sales of
advanced batteries in the aftermarket channel were up 36% in fiscal
2021, and they constituted 14% of Clarios' aftermarket sales in
fiscal 2Q22. Fitch expects this mix shift to continue, which will
drive growth in profitability over the next several years.

Progress on Cost Savings: Clarios previously identified about $400
million in targeted cost savings opportunities that it planned to
achieve over a three- to four-year period under its Project
Jumpstart initiative. Through fiscal YE 2021, the company had
achieved about $185 million in run-rate cost savings, and it
appears to be on track to achieve the remaining $215 million. Cost
savings achieved so far have included facility closures and
organizational changes to improve efficiency and profitability.
Fitch expects achievement of these cost savings to contribute to
margin growth over the next several years, although there could be
some temporary costs or operational inefficiencies necessary to
complete the initiatives.

High Leverage: Clarios made progress on reducing debt in fiscal
2021, and Fitch expects the company will continue to look for
opportunities to further reduce debt over the next several years.
However, Fitch expects the company's debt and leverage to remain
relatively high over the intermediate term, despite a net $944
million reduction in debt during fiscal 2021. That said, the
company has a substantial amount of prepayable term loan debt
outstanding, and its senior notes became callable in May 2022,
providing the company with several options to use excess cash for
further debt reduction.

Fitch expects EBITDA leverage (total debt, including off-balance
sheet factoring/EBITDA, based on Fitch's calculations) to remain in
the upper-6x range through fiscal 2022, then decline toward 6.0x
over the next couple of years, assuming no accelerated debt
prepayments. Actual EBITDA leverage at fiscal YE 2021 was 6.8x,
which was down substantially from 10.0x at fiscal YE 2020.

Solid FCF: Fitch expects Clarios to generate solid FCF over the
next several years on resilient end-market conditions in the global
aftermarket channel, growth in the OE channel, positive mix shifts
toward increased sales of advanced batteries and cost benefits from
restructuring. However, the company's near-term FCF margin will
likely be held back somewhat by inflationary pressures and higher
capex. As such, Fitch expects Clarios to generate a FCF margin
(according to Fitch's methodology) of around 2.5% in fiscal 2022,
before rising toward 5% or higher over the next couple of years.

Clarios' actual FCF margin was 4.2% in fiscal 2021 and reflected a
relatively lower level of capex than in previous years. Actual
capex as a percentage of revenue in fiscal 2021 was 2.6%, down from
the 4%-4.5% range in the previous couple of years. Looking ahead,
Fitch expects capex as a percentage of revenue to run around
3%-3.5% over the intermediate term, which will be higher than in
fiscal 2021 but lower than pre-pandemic levels, as the company's
capex needs have moderated.

Initial Public Offering (IPO) Postponed: In 2021, Clarios aimed to
execute an IPO for up to $1.9 billion in proceeds, along with up to
$551 million in proceeds from a concurrent offering of mandatory
convertible preferred stock and $250 million in proceeds from a
private placement of stock. Proceeds would have been primarily used
for debt reduction of approximately $2.2 billion. However, Clarios
indefinitely postponed the IPO due to market conditions, and Fitch
has not incorporated any effects of a potential future IPO in its
forecasts. If Clarios were to proceed with a future IPO along the
lines of the 2021 plan, the resulting debt reduction could lead to
a positive rating action.

Parent/Subsidiary Linkage: Fitch rates the IDRs of Clarios and its
Clarios Global subsidiary on a consolidated basis, using the weak
parent/strong subsidiary approach and open access and control
factors, as discussed in Fitch's "Parent and Subsidiary Linkage
Rating Criteria". This is based on the entities operating as a
single enterprise with strong legal and operational ties.

DERIVATION SUMMARY

Clarios has a very strong competitive position as the largest
low-voltage vehicle battery manufacturer in the world, with the
company responsible for about one-third of the industry's total
production. Although the company counts many global OE
manufacturers as customers, roughly 80% of its sales are derived
from the global vehicle aftermarket.

As vehicle batteries are a non-discretionary replacement item,
Clarios' strong aftermarket presence provides it with a more stable
revenue stream through the cycle than auto suppliers that are
predominantly tied to new vehicle production, such as BorgWarner
Inc. (BBB+/Stable) or Aptiv PLC (BBB/Stable). The company's heavy
aftermarket weighting makes it more comparable to global tire
manufacturers, such as Compagnie Generale des Etablissements
Michelin (A-/Stable) and The Goodyear Tire & Rubber Company
(BB-/Stable) or other suppliers with a significant aftermarket
concentration, such as First Brands Group LLC (BB-/Stable) or
Tenneco Inc. (B+/Rating Watch Negative).

Clarios' margins are strong for an auto supplier, with forecasted
EBITDA margins (according to Fitch's methodology) running in the
high teens over the next several years, which is in line with some
investment-grade auto suppliers, such as BorgWarner or Aptiv, while
forecasted FCF margins in the low- to mid-single-digit range are
also consistent with investment-grade auto suppliers. However,
leverage is high and consistent with auto suppliers in the 'B'
rating category.

