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

                          E U R O P E

          Friday, February 3, 2023, Vol. 24, No. 26

                           Headlines



B E L G I U M

LSF9 BALTA: Moody's Withdraws B3 LongTerm Corporate Family Rating


D E N M A R K

NORICAN GLOBAL: Moody's Upgrades CFR to B2, Outlook Remains Stable


F R A N C E

SIRONA HOLDCO: Moody's Affirms 'B2' CFR, Outlook Remains Stable


G E R M A N Y

WIRECARD: Watchdog Closes Investigations Into Ex-EY Auditors


G R E E C E

ALPHA BANK: Fitch Hikes LongTerm IDR to 'B+', Outlook Stable
ALPHA SERVICES: Moody's Gives Caa1(hyb) Rating to Add. Tier 1 Notes
EUROBANK SA: Fitch Hikes LongTerm IDR to 'BB-', Outlook Stable
NATIONAL BANK OF GREECE: Fitch Hikes IDR to 'BB-', Outlook Stable


I R E L A N D

BLACKROCK EUROPEAN VII: Fitch Affirms 'B-sf' Rating on Cl. F Notes


K A Z A K H S T A N

INDUSTRIAL DEVELOPMENT: Moody's Alters Outlook on Ba2 CFR to Pos.


N E T H E R L A N D S

NIELSENIQ: Fitch Affirms LongTerm IDR at 'B+', Outlook Stable


U N I T E D   K I N G D O M

ARRIVAL: To Shed Half of Remaining Workforce Amid Cash Problems
BRITISH STEEL: Mulls 800 Job Cuts at Flagship UK Plant
BULB: Octopus Expects to Repay GBP1.2B to UK Gov't. After Takeover
CLUB R&R: Goes Into Liquidation, Owes Creditors More Than GBP50K
LANDMARK MORTGAGE 2: Fitch Alters Outlook on BB-sf Rating to Stable

MISSOURI TOPCO: Moody's Appends 'LD' Designation to 'Ca-PD' PDR
MISSOURI TOPCO: S&P Lowers ICR to 'SD' on Recapitalization Close
TRAVELODGE: Completes Lease Regear, CVA Fully Implemented
VUE ENTERTAINMENT: Moody's Rates EUR648MM Secured Term Loan 'Caa2'


X X X X X X X X

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

                           - - - - -


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B E L G I U M
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LSF9 BALTA: Moody's Withdraws B3 LongTerm Corporate Family Rating
-----------------------------------------------------------------
Moody's Investors Service has withdrawn all ratings of LSF9 Balta
Issuer S.a r.l. (Belysse).

At the time of withdrawal the ratings for Belysse were B3 long term
corporate family rating, B3-PD probability of default rating and
Caa1 guaranteed senior secured debt rating. The outlook has been
withdrawn from previously stable.

RATINGS RATIONALE

Moody's has decided to withdraw the ratings for its own business
reasons.

COMPANY PROFILE

Headquartered in Waregem, Belgium, Belysse is one of the leading
manufacturers of soft flooring products in Europe. In 2021, pro
forma for the disposal of the Rugs, Residential polypropylene and
Non-Woven businesses, the company generated EUR277 million of
revenue and EUR43 million of EBITDA. In 2015, Balta was acquired by
funds controlled by Lone Star. In June 2017, Balta Group NV, the
holding company of Balta, successfully completed an IPO, with Lone
Star remaining the main shareholder and still holding around 50% of
the shares.




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D E N M A R K
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NORICAN GLOBAL: Moody's Upgrades CFR to B2, Outlook Remains Stable
------------------------------------------------------------------
Moody's Investors Service has upgraded to B2 from B3 the corporate
family rating and to B2-PD from B3-PD the probability of default
rating of Norican Global A/S ("Norican" or "the group"), a holding
company of Danish manufacturer of machines and aftermarket products
for the global metallic parts formation and preparation industries.
Moody's also upgraded to B2 from B3 the instrument rating on the
EUR340 million guaranteed senior secured notes due May 2023, issued
by Norican A/S. The outlook on both entities remains stable.

"The ratings upgrade to B2 recognizes Norican's newly signed
commitments for credit facilities that it will – together with
available cash on hand – use to fully redeem its EUR340
guaranteed senior secured notes issued under Norican A/S due in May
this year", says Goetz Grossmann, a Moody's Vice President and lead
analyst for Norican. "With an average maturity of more than four
years, the new loans eliminate recently evolving refinancing risks,
while the group's use of sizeable excess cash to lower its gross
debt will reduce its leverage to a modest level for the B2 rating
category. At the same time, the stable outlook balances the reduced
leverage with an increasing interest burden that Moody's expect to
constrain cash flow generation and the B2 rating in a likely more
challenging operating environment this year on slowing economic
growth, persistent inflation and high geopolitical risks", adds Mr.
Grossmann.

RATINGS RATIONALE

The upgrade of Norican's ratings to B2 follows the group's
announcement of newly signed commitments for credit facilities with
a consortium of Nordic banks and investment funds, and fresh equity
via a shareholder loan (SHL) provided by its shareholder Altor
Equity Partners. The group will use the proceeds from the new
instruments, as well as available cash on hand (EUR156 million cash
and cash equivalents reported as of September 30, 2022) to redeem
in full its EUR340 million guaranteed senior secured notes due May
2023 issued under Norican A/S, plus accrued interest and expected
fees and transaction costs. Besides eliminating refinancing risks,
the transaction, which Moody's expects to close in February, will
improve Norican's liquidity with the average maturity of the new
bank loans exceeding four years, and significantly lower its gross
indebtedness and leverage. For instance, on a Moody's-adjusted and
pro forma basis, Norican's leverage as of September 30, 2022
reduces to around 4.3x gross debt/EBITDA from 5.3x, a solid level
when compared with Moody's 4.0-5.0x leverage guidance for a B2
rating. At the same time, however, the rating agency expects
Norican's sales to slightly decline and its strongly improved
profitability in 2022 to soften this year. The expected moderating
business activity reflects Moody's anticipated slowdown in economic
growth and demand in some of Norican's end markets (e.g.,
industrial, construction), while its equipment order backlog
continues to shrink since Q2-2022. As inflationary pressures will
likely persist through 2023, Norian might also find it difficult to
pass on increased input costs to its customers, at least in the new
equipment business. Moody's, therefore, expects a moderate decline
in Norican's EBITDA and its leverage to increase towards 5x this
year. Given somewhat higher interest costs after the proposed
refinancing, with the new loans carrying an around 6% average
interest margin, Norican's interest coverage should remain at the
lower end of Moody's defined 2.0-3.0x (Moody's-adjusted
EBITA/interest expense) range for the B2 rating category. Likewise,
the increased interest burden will constrain Norican's free cash
flow (FCF), which Moody's, however, expects to turn positive in
2023 after falling to EUR8 million negative in the 12 months
through September 2022 due to a significant working capital
build-up.

Norican's B2 CFR is further supported by its (1) leading position
in the niche market for green sand molding machines, metal
finishing equipment and aluminum foundry solutions; (2) large
installed base, which underpins its sizable aftermarket activities
(over 50% of group revenue in the 12 months through September 2022)
that provide more stable revenues than the new equipment business;
(3) good geographic diversification across Asia, Europe and North
America; (4) strong profitability, illustrated by a 12.4%
Moody's-adjusted EBITA margin for the 12 months through September
2022; and (5) low capital intensity, which has historically
translated into mostly positive FCF generation.

Factors constraining the rating include (1) Norican's small size,
with revenue of EUR483 million in the 12 months through September
2022; (2) its exposure to cyclical sectors, particularly the
automotive sector, which accounted for over 55% of group revenue in
the 12 months through September 2022; (3) the ongoing shift from
ferrous metals to competing materials, which may reduce the demand
for foundry equipment over time; and (4) its private-equity owner,
who has been invested in the business since 2015, implying some
risk of a potential ownership and/or capital structure changes in
the short to medium-term, in Moody's view.

LIQUIDITY

Norican's liquidity post the transaction will be adequate. Pro
forma for the proposed refinancing with new term loans, which
Moody's understands are underwritten by the respective lenders, the
group expects its cash on hand to reduce to around EUR50 million.
Other cash sources include the newly signed EUR60 million revolving
credit facility, maturing in 2025, of which EUR25 million are
currently used for bank guarantees, as well as Moody's forecast of
up to EUR30 million annual funds from operations. These sources
significantly exceed Moody's forecast of Norican's basic near-term
cash needs. Expected cash uses mainly comprise about EUR10 million
working capital need in 2023, annual capital spending of around
EUR12 million (including EUR6 million lease payments), and Moody's
standard 3% of sales working cash assumption. Moody's does not
expect Norican to initiate dividend payments or shareholder
distributions in any other form over the next 12-18 months.

Moody's further expects Norican to maintain consistent compliance
with its maintenance covenants (interest cover and net leverage),
as stipulated in the new credit agreements.

ESG CONSIDERATIONS

In terms of governance, the rating action positively reflects
Norican's demonstrated commitment to reduce its indebtedness and
de-leverage by using a substantial amount of available cash on the
balance sheet as part of the proposed notes refinancing. Moody's
governance assessment is also supported by the group's target to
maintain its reported leverage below 3x net debt/EBITDA (excluding
IFRS 16 lease liabilities).

OUTLOOK

The stable outlook balances Norican's reduced and modest leverage
for the B2 rating category and its improved liquidity after the
proposed refinancing with Moody's expectation of limited FCF
generation over the next 12-18 months due to a rising interest
burden and a likely slowing operating performance in a more
challenging economic environment this year.

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

Positive rating pressure would build, if Norican's (1)
Moody's-adjusted debt/EBITDA reduced to below 4.0x, (2)
Moody's-adjusted EBITA/interest expense improved to sustainably
above 3.0x, (3) Moody's-adjusted FCF/debt improved towards the
high-single-digit percentage range.

Downward pressure on the ratings would build, if Norican's (1)
Moody's-adjusted gross debt/EBITDA sustainably exceeded 5.0x, (2)
interest coverage fell sustainably to below 2.0x Moody's-adjusted
EBITA/interest expense, (3) Moody's-adjusted FCF/debt failed to
improve towards the low-single-digit percentages and liquidity
started to contract.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Norican Global A/S ("Norican") is a holding company for a variety
of branded industrial technology businesses that offer products and
services to the global ferrous metals and light metals industries.
The group consists of the following brands: (1) DISA, a provider of
equipment and aftermarket services for the green sand molding
sector (predominantly gray iron casting); (2) Wheelabrator, a
complete provider of cleaning, strengthening and polishing
equipment, and aftermarket services mainly for the ferrous metals
sector; (3) ItalPresse, a provider of gravity, and low- and
high-pressure die-casting solutions; (4) Gauss, a provider of
automated die-casting solutions; and (5) StrikoWestofen, a provider
of aluminum furnace technologies. Norican is owned by a fund
affiliated to Altor Equity Partners, a Nordic-focused private
equity sponsor. In the 12 months ended September 2022, Norican
generated revenue of EUR483 million and reported underlying EBITDA
of around EUR68 million (14.1% margin).




