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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, August 9, 2022, Vol. 23, No. 152

                           Headlines



A Z E R B A I J A N

AZERBAIJAN: Moody's Ups Issuer & Sr. Unsecured Debt Ratings to Ba1


B E L A R U S

BELAGROPROMBANK: S&P Affirms 'CC/C' FC Ratings, Off Watch Neg.
BELARUSBANK: S&P Affirms 'CC/C' ICRs, Off CreditWatch Negative


B E L G I U M

LSF XI MAGPIE: S&P Assigns 'B' Long-Term ICR, Outlook Stable


F R A N C E

FAURECIA SE: Fitch Affirms BB+ IDR & Alters Outlook to Negative


G E O R G I A

GEORGIA: Fitch Affirms 'BB' Foreign Currency IDR, Outlook Stable


I R E L A N D

PREMIER PERICLASE: Workers May Lose Jobs After Examinership Exit


N E T H E R L A N D S

NIBC BANK: Fitch Affirms 'BB-' Rating on Subordinated Debt


S E R B I A

MARERA INVESTMENT: S&P Alters Outlook to Neg., Affirms 'B-' ICR


S W E D E N

UNIQUE BIDCO: Fitch Affirms LongTerm IDR at B, Outlook Stable


T U R K E Y

ANADOLU ANONIM: Fitch Cuts Insurer Finc'l. Strength Rating to B+
TURK P&I: Fitch Lowers Insurer Finc'l. Strength Rating to 'B'


U K R A I N E

UKRAINE: Creditors to Vote on Proposal to Defer Bond Payments
UKRAINIAN RAILWAYS: Fitch Cuts Foreign Currency IDR to 'C'
[*] Fitch Cuts Ratings on 3 Ukrainian Corporates to CCC+/C
[*] Fitch Lowers 8 Ukrainian LRGs to C on Sovereign Rating Action


U N I T E D   K I N G D O M

ARCADIA GROUP: Trustees Close in on GBP1-Bil. Topshop Pension Deal
ARQIVA BROADCAST: Fitch Affirms B- Rating on High-Yield Bonds
BOILER PLAN: Owes GBP3.1 Million at Time of Administration
CALEDONIAN MODULAR: Incurred GBP20MM+ Losses Prior to Collapse
FERROGLOBE FINANCE: Moody's Affirms B3 CFR, Ups $345MM Notes to B3

GALAXY FINCO: S&P Alters Outlook to Stable, Affirms 'B' ICR
LANDMARK MORTGAGE 1: Fitch Affirms B+ Rating on Class D Debt
MCLAREN HOLDINGS: Fitch Affirms 'B-' IDR, Outlook Stable

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A Z E R B A I J A N
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AZERBAIJAN: Moody's Ups Issuer & Sr. Unsecured Debt Ratings to Ba1
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Moody's Investors Service has upgraded the Government of
Azerbaijan's long-term issuer and senior unsecured debt ratings to
Ba1 from Ba2 and changed the outlook to stable from positive. In
addition, Moody's upgraded the foreign currency senior unsecured
rating of Southern Gas Corridor CJSC (SGC) to Ba1 from Ba2 and
changed the outlook to stable from positive.

The upgrade reflects improvements in policy effectiveness in recent
years, which translate into improved fiscal management, and
increased capacity to absorb future shocks. Despite the pandemic,
fiscal metrics have remained strong and are improving quicker than
expected, due to prudent fiscal management amidst an economic
rebound and high hydrocarbon prices. Moody's expects the
government's anti-inflation measures and the Central Bank of the
Republic of Azerbaijan's (CBAR) proactive macroeconomic policy to
contain inflation risks exacerbated by the Russia/Ukraine crisis.

The stable outlook balances credit strengths from Azerbaijan's
sizeable assets that underpin fiscal strength and lower government
liquidity and external vulnerability risks, against credit
challenges including still limited prospects for economic
diversification, and longstanding (although improving)
institutional and governance weaknesses. Geopolitical tensions with
neighbouring Armenia remain, while spillovers from the
Russia/Ukraine military conflict such as secondary sanctions and
disrupted trade or supply chains pose downside risks.

Concurrently, Moody's raised Azerbaijan's local-currency and
foreign-currency ceilings by one notch to Baa2 from Baa3 and Ba1
from Ba2, respectively. The two-notch gap between the local
currency ceiling and the sovereign rating balances the large
footprint of the government in the economy and still weak
institutions and governance, against ample sovereign wealth assets
that support the country's external and macroeconomic stability.
The two-notch gap between the foreign currency ceiling and the
local currency ceiling takes into consideration the improving but
still limited confidence in the local currency and the de facto
currency peg against the dollar despite a de jure flexible exchange
rate regime, which raise the risk of transfer and convertibility
restrictions.

A List of Affected Credit Ratings is available at
https://bit.ly/3d1KnHt

RATINGS RATIONALE

RATIONALE FOR UPGRADE

PRUDENT FISCAL MANAGEMENT, GUIDED BY REVISED FISCAL RULE,
REINFORCES DEBT AND FISCAL METRICS

Since the 2015-16 oil price shock, Azerbaijan has enhanced its
fiscal management, leading to a stronger balance sheet and a return
of the debt burden to less than 20% of GDP (including direct debt
and that of Azerbaijan Railways). The government contained fiscal
deterioration, despite lower economic growth and a decline in
hydrocarbon prices during the pandemic. While activating the escape
clause of its fiscal rules, Azerbaijan effectively used its
sizeable fiscal buffers during the pandemic to provide
counter-cyclical spending, limiting deterioration in the
government's debt metrics, while enhancing fiscal flexibility.

The debt burden has since consolidated and remains on track to
decline further, according to Moody's estimates. In times of high
oil prices, Moody's expects the government will maintain fiscal
prudence by limiting its reliance on State-Oil Fund of Azerbaijan
(SOFAZ) transfers – as illustrated by the revised 2022 budget.

The fiscal rules suspended during the pandemic are being revised to
allow for increased flexibility in spending non-oil revenues, aimed
at boosting economic activity in years where non-oil revenues are
higher than expected. For example, non-oil revenues overperformed
last year and are expected to do so this year, enabling a
reallocation of spending towards reconstruction for
Nagorno-Karabakh and anti-inflation measures. Meanwhile, the new
fiscal rules reaffirmed the authorities' commitment to reduce the
non-oil deficit as a percent of non-oil GDP and implement a ceiling
on the debt burden.

Moody's also expects governance reforms to reduce contingent
liability risks over time. Through the holding company Azerbaijan
Investment Holding (AIH), the authorities have increased their
supervision over state-owned entity (SOE) debt. Other reforms such
as ameliorating corporate governance, introducing financial
disclosure and audit rules are ongoing. Moody's does not expect
Aqrarkredit, where toxic assets from the International Bank of
Azerbaijan (IBA) were transferred in 2017, to need large capital
injections by the government.

SOUND MANAGEMENT OF OIL REVENUES WILL LEAD TO LOWER EXTERNAL
VULNERABILITY RISKS

Assets held by SOFAZ, which are foreign currency denominated and
invested in liquid markets, continued growing in 2021 despite the
pandemic. In time of high oil prices, the accumulation of
hydrocarbon revenues at SOFAZ – rather than their use for
budgetary purposes as per increasingly prudent fiscal management
highlighted above – enables the sovereign to replenish its
significant fiscal buffers, which Moody's expects to exceed 500% of
general government debt this year. Based on Moody's oil price
assumptions of $50-70 per barrel over the medium term, the size of
SOFAZ assets is likely to keep growing over the next few years.

Large SOFAZ assets underpin Azerbaijan's large net creditor
position and contain external vulnerability risks, and can be used
to absorb external shocks including through lower oil prices.
Moody's expects large current account surpluses over the next few
years (15-20% of GDP) due to high hydrocarbon prices, higher oil
production quotas, and increased gas exports. Including SOFAZ
assets, Azerbaijan's elevated external vulnerability indicator
(around 80%) would decrease to under 20%.

ENHANCED INSTITUTIONAL FRAMEWORK PROVIDES MACROECONOMIC AND
EXTERNAL STABILITY THROUGH PERIOD OF HIGHER INFLATION

Despite strong trade links to Russia, the Russian invasion of
Ukraine has had limited impact on the economy, with non-oil real
GDP reaching 11% in May 2022. Moody's expects Azerbaijan's real GDP
growth to reach 4% this year. After having demonstrated resilience
throughout the coronavirus pandemic – resulting in a smaller
recession than peers and maintaining a stable currency –,
Azerbaijan entered the Russia/Ukraine crisis with a strong economic
recovery bolstered by high hydrocarbon prices.

Moody's expects recent improvements in institutional capacity to
mitigate pressure from soaring inflation, which surpassed 14% this
year including almost 20% for food. In response, the Central Bank
of the Republic of Azerbaijan (CBAR) has increased policy rates by
150 basis points to 7.75% since September 2021 and raised reserve
requirements. Following enhanced macroeconomic policy and exchange
rate management that have underpinned macro and external stability
in recent years, Moody's expects the CBAR to maintain the de facto
peg to the US dollar for the foreseeable future.

The government has also implemented anti-inflation measures, such
as tax and tariffs cuts or subsidies for food products and food
export bans, as well as a stockpile policy. Moody's believes that
the government has additional fiscal buffers to provide targeted
cash transfers to low-income households if required. Besides, high
hydrocarbon prices buffer household incomes and contain social
risk, while public sector wages were also increased in 2021.

GDP per capita (PPP basis, US$): 15,882 (2021) (also known as Per
Capita Income)

Real GDP growth (% change): 5.6% (2021) (also known as GDP Growth)

Inflation Rate (CPI, % change Dec/Dec): 12% (2021)

Gen. Gov. Financial Balance/GDP: 4.3% (2021) (also known as Fiscal
Balance)

Current Account Balance/GDP: 15.2% (2021) (also known as External
Balance)

External debt/GDP: 28.9% (2021)

Economic resiliency: ba3

Default history: No default events (on bonds or loans) have been
recorded since 1983.

On August 02, 2022, a rating committee was called to discuss the
rating of the Azerbaijan, Government of. The main points raised
during the discussion were: The issuer's economic fundamentals,
including its economic strength, have materially increased. The
issuer's institutions and governance strength, have not materially
changed. The issuer's fiscal or financial strength, including its
debt profile, has materially increased. The issuer's susceptibility
to event risks has not materially changed.

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

Upward pressure on the rating could develop if ongoing and further
reforms were to increase the level of governance, transparency, and
policy predictability, and in turn the quality of institutions
beyond current expectations. Over time, marked progress in economic
diversification that reduces the economy's high dependence on
hydrocarbons would additionally put upward pressure on the rating.

Downward pressure on the rating could develop if there were signs
of erosion in the credibility and effectiveness of the enhanced
macroeconomic and fiscal policy framework that in turn raised the
likelihood of external instability and/or a sustained increase in
the debt burden. Banking sector weaknesses resurfacing and
significantly raising contingent liability risks could also put
downward pressure on the rating. A renewed escalation of the
conflict over Nagorno-Karabakh or significant spillovers from the
Russia/Ukraine military conflict with a protracted negative impact
on economic activity and government finances would be credit
negative.

ENVIRONMENTAL, SOCIAL, GOVERNANCE CONSIDERATIONS

The exposure to environmental risk is high (E-4 issuer profile
score), as the economy and government finances remain highly
susceptible to a global transition away from hydrocarbon fuels over
the longer term. The hydrocarbon sector accounts for around 90% of
total goods exports and contributes to 60-70% of consolidated
government revenue. While the government is emphasising economic
diversification through its strategic road maps, tangible benefits
will take time to materialise and are limited by human capital and
institutional constraints.

The exposure to social risk is moderate (S-3 issuer profile score)
as still low education and skills attainment constrain the
development of the labour market, while rising inequality and
restrictions on voice and accountability tend to be political
flashpoints domestically. That said, the deployment of hydrocarbon
revenue on public services including in healthcare, education and
social infrastructure help address social concerns.

The influence of governance is highly negative (G-4 issuer profile
score), reflecting the lack of judicial independence and challenges
in the rule of law, control of corruption, governance and
transparency. These limit the effectiveness of institutions,
prospects for economic diversification, and the resilience of the
country to environmental and social risks.

The principal methodology used in these ratings was Sovereign
Ratings Methodology published in November 2019.



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B E L A R U S
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BELAGROPROMBANK: S&P Affirms 'CC/C' FC Ratings, Off Watch Neg.
--------------------------------------------------------------
S&P Global Ratings removed its foreign currency long-term and
short-term issuer credit ratings on Belagroprombank from
CreditWatch with negative implications, where it was placed on
March 1, 2022. At the same time, S&P affirmed its 'CC/C' foreign
currency and 'CCC/C' local currency long- and short-term ratings on
the bank. The outlook on both the local currency and foreign
currency long-term ratings is negative.

On Aug. 3, 2022, S&P Global Ratings lowered its long-term foreign
currency rating on Belarus to 'SD' (selective default), following
the government's inability to fulfill one of its coupon payments.

S&P said, "Despite our downgrade of Belarus to 'SD' and risks of
further tightening of capital controls, Belagroprombank remains
current on its financial obligations. We lowered the foreign
currency rating on Belarus to 'SD' because the Belarusian
government did not make the coupon payment of some $23 million on
its U.S.-dollar-denominated 2027 Eurobond in dollars by the end of
the contractual grace period. We believe macroeconomic and fiscal
stress may weaken Belagroprombank's ability to stay current on its
local-currency financial obligations. We consider Belagroprombank's
financial performance to be closely tied to that of the sovereign
because it has relied on government support in the past. We
therefore cap our ratings on the bank at the level of the sovereign
credit rating on Belarus. Belagroprombank is significantly exposed
to economic risks in Belarus and has business, funding, and
strategic links to the sovereign.

"We understand the bank has not experienced any difficulties in
servicing its financial obligations thus far.The bank has 15
outstanding local-currency-denominated bonds totaling BYN1.7
billion (about $670 million), most of which mature after 2025.
Belagroprombank does not have any foreign-currency-denominated
debt.

"In April 2022, the bank's sole shareholder Belarus increased its
capital by BYN640 million ($250 million), which is about one-third
of its total capital. We note that Belagroprombank's deposit base
has been relatively stable since the beginning of 2022. The bank
maintains funding and liquidity ratios well above minimum
requirements, with liquidity coverage ratio indicators above 250%
and net stable funding ratio indicators above 120% as of July 1,
2022. Belagroprombank's liquid assets--including unrestricted cash,
interbank placements, and the securities portfolio--accounted for
about BYN3.9 billion, or 24% of total assets at the same date."

The negative outlook indicates that macroeconomic and fiscal stress
may weaken Belagroprombank's ability to stay current on its
obligations.

S&P would lower the ratings on Belagroprombank if it sees
indications that the bank's obligations could suffer nonpayment or
restructuring, or if it observes significant deposit outflows.

Any positive rating action on Belagroprombank would require a
positive rating action on the sovereign, including an improvement
of its T&C assessment.

ESG credit indicators: E-2, S-1, G-4


BELARUSBANK: S&P Affirms 'CC/C' ICRs, Off CreditWatch Negative
--------------------------------------------------------------
S&P Global Ratings removed its foreign currency long-term and
short-term issuer credit ratings on Belarusbank from CreditWatch
with negative implications, where it was placed on March 1, 2022.
At the same time, S&P affirmed its 'CC/C' foreign currency and
'CCC/C' local currency long- and short-term ratings on the bank.
The outlook on both the local currency and foreign currency
long-term ratings is negative.

On Aug. 3, 2022, S&P Global Ratings lowered its long-term foreign
currency rating on Belarus to 'SD' (selective default), following
the government's inability to fulfill one of its coupon payments.

S&P said, "Despite our downgrade of Belarus to 'SD' and risks of
further tightening of capital controls, Belarusbank remains current
on its foreign-currency (FX)- and local-currency-denominated
financial obligations. We lowered the foreign currency rating on
Belarus to 'SD' because the Belarusian government did not make the
coupon payment of some $23 million on its U.S.-dollar-denominated
2027 Eurobond in dollars by the end of the contractual grace
period. We consider that if sanctions and capital controls tighten,
Belarusbank may face difficulties in servicing its current
obligations, similar to those faced by the government of Belarus.
Generally, we don't rate banks above the sovereign rating because
of the likely direct and indirect influence of sovereign distress
on their operations, including their ability to service foreign
currency obligations.

"We understand the bank has not experienced any difficulties in
servicing its financial obligations. Belarusbank has several
FX-denominated domestic issues outstanding totaling about $780
million. Its bondholders are all Belarusian residents. Moreover,
the bank is not exposed to sovereign FX-denominated debt. It also
has 15 local-currency-denominated bonds outstanding totaling BYN2
billion (about $790 million), most of which mature in 2030.

"In April 2022, the bank's sole shareholder Belarus injected BYN1.8
billion ($700 million) of capital, which is about one-third of its
total capital. We note that Belarusbank's deposit base has been
relatively stable since the beginning of 2022. The bank maintains
funding and liquidity ratios well above minimum requirements, with
liquidity coverage ratio indicators above 180% and net stable
funding ratio indicators above 110% as of July 1, 2022.
Belarusbank's liquid assets--including unrestricted cash, interbank
placements, and the securities portfolio--accounted for about
BYN4.3 billion, or 23% of total assets at the same date."

