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

                          E U R O P E

          Tuesday, February 21, 2023, Vol. 24, No. 38

                           Headlines



C R O A T I A

ULJANIK: 3.Maj to Seek Court Settlement Over EUR18MM Receivables


D E N M A R K

DKT HOLDINGS: Moody's Affirms 'B3' CFR & Alters Outlook to Stable


F R A N C E

HERMIONE: Galeries Lafayette Franchises to Go Into Receivership


G E R M A N Y

AUTONORIA DE 2023: Moody's Assigns (P)B1 Rating to Class F Notes
GFK SE: Fitch Keeps 'BB-' LongTerm IDR on Rating Watch Negative
XSYS GERMANY: Moody's Affirms 'B3' CFR & Alters Outlook to Stable


I R E L A N D

CVC CORDATUS XXV-A: Fitch Assigns 'B-(EXP)sf' Rating on Cl. F Notes
ESCADIA LTD: Dispute Over Examiner Appointment Resolved
OAK HILL VI: Moody's Affirms B2 Rating on EUR13.5MM Class F Notes


N E T H E R L A N D S

INTERNATIONAL PARK: Fitch Assigns 'B' LongTerm IDR, Outlook Stable


R O M A N I A

CEC BANK: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable


S W E D E N

REN10 HOLDING: Fitch Gives 'B+(EXP)' Rating on EUR200M Term Loan


S W I T Z E R L A N D

FERREXPO PLC: Moody's Lowers CFR to Caa3, Outlook Remains Negative


U K R A I N E

KYIV CITY: Moody's Affirms 'Caa3' LT Issuer Ratings, Outlook Neg.
METINVEST BV: Moody's Affirms 'Caa3' CFR, Outlook Remains Negative
[*] Moody's Takes Actions on 7 Ukrainian Banks


U N I T E D   K I N G D O M

CARILLION PLC: KPMG Settles Liquidators' GBP1.3-Bil. Lawsuit
MARKET HOLDCO 3: Moody's Cuts CFR to B2 & Alters Outlook to Neg.
SOVA: Administrators Seek UK Court Nod to Sell Russian Securities
TOLENT: Former Employees Mull Legal Action Following Collapse
TVR EXPRESS: To Enter Liquidation Following Collapse


                           - - - - -


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C R O A T I A
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ULJANIK: 3.Maj to Seek Court Settlement Over EUR18MM Receivables
----------------------------------------------------------------
Annie Tsoneva at SeeNews reports that Croatian shipbuilding company
3. Maj Brodogradiliste said on Feb. 20 its supervisory board has
given a conditional consent to signing a court settlement with its
majority shareholder, bankrupt shipyard Uljanik.

The supervisory board took the decision on Feb. 17, it said in a
filing to the Zagreb bourse without elaborating, SeeNews relates.

The court settlement concerns EUR18 million (US$19.2 million) of
Uljanik receivables, state TV broadcaster HRT reported on Feb. 18,
SeeNews notes.

According to SeeNews, under the settlement deal, 3. Maj
Brodogradiliste is to pay its debts to Uljanik after the delivery
of a bulk cargo vessel, the hull 527, which is expected before the
end of February 2025.

The settlement should be approved by the Uljanik creditors on March
7, the head of the supervisory board of Brodogradiliste 3. Maj,
Juraj Soljic, told HRT, SeeNews discloses.

The Rijeka-based 3. Maj has some 690 employees.




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D E N M A R K
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DKT HOLDINGS: Moody's Affirms 'B3' CFR & Alters Outlook to Stable
-----------------------------------------------------------------
Moody's Investors Service has changed to stable from negative the
outlook on the ratings of Danish telecom operator DKT Holdings ApS
("DKT" or "the company") and its subsidiaries DKT Finance ApS ("DKT
Finance") and TDC Holding A/S ("TDC"). Concurrently, Moody's has
affirmed the company's B3 corporate family rating and B3-PD
probability of default rating, the Caa2 ratings on the EUR1,050
million and USD410 million backed senior secured notes issued by
DKT Finance both due in June 2023, the (P)B3 rating on the senior
unsecured euro MTN (EMTN) programme of TDC and the B3 rating on the
GBP425 million senior unsecured notes due February 23, 2023, issued
under the EMTN programme.

"The outlook change to stable from negative reflects DKT's improved
liquidity following the successful refinancing of the high yield
bonds raised by DKT Finance, which are due in June 2023," says
Carlos Winzer, a Moody's Senior Vice President and lead analyst for
DKT.

The rating action follows the announcement made by DKT on January
20, 2023 [1] of the conditional redemption of all the aggregate
principal amount of the outstanding backed senior secured notes
issued by DKT Finance on February 10, 2023.

Moody's also notes that the backed senior secured notes of DKT
Finance were redeemed on February 10, 2023 and that the GBP425
million senior unsecured notes due February 23, 2023 issued under
TDC senior unsecured EMTN programme have been prefunded by its
subsidiary TDC Net A/S.

RATINGS RATIONALE

The outlook on DKT's rating has been negative since the rating
agency downgraded the company's rating to B3 in July 2022 owing to
liquidity and refinancing risk concerns owing to the pending
refinancing of debt instruments less than 12 months ahead of its
maturity. Since then, the company has successfully completed the
refinancing of DKT's debt, including the issuance of a EUR500
million senior secured term loan B (TLB) at Nuuday A/S (Nuuday, B2
stable), a EUR500 million private placement at DK Telekommunikation
ApS, an equity injection EUR475 million, a EUR500 million bond and
bilateral facilities at TDC Net A/S (TDC Net).

The successful completion of this refinancing exercise removes the
immediate pressure on DKT's rating, leading to the outlook change
to stable.

However, the affirmation of the B3 rating also reflects Moody's
expectation DKT Group on a consolidated basis will generate
negative free cash flow through 2025, partly owing to higher
interest rates, but also to higher capex and a flattish EBITDA
performance owing to the impact of inflation on the company's cost
base. As a result, Moody's expects that the company's leverage on a
Moody's adjusted basis will remain above 6.0x over the same period,
while its ratio of Moody's adjusted EBITDA-Capex/interest expense
will likely stay below 1.0x through 2025.

The rating also takes into consideration DKT's robust operations in
Denmark (Government of Denmark, Aaa stable), with strong market
shares in mobile, TV, broadband and fixed voice; its enhanced fixed
and mobile network infrastructures; and the ownership of most of
the critical telecom infrastructure in the country vis its
subsidiary TDC Net.

