/raid1/www/Hosts/bankrupt/TCREUR_Public/230215.mbx        T R O U B L E D   C O M P A N Y   R E P O R T E R

                          E U R O P E

          Wednesday, February 15, 2023, Vol. 24, No. 34

                           Headlines



F R A N C E

TECHNICOLOR CREATIVE: S&P Lowers ICR to 'CCC-' on Weak Liquidity


L U X E M B O U R G

IREL BIDCO: Moody's Affirms 'B2' CFR, Outlook Remains Stable


P O R T U G A L

NOVO BANCO: Can No Longer Request Funds from Resolution Fund


S P A I N

INTERNATIONAL PARK: S&P Affirms 'B-' ICR & Alters Outlook to Stable


U N I T E D   K I N G D O M

AMIGO LOANS: Avoids Fine Due to Serious Financial Hardship
GECKO DIRECT: Bought Out of Administration by Charlesworth Press
GRANDVIEW HOUSE: Auction Scheduled for Feb. 28
NEW CRAFTSMEN: Rishi Sunak's Wife Invested in Collapsed Business
NEXUS INDEPENDENT: Goes Into Administration

RUBIX GROUP: Moody's Rates New Secured First Lien Bank Loans 'B3'
RUBIX GROUP: S&P Affirms 'B-' ICR on Amended Capital Structure
TALKTALK TELECOM: S&P Lowers ICR to 'B-', Outlook Stable
WHEEL BIDCO: Moody's Lowers CFR & GBP335MM Sr. Secured Notes to B3

                           - - - - -


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F R A N C E
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TECHNICOLOR CREATIVE: S&P Lowers ICR to 'CCC-' on Weak Liquidity
----------------------------------------------------------------
S&P Global Ratings lowered to 'CCC-' from 'CCC+' its long-term
issuer credit and issue ratings on Technicolor Creative Studios
(TCS) and the EUR624 million-equivalent term loan (TL) due in 2026,
and placed the issuer credit rating on CreditWatch with negative
implications.

The CreditWatch negative placement reflects the risk of a further
downgrade in the next few months if S&P believes a default becomes
virtually certain or the company's liquidity situation
deteriorates, increasing the risks of a missed interest payment or
covenant breach.

TCS, a Euronext Paris-listed provider of visual and animation
studio effects (VFX), announced on Feb. 7 that it was in
discussions with creditors and shareholders to modify its capital
structure, and could consider a debt-to-equity swap, new money
debt, or an equity capital injection.

S&P said, "We believe TCS is likely to restructure its capital
structure. We understand it is assessing options, including a
debt-to-equity swap, and negotiating with creditors and investors
to secure new financing in the form of new debt or equity. Although
the outcome of these negotiations is uncertain, we believe they
could constitute a selective default under our methodology if the
restructuring results in current debtholders receiving lower value
than promised, for example through a change of seniority to a more
junior ranking, or a debt-to-equity conversion."

The liquidity position remains under significant pressure. TCS
lowered its 2022 EBITDA (after lease) guidance to EUR20 million
from EUR50 million-EUR70 million anticipated in November 2022. It
also communicated that its 2023 EBITDA will now be lower than the
previous guidance of flat-to-moderately up. This follows continued
production staff issues leading to operational inefficiencies,
delays in delivering projects, and additional costs. S&P said, "We
now expect very high leverage (approaching 20x) in 2022 and 2023,
and negative free operating cash flow (FOCF) to persist in 2023,
putting pressure on TCS' liquidity. We expect liquidity sources to
uses starting Oct. 1, 2022, at about 0.6x over the next 12 months,
and we believe the company is likely to breach its first-lien debt
maintenance covenant unless it receives a waiver or amendment from
lenders." That covenant sets the first-lien TL and the revolving
credit facility to adjusted EBITDA (before leases and
restructuring, as calculated under the credit agreement) at 5.75x
and will be tested semiannually from June 30, 2023.

S&P said, "The CreditWatch placement reflects the risk of a further
downgrade in the next few months if we believe a default becomes
virtually certain (for instance, if TCS were to announce a
distressed debt restructuring that we consider akin to a default),
with investors receiving less value than promised in the original
securities. This could also arise if the company's liquidity
situation deteriorates, increasing the risks of a missed interest
payment or covenant breach.

"Although unlikely, we could affirm or raise our rating if TCS
issues new equity or debt that would not result in current
debtholders receiving less value than promised in the original
securities."

ESG credit indicators: E-2, S-3, G-5




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

IREL BIDCO: Moody's Affirms 'B2' CFR, Outlook Remains Stable
------------------------------------------------------------
Moody's Investors Service has affirmed the B2 corporate family
rating and the B2-PD probability of default rating of Irel Bidco
SARL ("IFCO" or "the company"). IFCO is the largest global provider
of Reusable Packaging Container (RPC) solutions.

Concurrently, Moody's has affirmed the B2 ratings on its EUR1.4
billion equivalent backed senior secured first lien term loans due
2026 and on its EUR270 million backed senior secured multi-currency
revolving credit facility (RCF) due 2025, both borrowed by its
subsidiary IFCO Management GmbH. The outlook for both entities
remains stable.

"The rating affirmation balances IFCO's solid business profile as
one of the largest providers of RPC solutions for fresh produce
globally serving relatively resilient end-markets, with its high
leverage and large capex needs which weigh on its free cash flow
generation and deleveraging profile," says Donatella Maso, a
Moody's Vice President-Senior Credit Officer and lead analyst for
IFCO.

RATINGS RATIONALE

IFCO's B2 rating continues to reflect the company's solid business
profile as the global largest provider of RPC solutions; the
limited cyclicality of its end markets; its relatively diversified
footprint across Europe, North America and Asia; the high
profitability margin although this is counterbalanced by
significant capex needs; and long term positive industry
fundamentals supported by a gradual move away from paper-based
packaging and wood to RPC because of lower handling costs and
product damage risk.

However, most recent performance developments combined with
expected large capital expenditures and increasing interest costs
position the company's more weakly in the B2 rating category.

While IFCO's revenue has increased by over 12% over the last twelve
months to September 2022, supported by increasing rental volumes
and revenue per trip, its EBITDA and EBITDA margin have weakened
owing to softer demand for fresh produce, increasing contribution
of lower margin contracts and inflationary strains. As a result,
the company's leverage, pro forma for the acquisition of Sanko
Lease's RPCs pooling services business in Japan, increased to 5.8x
compared to 5.5x in fiscal year 2021. Notwithstanding the
deterioration this still remains below 6.0x, which is the maximum
leverage allowed for the existing rating category.