The negative outlook indicates that macroeconomic and fiscal stress
may weaken Belarusbank's ability to stay current on its
obligations.

S&P would lower the ratings on Belarusbank if it sees indications
that the bank's obligations could suffer nonpayment or
restructuring, or if it observes significant deposit outflows.

Any positive rating action on Belarusbank would require a positive
rating action on the sovereign, including an improvement of S&P's
T&C assessment.

ESG credit indicators: E-2, S-1, G-4




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B E L G I U M
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LSF XI MAGPIE: S&P Assigns 'B' Long-Term ICR, Outlook Stable
------------------------------------------------------------
S&P Global Ratings assigned its 'B' long-term issuer credit and
issue ratings to Belgium-based chemical distributor Manuchar N.V.'s
intermediate parent company LSF XI Magpie Bidco B.V. and the senior
secured notes.

The stable outlook reflects S&P's view that Manuchar will continue
to deliver its business strategy and maintain resilient
profitability, with EBITDA normalizing in 2023 but EBITDA margins
maintained above 5%, which is higher than pre-pandemic levels.

In January 2022, private equity firm Lone Star Funds signed an
agreement to acquire Manuchar for an enterprise value of $809
million. As part of the transaction, Manuchar has issued five-year
senior secured fixed rate notes of EUR350 million-equivalent. Lone
Star and Manuchar's management will also contribute $495 million of
common equity. The proceeds will be used to fund the buyout and pay
the transaction fees. In addition, there is $31 million of rolled
over debt in the capital structure.

S&P sid, "The 'B' ratings reflect our expectation of a highly
leveraged capital structure based on normalized earnings after
transaction close.Although starting adjusted debt to EBITDA is
relatively low at 4.1x-4.3x on a pro-forma basis at year-end 2022
due to top-of-cycle conditions, we expect it will weaken to
5.5x-5.8x in 2023 with normalized EBITDA. After a strong 2021
spurred by accelerated outsourcing of distribution due to COVID-19
and global supply disruptions, growth has continued in all
geographies so far in 2022, reflected in continued price increases
and margin expansion. Notably, Manuchar is benefiting from being a
reliable distributor of goods to customers amid global supply chain
constraints and has built comfortable rating headroom. EBITDA stood
at $180 million in the 12 months to March 31 and we expect $160
million-$170 million in full-year 2022. However, we forecast a
normalization of earnings in 2023, with adjusted EBITDA of $115
million-$125 million, compared to management's calculation of $105
million normalized EBITDA for the 12 months to March 31, 2022. Our
debt adjustments include nonrecourse factoring, transactional
funding lines, and leases.

"As is typical for distributors, we expect continuous solid free
operating cash flows (FOCF) due to strong cash conversion,
supported by modest maintenance capital expenditure (capex)
requirements.We forecast healthy FOCF of about $60 million-$80
million in 2022, with higher EBITDA more than offsetting increased
working capital outflows due to higher prices. We anticipate much
higher FOCF in 2023 despite lower EBITDA, mainly due to an expected
large working capital release as a result of normalizing prices. We
expect FOCF of $40 million-$50 million under normalized EBITDA and
working capital absorption.

"The main constraints on our assessment of Manuchar's business risk
profile include its relatively small size and concentration in
emerging markets. With normalized EBITDA of $105 million as of
March 31, 2022, Manuchar is small in terms of size and earnings
base, which makes its credit metrics more sensitive to
underperformance compared to larger industry peers like Azelis and
Barentz. In addition, it derives the majority of its revenue and
earnings from South and Central America and the Caribbean (63% of
2021 gross profit). We note that most chemical distribution
industry peers show a more balanced distribution between emerging
and developed markets. Chemicals distribution is a highly
fragmented and competitive industry with increasing competition
from larger players, especially in emerging markets where the top
25 players account for only a 16% share."

That said, its good position in emerging markets and some exposure
to defensive end markets also support the business risk profile.
Manuchar benefits from a strong market position in emerging
markets, primarily Brazil and other Latin American countries, with
attractive market growth potential. In addition, the company
supplies to defensive end markets such as home care (about 20% of
gross profit), agriculture (about 14%), and food (about 6%), which
display higher resilience to cycles than industrial chemicals
distribution. Despite its relatively small scale, Manuchar exhibits
good diversification in supplier and customer base with
longstanding relationships with its shipping partners, suppliers,
and key customers.

S&P said, "We believe that the sourcing and logistics services
(SLS) business enables Manuchar to optimize shipping costs and
ensure price competitiveness.SLS operates as a channel to source,
market, and ship polymers and steel. This is a low-margin business
that accounts for about 16% of Manuchar's EBITDA and results in
gross and operating margins lagging those of chemical distributor
peers. However, the combination of steel and other chemicals allows
Manuchar to optimize the capacity utilization of vessels rented for
chemical transport. Bulk shipping entails a price benefit over
container shipping and is less exposed to supply and demand
disruptions. This has been evidenced by the good operating
performance during supply chain disruptions in 2021-2022.

"We believe financial-sponsor ownership limits the potential for
leverage reduction over the medium term. Although we do not deduct
cash from debt in our calculation owing to Manuchar's
private-equity ownership, we expect that cash could be partly used
to fund bolt-on mergers and acquisitions (M&A) or shareholder
remuneration. In the medium term, the financial sponsor's
commitment to maintaining financial leverage sustainably below 5.0x
would be necessary for rating upside considerations.

"The stable outlook reflects our view that Manuchar will continue
to deliver its business strategy and maintain resilient
profitability. We anticipate that EBITDA will normalize in 2023 but
the company will maintain EBITDA margins above 5%, higher than
pre-pandemic levels. We forecast adjusted leverage of about
4.1x-4.3x in 2022 and 5.5x-5.8x in 2023."

S&P could lower the ratings if:

-- Leverage weakens to above 6.5x adjusted debt to EBITDA, for
example, due to weaker-than-anticipated operational performance,
major margin pressure amid increased competition, or failure to
capture growth from its capital investments;

-- FOCF decreases significantly to below $20 million with
deteriorated liquidity; or

-- Manuchar and its sponsor follow a more aggressive financial
policy with regards to capex, acquisitions, or shareholder
returns.

S&P could raise the rating if:

-- Adjusted debt to EBITDA remains sustainably below 5x;
FOCF remains consistently above $50 million; and

-- Manuchar's management and financial sponsor show a strong
commitment to maintaining credit metrics at a level commensurate
with a higher rating.

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

S&P said, "Environmental and social factors have an overall neutral
impact on our credit rating analysis of Manuchar. The company is a
commodity chemicals distributor focusing on end markets like home
care, agriculture, and food industries. Manuchar has several
initiatives to reduce its impact along the supply chain including a
target to reduce its environmental footprint by 50% by 2030.
Governance is a moderately negative consideration, like for most
rated entities owned by private-equity sponsors. We believe the
company's highly leveraged financial risk profile points to
corporate decision-making that prioritizes the interests of the
controlling owners. This also reflects generally finite holding
periods and a focus on maximizing shareholder returns."




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F R A N C E
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FAURECIA SE: Fitch Affirms BB+ IDR & Alters Outlook to Negative
---------------------------------------------------------------
Fitch Ratings has revised French automotive parts supplier Faurecia
S.E.'s Outlook to Negative from Stable, while affirming its
Long-Term Issuer Default Rating (IDR) at 'BB+'.

The Negative Outlook reflects Fitch's revised expectation that, in
the absence of disposals, Faurecia's funds from operations (FFO)
net leverage will now remain above 2.5x to 2025, which corresponds
to the 'BB' rating median in Fitch's Rating Navigator and the
negative rating sensitivity for Faurecia. This is despite the
recent equity raise.

The outlook for auto suppliers remains challenged with inflationary
pressures, and profitability improvement will depend on successful
pricing negotiations with auto original equipment manufacturers
(OEMs). Fitch forecasts that Faurecia will generate around 4%-5% in
EBIT margin over the medium term, which by itself will not be
sufficient to allow Faurecia to deleverage to our rating
sensitivities.

Faurecia management expects around EUR1 billion proceeds from its
disposal programme, which is larger than their initial EUR0.5
billion plans. Fitch believes that applying proceeds from
successful disposals to gross debt reduction could ease leverage
metric to levels that are commensurate with a 'BB+' rating. On the
other hand, FFO net leverage above 2.5x beyond 2023 will result in
a downgrade.

KEY RATING DRIVERS

High Leverage: Fitch forecast Faurecia's (Fitch-adjusted) EBITDA/
net leverage will be around 4x in 2022, which is high for the
rating, and higher than its peers'. This is after EUR705 million
equity raised in June 2022 and suspended dividend payments.
Nevertheless, a successful disposal programme will drive EBITDA/net
leverage below 2.5x at end-2024, which will be commensurate with
the current rating. A prolonged recession and an inability to
execute its business plan remain risks that could weigh on leverage
and ratings.

Profitability Under Pressure: Similar to peers', Faurecia's
profitability is tested by sharply decreasing production volumes in
the auto industry, which is compounded by inflationary pressures.
Fitch forecasts an EBIT margin of around 4% for 2022, and towards
6% in the medium term as production normalises. We believe auto
production volumes will increase by low single digits this year,
still significantly below pre-pandemic levels due to supply chain
issues that are worsened by geopolitical tension and lockdowns in
China. Fitch forecast that improvement in profitability will be
gradual, and partially dependent on pricing negotiations with
OEMs.

FCF Margin to Weaken: Fitch forecasts a slightly negative free cash
flow (FCF) margin for the next 12-18 months, driven by increasing
inventory levels as production volume declines. However, as chip
shortages start to ease, we believe working-capital needs will
lessen rather rapidly, driving a FCF margin of around 1%-2% over
the next four years, which is commensurate with the current
rating.

Suppliers under Stress: Sharp increases in raw materials,
logistics, energy, and labour costs are squeezing operating
margins, particularly for suppliers with a strong OEMs exposure. In
the absence of contracts with cost pass-through mechanisms,
suppliers are relying on negotiations with customers on prices to
reflect input cost inflation. Negotiations are lengthy and
typically vary case by case. Corroborating components' rising input
costs is challenging as prices are not typically indexed like raw
materials, and could be time-consuming. Cost recovery may exclude
energy, labour or logistics expenses. OEMs still have significant
pricing power over suppliers, and the ability of suppliers to pass
on price increases is yet to be tested in 2H22.

Solid Business Profile: Faurecia has a strong business profile that
is consistent with a 'bbb' category. In particular, it is supported
by a strong competitive position and adequate diversification to
various segments including seating, interior, emissions control and
now electronics and human-machine interface. Faurecia benefits from
its positioning as a top-10 global tier-one supplier, with several
top-three positions in its key markets, a diverse portfolio of
products and systems, and strong supply positions with most major
global auto manufacturers.

Business Profile Weaknesses: Faurecia's business profile strengths
are partly offset by a still limited exposure to the more stable
replacement market and some of the faster-growing segments such as
emerging markets and new technologies, as well as lower customer
diversification and a portfolio of lower value-added products than
larger and stronger global peers'.

Hella Acquisition Adds Value: Fitch believes that Hella's product
portfolio and technological leadership complement Faurecia's
offering and could expand its exposure to fast-growing and high
value-added segments including lighting and electronics. Fitch
expect these products to support Faurecia's innovation capability
and strengthen the supplier's position in some of the trends
reshaping the industry such as connectivity, automated driving and
advanced driving-assistance systems. The Hella acquisition will
also bolster Faurecia's limited exposure to the more stable
replacement market.

Electric Vehicle Risk: The risk of lost revenue and earnings
stemming from the growth of electric vehicles with no exhaust line
is significant for Faurecia's clean-mobility division. However,
Fitch believes this should be mitigated in the short-to-medium term
by the growth of hybrid vehicles that have both a combustion engine
and an electric powertrain and by the company's ambitious targets
to increase business in the profitable off-highway and heavy-truck
segments. The addition of Hella's product portfolio will further
increase Faurecia's exposure to segments not related to combustion
engines.

DERIVATION SUMMARY

Faurecia's business profile compares adequately with that of auto
suppliers at the low-end of the 'BBB' category. The share of
aftermarket business, which is less volatile and cyclical than
sales to OEMs, is smaller than at tyre manufacturers such as CGE
Michelin (A-/Stable) and Continental AG (BBB/Stable).

Faurecia's portfolio has fewer products with high added-value and
strong growth potential than other leading and innovative suppliers
such as Robert Bosch GmbH (F1+), Continental and Aptiv PLC
(BBB/Stable). However, similar to other large and global suppliers,
it has a broad and diversified exposure to leading international
OEMs, as well as a global reach.

With an EBIT margin of 6%-7%, excluding the impact of the pandemic
in 2020-2021, profitability is lower than that of investment
grade-rated peers such as Aptiv, Nemak, S.A.B. de C.V.
(BBB-/Stable) and Schaeffler AG (BB+/Stable), but better than
Tenneco, Inc.'s (B+/RWN). Faurecia's FCF is weak compared with that
of auto suppliers rated 'BB+'/'BBB-' in Fitch's portfolio. However,
Fitch projects net leverage to decline to levels that are in line
with Schaeffler's and Dana Incorporated's (BB+/Stable) but still
higher than Aptiv's.

No country-ceiling, parent/subsidiary or operating environment
aspects affect Faurecia's ratings.

KEY ASSUMPTIONS

-- Global vehicle production to decrease in 2022 by -0.4% and
    rebound over the next four years by mid-single digits;

-- Organic revenue to decline by 2.5% in 2022, and recover by 13%

    in 2023, 5.3% in 2024 and 3.6% in 2025;

-- Consolidation effect from Hella in 2022 of EUR1.1 billion in
    revenue, and a negative EUR250 million revenue for the Ukraine

    war;

-- Cost of goods sold at 87% of total cost and decreasing in the
    medium term;

-- Operating margin to drop to 4.3% in 2022 and recover to above
    mid-single digits in the medium term;

-- Restructuring expenses of EUR238 million, synergies cost from
    the acquisition split of EUR306 million in 2022-2025;

-- Modest working-capital outflows in 2022-2025;

-- Capex to remain at 6.3% of sales in 2022-2025;

-- No dividend payment in 2022 but resuming in 2023 for EUR1 per
    share;

-- No share buybacks for the next three years;

-- No further acquisitions to 2025.

RATING SENSITIVITIES

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

-- EBIT margin above 7.5%;

-- FCF margin above 1.5%;

-- FFO net leverage below 1.5x;

-- EBITDA net leverage below 1.0x.

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

-- EBIT margin below 5% by 2024;

-- FCF margin below 0.5%;

-- FFO net leverage above 2.5x by 2024;

-- EBITDA net leverage above 2.0x.

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
ranrangeom 'AAA' to 'D'. Best- and worst-case scenario credit
ratings are based on historical performance.

LIQUIDITY AND DEBT STRUCTURE

Sufficient Liquidity: Faurecia benefited in 2021 from a EUR4.6
billion cash balance and an undrawn EUR1.5 billion revolving credit
facility (RCF). Following the acquisition of Hella, Fitch expects
the balance to drop to EUR2.3 billion in 2022 and to remain above
EUR2.8 billion in the medium term, after incorporating Fitch's
adjustment for EUR.0.6 million operation cash.

However, Fitch expects liquidity to remain at risk from various
short-term maturities, which will drive the company to multiple
refinancing (bridge to bond, Schuldscheindarlehen, Hella bond in
2024). In addition, Fitch expect in 20a negative FCF margin and a
moderate 1.5%-2% FCF margin in the medium term, which is
insufficient to cover all its financial obligations. Nevertheless,
Fitch believes that the company will be able to refinance its
bridge loan successfully within 12 months.

Faurecia also retains access to the euro commercial paper market
via its EUR1.3 billion programmes. The company can also use
account-receivables factoring (several receivables securitization
programmes in different countries) to fund its working-capital
needs

High Leverage: Faurecia has tripled its debt over the last five
years to EUR10.8 billion in 2022. While funding is diversified
through an ESG bond, Schuldscheindarlehen, term loan, etc., the
maturity schedule remains confined to five to six years.

Fitch expects the company to focus its financial policy on
deleveraging over the medium term, in light of rising interest
expenses and its high leverage.

ISSUER PROFILE

Faurecia is a France-based leading tier-1 automotive original
equipment supplier, the fifth-largest in Europe and ninth-largest
globally with EUR15 billion revenues in 2021.

SUMMARY OF FINANCIAL ADJUSTMENTS

Fitch classifies restructuring cost - a profit-and-loss item - as
operating cost.

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
   ----                 ------                 --------   -----
Faurecia S.E.         LT IDR   BB+    Affirmed              BB+

   senior unsecured   LT       BB+    Affirmed              BB+




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

GEORGIA: Fitch Affirms 'BB' Foreign Currency IDR, Outlook Stable
----------------------------------------------------------------
Fitch Ratings has affirmed Georgia's Long-Term Foreign-Currency
(LTFC) Issuer Default Rating (IDR) at 'BB' with a Stable Outlook.

KEY RATING DRIVERS

Credit Fundamentals: A credible and effective policy framework and
stronger governance indicators relative to 'BB' rating category
peers' underpins Georgia's rating. Long-standing support from
official creditors have helped reduce risks to macro stability and
supported financing needs. These credit strengths are balanced by
significant exposure of public debt to foreign-currency (FC) risk,
high financial dollarisation, and external finances that are
significantly weaker than the majority of 'BB' category rated
peers'.