RATIONALE FOR STABLE OUTLOOK

The stable outlook on the rating reflects Moody's expectation that
DKT's operating performance will remain broadly flat in the next 12
to 18 months, and that the company's leverage will improve towards
6.3x levels in 2023.

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

Upward pressure can develop on DKT's rating if its operating
performance improves sustainably, leading to stronger credit
metrics, such as Moody's adjusted debt/EBITDA remaining below 6.0x
on a sustained basis, its EBITDA – Capex/interest expense ratio
rises above 1.3x and the company generates sustainable positive
FCF.

DKT's rating could be downgraded if its operating performance
weakens beyond Moody's expectations, including adjusted gross
debt/EBITDA above 7.0x on a sustained basis and an
EBITDA-Capex/interest expense ratio sustainably below 1.0x.

LIST OF AFFECTED RATINGS

Affirmations:

Issuer: DKT Holdings ApS

Probability of Default Rating, Affirmed B3-PD

LT Corporate Family Rating, Affirmed B3

Issuer: DKT Finance ApS

BACKED Senior Secured Regular Bond/Debenture, Affirmed Caa2

Issuer: TDC Holding A/S

Senior Unsecured MTN Program, Affirmed (P)B3

Senior Unsecured Regular Bond/Debenture, Affirmed B3

Outlook Actions:

Issuer: DKT Holdings ApS

Outlook, Changed To Stable From Negative

Issuer: DKT Finance ApS

Outlook, Changed To Stable From Negative

Issuer: TDC Holding A/S

Outlook, Changed To Stable From Negative

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was
Telecommunications Service Providers published in September 2022.

COMPANY PROFILE

DKT Holdings ApS, a company controlled by a consortium of Danish
pension funds Arbejdsmarkedets Tillgspension (ATP), PFA Ophelia
InvestCo I 2018 K/S, PKA Ophelia Holding K/S, and Macquarie
Infrastructure and Real Assets Inc., is the indirect parent of TDC
Holding A/S, the principal provider of fixed-line, mobile,
broadband data and cable television services in Denmark. In the
last twelve months ended September 2022, the company generated
revenue of around DKK16 billion and reported EBITDA of around
DKK6.3 billion.




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F R A N C E
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HERMIONE: Galeries Lafayette Franchises to Go Into Receivership
---------------------------------------------------------------
Lily Templeton at WWD reports that contrary to an earlier interview
of French businessman Michel Ohayon, the 26 Galeries Lafayette
franchises owned by Hermione People & Brands will be placed under
safeguard proceedings.

According to WWD, on Feb. 17, the embattled businessman had told
French regional newspaper Sud Ouest that while the "situation is
healthy," the Galeries Lafayette retail franchise would be placed
under receivership "to protect [it] from any attacks."

A spokesperson for the businessman told the AFP on Feb. 18 that
this was "an error" and that "a petition to for safeguard
proceedings at the commercial court in Bordeaux" had been filed on
Friday and that there was "no defaulting on payments", WWD notes.

The "safeguard" status will allow Hermione People & Brands to
negotiate a restructuring plan under the court's direction, WWD
states.

The interview had been published following a court hearing in the
southern French city of Bordeaux that saw Ohayon's retail property
investment and development group Financiere Immobiliere Bordelaise
go into receivership earlier in the week, WWD relays.

Financiere Immobiliere Bordelaise, or FIB Group, is involved in
high-end hotels and wine production.  It is the owner of properties
such as the Sheraton hotel at Paris' Charles-de-Gaulle airport, the
Waldorf Astoria Trianon Palace in Versailles and the Grand Hôtel
de Bordeaux, operated by the IHG hospitality group.

The three holding companies that own the hotel premises were placed
into administration by the Bordeaux commercial court for defaulting
on a 201-million-euro loan from Bank of China to finance these
acquisitions "from the first instalments of the funding plan", WWD
discloses.

In 2018, FIB's retail arm Hermione People & Brands had bought an
initial 22 stores across France, grouped and operated under the
Hermione Retail umbrella, WWD recounts.  Most recently, it took
over a further French three stores and an outlet, following the
Galeries Lafayette Group's decision to push further into the
franchise model in 2021, WWD relays.




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G E R M A N Y
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AUTONORIA DE 2023: Moody's Assigns (P)B1 Rating to Class F Notes
----------------------------------------------------------------
Moody's Investors Service has assigned the following provisional
ratings to Notes to be issued by Autonoria DE 2023:

EUR[ ]M Class A Asset Backed Notes due January 2043, Assigned
(P)Aaa (sf)

EUR[ ]M Class B Asset Backed Notes due January 2043, Assigned
(P)Aa3 (sf)

EUR[ ]M Class C Asset Backed Notes due January 2043, Assigned
(P)A3 (sf)

EUR[ ]M Class D Asset Backed Notes due January 2043, Assigned
(P)Baa2 (sf)

EUR[ ]M Class E Asset Backed Notes due January 2043, Assigned
(P)Ba1 (sf)

EUR[ ]M Class F Asset Backed Notes due January 2043, Assigned
(P)B1 (sf)

Moody's has not assigned a rating to the Class G Asset Backed Notes
due January 2043 amounting to EUR[ ]M.

RATINGS RATIONALE

The transaction is a six-month revolving cash securitisation of
auto loans extended to obligors in Germany, originated by BNP
Paribas S.A., Niederlassung Deutschland through its Consors Finanz
brand ("Consors Finanz"). BNP Paribas S.A., Niederlassung
Deutschland, acting also as servicer in the transaction, is 100%
owned by BNP Paribas (Aa3/P-1, Aa3(cr)/P-1(cr)).

The portfolio of underlying assets consists of auto loans
originated in Germany. The loans are originated via intermediaries
or directly through physical or online point of sale. The final
portfolio will be selected at random from the portfolio to match
the final note issuance amount. The liquidity reserve will be
funded to 1.55% of the Class A to F Notes balance at closing and
the total credit enhancement for the Class A Notes will be 12.75%.

As of January 31, 2023, the pool had 45,883 loans with a weighted
average seasoning of 2.26 years, and a total outstanding balance of
approximately EUR537 million. The weighted average remaining
maturity of the loans is 60.57 months. The securitised portfolio is
highly granular, with top 10 borrower concentration at 0.28% and
the portfolio weighted average interest rate is 3.86%. The
portfolio is collateralised by 6.6% new cars, 68.4% used or
semi-new cars and 25% recreational vehicles. The ratings are
primarily based on the credit quality of the portfolio, the
structural features of the transaction and its legal integrity.