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F R A N C E
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SIRONA HOLDCO: Moody's Affirms 'B2' CFR, Outlook Remains Stable
---------------------------------------------------------------
Moody's Investors Service affirmed the B2 long term corporate
family rating and the B2-PD probability of default rating on Sirona
HoldCo (Seqens). Moody's also affirmed the B2 instrument ratings on
Sirona BidCo France's EUR830 million senior secured term loan B
(TLB), including the proposed EUR100 million fungible add-on and
EUR130 million senior secured revolving credit facility (RCF), both
due 2028. Seqens will use proceeds to repay EUR87 million of
drawings under the RCF issued by Sirona BidCo France and fund
transactions fees, including an original issue discount. The
outlook on both entities remains stable.

RATINGS RATIONALE

The affirmation of ratings at B2 takes into account the gross
debt-neutral refinancing and improvement in liquidity, balanced
against the likelihood of a delayed deleveraging trajectory.
Moody's expects that given the incremental term loan and a
moderation in EBITDA in 2023 compared to the very strong level of
2022, Seqens' Moody's-adjusted debt/EBITDA will rise in 2023 from
the 5.2x for 2022 (based on preliminary management reporting).
Unlike RCF drawings, repayment of the term loan is unlikely. This
higher debt load together with rising interest rates will weigh on
free cash flow, particularly given that Seqens does not hedge
against rising interest rates. Based on expectations for modestly
negative free cash flow and leverage to go towards 6x in 2023,
Seqens is weakly positioned relative to its B2 rating. However,
Moody's expects deleveraging toward 5x in 2024, with the potential
for further reduction absent acquisitions or sponsor returns.

Seqens' B2 rating reflects its strong global position for aspirin
and paracetamol active pharmaceutical ingredients (APIs) and the
high barriers to entry because of regulatory requirements and
financial support from government subsidies and customer advances
to build out new paracetamol capacity in France, which lowers
Seqens' own funding requirements. In addition to the high leverage
and weak free cash flow, the company's improving but still moderate
size relative to much larger and more diversified global
competitors; exposure to pharmaceutical regulation and quality
controls because production issues can have a significant effect on
operating performance; and aggressive financial policy constrain
the rating.

Moody's expects normalisation effects leading to lower EBITDA in
2023 to coincide with high negative free cash flow (FCF) after
subsidies and advances of around EUR38 million. Seqens' main PAP
competitor (Bayi) restarted production in 2022 and the phenol
market will likely revert towards mid cycle conditions with lower
volumes and less favourable supply demand conditions.

LIQUIDITY

Seqens' liquidity pro-forma the proposed refinancing is adequate.
Seqens intends to use the net proceeds from the proposed EUR100
million add-on issued by Sirona BidCo France to repay approximately
EUR87million RCF drawings, which the company drew over the course
of 2022 to cover higher working capital requirements due to input
cost inflation and higher investments, primarily for its new
paracetamol facility. As part of government initiatives to re-shore
strategically important production of APIs, Seqens receives
non-reimbursable subsidies for the construction of this facility.
In addition, the government provides refundable advances, related
to other re-shoring projects, that Seqens starts repaying in 2025.
Local debt facilities and the RCF provide sufficient external
capacity to fund projected negative cash flow over the 12 to 18
months.

RATIONALE FOR THE STABLE OUTLOOK

The outlook is stable and assumes that Seqens restores credit
metrics over the course of 2024 in line with the B2 rating, namely
debt/EBITDA below 6.0x and strengthening of EBITDA margins towards
the high teens (%).

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

Moody's could upgrade Seqens' rating, adjusted EBITDA margin
remaining in the high teens in percentage terms; Moody's-adjusted
leverage ratio declining below 5.0x; FCF/debt exceeding
mid-single-digit percentages; and maintenance of adequate or better
liquidity. An upgrade would also rely on expectations for the
company to sustain these improved metrics.

Moody's could downgrade Seqens' rating with company-adjusted EBITDA
margin declining toward the low teens in percentage terms;
Moody's-adjusted debt/EBITDA exceeding 6.0x on sustained basis;
operational production issues re-emerging, potential cost overruns
and further delays of its new paracetamol plant delaying the
expected incremental increase of EBITDA beyond 2024; sustained
negative FCF generation (before spending for its subsidised
investment) or a significant deterioration in liquidity, such as
EBITDA to interest expense sustainably below 2.0x.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS

Moody's governance assessment for Seqens incorporates its leveraged
capital structure, reflecting high risk tolerance of its private
equity owner. The private equity business model typically involves
an aggressive financial policy and a highly leveraged capital
structure to extract value.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Chemicals
published in June 2022.

COMPANY PROFILE

Headquartered in Ecully, France, Seqens is a producer of small
molecules active pharmaceutical ingredients (APIs), solvents for
pharmaceutical customers as well as chemicals for the cosmetics and
electronic industries. Seqens in 2022 generated preliminary
revenues of around EUR1.4 billion and company adjusted EBITDA or
around EUR216 million. The company is majority-owned (76.9%) by
funds of private equity sponsor SK Capital.




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G E R M A N Y
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WIRECARD: Watchdog Closes Investigations Into Ex-EY Auditors
------------------------------------------------------------
Olaf Storbeck at The Financial Times reports that Germany's audit
watchdog closed investigations against four current and former EY
auditors involved in inspecting collapsed payments firm Wirecard
after they handed back their professional licences and left the
profession earlier this month.

According to the FT, under German law, Apas can only probe and
sanction potential misconduct by active accountants who are
enrolled in the country's register of public accountants.

As the watchdog's delayed ruling into EY's controversial audit for
the disgraced German payments firm approaches, four current and
former employees this month resigned from the country's chamber of
public accountants, the WPK, the FT discloses.

According to people familiar with the matter, the three EY audit
partners who were in charge of the Wirecard audit since 2016 were
among those who resigned: Martin Dahmen, who is still employed by
EY, as well as Andreas Budde and Andreas Loetscher, who have both
left the firm, the FT states.  While Mr. Budde retired, Loetscher
in 2018 became Deutsche Bank's head of accounting, but later left
the bank, the FT notes.  The fourth individual was a less senior
auditor who worked a lot on the Wirecard mandate, the FT states.

The four were part of a group of 12 current and former EY employees
who were under investigation by Apas since Wirecard collapsed into
insolvency in June 2020, the FT discloses.  The company received a
clean bill of health from EY for close to a decade, but eventually
had to disclose that EUR1.9 billion in corporate cash and half of
the company's reported revenue did not exist, the FT relates.

If the watchdog finds serious wrongdoing it can temporarily, or
permanently, ban accountants and fine them up to EUR500,000, the FT
discloses.

Apas told the FT that the case against four individuals who handed
back their licences was closed, the FT relays.  It declined to
confirm their identities but told the FT that the number of
individuals under investigation had recently dropped from 12 to
eight, the FT notes.

In a statement to the FT, the WPK referred to its publicly
available database of licensed accountants, adding that four former
members resigned in early 2023.

EY confirmed that "individual auditors have decided to renounce
their licenses as auditors", declining to comment further.




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G R E E C E
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ALPHA BANK: Fitch Hikes LongTerm IDR to 'B+', Outlook Stable
------------------------------------------------------------
Fitch Ratings has upgraded Alpha Bank S.A.'s (Alpha) and Alpha
Services and Holdings S.A.'s (HoldCo) Long-Term Issuer Default
Ratings (IDR) to 'B+' from 'B' and Viability Ratings (VR) to 'b+'
from 'b'. The Outlook on the Long-Term IDRs is Stable.

The upgrade reflects Alpha's stronger capitalisation as a result of
structurally improved profitability, expected capital accumulation,
and reduced capital encumbrance by unreserved problem assets. This
is the result of Alpha's progress in reducing its legacy
non-performing exposures (NPE) through disposals and organically.
The resilience of the Greek economy in 2023, even in light of
prevailing uncertainty further underpin the upgrade.

KEY RATING DRIVERS

Franchise, Capital Position Underpin Ratings: Alpha's ratings
reflect its position as one of the four systemic banks in Greece,
which supports its business prospects. The bank's capitalisation
has improved with adequate buffers over requirements. However, it
remains vulnerable to significant, albeit reducing, levels of
capital encumbrance from unreserved problem assets. Alpha's largely
deposit-based funding profile also underpins the ratings.

Systemic Domestic Bank: Alpha's business model is characterised by
traditional commercial and retail banking activities, with some
diversification from fee-generating activities including asset
management and insurance. The bank operates a mostly domestic
business, although it has some diversification from its
subsidiaries in Romania and Cyprus. Alpha's still high stock of
problem assets, albeit reducing, weighs on its assessment of its
long-term business model sustainability.

Weak Asset Quality, Despite Improvements: Alpha's NPE ratio (which
excludes retained senior notes of impaired loan securitisations
from total loans) fell to 9.3% at end-September 2022 following
further NPE disposals, increased curings and continued lending
growth. At this level, it remains above higher-rated Greek and
international peers. Alpha's impaired loan coverage of 37% at
end-September 2022 is also lower than domestic peers.

Manageable Impaired Loan Generation: Fitch expects inflows of new
impaired loans to remain manageable in 2023, and Alpha to continue
focusing on reducing its NPEs through further disposals and organic
actions. This should be supported by its expectation that the Greek
economy will continue to grow and outperform the eurozone. However,
risks to asset quality remain, especially if inflationary pressures
persist, or if interest rate rises gather pace and increases
borrowers' debt servicing costs

Satisfactory Profitability, Limited Diversification: Fitch expects
Alpha's operating profit/risk-weighted assets (RWA) to increase to
around 2% in the medium term (excluding one-off trading gains),
supported by improving net interest income and fee income,
cost-saving initiatives and lower loan impairment charges following
portfolio de-risking. Fitch expects profitability to improve
further in the rising rate environment and with delivery of the
bank's transformation programme.

Acceptable Capital Buffers, High Encumbrance: Alpha's fully-loaded
common equity Tier 1 (CET1) ratio improved to 12.1% at
end-September 2022 (end 2021: 10.8%) due to improving earnings and
NPE reductions, heading towards the bank's medium-term target of
15%. However, fully-loaded CET1 capital encumbrance by unreserved
problem loans remains significant at about 57%. Fitch expects
capitalisation to improve with the reduction in problem assets and
higher retained earnings.