Substantial Increase in External Inflows: The Russian invasion of
Ukraine has so far been a large positive economic shock as up to
90,000 Russian, Belarussian and Ukrainian nationals have entered
Georgia. This has resulted in remittances surging 65% yoy in 1H22,
with remittances from Russia alone more than tripling. Fitch
currently views this is a one-off exogenous shock and the lasting
impact on the balance of payments and external finances is not yet
fully clear.

In 2022, the increased remittances will shrink the current account
deficit to around 5.1% of GDP (1Q22: 13%; 2021: 9.8%), although
still well above the current 'BB' median of 3.5%. Foreign-exchange
(FX) reserve coverage will average 4.5 months of current account
payments in 2021-2024 (current BB median: 5.2 months). The approval
of a USD280 million (1.5% of 2021 GDP) stand-by arrangement of the
IMF for Georgia in June is also positive for external liquidity
risks, although authorities are currently treating it as a
precautionary facility.

Geopolitical and Sanctions Risks: Georgia is highly exposed to
geopolitical risks, particularly given the unresolved conflicts
involving Russia in Abkhazia and South Ossetia. Authorities are
implementing international sanctions on Russia, overseeing the
change of ownership of one major Russian-owned bank and taking
control of a large mineral water producer. At the same time,
economic relations remain meaningful and the government's nuanced
approach to the conflict appears to have aggravated segments of the
domestic population.

Policy Framework Remains Sound: Georgia has a strong pre-pandemic
record of fiscal discipline, with progress in revenue management
and budgetary transparency of state-owned enterprises. Fiscal
policy is gradually tightening amid very strong revenue growth and
currency strength, and authorities intend to return to adherence to
fiscal rules requiring deficits below 3% of GDP by 2023. There are
some efforts at export-market diversification, with China emerging
as the largest export market in January-May 2022.

The National Bank of Georgia's (NBG) policy mix is vigilant, and it
has allowed the lari to act as a natural shock absorber and not
intervened to weaken the currency (which has risen 11.5% since
end-February). The NBG has raised its policy rate by 50bp to 11% in
response to higher inflation.

Strong Rebound in Growth: Propelled by a very solid increase in
tourism numbers (234.5% yoy in 1H22), stable public consumption,
positive net exports and remittances, real GDP growth is forecast
10.9% in 2022. Positive spillover effects on personal consumption,
as well as stable export demand and continuing tourism recovery
will help keep growth at 5.3% in 2023 and 4.7% in 2024. Some
overheating risks are evident in the property sector, with major
(sale and rental) price increases.

Resilient Banking Sector, High Dollarisation: The Georgian banking
sector is stable and well-capitalised (1H22: regulatory capital
ratio of 20.3%), with non-performing loans at 4.7% of the loan book
(NBG definition, which includes sub-standard, doubtful and loss
loans) as of 1H22, and adequate sector supervision. As of 1H22,
loan dollarisation amounted to 49.1%, largely unchanged from
end-2021 levels, while deposit dollarisation, at 59%, was about 2pp
down from the start of the year. Banks are incentivised to reduce
FX liabilities through lower reserve requirements for lower deposit
dollarisation levels.

High FX Risk in Debt Dynamics: Tighter fiscal policy and stronger
than previously expected nominal GDP growth will help stabilise
general government debt (GGD) at an average of 42.6% of GDP in
2022-2024, only slightly above pre-pandemic levels (current peer
median: 55%). Exposure to FX risks is considerable, with 80.5% of
public debt denominated in foreign currency (current peer median:
57.3%). Apart from that, the public debt profile is largely
favourable, with 73% made up of concessional borrowing, and the
weighted average maturity of external debt at over eight years.

Inflation Risks: Inflation reached 12.8% yoy in June, well above
the central bank's inflation target of 3%, with a large
contribution from food prices (6.3pp). The impact of global energy
price increases on Georgia is more contained as it primarily
obtains natural gas from Azerbaijan on a long-term contract-basis,
while lari appreciation has helped prevent higher inflation. Fitch
expects inflation to average 11.5% yoy in 2022, as housing and food
prices will remain high, before declining to 6.2% in 2023 and 4.2%
in 2024. Monetary policy will remain tight, though high levels of
dollarisation and the predominantly fixed-rate structure of lending
mitigates the effectiveness of monetary-policy transmission.

Governance Indicators: Georgia benefits from governance indicators
that are among the highest in the 'BB' rating category, although
scores have been declining recent years. There are political risks
associated with upcoming elections in 2024, where relations with
Russia and the EU are divisive issues. Fitch sees a risk that
politics could weigh on progress in structural reform and the
business environment over time.

ESG - Governance: Georgia has an ESG Relevance Score of '5' and
'5[+]' for political stability and rights, and for the rule of law,
institutional and regulatory quality and control of corruption
respectively. Theses scores reflect the high weight that the World
Bank Governance Indicators (WBGI) have in our proprietary Sovereign
Rating Model (SRM). Georgia has a medium WBGI ranking at the 62nd
percentile, reflecting moderate institutional capacity, established
rule of law, a moderate level of corruption and political risks
associated with the unresolved conflict with Russia.

RATING SENSITIVITIES

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

-- Structural: Substantial worsening of domestic political or
geopolitical risks with adverse consequences for economic growth
and the policy framework;

-- External Finances: A sharp increase in external vulnerability,
eg. from sustained widening of the current account deficit and
rapid decline in international reserves;

-- Public Finances: Government debt/GDP being placed on an upward
path over the medium term, reflecting either insufficient fiscal
adjustment, a weaker growth environment or further external
shocks.

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

-- External Finances: A reduction in external vulnerability, for
example from a narrowing in the current account deficit closer to
peer levels, and/or increase in international reserves, leading to
the removal of the -1 notch on external finances;

-- Macro: A stronger and sustained GDP growth outlook with a
reduction in macroeconomic vulnerabilities such as the high level
of dollarisation, leading to a higher GDP per capita level.

SOVEREIGN RATING MODEL (SRM) AND QUALITATIVE OVERLAY (QO)

Fitch's proprietary SRM assigns Georgia a score equivalent to a
rating of 'BB+' on the LTFC IDR scale.

Fitch's sovereign rating committee adjusted the output from the SRM
to arrive at the LTFC IDR by applying its QO, relative to SRM data
and output, as follows:

Fitch removed the +1 notch for macroeconomic performance, policies
and prospects that was temporarily added in the aftermath of the
Covid-19 pandemic to offset the deterioration in the SRM output
driven by the pandemic shock, including from the growth volatility
variable.

-- External Finances: -1 notch, to reflect that relative to its
peer group, Georgia has higher net external debt, a structurally
larger current account deficit, and a large negative net
international investment position.

Fitch's SRM is the agency's proprietary multiple regression rating
model that employs 18 variables based on three-year centred
averages, including one year of forecasts, to produce a score
equivalent to a LTFC IDR. Fitch's QO is a forward-looking
qualitative framework designed to allow for adjustment to the SRM
output to assign the rating, reflecting factors within our criteria
that are not fully quantifiable and/or not fully reflected in the
SRM.

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.

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

The principal sources of information used in the analysis are
described in the Applicable Criteria.

ESG CONSIDERATIONS

Georgia has an ESG Relevance Score of '5' for political stability
and rights as WBGI have the highest weight in Fitch's SRM and are
therefore highly relevant to the rating and a key rating driver
with a high weight. As Georgia has a percentile rank below 50 for
the respective governance indicator, this has a negative impact on
the credit profile.

Georgia has an ESG Relevance Score of '5[+]' for rule of law,
institutional, regulatory quality and control of corruption as WBGI
have the highest weight in Fitch's SRM and are therefore highly
relevant to the rating and are a key rating driver with a high
weight. As Georgia has a percentile rank above 50 for the
respective governance indicators, this has a positive impact on the
credit profile.

Georgia has an ESG Relevance Score of '4' for human rights and
political freedoms as the voice and accountability pillar of the
WBGI is relevant to the rating and a rating driver. As Georgia has
a percentile rank below 50 for the respective governance indicator,
this has a negative impact on the credit profile.

Georgia has an ESG Relevance Score of '4' for creditor rights as
willingness to service and repay debt is relevant to the rating and
is a rating driver for Georgia, as for all sovereigns. As Georgia
has a fairly recent restructuring of public debt in 2004, this has
a negative impact on the credit profile.

Except for the matters discussed above, the highest level of ESG
credit relevance, if present, is a score of 3. This means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity(ies), either due to their nature or to the way in which
they are being managed by the entity(ies).

RATING ACTIONS

ENTITY/DEBT             RATING                         PRIOR
   ----                 ------                 -------  -----
Georgia                 LT IDR     BB   Affirmed          BB

                        ST IDR     B    Affirmed          B

                        LC LT IDR  BB   Affirmed          BB

                        LC ST IDR  B    Affirmed          B

                        Country Ceiling BBB-  Affirmed    BBB-

   senior unsecured     LT         BB   Affirmed          BB

   senior unsecured     ST         B    Affirmed          B




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

PREMIER PERICLASE: Workers May Lose Jobs After Examinership Exit
----------------------------------------------------------------
Marc O'Driscoll at LMFM reports that a local TD says workers at the
Premier Periclase plant in Drogheda have been put on notice that
they are at risk of redundancy.

According to LMFM, Labour's Ged Nash says the new owners of the
company, which produces a heat-resistant lining for furnaces, are
concerned about the viability of the plant given escalating gas
prices.

The company only exited the examinership process in May after a
survival scheme was approved by the High Court, LMFM relates.




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

NIBC BANK: Fitch Affirms 'BB-' Rating on Subordinated Debt
----------------------------------------------------------
Fitch Ratings has affirmed NIBC Bank N.V.'s (NIBC) Long-Term Issuer
Default Rating (IDR) at 'BBB' and Viability Rating (VR) at 'bbb'.
The Rating Outlook on the Long-Term IDR is Stable.

Fitch has withdrawn NIBC's Support Rating of '5' and Support Rating
Floor of 'No Floor' as they are no longer relevant to the agency's
coverage following the publication of the updated Bank Rating
Criteria in November 2021.

In line with the updated criteria, Fitch has assigned a Government
Support Rating (GSR) of 'no support' (ns) to NIBC.

KEY RATING DRIVERS

Satisfactory Credit Profile: NIBC's ratings reflect the bank's
niche franchise and business model, and an improving risk profile
with lower exposure to cyclical sectors that should lead to better
and more stable asset quality. The ratings also reflect the bank's
satisfactory earnings, solid capital buffer and stable funding and
liquidity.

The assigned VR is one notch below the 'bbb+' implied VR since the
bank's risk profile has a high influence on the rating. NIBC's
remaining exposure to cyclical sectors will be tested in the near
term by macroeconomic headwinds.

Growing Retail Activities: NIBC has steadily expanded its franchise
in residential mortgage lending to offset the cyclicality of its
corporate exposure. NIBC has for a long time been a lender to Dutch
mid-sized companies and entrepreneurs. Its corporate offering
comprises lending, asset-and-receivable financing, advisory, and
co-investment activities, with a focus on profitable niches. The
strength of NIBC lies in its operational agility and tailored
solutions, providing it with adequate pricing power in its niche
markets.

Improving Risk Profile: NIBC has significantly decreased its
exposure to cyclical sectors, essentially shipping, oil and gas,
and leveraged finance. The bank will be less vulnerable as its
residential mortgage lending activities cushion performance swings
in its remaining corporate and SME credit exposure.

Satisfactory Asset Quality: NIBC has modest levels of impaired
assets and its loan portfolio quality has been moderately variable.
Risk concentrations remain, although decreased, especially in
certain sectors such as commercial real estate and shipping (about
80% and 55% of common equity Tier 1 capital, respectively).
However, Fitch believes the shift in the bank's loan portfolio will
help maintain its impaired loan ratio below 2% over 2022-2023,
despite the expected economic slowdown, higher energy prices and
supply-chain disruptions coupled with higher interest rates.

Above-Average Profitability: NIBC's focus on profitable niches,
good cost discipline and moderate loan impairment charges has
resulted in higher profitability than western European peers. Fitch
expects the bank will maintain operating profit above 2% of
risk-weighted assets (RWAs) in 2022-2023. This is because growth in
business segments such as leasing and mortgage loan origination to
third parties at least partly compensate for the loss of revenue
from winding down its higher-risk exposure.

High Capital Ratios: NIBC's risk-weighted capital and leverage
ratios are commensurate with its risk profile and compare well with
those of domestic and international peers. The fully-loaded common
equity Tier 1 (CET1) ratio at holding company level, where the
regulatory requirement is set, was about 18.4% at end-2021.

Stable Funding: NIBC's funding and liquidity have remained stable
despite reliance on price-sensitive online retail savings (about
50% of non-equity funding) and wholesale-funding sources. The
bank's conservative liquidity management ensures that upcoming
maturities are well-covered with high-quality liquid assets.

RATING SENSITIVITIES

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

Fitch believes a downgrade of the VR and IDRs is unlikely in the
near term given our view of satisfactory financial buffers at the
current rating. However, a downgrade could be triggered by a
combination of the CET1 ratio sustained below the bank's
medium-term tolerance level of 14%, operating profit/RWAs falling
and being maintained below 1.5% and the impaired loan ratio
sustained above 3% over a two-year period. The latter would also
lead to a re-assessment of the bank's risk profile. A sharp
slowdown in revenue growth in retail businesses or unexpectedly
large deposit outflows that pressure group liquidity would also be
rating negative.

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

An upgrade of the VR and Long-Term IDR would likely result from a
better risk profile assessment. This would require the bank to
sustain improvement in its risk appetite over a longer period, as
likely reflected in greater asset quality resilience and better
earnings stability in more challenging economic conditions.

OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS

SENIOR DEBT

NIBC's long-term senior preferred debt is rated one notch above the
Long-Term IDR. This reflects the protection that could accrue to
senior preferred debt from the bank's junior resolution debt
buffers. At end-2021 this buffer was about 11% of NIBC's
risk-weighted assets and we expect it to remain sustainably above
10%. This also drives the equalisation of NIBC's long-term senior
non-preferred debt with the bank's Long-Term IDR.

NIBC's 'F2' short-term senior preferred debt rating is the lower of
two possible short-term ratings mapping to a 'BBB+' long-term
rating, reflecting our assessment at 'bbb' of the bank's funding
and liquidity score.

SUBORDINATED DEBT

NIBC's legacy hybrid Tier 1 securities (ISIN code XS0249580357) are
rated four notches below the bank's VR, reflecting the poor
recovery prospects of these securities (two notches) and a high
non-performance risk (two notches). Fitch’s assessment is based
on the bank operating with a CET1 ratio comfortably above maximum
distributable amount restriction points, which Fitch expects to
continue.

No Government Support: NIBC's GSR of 'no support' is driven by
Fitch's view that sovereign support for the bank, while possible,
cannot be relied on, primarily given the Bank Resolution and
Recovery Directive in place in the Netherlands.

OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES

SENIOR DEBT

The ratings of senior debt, both preferred and non-preferred, are
sensitive to changes in NIBC's IDRs and to the size of the combined
buffer of subordinated and senior non-preferred debt. Fitch would
likely downgrade the ratings if the buffer falls below 10% of RWAs.
This could be from RWAs inflation or inability to refinance
maturing subordinated and senior non-preferred debt instruments.

SUBORDINATED DEBT

The ratings of legacy hybrid Tier 1 securities are sensitive to
changes in NIBC's VR as well as Fitch's assessment of the
probability of their non-performance relative to the risk captured
in NIBC's VR.

An upgrade of the GSR would be contingent on a positive change in
the Netherland's propensity to support its banks, as well as NIBC
significantly growing its systemic importance. While not
impossible, this is highly unlikely in Fitch's view.

VR ADJUSTMENTS

The Asset Quality score of 'bbb+' has been assigned below the 'a'
category implied score due to the following adjustment reason:
Concentrations (negative).

The Earnings & Profitability score of 'bbb+' has been assigned the
'a' category implied score due to the following adjustment reason:
Earnings Stability (negative).

The Capitalisation & Leverage score of 'a-' has been assigned the
'aa' category implied score due to the following adjustment reason:
Risk Profile and Business Model (negative), Internal Capital
Generation and Growth (negative).

ESG CONSIDERATIONS

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

RATING ACTIONS

ENTITY/DEBT         RATING                         PRIOR
   ----             ------                         -----
NIBC Bank N.V.      LT IDR      BBB    Affirmed    BBB
                    
                    ST IDR      F3     Affirmed    F3

                    Viability   bbb    Affirmed    bbb
    
                    Support     WD     Withdrawn   5

                    Support     WD     Withdrawn   NF
                    Floor
                  
                    Government Support ns
  
                    New Rating

  Subordinated      LT          BB-    Affirmed    BB-

  Senior preferred  LT          BBB+   Affirmed    BBB+

  Senior non-       LT          BBB    Affirmed    BBB
  preferred

  Senior preferred  ST          F2     Affirmed    F2




===========
S E R B I A
===========

MARERA INVESTMENT: S&P Alters Outlook to Neg., Affirms 'B-' ICR
---------------------------------------------------------------
S&P Global Ratings revised its outlook on property owner Marera
Investment Group Ltd. to negative from stable and affirmed its 'B-'
long-term issuer rating on the company.