According to Moody's, the transaction benefits from credit
strengths such as the granularity of the portfolio, good historical
performance, and the financial strength of BNP Paribas Group. BNP
Paribas S.A., Niederlassung Deutschland, the originator and
servicer, is not rated. However, it is 100% owned by BNP Paribas
(Aa3/P-1, Aa3(cr)/P-1(cr)).

However, Moody's notes that the transaction features some credit
weaknesses such as (i) six-month revolving structure which could
increase performance volatility of the underlying portfolio,
partially mitigated by early amortisation triggers, revolving
criteria both on individual loan and portfolio level and the
eligibility criteria for the portfolio, (ii) a fixed-floating
interest rate mismatch as 100% of the loans are linked to fixed
interest rates and the classes A-G are all floating rate indexed to
one month Euribor, mitigated by two interest rate swaps provided by
Consors Finanz and guaranteed by BNP Paribas (Aa3(cr)/P-1(cr),
Aa3/P-1)), (iii) BNP Paribas S.A., Niederlassung Deutschland is an
unrated entity acting both as originator and servicer in the
transaction.

Moody's analysis focused, amongst other factors, on (1) an
evaluation of the underlying portfolio of receivables and the
eligibility criteria; (2) the revolving structure of the
transaction; (3) historical performance on defaults and recoveries
from Q1 2013 to Q4 2022 vintages provided on Consors Finanz's total
book; (4) the credit enhancement provided by excess spread and
subordination; (5) the liquidity support available in the
transaction by way of principal to pay interest for Classes A-F and
a dedicated liquidity reserve only for Classes A-F, and (6) the
overall legal and structural integrity of the transaction.

Moody's determined the portfolio lifetime expected defaults of
2.0%, expected recoveries of 40% and portfolio credit enhancement
("PCE") of 10.0%. The expected defaults and recoveries capture
Moody's expectations of performance considering the current
economic outlook, while the PCE captures the loss Moody's expect
the portfolio to suffer in the event of a severe recession
scenario. Expected defaults and PCE are parameters used by Moody's
to calibrate its lognormal portfolio loss distribution curve and to
associate a probability with each potential future loss scenario in
Moody's cash flow model to rate Auto and Consumer ABS.

Portfolio expected defaults of 2.0% are in line with German Auto
loan ABS average and are based on Moody's assessment of the
lifetime expectation for the pool taking into account (i) historic
performance of the book of the originator, (ii) other similar
transactions used as a benchmark, and (iii) other qualitative
considerations.

Portfolio expected recoveries of 40.0% are in line with German Auto
loan ABS average and are based on Moody's assessment of the
lifetime expectation for the pool taking into account (i) historic
performance of the book of the originator, (ii) benchmark
transactions, and (iii) other qualitative considerations.

PCE of 10.0% is in line with German Auto loan ABS average and is
based on Moody's assessment of the pool taking into account (i) the
above average exposure to loans financing recreational vehicles,
and (ii) the relative ranking to the originator peers in the German
and EMEA auto ABS market. The PCE level of 10.0% results in an
implied coefficient of variation ("CoV") of approximately 63%.

The principal methodology used in these ratings was 'Moody's Global
Approach to Rating Auto Loan- and Lease-Backed ABS' published in
November 2022.

Factors that would lead to an upgrade or downgrade of the ratings:

Factors or circumstances that could lead to an upgrade of the
ratings of the notes would be better than expected performance of
the portfolio together with an increase in credit enhancement of
Notes.

Factors or circumstances that could lead to a downgrade of the
ratings would be (1) worse than expected performance of the
securitised portfolio; or (2) deterioration in the credit quality
of Consors Finanz.


GFK SE: Fitch Keeps 'BB-' LongTerm IDR on Rating Watch Negative
---------------------------------------------------------------
Fitch Ratings has maintained GfK SE's (GfK) Long Term Issuer
Default Rating (IDR) of 'BB-' on Rating Watch Negative (RWN) and
affirmed its senior secured debt at 'BB+'/'RR2'.

The rating reflects GfK's strong financial performance relative to
Fitch's base case, the substantial efficiencies achieved across an
extended period of restructuring that is now ending, and a
deleveraging profile that would support upward pressure on the
rating if not for the higher leverage of the combined group arising
from the proposed business combination with Intermediate Dutch
Holdings (NielsenIQ; B+/Stable).

Compared with its previous rating case, Fitch now anticipates funds
from operations (FFO) gross leverage of 3.7x at end-2022, which is
solid for GfK's standalone rating profile.  The delivery of revenue
growth along with sizeable operating efficiencies, strong margin
expansion, and an end to historically reported one-off items,
underline its view of improved performance visibility.

However, the IDR remains on RWN pending the anticipated closing of
the merger with NielsenIQ. Given change of control provisions in
GfK's loan documentation, management expects that GfK's debt will
be prepaid at or before closing. Resolution of the RWN is expected
on transaction close, at which point Fitch expects to downgrade the
IDR to 'B+'/Stable. Fitch last affirmed NielsenIQ on 30 January
2023 envisaging pro-forma leverage including GfK at 4.6x.

KEY RATING DRIVERS

RWN Reflects Merger: Fitch placed GfK's rating on RWN on July 11,
2022 following the announced business combination with NielsenIQ.
It reflected its view at the time of the announcement that the
combined group's leverage was likely to exceed the parameters for
the current rating. Fitch has since removed NielsenIQ from RWN and
affirmed its ratings on September 2, 2022. However, Fitch continues
to believe that leverage of the combined entity will exceed GfK's
'BB-' leverage threshold.

Change of Control Expected: Fitch believes the transaction will
trigger a change of control in GFK's debt documentation, with
NielsenIQ currently in the process of obtaining finance for the
transaction. Upon transaction close, Fitch expects GfK to have no
material debt outstanding and therefore that Fitch will withdraw
its instrument rating of 'BB+'/RR2. GFK's standalone business and
financial profile support its existing rating, but upon transaction
close Fitch expects to downgrade the IDR to the same level as
NielsenIQ. Its forecasts and rating for NielsenIQ already reflect
the group's larger scale, diversification and higher leverage
following the merger.

Embedded Intelligence: Fitch views GfK's position in market
intelligence and consumer panels, the company's largest and most
profitable segments, in technology and durables (T&D) and
fast-moving consumer goods, as incumbent. These segments show
reasonable underlying growth with trends in T&D likely to be driven
by market expansion, smart design and functional change, which
support insight analytics.

