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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

          Wednesday, September 21, 2022, Vol. 23, No. 183

                           Headlines



B E L A R U S

BELARUS: S&P Affirms 'SD/SD' Sovereign Credit Ratings, Outlook Neg.


F R A N C E

GRANITE FRANCE: S&P Assigns Prelim. 'B' LT ICR, Outlook Stable
PARTS HOLDING: S&P Raises ICR to 'B+' on Acquisition by D'Ieteren


G E R M A N Y

SGL CARBON: S&P Puts 'B-' LongTerm ICR on CreditWatch Positive
UNIPER SE: Germany to Inject EUR8 Bil. as Part of Nationalization


I R E L A N D

AVOCA CLO XI: S&P Affirms B-(sf) Rating on Class F-R Notes


I T A L Y

F-BRASILE SPA: S&P Affirms 'CCC+' ICR & Alters Outlook to Negative


K A Z A K H S T A N

KAZAKHSTAN TEMIR: S&P Affirms 'BB' ICR & Alters Outlook to Negative


L U X E M B O U R G

ROOT BIDCO: S&P Assigns 'B' Rating on New Term Loan B Add-On


M A C E D O N I A

SKOPJE: S&P Affirms 'BB-' LT Issuer Credit Rating, Outlook Stable


P O R T U G A L

HAITONG BANK: S&P Affirms 'BB/B' ICRs, Outlook Stable


U N I T E D   K I N G D O M

ROBERT WOODHEAD: Bolsover Council Steps in to Save Projects
ROWANMOOR PERSONAL: Administrators Chase Clients to Collect Fees
SEA HOTEL: Owes GBP2MM to Creditors, Administrators Reveal
SEAT DESIGN: Put Up for Sale Following Administration
THAMES WATER: S&P Cuts Cl. B Debt Rating to 'BB+', Outlook Stable

[*] UK: Company Administrations Hit Record High in August 2022

                           - - - - -


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B E L A R U S
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BELARUS: S&P Affirms 'SD/SD' Sovereign Credit Ratings, Outlook Neg.
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S&P Global Ratings affirmed its 'SD/SD' (selective default) long-
and short-term foreign and 'CCC/C' long- and short-term local
currency sovereign credit ratings on Belarus. The outlook on the
long-term local currency rating remains negative.

At the same time, S&P lowered to 'D' (default) from 'CC' the issue
ratings on the following U.S.-dollar-denominated Eurobonds on which
the government made interest payments in Belarusian rubles in late
August:

-- $800 million, 6.875% bonds due Feb. 28, 2023;
-- $500 million, 5.875% bonds due Feb. 24, 2026;
-- $600 million, 6.2% bonds due Feb. 28, 2030; and
-- $750 million, 6.378% bonds due Feb. 24, 2031.

Outlook

S&P's long-term foreign currency rating on Belarus is 'SD'. It does
not assign outlooks to 'SD' ratings.

The negative outlook on the long-term local currency rating
reflects S&P's view that macroeconomic and fiscal stress may weaken
the government's ability to stay current on its local currency
debt.

Downside scenario

S&P could lower the long-term local currency rating if it sees
indications that government obligations denominated in Belarusian
rubles could suffer nonpayment or restructuring.

Upside scenario

S&P said, "We could take a positive rating action on the long-term
local currency rating in the next 12 months if the macroeconomic
and fiscal fallout on Belarus from the Russia-Ukraine conflict
proves weaker than we anticipate.

"We would raise our long-term foreign currency rating if the
government cures nonpayment on its Eurobonds and we do not believe
further nonpayments on these bonds are virtually certain. Our
post-default sovereign ratings tend to be in the 'CCC' or low 'B'
categories, depending on our evaluation of a sovereign's
post-default credit factors."

Rationale

On the Aug. 24 and Aug. 28 due dates, the Belarusian government
made coupon payments on its 2023, 2026, 2030, and 2031
U.S.-dollar-denominated Eurobonds in Belarusian rubles, a currency
not stipulated in the bonds' original terms, to an account opened
at a domestic bank. Following these payments and given S&P's
expectation that international sanctions will continue preventing
Belarus from making dollar payments within the bonds' contractual
grace period, it lowered the issue ratings on these bonds to 'D'
from 'CC' and affirmed the foreign currency issuer credit ratings
at 'SD/SD'.

Belarus has been facing technical difficulties in making payments
on the foreign-currency-denominated debt it owes to some creditors
since the start of the Russia-Ukraine conflict, with the
international sanctions that followed denying or significantly
diminishing Belarusian authorities' access to global financial
infrastructure. S&P said, "We understand that the established
payment channels for U.S. dollar foreign debt, including Eurobonds,
are no longer available for the government. We also understand that
the authorities' efforts to find alternative payment routes have
not yielded results to date. This has prompted the government to
consider other options to honor its obligations to bondholders.
These options are yet to be determined, but we understand that
possible scenarios include the buyback of the Eurobonds at current
market prices, their exchange for domestic-law foreign-currency
bonds with similar maturities and interest rates, and direct
settlements with bondholders bypassing the designated financial
institutions."

S&P said, "Our ratings focus on an issuer's ability and willingness
to meet its commercial financial obligations in full and on time,
in accordance with the terms of its obligations. Under our rating
definitions, we may also consider that a default has taken place if
a payment is not made in the currency stipulated in the terms of
the obligation, and we believe that the investor has not agreed to
the alternative payment. If an issuer cannot make a payment in
accordance with the contractual terms of the debt and on the due
date because it is subject to sanctions, we deem the nonpayment to
be a default, unless we believe that the payment will be made
within our timeliness standards. This also applies when the issuer
pays a paying agent on time, but a government sanction or judicial
order against the issuer interferes, preventing the payment being
made to the investor.

"We currently believe that a default on the
local-currency-denominated government debt is less likely than on
U.S.-dollar bonds, given its small size (less than 3% of the total
debt stock) relative to the government's adequate ruble liquidity
position, as well as the authorities' willingness and technical
ability to honor it."

Institutional and economic profile: Belarus will experience the
sharpest economic contraction in decades

-- The EU, U.S., and U.K., among others, have imposed substantial
sanctions on Belarus' key exports and the financial system in
response to its support for Russia's military intervention in
Ukraine.

-- The resulting breakages of established supply chains along with
GDP contraction in Russia--Belarus's key trading partner--have
pushed Belarus into a recession.

-- S&P forecast Belarus' real GDP will contract 6% in 2022 and 2%
in 2023.

In response to Belarus' support for Russia's military intervention
in Ukraine, the U.S., EU, and U.K., among others, have imposed
strong economic sanctions. These include:

-- Wide-ranging export prohibitions to the EU, including for key
Belarusian foreign-currency-earning sectors such as oil refining
and potash fertilizers;

-- EU measures restricting the provision of Society for Worldwide
Interbank Financial Telecommunication (SWIFT) services to Belarus'
large domestic banks, including Belagroprombank and the Development
Bank of the Republic of Belarus. Together with U.S. sanctions
covering subsidiaries of sanctioned Russian banks operating in
Belarus, close to one-third of Belarus' banking sector is currently
under sanctions;

-- The EU and U.K. prohibitions on transactions with the central
bank related to the management of reserves or assets; and

-- A wide array of measures against specific Belarusian officials
and companies as well as the prohibition of exports of dual-use
items.

S&P estimates that about one-third of Belarusian exports, primarily
those that were directed to the EU and Ukraine, will be affected
either directly by the conflict itself or the resulting sanctions.
Before the war, Russia and Ukraine accounted for about 42% and 13%,
respectively, of Belarus' total goods exports. Another 20% of
exports were to the EU. Although Belarus' exports to Russia
expanded in first-half 2022, exports to Ukraine and the EU will
take a hit due to a deep economic contraction for the former as a
direct consequence of Russia's military intervention; and export
restrictions in the latter.

Other negative economic effects stem from some Western businesses'
decisions to suspend operations in Belarus. These suspensions were
not necessarily in relation to sanctions but, in many cases,
enacted to manage operational or reputational risks. Regardless,
this has intensified the effects of sanctions, leading to supply
and logistical chain disruption with substantial economic
consequences.

As a result, Belarus' investment, consumption, and exports have
taken a severe hit. According to official data, real GDP contracted
5.2% in the first seven months of 2022 versus the same period in
2021. The contraction was felt in all major sectors of the economy,
with the notable exception of the information technology (IT)
industry--the country's key source of growth in recent years--which
expanded almost 5%. Apart from the adverse effects of sanctions,
the decline was also amplified by delays to harvesting in the
agricultural sector. Assuming some pick-up in agricultural
activity, S&P forecasts a full-year GDP contraction of 6%.

S&P said, "We also expect the economy to shrink 2% in 2023 as key
economic sectors, such as machinery, petrochemicals, and potash
industries, adjust to logistical and export restrictions and
diversify from the EU to other export markets, primarily in Russia
and China. It is difficult to quantify the impact of the resulting
transformation on Belarus' long-term growth potential. In our
baseline scenario, we expect economic growth to average a mere
2.0%-2.5% in 2024-2025 given structural constraints emanating from
the sizable role of the state in the economy resulting in low
levels of competition and innovation; adverse demographic trends;
and sluggish growth in Russia."

Historically, Russia's willingness to extend financial support to
Belarus has been one of the key factors supporting its economic,
fiscal, and balance-of-payments performance. Specifically, Russia
has provided several subsidies to Belarus, including favorable
hydrocarbon prices, refinancing maturing debt, and extending
additional credit lines. S&P expects such support will likely
continue in future years. However, it notes risks to this
assumption considering economic and fiscal pressures on Russia.

Flexibility and performance profile: International sanctions have
constrained the government's ability to service its Eurobonds

-- S&P expects Belarus' fiscal performance to remain under
pressure in the medium term amid the economic downturn, the need to
support state-owned enterprises, and exchange-rate depreciation.

-- Despite still-moderate debt, the debt servicing schedule will
remain heavy.

-- The government is seeking alternative payment options to
service its outstanding Eurobonds, including their exchange for
domestic-law bonds.

S&P expects Belarus' fiscal performance to come under pressure in
2022, 2023, and possibly beyond, with gross general government debt
increasing to almost 50% by year-end 2025. In S&P's view, this will
be spurred by the fiscal headline balance weakening as the economy
contracts and revenue falls, as well as spending pressure,
including social-related spending and financial support to
state-owned enterprises. The depreciation of the Belarusian ruble
against the U.S. dollar will also inflate existing debt levels
given that almost all debt (both foreign and domestic) is
denominated in foreign currency.

Belarus' foreign debt-servicing schedule is traditionally heavy,
with annual debt repayments of $2.5 billion-$3.5 billion against
its international reserves of about $7.5 billion. However,
government debt repayment needs have been eased by the Russian
government's decision to extend the maturity of its official loans
to Belarus, which were due in 2022, to future years. This has
reduced foreign annual debt repayments (both interest and
principal) to $1.8 billion from $2.8 billion this year. Belarus
also maintains access to the Russian capital market, which it could
tap to raise funding in Russian rubles. That said, limited access
to Western capital markets means that refinancing government debt
in future years will depend on the willingness of official
creditors, including Russia and the Russia-controlled Eurasian Fund
for Stabilization and Development, to extend debt maturities or
provide new loans to Belarus.

Since the start of the Russia-Ukraine war, the Belarusian
government's ability to service its U.S.-dollar-denominated debt to
some creditors has been constrained by international sanctions,
which have prevented EU, U.S., and U.K.-based financial
institutions from processing government cross-border debt payments.
This is despite the government's willingness to make the payments
and adequate dollar liquidity to honor them. As a result, since
June 2022, the government has made coupon payments on all its
outstanding Eurobonds in local currency to an account opened at a
domestic bank. It is also considering alternative payment options
for future Eurobond maturities, including the principal of $0.8
billion due on one bond in February 2023. S&P understands possible
scenarios include Eurobond buybacks at current market prices, their
exchange for domestic-law foreign-currency bonds with similar
maturities and interest rates, and direct settlements with
bondholders, bypassing the designated financial institutions.