The negative outlook indicates that S&P could lower the rating in
next six to 12 months if the company's debt-to-debt plus-equity
ratio remains above 80% and it fails to secure sufficient liquidity
sources well ahead of its short-term debt maturities.

S&P said, "We expect leverage to remain high on the back of high
debt funding for growth. S&P Global Ratings-adjusted debt to debt
plus equity remained high at about 86% in 2021, and debt to EBITDA
was 19x at Dec. 31, 2021. We expect leverage to remain very high
for the next six to 12 months, and we forecast debt to debt plus
equity moving toward, but staying slightly above, 80%, along with
debt to EBITDA of about 15x-16x in the next 12 months. This is
because we anticipate that the company will finance its growth
plans by using mainly debt. We also assume flat portfolio
revaluations. We believe that current macroeconomic uncertainties
could impact property valuations negatively, which could weigh
further on Marera's credit metrics. In addition, we believe the
rising interest rate environment could put pressure on the
company's EBITDA interest coverage, which could further fall below
1.3x from 1.6x at year-end 2021 (2.6x in 2020).

"Marera's liquidity is tightening. We estimate that the company's
liquidity sources will cover liquidity uses for the next 12 months
by only about 0.92x as of June 30, 2022. Its main liquidity needs
are short-term debt maturities of about EUR7.2 million, primarily
debt amortization in the next 12 months. As of June 30, 2022, the
company's cash balance amounted to EUR0.9 million and we expect
cash flow generation of about EUR5.6 million. We note that the
company's absolute cash flow base is very small, allowing limited
absorption of any unforeseen events, and that short-term debt
amortization fully depends on internal cash flow generation or
refinancing from banks, given the lack of any liquidity facility.
Hence, we believe liquidity could become constrained further if
Marera is unable to increase its cash funds from operations (FFO)
to support annual mortgage amortization or if it is unable to
refinance its bank debt maturities in a timely manner.

"Delayed portfolio growth weighs on the company's plan to diversify
its very small scale; however, operating performance remains stable
despite uncertainties. The company owns and manages 15 assets in
Serbia (nine office, five retail, and one industrial park), valued
at about EUR164 million as of Dec. 31, 2021. The value is expected
to increase to about EUR190 million by 2024, although we understand
that the acquisition of Zemun Park was delayed by three months and
the Tehnohemija and Mona acquisitions were not realized, either;
hence, its planned portfolio expansion and absolute cash flow base.
Marera remains smaller than most of its rated peers in the European
commercial real estate segment. The company has a short operational
track record, but we understand that, despite the overall market
uncertainties, Marera was able to retain its tenants and achieved
100% occupancy in its retail and industrial segment and 99.2% in
its office segment. The number of tenants increased to 179 from 135
in 2021. We expect occupancy rates to remain stable in the next 12
months.

"The negative outlook indicates that we could lower the rating in
the next six to 12 months if Marera's debt-to-debt-plus-equity
ratio remains above 80% and the company fails to refinance its
upcoming bank debt maturities in a timely manner."

S&P would lower the rating if:

-- Marera fails to reduce its debt to debt plus equity below 80%
over the next six to 12 months or fails to maintain EBITDA interest
coverage of 1.3x. This could happen, for example, if the company
finances all upcoming capital expenditure (capex), including
developments, with 100% debt, or if portfolio valuation turns
negative due to subdued market conditions.

-- Marera's liquidity deteriorates further and it fails to gain
bank approvals for refinancing or loan extensions to cover upcoming
short-term debt maturities in a timely manner or covenant headroom
tightens, such that the company's capital structure becomes
unsustainable.

S&P could revise the outlook to stable if:

-- Marera moves its debt-to-debt-plus-equity ratio below 80%
sustainably;

-- The EBITDA interest coverage ratio remains above at least 1.3x
in the next 12 months; and

-- Marera generates sufficient liquidity headroom.

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




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

UNIQUE BIDCO: Fitch Affirms LongTerm IDR at B, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed Unique Bidco AB's (Optigroup) Long-Term
Issuer Default Rating (IDR) at 'B' with a Stable Outlook.

Fitch expects to upgrade the company's senior secured debt rating
to 'BB-' from 'B+' and revise Recovery Rating to 'RR2' from 'RR3'
on completion of its refinancing, which will reduce its term loan B
(TLB) to EUR365 million from EUR515 million.

The rating of Optigroup balances its forecast high Fitch-adjusted
leverage with a solid business profile. It has leading market
positions in the fragmented business-essentials distribution
market, with limited geographic, product, customer and supplier
concentration. Its exposure to the declining paper segment is
mitigated by an increased focus on growing packaging, cleaning and
personal protective equipment end-markets.

Fitch expects the group to continue to pursue a bolt-on M&A-driven
growth strategy, with limited execution risk given the
decentralised organisation of Optigroup. Fitch views positively the
group's successful integration record and its prudent policy of
acquiring companies with a clear strategic fit at sensible
valuation.

KEY RATING DRIVERS

High Initial Leverage: Fitch forecasts post-refinancing EBITDA
(pro-forma for acquisitions) leverage at close to 7.0x, albeit with
sound deleveraging capacity to 2025. The acquisition of
Netherlands-based Hygos, a distributor of products within FSF
(facility/safety & foodservice), medical and packaging, and of two
smaller add-ons have increased leverage substantially. These
acquisitions were made simultaneously with a transaction whereby a
new sponsor, FSN Capital, has acquired majority votes in Optigroup
and the previous owners retaining the remainder.

Hygos Acquisition Positive: Fitch views the acquisition of Hygos as
positive for diversification and margins. Hygos, similar to
Optigroup, has grown rapidly through M&A and represents around 15%
of the combined group sales. Targeting smaller customers and with a
highly profitable niche in care products and medical disposables
segment, Hygos has high EBITDA margins of near 14% (versus below 5%
for Optigroup, both Fitch-adjusted) that will improve margins for
the combined group.

Further Bolt-Ons Add Diversification: The recent acquisitions of
Scholte Medical and MaskeGruppen, respectively operating in the
Netherlands and Norway also have high margins. These acquisitions
have been completed under FSN Capital's ownership, will reinforce
exposure to the medical sector and increase the group's geographic
diversification to the Benelux region and to Norway.

Transition from Paper Positive: Since Optigroup was spun-out of
Stora Enso's paper distribution business in 2008, it has
diversified into the distribution of other products with better
growth prospects and away from the now non-core commodity paper by
selling off its businesses in France and Germany. Optigroup's core
operations within FSF, packaging and core paper and specialties now
account for 73% of sales, the remainder being non-core paper, which
has contracted further during the pandemic. Fitch expects a 2%-4%
annual decline in paper revenue, albeit remaining cash
flow-positive.

Sound Business Profile: The enlarged Optigroup will generate
revenue of EUR1.4 billion from supply of products and solutions to
customers within the cleaning and facility management, hotel &
restaurant, healthcare, manufacturing and graphic design sectors.
These are all fairly stable sectors as many products relate to
daily essentials and therefore enjoy non-cyclical demand. The FSF
and medicals segments during the pandemic gained from increased
demand for cleaning and hygiene while non-core commodity paper saw
rapidly shrinking demand. Optigroup also has good diversification
across the Nordics, the Benelux, Switzerland and a growing number
of other European countries.

Continued Acquisitive Growth Expected: Fitch expects Optigroup to
continue its growth strategy of bolt-on acquisitions. Our rating
case includes acquisitions of EUR60 million over the rating
horizon. This will continue to be financed by internally generated
cash flows.

DERIVATION SUMMARY

Optigroup has close peers in other Nordic distributors including
Winterfell Financing /Stark Group and Quimper AB/(Ahlsell), both
rated 'B'/Stable. These are larger by revenue and mainly exposed to
the more cyclical construction and renovation sectors.

Optigroup's historical margins are broadly similar to those of
Stark but weaker than Ahlsell's, due to exposure to the declining
commodity paper segment. With an expected pick-up of Optigroup's
margins from the acquisition of Hygos, this gap is expected to
narrow.

Another Nordic peer is the technical installation provider,
Assemblin Financing (B/Stable), which has also grown with multiple
small add-ons but is less geographically diversified and with a
weaker market position in its core segments. Other relevant peers
are business services providers Irel Bidco/IFCO (B+/Stable),
Freshworld Holding (B+/Stable) and Polystorm Bidco/Polygon
(B/Stable). These companies are smaller, highly niche but with
strong positions in their respective niches and generally better
margins than Optigroup's.

Optigroup has slightly lower initial leverage than many peers.
Winterfell /Stark's funds from operations (FFO) gross leverage has
historically been well above 9x, and is estimated to have been 8.5x
at end-2021. Polystorm in 2021 re-leveraged to 9.3x versus
Optigroup's pro-forma initial gross leverage of around 7x at
end-2022 and below 6x by 2024. This is similar to Irel Bidco/IFCO's
estimated gross leverage of 6.0x end-2021.

KEY ASSUMPTIONS

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

-- Organic revenue CAGR of 1.1% to 2025, driven by FSF and
packaging, while commodity paper revenue to decrease 5%;

-- Gross profit margin to increase to 28.3% in 2025 from 26.4% in
2021 as a result of an improved product mix and increased exposure
to spot contracts with small customers;

-- Selling, general and administrative expenses to decrease to
18.2% of total cost in 2025 from 19.2% in 2021;

-- Annual restructuring costs of EUR9 million to 2025 for bolt-on
acquisitions;

-- Capex at 0.7% of revenue to 2025;

-- Underlying working-capital change neutral for 2022 and slightly
negative from 2023;

-- Annual acquisitions of EUR20 million to 2025, funded by cash on
balance sheet based on a 8x multiple and a 8% EBITDA margin;

-- Revolving credit facility (RCF) to be repaid in 2023 and 2024;

-- No dividend distribution.

Key Recovery Assumptions

Fitch assume that Optigroup would be considered a going-concern
(GC) in bankruptcy and that it would be reorganised rather than
liquidated.

Fitch have assumed a 10% administrative claim in the recovery
analysis.

-- GC EBITDA of EUR90 million, increased from EUR85 million, to
account for recently announced acquisitions, which we believe
should be sustainable post-restructuring;

-- Distressed enterprise value (EV)/ EBITDA at 5x;

-- Distressed EV of about EUR373 million;

-- Fitch have assumed the EUR60 million RCF to be fully drawn and
ranking pari passu with the TLB. After deducting 10% for
administrative claims, our waterfall analysis generates a ranked
recovery for the TLB in the 'RR3' band, indicating a 'B+'
instrument rating, or one notch above the IDR. The waterfall
analysis output percentage on current metrics and assumptions is
57% for the senior secured loan. Once the TLB amount is reduced,
the waterfall analysis generates a ranked recovery in the 'RR2'
band, indicating a 'BB-' instrument rating, or two notches above
the IDR with a waterfall analysis output percentage of 88%.

RATING SENSITIVITIES

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

-- Increase in EBITDA margin to sustainably above 8%;

-- FFO gross leverage sustainably below 6.0x;

-- Total debt/ EBITDA below 5.5x on a sustained basis;

-- Free cash flow (FCF) margin sustainably above 2%.

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

-- Failure to improve EBITDA margin above 6% as a result of
unsuccessful integration of acquired companies;

-- FFO gross leverage sustainably above 8.0x;

-- Total debt/ EBITDA above 7.5x on a sustained basis;

-- FCF margin at break-even;

-- Operating EBITDA/interest paid sustainably below 1.75x.

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

Optigroup's liquidity is sufficient in our rating case, with low
single-digit FCF margins allowing repayment of the EUR60 million
RCF - of which EUR55 million is currently drawn - by 2024 while
maintaining a minimum unrestricted cash balance of EUR18 million.

ISSUER PROFILE

Optigroup is a leading B2B distributor of business essentials to
facility management companies, printing and creative, industrial
packaging and safety, retail, reseller and foodservice sectors.

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
   ----                 ------                 --------   -----
Unique BidCo AB       LT IDR   B    Affirmed               B

   senior secured     LT       B+   Affirmed    RR3        B+




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

ANADOLU ANONIM: Fitch Cuts Insurer Finc'l. Strength Rating to B+
----------------------------------------------------------------
Fitch Ratings has downgraded Anadolu Anonim Turk Sigorta Sirketi's
(Anadolu Sigorta) Insurer Financial Strength (IFS) rating to 'B+'
from 'BB-'. The Outlook remains Negative.

KEY RATING DRIVERS

The downgrade follows Fitch's similar action on Turkiye's Long-Term
Local-Currency Issuer Default Rating (IDR) on July 8, 2022, and the
subsequent downgrades of Turkish banks' ratings. The rating action
on Anadolu Sigorta reflects the insurer's substantial exposure to
Turkish financial assets and to the wider Turkish economy.

The downgrade of Turkiye's sovereign rating reflects Turkiye's
spiralling inflation and economic policies leading to increased
macroeconomic risks. As a result, Fitch has revised its assessment
of the local insurance sector's industry profile and operating
environment (IPOE). This in turn results in a weaker company
profile for Anadolu Sigorta. Fitch tethers insurers' company
profiles to the assigned IPOE range.

The IFS rating reflects Anadolu Sigorta's 'most favourable' company
profile in Turkiye, substantial exposure to Turkish assets -
notably government bonds and local-bank deposits - and adequate
capitalisation. The rating also reflects adequate but pressured
profitability and reinsurance protection.

Fitch views Anadolu Sigorta's overall company profile as 'most
favourable' compared with other Turkish insurers, supported by the
company's very strong position in the highly competitive Turkish
insurance market. Anadolu Sigorta was the second-largest non-life
insurer in Turkiye by premium income at end-3M22, with a market
share of 11%.

Most of Anadolu Sigorta's investment portfolio comprised Turkish
government and local banks' bonds and deposits in Turkish banks at
end-3M22. The company's credit quality is therefore highly
correlated with that of the sovereign and of Turkish banks. Fitch
estimates that Anadolu Sigorta's risky assets made up approximately
301% of capital at end-3M22.

Fitch estimates that Anadolu Sigorta's capitalisation, as measured
by Fitch's Prism Factor-Based Capital Model, deteriorated to below
'Adequate' at end-2021, mainly due to a weakening of the credit
quality of investments to the 'B' from 'BB' category. The company's
regulatory solvency ratio was comfortably above 100% at end-2021.

Anadolu Sigorta's overall financial performance remained adequate,
with net income of TRY197 million in 3M22 (3M21: TRY166 million).
As in prior years, profitability was driven by the insurer's
investment result, while its underwriting result significantly
deteriorated, as measured by a reported combined ratio of 123%
(3M21: 115%). This was driven by worsening performance across most
lines of business, especially the motor third-party liability and
motor damage businesses amid surging inflation and lira
depreciation affecting the cost of spare parts, and the minimum
wage increase that affects the calculation of the bodily injury
claims.

RATING SENSITIVITIES

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

-- A material deterioration in the company's investment quality
and business-profile prospects, which could stem from a downgrade
of Turkiye's Long-Term Local-Currency IDR or major Turkish banks'
ratings.

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

-- The Outlook could be revised to Stable if the Outlook on
Turkiye's Long-Term Local-Currency IDR, or that on major Turkish
banks' ratings, is revised to Stable.

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.

BEST/WORST CASE RATING SCENARIO

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

RATING ACTIONS

   DEBT                 RATING                 RECOVERY   PRIOR
   ----                 ------                 --------   -----
Anadolu Anonim Turk   Ins Fin Str   B+   Downgrade         BB-
Sigorta Sirketi


TURK P&I: Fitch Lowers Insurer Finc'l. Strength Rating to 'B'
-------------------------------------------------------------
Fitch Ratings has downgraded Turk P ve I Sigorta A.S.'s (Turk P&I)
Insurer Financial Strength (IFS) Rating to 'B' from 'B+'. The
Outlook is Negative.

KEY RATING DRIVERS

The rating action on Turk P&I reflects the downgrade of Turkiye's
Country Ceiling to 'B' from 'B+' following Fitch's downgrade of
Turkiye's Long-Term Local-Currency Issuer Default Rating (IDR) to
'B' with Negative Outlook on July 8, 2022. Given that the majority
of Turk P&I's liabilities are in foreign currencies, its IFS Rating
is constrained by the Country Ceiling to account for transfer and
convertibility risk.

The downgrade of Turkiye's sovereign rating reflects Turkiye's
spiralling inflation and economic policies leading to increased
macroeconomic risks, which affect Fitch's assessment of the
sector's industry profile and operating environment (IPOE).

The IFS Rating reflects Turk P&I's moderate company profile
compared with other Turkish insurers', with investment risks skewed
towards the Turkish banking sector, and exposure to the Turkish
economy, in line with the rest of the market. The rating also
reflects Turk P&I's strong, but potentially volatile, earnings and
adequate capitalisation. The Negative Outlook on the IFS Rating
reflects that on the sovereign rating of Turkiye, which weighs on
our assessment of IPOE and investment risks.

Turk P&I's small size, limited history and less established
business lines are offset by benefits from its ownership structure,
which is equally divided between public and private interests, and
its strategic role in Turkey to result in a moderate company
profile. Turk P&I's increasing international diversification also
benefits its company profile.

Investments on Turk P&I's balance sheet comprise deposits in
Turkish banks, with substantial concentration on a single
state-owned bank as well as bonds issued by the government and
domestic banks. Credit quality of the sovereign and local banks has
continued to deteriorate.