Stable Deposit-Based Funding: Alpha's loan-to-deposit ratio of 80%
is higher than peers but supported by a stable, granular deposit
base that benefited from strong inflows during the pandemic. The
bank's liquidity is also healthy. Access to wholesale markets has
improved as the bank issued cumulative EUR0.9 billion of unsecured
debt in 2022 to meet its minimum requirement for own funds and
eligible liabilities (MREL) requirements. However, market access
remains sensitive to changes in creditor sentiment and the Greek
operating environment.

HoldCo is the parent holding company of Alpha Bank, the group's
main operating company and core bank. The ratings of HoldCo and
Alpha Bank are equalised as Fitch believes that the risk of default
of the two entities is substantially the same.

RATING SENSITIVITIES

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

Fitch could revise the Outlook to Negative if the economic
environment in Greece deteriorates sharply. This could be triggered
by an unexpected domestic economic recession and a sharp rise in
unemployment without prospects of a rebound in the short term,
leading to a material deterioration of borrowers' creditworthiness
and reduced business opportunities for banks.

Fitch could downgrade the ratings if Fitch expected Alpha's NPE
ratio (excluding senior notes) to rise towards 10% on a sustained
basis or if the CET1 ratio fell below 11%, leading to a sharp
increase in CET1 capital encumbrance by unreserved problem assets.

A decline of operating profit/RWAs to below 0.5% of RWAs due to
structural weaknesses in Alpha's business model, or evidence of
funding instability and inability to access the wholesale debt
markets for a prolonged period, could also be rating negative.

HoldCo's ratings could also be downgraded by at least one notch
below those of the operating bank in case of a significant build-up
of double leverage (at the HoldCo), changes in regulation scope, or
in the event of any material restrictions in the fungibility of
capital and liquidity between the two entities, none of which Fitch
expects.

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

An upgrade could arise if Alpha's CET1 ratio improves towards 14%
supported by recurring operating profit/RWAs of at least 1.25%. An
upgrade would also require a further reduction in fully-loaded CET1
capital encumbrance by unreserved problem assets, by means of
strengthening in NPE coverage and a reduction in the NPE ratio to
levels more closely in line with higher-rated peers. An upgrade
would also require evidence of stable funding and continued
build-up of MREL buffers.

OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS

Deposits

Alpha's long-term deposit rating is one notch above the Long-Term
IDR, because of full depositor preference in Greece and its
expectation that Alpha will comply with its final MREL, which will
be binding from 1 January 2026. Alpha's resolution debt buffer is
moderate and Fitch expects it to grow as the bank issues senior
debt. Deposits will therefore benefit from protection offered by
more junior bank resolution debt and equity, resulting in a lower
probability of default.

The short-term deposit rating of 'B' is in line with the bank's
'BB-' long-term deposit rating under Fitch's rating correspondence
table.

Government Support Rating

Alpha's Government Support Rating of 'no support' reflects Fitch's
view that although external extraordinary sovereign support is
possible, it cannot be relied upon. Senior creditors can no longer
expect to receive full extraordinary support from the sovereign in
the event that the bank becomes non-viable. The EU's Bank Recovery
and Resolution Directive and the Single Resolution Mechanism for
eurozone banks provide a framework for resolving banks that
requires senior creditors participating in losses, if necessary,
instead of or ahead of a bank receiving sovereign support.

An upgrade of the GSR would be contingent on a positive change in
the sovereign's propensity to support the bank. In Fitch's view,
this is highly unlikely, although not impossible.

OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES

The long-term deposit rating is sensitive to changes in the bank's
Long-Term IDR, from which it is notched.

The long-term deposit rating could be downgraded if Fitch deemed
Alpha unable to increase the size of its senior and junior debt
buffers and comply with its final MREL requirements. The long-term
deposit rating could be upgraded if Fitch expected the bank to meet
resolution buffer requirements at least partly with senior debt
issued by its holding company, or if Alpha's resolution debt buffer
excluding senior preferred debt issued at the operating company
level exceeds 10% of RWAs on a sustained basis, both of which Fitch
deems unlikely in the medium term.

VR ADJUSTMENTS

The operating environment score has been assigned below the implied
score due to the following adjustment reason: sovereign rating
(negative).

The business profile score has been assigned below the implied
score due to the following adjustment reason: business model
(negative).

The capitalisation & leverage score has been assigned below the
implied score due to the following adjustment reason: reserve
coverage and asset valuation (negative).

ESG CONSIDERATIONS

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

   Entity/Debt                     Rating           Prior
   -----------                     ------           -----
Alpha Bank S.A.   LT IDR             B+  Upgrade       B

                  ST IDR             B   Affirmed      B

                  Viability          b+  Upgrade       b

                  Government Support ns  Affirmed      ns

   long-term
   deposits       LT                 BB- Upgrade       B+

   short-term
   deposits       ST                 B   Affirmed      B

Alpha Services
and Holdings
S.A.              LT IDR             B+  Upgrade       B

                  ST IDR             B   Affirmed      B

                  Viability          b+  Upgrade       b

                  Government Support ns  Affirmed      ns


ALPHA SERVICES: Moody's Gives Caa1(hyb) Rating to Add. Tier 1 Notes
-------------------------------------------------------------------
Moody's Investors Service has assigned Caa1(hyb) rating to Alpha
Services and Holdings S.A.'s proposed Euro denominated Additional
Tier 1 (AT1) perpetual capital instrument with non-viability loss
absorption features. The instruments include a call option for the
issuer after five years and the principal will be written down
should the bank's Common Equity Tier 1 (CET1) ratio fall below
5.125%. Distributions may be cancelled in full or in part on a
non-cumulative basis at the issuer's discretion or mandatorily in
the case of insufficient "available distributable items".

The rating is subject to the receipt of final documentation, the
terms and conditions of which are not expected to change in any
material way from the draft documents that Moody's has reviewed.

RATINGS RATIONALE

The expected EUR300 million of AT1 notes that Moody's expects Alpha
Services and Holdings S.A. to issue, will enhance the banking
group's fully-loaded Tier 1 ratio and capital adequacy ratio (CAR)
by around 90 basis points to an approximate pro-forma of 13% and
16% respectively.  

The AT1 securities are contractual non-viability preferred
securities, and are available to absorb losses based on the
European Union's BRRD (Bank Recovery and Resolution Directive)
framework. In a bank resolution they rank senior only to the most
junior obligations, including ordinary shares and common equity
Tier 1 capital. Coupons are cancelled on a non-cumulative basis at
the bank's discretion, and on a mandatory basis subject to
availability of distributable funds and breach of applicable
regulatory capital requirements. The securities form part of the
banking group's capital enhancement actions and funding plans to
meet its MREL (Minimum Requirement for own funds and Eligible
Liabilities).

The assigned Caa1(hyb) rating reflects: (1) the operating bank's
(Alpha Bank S.A.) Baseline Credit Assessment (BCA) and Adjusted BCA
of b1; (2) Moody's Advanced Loss Given Failure (LGF) analysis,
resulting in a position that is three notches below the operating
bank's Adjusted BCA of b1; and (3) Moody's assumption of a low
probability of government support for loss-absorbing instruments,
resulting in no rating uplift. This positioning takes into account
the elevated credit risks associated to this type of subordinated
debt class, given the relatively low cushion available for
absorbing losses before the AT1 creditors are impacted in a
resolution scenario.

RATINGS OUTLOOK

The stable outlook on Alpha Services and Holdings S.A.'s long-term
issuer rating balances the operating bank's improved credit profile
with the challenges that lie ahead in terms of further reducing its
problem loans and achieving financial metrics that would be
commensurate to its similarly rated local peers that have a
positive rating outlook. Moody's notes that the operating bank's
BCA is currently well positioned at b1, and that more upward
pressure on its BCA will be driven by its available capital buffers
and track record of stronger recurring profitability with reduced
NPE ratio (8% as of September 2022).

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

Over the next 12-18 months, upward pressure on Alpha Services and
Holdings S.A.'s AT1 rating will be driven by the operating bank's
continued execution of its transformation plan and meeting its
targets, especially on the asset quality and profitability front
with stronger performance, which in turn will exert positive
pressure on its BCA.

Alpha Services and Holdings S.A.'s AT1 rating could be downgraded
in the event that there is any deterioration in the operating
bank's asset quality, without any significant improvements in its
recurring earnings. Any potential worsening in the operating
environment in Greece will also pressure the operating bank's BCA
and also the holding company's ratings.

Alpha Services and Holdings S.A. is headquartered in Athens,
Greece, with a total consolidated assets of around EUR77.4 billion
at the end of September 2022.

PRINCIPAL METHODOLOGY

The principal methodology used in this rating was Banks Methodology
published in July 2021.


EUROBANK SA: Fitch Hikes LongTerm IDR to 'BB-', Outlook Stable
--------------------------------------------------------------
Fitch Ratings has upgraded Eurobank S.A.'s and Eurobank Ergasias
Services and Holdings S.A. (HoldCo) Long-Term Issuer Default
Ratings (IDR) to 'BB-' from 'B+', and Viability Ratings (VR) to
'bb-' from 'b+'. The Outlook on the Long-Term IDRs is Stable.

The upgrades reflect the structural improvements to Eurobank's
profitability as a result of its successful de-risking and
restructuring, supported by rising interest rates and economic
growth in Greece. Buffers over regulatory capital requirement have
strengthened and Fitch expects internal capital generation to
continue supporting metrics. The upgrade also reflects that
Eurobank's funding stability and diversification have improved
following consistent deposit growth and recent wholesale debt
issuances. The expected resilience of the Greek economy in 2023,
even in light of prevailing uncertainty, further underpin the
upgrade.

KEY RATING DRIVERS

Capital, Profitability Mitigate Risks: Eurobank's ratings reflect
its adequate capital buffers and improving profitability, which
should be able to absorb potential losses from its still moderate
stock of non-performing exposures (NPEs) and unreserved foreclosed
assets. The ratings also reflect its strong market position in
Greece, international diversification, largely customer
deposit-based funding and recently-demonstrated ability to access
the wholesale debt markets.

Systemic Domestic Bank, International Diversification: Eurobank's
business profile is underpinned by its strong franchise in Greece
as well as operations in several other countries, where the bank
aims to consolidate its presence. Eurobank derives most of its
revenue from traditional commercial banking activities, which
generate good net interest income. Fitch considers the bank's
business model as more sustainable than lower-rated domestic peers
owing to its international diversification and more advanced
progress in de-risking the balance-sheet.

Moderate NPE Ratio, Adequate Coverage: Eurobank's NPE ratio
(excluding retained senior notes of impaired loans securitisations
from total loans) was 6.3% at end-September 2022, which is better
than domestic industry average but moderate by international
standards. Impaired loan coverage of over 70% is adequate and at
the higher-end of domestic peers, providing a cushion to absorb
potential asset quality deterioration. Exposure to foreclosed asset
is manageable, albeit decreasing slowly.