S&P said, "We expect the current account to remain broadly balanced
over our forecast period, principally reflecting the unavailability
of funding to cover a deficit. In our view, this will effectively
act as a hard financing constraint, depressing imports. That said,
the stock of accumulated external debt net of liquid foreign assets
will remain relatively high at about 62% of current account
receipts through to 2025.

"In our view, the National Bank of Belarus (NBRB) is facing a
difficult choice between supporting the economy and meeting its
price stability mandate. Inflation has been above the target for
the past few years, with price pressures further exacerbated in
2022 by exchange-rate volatility, supply side disruptions, and high
commodity prices. Consumer price inflation reached 17.9% in August
2022, and we expect price pressures to persist. Despite past
progress in transitioning to a more flexible monetary setting,
including the flexible exchange-rate regime, we believe the NBRB's
room for policy maneuver is limited. We also remain of the view
that the NBRB lacks the operational independence to make key
decisions regarding its policy direction due to political
interference in its decision-making."

The Belarusian banking sector is experiencing significant stress.
The subnational part of the sector is now under sanctions,
including the subsidiaries of sanctioned Russian banks. Immediate
liquidity risks have moderated with pressure on deposit withdrawals
abating after the initial war-induced confidence shock. However,
banks' asset quality will remain under long-term pressure amid the
economic downturn and potential exchange-rate volatility. In S&P's
view, the financial sector was already in a weak position before
the military escalation and these risks are now compounded. Given
that Belarus' banks are predominantly state-owned, the sector
represents a contingent liability risk for public finances.

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

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

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

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

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

  Ratings List

  DOWNGRADED; CREDITWATCH ACTION  
                                 TO          FROM
  BELARUS

  Senior Unsecured               D        CC/Watch Neg

  RATINGS AFFIRMED  

  BELARUS

  Sovereign Credit Rating

   Foreign Currency                       SD/--/SD

   Local Currency                         CCC/Negative/C

   Transfer & Convertibility Assessment   CC

   Senior Unsecured                       D

  SD--Selective default.
  D--Default.




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F R A N C E
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GRANITE FRANCE: S&P Assigns Prelim. 'B' LT ICR, Outlook Stable
--------------------------------------------------------------
S&P Global Ratings assigned its 'B' preliminary long-term issuer
credit rating to IT services company Granite France Bidco SAS
(Inetum). S&P also assigned its 'B' preliminary issue rating to the
proposed term loan B.

The stable outlook reflects S&P's expectation that the company will
report 2%-3% revenue growth and improve profitability in the next
12 months leading to adjusted debt to EBITDA of about 7.0x by
year-end 2022 and EUR30 million-EUR50 million FOCF after leases.

Inetum benefits from top four market positions, but its
profitability margin is lower than peers. S&P's preliminary 'B'
rating reflects Inetum's top four market positions in a diversified
geographical and vertical mix, favorable market trends,
longstanding customer relationships with 94% renewal rates, and
track record of solid organic and inorganic revenue growth. These
strengths are partly offset by Inetum's low profitability margin,
comparatively small share of proprietary software and digital
revenue, highly fragmented and competitive operating markets, where
Inetum is a relatively small player, and its high leverage.

Post transaction, Inetum's leverage will be about 7.0x, before
reducing toward 6.5x-6.7x by 2023. Bain Capital, in partnership
with Inetum's management, is acquiring Inetum. The transaction will
be financed by a combination of debt and equity, namely:

-- EUR1,133 million on a combination of term loan A, and term loan
B and other senior secured debt;

-- A super senior revolving facility of EUR200 million (undrawn at
closing); and

-- A shareholder loan, which we treat as non-common equity.

In S&P's view, favorable market trends and expected improved
profitability will enable the company to deleverage toward 6.0x in
the next two to three years, while generating positive FOCF, absent
any material debt-financed acquisitions.

Inetum holds top four market positions in its main operating
countries (France no. 4; Belgium no. 2; Spain no. 3; Portugal no.
3-4 overall). Inetum is also No. 1 software vendor for France's
public sector, underpinned by a combination of broad technical
capabilities and local footprint. This gives the company a
structural advantage over smaller local players, which might lack
specific client capabilities--and over global players who might
have more standardized and expensive offerings.

However, Inetum competes in very competitive and fragmented
markets. These markets include established national No. 1 players
such as Sopra in France, Indra in Spain, and Delaware in Belgium.
Inetum also competes with larger, better capitalized global players
such as Capgemini and Accenture. Although the company provides IT
services to various industries, such as public and healthcare,
financial services, transport and travel, energy and utilities,
retail and consumer, and technology, media, and telecommunications
(TMT) sectors, it doesn't rank No. 1 or No. 2 in any of them.

Barriers to entry are high, supported by Inetum's longstanding
customer relationships with 94% renewal rates. Inetum's established
knowledge of clients' core processes and existing systems is
difficult to replicate, and ultimately an advantage for sustaining
revenue and capturing future growth. Key retention drivers for
Inetum are close local network relationships, price
competitiveness, flexibility to adapt and tailor services, and a
deep and strong knowledge of its client IT infrastructures and
applications through multiyear relationships.

S&P said, "We expect Inetum to continue building on its track
record of organic growth.Supported by market tailwinds, Inetum
reported 3.5% annual organic growth during 2011-2021 and 12.5%
including acquisitions. We anticipate 2%-4% organic growth in the
next two years, due to robust demand for IT services across
Inetum's main operating countries and a stable market share. We
expect its geographic mix to change slightly, as Iberia and other
geographies such as Latin America, Africa, and Eastern Europe
outgrow France."

The ratings on Inetum are constrained by the company's low share of
proprietary software and digital revenue compared to its global
peers. Inetum's proprietary software revenue (about 8% of total
revenue in 2021) is limited compared with some of its peers. For
example, Centurion Newco SpA (Engineering; B/Stable) derives 45% of
its revenue from its own software. The company's digital revenue
accounts for 40% of total revenue. S&P said, "Although we expect
this share to edge to 60% in the next three to five years, its
digital offering is lower than some competitors such as Capgemini.
Given the market focus on IT services digitalization, we believe
Inetum will need to increase its digital services offerings over
the next few years."

S&P said, "Inetum's profitability margin is lower than the industry
average. During 2022-2023, we expect Inetum's adjusted EBITDA
margin to be 8%-9%. This is considerably lower than Engineering
(13%) or Capgemini (15%), for example. The low profitability is
partly explained by Inetum's focus on onshoring and nearshoring to
provide a client-friendly, close, and tailored responsive service,
resulting in a higher cost base. Inetum's operating leverage of 80%
fixed costs also exceeds its peers with an average of 45%-65% fixed
costs portion of total operating expenses. Reselling costs also
vary as they are only incurred for sure sales (17% of total costs
in 2021). In addition, Inetum will incur considerable restructuring
costs in the next two to three years to implement its cost savings
program. As revenue grows, we expect cost savings to outweigh
restructuring costs and capitalized development costs to reduce
toward EUR13 million from 2023, compared with EUR20 million in
2021. Consequently, we forecast a stronger S&P Global
Ratings-adjusted EBITDA margin of 10% by 2024.

"The final rating depends upon our receipt and satisfactory review
of the final transaction documentation. Accordingly, the
preliminary rating should not be construed as evidence of the final
rating. If S&P Global Ratings does not receive final documentation
within a reasonable time frame, or if final documentation departs
from materials reviewed, it reserves the right to withdraw or
revise its rating.

"The stable outlook reflects our expectation that the company's
adjusted EBITDA will be at about 7.0x by the end of 2022, before
deleveraging toward 6.5x-6.7x. This will be supported by EBITDA
growth thanks to favorable market trends and Inetum's top four main
market positions. Furthermore, we expect the company to generate
EUR30 million-EUR50 million FOCF after leases.

"We could lower the ratings if Inetum's adjusted leverage increased
beyond 7.5x and FOCF after leases decreased to breakeven. In our
view, this could result from weaker-than-expected operating
performance, for example, due to material market share loss or
pricing pressure from larger competitors. It could also occur if
Inetum pursued sizable debt-financed acquisitions or dividend
recapitalization.

"We could raise the ratings if Inetum outperformed our
expectations, leading to reduced leverage toward 5.0x and increased
FOCF to debt above 10% on a sustainable basis. Additionally, an
upgrade would hinge on Inetum's adherence to a financial policy in
line with those metrics."

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


PARTS HOLDING: S&P Raises ICR to 'B+' on Acquisition by D'Ieteren
-----------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating on
European auto parts distributor Parts Holding Europe (PHE), and its
issue rating on its senior secured notes to 'B+' from 'B'.

The stable outlook reflects S&P's view that PHE will show modest
revenue growth, a stable adjusted EBITDA margin above 11% and
adjusted free operating cash flow (FOCF) of about EUR100 million in
the next 12 months, such that its adjusted debt to EBITDA
approaches 5.0x-5.5x.

Investment company D'Ieteren Group is now the majority owner of
PHE, after acquiring the company from previous financial sponsor
Bain Capital for a total cash equity consideration of EUR571
million. PHE's debt structure is unchanged since D'Ieteren Group
funded the transaction with its own liquidity.

PHE's integration into D'Ieteren Group supports the rating.
D'Ieteren Group is a diversified investment group operating a
family of companies in the business and consumer services space.
The group owns 50.01% of international glass repair services
provider Belron Group S.A. (BB+/Stable/--), which operates under
the Carglass brand; 100% of D'Ieteren Automotive, an auto retail
business distributing the brands of the Volkswagen group in Belgium
(revenue and operating margin of EUR3.2 billion and 3.2% in 2021);
a 40% stake in industrial spare parts distributor TVH Parts
(revenue and EBITDA of about EUR1.3 billion and EUR250 million last
year); and 100% of Italian notebook company Moleskine. S&P said,
"We estimate the group credit profile of D'Ieteren Group to be
stronger than PHE's stand-alone credit quality, supported by the
strong free cash flow generated by Belron, a track record of low
leverage at the group level (reported net cash position of about
EUR700 million at year-end 2021), and additional diversity provided
by the group's other operations. PHE will be the group's
second-biggest earnings and cash flow contributor behind Belron and
it operates in one of the key sectors for the group. As such, we
think it will remain important to D'Ieteren Group's long-term
strategy and in terms of enlarging the group's revenue and earnings
base. We believe PHE could receive some extraordinary financial
support from the group in some foreseeable circumstances, including
temporary and moderate levels of financial stress or for pursuing
its growth strategy. Given D'Ieteren Group's stronger credit
profile and lower leverage than PHE, we believe that the group
would have sufficient financial flexibility to support its new
asset if necessary."

S&P said, "We anticipate a less aggressive capital structure under
the new owner despite PHE's acquisition appetite.We expect PHE's
financial policy to be more balanced under D'Ieteren Group than
under its previous financial sponsor owners, with FOCF allocated
between modest debt reduction and bolt-on mergers and acquisitions
(M&A) in the near term as the company continues to expand its
activity outside France. We project annual FOCF of about EUR100
million in 2022-2023, supported by revenue growth and good cost
management, sufficient to fund the up to EUR30 million tuck-in
acquisitions included in our base case. The company targets over
EUR1 billion of international sales in the next few years, with
previous acquisitions in Benelux, Spain, and Italy contributing to
an increase in international revenue to EUR592 million in 2021,
from about EUR250 million in 2017. Reported EBITDA from
international operations increased to EUR59 million from EUR18
million over the same period. We do not anticipate dividend
payments in the next two years and expect D'Ieteren Group may
support remedial actions to protect PHE's balance sheet in case of
any sizable acquisition. That said, PHE's financial policy track
record under the new ownership is limited and we do not rule out
that the company and its owners could tolerate temporary increases
in leverage if incurred in the context of attractive larger
strategic deals. We now deduct most of PHE's cash balance from our
adjusted debt figure because we think its new owner has a
longer-term investment horizon with less aggressive financial
policies than a traditional financial sponsor. All else remaining
equal, this results in a marginal improvement in PHE's adjusted
debt-to-EBITDA ratio of about 0.5x in 2022 and 2023. We also expect
the proceeds from the upcoming disposal of its windshield repair
business Mondial Pare-Brise (a condition for regulatory clearance
as it competes with Belron) to further support a reduction in its
adjusted debt to EBITDA.