Over the longer term, Fitch expects Clarios' leverage will decline
due to increased EBITDA resulting from sales growth tied to the
rising global vehicle population and a richer mix of advanced
absorbent glass mat (AGM) and enhanced flooded (EFB) batteries.
Fitch also expects the company will continue to seek opportunities
to reduce debt, which would further accelerate leverage reduction.

KEY ASSUMPTIONS

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

-- Global automotive battery demand rises slightly in fiscal
    2022, in the low-single-digit range, due to a small increase
    in global vehicle production and replacement battery demand
    following relatively strong growth in 2021. Beyond 2022,
    global demand rises in the low- to mid-single-digit range
    annually;

-- In addition to volume growth, revenue is supported over the
    next several years by mix shifting to higher-priced absorbent
    glass mat and enhanced flooded batteries, as well as modest
    price increases on traditional batteries;

-- Margins in the near term are compressed a bit by inflationary
    pressures. Over the longer term, margins improve as a result
    of operating leverage on higher production levels, positive
    pricing and mix, and savings associated with cost reduction
    initiatives;

-- Capex as a percentage of revenue runs in the 2.5% to 3.5%
    range, which is a little lower than pre-pandemic levels;

-- Excess cash over the next several years is primarily used to
    reduce debt or fund limited M&A activity;

-- Fitch has not incorporated the effect of any potential IPO
    into its forecasts.

KEY RECOVERY RATING ASSUMPTIONS

The recovery analysis assumes Clarios would be considered a going
concern in bankruptcy and would be reorganized rather than
liquidated. Fitch has assumed a 10% administrative claim in the
recovery analysis.

Clarios' recovery analysis reflects a potential severe downturn in
vehicle battery demand and estimates the going-concern EBITDA at
$1.4 billion, which reflects Fitch's view of a sustainable,
post-reorganization EBITDA level upon which the valuation of the
company would be based following a hypothetical default. The
sustainable, post-reorganization EBITDA is for analytical valuation
purposes only and does not reflect a level of EBITDA at which Fitch
believes the company would fall into distress.

The going-concern EBITDA considers Clarios' stable operations, high
operating margins, significant percentage of aftermarket revenue
and the non-discretionary nature of its products. The $1.4 billion
ongoing EBITDA assumption is 11% lower than Fitch's calculated
actual EBITDA of $1.6 billion for the LTM period ended March 31,
2022.

Fitch utilizes a 6.0x enterprise value (EV) multiple based on
Claros' strong global market position and the non-discretionary
nature of the company's batteries. In addition, Brookfield's
acquisition of Clarios valued the company at an EV over 8.0x
(excluding expected post-acquisition cost savings). All of Clarios'
rated debt is guaranteed by certain foreign and domestic
subsidiaries.

According to the "Automotive Bankruptcy Enterprise Values and
Creditor Recoveries" report published by Fitch in January 2022, 52%
of auto-related defaulters had exit multiples above 5.0x, with 30%
in the 5.0x to 7.0x range. However, the median multiple observed
across 23 bankruptcies was only 5.1x.

Within the report, Fitch observed that 87% of the bankruptcy cases
analyzed were resolved as a going concern. Automotive defaulters
were typically weighed down by capital structures that became
untenable during a period of severe demand weakness, either due to
economic cyclicality or the loss of a significant customer, or they
were subject to significant operational issues. While Clarios has a
highly leveraged capital structure, Fitch believes the company's
business profile is stronger than most of the issuers included in
the automotive bankruptcy observations.

Consistent with Fitch's criteria, the recovery analysis assumes
that an estimated $1.1 billion of off-balance-sheet factoring is
replaced with a super-senior facility that has the highest priority
in the distribution of value. Fitch also assumes a $747 million
draw on the $750 million ABL, which assumes a full draw up to the
borrowing base limit as of March 31, 2022. The ABL receives second
priority in the distribution of value after the factoring. Due to
the ABL's first-lien claim on ring-fenced collateral, the facility
receives a Recovery Rating of 'RR1' with a waterfall generated
recovery computation (WGRC) in the 91%-100% range.

The analysis also assumes a full draw on the $750 million cash flow
revolver. Including this, the first lien secured debt totals $8.5
billion outstanding and receives a lower priority than the ABL in
the distribution of value hierarchy, in part due to its second lien
claim on the ABL's collateral. This results in a Recovery Rating of
'RR3' with a WGRC in the 51%-70% range.

The $1.95 billion of senior unsecured notes has the lowest priority
in the distribution of value. This results in a Recovery Rating of
'RR6' with a WGRC in the 0%-10% range, owing to the significant
amount of secured debt positioned above it in the distribution
waterfall.

RATING SENSITIVITIES

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

-- Financial policy-driven debt reduction that leads to sustained

    gross EBITDA leverage of 5.5x;

-- Sustained FCF margin of 2.5%;

-- Sustained Fitch-calculated EBITDA margins in the low-teens.

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

-- Sustained gross EBITDA leverage above 7.0x without a clear
    path to de-levering;

-- Sustained FCF margins near 1.0%;

-- A sustained decline in the Fitch-calculated EBITDA margin
    below 10%.