Moderate Profitability: Eurobank's performance has improved to
levels more commensurate with its risk profile, and Fitch expects
operating profit/risk-weighted assets (RWA) to exceed 2% in 2023
and 2024 owing to the bank's de-risking and restructuring, and
benefiting from higher interest rates. Eurobank's earnings will
also benefit from positive contributions from its international
operations.

Adequate Capital Buffers, Manageable Encumbrance: Eurobank's
fully-loaded common equity Tier 1 (CET1) ratio of 14.2% at
end-September 2022 maintained adequate buffers over regulatory
requirements. Fully-loaded CET1 encumbrance by unreserved problem
assets (which include NPEs and foreclosed assets) has fallen
significantly compared with prior years and is now manageable at
22%. Eurobank's capital remains exposed to Greek sovereign risk,
from both investments in government bonds and large deferred tax
credits.

Deposit-Based Funding, Market Access: Eurobank's customer deposits
have grown steadily in recent years and now comfortably exceed
loans. ECB funding utilisation is in line with European average,
and entirely covered by available liquidity. Eurobank has recently
accessed the wholesale debt market with senior and subordinated
unsecured issuances. However, funding diversification is still
limited, and the success and cost of further issuances remain prone
to changes in investors' sentiment.

HoldCo is the parent holding company of Eurobank, the group's main
operating company and core bank. The ratings of HoldCo and Eurobank
are equalised as Fitch believes that the risk of default of the two
entities is substantially the same.

RATING SENSITIVITIES

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

Fitch could revise the Outlook to Negative if the economic
environment in Greece deteriorates sharply. This could be triggered
by an unexpected domestic economic recession and a sharp rise in
unemployment without prospects of a rebound in the short term,
leading to a material deterioration of borrowers' creditworthiness
and reduced business opportunities for banks.

Fitch could downgrade the ratings if Eurobank's NPE ratio
(excluding senior notes) rose above 8% on a sustained basis and if
its CET1 ratio headed towards 12%, causing CET1 capital encumbrance
by unreserved problem assets to rise significantly.

A decline of operating profit/RWAs to below 1% due to structural
weaknesses in Eurobank's business model, or evidence of funding
instability and any constraints in accessing the wholesale debt
markets for a prolonged period, could also be rating negative.

HoldCo's ratings could be downgraded by at least one notch below
those of Eurobank in case of a significant build-up of double
leverage at HoldCo, changes in regulation scope, or more onerous
restrictions on fungibility of capital and liquidity between the
two entities, none of which Fitch expects.

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

Rating upside could arise if Eurobank's long-term business model
sustainability improves by means of stronger revenue generation and
diversification, and reduced NPEs. Fitch could upgrade the ratings
if the NPE ratio (excluding senior notes) fell below 5% on a
sustained basis while the CET1 ratio was maintained above 14%,
resulting in low CET1 capital encumbrance by unreserved problem
assets.

Fitch could also upgrade the ratings if operating profit/RWAs
stabilises above 2% without a material deterioration in the bank's
risk profile, resulting in increased financial flexibility and
improved internal capital generation. Stable funding and continued
build-up of minimum requirement for own funds and eligible
liabilities (MREL) buffers could also be rating positive.

OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS

DEPOSITS

Eurobank's long-term deposit rating is one notch above its
Long-Term IDR because of full depositor preference in Greece and
its expectation that Eurobank will comply with its final MREL,
which will be binding from 1 January 2026. Eurobank's resolution
debt buffer is moderate and Fitch expects it to grow as the bank
issues more senior debt. Deposits will therefore benefit from
protection offered by more junior bank resolution debt and equity,
resulting in a lower probability of default.

The short-term deposit rating of 'B' is in line with the bank's
'BB' long-term deposit rating under Fitch's rating correspondence
table.

SENIOR PREFERRED (SP) DEBT

Eurobank's long-term SP debt is rated in line with the bank's
Long-Term IDR, reflecting its view that the probability of default
on SP obligations is the same as that of the bank as expressed by
the IDR, and that SP have average recovery prospects. This is based
on its expectation that Eurobank's resolution buffers will comprise
both SP and more junior debt instruments, as well as equity. The
rating also reflects its expectation that the combined buffer of
Additional Tier 1, Tier 2 and senior non-preferred debt is unlikely
to exceed 10% of the bank's RWA on a sustained basis.

Eurobank's short-term SP debt rating of 'B' is aligned with its
Short-Term IDR.

HOLDCO SUBORDINATED DEBT

The rating of HoldCo's subordinated debt is two notches lower than
its VR to reflect poor recovery prospects given default given its
junior ranking. No notching is applied for incremental
non-performance risk.

GOVERNMENT SUPPORT RATING (GSR)

Eurobank's GSR of 'no support' (ns) reflects Fitch's view that
although extraordinary sovereign support is possible, it cannot be
relied upon. Senior creditors can no longer expect to receive full
extraordinary support from the sovereign in the event that the bank
becomes non-viable. The EU's Bank Recovery and Resolution Directive
and the Single Resolution Mechanism for eurozone banks provide a
framework for resolving banks that requires senior creditors
participating in losses, if necessary, instead of or ahead of a
bank receiving sovereign support.

OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES

The long-term deposit and SP ratings are primarily sensitive to
changes in the bank's Long-Term IDR, from which they are notched.

The long-term deposit and SP debt ratings could be upgraded if
Fitch expected the bank to meet resolution buffer requirements at
least partly with senior debt issued by HoldCo, or if Eurobank's
resolution debt buffer excluding SP debt issued at the operating
company level exceeds 10% RWAs on a sustained basis, both of which
Fitch deem unlikely.

The long-term deposit rating could be downgraded if Fitch deemed
Eurobank unable to increase the size of its senior and junior debt
buffers and comply with its final MREL.

The rating of HoldCo's subordinated debt is sensitive to changes in
its VR, which in turn is sensitive to changes in Eurobank's VR.

An upgrade of the GSR would be contingent on a positive change in
the sovereign's propensity to support the bank. In Fitch's view,
this is highly unlikely, although not impossible.

VR ADJUSTMENTS

The operating environment score of 'bb' has been assigned below the
'bbb' category implied score, due to the following adjustment
reason: sovereign rating (negative).

The earnings & profitability score of 'bb-' has been assigned above
the 'b & below' category implied score due to the following
adjustment reason: historical and future metrics (positive).

ESG CONSIDERATIONS

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

   Entity/Debt                      Rating          Prior
   -----------                      ------          -----
Eurobank S.A.     LT IDR             BB- Upgrade       B+

                  ST IDR             B   Affirmed      B

                  Viability          bb- Upgrade       b+

                  Government Support ns  Affirmed      ns

   long-term
   deposits       LT                 BB  Upgrade      BB-

   Senior
   preferred      LT                 BB- Upgrade       B+

   Senior
   preferred      ST                 B   Affirmed      B

   short-term
   deposits       ST                 B   Affirmed      B

Eurobank
Ergasias
Services and
Holdings S.A.     LT IDR             BB- Upgrade       B+

                  ST IDR             B   Affirmed      B

                  Viability          bb- Upgrade       b+

                  Government Support ns  Affirmed      ns

   subordinated   LT                 B   Upgrade       B-


NATIONAL BANK OF GREECE: Fitch Hikes IDR to 'BB-', Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has upgraded National Bank of Greece S.A.'s (NBG)
Long-Term Issuer Default Rating (IDR) to 'BB-' from 'B+' and
Viability Rating (VR) to 'bb-' from 'b+'. The Outlook on the
Long-Term IDR is Stable.

The upgrade reflects NBG's structural improvements in profitability
as a result of its de-risking and restructuring, which is also
supported by rising interest rates and economic growth in Greece.
Buffers over regulatory capital requirements have increased and
Fitch expects internal capital generation to continue to grow. The
upgrade also reflects the improved funding and liquidity profile
following consistent deposit growth and recent debt issuances. The
resilience of the Greek economy in 2023, even in light of
prevailing uncertainty further underpin the upgrade.

KEY RATING DRIVERS

Franchise, Capital Underpin Ratings: NBG's ratings reflect its
strong position within the Greek domestic market, which supports
its business prospects, stable deposit-based funding and sound
liquidity. The ratings also reflect above-average capital ratios,
and lower capital encumbrance from problem assets than peers.

Systemic Greek Bank: NBG is one of the four systemic banks in
Greece, where it has strong market shares. NBG's business model is
focused on retail and commercial banking. Fitch deem its business
model to be more sustainable than lower-rated domestic peers owing
to its revenue diversification and more advanced progress in
balance sheet de-risking.

Risk Profile Improving: NBG's risk profile has improved over the
economic cycle, supported by significant reductions of legacy
problem assets, although these still remain high by European
standards. This has resulted in better asset quality due to active
management of impaired loans and foreclosed assets, underpinned by
prudent lending growth. The bank has large exposure to Greek
government bonds, although the majority of these are held at
amortised cost, which reduces capital volatility.

Moderate NPE Ratio, Adequate Coverage: NBG's non-performing
exposure (NPE, which excludes retained senior notes of impaired
loan securitisations from total loans) ratio of 6.7% at
end-September 2022 has decreased significantly and is better than
the industry average, but remains moderate by international
standards. NBG has sector-leading impaired loan coverage levels of
over 75%, providing a buffer to absorb potential asset quality
deterioration.

Satisfactory Profitability, Sustainable Cost Base: NBG's
profitability has continued to improve with operating
profit/risk-weighted assets (RWA) expected to be stabilise at a
satisfactory 2% in the medium term. Fitch expects rising interest
rates, a normalised cost of risk and continued tight cost control
to result in structurally higher profitability. Its assessment
remains constrained by the bank's domestic focus and limited
diversification in capital-light fee-intensive businesses like
wealth management, which expose profitability to interest rate and
economic cycles.

Comfortable Capital Buffers, Manageable Encumbrance: NBG's
fully-loaded common equity Tier 1 (CET1) ratio of 15.2% at
end-September 2022 (end-2021: 14.9%) has ample buffers over
regulatory requirements, having benefited from improved earnings.
Fitch estimates capital encumbrance by unreserved problem assets
(which includes NPEs and foreclosed assets) at below 20% of
fully-loaded CET1 capital, which Fitch expects to be manageable and
to continue to decrease.

Deposit-based Funding, Sound Liquidity: NBG's gross loans/deposits
is adequate, having fallen to around 60% as a result of the bank's
de-risking and continued deposit growth. NBG's deposit base is
stable and highly granular. Liquidity buffers are healthy. NBG
completed three wholesale debt issuances in 4Q22, and is on track
to meet its minimum requirement for own funds and eligible
liabilities (MREL) needs. However, market access remains sensitive
to changes in creditor sentiment and the Greek operating
environment.