"PHE can withstand deteriorating economic conditions. We anticipate
car mileage could be affected by ongoing sharp inflation --
particularly in fuel prices -- and slowing economic activity
through 2023, ultimately reducing the demand for spare parts.
Still, we believe that PHE can maintain resilient operating
performance through 2022 and 2023 thanks to positive fundamentals
in Western Europe, such as an ageing and modestly growing car parc,
regulatory vehicle controls, and an improved product mix. Prolonged
semi-conductor shortages have constrained the production and sale
of new cars over the past few years, and we believe that the higher
cost of living may increase consumers' incentive to keep their
vehicles longer, at a time when new cars are also becoming more
expensive. Frequent regulatory controls (every four years in
France) tend to ensure a recuring stream of repairs and parts
demand, further supporting revenue resilience. We also believe that
price inflation for auto parts -- in the short term from higher raw
materials and more structurally from increasing product
sophistication -- should be another tailwind for PHE as it
typically translates into stronger absolute margin per piece via
higher average selling prices. Overall, with resilient revenue and
continued cost discipline, we project that PHE will maintain a
sound S&P Global Ratings-adjusted EBITDA margin above 11% in 2022
and 2023, compared with 11.1% last year. During the first half of
2022, the company generated a strong reported EBITDA margin of
about 11.9%, thanks to positive inflation effects on revenue and
organic growth more than offsetting higher staff and other
operating expenses.

"We view low disruption risk in PHE's operations from the
powertrain transition.The demand for spare parts relies heavily on
the older portion of the car parc, for which electrification will
be more gradual than for the production of new vehicles. The
vehicles PHE serves are on average more than 10 years old, leaving
ample flexibility for the company to adapt its product offering to
the powertrain transition. In addition, PHE's products directly
related to internal combustion engines (ICE) represent only about
25% of its offering, with the remainder being powertrain agnostic.
While electric motors typically require fewer components, we expect
new parts around battery systems, electric components, and thermal
management will partly offset the volume decline. These new parts
are also generally less commoditized than ICE products for now,
which should support PHE's sales mix and margins as the powertrain
transition progresses."

Outlook

The stable outlook reflects S&P's view that PHE will show revenue
growth of 3%-5%, a stable adjusted EBITDA margin above 11%, and
adjusted FOCF of about EUR100 million in the next 12 months, such
that its adjusted debt to EBITDA approaches 5.0x-5.5x.

Upside scenario

S&P could raise its ratings if it believes PHE can sustain adjusted
debt to EBITDA below 5x, while maintaining FOCF to debt above 5%.
An upgrade would also be contingent on a balanced financial policy
track record without acquisitions or shareholder returns that
materially weaken our adjusted credit metrics.

Downside scenario

S&P said, "We could lower our ratings on PHE if its debt to EBITDA
rises above 6.5x or if FOCF decreases below 2% for a prolonged
period. This could stem from unexpected declines in revenue or less
successful cost management, leading to weaker EBITDA and FOCF, or a
shift toward a more aggressive financial policy. Although less
likely, a material weakening in our assessment of D'Ieteren Group's
credit profile or our view that PHE is less likely to receive
support from the group could also lead to a downgrade."

Environmental, Social, And Governance

ESG credit indicators: To E-2, S-2, G-2; From E-2, S-2, G-3

S&P said, "Governance factors are now a neutral consideration in
our credit rating analysis for PHE because we expect its new owner
D'Ieteren Group to prioritize more balanced financial policies than
under its previous private-equity ownership. As such, we anticipate
that corporate decision making will be less focused on prioritizing
the interests of the new shareholder and maximizing its returns
within a finite near-term holding period. We also believe that the
new owner may support PHE in some foreseeable circumstances,
including financial stress.

"Environmental and social factors have no material influence on our
rating analysis. We view the independent automotive aftermarket as
not materially exposed to the powertrain transition, which will
have a material impact on the product portfolio of spare parts only
in the very long term."




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

SGL CARBON: S&P Puts 'B-' LongTerm ICR on CreditWatch Positive
--------------------------------------------------------------
S&P Global Ratings placed its 'B-' long-term issuer credit rating
on Germany-based SGL Carbon SE and its 'B' rating on the company's
senior secured debt on CreditWatch with positive implications.

The CreditWatch placement indicates that S&P expect to raise its
rating on SGL in the coming three months, once the company has
refinanced its EUR175 million syndicated credit facility (RCF) and
when we have a higher level of confidence regarding the company's
EBITDA in 2023.

SGL Carbon is continuing a process of deleveraging. The company
appears determined to move to lower debt levels, having already
transformed its debt structure since 2020. This is evident in the
company's repurchase of EUR33 million of its convertible bonds in
2021 and 2022, and its exchange of EUR87 million of bonds, due in
September 2023, for EUR102 million of convertible notes, maturing
in 2027. S&P said, "After the new issuance and repurchases worth a
total EUR119 million (including the tender offer), the outstanding
balance of the convertible bonds maturing in 2023 is about EUR40
million, and we understand that SGL is working to completely
terminate the bonds. While adjusted net debt stayed stable over the
first half at about EUR640 million (including a cash deduction), we
expect a planned revision of pension provisions and forecast strong
free operating cash flow (FOCF) in the second half of 2022 will
enable the company's adjusted debt to be reduced by another EUR50
million-EUR70 million by the end of year. We believe that SGL
Carbon's capital structure, both in terms of absolute debt and
maturity, make it more resilient to market uncertainty, and support
its sluggish growth." The company's transition toward its new, more
solid structure, would be completed by the refinancing of its
EUR175 million RCF, expected in the coming months, and a later
refinancing of EUR250 million of its senior secured bonds due in
September 2022.

Results for 2023 appear more uncertain amid expectations that they
will peak in 2022. Earlier this month, the company revised upwards
its expectations for 2022, and is now guiding EBITDA of EUR170
million-EUR190 million, up from EUR130 million-EUR150 million. S&P
said, "We understand that the change is mainly driven by favorable
energy contracts, compared to its peers, which had to turn off some
capacity amid the recent spike in electricity prices. Demand is
unchanged at both for the group's Graphite Solutions (GS) and
Carbon Fiber (CF) operations. With higher utilization rates and
margins, we expect S&P Global Ratings-adjusted EBITDA to exceed
EUR160 million in 2022, translating to free cash flow (FCF) of over
EUR40 million. Looking toward 2023, we now expect EBITDA of EUR120
million-EUR170 million. This is a wider range than for our previous
forecast, in May 2022, of EUR140 million-EUR160 million. Despite
that greater uncertainty, we believe the company's existing capital
structure could maintain an adjusted debt to EBITDA of up to 5x
(excluding a cash balance of EUR150 million). We will monitor the
performance of the company's GS facilities in Germany during the
coming winter, which remain the main risk. At the same time, we
continue to view the company's core markets of mobility (including
auto, transport, and aerospace) and energy as supportive of
long-term growth."

The CreditWatch placement indicates that S&P expects to raise its
rating on SGL Carbon in the coming three months, once the company
has refinanced its EUR175 million RCF, due in January 2024, and
when it has a higher level of confidence that the company's EBITDA
in 2023 won't fall below EUR100 million (the low point recorded in
2020). S&P's rating action is limited to one notch.

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


UNIPER SE: Germany to Inject EUR8 Bil. as Part of Nationalization
-----------------------------------------------------------------
Eyk Henning and Petra Sorge at Bloomberg News report that the
German government is planning to inject about EUR8 billion (US$8
billion) into Uniper SE as part of a historic agreement to
nationalize the gas giant and stave off a collapse of the country's
energy sector.

Uniper confirmed on Sept. 20 it is in final discussions with the
government over a package that would include an EUR8 billion
capital increase, subscribed entirely by the government, Bloomberg
relates.  Berlin will also buy the shares of its main shareholder,
Finland's Fortum Oyj, Bloomberg discloses.

Uniper, the biggest German buyer of Russian gas, is at the
epicenter of the crisis sparked by Moscow's moves to cut energy
flows in retaliation for war-related sanctions, Bloomberg notes.
The government was under pressure to act as the company's failure
could ripple through Europe's largest economy -- and also threaten
fuel supplies, Bloomberg states.

The new agreement would replace a bailout plan from July that would
have seen the government take a 30% stake in Uniper, according to
Bloomberg.

With Russia's main pipeline to Germany cut off, Uniper is having to
source alternative supplies from the spot market to serve its
clients, which include manufacturers and local utilities, Bloomberg
discloses.  The price surge is causing the company to rack up
losses of as much as EUR100 million a day, Bloomberg relays.




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

AVOCA CLO XI: S&P Affirms B-(sf) Rating on Class F-R Notes
----------------------------------------------------------
S&P Global Ratings raised its credit ratings on Avoca CLO XI DAC's
class B-1R-R, B-2R, B-3R, C-1R, C-2R, and D-R notes. At the same
time, S&P affirmed its ratings on the class A-R-R, E-R, and F-R
notes.

The rating actions follow the application of its global corporate
CLO criteria and our credit and cash flow analysis of the
transaction based on the July 2022 trustee report.

S&P's ratings address timely payment of interest and ultimate
payment of principal on the class A-R-R, B-1R-R, B-2R, and B-3R
notes, and the ultimate payment of interest and principal on the
class C-1R, C-2R, D-R, E-R, and F-R notes.

Since the notes were refinanced in 2019:

-- The weighted-average rating of the portfolio remains at 'B'.

-- The portfolio has become more diversified, as the number of
performing obligors has increased to 184 from 178.

-- The portfolio's weighted-average life has decreased to 3.87
years from 4.81 years.

-- The percentage of 'CCC' rated assets has increased to 3.19%
from 1.12%.

-- Following the deleveraging of the senior notes the class A-R-R
to F-R notes benefit from higher levels of credit enhancement
compared with at the refinancing in 2019.

  Credit Enhancement

  CLASS     CURRENT AMOUNT    CURRENT (%)     AT REFINANCE (%)
               (MIL. EUR)   

  A-R-R          261.53         43.33             40.00

  B-1R-R          20.00         30.33             28.00

  B-2R            27.00         30.33             28.00

  B-3R            13.00         30.33             28.00

  C-1R            21.00         22.53             20.80

  C-2R            15.00         22.53             20.80

  D-R             23.00         17.54             16.20

  E-R             27.50         11.58             10.70

  F-R             15.80          8.16              7.54

  Sub Notes       58.50           N/A              N/A

The scenario default rates have decreased for all rating scenarios
due a more well-diversified portfolio and the reduction in the
weighted-average life of the portfolio to 3.87 years from 4.81
years.

  Portfolio Benchmarks
                                   CURRENT        REFINANCE

  SPWARF                           2,758.71       2,642.92

  Default rate dispersion (%)        647.03         573.86

  Weighted-average life (years)        3.87           4.81

  Obligor diversity measure          119.76         119.49

  Industry diversity measure          19.62          17.17

  Regional diversity measure           1.34           1.37

  SPWARF—S&P Global Ratings weighted-average rating factor.

On the cash flow side:

-- The reinvestment period for the transaction ended in July
2021.

-- The class A-R-R notes have deleveraged by EUR38.47 million

-- No class of notes is currently deferring interest.