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

Solid Liquidity: Fitch expects Clarios' liquidity to remain
sufficient for its operating and investing needs over the
intermediate term. Liquidity at March 31, 2022 included $278
million of cash and cash equivalents, augmented by significant
revolver capacity. Revolver capacity includes both a $750 million
ABL facility and a $750 million first lien secured cash flow
revolver. As of March 31, 2022, a total of $1.3 billion was
available on the two revolvers, with full availability on the cash
flow revolver and $573 million available on the ABL, after
accounting for its borrowing base, $125 million of outstanding
borrowings and $49 million of letters of credit backed by the
facility.

Debt obligations (excluding Fitch's factoring adjustments) are
light over the next several years. The next significant debt
obligation is not until 2025, when the remaining $450 million of
the company's 6.75% senior secured notes matures, although both
revolvers mature in 2024.

Fitch expects Clarios' FCF to generally be sufficient to cover its
seasonal cash needs. As a result, based on its criteria, Fitch has
treated all of Clarios' cash as readily available.

Debt Structure: As of March 31, 2022, Clarios had about $10.9
billion of debt outstanding, including Fitch's estimate for
off-balance-sheet factoring. This consisted of $7.8 billion of
first-lien secured debt, comprising U.S. dollar- and
euro-denominated term loans, secured notes and ABL borrowings, as
well as $1.95 billion of senior unsecured notes. The remaining debt
largely consisted of $16 million of debt related to the acquisition
of a variable interest entity and the estimated off-balance sheet
factoring. Fitch excludes finance leases from its debt
calculations.

Fitch expects Clarios to repay its ABL borrowings by fiscal YE
2022, and the company's term loans provide it with further
prepayment flexibility. However, Clarios also has a significant
amount of non-amortizing debt that could lead to refinancing risk
over the longer term. That said, the company's senior secured and
senior unsecured notes became callable in May 2022.

ISSUER PROFILE

Clarios is the largest manufacturer and distributor of low voltage,
advanced automotive batteries in the world. The company provides
one in every three automotive lead-acid batteries globally,
servicing cars, heavy duty trucks, motorcycles, marine and power
sports vehicles in both the OE and aftermarket channels.

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
   ----                  ------                  --------   -----

Clarios                LT IDR   B       New Rating          WD
International Inc.

Clarios Global LP      LT IDR   B       Affirmed            B

   senior unsecured    LT       CCC+    Affirmed    RR6     CCC+

   senior secured      LT       BB      Affirmed    RR1     BB

   senior secured      LT       B+      Affirmed    RR3     B+




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

ALTISOURCE PORTFOLIO: Egan-Jones Retains CCC+ Sr. Unsec. Ratings
----------------------------------------------------------------
Egan-Jones Ratings Company on June 21, 2022, retained 'CCC+'
foreign currency and local currency senior unsecured ratings on
debt issued by Altisource Portfolio Solutions S.A. EJR also retains
'B' rating on commercial paper issued by the Company.

Headquartered in Luxembourg, Altisource Portfolio Solutions S.A.
provides real estate and mortgage services.




=========
M A L T A
=========

MELITA LIMITED: Moody's Assigns B2 CFR & Hikes Secured Loans to B2
------------------------------------------------------------------
Moody's Investors Service has upgraded to B2 from B3 the rating on
the EUR275 million senior secured term loan (TL) and the EUR20
million senior secured revolving credit facility, both due in 2026,
raised by Melita Limited ("Melita" or "the company"), the holding
company for Maltese telecom operator Melita.

Concurrently, Moody's has assigned a B2 corporate family rating and
a B2-PD probability of default rating to Melita Limited, and
withdrawn the B3 CFR and B3-PD PDR at Melita BidCo Limited. The
outlook on the ratings of Melita Limited remains stable.

"The upgrade to B2 reflects Melita's strong operating performance
since initial rating assignment and despite the challenging
operating environment caused by the pandemic," says Carlos Winzer,
Moody's Senior Vice President, and lead analyst for Melita.

"As a result, its leverage has reduced from 6.3x in 2019 to 5.7x in
2021, and we expect the company to further de-lever supported by
its strong market position, high margins and positive free cash
flow generation," adds Mr. Winzer.

RATINGS RATIONALE

Melita's B2 rating reflects: (1) its leading position in Fixed
Broadband and Pay-TV segments with a challenger position in the
Maltese mobile market ; (2) fully convergent offering supported by
a high quality broadband network, and rich Pay-TV content; (3)
Moody's expectation of continued growth in revenue and EBITDA
supported by enhanced network quality and growth prospects in the
B2B market;  (4) its high margin compared with peers and positive
free cash flow generation; (5) its good liquidity profile; and (6)
Moody's expectation that the company will maintain a deleveraging
trajectory in the absence of aggressive shareholder remuneration
policies.

Counterbalancing these strengths are: (1) the company's limited
scale owing to the size of the Maltese telecom market, one of the
smallest in Europe; (2) its lack of meaningful geographical
diversification outside of the domestic market, offset by the
growing IoT business; (3) its high Moody's adjusted leverage of
5.7x in 2021; and (4) its high capex intensity, which will be
reduced gradually as the company completes its network upgrade and
expands its 5G network.  