RATING SENSITIVITIES

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

Fitch could revise the Outlook to Negative if the economic
environment in Greece deteriorates sharply. This could be triggered
by an unexpected domestic economic recession and a sharp rise in
unemployment without prospects of a rebound in the short term,
leading to a material deterioration of borrowers' creditworthiness
and reduced business opportunities for banks.

Fitch could downgrade the ratings if Fitch expected NBG's NPE ratio
(excluding senior notes) to rise above 8% on a sustained basis, or
if its CET1 ratio heads towards 12%, causing CET1 capital
encumbrance by unreserved problem assets to rise significantly.

A decline of operating profit/RWAs to below 1% of RWAs due to
structural weaknesses in NBG's business model, or evidence of
funding instability or inability to access the wholesale debt
markets for a prolonged period, could also be rating negative.

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

Rating upside could arise if NBG's business model strengthens
further, resulting in stronger revenue generation and
diversification and with reduced NPEs. Fitch could also upgrade the
ratings if the NPE ratio fell below 5% on a sustained basis or if
the CET1 ratio is maintained above 14%, resulting in low CET1
capital encumbrance by unreserved problem assets.

Operating profit/RWAs would need to stabilise above 2% without a
material deterioration in the bank's risk profile, resulting in
increased financial flexibility and improved internal capital
generation. Stable funding and continued build-up of minimum
requirement for own funds and eligible liabilities (MREL) buffers
could also be rating positive.

OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS

Deposits

NBG's long-term deposit rating is one notch above the Long-Term
IDR, because of full depositor preference in Greece and its
expectation that NBG will comply with its final MREL, which will be
binding from 1 January 2026. NBG's resolution debt buffer is
moderate and Fitch expect it to grow as the bank issues more senior
debt. Deposits will therefore benefit from protection offered by
more junior bank resolution debt and equity, resulting in a lower
probability of default.

The short-term deposit rating of 'B' is in line with the bank's
'BB' long-term deposit rating under Fitch's rating criteria.

Senior Preferred (SP) Debt

The SP debt rating is in line with NBG's Long-Term IDR, reflecting
its view that the default risk of SP obligations is equivalent to
that of the bank as expressed by the IDR, and that SP obligations
have average recovery prospects. This is based on its expectation
that NBG's resolution buffers under the MREL regime will comprise
both SP and more junior debt instruments, as well as equity. The
rating also reflects its expectation that the combined buffer of
Additional Tier 1, Tier 2 and senior non-preferred (SNP) debt is
unlikely to exceed 10% of the bank's RWAs on a sustained basis.

Subordinated Debt

The rating of the subordinated debt is two notches lower than its
VR to reflect poor recovery prospects given default given its
junior ranking. No notching is applied for incremental
non-performance risk because write-down of the notes will only
occur once the point of non-viability is reached and there is no
coupon flexibility before non-viability.

Government Support Rating

NBG's Government Support Rating of 'no support' (ns) reflects
Fitch's view that although extraordinary sovereign support is
possible, it cannot be relied upon. Senior creditors can no longer
expect to receive full extraordinary support from the sovereign in
the event that the bank becomes nonviable. The EU's Bank Recovery
and Resolution Directive and the Single Resolution Mechanism for
eurozone banks provide a framework for resolving banks that
requires senior creditors participating in losses, if necessary,
instead of or ahead of a bank receiving sovereign support.

An upgrade of the GSR would be contingent on a positive change in
the sovereign's propensity to support the bank. In Fitch's view,
this is highly unlikely, although not impossible.

OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES

The SP, debt and deposit ratings are sensitive to changes in the
bank's Long-Term IDR. The SP could be upgraded by one notch if NBG
is expected to meet its resolution buffer requirements only with
SNP and more junior instruments, or if the size of the combined
buffer of SNP and junior debt is expected to sustainably exceed 10%
of RWAs, neither of which Fitch expects.

The long-term deposit rating could be downgraded if Fitch deemed
NBG unable to increase the size of its senior and junior debt
buffers and was unable to comply with its final MREL requirements.

The rating of the subordinated debt is sensitive to changes in the
bank's VR.

VR ADJUSTMENTS

The operating environment score has been assigned below the implied
score due to the following adjustment reason: sovereign rating
(negative).

The earnings & profitability score of 'bb-' has been assigned above
the 'b' category implied score, due to the following adjustment
reason: historical and future metrics (positive).

ESG CONSIDERATIONS

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

   Entity/Debt                      Rating          Prior
   -----------                      ------          -----
National Bank
of Greece S.A.    LT IDR             BB- Upgrade       B+
                  ST IDR             B   Affirmed      B
                  Viability          bb- Upgrade       b+
                  Government Support ns  Affirmed      ns

   Subordinated   LT                 B   Upgrade       B-

   long-term
   deposits       LT                 BB  Upgrade      BB-

   Senior
   preferred      LT                 BB- Upgrade       B+

   Senior
   preferred      ST                 B  Affirmed       B

   short-term
   deposits       ST                 B  Affirmed       B




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

BLACKROCK EUROPEAN VII: Fitch Affirms 'B-sf' Rating on Cl. F Notes
------------------------------------------------------------------
Fitch Ratings has affirmed BlackRock European CLO VI DAC's notes.

   Entity/Debt           Rating           Prior
   -----------           ------           -----
BlackRock European
CLO VI DAC

   A-1 XS1854556377   LT AAAsf Affirmed   AAAsf
   A-2 XS1856350829   LT AAAsf Affirmed   AAAsf
   B-1 XS1854556963   LT AAsf  Affirmed    AAsf
   B-2 XS1854557771   LT AAsf  Affirmed    AAsf
   C XS1854558407     LT Asf   Affirmed     Asf
   D XS1854559397     LT BBBsf Affirmed   BBBsf
   E XS1854559553     LT BBsf  Affirmed    BBsf
   F XS1854559983     LT B-sf  Affirmed    B-sf

TRANSACTION SUMMARY

BlackRock European CLO VI DAC is a cash flow collateralised loan
obligation (CLO). The underlying portfolio of assets mainly
consists of leveraged loans and is managed by BlackRock Investment
Management (UK) Limited. The deal will exit its reinvestment period
in April 2023.

KEY RATING DRIVERS

Matrix Update (Neutral): The manager is in the process of amending
the documentation of the CLO to reflect Fitch's latest weighted
average rating factor (WARF) and recovery rate (WARR) definition
and the updated matrix. The WARR in the collateral quality test
will be lowered to be in line with the break-even WARR, at which
the current ratings would still pass. Fitch has performed a
stressed portfolio analysis based on the updated matrix and found
the model-implied ratings (MIR) to be in line with the current
ratings, leading to their affirmation.

Stable Asset Performance (Neutral): The transaction metrics
indicate stable asset performance. The transaction is passing all
coverage tests, collateral-quality tests, and portfolio-profile
tests as of latest trustee report. The portfolio is above par.
Exposure to assets with a Fitch-derived rating (FDR) of 'CCC+' and
below (excluding non-rated assets) is below the 7.5% limit, at
3.23%. The portfolio has only one defaulted asset.

'B'/'B-' Portfolio (Neutral): Fitch assesses the average credit
quality of the obligors at 'B'/'B-'. Fitch calculated a WARF of
24.87.

High Recovery Expectations (Positive): Senior secured obligations
comprise at least 90% of the portfolio. Fitch views the recovery
prospects for these assets as more favourable than for second-lien,
unsecured and mezzanine assets. Fitch calculated a WARR of 62.4%.

Diversified Portfolio (Positive): The portfolio is well-diversified
across obligors, countries and industries. The top- 10 obligor
concentration around 11%, and no obligor represents more than 1.5%
of the portfolio balance.

RATING SENSITIVITIES

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

Based on the current portfolio, the notes can maintain their
current ratings even after a 25% increase of the mean default rate
(RDR) across all ratings and a 25% decrease of the RRR across all
ratings.

Based on the current portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration. Due to the
better metrics and shorter life of the current portfolio than the
Fitch-stressed portfolio, the class B and D notes display a rating
cushion of two notches, the class C and E notes one notch, and the
class F three notches while the class A notes have no rating
cushion.

Should the cushion between the current portfolio and the
Fitch-stressed portfolio be eroded due to manager trading or
negative portfolio credit migration, a 25% increase of the mean RDR
across all ratings and a 25% decrease of the RRR across all ratings
of the stressed portfolio would lead to downgrades of up to three
notches.

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

A 25% reduction of the mean RDR across all ratings and a 25%
increase in the RRR across all ratings of the Fitch-stressed
portfolio would lead to upgrades of up to two notches for the
notes, except for the 'AAAsf' rated notes.

DATA ADEQUACY

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

The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other nationally
recognised statistical rating organisations and/or European
securities and markets authority-registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk-presenting entities.

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




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

INDUSTRIAL DEVELOPMENT: Moody's Alters Outlook on Ba2 CFR to Pos.
-----------------------------------------------------------------
Moody's Investors Service has affirmed Industrial Development Fund
JSC's (IDF) long-term local and foreign currency Corporate Family
Ratings and long-term local and foreign currency issuer ratings at
Ba2. Moody's has also affirmed the short-term local and foreign
currency issuer ratings at Not Prime. The outlook on the issuer is
changed to positive from stable.

RATINGS RATIONALE

Moody's decision to affirm IDF's Ba2 long-term ratings and change
the issuer outlook to positive from stable reflects upward
pressures on its standalone assessment of b2 driven by improved
capital and asset quality metrics and a stable funding and
liquidity position. The ratings continue to incorporate three
notches of rating uplift from Moody's assumptions of very high
support considerations from its immediate parent, the Development
Bank of Kazakhstan (DBK, Baa2 stable).

The upward pressure on IDF's b2 standalone assessment reflects
already received and anticipated on-going capital and funding
support from its parent, DBK. IDF's tangible common equity has
almost doubled since end-2020 and KZT 100 billion of new capital is
expected in 2023, which will increase IDF's tangible common equity
by 48%. In addition, IDF has benefitted from a significant increase
in parental and other state related funding which comprises the
vast majority of IDF's funding base - over 90% at end-Q3 2022.

According to Moody's these capital injections and new government
funding demonstrate the elevated importance of IDF in fulfilling
the strategic policy objectives of DBK and the Government of
Kazakhstan. IDF's larger capital base and government funding will
enable better diversification of the company's franchise as well as
leasing to larger and more creditworthy corporates. Cheap
medium-to-long-term government funding supports profitability and
liquidity. In addition, the larger capital base considerably
improved IDF's loss absorption capacity: problem loans to tangible
common equity and loan loss reserves reduced to 10% at end-Q3 2022
from over 14% at end-2021 and 21% three years earlier. This will
improve further following the expected capital increase.