GfK has more than 100,000 partner relationships with retailers
worldwide and a consumer panel network of 1.9 million. These
networks offer high entry barriers. The business shows high
customer retention, with recurring revenue above 80% and contracted
revenue above 60% typically achieved by the second quarter of the
year.

Limited Competitor Overlap: Market intelligence and consumer
insight are fragmented. The top five research providers account for
roughly 25% of the market, while GfK's largest peers, NielsenIQ and
Kantar focus on different segments and geographic reach. Both have
recently undergone ownership changes and are at an earlier stage of
business transformation.

Restructuring Complete: GfK embarked on a transformation of the
business in 2017 under new management. The plan is effectively
complete with headcount reduced by 5,000 to 8,000 full-time
employees, including 6,000 net hires in growth areas. Initiatives
have included office co-location, standardisation/optimisation of
central functions, digitisation and automation as well as an exit
from zero-margin ad-hoc research. gfknewron, its AI driven
analytics platform, was launched in 2020. One-off cost items in
company-reported EBITDA have all but disappeared, with tangible
growth and margin expansion.

Fitch believes the restructuring was vital for GfK's long-term
survival. The business is now in a better position to grow and to
adapt to the evolving challenges of a digital world. The
Fitch-defined EBITDA margin (adjusted for IFRS16 lease expense) has
risen by 8.8pp to 18.9% between 2018 and 2021, with further
expansion to 21% in 2022 assumed in its rating case.

Strong Financials: The company delivered like-for-like growth of
6.8% in FY21 and an adjusted (IFRS16) EBITDA ahead by 6.5% (margin
of 23%); while one-off expenditure fell to EUR36.5 million from
EUR59.4 million. FFO gross leverage was 4.7x at end-2021, providing
headroom compared with a downgrade threshold of 5x. 9M22 results
maintained this momentum, with like-for-like sales up by 5.9% and
an adjusted EBITDA margin of 24.6%, 120bp stronger than the same
period in 2021.

Fitch assumes 2022 revenue growth of 5.1%; margin expansion of
210bp and gross leverage of 3.7x, comfortably below its upgrade
threshold of 4.0x. In the absence of the planned merger, this
performance would support a higher rating.

One-Offs No Longer Obscure Performance: The scale of efficiencies
and associated costs driven by the restructuring have been
substantial, largely comprising employee severance and consulting
fees. One-offs have accounted for a wide gap between reported and
management adjusted EBITDA in historical reporting (2021 reported
EBITDA margin of 19% compared with an adjusted margin of 23%). With
restructuring now effectively complete, Fitch no longer expect this
to be the case.

The company's 9M22 reported margin of 24.8% was slightly ahead of
an adjusted margin of 24.6%, reflecting a positive one-off of
EUR1.3 million. Fitch considers growth and margin visibility to
have improved tangibly since Fitch assigned the rating.

DERIVATION SUMMARY

GfK's peer group includes several business services - data,
analytics and transaction processing (DAP) companies, along with
leveraged online classified advertisers such as Speedster Bidco
GmbH (B/Negative). Within DAP business services Fitch regards IPD 3
B.V. (B/Stable) and NielsenIQ as its closest peers.

NielsenIQ, is far larger, and despite good progress remains at an
earlier stage in its business transformation. Improving margins
remain below that at GfK (EBITDA margin in mid-high teens compared
with GfK's in the low to mid 20s). Forecast pro-forma leverage of
around 4.6x, including the GfK transaction, along with lower
margins than some of its DAP peers, underpins its 'B+' rating.

IPD is also comparable but its business focus is more cyclically
exposed. A spike in gross leverage to 10x, a function of
acquisitions and pandemic effects has been reduced significantly
but at a forecast 6.1x for 2022, leverage is the main driver of its
'B' rating.

Relative to its peer group, GfK has moderate and improving leverage
(2022f of 3.7x) and is well positioned in the provision of
must-have/hard-to-give-up data and data analytics. Its business
performed well throughout the pandemic given a high share of
contracted and recurring revenue, while its market sub-segments
offer growth. Completion of a very sizeable restructuring offers
clearer visibility over future performance, with forecast free cash
flow and deleveraging that would create upward rating pressure in
the absence of the NielsenIQ transaction.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Its Rating Case for the Issuer (GfK
standalone profile):

- 5% revenue growth in 2022-2023, decreasing to 3% in 2024 and
2025

- Fitch-defined EBITDA margin improvement from 21% in 2022 to 24%
in
   2023; stable thereafter

- No significant one-offs

- Minority dividends up to EUR8 million per year

- 4.5% capex intensity in 2022, gradually decreasing to 3.9%
   in 2025

- Common dividends between EUR19 million and EUR24 million in
   2022-2025

- Full repayment of the remainder of Schuldschein loan in 2023

- About EUR300 million of readily available cash on the balance
  sheet, and EUR30 million of restricted cash at end-2022.

- EUR3 million bolt-on acquisitions in 2023, with no further M&A
   activity assumed in the forecast, as this will be at full
   discretion of the new owner, subject to the successful
   completion of the transaction.

RATING SENSITIVITIES

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

- FFO gross leverage (excluding reasonable one-offs) that is
   expected to be managed consistently below 4x (equivalent of
   Fitch-defined EBITDA of 3.7x).

- Operating performance that tracks closely to Fitch's rating
   case of revenue growth and modest margin expansion

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

- Closing of the NielsenIQ transaction within envisaged terms
   at which point Fitch expects to downgrade GfK's IDR to 'B+',

- FFO gross leverage (excluding reasonable one-offs) that is
   expected to trend consistently above 5x (equivalent of
   Fitch-defined EBITDA of 4.7x)

- Meaningful erosion of competitive position evident in
   below-market growth or revenue contraction in an otherwise
   stable market or operating missteps such as major platform
   rewrites with a tangible impact on the EBITDA margin

LIQUIDITY AND DEBT STRUCTURE

Strong Liquidity: GfK has strong liquidity comprising expected
unrestricted cash balance of around EUR300 million at end-2022, and
an undrawn EUR150 million revolving credit facility maturing in
December 2027, which are supported by strong free cash flow
generation. There are no any major debt maturities falling due in
the short term, with the EUR650 million term loan B maturing in
2028.

ISSUER PROFILE

Gfk is the AI-powered intelligence platform and consulting service
for the consumer products industry, globally. The company is
Germany's largest market research institute and has a global
presence in over 60 countries employing 8,000 people.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

There is a pending transaction of GfK being acquired by NielsenIQ,
to be completed in the upcoming months. Fitch expects that GfK's
rating will converge with NielsenIQ's at completion (downgraded by
one notch to 'B+'), so Fitch has maintained the RWN. If not for
this transaction, Fitch would consider positive rating action.