Melita's competitive positioning in Malta, as a fully convergent
operator, is strong and supported by its high quality network (both
mobile and fixed), and its premium content offering together with
its affordable pricing proposition. This has allowed the company to
maintain its number one position in the Fixed Broadband and Pay-TV
segments and increase market share in mobile.

Moody's expects Melita's adjusted leverage to reach 5.3x in 2022
and continue to improve towards 5.0x in 2023, supported by growth
in revenue and EBITDA and no cash distributions. This is
underpinned by the strong growth prospects in the B2B segment where
Melita's positioning is currently underdeveloped compared to its
key competitors.

LIQUIDITY

Melita's liquidity profile is good, supported by a cash balance of
EUR23 million, improving cash flow generation, and an extended
maturity profile with no material debt maturities until 2026.

The company has access to a relatively small senior secured RCF of
EUR20 million, that remains undrawn and is subject to a springing
leverage covenant (set at 8.33x net debt/EBITDA), which will be
tested only when the facility is drawn by more than 40%. Moody's
expects the capacity under the covenant to be comfortable and
increase over time.

STRUCTURAL CONSIDERATIONS

The B2-PD probability of default rating reflects Moody's assumption
of a 50% family recovery rate, owing to the covenant lite nature of
the senior secured term loan.

The senior secured TL and the senior secured RCF are rated B2 as
they rank pari-passu and share the same security package, which in
Moody's view, is fairly weak given that it is essentially comprised
of share pledges.

RATIONALE FOR STABLE OUTLOOK

The stable outlook on the ratings reflects Moody's expectation that
Melita will de-lever organically towards 5.0x by 2023, driven by a
continued improvement in operating performance, while the company
will maintain at least an adequate liquidity profile.

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

A rating upgrade would depend on: (1) consistent and sustainable
improvements in underlying operating performance and, (2) continued
positive free-cash-flow generation leading to a more conservative
leverage profile trending towards 4.25x on a sustainable basis.

Downward rating pressure could emerge if Melita's operating
performance weakens due to slower than anticipated economic
prospects in Malta, a more aggressive competitive environment in
the country and/or underperformance against its business plan such
that (1) its Moody's-adjusted gross debt/EBITDA rises sustainably
above 5.25x; (2) free cash flow generation weakens materially on a
sustained basis, and/or (3) liquidity deteriorates significantly.

LIST OF AFFECTED RATINGS

Upgrades:

Issuer: Melita Limited

Senior Secured Bank Credit Facility, Upgraded to B2 from B3

Assignments:

Issuer: Melita Limited

Probability of Default Rating, Assigned B2-PD

LT Corporate Family Rating, Assigned B2

Withdrawals:

Issuer: Melita BidCo Limited

Probability of Default Rating, Withdrawn , previously rated B3-PD

LT Corporate Family Rating, Withdrawn , previously rated B3

Outlook Actions:

Issuer: Melita Limited

Outlook, Remains Stable

Issuer: Melita BidCo Limited

Outlook, Changed To Rating Withdrawn From Stable

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was
Telecommunications Service Providers published in January 2017.

COMPANY PROFILE

Melita is a leading integrated telecommunications provider in
Malta. The company offers a full range of integrated services such
as fixed, mobile and Pay-TV offers to residential and business
customers. Melita provides 1Gbps broadband speeds across the
country through its cable network. The company is owned by private
equity sponsor EQT Partners, which bought it from Apax Partners and
Fortino Capital in 2019. In 2021, Melita generated revenue and
company-reported EBITDA of EUR92.2 million and EUR57.3 million,
respectively.




=====================
N E T H E R L A N D S
=====================

SPECIALTY CHEMICALS: Moody's Withdraws B1 Corporate Family Rating
-----------------------------------------------------------------
Moody's Investors Service has withdrawn the B1 corporate family
rating and B1-PD probability of default rating of Specialty
Chemicals International B.V. (SCI BV). Concurrently, Moody's has
also withdrawn instrument ratings of Specialty Chemicals Holding I
B.V. following the 2021 refinancing of SCI BV and the repayment of
debt. Prior to the withdrawal, the rating outlook on SCI BV and
Specialty Chemicals Holding I B.V. was stable. This does not affect
the outstanding CFR for SCI BV's parent SCIL IV LLC that remains B1
with a stable outlook.

RATINGS RATIONALE

Following the assignment of a CFR to SCIL IV LLC, Moody's has
decided to withdraw the CFR for SCI BV in line with the rating
agency's practice to avoid having two CFRs for one corporate
family.

In addition, Moody's withdrew the instrument ratings of Specialty
Chemicals Holding I B.V. after the redemption following the
refinancing of the capital structure in 2021.

Issuer: Specialty Chemicals Holding I B.V.

Withdrawals:

BACKED Senior Secured Bank Credit Facility, previously rated B1

Outlook Actions:

Outlook, Changed To Ratings Withdrawn From Stable

Issuer: Specialty Chemicals International B.V.