Despite demand for fresh produce could be muted in the near term
due to inflated product prices, Moody's expects a gradual recovery
in IFCO's EBITDA and EBITDA margin from fiscal year 2024. EBITDA
growth expectations are supported by the full ramp up of the
contracts with two large retailers in Europe and in North America,
the implementation of price increases and contract indexations
across most customers and geographies and increasing automation of
its service centres.

At the same time, the rating agency expects IFCO's FCF to continue
to be negative until at least fiscal 2024 owing to increasing
interest costs and large capital expenditures. In addition to the
maintenance capex, which has been historically around 9-10% of
revenue, the company will continue to invest in the ramp up of
contracts and in automation. Although it is uncertain when the
growth capex will peak, IFCO retains some flexibility on its
capital spending. Moody's expects that this will be calibrated in
accordance with the rental volumes development. Nevertheless, the
planned investments may require additional debt through drawing
under its backed senior secured RCF, thus reducing the deleveraging
profile.

The B2 rating remains also constrained by the relatively focused
nature of the business on pooled returnable plastic crates and
predominantly fresh produce; a degree of concentration on Europe
and with some retailers; the substantial capital requirements in
the business with a currently relatively narrow supplier base; and
the exposure to cost inflation.

LIQUIDITY

IFCO's rating is supported by an adequate liquidity profile. The
company had access to EUR129 million of cash on balance sheet as of
the end of September 2022; and EUR202 million availability under
its EUR270 million backed senior secured revolving credit facility
(RCF) maturing in November 2025.  These sources of liquidity are
sufficient to cover intra-year working capital swings because of
seasonality, maintenance capex of 10% of revenue, growth capex
related to pooling and non-pooling investments and increasing
interest costs.

There is a springing net leverage covenant at 9.5x in senior
secured facility loan agreement, only tested when drawings exceed
40% of the RCF, under which Moody's expects IFCO to maintain
sufficient capacity. The company's reported net leverage was 5.3x
as of September 2022.

STRUCTURAL CONSIDERATIONS

The backed senior secured first-lien term loans are rated B2, in
line with the B2 CFR, because they represent the vast majority of
the debt capital structure. The facilities are guaranteed by
material subsidiaries representing at least 80% of group's EBITDA,
and are secured by pledge over pledges, intercompany receivables
and bank accounts, which Moody's considers as weak.

RATING OUTLOOK

The stable outlook reflects Moody's view that IFCO's operating
performance will be sustained despite deteriorating macroeconomic
conditions, and the company will maintain a leverage below 6.0x as
well as an adequate liquidity profile. The outlook assumes that the
company will not embark in material debt funded acquisitions or
shareholders distributions.

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

Upward rating pressure could develop over time if IFCO's
Moody's-adjusted (gross) debt/EBITDA remains below 5.0x on a
sustained basis, while the company generates sustainable positive
FCF after net capital spending and interest payments and maintains
an adequate liquidity profile.

Downward rating pressure could arise if IFCO's operating
performance deteriorates so that its Moody's-adjusted (gross)
debt/EBITDA increases sustainably above 6.0x, free cash flow
remains negative beyond 2024 because of aggressive capital
spending, or its liquidity weakens.

LIST OF AFFECTED RAINGS

Affirmations:

Issuer: Irel Bidco SARL

Probability of Default Rating, Affirmed B2-PD

LT Corporate Family Rating, Affirmed B2

Issuer: IFCO Management GmbH

BACKED Senior Secured Bank Credit Facility, Affirmed B2

Outlook Actions:

Issuer: Irel Bidco SARL

Outlook, Remains Stable

Issuer: IFCO Management GmbH

Outlook, Remains Stable

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Irel Bidco SARL is the holding company for IFCO, one of the largest
RPC providers for the transport of fresh produce (more than 90%
being fruit and vegetables) between retailers and suppliers. IFCO
is present in 30 countries with 89 centers, serving more than 320
retailers and 14,000 producers, with more than 370 million RPCs and
2 billion rentals.

For the 12 months that ended September 2022, the company generated
approximately EUR1.3 billion of revenue and EUR263 million of
EBITDA (Moody's-adjusted). IFCO is owned by funds advised by Triton
Partners and a subsidiary of Abu Dhabi Investment Authority, in
equal shares, after the company was sold by its former parent,
Brambles Limited, in May 2019.




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P O R T U G A L
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NOVO BANCO: Can No Longer Request Funds from Resolution Fund
------------------------------------------------------------
Sergio Goncalves at Reuters reports that the successful completion
in December of Novo Banco's restructuring means Portugal's
fourth-largest lender will no longer request funds from the
country's Resolution Fund or the state, the finance ministry said
on Feb. 13.

The European Commission had agreed that the process involving the
bank that emerged from the ashes of the collapsed Banco Espirito
Santo in 2014 was over, a ministry statement said, Reuters
relates.

"This closes a very important stage for the stabilization of the
national financial system, successfully concluding the process that
guaranteed the viability of this important bank," it said.

U.S. private equity fund Lone Star acquired 75% of Novo Banco in
2017, with the sale contract stipulating that the Resolution Fund
should inject up to EUR3.89 billion (US$4.16 billion) to cover
losses on the disposal of some toxic assets inherited from the
collapsed BES, Reuters recounts.

The fund ended up injecting less than the maximum amount foreseen
by the clause, Reuters states.

The contract also contained a backstop mechanism under which the
state could be required to provide extraordinary support to Novo
Banco in extreme scenarios, Reuters notes.

The finance ministry, as cited by Reuters, said that with "the
successful completion of the restructuring" the contingent capital
mechanism will cease to function and it will no longer be possible
to activate the backstop mechanism.

The Bank of Portugal said in a separate statement that the
restructuring of Novo Banco "and the contingent capitalization
agreement were essential for the bank's survival," preserving its
important role in the financing of the economy, Reuters relays.

The Resolution Fund, which owns 19.31% of Novo Banco, is backed by
all Portuguese banks which pay annual contributions to finance it,
and it can access loans from the state and banks, Reuters
discloses.




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S P A I N
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INTERNATIONAL PARK: S&P Affirms 'B-' ICR & Alters Outlook to Stable
-------------------------------------------------------------------
S&P Global Ratings revised its outlook on International Park
Holdings (IPH), the parent of Spanish theme park operator
PortAventura, to stable from negative, given the group's reduced
refinancing risk. S&P affirmed its 'B-' ratings on IPH.

S&P said, "The stable outlook reflects improving industry
fundamentals. However, we expect that PortAventura could witness
modest EBITDA volatility in 2023 on the back of a potential
reduction in discretionary spending and macroeconomic uncertainty.
In our base case, we assume that despite a marginal economic
slowdown, debt to EBTIDA (leverage) of 6.3x-6.5x on the back of
increased park spending and positive free operating cash flow
(FOCF) in 2023."