-- All coverage tests are passing as of the July 2022 trustee
report.

  Transaction Key Metrics
                                         CURRENT      REFINANCE

  Total collateral amount (mil. EUR)*     461.49       500.00

  Defaulted assets (mil. EUR)               0.00         0.00

  Number of performing obligors              184          178

  Portfolio weighted-average rating            B            B

  'AAA' SDR (%)                            57.37        61.15

  'AAA' WARR (%)                           37.26        39.40

*Performing assets plus cash and expected recoveries on defaulted
assets.
SDR--scenario default rate.
WARR--Weighted-average recovery rate.

Based on the improved scenario default rates, and higher credit
enhancement available to the notes, we have raised our ratings on
the class B-1R-R, B-2R, B-3R, C-1R, C-2R, and D-R notes. At the
same time, we have affirmed our ratings on the class A-R-R, E-R,
and F-R notes.

The transaction has continued to amortize since the end of the
reinvestment period in July 2021. However, S&P has considered that
the manager may still reinvest unscheduled redemption proceeds and
sale proceeds from credit-impaired and credit-improved assets. Such
reinvestments (as opposed to repayment of the liabilities) may
therefore prolong the note repayment profile for the most senior
class of notes.

S&P said, "Our credit and cash flow analysis indicates that the
available credit enhancement for the class E-R notes could
withstand stresses commensurate with a higher rating level than
that assigned. In our affirmation of our rating on the class E-R
notes, we have considered the current macroeconomic environment,
the increase in the percentage of 'CCC' rated assets since our
previous review, and the seniority of this class of notes.

"In our view, the portfolio is granular in nature, and
well-diversified across obligors, industries, and asset
characteristics when compared to other CLO transactions we have
rated recently. Hence, we have not performed any additional
scenario analysis.

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

Counterparty, operational, and legal risks are adequately mitigated
in line with its criteria.

  Ratings List

  CLASS        RATING TO      RATING FROM

  RATINGS RAISED

   B-1R-R      AA+ (sf)       AA (sf)

   B-2R        AA+ (sf)       AA (sf)

   B-3R        AA+ (sf)       AA (sf)

   C-1R        AA- (sf)       A (sf)

   C-2R        AA- (sf)       A (sf)

   D-R         A- (sf)        BBB (sf)

  RATINGS AFFIRMED

   A-R-R          AAA (sf)

   E-R            BB (sf)

   F-R            B- (Sf)




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

F-BRASILE SPA: S&P Affirms 'CCC+' ICR & Alters Outlook to Negative
------------------------------------------------------------------
S&P Global Ratings revised its outlook on aero-engine parts forger
F-Brasile SpA to negative from stable and affirmed its 'CCC+'
long-term issuer credit and issue ratings on the company.

The negative outlook reflects mounting operating risks for
F-Brasile over the next 6-12 months that could lead to margin
pressure, deeper-than-anticipated negative FOCF for 2022 and 2023,
and S&P Global Ratings-adjusted debt to EBITDA exceeding 10x. A
prolonged period of negative FOCF could lead to pressure on
liquidity.

F-Brasile faces increased operating risks in 2022-2023 because of
high energy costs and uncertainty about electricity and gas
availability, despite the ongoing recovery of the wider aerospace
industry. The indefinite closure of NS1 could prolong the high gas
and energy prices in Europe and result in energy rationing, raising
risks for energy intensive companies like F-Brasile. S&P said, "We
believe that F-Brasile's operating performance and cash flows are
subject to rising pressure due to events beyond management's
control for the next 12 months, but we positively note that the
aerospace industry continues its gradual recovery and original
equipment manufacturers are progressively ramping up production
from pandemic lows. We forecast that F-Brasile's aerospace division
will benefit from that ongoing trend in terms of order intake as
well as sales." Further demand prospects from the company's
industrial division are also positive, driven by increased activity
from its oil and gas and power generation clients following the
pandemic. As of end-2021, its backlog stood at EUR2.07 billion, the
highest in its history. In first-half 2022, group sales increased
16.3% compared with the same period in 2021, with balanced growth
from its aerospace and industrial in segments.

F-Brasile's profitability will be pressured in 2022 and 2023, as
operating risks continue to mount. Management is addressing the
high energy costs by renegotiating its aero contracts, which
typically do not include price adjustments; and hedging its
exposure to high energy prices, although these will take effect
with a lag. S&P said, "We also understand that energy costs for
orders in its industrial division are covered on the spot market,
so there should be a natural adjustment of prices against costs. We
continue to assume that the company's energy bill will more than
double over 2022-2023, representing 10%-15% of sales. This
expectation is slightly higher compared to our previous base-case
scenario, which assumed 9.5% for 2022 and a moderate reduction in
2023. One of F-Brasile's key risks is the geographic concentration
of production, with its aero-forging plant in Italy, one of the
countries most exposed to volume shortfalls from the unavailability
of Russian gas. For now, we are not assuming any material
production disruption due to a rationing of energy in 2022-2023,
but visibility is extremely low and will likely depend on the
implementation of national energy saving plans. Due to higher
energy costs and the company's inability to fully pass on the cost
inflation to its aerospace clients, we anticipate F-Brasile will
give up about 400 basis points of EBITDA. Therefore, we anticipate
that our S&P Global Ratings-adjusted EBITDA will reach EUR37
million-EUR39 million in 2022, while for 2023 we believe EBITDA
could be in the EUR49 million-EUR51 million range (about EUR4
million lower than our previous assumption). As a result, we
believe that the company's leverage will remain high for the next
two years, exceeding 10x."

F-Brasile's FOCF will likely be negative for 2022-2023, hampering
the company's ability to meaningfully deleverage. The European
energy crisis follows two years of troubled operating conditions
for the civil aerospace sector, which was deeply hit by the
pandemic. F-Brasile was not immune to this. To diversify away from
the wide-body aircrafts that are still suffering from low levels of
demand (41% of group sales in 2021), the company signed new
contracts in 2020 and 2021. Commercial air traffic has rebounded
steadily from pandemic lows. S&Ps aid, "We expect the recovery to
be uneven, and that volumes will not return to pre-pandemic levels
until at least 2024. Domestic air travel has rebounded strongly
globally, with May 2022 volumes 23% below 2019 levels, while
international traffic was 36% lower but improving. Traffic has
reached higher levels in major markets such as domestic U.S.,
intra-Europe, Latin America, and trans-Atlantic, but lags in much
of Asia. These trends support demand in particular for narrow-body
aircraft, which are used for domestic and regional travel. We
anticipate that demand for wide-bodies will increase more slowly,
following sluggish international recovery patterns. As a result,
over 2022-2023, more investment will be needed. Our S&P Global
Ratings-adjusted capital expenditure (capex) will reach EUR28
million-EUR29 million per year in 2022-2023 from about EUR20
million in 2021." Based on that we anticipate FOCF will be EUR30
million-EUR35 million negative over the next 12 months, and more
challenging operating conditions could result in negative FOCF in
2023 of up to about EUR10 million.

F-Brasile has enough liquidity to navigate through the next 12
months, but negative FOCF will gradually drain this liquidity
headroom. For the 12 months from July 1, 2022, the company's
liquidity sources cover its liquidity uses by about 2.1x. At the
same time, credit markets are virtually shuttered for
speculative-grade issuers and it could become increasingly
challenging for F-Brasile to secure needed incremental financing if
current conditions persist or deteriorate further. As a result, S&P
has lowered its liquidity assessment to less than adequate from
adequate, reflecting the progressively diminishing liquidity
balances in an unsupportive market context.

S&P said, "The negative outlook reflects mounting operating risks
for F-Brasile over the next 6-12 months that could lead to
higher-than-anticipated negative FOCF for 2023 and our S&P Global
Ratings-adjusted EBITDA exceeding 10x. A prolonged period of
negative FOCF could lead to pressure on liquidity.

"We could lower the rating on F-Brasile if we see the company's
liquidity position deteriorating so that its sources over uses are
below 1.0x, meaning that we would believe that a conventional
default scenario is plausible over the next 12 months or so. This
could materialize if, for example, cost inflation was to escalate
significantly beyond our expectations, leading to a cash absorption
for the group materially above what we anticipate, or if order
deliveries are postponed due to energy rationing.

"Although not envisaged at this stage, we would consider a
downgrade if the company were to launch a debt restructuring that
could be viewed as distressed or were to make directly or
indirectly a material repurchases of its 2026 notes below par.

"We could revise the outlook to stable if F-Brasile's credit
metrics change positively, with FOCF turning positive from 2023
onward and a steady and reliable improvement of its operating
performance sustaining an S&P Global Ratings-adjusted debt to
EBITDA moving toward 10x. A stable outlook would imply comfortable
liquidity buffers, with sources over uses well above 1.2x."

Environmental, Social, And Governance

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

S&P said, "Social factors are a negative consideration in our
analysis on F-Brasile. A significant portion of the company's
revenue comes from wide-body engine platforms serving the
commercial aerospace market, which has been severely affected by
the pandemic. We assume air travel and commercial passenger
aircraft production rates will not return to pre-pandemic levels
until at least 2024, indicating that the group's credit profile
might remain weakened for an extended period. At the same time,
F-Brasile has taken measures to curb costs and to secure additional
contracts from 2022 onward. Governance factors are a moderately
negative consideration, as is the case 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 the generally finite holding periods and
a focus on maximizing shareholder returns."




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

KAZAKHSTAN TEMIR: S&P Affirms 'BB' ICR & Alters Outlook to Negative
-------------------------------------------------------------------
S&P Global Ratings revised its outlook on Kazakhstan Temir Zholy
(KTZ) to negative from stable and affirmed the 'BB' long-term
ratings and senior unsecured debt, and its Kazakhstan national
scale rating of 'kzA+'.

The negative outlook on S&P's global and national scale ratings on
KTZ reflects that on the sovereign.

S&P said, "The outlook revision reflects our view that KTZ's
creditworthiness will remain closely tied with that of the
government of Kazakhstan. Our view of a high likelihood of
extraordinary financial support from the government leads us to
uplift the issuer credit rating by two notches from the 'b+'
stand-alone credit profile (SACP). KTZ plays a very important role
in Kazakhstan's national transport sector, given the country's
land-locked position and strong commodity sectors. We believe there
to be a strong link with the Kazakh government, which wholly owns
KTZ via sovereign wealth fund Samruk-Kazyna and provides stable
ongoing support. Therefore, we continue to see the likelihood of
timely and sufficient extraordinary financial support for KTZ from
the Kazakhstan government as high, and incorporate two notches of
uplift in our 'BB' rating on KTZ.

"Our revision of the outlook on the long-term sovereign credit
rating on Kazakhstan is primarily driven by the country's potential
vulnerability to Caspian Pipeline Consortium (CPC) pipeline
disruptions. The pipeline connects Kazakhstan's Tengiz, Kashagan,
and Karachaganak oil fields to the Black Sea port of Novorossiysk
in Russia and is the country's main oil export artery through which
Kazakhstan exports about 80% of its oil production. There have been
at least four incidents in 2022 affecting the CPC. As a result, we
expect Kazakh oil production of 85.6 million tons per year
(equivalent to about 1.8 million barrels per day [bbl/day]); this
is lower than our previous estimate of 87.5 million tons for 2022.
In our view, geopolitical tensions caused by the Russia-Ukraine
conflict could be the source of potential disruptions at the CPC
pipeline."

The negative outlook on KTZ reflects that on Kazakhstan.

S&P said, "A one-notch downgrade of Kazakhstan or the possibility
of our assessment of government support falling to moderately high
could lead to a downgrade.

"We could also downgrade KTZ if liquidity reduces substantially or
if S&P Global Ratings-adjusted funds from operations (FFO) to debt
deteriorated below 12% due to weaker-than-expected operating
performance, a decrease in ongoing state support, or significant
devaluation of the Kazakhstani tenge inflating the company's debt
position.