Turk P&I's earnings remained strong in 2021, with net income of
TRY56 million (2020: TRY16 million). Fitch believes Turk P&I is
less exposed to inflationary pressures than the rest of the market
given that the majority of its assets and liabilities are held in
foreign currencies. However, as a result, its underwriting earnings
are subject to volatility due to the lira depreciation and the
accounting impact of the time lag between booking of earned
premiums and incurred claims.

Turk P&I scored 'Adequate' under Fitch's Prism Factor-Based Capital
Model (FBM) and its solvency ratio stood at 109% at end-2021. Fitch
believes capitalisation supports the rating, and expect such
capital levels to be maintained in 2022.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to negative
rating action/downgrade of the IFS Rating:

-- A downgrade of Turkiye's Country Ceiling;

-- Business-risk profile deterioration due to, for example, a
    sharp deterioration in the maritime trade environment.

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

-- An upgrade of Turkiye's Country Ceiling, although currently
    unlikely given the Negative Outlook on Turkiye's sovereign
    rating

BEST/WORST CASE RATING SCENARIO

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

ESG CONSIDERATIONS

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

RATING ACTIONS

   DEBT                 RATING                 RECOVERY   PRIOR
   ----                 ------                 --------   -----
Turk P ve I       Ins Fin Str   B    Downgrade             B+
Sigorta A.S.




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

UKRAINE: Creditors to Vote on Proposal to Defer Bond Payments
-------------------------------------------------------------
Jorgelina do Rosario and Karin Strohecker at Reuters report that
Ukraine's creditors will vote this week on a government proposal to
defer payments on the war-torn country's international bonds for 24
months as Kyiv hopes to swerve a US$20 billion messy default.

According to Reuters, bondholders have until 5:00 p.m. New York
time (21:00 GMT) today, Aug. 9, to decide whether to back or vote
down the proposal by Ukraine's government, which faces a US$5
billion monthly financing gap and liquidity pressures following
Russia's invasion on Feb. 24.  Time is precious: the country has a
US$1 billion bond maturing on Sept. 1, Reuters discloses.

Creditors will likely wait until relatively close to the deadline
to vote, said a person familiar with Ukraine's thinking, Reuters
notes.  Investors are expected to support the debt standstill, the
person added, Reuters relates.

According to Reuters, when announcing its proposal, Ukraine's
finance minister Sergii Marchenko said it had "explicit indications
of support" from some of the world's biggest investment funds
including BlackRock, Fidelity, Amia Capital and Gemsstock.

Creditors of Ukravtodor and Ukrenergo, two state-owned firms that
have government guarantees on their debt, also have until Aug. 9 to
vote on a plan similar to the sovereign, Reuters discloses.

The two-year moratorium on external debt payments would allow
Ukraine to avoid a contractual or legal default, as any amendment
on the bonds' terms would have the creditors' backing, Rodrigo
Olivares-Caminal, professor of banking and finance law, at Queen
Mary University of London, told Reuters.

However, creditors could ask whether a default insurance known as
credit default swaps (CDS) should kick in, as a deferral of
payments might be considered a credit event by the International
Swaps and Derivatives Association (ISDA), Reuters notes.

Investors are sitting on about US$221 million of insurance on
Ukraine’s debt, Reuters relays, citing Depository Trust &
Clearing Corporation (DTCC) data on the CDS.

Credit rating agencies might also classify this as a "selective
default" or "default".

"A contractual default, a credit event and a credit rating default
are three different albeit related concepts," Reuters quotes Mr.
Olivares-Caminal as saying.  "Incurring any of the three doesn't
mean that the other two will trigger."

While investors are expected to back the freeze it is unclear
whether the country may still need a debt restructuring in the
medium term, Reuters states.

"It is just a pause button -- we do not know what shape Ukraine
will be in a few months or a few years down the line," Reuters
quotes Luiz Peixoto, emerging markets economist at BNP Paribas in
London, as aying. "Investors are already preparing for a debt
restructuring."

The dollar-denominated bonds trade at deeply distressed, some as
low as 17 cents in the dollar.

Battered by the war, which Russia calls a "special military
operation", Ukraine faces a 35%-45% economic contraction in 2022,
according to estimates from the government and analysts, and is
heavily reliant on foreign financing from its Western partners,
Reuters relays.

Ukraine aims to strike a deal for a US$15 billion-US$20 billion
programme with the International Monetary Fund before the end of
the year, according to Reuters.


UKRAINIAN RAILWAYS: Fitch Cuts Foreign Currency IDR to 'C'
----------------------------------------------------------
Fitch Ratings has downgraded JSC Ukrainian Railways' (UR) Long-Term
Foreign-Currency (LTFC) Issuer Default Rating (IDR) to 'C' from
'CCC' and Local-Currency (LTLC) IDR to 'CCC-' from 'CCC'. Ratings
at this level typically do not carry Outlooks due to their high
volatility.

KEY RATING DRIVERS

The rating actions follow Fitch's downgrade of Ukraine's sovereign
ratings on July 22, 2022. This rating action has a direct impact on
UR's IDRs as it is deemed a government-related entity (GRE) of
Ukraine based on Fitch's GRE Rating Criteria.

The sovereign downgrade did not alter our assessment of UR's
strength of linkage with the Ukrainian government. The company's
strategic importance to the state has increased since the
Russian-Ukrainian war started in February 2022. The government's
incentive to support UR remains high, with the state providing it
with non-returnable cash subsidies (UAH10 billion) to support the
company's main operating spending. However, more than before the
war, UR's financial resources and cash flows are dependent on the
financial performance of the Ukrainian state.

Fitch has revised down the company's Standalone Credit Profile
(SCP) to 'CCC' from 'B-'. In Fitch's view, the Ukrainian state's
worsened macro-financial position will weigh on the railway's
financial profile and constrain its SCP. The 'CCC' SCP reflects a
likely weakening of cash flow and liquidity with limited prospect
of an improvement in its financial profile. It raises the relative
vulnerability to default to levels that are commensurate with the
'CCC' rating category, which Fitch defines as "default is a real
possibility", even if UR's debt maturities are evenly balanced and
liquidity has not yet been squeezed.

The war has resulted in deterioration of railways' operating
environment, damaged railway infrastructure and loss of territory
control. This, combined with the devaluation of Ukrainian hryvnia -
recently fixed at UAH36.57/USD, up from UAH29.2549/USD - and a high
policy rate (25%) puts pressure on the company's financial profile.
Additionally, the recent Ukrainian government's launch of a consent
solicitation to defer external debt repayments for 24 months to
preserve liquidity is weighing on UR's SCP. It indicates the
government has changed its attitude to remain current on all
financial obligations, given the depletion of the country's FC
reserves. This will put pressure on UR as on other Ukrainian GREs.

ESG - Governance Structure: Fitch has revised UR's ESG Relevance
Score to '5' from '3' for governance structure to reflect the close
links with the Ukrainian government and the latter's launch of
consent solicitation to defer external debt payments. The weakened
sovereign's finances may weigh on UR's debt policy and willingness
and ability to service and repay debt, especially its US-dollar
loan participation notes, which make up for a large portion of UR's
debt stock.

DERIVATION SUMMARY

Fitch classifies UR as an entity linked to Ukraine sovereign under
its GRE Rating Criteria and assesses the GRE support score at 27.5
(out of a maximum 60), reflecting a combination of 'Very Strong'
status, ownership and control, a 'Moderate' support track record
and socio-political implications of default, and 'Strong' financial
implications of default.

Fitch assesses UR's SCP at 'ccc' under Fitch's Public Sector,
Revenue-Supported Entities Rating Criteria, which factors in the
company's 'Weaker' revenue defensibility and financial profile,
plus 'Midrange' operating risk.

Fitch applies a top-down approach under its GRE Rating Criteria,
which in combination with the UR's 'ccc' SCP, leads to rating
equalisation with the Ukraine sovereign. The difference in LTFC and
LTLC IDRs acknowledge the difference between Ukraine government's
ability, and possibly willingness, to support its GREs' LC over FC
obligations.

DEBT RATING DERIVATION

The ratings of UR's senior debt instruments are aligned with its
LTFC IDR, including the senior unsecured debt of its wholly-owned
UK-based financial special financial vehicle (SPV) Rail Capital
Markets plc. UR guarantees the payments of the LPNs totaling
USD894.9 million, which makes the SPVs' debt direct, unconditional
senior unsecured obligations of the GRE, ranking pari passu with
all of its other present and future unsecured and unsubordinated
obligations. The notes constituted 75% of UR's debt stock at
end-2021.

RATING SENSITIVITIES

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

-- An upgrade of Ukraine's sovereign rating, provided there is no
significant deterioration in the company's SCP (four notches below
the Ukraine' sovereign rating) and in our support scoring under GRE
Criteria.

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

-- A downgrade of Ukraine's sovereign rating;

-- Heightened default probability or a default-like process in
place, including any proposals that entail a material reduction of
LPN terms, or failure to service debt in line with the original
terms and within the applicable grace period.

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.

ISSUER PROFILE

UR, the national integrated railway company, is the largest
employer in the country and plays a vital role in the Ukrainian
economy and labour market. Since the outbreak of the war, it is
also the major means of humanitarian transportation for civilians
and the main transportation for goods export as sea transport
routes are no longer viable.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

UR's ratings are linked to Ukraine's IDRs.

ESG CONSIDERATIONS

UR's ESG Relevance Score for governance structure, has been revised
to '5' from '3', to reflect weakened ability and willingness to
debt service, following the sovereign's launch of consent
solicitation and given the close links between UR and the Ukrainian
government. This has a negative impact on the credit profile and is
highly relevant to the rating, resulting in a downgrade to 'C' from
'CCC'.

UR's ESG Relevance Score for employee wellbeing has been revised to
'4' from '3', due to employees' increased safety risk in operation
of railway services in the midst of a war, as well as increased
spending for personal protection equipment. This has a negative
impact on the credit profile via operating costs and financial
position, and is relevant to the rating in conjunction with other
factors.

UR's ESG Relevance Score for customer welfare - fair messaging,
privacy & data has been revised to '4' from '3'. This reflects
increasing data protection needs related to its strategies,
investments and policies, including critical logistic and
infrastructure data, IT infrastructure and financial information,
against intensified cyberattacks in the Russian-Ukrainian war. This
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.

RATING ACTIONS

ENTITY/DEBT             RATING                            PRIOR
   ----                 ------                 --------   -----
Rail Capital Markets
Plc

   senior unsecured     LT         C    Downgrade          CCC

JSC Ukrainian           LT IDR     C    Downgrade          CCC
Railways

                        LC LT IDR CCC-  Downgrade          CCC


[*] Fitch Cuts Ratings on 3 Ukrainian Corporates to CCC+/C
----------------------------------------------------------
Fitch Ratings has downgraded three Ukrainian corporate issuers,
National Joint Stock Company Naftogaz of Ukraine, Private Joint
Stock Company National Power Company Ukrenergo and Ferrexpo plc.

The downgrade reflects uncured payment default, announcement of a
distressed debt exchange and deterioration of operational
conditions, respectively. The rating action also follows Ukraine's
sovereign rating downgrade on July 22, 2022.

KEY RATING DRIVERS

Ferrexpo plc

Fitch has downgraded Ferrexpo's Long-Term Foreign-Currency Issuer
Default Rating (IDR) to 'CCC+' from 'B-' and removed it from Rating
Watch Negative on deteriorated operating conditions in Ukraine and
increased country risks.

Deteriorated Operating Conditions: The rating reflects high
uncertainty over Ferrexpo's operational and financial performance
while the war continues. However, Ferrexpo's net cash position and
absence of material financial debt make it more resilient relative
to other Ukrainian corporates.

Exports Re-routed: Ferrexpo can now export its production by
railway and river barges only as Ukraine's sea ports have been
blocked. Due to logistical bottlenecks Ferrexpo's export capacity
has reduced and logistical costs have increased. Grain and weapon
cargoes are prioritised by Ukraine's government and export of other
products, including Ferrexpo's products, could be significantly
delayed and constrained. Ferrexpo has declared force majeure on
some of its seaborne contracts.

Reduced Utilisation: Ferrexpo currently operates with between one
and three of its pelletiser lines (out of four) to adjust to
decreased export capacity. In 2Q22 the company's total commercial
production (in tonnes) decreased 28% yoy. Fitch assumes that in the
medium term Ferrexpo will continue to operate at reduced capacity.

Satisfactory Liquidity: At end-2021, Ferrexpo had available cash
and cash equivalents of USD167 million. It presently has only
minimal interest-bearing financial obligations linked to leases and
potentially trade finance from time to time. Fitch expects Ferrexpo
to be broadly free cash flow (FCF)-neutral in 2022-2024 though
Fitch’s financial projections lack certainty in view of the war
in Ukraine.

Private Joint Stock Company National Power Company Ukrenergo
(Ukrenergo)

Fitch has downgraded Ukrenergo's five-year state guaranteed notes'
senior unsecured rating to 'C' from 'CCC' following the
announcement of a consent solicitation to defer the debt servicing
of its notes due in 2026. The Recovery Rating is 'RR4'.

Fitch views the solicitation as a distressed debt exchange (DDE)
under Fitch's criteria, given the restructuring would involve a
material reduction in terms and is conducted to avoid insolvency.

Russia's invasion in Ukraine (C) has affected Ukrenergo's
performance and cast uncertainty over our financial projections for
the company's performance. Its liquidity position is weak.

Material Reduction in Terms: Fitch believes the proposed deferral
of the principal and/or coupon constitute a material reduction in
the terms of the existing Eurobonds, and hence a DDE under our
criteria. In particular, Ukrenergo is asking to defer each by two
years - the maturity of its USD825 million 6.875% notes originally
due on 9 November 2026 and coupon payments due on 9 November 2022.

Transaction to Avoid Default: Ukrenergo is responsible for
maintaining and rebuilding the country's power network at this time
of war, as well as ensuring Ukraine's integration into the energy
network of continental Europe, ENTSO-E, and expanding Ukraine's
export and import capabilities. The requirement to keep the
electricity network operational is absorbing the company's
available resources and weighing on Ukrenergo's weak liquidity. As
a result, Fitch deems the consent solicitation is made to avoid
default. Ukrenergo's proposal is part of a coordinated liability
management within the Ukraine's public sector covering the state
and state-guaranteed debt.

Focus on Cash Preservation: Liquidity currently remains the main
focus for Ukrenergo. Following Russian invasion, Ukrainian
electricity consumption declined by around 30% from pre-war levels
and cash collection rates also dropped, with approximately 77% of
invoices paid for transmission services and approximately 57% of
invoices paid for dispatching services for 1H22, versus
approximately 93% and 94%, respectively, in January 2022. New
avenues of revenue from increasing electricity exports largely to
Slovakia and Romania might not be sufficient to alleviate pressure
on liquidity.

As a result, Fitch expects Ukrenergo's unrestricted cash position
by July 2022 to fall short of debt principal and interest payments
due until end-2022. The company is actively working on repurposing
its available credit lines initially for investment to liquidity
use and is monitoring collection of receivables.

Infrastructure Remains Largely Operational: So far around 5% of
Ukrenergo's transmission infrastructure is damaged by the war,
while 15% of its assets, based on the length of transmission lines
and the number of electricity substations, are in territory
currently seized by Russia. The company is performing all the
required maintenance work and the grid lines are working properly.

National Joint Stock Company Naftogaz of Ukraine (Naftogaz)

Fitch has downgraded Naftogaz's Long-Term Foreign-Currency IDR to
'RD' (Restricted Default) from 'C' following expiry of the grace
period on its missed Eurobond repayment due on 19 July 2022 and
failure to approve its initial consent solicitation by bondholders.
Naftogaz is planning to submit an alternative consent solicitation.
The senior unsecured rating is affirmed at 'C' with a Recovery
Rating of 'RR4'.

Standalone Profile Drives Rating: Fitch de-linked Naftogaz's rating
from that of the state when the company announced the initial DDE
process. Naftogaz's rating now reflects its Standalone Credit
Profile (SCP). Once the debt restructuring is completed Fitch will
review Naftogaz's linkage with the state and potential impact of
the linkage on its rating.

Weak Liquidity: Naftogaz's near-term liquidity will be
significantly affected by purchase of additional gas volumes in the
market, as instructed by the government. In addition, its liquidity
could be affected by potential operational disruptions and reduced
receivables collection.

Infrastructure Mainly Remains Operational: Naftogaz's natural gas
production has only moderately decreased as its upstream
infrastructure is mostly located on territories controlled by the
government. Fitch assumes that Ukraine's domestic consumption needs
will continue to be largely met by domestic production and only
moderate amounts would be imported. However, Fitch sees a risk that
key production or transportation infrastructure might be damaged or
become unavailable as the military attacks continue and are
difficult to predict. Naftogaz's liquidity could be sharply eroded
by the amount of gas imports, given high international prices.

DERIVATION SUMMARY

The 'CCC+' and below ratings for most corporate issuers in Ukraine
reflect heightened operational and financial risks.

Ferrexpo's 'CCC+' rating reflects high operational risks in Ukraine
but benefits from export proceeds and lack of financial debt, which
makes it more resilient than other Fitch-rated Ukrainian
corporates.

Naftogaz's 'RD' rating reflects its missed uncured Eurobond
payment. Ukrenergo's 'C' senior unsecured rating reflects the
commencement of the DDE process.