PortAventura's maturity extension of its upsized EUR640 million TLB
to December 2026 from June 2024 reduces refinancing risk. The group
launched the amend-and-extend process on Jan. 13, 2023, with the
intention to extend the maturity of the previous EUR620 million TLB
to December 2026. Following closure, the TLB was upsized to EUR640
million and extended to December 2026. The key amendments are:

-- The EUR620 million TLB increased by EUR20 million to EUR640
million;

-- The maturity of the TLB was extended to December 2026 from June
2024;

-- The RCF was increased by EUR12.5 million to EUR62.5 million,
resulting in a EUR52.5 million facility with a maturity in June
2026 and EUR10 million to remain due in June 2023.

-- Lenders consenting to the amend-and-extend offer (EUR640
million) will see an increase in margin to 500 bps from 350 bps and
3% OID.

-- Estimated Pro forma cash of around EUR107 million (EUR114
million reported as of October 2022).

S&P views the transaction as opportunistic, since lenders had the
option to opt out of the maturity extension and would have been
repaid by the original June 2024 maturity date.

In September 2022, PortAventura amended the agreement to extend its
EUR50 million RCF due June 2023. While EUR10 million will mature in
June 2023, the residual EUR52.5 million RCF was extended to June
2026, which is compensated with a margin increase to 450 bps from
350 bps.

Sustained demand in first 10 months of 2022 paved the way for
PortAventura deleveraging toward 6.4x-6.6x by year-end from 12x in
2021.As of end-October 2022, park visits in the last 12 months
(LTM) reached 5 million, just 4% below the 2019 level. All other
key performance indicators, such as room nights (+4%), park
spending (+13%), and revenue per available room (+14%), exceeded
2019 levels. Demand was buoyed by the pent-up demand for outdoor
leisure activities and household savings accumulated over the last
two years. S&P said, "The company has performed ahead of our
topline expectations, with LTM October revenue of EUR274 million
(13% above 2019), and we therefore adjusted our revenue projections
to exceed 2019 levels in 2022 and 2023. Despite the negative
effects of inflation and lockdowns in the beginning of 2022,
company-reported EBITDA margins for the LTM as of October 2022 were
42% (excluding adjustments) compared to 45% in 2019. We estimate
this performance will see the group's S&P Global Ratings-adjusted
debt to EBITDA reduce to 6.4x-6.6x in 2022 from 12x in 2021.
Concurrently, the group achieved a covenant defined net leverage of
4.47x compared with the 8.75x test level with significant headroom
and as a result reduced the margin on the original TLB."

S&P said, "Eroding real incomes and inflation will reduce margins
and keep credit metrics elevated in 2023-2024. Notwithstanding a
robust 2022, we expect only moderate growth in park visits and
hotel nights in 2023 on the back of a weakening macroeconomic
environment, with 5% inflation and 0.9% GDP growth in Spain, which
represented 70% of park visits for the LTM as of October 2022. For
2023, we anticipate revenue growth of 5% on the back of more
opening days, increased hotel inventory, and the passing on of
inflation-related costs to customers, while S&P Global
Ratings-adjusted EBITDA stagnates at about EUR110 million-EUR115
million, leading to a lower EBITDA margin of 39%-40%. The lower
EBITDA margin is mainly due to our expectation of higher labor
costs and some impact from the hotels-under-management concept,
which, while asset light is margin dilutive. We expect stable S&P
Global Ratings-adjusted debt, leading to debt to EBITDA of
6.4x-6.6x in 2022 and 6.3x-6.5x 2023.

"In 2023, we expect FOCF after leases to be about EUR10
million-EUR20 million and that interest expenses will increase to
EUR35 -EUR40 million from about EUR30 million in 2022 on the back
of rising Euribor rates and the negotiated margin uplift of the
extended TLB. The higher interest burden is somewhat offset by our
expectation of lower capital expenditure (capex) of EUR35
million-EUR40 million in 2023 from EUR50 million-EUR55 million in
2022.

"Liquidity continues to be adequate in light of the maturity
extension and increase of the TLB by EUR20 million and RCF by
EUR12.5 million. As of October 2022, the group reported cash of
EUR114 million. Pro forma the transaction costs and additional
proceeds of EUR20 million from the increase in TLB, we estimate
unrestricted cash of EUR107 million. We expect the group's
liquidity sources will exceed uses by 1.2x for the 12 months from
Nov. 1, 2022, since the maturity of the largely drawn RCF (EUR40
million out of EUR52.5 million) has been extended to June 2026.
There are limited short-term maturities in the capital structure
(approximately. EUR25 million) of which EUR10 million relate to the
RCF maturing in June 2023, which PortAventura was unable to extend.
During the month of January, the group voluntarily repaid EUR15
million of the drawn RCF.

"The stable outlook reflects improving industry fundamentals.
However, we expect that PortAventura could witness modest EBITDA
volatility in 2023 on the back of a potential reduction in
discretionary spending and macroeconomic uncertainty. In our base
case, we assume that despite a marginal economic slowdown, leverage
will remain between 6.3x-6.5x on the back of increased park
spending and positive FOCF in 2023."

S&P could lower the ratings if PortAventura is not able to maintain
credit metrics in line with our base case. This could occur, if it
sees:

-- Significant weakness in operating earnings, for example from
deteriorated consumer demand, such that S&P Global Ratings-adjusted
leverage climbs above 7.5x and FOCF after leases is meaningfully
negative, such that we viewed the capital structure as becoming
unsustainable.

-- Liquidity weakened materially.

-- The group adopted a more aggressive financial policy, reflected
in prolonged weaker credit metrics, debt-funded acquisitions, or
shareholder returns.

-- Heightened risk of a specific default event, such as a
distressed exchange or restructuring, debt purchase below par, or
covenant breach.

Though unlikely over the next 12-24 months, S&P could raise the
ratings if PortAventura's:

-- Operating performance continues to improve, leading to
sustainable cash flow generation, such that S&P can see a clear
path for its S&P Global Ratings-adjusted FOCF to debt to exceed
5%;

-- S&P Global Ratings-adjusted debt to EBITDA drops sustainably
below 5.5x; and

-- Financial policy remains prudent, reflected by moderate capex
and no shareholder distributions.

Environmental, Social, And Governance

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

S&P said, "Social factors are a moderately negative consideration
in our credit rating analysis of IPH. During the pandemic, the
company had to close its parks and hotels, which led to a sharp 80%
drop in revenue in 2020. PortAventura's business proved its
resilience once restrictions were lifted. In the 12 months to
October 2022, attendance reached 5 million visitors, close to 2019
levels of 5.2 million, supported by pent-up demand. Yet the
company's asset concentration and single geography accentuate its
exposure to local health and safety risks, which could result in
future business disruption.