"We could revise the outlook to stable following a similar action
on our sovereign rating on Kazakhstan, all else being equal."

S&P would consider an upgrade if KTZ's SACP strengthened to 'bb-',
which could result from:

-- Stronger liquidity, supported by a manageable maturity profile
and no covenant breaches; or

-- FFO to debt improving sustainably above 20% due to gradual
deleveraging supported by a solid increase in traffic or favorable
tariffs, material subsidies, or equity injections from the state.

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




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

ROOT BIDCO: S&P Assigns 'B' Rating on New Term Loan B Add-On
------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue rating to Rovensa's
proposed EUR387 million nonfungible add-on to its term loan B (TLB)
due September 2027. The add-on is issued by Rovensa's holding
company, Root Bidco S.a.r.l., to support the Cosmocel acquisition.
S&P affirmed its 'B' long-term issuer credit rating on Root Bidco
with a stable outlook on June 28, 2022.

On May 26, 2022, Rovensa announced the acquisition of Cosmocel, a
Mexico-based player in specialty bio-stimulants and adjuvants with
a leading position in the Americas. Rovensa will finance the deal
via the nonfungible incremental TLB of EUR387 million and equity.
The majority of the equity injection comprises preferred shares and
shareholder loans that S&P views as equity.

Post-transaction, the capital structure will comprise EUR907
million of senior secured TLB and a senior secured revolving credit
facility (RCF), which will be upsized EUR50 million to EUR165
million and is expected to be EUR28 million drawn at closing. The
group also has about EUR22 million of operating-lease liabilities
and EUR46 million of other debt, including confirming and import
credit lines and an overdraft.

The transaction will result in about EUR387 million more senior
secured debt. As a result, Rovensa's adjusted gross debt to EBITDA
will weaken to about 7.2x on a pro-forma basis for fiscal 2022
(ended June 30, 2022), indicating very limited rating headroom. S&P
factors in about EUR150 million-EUR155 million of pro-forma S&P
Global Ratings adjusted EBITDA for fiscal 2022 including the
full-year contribution from Cosmocel. That said, and despite higher
one-offs including integration costs, S&P expects continuous EBITDA
increases, mainly spurred by good organic growth due to resilient
market demand. This will lead to a swift reduction in adjusted debt
to EBITDA to well below 7x in fiscal 2023, which is commensurate
with the current rating.

Issue Ratings--Recovery Analysis

Key analytical factors

-- Rovensa's EUR907 million senior secured TLB due September 2027,
including the proposed EUR387 million nonfungible incremental
add-on, has an issue rating of 'B' and a recovery rating of '3'.
This reflects S&P's expectations of meaningful recovery of 50%-70%
(rounded estimate: 55%) in the event of a payment default.

-- The higher recovery rate (50% previously) is driven by the
higher enterprise value after the Cosmocel acquisition, which
strengthens Rovensa's competitive position in the niche
biosolutions market with healthy growth potential and good
margins.

-- S&P considers the TLB and RCF (not rated), which is due March
2027 and will be upsized to EUR165 million, to rank pari passu.

-- The senior secured nature of the facilities, along with the
minimum guarantor coverage test of 80% for consolidated EBITDA,
according to the senior facility agreement, supports the recovery
rating.

-- The prior-ranking liabilities related to the use of factoring
facilities and confirming lines, as well as the large amount of
senior secured first-lien debt, constrain the recovery rating.

-- In S&P's hypothetical default scenario, it assumes increased
competition among suppliers of agrochemicals, coupled with a
significant drop in end-market demand for specialty crop nutrition
and protection, which would result in substantially weaker
performance.

-- S&P values Rovensa as a going concern, given its leading
position in key markets and diversified product offering.

Simulated default assumptions

-- Year of default: 2025
-- Jurisdiction: Spain/Portugal

Simplified waterfall

-- Emergence EBITDA: About EUR134 million

-- S&P assumes minimum capital expenditure of 3% of revenue, or
about EUR21 million, reflecting higher requirements for an
expanding the business post the Cosmocel acquisition.

-- Cyclical adjustment of 5%--standard for the sector.

-- EBITDA multiple: 5.5x--standard for the sector.

-- Gross recovery value: About EUR737 million

-- Net recovery value for waterfall after administrative expenses
(5%): About EUR700 million

-- Priority claims (estimated factoring facilities utilization at
the low seasonal point): EUR79 million*

-- Total senior secured debt claims: Approximately EUR1,100
million*

-- Recovery range: 50%-70% (rounded estimate: 55%)

-- Recovery rating: 3

*All debt amounts include six months of prepetition interest.




=================
M A C E D O N I A
=================

SKOPJE: S&P Affirms 'BB-' LT Issuer Credit Rating, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' long-term issuer credit
rating on the Municipality of Skopje, the capital of North
Macedonia. The outlook is stable.

Outlook

The stable outlook reflects S&P's expectation that Skopje will
maintain its commitment to moderate debt accumulation, despite
rising spending pressure, through adjustments to its capital plan
and gradual cash depletion.

Downside scenario

S&P could lower its rating if the city increases spending
significantly due to inflationary pressure and as a response to an
economic slowdown, leading to deficits exceeding 5% or
deteriorating cash levels below 100% of debt service for the next
12 months.

Upside scenario

S&P could raise its rating if Skopje's enhanced long-term planning
improved the predictability of budgetary metrics. Any upgrade would
be contingent on an upgrade to North Macedonia (BB-/Stable/B).

Rationale

S&P believes that geopolitical stress and the economic slowdown
will temporarily deteriorate Skopje's operating performance. High
construction costs limit activity and lead to lower collection of
associated fees, one of the city's main revenue items. S&P expects
inflation will increase pressure on operating spending, and believe
Skopje will reduce its capital expenditure, recording only moderate
deficits after capital accounts, and use some of its ample cash
reserves, avoiding massive debt accumulation.

Economic slowdown could burden Skopje's credit profile

S&P said, "We expect the economic slowdown, as reflected in lower
national real GDP growth, to constrain the city's tax base and
increase spending pressure. Skopje is characterized by low average
income and wealth compared with that of other European cities. We
forecast national GDP per capita will average $7,700 over
2022-2024, with lower-than-expected average real GDP growth of 1.5%
and 2.2% in 2022 and 2023, respectively. We expect the local
economy to follow the national growth trend. The slowdown in our
view might weaken the city's economic indicators, such as lower
real income and higher unemployment. This might give Skopje
incentive to pay higher social welfare and collect lower revenue.
Mitigating this is the city's position as the country's financial
and administrative center, contributing more than 40% of North
Macedonia's total GDP. Skopje also hosts well-diversified
production facilities and the national headquarters of foreign
companies. We understand that neither North Macedonia nor Skopje
are exposed to foreign trade with Russia or Ukraine, so the war's
negative effects should be largely indirect, like through
increasing energy prices and reduced GDP growth prospects.

"Our rating on Skopje is constrained by the evolving nature of the
institutional framework under which the city operates. Discussions
for further decentralization continue, with the focus on broadening
local regional governments' responsibilities and increasing their
fiscal capacities. Effective implementation of these plans remains
limited due to political considerations. This becomes more
difficult when most municipal mayors belong to the opposition
party, Internal Macedonian Revolutionary Organization –
Democratic Party for Macedonian National Unity, rather than with
the ruling Social Democratic Union of Macedonia.

Municipalities, including Skopje, receive funds for services they
provide and their capital needs through different types of
earmarked transfers from the central government's budget. This
account for more than 60% of the sector's revenue. Adding to this
limited flexibility, municipalities cannot redirect funds to other
uses than they originally earmarked for, including debt service.

S&P said, "Skopje has limited scope for financial planning and
lacks effective liquidity and debt policies, which we consider a
rating weakness. Annual budget outcomes, especially on the capital
side, often differ markedly from plans. We understand that the
city's government, including the newly elected mayor, is willing to
better control operating expense, deliver efficiencies, and improve
tax revenue collection. Funding for large capital projects is
arranged in advance from financial institutions, both directly and
via the state treasury. We believe Skopje will continue to stick to
its debt limits and try to maintain sufficient cash levels,
although these are informal policies. The city's accounts are
audited by a government body that reports to parliament. We
consider the budget's transparency relatively weak, especially at
the municipal companies' level."

Moderate deficits after capital accounts thanks to cutbacks in
investments

S&P said, "Over the forecast horizon, we expect a lower operating
performance than previously due to increased spending, with an
operating balance of about 15%. Driven by reduced economic activity
in 2022-2023, we expect construction fees, Skopje's most relevant
source of revenue, to decline significantly, depressed by rising
interest and construction costs. Higher property tax revenue will
only partially mitigate this. We expect this revenue to improve
following the reorganized taxpayer database and increased tax
inspection activities.

"Inflation in North Macedonia has increased significantly in recent
months, as it has across much of Central and Eastern Europe, and we
expect it to remain above 15% in 2022-2023. This could result in
higher costs for Skopje's goods and services (mainly electricity
and contracted services). In addition, we expect subsidies for
municipal companies and the city's measures to support citizens
(for example, through granting pensioners and students free access
to public transportation) to increase by 15% in 2022 and to further
weigh on Skopje's budgetary performance. We therefore expect a
significant increase of 10% in operating expenditure in 2022,
followed by a less pronounced increase of 5% in 2023. As an
indirect effect, we believe high inflation will also increase
public employees' salaries. While some of the increases are covered
by central government earmarked grants (in education, for example),
other increases are financed by the city. Coupled with minimum wage
increase, we expect an overall hike in personnel expenditure in the
coming two years.

"We expect Skopje's increase in operating expenditure will be
somewhat offset by a decline in investment, despite significant
infrastructure needs. We expect that earnings from the
municipality's asset disposals are likely to remain volatile and
lower than budgeted, so we project that the city will overall
maintain moderate deficits after capital accounts of 2%-3% of total
revenue." Skopje's focus is on projects associated with the green
transition that would lower pollution, such as building wastewater
facilities and other recycling plants. Other projects aim to
improve mobility, including road repairs and the construction of
roads, sidewalks, bicycle paths, and bridges.

A high proportion of revenue depends on central government
decisions, including the setting of parameters for most local tax
rates and distribution coefficients. This means that Skopje cannot
unilaterally increase its revenue base, making it relatively
inflexible.

S&P said, "We forecast the city's tax-supported debt will reach 32%
of consolidated operating revenue by 2024, which is low in an
international comparison. Given the large cash reserves at the
beginning of 2022, we believe Skopje's net borrowing will be
limited this year, supported by reduced cash reserves. The city is
subject to central government borrowing limits. It holds four
active loans: two from the World Bank, one from the European Bank
for Reconstruction and Development, and one from a commercial bank.
The city's debt is long-term and amortizing, mainly in Macedonian
denars (which are pegged to the euro) and euros, so foreign
exchange risks are limited. Some of its debt is still in its grace
period or interest-only phase, so debt-servicing expense will be
relatively low in 2022 but increase thereafter due to rising
interest rates.

"We anticipate Skopje's cash position will gradually weaken in our
forecast through 2024. The city's available cash covers more than
150% of the cost of debt servicing for the next 12 months. We
expect this ratio to decline to a still-solid 100% in our base-case
scenario, as debt servicing will increase and available free cash
is set to decrease. We consider the city's access to external
liquidity limited by the relatively immature local banking system
and capital markets for municipal debt."

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

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

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

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

  Ratings List

  RATINGS AFFIRMED

  SKOPJE (MUNICIPALITY OF)

   Issuer Credit Rating      BB-/Stable/--




===============
P O R T U G A L
===============

HAITONG BANK: S&P Affirms 'BB/B' ICRs, Outlook Stable
-----------------------------------------------------
S&P Global Ratings took the following rating actions on Portuguese
banks:

-- Banco Santander Totta S.A.: S&P raised its long-term issuer
credit rating by one notch to 'BBB+' from 'BBB' and affirmed the
'A-2' short-term rating. The outlook is stable.