KEY ASSUMPTIONS

Fitch's key assumptions within the rating Case for the issuer:

Ferrexpo

-- Average realised pellet price of USD185/tonne in 2022, falling

    to USD117/tonne in 2023 and USD93/tonne in 2024 before
    stabilising at USD95/tonne in 2025.

-- Pellet production of 7.2 million tonnes (mt) in 2022 and a
    recovery to 7.5mt in 2023 and 8.5mt in 2024.

-- Capex reduced to USD140 million in 2022, before increasing to
    USD170 million in 2023 and USD200 million by 2024.

-- Dividends of USD290 million in 2022 and USD50 million in 2023,

    assuming some excess FCF in 2022 will be upstreamed. No
    dividends paid out from 2024 as FCF turns slightly negative.

Ukrenergo

Fitch assumes the guarantee to remain in place for the life of the
notes.

Naftogaz

Assumptions are unchanged from the July 14, 2022 rating action.

ASSUMPTIONS FOR THE RECOVERY ANALYSIS OF UKRENERGO

The recovery analysis assumes that Ukrenergo would be considered a
going-concern (GC) in bankruptcy and that it would be reorganised
rather than liquidated. The GC EBITDA estimate reflects Fitch's
view of a sustainable, post-reorganisation EBITDA level upon which
we base the enterprise valuation (EV).

Fitch used a distressed enterprise value (EV)/EBITDA multiple of
4.0x to calculate post-reorganisation valuation. It captures
higher-than-average business risks in Ukraine and reflects
Ukrenergo's weaker business profile than peers'.

Guaranteed bank loans and unsecured debt rank equally with each
other. After the deduction of 10% for administrative claims, our
waterfall analysis generated a waterfall-generated recovery
computation (WGRC) in the 'RR4' band, indicating a 'C' rating for
Ukrenergo's notes. The WGRC output percentage on current metrics
and assumptions is 33%.

RATING SENSITIVITIES

Ferrexpo

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

-- Improvement of operating conditions in Ukraine leading to more

    sustainable and predictable operational profile for the
    company while maintaining strong credit metrics and good
    liquidity.

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

-- Significant operational disruptions or loss of assets due to
    the war.

Ukrenergo

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

-- The notes are currently rated at the lowest possible level
    under Fitch's criteria.

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

-- Post-DDE execution and once sufficient information is
    available, Fitch will re-rate the notes to reflect the
    company's post-exchange capital structure, risk profile and
    linkage with the sovereign in line with Fitch's criteria.

Naftogaz

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

-- Naftogaz entering into bankruptcy filings, administration,
    receivership, liquidation or other formal winding-up
    procedure.

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

-- Following the possible financial restructuring and once
    sufficient information is available, Fitch will re-rate the
    company to reflect its post-restructuring capital structure,
    risk profile and relationships with the sovereign.

LIQUIDITY AND DEBT STRUCTURE

Ferrexpo

Satisfactory Liquidity: At end-2021, Ferrexpo had available cash
and cash equivalents of USD167 million. The company only has
minimal debt linked to leases and self-liquidating trade finance
(USD42.1 million due and already paid for this year). Operations
are managed on a day-to-day basis with operating cash flow and
existing cash balances.

Ukrenergo

Weak Liquidity: Unrestricted cash position by July 2022 was not
sufficient to cover payments due until the end of the year.

Naftogaz

Weak Liquidity: Naftogaz's near-term liquidity will be driven by
the purchase of additional gas volumes in the market ahead of
winter.

ISSUER PROFILE

Ferrexpo is one of the top three pellet exporters globally.

Ukrenergo is the 100% state-owned (through Ministry of Energy)
national electricity transmission system owner and operator in
Ukraine.

Naftogaz is wholly state-owned and the country's largest natural
gas production, distribution and trading company. In 2021, it
produced almost 13 billion cubic meters of gas.

ESG CONSIDERATIONS

Ferrexpo has an ESG Relevance Score of '4' for group structure and
governance structure for related-party transactions, which has a
negative impact on the credit profile, and is relevant to the
rating in conjunction with other factors.

Fitch does not provide separate ESG scores for Ukrenergo as its
ratings and ESG scores are derived from its parent.

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

RATING ACTIONS

ENTITY/DEBT         RATING                 RECOVERY    PRIOR
   ----             ------                 --------    -----
Kondor Finance plc

  senior unsecured   LT         C    Affirmed    RR4     C

National Joint Stock LT IDR     RD   Downgrade           C
Company Naftogaz
of Ukraine

                     LC LT IDR  RD   Downgrade           C

Ferrexpo plc         LT IDR     CCC+ Downgrade           B-

                     ST IDR     C    Downgrade           B

Private Joint Stock
Company National
Power Company
Ukrenergo

  senior unsecured   LT         C    Downgrade RR4       CCC


[*] Fitch Lowers 8 Ukrainian LRGs to C on Sovereign Rating Action
-----------------------------------------------------------------
Fitch Ratings has downgraded eight Ukrainian local and regional
governments' (LRGs) Long-Term Foreign-Currency (LTFC) Issuer
Default Rating (IDR) to 'C' from 'CCC' and Long-Term Local-Currency
(LTLC) IDR to 'CCC-' from 'CCC'. Ratings at this level typically do
not carry Outlooks due to their high volatility.

Under applicable credit rating agency (CRA) regulations, the
publication of the LRG reviews is subject to restrictions and must
take place according to a published schedule, except where it is
necessary for CRAs to deviate from the schedule in order to comply
with the CRAs' obligation to issue credit ratings based on all
available and relevant information and disclose credit ratings in a
timely manner.

Fitch interprets this provision as allowing us to publish a rating
review in situations where there is a material change in the
creditworthiness of the issuer that we believe makes it
inappropriate for us to wait until the next scheduled review date
to update the rating or Outlook/Watch status.

The next schedule review date for Fitch's rating on Kharkov, Odesa,
Kyiv, Lviv, Dnipro is  October 28, 2022 and for Mykolaiv,
Zaporizhzhia, Kryvyi Rih is November 4, 2022, but Fitch believes
the developments for the issuers warrant such a deviation from the
calendar and Fitch’s rationale for this is set out in the first
part (High weight factors) of the Key Rating Drivers section
below.

KEY RATING DRIVERS

The downgrade of the IDRs of the cities follows a recent similar
rating action on the Ukrainian sovereign on July 22, 2022 (see
Fitch Downgrades Ukraine to 'C'), as the LRG's ratings are capped
by the sovereign ratings.

Their risk profiles remain 'Vulnerable' and all the cities have
their key risk factors assessed at 'Weaker', the weakest assessment
allowed under our International LRG Rating Criteria. No changes
were applied to the debt-sustainability score of any of the issuer,
which remains 'b' for all eight cities. The derivation of their
Standalone Credit Profiles (SCP) remains unaffected by the rating
action. Fitch will closely monitor developments of the
Russian-Ukrainian war and will take appropriate action in case of
need.

ESG - Political Stability and Rights: The invasion by Russia and
ongoing full-scale war has severely compromised the city's
political stability and the security outlook. The war is resulting
in the death of city inhabitants and extensive property damage,
with the aim of changing the cities' government and/or occupying
its territory.

ESG - Creditor Rights: The protracted war has weakened the cities'
ability and willingness to service and repay debt. The cities'
liquidity is deteriorating and the Ukrainian sovereign's
willingness to allow the use of foreign-currency reserves for debt
service in foreign currency is diminishing, while costs of
preserving the urban and communal functions for the cities are on
the rise.

DEBT RATING DERIVATION

The ratings of senior debt instruments are aligned with the LGs'
Long-Term IDRs, including the senior unsecured debt of special
financial vehicle (SPV) company PRB Kyiv Finance Plc. This is
because Fitch views the SPVs' debt as direct, unconditional senior
unsecured obligations of the City of Kyiv, ranking pari passu with
all of its other present and future unsecured and unsubordinated
obligations.

KEY ASSUMPTIONS

Qualitative assumptions and assessments and their respective change
since the last review on 29 April 2022 of Dnipro, Kharkov, Kyiv,
Lviv, Odesa and 13 May 2022 of Kryvyi Rih, Mykolaiv and
Zaporizhzhia and weight in the rating decision:

Risk Profile: 'Vulnerable'/unchanged with low weight

Revenue Robustness: 'Weaker'/unchanged with low weight

Revenue Adjustability: 'Weaker'/unchanged with low weight

Expenditure Sustainability: 'Weaker'/unchanged low weight

Expenditure Adjustability: 'Weaker'/unchanged with low weight

Liabilities and Liquidity Robustness: 'Weaker'/unchanged with low
weight

Liabilities and Liquidity Flexibility: 'Weaker'/unchanged with low
weight

Debt sustainability: 'b' category /unchanged with low weight

Budget Loans or Ad-Hoc Support: N/A, unchanged with low weight

Asymmetric Risk: N/A, unchanged with low weight

Sovereign Cap: Yes, 'C' (for Foreign Currency) and 'CCC-' (for
Local Currency), lowered with high weight

Rating Floor: N/A, unchanged with low weight

Quantitative assumptions - issuer-specific: unchanged with low
weight

Fitch's rating case is a "through-the-cycle" scenario, which
incorporates a combination of revenue, cost and financial risk
stresses. It is based on 2016-2020 figures and 2021-2025 projected
ratios.

Quantitative assumptions - sovereign-related (note that no weights
and changes since the last review are included as none of these
assumptions were material to the rating action):

Figures as per Fitch's sovereign data for 2021 and forecast for
2024, respectively:

-- GDP per capita (US dollar, market exchange rate):4,790; 4,235

-- Real GDP growth (%): 3.4; 9

-- Consumer prices (annual average % change): 9.4; 15

-- General government balance (% of GDP): -3.9; -16.5

-- General government debt (% of GDP): 43.3; 104.5

-- Current account balance plus net FDI (% of GDP): 2.1; 0.5

-- Net external debt (% of GDP): -11.9; 47.2

-- IMF Development Classification: EM (emerging market)

RATING SENSITIVITIES

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

-- An upgrade of Ukraine's IDRs would lead to an upgrade of the  
    cities' respective IDRs provided that the cities' debt
    sustainability remains in the 'b' category.

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

-- A downgrade of Ukraine's IDRs would lead to a downgrade of the

    cities' respective IDRs.

There was an appropriate quorum at the committee and the members
confirmed that they were free from recusal. It was agreed that the
data was sufficiently robust relative to its materiality. During
the committee no material issues were raised that were not in the
original committee package. The main rating factors under the
relevant criteria were discussed by the committee members. The
rating decision as discussed in this rating action commentary
reflects the committee discussion.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

The cities' ratings are capped by the sovereign's.

ESG CONSIDERATIONS

The ESG Relevance Scores for political stability and rights for all
eight cities have been revised to ''5' from '4' to reflect the
invasion by Russia and ongoing full-scale war, which has severely
compromised the cities' political stability and the security
outlook. This has a negative impact on the credit profiles and is
highly relevant to the ratings, resulting in a downgrade of their
LTFC IDRs to 'C' from 'CCC'. The war is resulting in the death of
city inhabitants and extensive property damage, with the aim of
changing the city's government and/or occupying its territory.

The ESG Relevance Scores for creditor rights for all eight cities
have been revised to '5' revised from '3' to reflect the weakened
ability and willingness of the cities to service and repay debt.
This has a negative impact on the credit profiles and is highly
relevant to the ratings, resulting in their LTFC IDR downgrades to
'C' from 'CCC'. The protracted war is resulting in depletion of
liquidity and diminishing Ukrainian sovereign's willingness to
allow the use of foreign currency reserves for debt service in
foreign currency, while costs of preserving the urban and communal
functions for the cities are on the rise.

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

RATING ACTIONS

ENTITY/DEBT               RATING                        PRIOR
   ----                   ------                        -----
PRB Kyiv Finance Plc   

  senior unsecured        LT        C     Downgrade     CCC

Dnipro City               LT IDR    C     Downgrade     CCC

                          LC LT IDR CCC-  Downgrade     CCC

City of Lviv              LT IDR    C     Downgrade     CCC

                          LC LT IDR CCC-  Downgrade     CCC

Zaporizhzhia City         LT IDR    C     Downgrade     CCC

                          LC LT IDR CCC-  Downgrade     CCC

Kyiv, City of             LT IDR    C     Downgrade     CCC

                          LC LT IDR CCC-  Downgrade     CCC

  senior unsecured        LT        CCC-  Downgrade     CCC

Kharkov, City of          LT IDR    C     Downgrade     CCC

                          LC LT IDR CCC-  Downgrade     CCC

  senior unsecured        LT        CCC-  Downgrade     CCC

Kryvyi Rih City           LT IDR    C     Downgrade     CCC

                          LC LT IDR CCC-  Downgrade     CCC

Mykolaiv, City of         LT IDR    C     Downgrade     CCC

                          LC LT IDR CCC-  Downgrade     CCC

Odesa, City of            LT IDR    C     Downgrade     CCC

                          LC LT IDR CCC-  Downgrade     CCC




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

ARCADIA GROUP: Trustees Close in on GBP1-Bil. Topshop Pension Deal
------------------------------------------------------------------
Sophie Smith at The Industry Fashion, citing Sky News, reports that
Arcadia Group's pension schemes are closing in on a deal to offload
retirement funding promises made by Sir Philip Green's former
retail empire.

According to The Industry Fashion, trustees of Arcadia Group's
executive and staff schemes are in discussions with Pension
Insurance Corporation about a transaction to insure roughly GBP1
billion of liabilities.

The newspaper acknowledged that the discussions are not thought to
be exclusive with Pension Insurance Corporation, with additional
pension risk transfer specialists also said to have been in talks
in recent weeks, The Industry Fashion relates.

Sir Philip Green agreed a GBP385 million funding package with The
Pensions Regulator in 2019 to aid the gap in Arcadia's pension
schemes, largely financed by his wife and Arcadia owner, Lady Tina
Green, The Industry Fashion recounts.

Mr. Green had also injected hundreds of millions of pounds into the
retirement fund of collapsed department store chain BHS, two years
earlier, The Industry Fashion notes.

According to The Industry Fashion, a spokesperson for Arcadia's
pension trustees told Sky News: "Trustees are working hard to
protect members' benefits and are continuing to explore several
options to ensure the best long-term outcome for members of both
pension schemes.  Discussions are ongoing and trustees will update
members at the earliest opportunity."

Arcadia Group collapsed into administration in November 2020, The
Industry Fashion discloses.


ARQIVA BROADCAST: Fitch Affirms B- Rating on High-Yield Bonds
-------------------------------------------------------------
Fitch Ratings has affirmed Arqiva Financing plc and Arqiva PP
Financing plc's whole business securitisation (WBS) bonds at 'BBB'.
It has also affirmed Arqiva Broadcast Finance plc's high-yield (HY)
bonds at 'B-'. The Outlooks are Stable.

RATING RATIONALE

Arqiva's ratings reflect gradual expected deleveraging, in line
with its largely contracted revenue profile. Fitch expects net debt
to EBITDA (leverage) for the WBS notes to peak at 3.3x in the
financial year ending June 2023 (FY23) and to fall to 0x during
FY30, and Fitch expects the leverage for the HY bonds to be 4.9x in
FY23 just before the maturity in September 2023.

Long-term RPI-linked contracts and a monopoly in terrestrial
television and radio broadcasting underpin Arqiva's revenue.
However, the technology risk and changes in TV and radio content
consumptions could affect contract renewals. The senior debt is
fully amortising by either cash sweep or following a fixed
schedule. It benefits from a comprehensive WBS security and
covenant package and 12 months of debt service liquidity facility.
The HY bonds are bullet, exposed to refinancing risk and
subordinated.

KEY RATING DRIVERS

Revenue Underpinned by Long-Term Contracts: Industry Profile -
Stronger

Arqiva is the sole UK national provider of network access and
managed transmission services (regulated by the UK Office of
Communications; Ofcom) for terrestrial television and radio
broadcasting. The company owns and operates all television and over
90% of the radio transmission tower used for digital terrestrial
television (DTT) and terrestrial radio broadcasting in the UK.
Arqiva has long-term contracts with public service broadcasters to
provide coverage to 98.5% of the UK population, as well as with
commercial broadcasters. The recent sale of the telecoms business
reduces business diversification and increases reliance upon
revenue counterparties in the broadcasting sector.

Arqiva owns two of the three main national DTT commercial
multiplexes (out of a total of six). In radio broadcasting, Arqiva
owns licenses for operating one national commercial digital radio
multiplex and more than 40% of the second.

Due to its industry nature, Arqiva is not exposed to discretionary
spending, and we do not view the sector as cyclical. Fitch views
the industry's barriers to entry as high due to the stringent
regulatory framework and the industry's capital-intensive nature.
In terms of sustainability, Arqiva is exposed to potential changes
in technology in the medium-to-long term, for instance, with the
emergence of new means for content delivery (eg IPTV), which may
affect pricing, in particular in the Digital Platforms and
Satellite and Media divisions.

Sub-KRDs: Operating Environment: Stronger, Barriers to Entry:
Stronger, Sustainability: Midrange

Stable Performance, Monopoly Business: Company Profile - Midrange

Arqiva has about 10 years of stable trading history. Revenue
reductions in some business lines have been compensated for by
gains in margins. From FY09 to FY13, EBITDA grew strongly at a CAGR
of 8%, but since FY13, Arqiva's growth has been lower. The sponsors
are experienced. A large portion of Arqiva's revenue is derived
from long-term (RPI-linked) contracts with customers with strong
credit ratings in telecoms, mobile network operators and TV and
radio broadcasting, with the BBC accounting for a large share of
revenue. The management team is committed to reorganising the
business to reflect its smaller size post-telecoms business sale.