"Governance factors are a moderately negative consideration, as it
is owned by private-equity sponsors. We believe the company's
highly leveraged financial risk profiles points to corporate
decision-making that prioritizes the interests of the controlling
owners. This also reflects generally finite holding periods and a
focus on maximizing shareholder returns."

Environmental factors are a neutral consideration. PortAventura
publishes a sustainability report and aims to reduce total
greenhouse gas (GHG) emissions by 25% in 2025 for scope 1 and 2
from 6,014 tons in 2019. At year-end 2021, GHG emissions stood at
5,155 tons 14.2% below 2019 levels. PortAventura aims to cover
one-third of its electricity consumption with its own photovoltaic
plant, which is expected to become operational in 2023 and could
ease some of the cost pressure we anticipate for this year.

Environmental, social, and governance (ESG) credit factors for this
change in credit rating/outlook and/or CreditWatch status:

-- Health and safety




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U N I T E D   K I N G D O M
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AMIGO LOANS: Avoids Fine Due to Serious Financial Hardship
----------------------------------------------------------
Siddharth Venkataramakrishnan at The Financial Times reports that
the UK's financial watchdog has censured Amigo Loans for failing to
properly assess if borrowers could afford its loans but the
subprime lender avoided a fine in order to preserve funds to repay
customers.

The announcement on Feb. 14 comes as the wider subprime lending
sector struggles to recover from a regulatory clampdown which wiped
out some of its biggest names, such as payday lender Wonga, the FT
notes.

"Amigo failed to assess properly the affordability of its lending,"
the FT quotes Mark Steward, executive director of enforcement and
market oversight at the Financial Conduct Authority, as saying in a
statement.  "This led to lending that was unaffordable for some and
meant guarantors had to step in."

The FCA said that Amigo's "assessment of whether a customer could
afford to borrow was inadequate" and that the group's "complex" IT
system meant that between November 2018 and March 2020 it extended
unaffordable loans to borrowers, the FT relates.

A quarter of guarantors, who agreed to make payments when borrowers
could not, ended up having to step in to help make repayments, the
FT discloses.

The watchdog waived a fine of GBP72.9 million because of the
potential to cause "serious financial hardship" to the company, the
FT states.  The FCA added that a "fine would also have threatened
Amigo's ability to meet its commitments to a High Court-sanctioned
scheme of arrangement, which aims to pay redress to customers."

In October, the FCA approved Amigo to restart lending with a pilot
scheme, two years after Amigo had voluntarily halted new loans as a
result of coronavirus uncertainty, and was unable to resume the
business as a result of a struggle over compensation for historic
mis-selling, the FT recounts.

In May, the High Court approved Amigo's scheme to compensate
borrowers and guarantors who received unaffordable loans, the FT
relays.

However, the company has struggled to find investors to raise GBP45
million which will go towards customer redress and to finance new
lending, the FT discloses.  If Amigo fails to raise capital by May
26, it will be wound down, according to the FT.

Shares in Amigo have plummeted since it listed with a value of
GBP1.3 billion in 2018, the FT notes.  Today it has a market
capitalisation of GBP15.5 million.  The decline reflects wider
struggles in the "non-standard finance" sector as concerns of a
cycle of debt dependency have driven regulatory scrutiny.


GECKO DIRECT: Bought Out of Administration by Charlesworth Press
----------------------------------------------------------------
Jo Francis at Printweek reports that Gecko Direct has gone into
administration, with its business and assets subsequently acquired
by Charlesworth Press.

Andrew Rosler and Tom Bowes were appointed as joint administrators
at Leeds-based Gecko Direct on Feb. 3, Printweek relates.

In calendar year 2021, Gecko Direct had sales of just over GBP4
million and made an operating loss of GBP782,438, Printweek
discloses.  A GBP250,000 gain on the sale of discontinued
operations resulted in a pre-tax loss of GBP539,680, Printweek
states.

The prior year sales were GBP5.3 million with an operating loss of
GBP1 million, Printweek notes.  Pre-pandemic sales were GBP8.7
million and the business was in the black, according to Printweek.


Staff numbers reduced to 40 in 2021, from 56 in 2020, Printweek
relays.

According to Printweek, in a statement, Charlesworth Press said the
Gecko Direct business and equipment would be moved to its Wakefield
site, and "all jobs have been secured for those able to relocate".

Gecko started life as a print management business in 1999.  In
2007, it added its own manufacturing capabilities, which expanded
to cover all in-house production by 2010.  The business describes
itself as a direct mail agency, offering a range of related
services including data and campaign management, and worked for a
number of well-known brands.


GRANDVIEW HOUSE: Auction Scheduled for Feb. 28
----------------------------------------------
Gavin Musgrove at Strathspey & Badenoch Herald reports that one of
Grantown's best known buildings is to be auctioned off with a guide
price of just GBP260,000.

According to Strathspey & Badenoch Herald, Shepherd Chartered
Surveyors is set to sell Grandview House -- a substantial former
care home in the middle of the town's High Street -- later this
month.

The building dates from the late 1800s and most recently operated
as a care home from 1989 until its recent closure after its owners
went into administration, Strathspey & Badenoch Herald notes.
Offers of more than GBP450,000 were being sought just last summer
for the former popular Palace Hotel, Strathspey & Badenoch Herald
states.

"The property is ripe for refurbishment and conversion, subject to
securing the appropriate planning consents," Strathspey & Badenoch
Herald quotes Neil Calder, partner in the Inverness office of
Shepherd Chartered Surveyors, as saying.

"While the property has most recently operated as a care home,
other potential uses including conversion to residential flats,
hotel, hostel or tourist accommodation may be possible."

Grandview House features 45 bedrooms, mainly single occupancy with
en-suite facilities and has an extensive frontage facing onto the
High Street, Strathspey & Badenoch Herald discloses.

The administrator was brought in last March to take over the
running of Grandview House and the Mains Care Home in Newtonmore,
Strathspey & Badenoch Herald recounts.

The residents in Grantown were re-homed by NHS Highland and the
doors closed, Strathspey & Badenoch Herald relays.

The property will be auctioned on Tuesday, February 28, 2023 at
2:30 p.m. with a guide price of GBP260,000, according to Strathspey
& Badenoch Herald.

Interested parties should register at:
https://www.sdlauctions.co.uk/buy-property/telephone-proxy-internet-bidding/.


The online catalogue can be viewed here:
https://www.shepherd.co.uk/auction-catalogue/


NEW CRAFTSMEN: Rishi Sunak's Wife Invested in Collapsed Business
----------------------------------------------------------------
Rob Davies at The Guardian reports that Rishi Sunak's wife, Akshata
Murty, invested in a furniture firm that received nearly GBP300,000
in taxpayer-funded loans handed out under policies he put in place
while chancellor.

The New Craftsmen, whose upmarket range included a GBP7,340 mirror
and a GBP2,220 table lamp, collapsed into liquidation in November
2022, The Guardian relays, citing Companies House filings.