Withdrawals:

LT Corporate Family Rating, previously rated B1

Probability of Default Rating, previously rated B1-PD

Outlook Actions:

Outlook, Changed To Ratings Withdrawn From Stable

COMPANY PROFILE

Specialty Chemicals International B.V. (SCI BV) is a large global
supplier of composite resins, with leading market shares in both
the US and Europe in UPRs, a chemical intermediate used as
finishing protective covering and coating in the building and
construction, transportation, marine and automotive industries. SCI
BV is a subsidiary of SCIL IV LLC (B1 stable).




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

OLTCHIM: EU Commissions Closes Investigation Into State Aid
-----------------------------------------------------------
Nicoleta Banila at SeeNews reports that the European Commission
said on June 30 it has closed its in-depth investigation into
Romanian support to petrochemical company Oltchim.

In December 2018, the Commission found that Oltchim received around
EUR335 million of incompatible aid and ordered Romania to recover
this aid, the Commission said in a press release, SeeNews relates.

In December 2021, the General Court found that the Commission had
failed to demonstrate that two support measures -- the
non-enforcement of debts and the debt cancellations -- constituted
state aid and, therefore, partially annulled the 2018 Commission
decision, SeeNews recounts.  As a consequence court's judgement,
the Commission's formal investigation remained open in respect of
the two measures at issue, SeeNews notes.

In May 2019, Oltchim was declared insolvent and completely ceased
its economic activity, SeeNews discloses.  As a result, the
investigation has become without object and is now officially
closed, SeeNews states.

In December 2018, Romanian chemicals producer Chimcomplex Borzesti
SA took over Oltchim for approximately RON582.3 million (US$123
million/EUR118 million), SeeNews recounts.

Oltchim, which had been in insolvency since 2013, was the only
producer of liquid caustic soda in Central Europe and the only
producer of chlorine and polyether polyols in Romania, according to
SeeNews.




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

REPSOL SA: Egan-Jones Retains BB+ Senior Unsecured Ratings
----------------------------------------------------------
Egan-Jones Ratings Company on June 22, 2022, retained 'BB+' foreign
currency and local currency senior unsecured ratings on debt issued
by Repsol S.A.

Headquartered in Madrid, Spain, Repsol S.A., through subsidiaries,
explores for and produces crude oil and natural gas, refines
petroleum, and transports petroleum products and liquefied
petroleum gas (LPG).




===========
S W E D E N
===========

ARISE AB: Egan-Jones Retains BB Senior Unsecured Ratings
--------------------------------------------------------
Egan-Jones Ratings Company on June 24, 2022, retained 'BB' foreign
currency and local currency senior unsecured ratings on debt issued
by Arise AB.

Headquartered in Sweden, Arise AB is an alternative energy
company.




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

TRANSOCEAN LTD: Egan-Jones Retains CCC- Senior Unsecured Ratings
----------------------------------------------------------------
Egan-Jones Ratings Company on June 23, 2022, retained 'CCC-'
foreign currency and local currency senior unsecured ratings on
debt issued by Transocean Ltd. EJR also retains 'C' rating on
commercial paper issued by the Company.

Headquartered in Vernier, Switzerland, Transocean Ltd. is an
offshore drilling contractor.




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

888 HOLDINGS: Moody's Assigns First Time 'B1' Corp. Family Rating
-----------------------------------------------------------------
Moody's Investors Service has assigned a B1 corporate family rating
and a B1-PD probability of default rating to 888 Holdings Plc based
on the proposed acquisition of the international (non-US) business
of William Hill ("WHI"), expected to complete on the July 1, 2022.
The rating outlook is positive.

The acquisition will be financed with GBP162.9 million of gross
proceeds from the equity raised on the April 7, 2022 through an
accelerated book building and a combined proposed GBP1,017 million
equivalent facilities split between USD senior secured term loan B
and Euro senior secured notes (split between floating and fixed
rate yet to be defined); an additional proposed GBP759 million
equivalent of senior secured term loan A (GBP and EUR) will have a
delayed funding to refinance the outstanding William Hill Limited
unsecured bonds due 2023 and 2026, benefiting from a change of
control clause.

Moody's has also assigned B1 rating on all the proposed new
facilities, including the GBP150 million senior secured revolving
credit facility issued by 888 Acquisitions Limited, as they are
ranking pari-passu and Moody's view the security as weak. The
 security package is represented mainly by collateral pledges and
guarantees from all substantial subsidiaries of the group,
including collateral and upstream guarantees from the WHI
subsidiaries.

The existing CFR on William Hill Limited is withdrawn as the
company is to integrate into the 888 group. The rating on the
outstanding senior unsecured bonds issued by William Hill Limited
was changed to B2 from B1; the noteholder that may choose not to
exercise their change of control rights will be granted a security
package at the level of William Hill and its subsidiaries but they
will not benefit from collateral and guarantees related to the 888
business. Moody's deems such notes to have a lower recovery rate
compared to 888 debt.

RATINGS RATIONALE

888's B1 CFR reflects the business combination of 888's existing
business and William Hill's European operations (the US activities
will remain with Caesars Entertainment, Inc., B2 stable). The
rating also factors in Moody's expectation of the impact of UK
online market regulatory changes likely to take effect in 2023.