Good insight into Arqiva's financials and operations is balanced by
the inherent complexity of the operations, which hampers
transparency. Given the specialised and complex nature of Arqiva's
operations, there are only a few alternative operators capable of
running its secured assets, which diminishes the value of
administrative receivership. In terms of asset quality, assets of
this nature are very infrequently traded and there are no
alternative values, but assets can be disposed of individually or
on a going-concern basis. Maintenance capex is generally well
defined, but timing and exact funding amount could be uncertain.

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

Robust WBS Debt Structure: Debt Structure - Midrange (Senior Debt)

The senior debt is fully amortising by either cash sweep or
following a fixed schedule. There are material legacy swap
positions, including super senior index-linked swaps and associated
index-linked swaps overlays and other interest rate swaps, which
adds to the complexity of the debt structure. The senior debt still
contains some prolonged interest-only periods, which is credit
negative. The senior debt benefits from a typical WBS security
package, namely first ranking security over freehold/long leasehold
sites with the possibility of appointing an administrative
receiver. The senior debt benefits also from a comprehensive set of
covenants and cash lockup triggers set at moderate levels.

The issuer's liquidity facility covers over 12 months of debt
service. The issuer is not an orphan special-purpose vehicle (SPV).
However, Fitch deems the potential conflicts of interest due to the
non-orphan status of the SPVs and their directors also being
directors of other group companies as remote and consistent with
the notes' ratings, given the structural protection in the
transaction's legal documentation.

Sub-KRDs: Debt Profile: Midrange, Security Package: Stronger,
Structural Features: Midrange

Subordinated Debt, Refinance Risk: Debt Structure - Weaker (Junior
Debt)

The HY bonds are bullet. They are deeply structurally subordinated
and would default if dividends pay-out from the WBS group is
disrupted for more than six months. Fitch views their security
package as weak as it consists of share pledges over holding
companies with no second-lien security over the WBS security
package. The covenants and lockup triggers are comprehensive but
are set at low levels. The issuer's liquidity cash reserve account
covers only six months of interest payments.

Sub-KRDS: Debt Profile: Weaker, Security Package: Weaker,
Structural Features: Weaker

PEER GROUP

The transaction shares similar debt characteristics with CPUK
Finance Limited (CPUK - Center Parcs, holiday parks operator),
namely a strong cash sweep mechanism, which is triggered at
expected maturity dates. CPUK is constrained by the nature of its
industry with an Industry Profile score of 'Weaker' vs 'Stronger'
for Arqiva.

Additionally, like Arqiva, CPUK's deleveraging profile is the key
metric for its rating analysis. The junior debt is less directly
comparable, as CPUK's class B debt is issued by the issuer of the
senior debt, and also these notes benefit from cash sweep
provisions and a long tail to legal final maturity in 2051 post
soft maturity dates. However, Arqiva's HY bonds are evidently
weaker, with a greater degree of structural subordination and
refinancing risk, which supports the one-notch lower rating of
Arqiva's HY bonds.

RATING SENSITIVITIES

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

-- Under Fitch's rating case, in relation to the senior debt, if
    Fitch's net debt to EBITDA is forecast to be significantly
    above 3.5x in FY23 and 0x in FY32, this could result in a
    negative rating action.

-- The HY notes could be downgraded if their refinancing risk
    increases or if any of the full cash sweep features embedded
    in some of the senior debt is close to being triggered.

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

-- Under Fitch's rating case, in relation to the senior debt, if
    Fitch's net debt to EBITDA is substantially below 3.0x in FY23

    and the projected full repayment is significantly before FY32,

    this could result in a positive rating action.

-- The HY notes are unlikely to be upgraded given their deep
    subordination and structural weaknesses.

CREDIT UPDATE

Financial Performance

Arqiva's revenue from continuing operations declined by 3% to
GBP304 million in the six months to end-December 2021. The TV and
radio segment remained stable, supported by inflationary price
increases. However, the expected decline in activity and revenue
associated with the 700MHz clearance programme, coupled with
pricing pressure at contract renewal, had a negative impact on
revenue. Positively, revenue from smart utilities network segment
has increased by 22.5% to GBP54.9 million due the ramp up of
revenue from water metering contracts.

The EBITDA from continuing operations remained effectively flat
with an increase of 1% to GBP168 million in the six months to
end-December 2021. In FY21, Arqiva's EBITDA (post IFRS-16) from
continuing operations was GBP332 million and was in line with
Fitch's expectations. The reported senior debt to EBITDA ratio was
3.0x at end-December 2021.

TV - DTT Multiplexes

The channel utilisation for the Arqiva's two DTT multiplexes was
97% at end-March 2022. Russia Today's (RT) contract terminated in
March as a result of European sanctions associated with the war in
Ukraine. However, Arqiva continues to renew or add new channels to
its media distribution infrastructure.

Positively, the UK government has passed legislation that enables
the renewal of all national DTT multiplexes for a further period
until 2034. This means that the UK's Freeview platform will be
supported until at least 2034. TV viewing on the DTT platform was
strong during the lockdowns in 2020, but has returned to its
downward trend in 2021. Most TV viewing continued to be associated
with older age groups with young generations migrating to on-line
services. However, TV advertising recovered strongly to above 2019
levels.

Radio - Renewal of Two National Commercial Radio Multiplexes

In January 2022, the UK government legislated the renewal of both
Digital One (100% owned by Arqiva) and Sound Digital (40% owned by
Arqiva) multiplexes that were due to expire in 2023 and 2028,
respectively, until end-2035.

With respect to the analogue radio spectrum, the government
published the Radio and Audio Review in October 2021. The review
supports the need to protect spectrum for radio to 2030 with no
full analogue switch-off within this period. However, Fitch would
expect at least some analogue radio services to be phased out.
Radio industry revenue were affected in 2020 by the pandemic due to
lower advertising revenue. During that time, Arqiva provided some
discounts to radio customers but support has now ceased. Live radio
listening still remains the most popular listening activity, though
the share of listening on demand has been increasing.

Capex

Arqiva continue to invest into rollout of smart energy and water
metering networks as well as TV and radio engineering projects. The
Bilsdale tower restoration project adds to immediate capex.

The Bilsdale Tower Fire

On August 10, 2021, a fire broke out at the Bilsdale transmission
site. Arqiva has already restored the coverage to more than 98% of
households in the area, and is targeting to complete the permanent
structure by Spring 2023. Fitch has included the anticipated
financial impact in its rating case.

Exposure to Inflation

Arqiva's operational cash flow generally benefits from the
higher-inflation environment, given its inflation-linked revenue.
However, the inflation-linked swaps in place until 2027 offset the
positive effect of operational cash flow.

Therefore, while Arqiva will benefit from the current inflationary
environment in the long term, the overall effect in the
short-to-medium term is negative.

FINANCIAL ANALYSIS

Financial Profile

Fitch's analysis has been to assess how quickly the transaction's
debt levels reduce to compensate for the medium-to-long-term
revenue risks. The leverage and prepayment speeds are positive as
the leverage of senior notes reduces to 0x and are paid back in
full by FY30 under Fitch's rating case (assuming no refinancing).
Overall, in view of the new contracts signed and licence
extensions, Fitch still views the deleveraging profile as
commensurate with the 'BBB' rating. In terms of the junior notes,
net debt to EBITDA is 4.9x in FY23, close to maturity in a generic
refinancing scenario. In Fitch's view, this mitigates refinancing
risk to some extent. However, a material default risk is present,
so Fitch still views the 'B-' rating as appropriate.

Fitch's Cases

The Fitch rating case continues to assume that the senior loans and
notes with expected maturities would not be refinanced, but would
instead be paid back via cash sweep. The principles of the rating
case remain the same as previous years, but Fitch's 2022 rating
case reflects contracts won or extended over the past year.

Overall, Fitch’s rating case reflects uncertainty in longer-term
digital platform content demand through volume and price reduction
upon renewal. For satellite revenue, Fitch assumes revenue will
decline due to lower demand and price reduction upon renewal, while
smart metering revenue in Fitch’s rating case only reflects
contracts already won or trialled. Fitch applies a stress of 5% in
Fitch’s rating case to all costs versus the management's base
case.

In terms of sustainability/obsolescence risk, Arqiva's future cash
flow could be curtailed following unfavourable and unforeseen
significant changes in regulation by Ofcom with regard to any
changes in its pricing formulas, particularly for future DTT or
radio broadcasting contracts, licensing costs (eg administrative
incentive pricing) or even spectrum allocations.

The risk of alternative and emerging technologies such as IPTV or
other video-on-demand services could also threaten Arqiva's
revenue, either through technology obsolescence risk and/or lower
ad-pool available to linear TV content providers with less active
viewer base and advertising revenue. This risk is currently
mitigated by the potentially rapid deleveraging of the transaction
assuming cash sweep amortisation and the long-term contracts
securing significant revenue.

Arqiva's cash flow projection could also be revised up, if, for
instance, the company signs new long-term contracts, or if renewals
of existing contracts are renegotiated on better terms than
expected.

ESG CONSIDERATIONS

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

RATING ACTIONS

ENTITY/DEBT           RATING                        PRIOR
   ----               ------                        -----
Arqiva Financing plc   

Arqiva Group         LT      BBB     Affirmed      BBB
Limited/Debt/1 LT

Arqiva Broadcast
Finance Plc

Arqiva Group         LT      B-      Affirmed      B-
Limited/Debt/2 LT

Arqiva PP Financing plc

Arqiva Group         LT      BBB     Affirmed      BBB
Limited/Debt/1 LT


BOILER PLAN: Owes GBP3.1 Million at Time of Administration
----------------------------------------------------------
Tom Keighley at BusinessLive reports that Northumberland company
Boiler Plan owed more than GBP3.1 million to creditors when it went
into administration in July, new documents show.

The Cramlington-based firm, which had attracted GBP4.65 million
investment in recent years, had seen fast growth until it closed
last month with the loss of 62 jobs, BusinessLive relates.

Founder and director Ian Henderson, who owned about 19% of the
company, told BusinessLive that a critical shortage of new boilers
brought on by supply chain issues had seriously hampered Boiler
Plan's ability to fulfil orders and drove losses.

According to BusinessLive, administrators at Interpath Advisory
were appointed to the firm after sale attempts failed and its main
backer Maven Capital Partners -- which had invested the GBP4.65
million over several years -- withdrew support.

Documents from Interpath now show that Boiler Plan owed more than
GBP55,000 to former customers and GBP138,000 to staff, of which
there is GBP86,146 owed to seven employees classed as unsecured
creditors, BusinessLive states.

Other sums of GBP810,407 and GBP715,577 were owed to HMRC and trade
creditors respectively -- including more than GBP403,000 owed to
supplier Wolseley, BusinessLive notes.  The statement of affairs
prepared by the administrators also shows shareholders, including
Maven, are unlikely to see any return on their GBP4.5 million
invested in the business, BusinessLive discloses.


CALEDONIAN MODULAR: Incurred GBP20MM+ Losses Prior to Collapse
--------------------------------------------------------------
Joshua Stein at Construction News reports that Newark-based
contractor Caledonian Modular made losses of more than GBP20
million in just 18 months before going into administration in
March.

Construction solutions firm JRL Group purchased the company at the
beginning of April, Construction News relates.


FERROGLOBE FINANCE: Moody's Affirms B3 CFR, Ups $345MM Notes to B3
------------------------------------------------------------------
Moody's Investors Service has upgraded the $345 million backed
senior secured notes due in 2025 to B3 from Caa1, issued by
Ferroglobe Finance Company, PLC – a subsidiary of Ferroglobe PLC
("Ferroglobe", or "the company"). Concurrently, Moody's has also
affirmed the B3 Corporate Family Rating and B3-PD Probability of
Default Rating of Ferroglobe. Moody's has also withdrawn the B1
instrument rating on the $60 million backed senior secured notes
due in 2025 and issued by Ferroglobe Finance Company, PLC due to
repayment. The outlook remains stable for both entities.

RATINGS RATIONALE

The upgrade of the $345 million backed senior secured notes due in
2025 to B3 brings the notes' rating in line with the CFR of
Ferroglobe and reflects the repayment of the priority notes from
existing cash. The $345 million backed senior secured notes due in
2025 now have a first priority position on existing asset security
outside of the US, but remain subordinated on certain US assets for
which the new $100 million asset backed facility (ABL) has
priority.

The affirmation of CFR and PDR continues to reflect the improving
financial performance and improving liquidity profile on the back
of high market prices and notwithstanding some supply challenges
and cost inflation. It also reflects positively the comprehensive
steps the company has taken to reduce cost, improve profitability
and strengthen cash flow generation. Ferroglobe remains one of the
largest producers in its sector, especially outside of China, with
a vertically integrated business model that provides some
protection against raw material price movements such as quartz and
metallurgical coal.

However, market and price uncertainty also remain high into the
second half of 2022 and beyond, with the company operating largely
on indexed contracts that result in significant market price
exposure, which is likely to result in continued significant
earnings volatility. Prices appear likely to retreat from the
record highs in the first half of 2022 and indeed have begun to do
so, while energy costs in Europe also remain a challenge including
for Ferroglobe's key end markets.

Moody's views Ferroglobe's liquidity profile as adequate following
the repayment of the priority notes, taking into account the
existing cash balances, Moody's expectation of positive cash flow
generation and the recently added undrawn ABL. However, the working
capital exposure to volatile prices in most end markets and
resulting large outflows, for example in recent quarters, remains a
key liquidity challenge in Moody's view, requiring a significant
degree of minimum liquidity.

Ferroglobe's highly negative exposure to ESG risks, reflects the
highly negative exposure to governance risks as a result of at
times significant financial risk and a volatile track record, as
well as mostly sector-driven moderately negative exposure to
environmental and social risks.

RATING OUTLOOK

The stable outlook reflects Moody's expectation of solid metrics
and continued improvement in the company's liquidity profile in the
coming quarters, balanced by the exposure to volatile market
prices.

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

Ferroglobe's ratings continue to recognize the high historical
volatility in performance. In this context, positive pressure could
arise if the company sustains high profits and strong credit
metrics, notably accompanied by meaningful gross debt reduction,
and while achieving and maintaining a good liquidity profile also
through weaker price environments. This would include
Moody's-adjusted gross debt/EBITDA remaining below 4x through the
cycle and consistent positive free cash flow. Conversely, negative
pressure could arise if profits weaken so that leverage rises above
6.0x, for example as a result of a market downturn, or if liquidity
weakens, for example as a result of negative cash flow generation.
An aggressive financial policy leading to rising debt levels,
weakening liquidity or high shareholder remuneration could also
result in negative pressure.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Headquartered in the UK and listed on the NASDAQ, Ferroglobe is a
large producer of silicon metal and silicon/manganese alloys. The
company generated revenues of $1.8 billion in 2021.

GALAXY FINCO: S&P Alters Outlook to Stable, Affirms 'B' ICR
-----------------------------------------------------------
S&P Global Ratings revised the outlook on U.K.-based warranty
services provider Galaxy Finco Ltd. (trading as Domestic & General;
D&G)to stable from negative. S&P also affirmed its 'B' long-term
issuer credit rating and 'B' issue ratings on D&G and financing
subsidiary Galaxy Bidco Ltd.

The stable outlook indicates that S&P believes the group is in a
sustainably better financial position, with improving cash flow and
EBITDA projections and funds from operations (FFO) to cash interest
coverage above 2.0x over the next 12 months.

S&P said, "We think that D&G proved resilient throughout the
COVID-19 pandemic, although its transition to a subscription and
insurance-based model and costs related to Brexit and its U.S.
expansion affected profitability. The group recorded strong revenue
growth of 6% in fiscal 2022 relative to fiscal 2021. The 8%
increase in the subscription business top line, and D&G's
capitalization of the increased online sales through a digital post
point-of-sale distribution channel support this growth. Despite
different claims patterns and slightly higher repair costs than in
normal years, the group's underlying profitability remained
resilient. Along with controlled costs, these results led its S&P
Global Ratings-adjusted EBITDA margin to improve to 11.9% from
10.5% in 2022 with a significant proportion of D&G's expansion and
integration costs now complete.

"We expect D&G's negative free operating cash flow (FOCF) to have
peaked in 2022 given the high exceptional negative working capital
and capital expenditure (capex). We anticipate only moderately
negative FOCF generation in fiscal 2023, returning to positive in
fiscal 2024 once capex and working capital normalize. Additionally,
we expect that the EBITDA contribution from the expanding U.S.
business will be positive by fiscal 2025. These two factors will
have a meaningful effect on our key credit metrics specifically
FOCF and FFO to cash interest coverage. In fiscal 2022, D&G's FFO
to cash interest coverage improved to 2.0x, from 1.7x in fiscal
2021, and we expect FFO to cash interest coverage to remain above
2.0x over the next two years. D&G's creditworthiness is underpinned
by our expectations of a 5.0%-7.0% revenue increase and further
margin improvements in fiscal 2023-fiscal 2024, as the group will
benefit from growth in its current markets of operation as well as
its expansion into the U.S.