The brand was sold later that month to gallery owner Sarah
Myerscough and a former company employee, The Guardian recounts.

The unsecured creditors -- those who are not guaranteed to receive
what they are owed when a company fails -- include employees who
were owed GBP75,437, and trade and consumer creditors who were due
more than GBP412,000, The Guardian states.

Taxpayers also appear to have lost out in two ways, the filings
suggest, The Guardian notes.

Lloyds Bank had lent The New Craftsmen GBP37,500 under the Covid
bounce-back loan scheme introduced by Mr. Sunak in April 2020, The
Guardian relays.  The bank is listed among the unsecured creditors,
whose claims exceed the assets in the business by GBP535,863, The
Guardian states.

The government also held 450,000 shares in the company via the
Future Fund, The Guardian says.  The GBP250 million investment
scheme, designed by Mr. Sunak, was intended to help small startups
ride out the pandemic, The Guardian discloses.

Under the scheme, the government extended loans that would then
convert into shares when the companies attracted new funding, The
Guardian states.

According to The Guardian, a source familiar with the loan said the
government lent The New Craftsmen GBP250,000, a sum that was
matched by private investors.  The loan was converted into equity,
Company House fillings suggest, the value of which has been wiped
out, The Guardian relays.


NEXUS INDEPENDENT: Goes Into Administration
-------------------------------------------
Cristian Angeloni at International Adviser reports that UK-based
financial advice company Nexus Independent Financial Advisers and
its DFM arm Nexus Investment Managers have gone into
administration.

Joint administrators Carl Faulds and Nicola Layland of Leonard
Curtis were appointed by the high court on January 26, 2023,
International Adviser relates.

Shortly after, on Jan. 31, the Financial Conduct Authority (FCA)
placed regulatory restrictions on the two companies, to prevent
them from carrying out regulated activities and limiting access to
their assets, International Adviser discloses.  This came after the
FCA said that firms' director "may have taken a total of over GBP2
million (US$2.46 million, EUR2.28 million) in unauthorised and/or
inappropriate withdrawals from clients of the firms", International
Adviser notes.

According to International Adviser, the administrators said their
appointment was deemed necessary because of the sole director's
"absence from the business" and concerns relating to their
conduct.

Messrs. Faulds and Layland have retained the remaining management
team, while the business has been marketed for sale by appointed
agent Hilco Valuation Services, International Adviser states.


RUBIX GROUP: Moody's Rates New Secured First Lien Bank Loans 'B3'
-----------------------------------------------------------------
Moody's Investors Service has assigned B3 ratings to the new senior
secured first lien bank credit facilities to be issued by Rubix
Group Finco Limited, a wholly-owned subsidiary of Rubix Limited
(Rubix or the company). These comprise a EUR1,435 million term loan
and EUR135 million revolving credit facility (RCF), both due in
2026. Concurrently, Moody's has affirmed the company's B3 corporate
family rating and its B3-PD probability of default rating. The
outlook on all the ratings is stable.

The proposed proceeds from the new issuance will be used to
refinance the company's existing EUR1,190 million guaranteed senior
secured term loan B, EUR135 million guaranteed senior secured
revolving credit facility and EUR187 million second lien facility,
to pay associated expenses and provide additional cash on balance
sheet. The transaction also serves to extend the company's debt
maturities by two years to 2026. The B2 rating on the existing
first lien facilities will be withdrawn on closing of the
refinancing.

The rating action reflects:

The upsizing of first lien debt facilities resulting in a first
lien only structure, alongside the extension of debt maturities

High Moody's-adjusted debt / EBITDA of 6.2x as at December 2022,
which does not include significant non-recourse factoring which
Moody's considers as debt

The company's strong performance in 2022 and prospects for 2023,
supported by its market leading positions

RATINGS RATIONALE

The B3 CFR reflects the company's: (1) market leadership in a
fragmented European industrial parts distribution market, with a
broad range of products and services; (2) relatively resilient
margins thanks to diverse end markets and focus on the maintenance,
repair and overhaul (MRO) segment and non-cyclical sectors; (3)
adequate liquidity, although with a degree of reliance on short
term facilities; and (4) good opportunities for consolidation and
track record of acquisition execution.

The ratings also reflect the company's: (1) Geographical
concentration in mature markets in Western Europe with modest long
term organic growth prospects; (2) high leverage resulting from
debt-funded acquisitions and off-balance sheet factoring; (3)
exposure to cyclical sectors including automotive and aerospace
sectors and to wider industrial slowdown; (4) weak cash flow
metrics impacted by high costs of financing, acquisitions,
restructuring and working capital outflows.

Rubix holds a share of around 3% in a highly fragmented market. Its
scale provides substantial advantages in terms of network density,
procurement, diversity of revenue, customer service and
responsiveness, leading to entrenched positions across a wide
customer base.

The company has recovered strongly from the pandemic as European
industrial production has returned, supported by new business wins
and growth of key account customers. Moody's consider that supply
chain constraints have been net positive for the business given its
ability to solve challenges for customers.

Moody's expects the company to return to low to mid-single digit
percentage organic revenue growth and stable to modestly growing
margins over the next 12-18 months. The business has a degree of
exposure to the economic cycle which would likely crimp organic
growth rates and margins although historically the company has
recovered relatively quickly.

The company is following a consolidation strategy leading to
significant debt-financed acquisitions, typically spending in
excess of EUR100 million per annum, which will limit the pace of
deleveraging, which Moody's expects to remain at around 6x on a
Moody's-adjusted basis. In addition, the company has incurred
significant off-balance sheet non-recourse factoring in an
undisclosed amount which is not included in Moody's leverage
metrics but is considered in the overall assessment of leverage.

LIQUIDITY

The company's liquidity is adequate, with headroom of EUR298
million at December 2022. This comprises cash of EUR166 million and
EUR132 million of available RCF. Liquidity is required to support
its relatively large seasonal working capital swings of up to
EUR100 million from peak to trough, a further year end working
capital movement of around EUR100 million, as well as for
acquisitions and further synergy and cost-saving projects.

The RCF is subject to a net senior leverage test under which
Moody's expects substantial headroom. The RCF matures in March 2026
following the extension transaction carried out in February 2023.
The company also has a degree of reliance on short term local
facilities, of which EUR140 million was drawn at December 2022.
Whilst there is a track record of facility renewals, liquidity
could reduce rapidly in the event of significant underperformance.