-- Banco BPI S.A.: S&P raised its long-term issuer credit rating
by one notch to 'BBB+' from 'BBB' and affirmed the 'A-2' short-term
rating. The outlook is stable.

-- Banco Comercial Portugues S.A.: S&P raised its long-term issuer
credit ratings by one notch to 'BB+' from 'BB' and affirmed the 'B'
short-term rating. The outlook is stable.

-- Haitong Bank S.A.: S&P affirmed its 'BB/B' long- and short-term
issuer credit ratings and maintained its stable outlook.

Rationale

Despite higher energy costs and rising interest rates, Portugal has
continued to post strong growth, employment figures, and fiscal
outcomes. Investment is set to surge on the back of an expected
EUR61.2 billion (26% of GDP) in EU funding between 2022 and 2027.
Meanwhile, the government's single-party majority reduces
uncertainty about the implementation of fiscal and structural
reforms, while at the same time S&P expects Portugal's budget to
operate a primary surplus (excluding interest payments) already
this year, putting its debt to GDP on a steeper downward path than
peers'.

Asset quality deterioration will likely become more evident in the
coming quarters, but should be manageable for Portuguese banks.
Despite the pandemic, problem loans declined in Portugal over
2020-2021 and in the first few months of 2022, as banks continued
to work out legacy exposures, although significant differences
persist among the largest players. S&P said, "We expect problem
loans to rise by the end of this year and next, due to the effects
of higher inflation, slower economic activity, and tighter
financial conditions on borrowers, but the impact should be
manageable for banks as long as the economy continues growing. In
particular, we forecast that the domestic banking sector's problem
loans ratio could be close to 6.0% by end-2023 (estimated 5.6% at
end-2021), with the domestic cost of risk standing at around 65
basis points (bps), from an estimated 41 bps in 2021." Problems
will concentrate most likely among those borrowers with
pre-existing weaknesses operating in industries affected by higher
energy and commodity prices, such as accommodation, food services,
transportation, and storage.

S&P said, "Meanwhile, we expect the housing market to remain
relatively dynamic. We anticipate that nominal house prices will
appreciate more slowly, compared with 11.6% growth in 2021 and more
than 9% average annual growth in 2017-2020. Housing supply
shortages and nonresidents' demand for housing have been
contributing to price increases. The share of residential real
estate transactions financed by domestic credit remains much lower
than during the last financial crisis, at around 55% in 2021,
compared with 76% in 2009. At the same time, the adoption of Bank
of Portugal's macroprudential recommendations on new credit
agreements introduced in 2018 has led to an improvement in
borrowers' risk profiles and in the characteristics of the housing
loan portfolio. These factors, along with our expectation that
foreign demand will continue sustaining the housing market, suggest
that even if there were to be a price correction, the performance
of banks' mortgage portfolios would be fairly resilient.

"Banks' profitability will continue improving, but prospects remain
weaker than peers'. We expect rising interest rates to benefit the
Portuguese banking system over the next 24 months, although
controlling the repricing of deposits could prove challenging, and
higher inflation will put pressure on operating costs and credit
costs. We forecast a return on equity (ROE) of about 5.5% in
2022-2023, which is an improvement compared with the 3% average
over the past five years. It will still be below banks' cost of
capital and weaker than the ROE of stronger banking systems in peer
countries. In addition, we anticipate that Portuguese banks will
remain efficient, with the system's cost-to-income ratio at around
52%.

"We see lower systemwide funding risks for banks. Portuguese banks
have significantly rebalanced their funding profiles over the past
decade. Deposits account for the bulk of their funding structures,
and exceed their loan books, with the system's loan-to-deposit
ratio at below 80%, according to European Central Bank Supervisory
Statistics, down from more than 130% a decade ago. In 2021,
customer deposits grew by almost 9% year on year. Historically,
deposits have proven fairly stable, even in difficult times. In
addition, Portuguese banks' reliance on external debt is now much
more limited than a decade ago. Banks have only occasionally tapped
the foreign debt markets to build up their minimum requirement for
own funds and eligible liabilities in recent years. Lastly, we
believe that, while they accessed targeted longer-term refinancing
operations (TLTRO) facilities to a significant amount (total
outstanding EUR22 billion as of end-2021, or around 10% of total
liabilities, according to our calculations), Portuguese banks have
the capacity to repay upcoming TLTRO maturities in 2023-2024 with
existing liquidity buffers, and still maintain comfortable
regulatory ratios. In particular, we estimate that the liquidity
coverage ratio and net stable funding ratio of Portugal's banking
system will stand at around 240% and 131%, respectively, after full
TLTRO repayment.

"We now see reduced industry risks for Portuguese banks. Our view
of lower systemwide funding risks for Portuguese banks has led us
to revise our industry risk score to '5' from '6', and we now
observe a stable industry risk trend whereas it was positive
previously. Our economic risk score remains '6', and we still see a
stable trend for economic risk. We now assign a stronger banking
industry country risk assessment of '5' to Portugal, versus '6'
before."

Banco Santander Totta S.A.
Primary credit analyst: Miriam Fernandez

Rationale

S&P said, "The upgrade follows a similar action on Portugal, as we
can now include in Totta's rating one additional notch of group
support. The rating on Totta, however, remains capped at the level
of the sovereign rating, because we do not consider the parent
willing to support its subsidiary during stress associated with a
sovereign default. We continue to consider Totta as a strategically
important subsidiary of Banco Santander S.A. and we continue to
apply a cap on our long-term rating on Totta at one notch below the
unsupported group credit profile on Santander. We revised up our
assessment of Totta's stand-alone credit profile to 'bbb' from
'bbb-', following the improvement of the starting point for banks
operating in Portugal (the anchor).

"We expect Totta will maintain its solid franchise in Portugal and
better-than-peers' efficiency. The cost-to-income ratio should
stand about 44%-46% in the next 18-24 months. We think that the
bank is well placed to face the toughening economic environment and
that its returns will gradually recover to pre-pandemic levels."

Outlook

S&P's stable outlook on Totta mirrors that on Portugal. Any changes
in the sovereign rating will lead to a similar action on Totta, all
other things being equal.

Upside scenario: S&P said, "We could upgrade Totta following a
similar action on the sovereign in the next 18-24 months, assuming
Totta remains a strategically important subsidiary of Santander.
This is because, owing to its strategic importance, we could still
apply one additional notch of group support to our rating on Totta
if the sovereign rating constraint did not exist."

Downside scenario: S&P could lower our rating on Totta in the next
18-24 months if it was to lower the rating on Portugal, since at
the current rating level, the long-term sovereign credit rating on
Portugal continues to constrain its rating on Totta.

  Banco Santander Totta S.A.--Ratings Score Snapshot
      
                                     TO               FROM

  Issuer Credit Rating         BBB+/Stable/A-2   BBB/Stable/A-2

  SACP                               bbb              bbb-

  Anchor                             bbb-             bb+

  Business position              Adequate (0)      Adequate (0)

  Capital and earnings           Adequate (0)      Adequate (0)

  Risk position                   Strong (+1)       Strong (+1)

  Funding                        Adequate (0)      Adequate (0)

  Liquidity                      Adequate (0)      Adequate (0)

  Comparable ratings analysis          0               0

  Support                             +1              +1

  ALAC support                         0               0

  GRE support                          0               0

  Group support                       +1              +1

  Sovereign support                    0               0

  Additional factors                   0               0


  ESG CREDIT INDICATORS: E-2; S-2; G-2

  SACP--Stand-alone credit profile.


Banco BPI S.A.
Primary credit analyst: Miriam Fernandez

Rationale

S&P said, "The upgrade reflects a similar action on Portugal, as we
can now include one additional notch of group support from
Caixabank into our rating on BPI. We continue incorporating two
notches of group support to the rating, which reflects that we see
BPI as a highly strategic subsidiary of Caixabank (A-/Stable/A-2).
At 'BBB+', our rating on BPI now stands one-notch below the
long-term rating on Caixabank.

"We revised up our assessment of BPI's stand-alone credit profile,
reflecting easing industry risks for banks operating in Portugal,
as well as the sustainable enhancement of BPI's capitalization. We
now forecast our risk-adjusted capital (RAC) ratio will stand
sustainably above 7%, supported by the positive rating action on
the sovereign, which has a positive 45-bps impact on our RAC ratio.
Thus, we forecast the RAC ratio will be 7.9% by end-2022, and
modestly decline thereafter on the back of high dividend payments
to parent Caixabank."

Outlook

S&P said, "Our stable outlook mirrors that on Portugal. It also
reflects our expectation that BPI will remain a highly strategic
subsidiary of Caixabank, and that its capitalization will remain
adequate for the risks it bears, with our RAC ratio standing
sustainably above 7% over the next 18-24 months."

Upside scenario: S&P said, "An upgrade is highly unlikely because
we are including as much extraordinary support as possible from the
parent, given BPI's group status and the current rating on
Caixabank. However, we could consider raising the rating if we
raised both the rating on Caixabank and the sovereign rating."

Downside scenario: S&P said, "We could lower our rating on BPI in
the next 18-24 months if we lowered the rating on Portugal.
Alternatively, we could also lower the rating if we lowered the
long-term rating on Caixabank, since we cap the rating on BPI at
one-notch below the rating on the parent."


  Banco BPI S.A.--Ratings Score Snapshot

                                 TO              FROM

  ISSUER CREDIT RATING     BBB+/STABLE/A-2    BBB/STABLE/A-2

  SACP                          bbb-             bb+

  Anchor                        bbb-             bb+

  Business position          Adequate (0)      Adequate (0)

  Capital and earnings       Adequate (0)      Moderate (0)

  Risk position              Adequate (0)      Adequate (0)

  Funding                    Adequate (0)      Adequate (0)

  Liquidity                  Adequate (0)      Adequate (0)

  Comparable ratings analysis     0               0

  Support                        +2              +2

  ALAC support                    0               0

  GRE support                     0               0

  Group support                  +2               +2

  Sovereign support               0               0

  Additional factors              0               0


  ESG CREDIT INDICATORS: E-2; S-2; G-2

  SACP--Stand-alone credit profile.


Banco Comercial Portugues S.A.
Primary credit analyst: Miriam Fernandez

Rationale

The upgrade reflects that BCP's credit risk profile has gradually
improved in absolute terms and relative to peers' amid easing
industry risks for the Portuguese system, although its
capitalization remains a ratings weakness. BCP has reduced its
stock of nonperforming loans (NPLs) by about 40% since end-2019 and
its NPLs stood at a manageable 4.3% of its gross loans at end-June
2022, with a 65% coverage as of the same date. Its asset quality
metrics have closed the gap with those of the Portuguese banking
system and its peer group. The rating on BCP also reflects
potential downside risks arising from the group's Polish
operations. While S&P expects higher legal and credit losses in
Poland, credit risks should remain overall contained. Also in a
rising interest rate environment, the risk of the bank's capital
being hit by its pension obligations to its employees has also
reduced significantly.

S&P said, "We still consider that BCP's capitalization remains
modest for the risks it faces. We estimate that our RAC ratio will
hover around 6.5%-7.0% over the next 12-18 months, a level that is
comparatively lower than that of higher rated peers.

"We affirmed the 'CCC+' rating on the additional tier-1 (AT1)
instrument. This is because we now deduct one additional notch that
reflects a tight maximum distributable amount (MDA) buffer. At
end-June 2022, BCP's MDA headroom on its AT1 stood at 147 bps, with
its Tier 1 capital ratio standing at 12.4%. Its MDA buffer would
stand at 180 bps pro forma for the exclusion of structural foreign
currency positions held to hedge capital ratios."