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
   -----------         ------                     --------  -----
GfK SE          LT IDR BB- Rating Watch Maintained            BB-

   senior
   secured      LT     BB+ Affirmed                  RR2      BB+


XSYS GERMANY: Moody's Affirms 'B3' CFR & Alters Outlook to Stable
-----------------------------------------------------------------
Moody's Investors Service changed the outlook on XSYS Germany
Holding GmbH's to stable from positive and affirmed XSYS' long term
corporate family rating and probability of default rating at B3 and
B3-PD respectively. Concurrently, Moody's affirmed the B2 ratings
of XSYS senior secured first lien term loan B and senior secured
first lien revolving credit facility and the Caa2 rating of XSYS'
senior secured second lien term loan.

RATINGS RATIONALE

The stabilization of the outlook reflects Moody's expectation that
the company's deleveraging trajectory, delayed compared to previous
expectations, will result in leverage and coverage metrics in line
with the current B3 rating. Moody's estimates leverage of above
8.5x in 2022 (Moody's adjusted) due primarily to lower demand for
XSYS's plates and sleeves as well as higher input cost, which
contributed to an expected contraction of Moody's adjusted EBITDA
to around EUR65 million from around EUR72 million (pro-forma for
standalone cost) in 2021.

The affirmation of the CFR rating at B3 incorporates expectations
for XSYS' EBITDA to gradually improve during 2023 as price
increases initiated in 2022 support contribution margins and volume
recovers somewhat. Consequently Moody's expects that XSYS Moody's
adjusted gross leverage will decrease to around 8x in 2023 with
further deleveraging in 2024. The company's good liquidity,
including the absence of meaningful maturities prior to 2028 and no
exposure to rising rates until February 2026, also supports the B3.
However, expected EBITDA growth rather than debt reduction will be
the main driver of deleveraging.

XSYS benefits from its potential to capture the underlying growth
of the flexographic printing plate market, which is undergoing a
shift from gravure to flexographic printing technology. Growth
prospects depend primarily on the company's i) continued market
share gains in a steadily but slowly growing market environment and
ii) restoration of profitability to historical levels. These might
prove challenging given the weak macro economic backdrop, with
limited visibility.

The rating and stable outlook also reflect Moody's expectation that
the company will maintain a good liquidity profile, although
Moody's expects elevated capital expenditure related to investments
to improve efficiency of the company's manufacturing facilities to
result in only around break-even free cash flow in 2023.

XSYS's leading positions in the consolidated market for
flexographic printing plates, sleeves and equipment and its good
liquidity support its rating. The strong market position in
combination with the high technological content and mission
critical nature of XSYS products results in a high EBITDA margin,
notwithstanding a decline of EBITDA margins in 2022 compared to
2021. XSYS' high leverage, small scale (revenues of below EUR220
million expected in 2022) and substantial revenue concentration
(ten largest customers accounting for around 31% of revenues and
around 56% of its revenues generated in the EMEA region) all
constrain the rating. These risk factors leave the company's cash
and EBITDA generation vulnerable to event risk such as loss of key
customers or an unfavorable economic environment in any of its key
end-markets.

LIQUIDITY PROFILE

XSYS has good liquidity. As of September 2022 the company had
EUR18.9 million cash on balance sheet and had full availability
under its EUR80 million revolving credit facility, and Moody's
expects positive free cash flow (FCF) in Q4-2022 and at least break
even FCF in 2023.

STRUCTURAL CONSIDERATIONS

The B2 on the EUR435 million senior secured first lien term loan B
and the EUR80 million senior secured first lien RCF is one notch
above the long term corporate family rating. The instrument ratings
reflect the ranking of the senior secured term loan pari passu with
trade payables and the RCF but ahead of the proposed EUR80 million
senior secured second lien term loan, rated Caa2.

ESG CONSIDERATIONS

The main ESG consideration reflected in XSYS' rating is its private
equity ownership and aggressive financial policy, characterized by
high leverage. Concentrated ownership and decision making creates
potential for event risk and decisions that favor shareholders over
creditors.

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

Moody's could upgrade XSYS' ratings if the company reduces its
leverage to materially below 6.5x, demonstrates its ability to
consistently generate FCF/Debt in excess of 5%, and maintains a
good liquidity profile. Furthermore, an upgrade would require
expansion of XSYS' Moody's adjusted EBITDA margin to close to 40%
and evidence of a financial policy aimed at achieving and
maintaining a higher rating.

Moody's could downgrade XSYS' ratings if its liquidity profile
weakens as a result of negative FCF generation or an aggressive
financial policy. A marked weakening of the company's EBITDA margin
would also be negative for the ratings as this could indicate a
loss of the company's strong position in its core market. A failure
to reduce leverage to below 8x on a sustainable basis would also be
negative for the rating.

LIST OF AFFECTED RATINGS:

Issuer: XSYS Germany Holding GmbH

Affirmations:

LT Corporate Family Rating, Affirmed B3

Probability of Default Rating, Affirmed B3-PD

Senior Secured Bank Credit Facility, Affirmed B2

Senior Secured Bank Credit Facility, Affirmed Caa2

Outlook Actions:

Outlook, Changed To Stable From Positive

PRINCIPAL METHODOLOGY

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




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

CVC CORDATUS XXV-A: Fitch Assigns 'B-(EXP)sf' Rating on Cl. F Notes
-------------------------------------------------------------------
Fitch Ratings has assigned CVC Cordatus Loan Fund XXV-A DAC
expected ratings.

The assignment of final ratings is contingent on the receipt of
final documents conforming to information already reviewed.

   Entity/Debt        Rating        
   -----------        ------        
CVC Cordatus
Loan Fund
XXV-A DAC

   A              LT AAA(EXP)sf  Expected Rating
   B-1            LT AA(EXP)sf   Expected Rating
   B-2            LT AA(EXP)sf   Expected Rating
   C              LT A(EXP)sf    Expected Rating
   D              LT BBB-(EXP)sf Expected Rating
   E              LT BB-(EXP)sf  Expected Rating
   F              LT B-(EXP)sf   Expected Rating
   Subordinated   LT NR(EXP)sf   Expected Rating

TRANSACTION SUMMARY

CVC Cordatus Loan Fund XXV-A DAC is a securitisation of mainly
senior secured obligations (at least 96%) with a component of
senior unsecured, mezzanine, second-lien loans and high-yield
bonds. Note proceeds will be used to purchase a portfolio with a
target par of EUR400 million. The portfolio will be actively
managed by CVC Credit Partners Investment Management Limited. The
collateralised loan obligation (CLO) will have a reinvestment
period of about 4.6 years and a seven-year weighted average life
(WAL) test.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch places the
average credit quality of obligors at 'B'/'B-'. The Fitch weighted
average rating factor (WARF) of the identified portfolio is 26.3.