STRUCTURAL CONSIDERATIONS

The company's EUR1,435 million senior secured first lien term loan
and the EUR135 million senior secured RCF are rated B3, in line
with the corporate family rating, reflecting the senior only
structure following the refinancing of second lien debt in February
2023. The first lien facilities are guaranteed by entities of the
group representing at least 80% of consolidated EBITDA. Security is
relatively weak and consists mainly of share pledges, bank accounts
and intercompany receivables.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS

Governance factors within Moody's assessment of the ratings include
the company's relatively aggressive financial policy of pursuing
debt financed acquisitions and operating with high leverage,
including substantial levels of off-balance sheet financing. The
company has a good track record of integration and the
consolidation strategy appears appropriate in the context of a
mature and fragmented market.

OUTLOOK

The stable outlook reflects Moody's expectation that the company's
performance will remain robust, with continued positive organic
revenue growth and at least stable margins, positive free cash
generation and adequate liquidity. The outlook assumes that
debt-financed acquisitions continue to constrain deleveraging with
Moody's-adjusted leverage (excluding non-recourse factoring)
remaining at around 6x over the next 12-18 months.

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

The ratings could be upgraded if (i) Moody's-adjusted debt/EBITDA
reduced sustainably well below 5.0x, before the inclusion of
non-recourse factoring, (ii) cash flow generation improved, with
Moody's-adjusted free cash flow/debt well in excess of 5%, (iii)
Rubix adopted a more conservative financial policy, which limits
the extent of re-leveraging from debt-financed acquisitions, and
(iv) the company maintained positive organic revenue growth, at
least stable margins, and adequate liquidity.

The ratings could be downgraded if (i) the company's leverage
increased above 6.5x, before the inclusion of non-recourse
factoring, or (ii) if free cash flow turns negative on a sustained
basis, or (iii) if Moody's adjusted EBITA/Interest sustainably
reduced to below 1.5x. A downgrade could also occur if there is a
sustained deterioration in operating performance, resulting in a
decline in organic revenue or margins, or if liquidity concerns
arise.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in June 2018.

COMPANY PROFILE

Rubix, headquartered in London, is a leading European distributor
of industrial MRO products and related services. Products offered
include bearings, mechanical power transmission, pneumatics,
hydraulics, tools, and health and safety equipment, and related
technical services. The company is fully owned by funds advised by
Advent International. In 2022, Rubix generated net sales of around
EUR3 billion and company-adjusted EBITDA of around EUR300 million.


RUBIX GROUP: S&P Affirms 'B-' ICR on Amended Capital Structure
--------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' long-term issuer credit rating
on Rubix Group Holdings Ltd. and its issue rating on the senior
secured facilities. The recovery rating of '3' is unchanged.

S&P said, "The positive outlook indicates that we expect Rubix's
credit metrics to benefit from the increase in revenue and EBITDA
in 2023, alongside improving margins. The pipeline for acquisitions
remains strong and could augment the top line and EBITDA accretion,
over and above our base case. We expect liquidity to remain
adequate, with good covenant headroom."

Rubix plans to repay its outstanding EUR1.19 billion first-lien
term loan and its EUR187 million second-lien term loan by issuing a
new, larger, first-lien term loan. The transaction will extend the
maturity to 2026, but will increase financing costs. Margins on the
first-lien debt will rise to 5% from 3.75%. As part of the
transaction, Rubix's revolving credit facility (RCF) will also be
extended to mature in 2026. After the transaction, gross debt is
expected to rise to about EUR2.4 billion in 2023.

S&P expects funds from operations (FFO) cash interest coverage to
weaken to about 1.7x-1.9x in 2023. The transaction will increase
cash interest costs, given the upsized first-lien debt, the higher
margins, and the exposure of the first-lien debt to floating rates.
Cash interest costs are predicted to jump to about EUR130 million
in 2023 from about EUR80 million-EUR90 million in 2022. Growth in
FFO will also be eroded by the increase in cash taxes as the
business grows.

Rubix has grown organically and through acquisitions, causing its
revenue to rise by around 14% to EUR2.99 billion in 2022. As an
industrial distributor, Rubix saw high inflation boost its organic
growth and was also able to complete several bolt-on strategic
acquisitions. S&P anticipates that top-line growth will continue
into 2023 but will slow, in line with reduced economic activity in
some end-markets. Inflation is also predicted to edge lower.
Nevertheless, new contract wins; incremental sales growth in the
digital offering; and further acquisitions (subject to the
macroeconomic environment) are forecast to boost revenue by around
4%-7% to EUR3.1 billion-EUR3.2 billion in 2023. Rubix is continuing
its strategy of purchasing and integrating more platforms and
companies.

EBITDA generation followed a similar positive trajectory. S&P
Global Ratings-adjusted EBITDA is estimated at about EUR270 million
for 2022, at margins of about 9%. Further growth should see EBITDA
of about EUR285 million-EUR305 million in 2023, and margins rising
to 9.5%-10.0%. One-off costs should be slightly lower as
exceptional costs relating to the merger in 2017 tail off, and
Rubix is also able to pass through higher costs to customers. Its
services are relatively price-inelastic because its offerings are
key to a number of customer needs. In addition to improved pricing,
Rubix is focusing on core suppliers and consolidating its logistics
to improve cost efficiency.

Leverage should fall as a result of increasing EBITDA generation
and improved margins. S&P said, "We expect Rubix to have around
EUR2.4 billion of gross debt outstanding in 2023, not including any
potential add-ons to the first-lien debt. The group often funds
acquisitions through add-ons. We forecast that as absolute EBITDA
rises, adjusted leverage, excluding shareholder loans, will be
about 7.0x-7.5x in 2023, and will drop below 6.5x in 2024."

Shareholder loans are expected to total about EUR289 million at the
end of 2022. Including these, adjusted leverage will be around
8.0x-8.5x in 2023, down from just below 9x in 2022. Although higher
cash taxes and cash interest costs will cut into FFO, S&P estimates
that FFO to debt improved to about 5%-6% in 2022 and expect it to
be similar in 2023.

Acquisition spending in 2023 is likely to be around EUR90
million-EUR100 million, a similar level to that in 2022. In 2021
and 2022, the group boosted the cash on its balance sheet in order
to make strategic acquisitions by tapping debt markets and
increasing the size of its first-lien debt. It could also make use
of its EUR135 million RCF to support its acquisition plans. The RCF
may also be used to manage working capital, as activity levels vary
from quarter to quarter. If Rubix takes on additional debt to
support EBITDA-accretive acquisitions, S&P does not anticipate a
material effect on our leverage calculations. That said, it may
diminish FFO cash interest cover, given the floating-rate debt.

Rising cash costs and a slight increase in capital expenditure
(capex) has constrained S&P's forecast free operating cash flow
(FOCF). S&P still expect FOCF generation to be positive, at about
EUR60 million-EUR90 million in 2023, down from an estimated EUR90
million-EUR120 million in 2022. Capex in 2023 is forecast at EUR40
million (EUR35 million in 2022). Working capital impacts are
expected to be minimal, with outflows of up to EUR15 million for
2023 following estimated inflows of EUR13 million in 2022. Given
the supply chain issues, Rubix saw an inventory build up in 2022,
which was partially unwound in the second half of the year.