Outlook

S&P said, "The stable outlook reflects our expectation that the
bank should be able to defend its solid retail franchise in
Portugal and capitalization over the next 12-18 months, despite the
secondary effects from the military conflict in Ukraine. We expect
BCP will gradually further strengthen its domestic profitability,
while maintaining better-than-peers' efficiency.

"While there could be further unpredictable market interventions in
Poland, we anticipate that the extraordinary costs on its
subsidiary will have a manageable effect on BCP's capitalization
and capital will remain moderate."

Downside scenario: S&P said, "We could lower the rating if BCP's
litigation risks and extraordinary costs in Poland become worse
than we currently expect, impacting BCP's consolidated capital
position or its risk profile more adversely than we expect."

S&P said, "Additionally, we could lower the rating on the AT1
instrument if, contrary to our base-case expectation, the bank's
MDA buffer fell sustainably below 100 bps. This could happen due to
further negative intervention by the Polish government that could
hit more meaningfully the subsidiary and thus BCP's capital, and
the bank was unable to activate some of its capital levers.
Equally, tighter available distributable item buffers could put
pressure on the rating, although at end-2021 these covered coupon
payments by more than 12x."

Upside scenario: S&P said, "Although unlikely in the next 12-18
months due to headwinds on its Polish business, we could consider
raising the rating if the capitalization sustainably strengthened
above the 7% threshold, and the bank's performance in maintaining
its efficiency and earnings generation capacity improves. An
upgrade would also be contingent on BCP absorbing the one-off costs
of its Polish business, with any potential additional detrimental
measures by the Polish government having a limited effect on the
bank."


  Banco Comercial Portugues S.A.--Ratings Score Snapshot

                                    TO               FROM

  ISSUER CREDIT RATING         BB+/STABLE/B      BB/STABLE/B

  SACP                              bb+               bb

  Anchor                            bbb-              bb+

  Business position             Adequate (0)     Adequate (0)

  Capital and earnings         Moderate (-1)     Moderate (0)

  Risk position                 Adequate (0)     Moderate (-1)

  Funding                       Adequate (0)     Adequate (0)

  Liquidity                     Adequate (0)     Adequate (0)

  Comparable ratings analysis        0                0

  Support                            0                0

  ALAC support                       0                0

  GRE support                        0                0

  Group support                      0                0

  Sovereign support                  0                0

  Additional factors                 0                0


  ESG CREDIT INDICATORS: E-2; S-2; G-2
  SACP--Stand-alone credit profile.


Haitong Bank S.A.
Primary analyst: Anais Ozyavuz

Rationale

S&P said, "The affirmation reflects our view that the lower
systemwide funding risks we see for Portuguese banks does not
directly impact Haitong Bank. In particular, the bank's funding
profile remains comparatively weaker than its peers' because of its
higher reliance on wholesale funding (over 60% of total funding at
end-June 2022), while its deposits base is concentrated and price
sensitive. At the same time, even if Haitong Bank proved resilient
amid the pandemic and has sharply worked out its legacy NPLs over
the last few years, it has not been able to benefit from
management's continued efforts to strengthen the domestic franchise
and develop its cross-border activity with Chinese customers. In
fact, the bank returned to losses in the first half of 2022, mostly
explained by the China-related business and the COVID-related
lockdowns in several cities in the country.

"Our rating on Haitong Bank continues to reflect its lack of scale
in the investment banking industry, and its comparatively lower
efficiency and profitability when compared with domestic and
international peers. This leaves it with a reduced loss absorption
capacity. In addition, its high single-name concentration and high
exposure to lower-rated companies weigh on its risk profile, in our
view, along with its comparatively weaker funding profile. At the
same time, our long-term issuer credit rating on Haitong Bank
continues to factor in three notches of uplift for extraordinary
parental support. This is because we consider Haitong Bank a
strategically important subsidiary of its China-based parent,
Haitong Securities Co. Ltd. (BBB/Stable/A-2)."

Outlook

S&P sid, "The stable outlook on Haitong Bank reflects our
expectation that the bank will remain focused on strengthening its
business model, even if we don't anticipate a sustainable
profitability improvement. We also expect organic capital
generation will be modest, but sufficient to preserve the bank's
enhanced capital position, with our RAC ratio standing somewhat
above 10% over the next 12-18 months."

Upside scenario: S&P said, "We could raise our rating on Haitong
Bank if it improved its operating profitability sustainably,
generating recurring and stable revenue, while gradually aligning
its efficiency with peers'. Although not our base case, we could
also raise the rating if we considered Haitong Bank to be a more
important subsidiary for its Chinese parent."

Downside scenario: S&P said, "We could lower our rating if the bank
were to incur material losses that pushed its RAC ratio below 10%,
especially if its exposure to riskier asset classes increased
substantially, resulting in much higher impairment losses. We could
also lower the rating if the bank faced a renewed need to
restructure so as to strengthen its domestic franchise and improve
its operating efficiency, or if the parent's commitment to the bank
faltered."


  Haitong Bank S.A.--Ratings Score Snapshot

                                   TO             FROM

  ISSUER CREDIT RATING        BB/STABLE/B      BB/STABLE/B

  SACP                              b               b

  Anchor                           bbb-            bb+

  Business position       Constrained (-2)    Constrained (-2)

  Capital and earnings       Strong (+1)        Strong (+1)

  Risk position           Constrained (-2)    Constrained (-2)

  Funding                   Moderate (-1)       Moderate (-1)

  Liquidity                  Adequate (0)       Adequate (0)

  Comparable ratings analysis      -1               0

  Support                          +3              +3

  ALAC support                      0               0

  GRE support                       0               0

  Group support                    +3              +3

  Sovereign support                 0               0

  Additional factors                0               0


  ESG CREDIT INDICATORS: E-2, S-2, G-2

  SACP--Stand-alone credit profile.


  BICRA Score Snapshot

  Portugal

  Banking Industry Country Risk Assessment--Portugal

                                       TO        FROM

  BICRA GROUP                          5          6

  Economic risk                        6           6

  Economic resilience      Intermediate risk    Intermediate risk

  Economic imbalances           High risk           High risk

  Credit risk in the economy    High risk           High risk

  Trend                           Stable              Stable

  Industry risk                        5           6

  Institutional framework  Intermediate risk   Intermediate risk

  Competitive dynamics        High risk            High risk

  Systemwide funding       Intermediate risk       High risk

  Trend                         Stable              Positive

Banking Industry Country Risk Assessment (BICRA) economic risk and
industry risk scores are on a scale from 1 (lowest risk) to 10
(highest risk).

  Ratings List

  BANCO COMERCIAL PORTUGUES S.A.

  RATINGS AFFIRMED  

  BANCO COMERCIAL PORTUGUES S.A.

   Junior Subordinated                  CCC+

  UPGRADED  
                                       TO            FROM
  BANCO COMERCIAL PORTUGUES S.A.

   Resolution Counterparty Rating    BBB/--/A-2   BBB-/--/A-3

  BANCO COMERCIAL PORTUGUES S.A.

   Subordinated                        B+             B


  BCP FINANCE BANK LTD.

   Senior Unsecured                    BB+            BB

  UPGRADED; RATINGS AFFIRMED  
                                       TO            FROM
  BANCO COMERCIAL PORTUGUES S.A.

   Issuer Credit Rating            BB+/Stable/B   BB/Stable/B


  BANCO SANTANDER S.A.

  RATINGS AFFIRMED  

  BANCO SANTANDER TOTTA S.A.

   Commercial Paper                 A-2

  TOTTA IRELAND PLC

   Commercial Paper                 A-2

  UPGRADED; RATINGS AFFIRMED  
                                       TO            FROM
  BANCO SANTANDER TOTTA S.A.

   Issuer Credit Rating         BBB+/Stable/A-2    BBB/Stable/A-2

   Resolution Counterparty Rating   BBB+/--/A-2    BBB/--/A-2


  CAIXABANK S.A.

  UPGRADED; RATINGS AFFIRMED  
                                       TO            FROM
  BANCO BPI S.A.

   Issuer Credit Rating        BBB+/Stable/A-2   BBB/Stable/A-2

   Resolution Counterparty Rating  BBB+/--/A-2   BBB/--/A-2

  HAITONG SECURITIES CO. LTD.

  RATINGS AFFIRMED  

  HAITONG BANK S.A.

   Issuer Credit Rating           BB/Stable/B     

  HAITONG BANK S.A.

   Senior Unsecured                 BBB

   Junior Subordinated              CCC+

  HAITONG INVESTMENT IRELAND PLC

   Senior Unsecured                 BB




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

ROBERT WOODHEAD: Bolsover Council Steps in to Save Projects
-----------------------------------------------------------
Tom Pegden at BusinessLive reports that a council has stepped in to
save a number of projects after Woodhead Construction went bust
with dozens of jobs lost.

Bolsover District Council said it would push on with the contracts
after the Nottinghamshire contractor went into administration,
BusinessLive relates.

Woodhead announced on Sept. 15, that it was ceasing trading,
putting contracts such as the council's Bolsover Homes scheme at
risk, BusinessLive recounts.

The family-run business, which was established in 1946, is working
with accountancy firm RSM, which is writing to creditors to explain
the formalities around voluntary liquidation, BusinessLive notes.

Most recent results for Robert Woodhead Ltd show the company had a
turnover of around GBP40 million and around 135 staff in 2021,
BusinessLive discloses.  The majority of its staff have lost their
jobs, BusinessLive states.

According to BusinessLive, a statement attributed to the board of
Robert Woodhead Ltd said: "The directors are devastated at having
to make this decision.

"Having worked tirelessly to mitigate these issues over recent
months, ultimately the business faced a range of cash flow
challenges in recent weeks that proved insurmountable and concluded
that the company could not continue trading."

Bolsover council, as cited by BusinessLive, said it had taken the
decision to continue to deliver live projects it was involved in
and any related projects that were planned.


ROWANMOOR PERSONAL: Administrators Chase Clients to Collect Fees
----------------------------------------------------------------
Ruby Hinchliffe at FTAdviser reports that Rowanmoor Personal
Pensions Limited's administrators are chasing clients who lost
thousands after being advised to invest in an unregulated offshore
property group for outstanding fees.

The self-invested personal pension provider entered administration
in August after it was found to have failed in its due diligence of
an introducer which advised on the unregulated investment,
FTAdviser relates

On Sept. 13, Evelyn Partners -- Rowanmoor's administrators --
emailed clients requesting them to pay outstanding fees the Sipp
provider had failed to collect before it fell into insolvency,
FTAdviser discloses.

According to FTAdviser, in an email sent to one client and seen by
FTAdviser, Evelyn Partners said there was "insufficient funds" in
the Sipp member's bank account to settle outstanding fees.

These included three annual property fees equalling GBP1,398 dating
back two years, and a GBP684 annual administration fee dated 2021,
FTAdviser notes.  In total, they said the client owed the insolvent
provider GBP2,082, FTAdviser discloses.

This client had lost significant sums in The Resort Group, a Cape
Verde-based investment, according to an adviser who wished to
remain anonymous, according to FTAdviser.

The administrators said unless they receive an instruction or
sufficient funds within two weeks of the letters being received,
they will arrange for disinvestments to be made on the investment
platforms used by clients, FTAdviser relates.

Because clients were advised into fractional ownership of property
in Cape Verde, this meant some clients did not have enough rent to
pay the fees and as a result, this ran down the cash balance to
zero, the adviser explained, FTAdviser notes.

They said in some cases, Rowanmoor suspended Cape Verde property
fees, FTAdviser relays.

After Rowanoor fell into administration, it emerged that 2,844
claims had been made against 116 advice firms for their advice to
transfer to, or take out, Rowanmoor pension products, FTAdviser
recounts.

Rowanmoor operated some 4,800 Sipps worth around GBP1.4 billion,
FTAdviser discloses.  Some 26.9% of all business the company
received between 2009 and 2013 was from the introducer it failed to
do due diligence on, CIB Life and Pensions Limited, according to
FTAdviser.