High Recovery Expectations (Positive): At least 96% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch-weighted
average recovery rate (WARR) of the identified portfolio is 61.3%.

Diversified Asset Portfolio (Positive): Exposure to the 10-largest
obligors and fixed-rate assets for assigning the expected ratings
is limited to 20% and 12.5%, respectively, and the transaction has
a maximum seven-year WAL test.

The transaction also includes various concentration limits,
including the maximum exposure to the three-largest Fitch-defined
industries in the portfolio at 40%. These covenants ensure the
asset portfolio will not be exposed to excessive concentration.

Portfolio Management (Neutral): The transaction includes
reinvestment criteria similar to those of other European
transactions. Fitch's analysis is based on a stressed-case
portfolio with the aim of testing the robustness of the transaction
structure against its covenants and portfolio guidelines. The
transaction could extend by one year the WAL test 12 months after
closing if the aggregate collateral balance (defaulted obligations
at Fitch-calculated collateral value) is at least at the target par
and the transaction is passing all tests.

Cash Flow Modelling (Positive): The WAL used for the transaction's
stressed-case portfolio analysis is 12 months less than the WAL
test to account for the strict reinvestment conditions envisaged
after the reinvestment period. These include passing the coverage
test, Fitch WARF test and the Fitch 'CCC' bucket limitation,
together with a gradually decreasing WAL covenant. In Fitch's
opinion these conditions reduce the effective risk horizon of the
portfolio during stress periods.

RATING SENSITIVITIES

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

A 25% increase of the mean default rate (RDR( across all ratings
and a 25% decrease of the recovery rate (RRR) across all ratings of
the identified portfolio would have no impact on the class A notes,
would lead to downgrades of up to two notches for the class B and C
notes, no more than one notch for the class D notes, up to three
notches for the class E notes, and downgrades to below 'B-sf' for
the class F notes.

Downgrades, which are based on the identified portfolio, 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 identified
portfolio than the stressed-case portfolio the class B, D and E
notes each shows a rating cushion of two notches while the class C
and F notes each shows a rating cushion of one notch.

Should the cushion between the identified portfolio and the
stressed-case portfolio be eroded either 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-case portfolio would lead to downgrades of up to
four notches for the rated notes.

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 three notches for the
rated notes, except for the 'AAAsf' rated notes.

During the reinvestment period, upgrades, which are based on the
Fitch-stressed portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining WAL test, leading
to the ability of the notes to withstand larger-than-expected
losses for the remaining life of the transaction. After the end of
the reinvestment period, upgrades may occur in case of stable
portfolio credit quality and deleveraging, leading to higher credit
enhancement and excess spread available to cover losses in the
remaining portfolio.

DATA ADEQUACY

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.

ESCADIA LTD: Dispute Over Examiner Appointment Resolved
-------------------------------------------------------
BreakingNews.ie reports that a High Court dispute over an attempt
by a Musgrave Group company to have an examiner appointed to the
operators of Lanney's Supervalu in Ardee, Co Louth, has been
resolved.

Last December, Musgrave firm Coralfin Ltd petitioned the court for
the appointment, BreakingNews.ie recounts.

Coralfin is a secured creditor, of some EUR15.6 million, in one of
the Lanney operating companies, Escadia Ltd, whose debts are
guaranteed by a second company, Belraine Ltd., BreakingNews.ie
discloses.

Escadia is the sole shareholder in Belraine whose directors are
Margaret and David Lanney, of Nobber, Co Meath.

Coralfin says it took over loans originally made by Anglo Irish
Bank to Escadia and to the Ardee Co-ownership Group (ACG),
BreakingNews.ie notes.

It sought the court protection of an examinership until an
independent expert's report into the future of Escadia and Belraine
was prepared, BreakingNews.ie relays.

Escadia and Belraine opposed the application and said the dispute
should be dealt with through mediation, BreakingNews.ie notes.
They claimed it was an attempt to abuse the court process in an
effort to gain control of the business, according to
BreakingNews.ie.

The application to appoint the examiner was heard last month by Mr
Justice Denis McDonald, BreakingNews.ie discloses.

Coralfin urged the court to make the appointment with the two
operating companies strongly objecting, BreakingNews.ie relates.
Neutral positions were adopted by the ACG and the Revenue
Commissioners who were notice parties, BreakingNews.ie notes.

The judge was due to deliver his decision at the start of this
month when he was told talks were underway to resolve the matter,
BreakingNews.ie discloses.

He adjourned the case until Wednesday, Feb. 8, when he was told it
had been resolved and the petition was being withdrawn.

According to BreakingNews.ie, John Lavelle BL, for Coralfin, said
agreement had been reached between his client and the two operating
companies.

The parties, in doing so, had agreed the petition was properly
brought and there was also agreement that a receiver should be
appointed, counsel said. It was also agreed there should be no
order as to costs, he said, BreakingNews.ie relays.


OAK HILL VI: Moody's Affirms B2 Rating on EUR13.5MM Class F Notes
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the following
notes issued by Oak Hill European Credit Partners VI Designated
Activity Company:

EUR35,550,000 Class B-1 Senior Secured Floating Rate Notes due
2032, Upgraded to Aaa (sf); previously on May 5, 2022 Upgraded to
Aa1 (sf)

EUR10,550,000 Class B-2 Senior Secured Fixed Rate Notes due 2032,
Upgraded to Aaa (sf); previously on May 5, 2022 Upgraded to Aa1
(sf)

EUR26,500,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2032, Upgraded to Aa3 (sf); previously on May 5, 2022
Upgraded to A1 (sf)

Moody's has also affirmed the ratings on the following notes:

EUR259,000,000 (current outstanding amount EUR239,836,878.37)
Class A-1 Senior Secured Floating Rate Notes due 2032, Affirmed Aaa
(sf); previously on May 5, 2022 Affirmed Aaa (sf)

EUR20,000,000 (current outstanding amount EUR18,520,222.27) Class
A-2 Senior Secured Fixed Rate Notes due 2032, Affirmed Aaa (sf);
previously on May 5, 2022 Affirmed Aaa (sf)

EUR23,000,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2032, Affirmed Baa1 (sf); previously on May 5, 2022
Upgraded to Baa1 (sf)

EUR30,600,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2032, Affirmed Ba2 (sf); previously on May 5, 2022
Affirmed Ba2 (sf)

EUR13,500,000 Class F Senior Secured Deferrable Floating Rate
Notes due 2032, Affirmed B2 (sf); previously on May 5, 2022
Affirmed B2 (sf)

Oak Hill European Credit Partners VI Designated Activity Company,
issued in January 2018, is a collateralised loan obligation (CLO)
backed by a portfolio of mostly high-yield senior secured European
loans. The portfolio is managed by Oak Hill Advisors (Europe), LLP.
The transaction's reinvestment period ended in January 2022.