S&P said, "The positive outlook indicates that we expect Rubix's
credit metrics to benefit from the continued increase in revenue
and EBITDA in 2023, alongside improving EBITDA margins to
9.5%-10.0%. We expect debt to EBITDA (excluding shareholder loans)
to gradually improve to about 7.0x-7.5x in 2023 and below 6.5x in
2024, and FFO cash interest toward 2.5x over the next 12 to 18
months. The pipeline for acquisitions remains strong and could
augment the top line and EBITDA accretion, over and above our base
case. We expect liquidity to remain adequate, with good covenant
headroom.

"We could revise the outlook to stable if Rubix does not increase
its revenue or EBITDA margins as expected, resulting in a sustained
rise in leverage of more than 6.5x (excluding shareholder loans),
or if FFO cash interest coverage declined below 1.5x, with no signs
of an imminent reversal and there is soft free operating cash flow
generation.

"We could raise the ratings on Rubix if improved EBITDA led to
further reductions in leverage so that debt to EBITDA (excluding
shareholder loans) fell sustainably below 6.5x and if FFO cash
interest coverage rose toward 2.5x. An upgrade would also depend on
substantial positive free cash flow generation and adequate
liquidity."


TALKTALK TELECOM: S&P Lowers ICR to 'B-', Outlook Stable
--------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
U.K. broadband provider TalkTalk Telecom Group Ltd. (TalkTalk) to
'B-' from 'B'. S&P also lowered its issue rating on the company's
senior notes to 'B-' from 'B'.

The stable outlook indicates that S&P expects TalkTalk to improve
its IFRS 16 EAD lease-adjusted EBITDA margins to about 23%-24% from
22% from fiscal 2024, as legacy copper costs fall and slowly reduce
adjusted leverage before the IFRS 16 EAD lease adjustment toward
6.5x by fiscal 2025 (equivalent to 5.5x on an S&P Global
Ratings-adjusted basis).

TalkTalk's operating underperformance should result in an increase
in adjusted leverage to about 7.7x (before the IFRS 16 EAD lease
adjustment), significantly above our 6.5x downside threshold.
During the first half of fiscal 2023, TalkTalk increased its
headline revenue by 2%, including the contribution from the Virtual
1 acquisition, while headline EBITDA declined by 4%. The revenue
increase was mainly thanks to the broadband price rise in April
2022, together with increases in the demand for ethernet on the
business-to-business side, spurred by the acquisition of about half
of OVO Energy's customers. In the same half-year period, the cost
of goods sold increased by about 6%, mainly due to the
inflation-linked contracts that TalkTalk has with Openreach,
leading to an overall decline in headline EBITDA. S&P expects
TalkTalk's full-year topline growth to be 3.5%-4.0% in fiscal 2023,
and S&P Global Ratings-adjusted EBITDA before the IFRS 16 EAD lease
adjustment to decline to about GBP200 million from GBP228 million.
This assumes GBP40 million-GBP50 million of nonheadline exceptional
costs, mainly for the copper-to-fiber rollout. The likely result
will be a rise in gross adjusted debt to EBITDA to about 7.7x from
6.6x in fiscal 2023. This reflects a significant downward revision
to S&P's previous base case due to operating underperformance,
mainly with respect to TalkTalk's cost profile, only partly offset
by our upward revision to the topline forecast.

S&P said, "Price increases and growth in the ethernet business
should support a recovery in EBITDA and deleveraging from fiscal
2024. We expect revenue growth of 4%-6% in fiscal 2024 thanks to
another significant price increase due in April 2023 of consumer
price inflation plus 3.7% for the majority of TalkTalk's consumer
base. In our view, since we expect all the main market participants
to apply the price increase, this will not result in material churn
for TalkTalk, as it will maintain its price gap versus its key
competitors. In addition, we expect growth in TalkTalk's ethernet
business as the company further increases its market share in this
space to create an additional growth driver. We see further upside
to the average revenue per unit from customers switching to the
more expensive full fiber product, but believe that the uptake will
likely be slow in fiscal 2024, as customers are already struggling
with rising costs and an unfavorable macroeconomic situation. On
the cost side, while TalkTalk remains exposed to inflationary cost
pressures, increased competition among full fiber network suppliers
should lead to a gradual reduction in network costs for full fiber
connections. Lastly, we expect the growing ethernet business
following the Virtual 1 acquisition and the transition to
fiber-to-the-premises (FTTP) to enhance the margins and lead to
more stable profits from partners. We expect the full fiber rollout
to reduce costs and lower churn as connectivity and speed improve.
We expect that this will lead to a reduction in leverage to 7.4x in
fiscal 2024, before the IFRS 16 EAD lease adjustment."

TalkTalk's change in accounting to treat ethernet circuit costs as
IFRS 16 EAD leases somewhat distorts the metrics, and must be
viewed in conjunction with the figures before the IFRS 16 EAD lease
adjustment. For the half-year fiscal 2023 reporting period,
TalkTalk has adjusted its accounting of its ethernet circuit costs
to treat them as leases. S&P said, "This change in accounting
resulted in our forecast leverage for fiscal 2023 declining to 6.6x
from 7.7x, which, in turn, increased adjusted EBITDA by about
GBP126 million. Debt has also increased, with a lease liability of
about GBP430 million, implying a lease multiple (lease liability to
lease payment) of about 3.5x. In line with our adjustment to the
other operating leases that TalkTalk reports under IFRS 16, we
apply a lease liability increment to artificially extend the length
of the lease to about a 4.5x multiple, a figure more commensurate
with that of the telecoms industry."

S&P said, "We expect an improvement in cash flow from fiscal 2024
to be partly offset by TalkTalk's upcoming refinancing. We expect
that TalkTalk will be able to generate breakeven FOCF after leases
in fiscal 2023 and GBP10 million-GBP20 million in fiscal 2024,
before any interest payments to the holding company where the
payment-in-kind (PIK) toggle instrument is held. The improved
supplier payment terms that TalkTalk has secured will likely help
improve FOCF in the same years. However, the improvement could be
constrained once the company refinances its capital structure ahead
of its revolving credit facility (RCF) maturing in November 2024,
with what we believe will be less preferential rates in the current
market conditions.

"The stable outlook indicates that we expect TalkTalk to improve
its IFRS 16 EAD lease-adjusted EBITDA margins to about 23%-24% from
22% from fiscal 2024, as legacy copper costs fall and slowly reduce
adjusted leverage before the IFRS 16 EAD lease adjustment toward
6.5x by fiscal 2025 (equivalent to 5.5x on an S&P Global
Ratings-adjusted basis).