Despite rapid asset growth, Moody's expects that internal capital
generation and new capital injections will enable IDF to keep
tangible common equity to tangible managed assets ratio comfortably
above 18% in the next 12-18 months. In the past, the company has
been able to control asset quality despite the rapid asset growth
(the lease book has increased by 2.7x since end-2019). At end-Q3
2022, problem leases accounted for 4% of the lease book compared to
5% in 2021 and 11% three years earlier.

Profitability benefits from cheap government funding and low
administrative costs given IDF's wholesale model. Easing pressure
from asset quality will keep profitability at reasonable levels.
During Q3 2022, the company achieved return on average managed
assets of 3%. Moody's expects it to moderate to a still reasonable
level of 1.5-2% of average managed assets in 2023.

Liquidity benefits from the dominance of government funding in its
funding structure. While the company pursues cashflow liquidity
management (matching cashflows) while keeping only a moderate
liquidity buffer, the latter is still sufficient to cover
repayments up until 2026.

The affirmation of IDF's long-term issuer ratings at Ba2 reflects
the affirmation of the CFRs at Ba2 and the absence of structural
subordination of unsecured creditors under Moody's Loss Given
Default (LGD) model.

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

Ratings could be upgraded if capital injections from the sole
shareholder continue, which will significantly increase the
company's loss absorption capacity, combined with further evidence
that asset quality metrics stabilize at their current lower
levels.

A negative rating action could occur in the event of unexpected
losses in the leasing portfolio, which could substantially impair
its capitalisation, or in the event of a material weakening in the
capacity or willingness of its parent to provide support. IDF's Ba2
long-term issuer ratings could also be downgraded because of an
unfavourable change in its debt capital structure that would lower
the recovery rate for senior unsecured debt classes.

PRINCIPAL METHODOLOGY

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




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

NIELSENIQ: Fitch Affirms LongTerm IDR at 'B+', Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed at 'B+' the Long-Term Issuer Default
Rating for Intermediate Dutch Holdings (NielsenIQ) and its
subsidiaries Indy US Bidco, LLC and Indy Dutch Bidco B.V. Fitch has
also affirmed the company's existing senior secured issue ratings
at 'BB'/'RR2' and assigned a rating of 'BB'/'RR2' to the company's
new senior secured debt. The Outlook is Stable.

KEY RATING DRIVERS

Modest Leverage Profile: Despite increased debt for the merger with
GfK, pro forma leverage of approximately 4.6x remains modest for
the rating category. Fitch's business services data analytics
navigator gross leverage 'B+' threshold is 5.0x. NielsenIQ's
FCF-based leverage metrics remain more in line with the 'B'
category, reflecting mid- to high-single digit capex intensity in
conjunction with weaker margins relative to business service data
analytics and processing (DAP) peers broadly. As a result,
NielsenIQ's navigator factor financial structure (assigned higher
importance) compares favorably with the high-'B'/low-'BB' rating
categories, affording the company flexibility to sustainably invest
in its capabilities through a cycle.

Significant Cost Savings: NielsenIQ has already executed cost
savings of $247 million on a run-rate basis. (This includes $90
million attributed to a cost efficiency plan put in place before
the spinoff). The cost savings program is ahead of schedule, and
the company has increased the total targeted savings to
approximately $425 million - materially higher than projections at
the time of the spinoff. Even if the company does not achieve its
full target, Fitch continues to conservatively estimate NielsenIQ
will improve its adjusted EBITDA margin to high teens.

At approximately 17%, NielsenIQ's margin profile would be in line
with Fitch's expectations, but well below the roughly 40% average
among broader DAP peers. Fitch deems NielsenIQ's profitability
navigator factor to be of higher importance given its relevance to
the company's financial structure. Fitch views its profitability
profile as a limit to the rating at current expected levels.

Improving Competitive Position: In the past NielsenIQ's principal
U.S. competitor IRI's Liquid Data platform was viewed as
technologically superior to NielsenIQ's offering. IRI entered into
exclusive contracts to provide purchase activity data for some of
the largest U.S. retailers. However, NielsenIQ has recently
invested in modernizing its Connect Platform and saw solid renewals
by its largest clients. NielsenIQ has completed several bolt-on
acquisitions since becoming a standalone company that have
bolstered its offerings.t

Each acquisition complements NielsenIQ's existing dataset and
customer base, while positioning it to better capture important
secular trends. Label Insight, acquired for approximately $100
million is one of the most comprehensive data providers for health
and wellness consumer products. Cornerstone is a leading price and
promotion platform for consumer packaged good (CPG) firms in North
America and is expected to help Nielsen standardize its analytics,
providing increased efficiency. Data Impact is a leading e-commerce
intelligence provider which will help its clients monitor, improve
and optimize their online product distribution. Rakuten
Intelligence provides a 1 million+ buying habits panel primarily
focused on e-commerce, broadening NielsenIQ's omnichannel consumer
coverage.

Potentially Stronger Combined Company: The combination of NIQ and
GfK has the potential to create a market leader in the retail
measurement sector. Its global footprint should be attractive for
global CPG brands and for leading retailers. The respective
strengths of NIQ in consumer goods and GfK in technology and
durables are complementary. Management estimates an increase in
their total addressable market of 40% that will continue to grow.
There is significant integration and execution risk, especially
because the company has many ongoing transformation projects;
however, the execution over the past 18 months is a good indication
that success is within reach.

DERIVATION SUMMARY

While not a direct peer, NielsenIQ compares with Boost Parent, LP
(d/b/a Autodata; B/Stable), which has smaller revenue scale but
stronger margins. Autodata had higher leverage than NielsenIQ
before the GfK transaction. Another indirect peer, The Dun &
Bradstreet Corporation (BB-/Stable) has larger revenue scale,
materially higher margins and more conservative leverage.

Consumer research and measurement companies must acquire data
continuously. Accordingly, their margin profiles are lower than
their business services data & analytics peers; this is a
structural difference that will persist.

KEY ASSUMPTIONS

KEY MODEL ASSUMPTIONS

- Transaction closes Q1, 2023;

- GfK revenue and EBITDA roughly flat for 2022 as the base for
growth; yoy growth of modest 2%;

- Retail measurement segment growth of 2%, which is relatively
conservative;

- Other segments (e.g., analytics) with slightly higher growth
rates that decline over the rating horizon to 2%;

- EBITDA expansion as the cost savings program takes effect and the
merger is finalized; 20% achieved in 2023, 21% in 2024, and 22% in
2025.

KEY RECOVERY RATING ASSUMPTIONS

The recovery analysis assumes that NielsenIQ would be reorganized
as a going concern (GC) in bankruptcy rather than liquidated. Fitch
has assumed a 10% administrative claim.

NielsenIQ's GC EBITDA assumption includes pro forma adjustments for
cash flows added via acquisition and/or reduced by asset
dispositions. The delta between PF LTM EBITDA and the GC EBITDA
assumption is an output of the analysis, not a starting point or
input that drives the GC assumption. The GC EBITDA estimate
reflects Fitch's view of a sustainable, post-reorganization EBITDA
level upon which Fitch bases the enterprise valuation.

A distressed scenario is envisioned in which several material
clients of NielsenIQ and GfK leave as a result of missteps during
the business combination, and at the same time the company begins
to lose incremental market share to its competitors. As a result of
the client losses combined revenue for the business is estimated in
the range of $3.9 billion rather than the current company
projections of $4.3 to $4.4. Further, Fitch assumes the missteps
lead to margin erosion and the company fails to achieve its cost
cutting goals, reducing EBITDA margin to 15% rather than the
current company projections in excess of 20%. These assumptions
result in a GC EBITDA estimate of $590 million.

An enterprise value (EV)/EBITDA multiple of 6.5x is used to
calculate a post-reorganization valuation, above the 5.5x median
TMT emergence EV/forward EBITDA multiple. The 6.5x multiple is
below recovery assumptions that Fitch employs for other data
analytics companies with high recurring revenue streams, and 1.5x
below IRI, NielsenIQ's chief competitor.

The multiple is further supported by Fitch's positive view of the
data analytics sector including the high proportion of recurring
revenues, the contractual rights to proprietary data and the
inherent leverage in the business model. Recent acquisitions in the
data and analytics subsector have occurred at attractive multiples
in the range of 10x-20x+. Current EV multiples of public data
analytics companies trade even higher.

Fitch assumes a fully drawn revolver in its recovery analysis, as
credit revolvers are tapped as companies approach distress
situations. Fitch assumes a full draw on NielsenIQ's upsized $638
million revolver (expected to be undrawn at the close of the
merger). Fitch further assumes the A/R receivable sales facility is
super senior to the first lien claims.

The recovery analysis results in a 'BB'/'RR2' issue and recovery
ratings for the first-lien credit facilities, implying expectations
for 71%-90% recovery.

RATING SENSITIVITIES

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

- FCF margin expected to be sustained at 3.5% or higher;

- Cash flow from operations (CFO) less capex/total debt expected to
be sustained above 4.5%;

- Continued and sustained operational success, measured by
achieving the company cost savings plan, improved customer
retention rates, organic revenue growth, and EBITDA margin
expansion;

- Maintaining EBITDA leverage (defined as debt/EBITDA) below 4.5x.

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

- FCF margin expected to be sustained approaching neutral;

- EBITDA leverage expected to be sustained above 5x;

- CFO less capex/total debt expected to be sustained below 2.5%;

- Neutral to negative organic revenue growth potentially reflecting
share losses, declining retention and increased competitive
pressure or sustained end-market weakness.

ISSUER PROFILE

NielsenIQ is a data and analytics provider for fast-moving consumer
good (FMCG) brands. On July 1, 2022, NielsenIQ announced an
agreement to merge with GfK, a consumer intelligence provider with
a focus on the international market. Fitch views this combination
positively; the businesses are complementary both geographically
and in categories served. In addition, the two customer bases
should provide opportunities to grow NielsenIQ's share of wallet.

ESG CONSIDERATIONS

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

   Entity/Debt               Rating          Recovery   Prior
   -----------               ------          --------   -----
Indy Dutch Bidco
B.V.                   LT IDR B+  Affirmed                B+

Indy US Bidco, LLC     LT IDR B+  Affirmed                B+

Intermediate Dutch  
Holdings B.V.          LT IDR B+  Affirmed                B+

   senior secured      LT     BB  New Rating    RR2

   senior secured      LT     BB  Affirmed      RR2       BB




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

ARRIVAL: To Shed Half of Remaining Workforce Amid Cash Problems
---------------------------------------------------------------
Peter Campbell at The Financial Times reports that Arrival will
shed about half its remaining workforce to prevent it running out
of cash this year, as the struggling UK electric-van start-up named
a new chief executive amid renewed efforts to raise funds.