RATINGS RATIONALE

The rating upgrades on the Class B-1, B-2 and C Notes are primarily
a result of a shorter weighted average life of the portfolio,
coupled with the deleveraging of the senior notes following
amortisation of the underlying portfolio since the last rating
action in May 2022.

The affirmations on the ratings on the Class A-1, A-2, D, E and F
Notes are primarily a result of the expected losses on the notes
remaining consistent with their current rating levels, after taking
into account the CLO's latest portfolio, its relevant structural
features and its actual over-collateralisation ratios.

In light of reinvestment restrictions during the amortisation
period, and therefore the limited ability to effect significant
changes to the current collateral pool, Moody's analysed the deal
assuming a higher likelihood that the collateral pool
characteristics would maintain an adequate buffer relative to
certain covenant requirements. In particular, Moody's assumed that
the deal will benefit from a shorter amortisation profile than it
had assumed at the last rating action in May 2022.

The senior Class A-1 and Class A-2 notes have paid down by
approximately EUR19.3 million (6.9%) since the last rating action
in May 2022 and EUR20.6 million (7.4%) since closing. As a result
of the deleveraging, over-collateralisation (OC) has increased
across the capital structure. According to the trustee report dated
January 6, 2023 [1] the Class A/B, Class C, Class D and Class E OC
ratios are reported at 136.72%, 126.26%, 118.40% and 109.34%.
Moody's notes that the January 2023 principal payments are not
reflected in the reported OC ratios.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.

In its base case, Moody's used the following assumptions:

Performing par and principal proceeds balance: EUR420.7m

Defaulted Securities: EUR3.1m

Diversity Score: 57

Weighted Average Rating Factor (WARF): 2886

Weighted Average Life (WAL): 3.9 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.58%

Weighted Average Coupon (WAC): 4.36%

Weighted Average Recovery Rate (WARR): 44.37%

Par haircut in OC tests and interest diversion test: none

The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into its cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
December 2021.

Counterparty Exposure:

The rating action took into consideration the notes' exposure to
relevant counterparties, such as account bank, using the
methodology "Moody's Approach to Assessing Counterparty Risks in
Structured Finance" published in June 2022. Moody's concluded the
ratings of the notes are not constrained by these risks.

Factors that would lead to an upgrade or downgrade of the ratings:

The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.

Additional uncertainty about performance is due to the following:

Portfolio amortisation: the main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.

Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's
over-collateralisation levels. Further, the timing of recoveries
and the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Moody's analysed
defaulted recoveries assuming the lower of the market price or the
recovery rate to account for potential volatility in market prices.
Recoveries higher than Moody's expectations would have a positive
impact on the notes' ratings.

In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.




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

INTERNATIONAL PARK: Fitch Assigns 'B' LongTerm IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has assigned International Park Holdings B.V. a final
Long-Term Issuer Default Rating (IDR) of 'B' with a Stable Outlook.
The issuer is the financing entity that owns PortAventura, the
Spanish theme park and resort operator.  Fitch has also assigned a
final senior secured rating of 'B+'/RR3 to the EUR640 million term
loan B (TLB) borrowed by International Park Holdings B.V.

The assignment of final ratings follows the completion of the amend
and extend (A&E) transaction with final terms in line with its
prior expectations.

The 'B' IDR reflects its assessment of a sustainable business model
supported by strong brand awareness in Spain and other parts of
Europe, a well-invested asset base consisting of the theme park,
on-site hotels and other attractions, which represent relatively
high barriers to entry. Profitability is strong, with
Fitch-adjusted EBITDA margins of around 42% (2022 forecast) and
positive free cash flow generation, despite higher interest costs
following the A&E transaction.

The rating is constrained by the small size of the business versus
wider sector peers and the low diversification of the business as a
single location theme park and resort with high exposure to the
Spanish market (roughly two-thirds of the client base).

The Stable Outlook reflects its view that the group is adequately
positioned to face the mild recessionary environment Fitch expects
for 2023, supported by strong recent bookings and a flexible cost
base. Fitch believes it has adequate liquidity to manage internal
investment needs, the seasonal low point of cash flow in the first
months of the year, as well as higher debt servicing costs.

KEY RATING DRIVERS

Leading Spanish Family Destination Resort: PortAventura is a
one-location entertainment resort comprising three attraction parks
and six on-site hotels in southern Spain. The resort attracts
around 5.1 million visitors per year, making it the most visited
theme park in Spain and fourth biggest in Europe, with good air and
road connections to the resort.

The business is well-invested with almost EUR1 billion of capex
spent since its inception in 1995, including the opening of the
"FerrariLand" theme park in 2017 as well as expansion and regular
refurbishments across its hotel base. Fitch judges barriers to
entry as relatively high, given the large initial investment
capital required to build a theme park resort as well as stringent
safety and regulatory standards.

FCF Supports Investments: Fitch expects PortAventura's underlying
free cash flow (FCF) generation to be positive and forecasts FCF
margins averaging around 4% over the rating horizon (2023-2026).
This is despite higher interest costs, which Fitch projects to rise
from EUR33 million in 2022 to EUR43 million in 2023 following the
recently completed A&E, and will compress FCF.

Nevertheless, Fitch expects PortAventura's expected cash on balance
sheet of around EUR90 million, following the A&E transaction,
together with strong operating cash flow generation as adequate to
cover investments in digitalisation initiatives and new
attractions. Capex is generally high, and Fitch projects EUR40
million per year (around 15%-20% of sales in its projections),
comprising investments in new rides and attractions as well as
hotel refurbishments and a solar panel park in 2022-2024.