"We could lower the ratings if we believe that TalkTalk's capital
structure will become unsustainable in the medium term, but see
this as unlikely, as we expect that the company will transition to
positive cash flows and understand that some of its exceptional
costs are only temporary. We could also lower the rating if
TalkTalk does not successfully refinance its debt at least 12
months ahead of maturity, or if we see a high likelihood of a
covenant breach.

"We could raise the ratings if TalkTalk's performance surpassed our
expectations and the company was able to reduce its costs, thereby
improving adjusted EBITDA and reducing leverage to below 6.5x
before the IFRS 16 EAD adjustment, equivalent to about 5.5x on a
S&P Global Ratings-adjusted basis. We consider this to be unlikely
over the next 12 months, but it could be possible in the medium
term if TalkTalk is able to realize the topline growth it forecasts
and reduce its exceptional costs as it executes the copper-to-fiber
transition. An upgrade also would require the company to generate
FOCF after leases with room for optional PIK interest payments."

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

S&P said, "Governance factors are a moderately negative
consideration in our credit rating analysis of TalkTalk. Our
assessment of the company's financial risk profile as highly
leveraged reflects corporate decision-making that prioritizes the
interests of the controlling owners, which is the case for most
rated entities owned by private-equity sponsors. Our assessment
also reflects their generally finite holding periods and a focus on
maximizing shareholder returns."


WHEEL BIDCO: Moody's Lowers CFR & GBP335MM Sr. Secured Notes to B3
------------------------------------------------------------------
Moody's Investors Service has downgraded the long-term corporate
family rating of Wheel Bidco Limited (PizzaExpress or the company)
to B3 from B2 and probability of default rating to B3-PD from
B2-PD. Concurrently, Moody's has downgraded to B3 from B2 the
instrument rating of the company's GBP335 million backed senior
secured notes and to Ba3 from Ba2 the rating of the company's GBP30
million super senior secured revolving credit facility (RCF) both
due 2026. The outlook on all ratings remains stable.

RATINGS RATIONALE

The downgrade reflects PizzaExpress' operating performance which
has been weak in the face of very high inflation and declining
consumer disposable income in the UK. In Q3 2022 the company
reported a 5.3% decline in like-for-like revenue and GBP12.7
million pre-IFRS 16 EBITDA, which was significantly below the GBP29
million reported in Q3 2021. The company's profitability has been
also negatively affected by slowing of the more profitable Dine-in
sales, while Dine-out sales, which have lower profitability due to
commissions to delivery platforms as well as a lower mix of higher
margin drinks, have remained strong.

Moody's expects somewhat stronger year-on-year EBITDA in Q4 thanks
to the 6% price increase in November and relatively solid consumer
demand over the festive period. While this would bring the
company's Moody's-adjusted EBITDA for the full year 2022 to around
GBP90 million - broadly in line with 2021 - the weakness in Q3 in
particular means it translates to a shortfall of more than 10%
against the rating agency's previous expectations of GBP100-GBP105
million. As a result, Moody's expects the company's debt to EBITDA
(leverage) at 5.5x-6x and EBIT interest cover at 1.2x-1.3x in 2022
– levels that commensurate with a B3 rating. Moody's base case
forecast is that leverage will somewhat improve to 5.5x in 2023
thanks to some profit growth helped by the price increases and
gradually easing inflation while interest cover will grow towards
1.5x.

The CFR also reflects still limited free cash flow generation which
Moody's expects close to breakeven in 2022 and 2023 and which is
somewhat constrained by capital spending levels. It also reflects a
relatively weak, including pre-pandemic, track record of
like-for-like (LFL) revenue development and declining profitability
and the highly competitive nature of the restaurant industry with
various types of indirect competition including pubs, home
delivery, and other types of leisure spending.

More positively, the CFR reflects (1) the company's position as one
of the largest and longest standing operators in the UK casual
dining restaurant segment; (2) a degree of business risk
diversification via international operations and licensed retail
offerings; and (3) the rating agency's expectations of less intense
and promotional market dynamics following a significant number of
restaurants closures by competitor casual dining operators.

ESG CONSIDERATIONS

Moody's takes into account the impact of environmental, social and
governance (ESG) factors when assessing companies' credit quality.
In terms of governance, Moody's notes the concentrated ownership
structure with the company's former creditors owning close to 53%
of the equity. More positively, the ratings agency notes the
company's prudent cash management.

LIQUIDITY

PizzaExpress has an adequate liquidity profile supported by GBP56
million of cash as of September 2022 as well as full availability
under a GBP30 million super senior secured revolving credit
facility (RCF) to support capital spending and working capital
needs. The RCF is subject to a leverage covenant under which
Moody's expects the company to have significant headroom.

STRUCTURAL CONSIDERATIONS

The B3 CFR and the company's PDR of B3-PD are at the same level
reflecting Moody's assumption of a 50% loss given default (LGD) at
the structure level in line with the rating agency's standard
practices when there are at least two levels of seniority among the
tranches of funded debt.

The super senior secured RCF and backed senior secured notes
benefit from a collateral package which includes share pledges and
guarantees from the issuer and material subsidiaries, and floating
charges over the assets of the issuer and guarantors. The RCF's
priority right for repayment in the event of a default coupled with
its relatively modest size drive the three notch uplift in its Ba3
rating relative to the B3 CFR and the rating of the backed senior
secured notes.

RATING OUTLOOK

The stable outlook reflects Moody's expectations that the company
will be able to maintain solid liquidity and stabilise organic
revenue and EBITDA margin over the next 12-18 months.

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

Moody's could upgrade the company's rating if: (1) the company
delivers sustained positive organic revenue and EBITDA growth; (2)
Moody's adjusted Debt/EBITDA reduces well below 5.5x; (3)
EBIT/Interest is sustained above 1.5x; and (4) the company
maintains an adequate liquidity profile.

Downward pressure could materialise if (1) EBITDA margins continue
to decrease and like-for-like sales growth remain negative for a
prolonged period of time; (2) EBIT/Interest decreases below 1x; or
(3) the company's liquidity profile materially deteriorates.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Restaurants
published in August 2021.

PROFILE

Founded in 1965, PizzaExpress is one of the largest operators in
the UK casual dining market, measured by number of restaurants. It
has 356 sites in the UK and Ireland, 36 directly operated
International restaurants, and around 60 international restaurants
operated by franchisees. In addition, the company has a licensed
retail business. In the last twelve months to September 2022 the
company generated revenues and (pre-IFRS16) EBITDA from continuing
operations of approximately GBP417 million and GBP62 million
respectively.

The company is controlled by its former lenders, three of which -
Bain Capital Credit, Cyrus Capital Partners, and H.I.G. Capital -
collectively own 52.9% of the business.


                           *********


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