SEA HOTEL: Owes GBP2MM to Creditors, Administrators Reveal
----------------------------------------------------------
Graeme Whitfield at BusinessLive reports that more details of how a
seaside hotel in the North East formerly owned by a high-profile
property group went into administration have been made public.

The Sea Hotel in South Shields went into administration on July 18
and the property was put up for sale last month with a GBP1.65
million price tag, BusinessLive recounts.  The hotel, which is not
far from the Sandhaven and Little Haven beaches, has been running
as normal while up for sale, BusinessLive notes.

The property was formerly owned by the High Street Group, the
development company behind Hadrian's Tower in Newcastle, which went
into administration last year with estimated debts of more than
GBP200 million, BusinessLive states.  As well as leading a number
of major development projects, High Street Group also ran a number
of bars, hotels and restaurants around the North East through its
leisure division.

According to BusinessLive, a report by administrators RSM has now
revealed that the Sea Hotel was transferred in December 2020 from
High Street Group to the One Collection Group, a company initially
run by High Street Group boss Gary Forrest, but which later passed
to his daughter and a business associate.  The transfer took place
for the sum of GBP1, the report says, BusinessLive notes.

RSM was called in by lender Assetz Capital Trust, and subsequent
investigations have found that the hotel incurred losses of
GBP123,000 in the first half of the year, having also been loss
making the year before, BusinessLive relates.

The administrators' report reveals that GBP1.1 million is owed to
Assetz Capital Trust, along with GBP415,000 to HMRC, BusinessLive
discloses.  In all nearly GBP2 million of debts are identified in
the administrators' report, including amounts owed to a number of
small North East firms, according to BusinessLive.


SEAT DESIGN: Put Up for Sale Following Administration
-----------------------------------------------------
Business Sale reports that an East Midlands-based designer and
manufacturer of seating systems for the automotive industry has
been put up for sale after entering administration.

The Seat Design Company and SDC Manufacturing UK Ltd fell into
administration as a result of COVID-19's impact on the automotive
sector and, more recently, rising input costs, Business Sale
relates.

According to Business Sale, Raj Mittal and Ben Jones of advisory
firm FRP have been appointed as joint administrators to the
business and will continue to trade the company while marketing it
for sale.  All of the firm's 32 employees at its offices and
manufacturing base in Riddings, Derbyshire, have been retained,
Business Sale notes.

The Seat Design Company provides concept, design, prototype and
development services for a range of clients from the automotive
industry, as well as for companies in the healthcare and leisure
sectors.  The company's clients include Bentley, Rolls Royce, Tata
and Lear Corporation.

In its most recent financial reports, for the year ending December
31 2021, The Seat Design Company's fixed assets were valued at
GBP639,965, while current assets were valued at GBP640,467,
Business Sale discloses.  At the time, the company owed GBP831,197
to creditors within one year and GBP465,234 to creditors falling
due after more than one year, Business Sale states.


THAMES WATER: S&P Cuts Cl. B Debt Rating to 'BB+', Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings lowered its class A debt rating to 'BBB' from
'BBB+' and its class B ratings to 'BB+' from 'BBB-' on Thames Water
Utilities Finance PLC.

The stable outlook reflects S&P's expectation that metrics will
gradually improve through the regulatory period ending March 2025,
and Thames Water will achieve FFO to debt above 5% and adjusted
debt to EBITDA below 11x for its class A debt, and FFO to debt
above 4% and adjusted debt to EBITDA below 12x on a consolidated
basis by the end of the regulatory period.

A near-term improvement in Thames Water's credit metrics will
ultimately depend on any potential further measures by its owners
to shore up financial resilience. Although there is broad
shareholder commitment in this regard, the timing and amount of any
further support remains uncertain. In the longer term, S&P's could
see improved leverage metrics once current investments materialize,
delivering a stronger asset base and better operating performance
for the company.

Thames Water's large investment plan and high inflation will weigh
on its financial metrics until the end of the regulatory period.

The combination of capex and inflation led to an increase in net
debt between March 2021 and March 2022 of GBP900 million-GBP13.7
billion--this contrasts with a regulatory capital value (RCV) of
GBP16.6 billion in March 2022 and an adjusted EBITDA of about GBP1
billion. The company is in the midst of an eight-year
transformation plan with planned investments of GBP11.5 billion
during the current regulatory period, roughly GBP2 billion above
the company's regulatory allowance. S&P said, "The scale of the
plan highlights the extent of the operational issues facing the
company, although we note that there have been improvements in some
areas. We expect the company's financial metrics to remain
depressed until the end of the current regulatory period, March
2025, due to negative free operating cash flows (FOCF, operating
cash flow after capex). The negative FOCF during the rest of the
regulatory period will not enable any natural deleveraging despite
limited dividend payments. We forecast that Thames Water will
operate relatively close to its financial covenants for the
remainder of the regulatory period; that is, at 80.6% relative to
its 85% trigger level, based on debt to RCV." The regulatory model
allows for RCV growth in line with inflation, which should deliver
some natural reduction in leverage, all else being equal.

Inflation has also led to a sharp increase in accretion, which
weighs heavily on S&P's adjusted FFO. Thames Water's exposure to
index-linked debt is 56%, which is roughly in line with the
industry average. Beyond this, the steep increases in energy costs,
and to a lesser degree chemicals and employee costs, could also
weigh on the company's metrics.

"While the investment program and higher inflation will strain
financial metrics for the next two to three years, we expect both
to be beneficial to Thames Water over the medium term. We expect
the additional investment to help accelerate Thames Water's
operational turn-around plan, as well as to help build the
company's regulated asset base." Inflation will also help boost the
company's revenue with a delay, because the allowed income is based
on inflation.

Despite supportive shareholders, metrics will remain constrained in
the absence of further deleveraging initiatives. Thames Water is
owned by a consortium of institutional shareholders, predominantly
pension funds. The largest shareholders, comprising more than 50%,
are OMERS (31.8%) and USS (19.7%). The consortium has not taken any
dividends for the past five years, and S&P forecasts only modest
shareholder distribution during the remainder of the regulatory
period while the company focuses on improving its operational
performance.

In June 2022, the consortium approved a GBP500 million equity
contribution to fund additional investments to speed up
improvements in the water networks as well as committing an
addition GBP1 billion in equity support, subject to certain
conditions. This will be supportive in the long term, given the
potential operational performance improvements and asset base
growth it will provide. The chair of the water regulator, Ofwat,
has commented publicly on the shareholder support, which is a
positive signal to the company's relationship with its regulator.

Even then, S&P expects Thames Water's financial ratios to continue
to be constrained for the remainder of the regulatory period,
absent any further deleveraging initiatives from shareholders.

Thames Water has put additional investment in place to resolve
legacy performance issues amid intense political and regulatory
focus. Thames Water committed in June 2022 to spend GBP2 billion
above its Ofwat-permitted total expenditure. S&P said, "Although we
view this as a positive initiative, especially as it will be mostly
financed by shareholders, it will delay deleveraging, given that
the purpose of the injection is to help resolve significant legacy
issues in performance via capex. Many of these issues have been
troubling the company for a long time, so we view these investments
positively and as essential to improve the company's operating
performance and reputation. In this context, we note the intense
political and regulatory pressure on the sector to transform its
impact on the environment." The Environment Agency is currently
investigating six water and wastewater companies, one of which is
Thames Water, to clarify how these companies manage their
wastewater treatment works.

Although Thames Water received significant penalties during the
year ended March 31, 2022, the company did meet many of its targets
and is showing clear signs of improvement. Thames Water's operating
performance showed clear signs of improvement during the past year,
with 60% of annual performance metrics being met. It achieved a 43%
reduction in complaints and continued to meet its leakage target,
as well as seeing a decline in pollution incidents. There are
certain key targets where Thames Water is still failing to meet its
commitments, in particular C-MeX (the customer experience score,
where it sits in 17th place of 17), water quality compliance, and
pollution incidents.

S&P said, "The stable outlook is based on our expectation that
metrics will gradually improve through the regulatory period ending
March 2025, and Thames Water will achieve class A FFO-to-debt
metrics on average above 5% and class B FFO-to-debt metrics on
average at about 4% during our forecast period, as well as
achieving debt to EBITDA below 11x on a class A basis and below 12x
on a consolidated basis by the end of the regulatory period. The
stable outlook also reflects our opinion that Thames Water's
operational performance will continue to improve over the current
regulatory period, through successful execution of the
transformation plan.

"We could lower the ratings on the class A debt if there was
insufficient FFO-to-debt headroom above 5% or if debt to EBITDA
were sustainably above 11x. This could occur if Thames Water
demonstrated deteriorating operating performance or a decline in
profitability or if it could not maintain sufficient headroom under
its financial covenants. We could lower the ratings on the class B
debt if debt to EBITDA exceeded 12x on a consistent basis. If we
were to view risks with the implementation of the transformation
plan, we could potentially reassess the business risk profile.

"We could raise the rating on the class A debt if we saw a track
record of Thames Water maintaining FFO to debt above 6% and debt to
EBITDA below 10x with sufficient headroom, along with continued
improved operational performance and upward trending financial
performance. We could also upgrade the class B debt if the company
maintained FFO to debt above the 5% target for a 'BBB' rating while
also maintaining debt to EBITDA below 11x."

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

S&P said, "Environmental factors are a moderately negative
consideration in our credit rating analysis of Thames Water, whose
operating performance is below the sector average in certain areas,
such as supply interruptions. The first year of the new regulatory
period, fiscal 2021, led to an overall net penalty position of
almost GBP50 million. That said, improving operating performance is
a key priority for the company and it is in the midst of an
eight-year transformation plan. Although improvements have been
visible in some areas, Thames Water is still failing to meet
certain key targets. The company has seen significant management
changes in recent years, including a new CEO and chief financial
officer. Social factors are a moderately negative consideration. As
one of the U.K.'s largest water and wastewater network operators,
Thames Water provides a key service with a significant social
impact. This exposes the company to additional scrutiny from
regulators and the government to ensure not only high quality and
reliability, but also affordable costs for customers. This scrutiny
is evident from the latest price review in April 2020. Governance
factors are a neutral consideration, even though we note some
turnover at the senior level."


[*] UK: Company Administrations Hit Record High in August 2022
--------------------------------------------------------------
Rhiannon Curry at Evening Standard reports that the number of UK
company administrations in the month of August was the highest of
the year so far, as businesses battle increased inflation, supply
chain pressures and a dip in consumer confidence.

According to Evening Standard, global risk and financial advisory
company Kroll found that 99 businesses entered into administration
in August, 41% higher than in the same month in 2021.

There have been 522 administrations since the beginning of 2022,
with construction and manufacturing businesses leading the industry
rankings, with a combined 170 administrations, Evening Standard
discloses.

Retail, leisure and hospitality companies have also shown signs of
increased stress throughout August with 14 companies going into
administration across these sectors, Evening Standard states.

Kroll said it believes the number of administrations remains on an
upward trajectory as the number of businesses entering
administration averages 78 per month, 67% higher than the same
period in 2021, Evening Standard notes.

The numbers do, however, remain lower than pre-pandemic levels
which averaged 113 a month by August 2019, according to Evening
Standard.

Based on the current trends, Kroll projects that the total number
of administrations in 2022 could reach 930, up from 659 in 2021 but
below 2020 and 2019 numbers which were 1,068 and 1,392,
respectively, Evening Standard discloses.

"As conditions grow harder for businesses to thrive, the economic
health of the UK companies will be monitored closely to assess the
impact on consumers and the economy," Evening Standard quotes David
Fleming, UK head of restructuring at Kroll, as saying.

Covid loans, rate reliefs and support from credits have prevented
the numbers from being even higher, he said.



                           *********


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

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

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

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed to
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