The company's ambition of making electric vans in small-scale
factories enabled it to attract investment from Hyundai and float
two years ago with a value of US$15 billion, the FT discloses.

But the group has run into a variety of problems while trying to
commercialise its products, the FT notes.

In December, it issued a "going concern" warning that it would run
out of cash within 12 months, with cash burn at the time likely to
leave its reserves fully depleted by the summer, the FT recounts.

On Jan. 30, the company named Igor Torgov, a former Microsoft and
telecoms executive who has worked at Arrival for two years, as its
new chief executive, alongside a fresh wave of job losses, the FT
relates.

The group will cut 800 jobs, predominantly in the UK and Georgia,
its third series of job losses since last summer, the FT states.

The cuts announced on Jan. 30 will take the quarterly spending of
the revenue-less business to about US$30 million, according to the
FT.  At the end of December, Arrival had about US$205 million of
cash available, it said, the FT relays.

Mr. Torgov, as cited by the FT, said fundraising efforts, which
include appointing Teneo as a financial adviser to seek a buyer or
investor, were "promising,".  The cuts "give us a decent time to
work with the investors", he added.


BRITISH STEEL: Mulls 800 Job Cuts at Flagship UK Plant
------------------------------------------------------
Sylvia Pfeifer and Jim Pickard at The Financial Times report that
British Steel is examining more than 800 job cuts at its flagship
UK plant, according to trade unions, in a move that raises
questions over a proposed GBP300 million support package from the
government.

Although the company, which is owned by China's Jingye, has not yet
started formal consultations on the potential job losses, workers
were informed of the proposals at a meeting on Feb. 1, union
officials told the FT.

The company employs about 4,000 workers in the UK, the majority
working at its Scunthorpe site, which operates two of Britain's
remaining four blast furnaces, the FT discloses.

British Steel's coke ovens and 300 related jobs are under review,
according to union officials, while uncertainty remains over the
future of another 600-900 posts across the operations, the FT
notes.

Jingye and India's Tata, the owner of Tata Steel UK, which owns the
Port Talbot works in Wales, are in talks with the government over a
combined GBP600 million support package to help them upgrade their
blast furnaces to electric arc furnaces with lower carbon
emissions, the FT relates.  The offers are contingent on further
investment from both companies and a guarantee over jobs up to
2030, the FT states.

Unite general secretary Sharon Graham said on Feb. 1 that the union
rejected the plans by British Steel's "multibillion-pound Chinese
owners to cut over 1,000 jobs at its plant in Scunthorpe", the FT
recounts.


BULB: Octopus Expects to Repay GBP1.2B to UK Gov't. After Takeover
------------------------------------------------------------------
Gill Plimmer at The Financial Times reports that Octopus Energy
expects to repay the British government GBP1.2 billion after its
takeover of collapsed power supplier Bulb, as falling wholesale gas
prices slash the final bill for taxpayers.

According to the FT, the Whitehall financial watchdog had predicted
the government could lose up to GBP6.5 billion as a result of
Bulb's 2021 failure, which prompted one of the largest state
rescues of a business since the financial crisis.

But Stuart Jackson, chief financial officer and a co-founder of
Octopus, said on Feb. 1 that the company had estimated the payback
meant the cost to taxpayers would be just GBP260 million, the FT
relates.

"Our numbers are based on forward prices but our view is that the
total cost of taking Bulb into government ownership and then
selling it out will net out at around about GBP260 million lost to
the government," the FT quotes Mr. Jackson as saying. "That is
materially better than any of the numbers that have been bandied
around previously."

Martin Young, analyst at investment bank Investec, said the figures
"seemed very plausible with wholesale prices having moved
favourably", adding that "there should be a collective sigh of
relief", the FT notes.

The purchase of Bulb is part of an ambitious expansion plan for
fast-growing Octopus, which was founded in 2015 and wants to become
the "Amazon" of energy, the FT states.

The Bulb purchase has catapulted Octopus into Britain's
third-biggest retail supplier with 4.9 million customers, although
rivals have launched a legal challenge to block the deal, the FT
discloses.

The sale was agreed despite a widening operating loss of GBP161
million at its British supply division in the year to last April as
it took on customers from other energy suppliers that had collapsed
as a result of soaring wholesale prices, the FT states.


CLUB R&R: Goes Into Liquidation, Owes Creditors More Than GBP50K
----------------------------------------------------------------
William Telford at PlymouthLive reports that a short-lived Union
Street nightclub has gone bust owing its bank GBP50,000.

Club R&R was launched with fanfare in May 2019 but closed within
three years.

The company Clubr&r Ltd, which was incorporated in January 2020 and
ran the nightspot, has now gone into liquidation without a penny to
its name, PlymouthLive discloses.  However, creditors are claiming
GBP56,199 with little prospect of being paid as there are no
assets, PlymouthLive notes.

Of this sum, the largest claim is from Barclays Bank Plc, for
GBP49,032, PlymouthLive states.  The company's statement of claim
does not indicate whether this is related to a Covid loan,
according to PlymouthLive.

HM Revenue and Customs is also owed GBP1,521 in unpaid VAT and
GBP2,217 in corporation tax, PlymouthLive says.  Plymouth City
Council is claiming GBP1,447, PlymouthLive states.

Club R&R operated from a unit at number 6 Union Street.  That space
is now used by another nightclub: Cece's Bar.  An application for a
premises licence for that bar was made to Plymouth City Council in
May 2022, PlymouthLive recounts.

Clubr&r Ltd's only filed set of accounts, for the year to the end
of January 2021 revealed the company had net assets of GBP8,370 and
employed two people, including its directors, PlymouthLive
relates.


LANDMARK MORTGAGE 2: Fitch Alters Outlook on BB-sf Rating to Stable
-------------------------------------------------------------------
Fitch Ratings has revised the Outlooks on 10 tranches of Landmark
Mortgage Securities No.2 Plc (LMS No. 2) and Landmark Mortgage
Securities No.3 Plc (LMS No. 3) to Stable from Negative, following
noteholder approval for amendments from the issuers to transition
the notes from referencing three-month synthetic sterling LIBOR to
referencing daily compound SONIA.

The revision of the Outlooks reflects that once amended to SONIA,
the notes will no longer face LIBOR-related risk.

   Entity/Debt            Rating                    Prior
   -----------            ------                    -----
Landmark Mortgage
Securities
No.3 Plc

   A XS1110731806     LT AA-sf  Revision Outlook   AA-sf
   B XS1110738132     LT A+sf   Revision Outlook    A+sf
   C XS1110745004     LT A-sf   Revision Outlook    A-sf
   D XS1110750699     LT BBBsf  Revision Outlook   BBBsf

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

   Class
   Ac XS0287192727    LT AAAsf  Revision Outlook   AAAsf

   Class
   Ba XS0287192131    LT A+sf   Revision Outlook    A+sf

   Class
   Bc XS0287193451    LT A+sf   Revision Outlook    A+sf

   Class
   C XS0287192214     LT BBBsf  Revision Outlook   BBBsf

   Class
   D XS0287192644     LT BB-sf  Revision Outlook   BB-sf

TRANSACTION SUMMARY

LMS No.2 and LMS No.3 were both issued prior to the 2008 financial
crisis, and are backed by non-conforming owner occupied and
buy-to-let UK mortgage assets.

KEY RATING DRIVERS

Liability Transition to SONIA: The issuers have obtained noteholder
consent for a basic terms modification to amend the rate of
interest on all relevant classes of notes to reference daily
compound SONIA plus spread adjustment in place of three-month
sterling LIBOR. This change is already effective for LMS No. 3 as
of the note interest payment date on 17 January 2023, and for LMS
No. 2 will be effective from the interest payment date falling on
17 March 2023.

Assets to Transition to an Alternative Floating Rate: The terms and
conditions of the underlying mortgage assets typically allow the
legal title holder to nominate an alternative reference rate if
three-month sterling LIBOR is not available. The legal title holder
must act reasonably in making its selection of an alternative
reference rate. Fitch expects that the selected rate is likely to
be a comparable floating rate.

Ratings Impact from Interest Rate Risk: Since the assets and
liabilities are likely to remain on floating rates, the issuers do
not face the risk of notes becoming fixed rate through existing
contractual solutions envisioned for a temporary disruption of
LIBOR, and subsequently falling revenue if interest rates decline.
The rating impact from interest rate risk is therefore likely to be
limited.

Significant Tail Risk: The transactions are exposed to significant
tail risk in light of pro-rata payments and interest-only exposure.
This risk is mitigated in LMS No. 2 by the sequential allocation of
principal receipts once the outstanding debt is less than 10% of
the original amount. However, LMS No. 3 lacks this mitigating
feature. Its class A notes are constrained by the account bank
provider's rating (HSBC Bank plc; AA-/Stable/F1+), where the
reserve fund is held. This could be the only source of credit
enhancement (CE) in scenarios where the collateral performance
deteriorates but remains within the conditions for pro-rata
payments.

RATING SENSITIVITIES

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

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

Additionally, unanticipated declines in recoveries could also
result in lower net proceeds, which may make certain notes
susceptible to negative rating action depending on the extent of
the decline in recoveries. Fitch conducts sensitivity analyses by
stressing the transactions' base-case weighted average foreclosure
frequency (FF) and recovery rate (RR) assumptions, with a 15%
increase and a 15% decrease, respectively. The results indicate up
to four-notch downgrades for the class B and C notes and an up to
seven-notch downgrade for the class D notes.

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

Stable to improved asset performance driven by stable delinquencies
and defaults would lead to increasing CE levels and potential
upgrades. Fitch tested an additional rating sensitivity scenario by
applying a decrease in the FF of 15% and an increase in the RR of
15%. The results indicate up to four-notch upgrades for the class B
and C notes and an up to seven-notch upgrade for the class D
notes.

DATA ADEQUACY

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

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

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


MISSOURI TOPCO: Moody's Appends 'LD' Designation to 'Ca-PD' PDR
---------------------------------------------------------------
Moody's Investors Service has appended a limited default (/LD)
designation to the Ca-PD probability of default rating (PDR) of
Missouri TopCo Limited (Matalan or the company), changing it to
Ca-PD/LD from Ca-PD.  The /LD designation reflects the limited
default under Moody's definition arising from completion of the
company's balance sheet restructuring on January 26, 2023.  Moody's
will remove the /LD designation in approximately three business
days.

The restructuring has resulted in a GBP257 million reduction in the
gross funded debt of the Matalan business to GBP336 million,
previously borrowed by the company's subsidiary Matalan Finance
plc.  The reduction includes the full write off of GBP80 million
backed senior secured second lien notes and GBP50 million
Shareholder Loan, together with accrued interest, and a
partial-equitisation of the first lien bonds, with GBP350 million
existing backed senior secured first lien notes replaced by GBP200
million in the new capital structure.  The lease obligations of the
business - which totalled GBP485 million in the company's last
published annual accounts, for the year to February 26, 2022 - are
unaffected by the restructuring.