The rating is supported by the combined group: (1) increased scale
and enhanced business profile, including product diversification
with the increase in sports betting and retails presence on the
high street; (2) established and popular brands with important
market position in large key gaming markets (UK, Italy, Spain); (3)
competitive advantage stemming from 888's proprietary technology
platform which also enable to pro-actively monitor clients behavior
and provide players with appropriate safe guarding measures and (4)
good free cash flow generation which will support deleveraging
below 5.0x from 2024.

The rating is however constrained by: (1) concentration on the
mature UK market representing over 65% of combined revenues and a
still sizeable 15% of revenues derived from non-regulated markets;
(2) high Moody's adjusted Debt to EBITDA exceeding 6x in 2022 and a
weak projected interest cover ratio remaining below 2x until 2024
due to high cost of debt; (3) execution risk stemming from the need
to integrated a significant larger company into 888 (WHI accounts
for almost two third of the combined group's revenues); (4) the
highly competitive nature of the online betting and gaming industry
and (5) the ongoing threat of greater regulation and gaming tax
increases, particularly in the largest and most established
European markets due to social pressure.

ESG CONSIDERATIONS

Moody's assessed the group exposure to social risks as high and
relevant to the assigned rating. 888 and William Hill both operate
in jurisdictions where the gaming industry is subject to an
evolving and tightening regulatory environment aimed at protecting
players subject to gambling addiction issues as well as preventing
money laundering; the UK is indeed about to tighten regulation for
online gaming and the Netherlands has recently chosen to regulate
online gaming.

888 is a public company listed on the London Stock Exchange since
2005 with established corporate governance. Prior to the
acquisition of William Hill, the company has a track record of
operating with limited debt and a clear dividend policy; as a
result of the significant debt load incurred as part of the
acquisition, 888 aims to reduce leverage to below 3x and it expects
to suspend dividends to facilitate a rapid deleverage. The combined
group commits to continue its focus in developing and improving
 safer gambling processes and raising industry standards to ensure
protecting customers remains a top priority.

LIQUIDITY

The combined group's liquidity position is good and supported by
(1) material cash flow generation, (2) cash on balance sheet of
around GBP164 million at closing; (3) the undrawn GBP150 million
RCF due in 2028, and; (4) no material debt maturities until 2026.

The RCF benefits from a springing covenant once drawn for at least
40%; applicable level would be 7.65x net debt leverage with no
stepdown, leaving plenty of headroom.

Moody's also acknowledges that the acquisition of WHI will trigger
the "Change of control" clause on the William Hill Limited
unsecured bonds; 888 plans to repay in full the 2023 and 2026
unsecured bonds after closing with proceeds from the term loan A
facilities; the noteholders have 90 days after closing of the WHI
acquisition to exercise their repayment rights.

RATING OUTLOOK

The positive outlook reflects the view that leverage will trend
towards 5.5-5.75x by 2023 and that it has the potential to decrease
faster if the company opts for voluntary debt pre-payments in order
to achieve the leverage set in its financial policy. Cash flows
will continue to be supported by the underlying positive trend in
demand in the online gaming sector, the re-entry in the Netherlands
later in 2022, as well as the recovery from the pandemic of the
retail operations.

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

Upward pressure on the ratings could arise over time if (1)
Moody's-adjusted gross leverage falls sustainably below 4.75x; (2)
the company's retained cash flow (RCF)/Net debt (as adjusted by
Moody's) reaches 15%; (3) Moody's interest coverage is firmly above
2.25x. For an upgrade Moody's also expects the group to have
successfully completed the integration of William Hill.

Downward pressure on the ratings could occur if (1)
Moody's-adjusted gross leverage is maintained for a prolonged
period of time above 5.75x-6.0x; (2) retained cash flow (RCF)/Net
debt (as adjusted by Moody's)  deteriorates below 10% and (3)
changes to its financial policy resulting in greater appetite for
leverage. A downgrade could also occur as a result of materially
adverse regulatory actions in one or more of the larger
geographies.

LIST OF AFFECTED RATINGS

Assignments:

Issuer: 888 Holdings Plc

LT Corporate Family Rating, Assigned B1

Probability of Default Rating, Assigned B1-PD

Issuer: 888 Acquisitions Limited

BACKED Senior Secured Bank Credit Facility, Assigned B1

BACKED Senior Secured Regular Bond/Debenture, Assigned B1

Issuer: 888 Acquisitions LLC

BACKED Senior Secured Bank Credit Facility, Assigned B1

Downgrades:

Issuer: William Hill Limited

BACKED Senior Unsecured Regular Bond/Debenture, Downgraded to B2
from B1

Withdrawals:

Issuer: William Hill Limited

LT Corporate Family Rating, Withdrawn, previously rated B1

Probability of Default Rating, Withdrawn, previously rated B1-PD

Outlook Actions:

Issuer: 888 Acquisitions LLC

Outlook, Assigned Positive

Issuer: 888 Acquisitions Limited

Outlook, Assigned Positive

Issuer: 888 Holdings Plc

Outlook, Assigned Positive

Issuer: William Hill Limited

Outlook, Changed To Positive From Negative

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

888 Holdings Plc, headquartered in Gibraltar, would be the combined
group holding company which has currently a market capitalization
on the London Stock Exchange in excess of GBP900 million; full year
2021 pro forma revenue would be GBP1.95bn (GBP2.1 billion factoring
in an adjustment for the retail stores being open for the entire
year) and GBP288 million of Ebitda (GBP380 million with the same
adjustment). The combined group would have a strong presence (65%
of group revenues) in the UK and a leading market share with also a
strong position in core markets like Italy and Spain.