"D&G has maintained an adequate liquidity position during the
COVID-19 pandemic, and we anticipate that this will continue over
the next 12 months. The group holds about GBP64 million of
unrestricted cash as of March 2022, and an undrawn revolving credit
facility (RCF) amounting to GBP70 million. In our projections over
the next 12 months, we expect the group to retain ample headroom
under our adequate liquidity assessment.

"The stable outlook reflects our view that the headroom in D&G's
credit metrics will improve for the current rating, on the back of
solid organic growth, EBITDA margin improvements, and our
expectation of improving cash flow generation. The stable outlook
incorporates our view that significant transition and expansion
costs are behind D&G, as well as the effects of the pandemic. While
the increasingly uncertain macroeconomic environment may affect new
subscription growth more than we have forecast, results will remain
underpinned by solid renewal volumes, benefits from recent
investments, and increased headroom in credit metrics.

"We could lower the ratings if one-off costs persisted such that we
expect FOCF generation to remain negative beyond fiscal 2023, in
absence of material earnings growth. Additionally, we could lower
the ratings if we expect FFO cash interest coverage to be sustained
below 2x due to a weakened operating performance.

"We believe that the likelihood of an upgrade is limited at this
stage because of D&G's high leverage and tolerance for aggressive
financial policies. Nevertheless, we could raise the ratings if
D&G's credit metrics improved to levels we view as commensurate
with an aggressive financial risk profile, which would require the
group to improve its adjusted FFO to debt to more than 12% and its
adjusted debt to EBITDA to less than 5x, with a commitment from
owners to maintain metrics at these levels."

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


LANDMARK MORTGAGE 1: Fitch Affirms B+ Rating on Class D Debt
------------------------------------------------------------
Fitch Ratings has upgraded three tranches of the Landmark Mortgage
Securities RMBS series and affirmed the rest. Eight tranches were
removed from Under Criteria Observation.

RANSACTION SUMMARY

The transactions consist of UK non-conforming and buy to let (BTL)
mortgages, originated by Amber Home Loans, Infinity Mortgages, and
Unity Homeloans for Landmark Mortgage Securities No.1 plc (LMS 1)
and Landmark Mortgage Securities No. 2 Plc (LMS 2) and by GMAC-RFC
Limited, Infinity Mortgages, and Unity Homeloans for Landmark
Mortgage Securities No. 3 Plc (LMS 3).

KEY RATING DRIVERS

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

In addition to updating its sustainable house price assumptions
Fitch also reduced the foreclosure frequency (FF) floors for loan
in arrears for rating categories other than 'AAAsf'. This reduction
aligned Fitch's expected case with observations from rated
transactions and has a positive impact on ratings at the lower end
of the rating scale.

Future Performance Risks: Since the last rating action a year ago,
three-months plus arrears declined to 10.6% from 14.0% for LMS 1,
to 10.6% from 11.9% for LMS 2 and to 4.9% from 6.4% for LMS 3. This
is in line with our expectations as the moratorium on repossessions
has since been lifted and loans with high levels of arrears were
allowed to be repossessed.

In addition, the transactions benefit from non-amortising reserve
funds. The junior notes have also benefited from the transactions
paying pro-rata, depending on whether the reserve fund is at
target. On the interest payment date (IPD) in June 2022 LMS 1 notes
were paid sequentially, while LMS 2 (June 2022 IPD) and LMS 3
(April 2022 IPD) were paid pro-rata.

Transaction performance is at risk from inflationary pressures and
rising mortgage costs for borrowers. The borrowers all pay a
floating rate on their mortgages. Increasing costs have raised the
likelihood of arrears levels, which are already high for the
transactions, of rising further in the pools.

Significant Tail Risk: The transactions are exposed to significant
tail risk in light of pro-rata payments and interest only (IO)
exposure. LMS 1 and LMS 2 mitigate this risk via the sequential
allocation of principal receipts once the outstanding debt is less
than 10% of the original amount. However, LMS 3 lacks this
mitigating feature. LMS 3's class A notes are constrained by the
account bank provider's rating (HSBC bank plc (AA-/Negative/F1+),
where the reserve fund is held. This could be the only source of
credit enhancement (CE) in scenarios where the collateral
performance deteriorates but remains within the conditions for
pro-rata payments. The Negative Outlook on LMS 3's class A notes
reflects the Outlook on HSBC.

High Obligor Concentration in LMS 1: LMS 1 faces a high obligor
concentration risk due to its small pool size. Hence LMS 1's class
Ca's and Cc notes' ratings are exposed to tail risk given their low
seniority. Their ratings are constrained by the account bank's
rating (Barclay Bank PLC, A+/ Stable/ F1) on which they may rely as
reserve fund holder to face tail risk.

IO Loans Past Maturities: The transactions all have a large portion
of owner-occupied IO loans with high three-year maturity
concentrations at around 50%. Additionally, 1.7%, 4.2% and 2.4% of
the respective total pool for LMS 1, LMS 2 and LMS 3 are past their
maturity dates, increasing the risk of default and longer
foreclosure timings. While the levels past the maturity date are
not material currently, the share of these loans may increase.

Fluctuating Senior Fees Constrain Ratings: Fitch has observed
higher servicing and other senior costs for all three transactions
since 2019. In its cash flow analysis, in line with the level of
fees seen in 2018, Fitch applied fixed fees of GBP100,000,
GBP170,000 and GBP130,000 for LMS 1, LMS 2 and LMS 3, respectively.
For floating servicing costs, in line with what was observed over
the last four IPDs, Fitch floored the levels at 0.60%, 0.37% and
0.33% for LMS 1, LMS 2 and LMS 3, respectively. Risks remain around
fluctuating senior fees of the transactions and the impact they
might have on future excess spread.

The combination of the abovementioned factors means that Fitch's
model-implied rating (MIR) may be lower in future model updates. As
a result Fitch has constrained the ratings on LMS 1 notes up to
three notches below their MIR and the ratings on LMS 2 and LMS 3
notes up to two notches below their MIR.

RATING SENSITIVITIES

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

-- 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 adverse
    changes in market conditions and the 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'
    ratings susceptible to negative rating action depending on the

    extent of the decline in recoveries. Fitch conducts
    sensitivity analyses by stressing the transactions' base-case
    weighted average FF and RR assumptions, with a 15% increase
    and a 15% decrease, respectively. The results indicate up to
    four notches of downgrades on the class B and C notes and up
    to seven notches downgrades for the class D notes.

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, potentially, 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 results indicate up to
    four notches of upgrades on the class B and C notes and up to
    seven notches upgrades for the class D notes.

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.

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.

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

All three transactions have an ESG Relevance Score of '4' for
customer welfare - fair messaging, privacy & data security due to a
material concentration of IO loans, which has a negative impact on
the credit profiles, and is relevant to the ratings in conjunction
with other factors.

All three transactions have an ESG Relevance Score of '4' for human
rights, community relations, access & affordability due to pool
with limited affordability checks and self-certified income, which
has a negative impact on the credit profiles, 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.

RATING ACTIONS

ENTITY/DEBT             RATING                        PRIOR
   ----                 ------                        -----
Landmark Mortgage
Securities No.3 Plc   

  A XS1110731806        LT AA-sf   Affirmed           AA-sf

  B XS1110738132        LT A+sf    Affirmed           A+sf
  
  C XS1110745004        LT A-sf    Affirmed           A-sf

  D XS1110750699        LT BBBsf   Affirmed           BBBsf

Landmark Mortgage
Securities No.2 Plc
  
Class Aa XS0287189004  LT AAAsf   Affirmed           AAAsf

Class Ac XS0287192727  LT AAAsf   Affirmed           AAAsf

Class Ba XS0287192131  LT A+sf    Upgrade            A-sf

Class Bc XS0287193451  LT A+sf    Upgrade            A-sf

Class C XS0287192214   LT BBBsf   Upgrade            BBB-sf

Class D XS0287192644   LT BB-sf   Affirmed           BB-sf

Landmark Mortgage
Securities No.1 Plc

Class Aa XS0258051191  LT AAAsf   Affirmed           AAAsf

Class Ac XS0260674725  LT AAAsf   Affirmed           AAAsf

Class B XS0260675888   LT AAAsf   Affirmed           AAAsf

Class Ca XS0258052165  LT A+sf    Affirmed           A+sf

Class Cc XS0261199284  LT A+sf    Affirmed           A+sf

Class D XS0258052751   LT B+sf    Affirmed           B+sf


MCLAREN HOLDINGS: Fitch Affirms 'B-' IDR, Outlook Stable
--------------------------------------------------------
Fitch Ratings has affirmed McLaren Holdings Limited's Long-Term
Issuer Default Rating (IDR) at 'B-' and McLaren Finance plc's
USD620 million senior secured notes (SSN) at 'B' with a Recovery
Rating of 'RR3'. The Outlook on the IDR is Stable.

The affirmation reflects Fitch's expectation of a strong
working-capital release driven by the company's new model, Artura,
deliveries in the 4Q22, combined with a GBP80 million equity
injection, which will substantially improve McLaren's liquidity,
and cover forecast negative free cash flow (FCF) for the next 12-18
months. However, a prolonged ramp-up period for Artura,
inflationary pressures and supply-chain constraints on volumes
could continue to squeeze liquidity in the medium term and put
pressure on the rating.

KEY RATING DRIVERS

Constrained Liquidity: The combination of delayed launch and
inventory build-up of Artura, coupled with weak deliveries due to
supply-chain constraints, has resulted in negative FCF generation
that may create a funding gap in the next 12-18 months based on our
forecasts.

However, liquidity constraints have started to ease due to
shareholder support. Additionally Fitch's expectation of
working-capital release towards the end-2022 (through inventory
reduction as Artura deliveries start) should also improve its FCF.
Fitch understands from management that a substantial number of the
new model have been built and shipped, and cash inflows should be
swift.

Strong Order Intake: Despite a looming recession, demand for luxury
cars is still strong, mirrored by an increase of wholesale orders
for McLaren cars to 2,076 units in April 2022 (up 12% yoy). Fitch
views that demand for high-end car brands still provides some
pricing power to manufacturers, in turn mitigating increasing
inflationary pressures. Nevertheless, longer-than-expected
industry-wide component shortages could continue to hit deliveries
and drive additional liquidity needs. In such an event, Fitch
believes that the liquidity needs of McLaren will be funded through
internal cash generation and additional shareholder support.

Negative FCF: FCF deteriorated to a total negative GBP690 million
during the pandemic in 2020 and 2021, which was significantly worse
than our previous forecasts, because of falling underlying earnings
and decreasing volumes. Fitch expects FCF to remain slightly
negative until 2025, before gradually recovering as funds from
operations (FFO) improves and investments slow, due to a new
production-line architecture and model-range streamlining. Fitch
believes additional investments in new technologies will be funded
through partnerships, and not through capex.

Profitability Under Stress: McLaren's EBITDA margin remained
negative in 2021, and the expected profitability recovery from the
pandemic was further delayed largely due to the deferral in
delivery of the Artura programme. Fitch expects the operating
margin to recover gradually in 2022-2023, with EBITDA margin
reaching 14% in 2024, on stronger profitability of new products,
contained costs and the effect of lower depreciation &
amortisation.

Fitch believes that a new model launches and a recovering
environment will support prices while the increasing share of
Ultimate series sales and customisation options will bolster
profitability. In parallel, McLaren is increasing component
carry-over between models and streamlining its purchasing and
production process.

Weak Capital Structure: McLaren's capital structure continues to be
weak for the current rating with funds from operations (FFO) gross
leverage considerably above 6x, the 'B' rating median for the auto
manufacturers sector. However, Fitch expects leverage to improve
rapidly towards 4.5x at end-2024, as improved volumes drive
steadily increasing FFO and operational cash generation.

Not a Typical Carmaker: The McLaren brand's appeal spreads beyond
car racing and extends McLaren's peer group to luxury companies for
which brand management, limited scale and exclusivity, and strict
pricing power are characteristics. Nonetheless, McLaren remains a
car manufacturer, subject to stringent sector regulations, such as
safety and fuel emissions, as well as high investment requirements
and fixed costs to amortise.

Niche Luxury Manufacturer: With only a limited product portfolio
and annual production capacity of about 5,000- 6,000 units, McLaren
is small and not diversified. Despite the luxury segment's lower
volatility than mass-market cars', external shocks can
significantly affect sales. Wholesale volume fell 50% in 2020 as a
result of the pandemic, to less than 2,000 units, although retail
volumes were less affected, because of destocking at dealers. In
addition, as its whole product portfolio is developed on a common
platform, a problem affecting one model could affect the entire
range.

Solid Positioning: McLaren has resilient pricing power at the
high-end of the market and a solid positioning in luxury super cars
with top-three positions in the relevant sub-segments. The internal
development of platform and powertrains is a significant drag on
earnings and cash flows as they are not shared with, or supplied
by, a partner, but they provide McLaren with a distinctive selling
point, compared with other brands that are part of larger
automotive groups.

Limited Geographic Diversification: Sales are focused on Europe and
north America, with only a modest presence in China. Chinese
customers are less attracted to sport cars and prefer ultra-luxury
limousines and SUVs. Furthermore, McLaren has a significant
mismatch between sales and production, and material currency
exposure, given its production and R&D are exclusively in the UK,
but with about 70% of total revenue denominated in non-sterling
currencies.

Challenged by Shifting Industry Trends: While not directly and
immediately affected by all of the industry's structural trends,
including connectivity, autonomous driving and electrification,
McLaren is gradually transitioning toward electric powertrains. The
group launched a hybrid model in 2021 with satisfactory initial
success, and is considering electric models. Its credit profile
could be challenged by the electrification trend, which could
create opportunities for new entrants and prompt increased
investment for incumbent manufacturers, but the overall impact on
sales and earnings is yet unclear.

Instrument Rankings: The senior secured rating of 'B' reflects the
notes' senior ranking to obligations down-streamed by parent
McLaren Group Limited (MGL) from the issuance of preference shares
and convertible preference shares.

DERIVATION SUMMARY

McLaren is a niche manufacturer, much smaller than other carmakers
in Fitch-rated 'BB' and above rating categories. Its product range
and overall diversification is weaker than larger peers'. Its brand
value is strong, supported by its history and heritage, but not
above that of leading and established car groups with a long
history such as Toyota Motor Corporation (A+/Stable), Mercedes-Benz
Group AG (A-/Stable) and BMW AG.

McLaren's financial profile is at the low end of Fitch's portfolio
of rated car manufacturers, with sustained FCF absorption and high
leverage. Higher-rated carmakers typically report net cash
positions through the cycle, contrary to McLaren, which has high
leverage even after its recent refinancing and restructuring
measures.

KEY ASSUMPTIONS

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

-- Revenue growth of 28% and 15% in 2022 and 2023, respectively,
    as Artura deliveries are ramped up;

-- EBIT expected to turn positive in 2024 at around 1%;

-- Average capex at 17% of sales over the next four years;

-- Negative FCF generation for the next four years.

KEY RECOVERY RATING ASSUMPTIONS

The recovery analysis assumes that McLaren would be reorganised as
a going-concern in bankruptcy rather than liquidated.

Fitch have assumed a 10% administrative claim.

McLaren's GC EBITDA assumption includes adjustments for cash flows
added via acquisition and/or reduced by asset disposals. Fitch
includes (or excludes) a full year's run-rate EBITDA from
acquisitions (disposals) in the LTM EBITDA used as a reference
point to compare with GC EBITDA. The difference between pro-forma
LTM EBITDA and GC EBITDA assumption is an output of the analysis,
not a starting point or input that drives the GC assumption.

The GC EBITDA of GBP105 million reflects Fitch's view of a
sustainable, post-reorganisation EBITDA level upon which we base
the enterprise valuation.

Fitch's assumptions incorporate vulnerabilities and risks that are
specific to McLaren and its sector.

An EV multiple of 4.5x EBITDA is applied to the GC EBITDA to
calculate a post-reorganisation enterprise value.

RATING SENSITIVITIES

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

-- Positive EBIT margin;

-- Positive FCF on a sustained basis;

-- Gross leverage below 3.5x FFO;

-- Gross leverage below 3x EBITDA.

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

-- EBIT and FCF remaining negative by 2024;

-- Gross leverage above 5.5x FFO;

-- Gross leverage above 5.0x EBITDA;

-- Rapidly deteriorating liquidity;

-- Interest cover below 1.5x EBITDA on a sustained basis;

-- Inability to respond to industry trends, notably the
    transition to electric powertrains.

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

Weak Liquidity: McLaren reported GBP77 million of cash and
cash-equivalent at end-2021, which was supported by its available
revolving credit facility (RCF) of GBP110 million and trade
facility of USD220 million.

While Fitch forecasts that available liquidity can cover short-term
liquidity needs until 2024, with liquidity requirements mainly
driven by our negative FCF expectations, additional investments or
higher-than-expected cash absorption may create a funding gap.
Fitch assumes that the trade facility and RCF (GBP40 million drawn
in our rating case), will continue to be available for short-term
liquidity needs. Also, shareholder support or additional
partnerships can provide additional liquidity for the group.

ESG CONSIDERATIONS

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

RATING ACTIONS

   DEBT                 RATING                 RECOVERY   PRIOR
   ----                 ------                 --------   -----
McLaren Holdings
Limited
                      LT IDR   B-   Affirmed               B-

                     
McLaren Finance plc

  senior secured      LT       B    Affirmed     RR3       B



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

Troubled Company Reporter-Europe is a daily newsletter co-
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Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

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

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