Moody's considers the restructuring as a distressed exchange under
its definition of default, which is intended to capture events
whereby issuers fail to meet debt service obligations outlined in
their original debt agreements.

PROFILE

Headquartered in Liverpool, Matalan is one of the leading value
clothing retailers in the UK, with revenues of more than GBP1
billion and Moody's-adjusted EBITDA of GBP195 million in its fiscal
2022, ended February 26, 2022. The company operates through 230
stores across the country, primarily in out-of-town retail parks,
as well as online and through 53 franchise stores in the Middle
East and Europe.


MISSOURI TOPCO: S&P Lowers ICR to 'SD' on Recapitalization Close
----------------------------------------------------------------
S&P Global Ratings lowered its rating on Missouri TopCo Limited or
Matalan to 'SD' (selective default) from 'CCC-', and it lowered the
issue ratings on all the outstanding rated debt instruments issued
by Matalan Finance PLC to 'D' (default).

The downgrade follows the news that the company concluded the
recapitalization process by which ownership of the business has
been transferred to the lenders and a new capital structure has
been put in place.

Under the new structure the existing super senior debt will be
fully refinanced, the first-lien debt will be partially written
off, and the second-lien debt and shareholder loans will be written
off in full.

S&P said, "We view this debt exchange transaction as distressed, as
the first-lien and second-lien lenders are to receive less than
originally promised, and therefore tantamount to a default.

"We lowered our issue rating on the GBP350 million senior secured
notes due July 31, 2023, to 'D' from 'CCC-'. The '3' recovery
rating is unchanged and continues to reflect our expectations of
meaningful recovery prospects (50%-70%).

"We downgraded the GBP105 million subordinated second-lien notes
due in January 2024 to 'D' from 'C'. The '6' recovery rating is
unchanged, reflecting our expectations of negligible recovery
prospects (0%-10%)."

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


TRAVELODGE: Completes Lease Regear, CVA Fully Implemented
---------------------------------------------------------
Katherine Price at The Caterer reports that budget hotel chain
Travelodge has announced the completion of a lease regear with its
largest landlord, LXI REIT.

On Jan. 27, the business completed the regear on 97 of the 122
Travelodge hotels LXI REIT acquired as part of the Secure Income
REIT acquisition last year, with the remainder subject to agreement
by the superior landlords, The Caterer relates.

According to The Caterer, as part of the regear, Travelodge has
negotiated new caps and collars on rent reviews to limit rental
increases during high inflation periods and lease extensions
averaging nine years for all 122 hotels.  Previously, the rent
increases were based on uncapped RPI, but have now been converted
to CPI+0.5% with a cap (maximum uplift) of 4% and a collar (minimum
uplift) of 1%, The Caterer notes.

The regear also included rent smoothing across the portfolio,
resetting rent levels for the 122 hotels to reflect the trading
performance of each site, The Caterer states.  The total rent
across the hotels will remain the same but has been smoothed on a
site-by-site basis, "to ensure that each hotel has a robust
stand-alone rent cover", The Caterer discloses.

Travelodge also announced its 2022 financial results, which were
"significantly ahead" of 2019, driven by strong levels of domestic
leisure demand and a rapid recovery in 'blue collar' business
demand, with a more gradual recovery in 'white collar' corporate
demand, The Caterer recounts.

Total underlying revenues for the year were up by around 25% on
2019 levels and Travelodge delivered "record" profits in the year
with adjusted earnings before interest, tax, depreciation and
amortisation (EBITDA) expected to be between GBP210 million and
GBP215 million, compared to GBP129.1 million in 2019, according to
The Caterer.

The group, as cited by The Caterer, said strong leisure and 'blue
collar' business demand had continued in the first weeks of 2023,
as customers continue to prioritise travel and seek value in tough
economic times.

Meanwhile, administrators for Travelodge's Company Voluntary
Arrangement (CVA) have also issued their final report, confirming
the CVA has now been fully implemented and is now formally at an
end, The Caterer notes.  Based on the expected EBITDA range the
business said it expected to make a one-off payment under the
excess cumulative EBITDA landlord rent payment clause shortly after
it publishes its 2022 audited annual report and accounts, The
Caterer says.


VUE ENTERTAINMENT: Moody's Rates EUR648MM Secured Term Loan 'Caa2'
------------------------------------------------------------------
Moody's Investors Service has assigned a Caa2 rating to Vue
Entertainment International Limited's (VEIL or the company)
reinstated EUR648.62 million senior secured term loan, maturing
December 31, 2027. At the same time, Moody's assigned a Caa2
corporate family rating, as well as a Caa2-PD probability of
default rating to VEIL. The outlook on the ratings remains
negative.

The rating action reflects positively the completion of the
company's debt restructuring on January 26, 2023, the terms of
which were announced in July last year. The restructuring has
improved the company's capital structure and liquidity position in
the short term.

The rating action also reflects more cautiously the
slower-than-previously expected recovery in cinema attendance
compared with 2017-2019, following the profound impact of
pandemic-related cinema closures. Structural changes have occurred
across the film studios with respect to the production of content
for cinematic distribution and exclusive window release
conventions. Moody's expects these factors will negatively impact
the outlook for a full recovery of fiscal 2023 earnings to levels
experienced pre-pandemic. Leverage remains high and the risks
relating to an untenable capital structure increase the probability
of default.

RATINGS RATIONALE

The Caa2 CFR rating assigned to VEIL reflects the significant
deterioration in the group's operating and financial performance.
The business suffered from the prolonged shutdown of cinemas in the
wake of the pandemic and is currently experiencing a slower return
to attendance levels compared with the pre-pandemic levels,
measured by the yearly average for the three years 2017 to 2019.
Cinema operators have been negatively impacted by the lack of
investment in production undertaken by the film studios, and
decisions taken by the film studios to cancel or delay content
releases to cinemas or to release with a shortened exclusive first
release window. Many studios own streaming services and have
disrupted conventional exclusive release windows to test the
strategic direction and profitability of their own streaming
services. Moody's views the lack of consistent studio content
releases, particularly for large franchise films, as negatively
impacting attendance levels. The weak macroeconomic outlook for
2023 places some additional degree of uncertainty around
film-goers' demand.

Cinema operators face large fixed costs associated with
long-tenured site leases and are exposed to the inflationary impact
of rising energy and staff costs. Moody's acknowledges the
company's efforts to manage the cost base, with a rigorous focus on
evaluating site profitability, concessions negotiated with
landlords to meet a portion of site capital spending and attention
to minimising energy usage. Nevertheless, the company's capital
structure remains stretched, post the restructuring. Moody's
expects Moody's-adjusted leverage (debt/EBITDA) to decrease to
around 8x in fiscal 2023. Any further deleveraging will be
dependent on an improvement in earnings through 2024. The company's
liquidity position remains weak and the rating agency expects cash
burn to continue through the next twelve months.

More positively, Moody's expects cinemas will remain a commercially
attractive component of film distribution, particularly for large
franchise releases where cinema attendance has been strong and as
such film studios will be more likely to continue to adhere to a
minimum 45-day exclusive window release. These factors will
underpin the company's earnings through 2023 and 2024.

LIQUIDITY

The company's liquidity position remains weak. The company reported
a GBP120 million unrestricted cash balance at the fiscal year end
2022. The company benefited from the proceeds made available to
VEIL under the EUR94.83 million super priority senior secured term
loan in September 2022. The company expects to benefit from an
additional GBP20 million from asset sales in 2023. All debt
facilities are fully drawn and include a minimum GBP35 million
minimum liquidity covenant, tested monthly. Moody's expect VEIL to
remain free cash flow negative for the remainder of 2023.

STRUCTURAL CONSIDERATIONS

The reinstated EUR648.62 million senior secured term loan is rated
Caa2 in line with VEIL's CFR. The EUR94.83 million super priority
senior secured term loan is rated B2, reflecting its seniority in
the capital structure and the relatively large size of the
EUR648.62 million facility ranking behind. Both facilities are
secured mainly with share pledges and guaranteed by subsidiaries
accounting for 80% of the group's consolidated EBITDA.

ENVIRONMENTAL, SOCIAL & GOVERNANCE CONSIDERATIONS

Governance considerations were a key driver in the rating action.
Prior to the commencement of the pandemic-related lockdowns, in
mid-2019, management addressed positively some critical aspects of
the company's capital structure. Debt maturity profiles were
lengthened and cash interest payments associated with the
subordinated shareholder loans were reduced. Nevertheless, the
impact of these initiatives was leverage neutral and the company
entered the pandemic highly leveraged. The risks associated with an
untenable capital structure remain despite the completion of the
restructure on January 26, 2023.  

OUTLOOK

The negative outlook on the ratings reflects the continued
volatility in the cinema industry, which relies on the studio's
ability to deliver popular movie slates and adhere to an exclusive
release window. The outlook also reflects the uncertainty of
film-goer demand for cinema attendance in a weak economic
environment and the likelihood of rationalisation in the number of
cinema sites across the industry.

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

Upward pressure on the rating may arise over time but is unlikely
before evidence of a consistent release of studio content and
sustained film-goers' demand such that VEIL's operating
profitability improves steadily. Additionally, prerequisites for an
upgrade include a meaningful debt reduction which will return the
company's financial flexibility with Moody's-adjusted debt/EBITDA
to below 6x on a sustained basis and the maintenance of a solid
liquidity position.

Downward pressure on the rating will occur if the company's
liquidity is unable to cover cash outlays, limited prospects for
stability in industry conditions over the next 12-18 months and an
increased likelihood or announcement of a debt restructuring.

LIST OF AFFECTED RATINGS

Assignments:

Issuer: Vue Entertainment International Limited

LT Corporate Family Rating, Assigned Caa2

Probability of Default Rating, Assigned Caa2-PD

Senior Secured Bank Credit Facility, Assigned Caa2

Outlook Actions:

Issuer: Vue Entertainment International Limited

Outlook, Remains Negative

Withdrawals:

Issuer: Vue International Bidco plc

LT Corporate Family Rating, Withdrawn, previously rated Ca

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

Senior Secured Bank Credit Facility, Withdrawn, previously rated
Caa3

Outlook Actions:

Issuer: Vue International Bidco plc

Outlook, Changed To Rating Withdrawn From Negative

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.

COMPANY PROFILE

Vue Entertainment International Limited is a leading international
cinema operator, managing well-known brands in major European
markets, and is the second-largest European cinema operator by the
number of screens. In fiscal 2021, the company recorded revenue of
GBP386 million and EBITDA of GBP24 million.



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

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

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

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

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

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

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

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

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



                           *********


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

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

Copyright 2023.  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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