888 is a leading brand operating 100% online and offering casino,
poker and sports betting services; it also operates, through
Dragonfish, as a technology partner to companies wishing to
establish an online gaming presence. FY2021 reported revenues were
GBP712 million. 888 announced on September 9, 2021 to have agreed
with Caesars Entertainment, Inc. (B2 stable) the acquisition of all
William Hill operations outside the US. WHI is a heritage name
amongst the UK bookmakers with about 1.4k licensed betting shops
nationally; WHI is also a leading gaming company, with total
revenues for FY2021 of GBP1.2 billion. In 2019 acquired Mr Green &
Co AB  to increase its gaming presence in Europe.


AIM ALTITUDE: AVIC Buys Business Out of Administration
------------------------------------------------------
Darren Slade at Daily Echo reports that Aim Altitude, a business
which employs hundreds of people at Bournemouth Airport, has been
placed into administration and sold straight away to a different
arm of its Chinese owner.

Aim Altitude, which makes interiors for commercial aircraft, had
been making a "considerable loss" in recent years, Daily Echo
relates.

According to Daily Echo, some MPs -- including former Conservative
leader Sir Iain Duncan Smith -- have called on the government to
review the involvement of the Chinese state in the business
following the sale.

Aim Altitude was bought for GBP155 million in 2016 by AVIC
Aerospace International Corporation, which is controlled by the
Chinese state, Daily Echo recounts.

Last week, administrators from Grant Thornton arranged sale via a
pre-pack administration to ACS UK, another division of AVIC, Daily
Echo discloses.

Aim Altitude had 647 staff as of 2020 and makes "monuments" -- the
industry term for fixtures such as kitchen units and toilets -- for
aircraft, Daily Echo states.

It made a loss of GBP162.2 million in 2020, after a GBP39.4 million
loss the year before, Daily Echo relays.

According to Daily Echo, a statement from the company said: "AIM
Altitude's existing programmes have been acquired by AVIC Cabin
Systems (UK) Limited (ACS UK).  A fast-tracked pre-pack
administration process has been undertaken to place certain trade
and assets of AIM Altitude with new owners and ACS UK has acquired
the front-row monuments business and the legacy bars, social spaces
and galley components of AIM Altitude's business.

"All existing employees have been transferred to ACS UK under the
same terms and conditions as before and ACS UK will continue to
meet the delivery schedules for identified programmes.

"With a full orderbook, it was important to ensure that programmes
would continue and under ACS UK it will be business as usual with a
continued focus on service, quality and delivery.

"The forward plan is for the business to focus on front-row
monument design and manufacture, together with supporting the range
of installed service products.

"This process has been undertaken with full cooperation of employee
representatives and in consultation with customers and
stakeholders.  With production continuing as before it is hoped
that most customers and suppliers will see little impact from the
change of ownership.  This also minimises the impact on the
original equipment manufacturers, Boeing and Airbus.

Sir Iain Duncan Smith called on the government to "get off its
backside" and call in the decision to sell the business, Daily Echo
recounts.


BRYMOR CONSTRUCTION: Intends to Appoint Administrators
------------------------------------------------------
Darren Slade at Hampshire Chronicle reports that a building company
behind some of Hampshire's most high-profile developments has
announced its intention to appoint administrators in an effort to
rescue the business.

Brymor Construction recently won a contract for a state-of-the-art
gym at Southampton Football Club's Marchwood training ground,
Hampshire Chronicle notes.

Brymor Construction Ltd has filed a notice of its intention to
appoint an administrator -- a move that temporarily protects it
from creditors and gives it breathing space to try and save the
business from liquidation, Hampshire Chronicle relates.

Brymor Construction, based in Denmead, was established in 1987 by
chairman Stephen Morton and his wife Jan.  It employs more than 120
staff.

Brymor's last set of published accounts were for the year ending
March 31, 2020, when chairman Mr. Morton reported a "challenging
year which has impacted on both operational and financial
performance", Hampshire Chronicle states.

According to Hampshire Chronicle, he wrote then: "Uncertainty
surrounding the protracted Brexit negotiations saw high levels of
caution and lack of commitment by institutions and investors,
resulting in an indifferent and competitive market and reduced
investment in capital works."

A GBP30 million project was postponed because of planning hold-ups,
while the business decided not to accept onerous contract
conditions on a further GBP35 million of work for which it was the
preferred contractor, Hampshire Chronicle discloses.

As a result, it relied more on residential, government and local
authority-led projects which "traditionally return significantly
reduced margins", Hampshire Chronicle notes.

Turnover that year fell to GBP66.1 million from GBP73.45 million in
2019 and Brymor made a pre-tax loss of GBP166,077 compared with a
GBP1.13 million profit the previous year, Hampshire Chronicle
states.

The size of the workforce fell from 179 to 156 that year, with
GBP233,017 allocated to redundancies, Hampshire Chronicle says.

In his strategic report, Mr. Morton, as cited by Hampshire
Chronicle, said the directors had a "reasonable expectation" that
the company had the resources to continue "for the foreseeable
future".

But he added: "Risk of a deep recession, whether due to Covid-19,
Brexit uncertainty or a combination of these factors is high."

Since then, building companies across the country have been hit by
sharp rises in costs, supply challenges and labour shortages,
Hampshire Chronicle relays.


POUNDSTRETCHER: Posts Profit of GBP88MM in 2021 Following CVA
-------------------------------------------------------------
Sam Metcalf at TheBusinessDesk.com reports that profits at
Leicestershire discount retailer Poundstretcher have soared after
it reaped the benefits of entering a Company Voluntary Arrangement
(CVA).

According to TheBusinessDesk.com, although turnover at
Poundstretcher fell by a fifth to GBP325.3 million for the year
ending March 31 2021, the firm turned a loss of GBP43.5 million
into a profit before tax of GBP88 million over the period.

The company entered the CVA in July 2020 and says the process gave
it the opportunity to close a number of loss-making stores which
had been a drag of profits, TheBusinessDesk.com relates.  It will
exit the CVA by the end of July this year and says it is now
debt-free, TheBusinessDesk.com discloses.

Poundstretcher employs around 5,000 people across 371 stores in the
UK, and has a major distribution centre in Leicester.




===============
X X X X X X X X
===============

[*] BOOK REVIEW: Bankruptcy and Secured Lending in Cyberspace
-------------------------------------------------------------
Author: Warren E. Agin
Publisher: Bowne Publishing Co.
List price: $225.00
Review by Gail Owens Hoelscher

Red Hat Inc. finds itself with a high of 151 5/8 and low of 20 over
the last 12 months! Microstrategy Inc. has roller-coasted from a
high of 333 to a low of 7 over the same period! Just when the IPO
boom is imploding and high-technology companies are running out of
cash, Warren Agin comes out with a guide to the legal issues of the
cyberage.

The word "cyberspace" did not appear in the Merriam-Webster
Dictionary until 1986, defined as "the on-line world of computer
networks." The word "Internet" showed up that year as well, as "an
electronic communications network that connects computer networks
and organizational computer facilities around the world."
Cyberspace has been leading a kaleidoscopic parade ever since, with
the legal profession striding smartly in rhythm. There is no
definition for the word "cyberassets" in the current
Merriam-Webster. Fortunately, Bankruptcy and Secured Lending in
Cyberspace tells us what cyberassets are and lays out in meticulous
detail how to address them, not only for troubled technology
companies, but for all companies with websites and domain names.
Cyberassets are primarily websites and domain names, but also
include technology contracts and licenses. There are four types of
assets embodied in a website: content, hardware, the Internet
connection, and software. The website's content is its fundamental
asset and may include databases, text, pictures, and video and
sound clips. The value of a website depends largely on the traffic
it generates.

A domain name provides the mechanism to reach the information
provided by a company on its website, or find the products or
services the company is selling over the Internet. Examples are
Amazon.com, bankrupt.com, and "swiggartagin.com." Determining the
value of a domain name is comparable to valuing trademark rights.
Domain names can come at a high price! Compaq Computer Corp. paid
Alta Vista Technology Inc. more than $3 million for "Altavista.com"
when it developed its AltaVista search engine.

The subject matter covered in this book falls into three groups:
the Internet's effect on the practice of bankruptcy law; the ways
substantive bankruptcy law handles the impact of cyberspace on
basic concepts and procedures; and issues related to cyberassets as
secured lending collateral.

The book includes point-by-point treatment of the effect of
cyberassets on venue and jurisdiction in bankruptcy proceedings;
electronic filing and access to official records and pleadings in
bankruptcy cases; using the Internet for communications and
noticing in bankruptcy cases; administration of bankruptcy estates
with cyberassets; selling bankruptcy estate assets over the
Internet; trading in bankruptcy claims over the Internet; and
technology contracts and licenses under the bankruptcy codes. The
chapters on secured lending detail technology escrow agreements for
cyberassets; obtaining and perfecting security interests for
cyberassets; enforcing rights against collateral for cyberassets;
and bankruptcy concerns for the secured lender with regard to
cyberassets.

The book concludes with chapters on Y2K and bankruptcy; revisions
in the Uniform Commercial Code in the electronic age; and a
compendium of bankruptcy and secured lending resources on the
Internet. The appendix consists of a comprehensive set of forms for
cyberspace-related bankruptcy issues and cyberasset lending
transactions. The forms include bankruptcy orders authorizing a
domain name sale; forms for electronic filing of documents;
bankruptcy motions related to domain names; and security agreements
for Web sites.

Bankruptcy and Secured Lending in Cyberspace is a well-written,
succinct, and comprehensive reference for lending against
cyberassets and treating cyberassets in bankruptcy cases.



                           *********


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

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

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

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

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

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


                * * * End of Transmission * * *