Stable Performance Expected in 2023: Fitch expects fairly stable
performance in 2023 on the back of a very strong 2022, supported by
a number of factors: i) continued pent-up demand in the industry as
well as additional opening days during 2023; ii) price rises are
expected to compensate for slightly softening volumes; and iii)
Fitch expects the group to generate additional revenues from its
new asset-light hotel operations business line.

Latest indications are that 4Q22 performance was strong, with a
record quarter for the group. This is despite high levels of
inflation and a weakening economic backdrop, which supports its
overall expectations for flat revenue development in 2023 alongside
a modest decline in EBITDA.

Low Diversification: According to its generic navigator, Fitch
assigns a 'b' diversification score to PortAventura, which reflects
the high concentration of the business, as a single asset located
on the Costa Dorada in Spain. However, the single site location
allows for multiple cost efficiencies across the various parks and
hotels and supports the high group EBITDA margin of over 40%. Most
of PortAventura's visitors are Spanish (over 60%), although this is
slowly diversifying and should proceed on this trajectory thanks to
marketing efforts.

Moderate Cyclicality: Fitch judges PortAventura's end-market demand
to be moderately cyclical, given the discretionary nature of
spending, with exposure to health events and international travel.
However, Fitch thinks that it is somewhat protected versus leisure
industry peers due to its relatively economical price offering
(average day pass of around EUR30) as well as benefiting from the
"staycation effect".

Financial Leverage Commensurate with Rating: Fitch expects
pro-forma EBITDA leverage to be stable at around 6.3x in 2022 and
6.6x in 2023 following the A&E, which is in line with the 'B'
rating. Strong profitability and cash flow generation will support
stable leverage in 2023 through partial repayment of the revolving
credit facility (RCF), despite Fitch's expectations of softening
volumes alongside moderate cost pressure from wage inflation and
increased marketing spend.

Fitch expects EBITDA leverage to trend towards 5.6x by 2025, driven
by a combination of mid-single digit sales growth, gradual margin
expansion and positive FCF that allows further RCF repayments by
2024.

Energy Costs Expected to Fall: Fitch expects energy costs to reduce
in 2023 by about 30% compared with 2022. PortAventura is building a
solar panel park, from which it plans to generate one-third of its
total electricity use from March 2023 when it goes live, and up to
60% from 2024. It has also fixed prices on 40% of the rest of its
energy use for 2023-2025. This will limit the company's exposure to
further energy price increases, following the doubling of the
group's energy costs to EUR12 million in 2022 from EUR6 million in
2019.

DERIVATION SUMMARY

Fitch rates PortAventura based on its Generic Navigator but
compares it with leisure issuers TUI Cruises GmbH (B-/Stable),
Pinnacle Bidco plc (Pure Gym, B-/Stable), Deuce Midco Limited
(David Lloyds, B/Stable), as well as restaurant operator Wheel
Bidco Limited (Pizza Express, B/Negative) and hotel companies NH
Hotels Group S.A. (B/Stable) and Sani Ikos Group S.C.A.
(B-/Negative). While smaller in revenue terms, thanks to a very
high EBITDA margin of around 40%, PortAventura's EUR120 million
EBITDA is comparable with many of these issuers.

Its leverage of around 6.5x is also at the low end of this peer
group and due to more moderate capex requirements, its cash flow
generation has a generally more stable record than that of hotel
companies and TUI Cruises GmbH. However, these other issuers
operate with a wider number of locations and travel destination
offers, while PortAventura's rating is constrained by the single
location of its operations.

Port Aventura benefits from demand for its service being a
low-ticket form of entertainment, similar to restaurants but also a
relatively more efficient and flexible cost base, which makes its
volumes and margins relatively resilient to economic swings. On the
other hand, compared with gym operators, it does not enjoy the
better profit visibility of a subscription-based model.

KEY ASSUMPTIONS

- Revenue growth to slow down to 1.4% in 2023, as marginal
   decline in visits and room nights are offset by some price
   pass through.

- Mid-single-digit revenue growth in 2024-2026, mainly driven
   by increased volume and price. Expansion of international
   visitors, longer opening days and hotel under management
   business will support volume growth.

- Fitch-adjusted EBITDA margin to contract to 40% in 2023 from
   around 43% in 2022 due to cost inflation, before recovering
   towards 42% in 2025.

- Working capital outflows of around 1.5% of sales per year.

- Capital expenditures of EUR57 million in 2022 and around
   EUR40 million per year for 2023-2025. Capex mainly relates to
   investments in new rides and solar panels. Maintenance capex
   accounts for around EUR25 million per year.

- No dividends or M&A

RECOVERY ASSUMPTIONS

Fitch assumes that the company would be reorganised as a
going-concern (GC) in bankruptcy rather than liquidated. In its
bespoke recovery analysis, Fitch estimates GC EBITDA available to
creditors of around EUR90 million. This reflects Fitch's view of a
sustainable, post-reorganisation EBITDA level on which Fitch bases
the enterprise valuation (EV). At the GC EBITDA, the company will
generate low double-digit operating cash flow that would provide no
room for investments in growth capex.

Fitch has applied a 5.5x EV/EBITDA multiple to the GC EBITDA to
calculate a post-reorganisation EV. This multiple reflects the
company's good brand name, well-invested asset base, strong
profitability and high barriers of entry, balanced by relatively
small scale and concentrated geographic location. This is in line
with Pure Gym and 0.5x lower than David Lloyd Leisure, which
benefits from a more diversified portfolio alongside an affluent
membership base that is less sensitive to economic downturn and
lower attrition rates.

PortAventura's upsized EUR640 million senior secured TLB ranks
pari-passu with its EUR52.5 million RCF (pro forma for the
exclusion of EUR10 million maturing in June 2023), which Fitch
assumes to be fully-drawn in a default scenario, but ahead of the
unsecured Institute of Official Credit ('ICO') loan. Fitch has
treated EUR16.5 million drawings under a reverse factoring facility
as unsecured debt. The allocation of value in the debt waterfall
results in senior secured rating of 'B+'/RR3/64% to the EUR640
million TLB.

RATING SENSITIVITIES

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

- A structural strengthening of the business profile, evidenced
   by larger EBITDA and reduced reliance on cash flow generation
   from summer months of operation and admission tickets

- Total debt/EBITDA sustainably below 5.0x and EBITDA interest
   coverage above 2.5x

- FCF margin in mid to high single digits on a sustained basis

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

- Substantial decline in key performance indicators and
   reliance on discounts leading to significant sales decline
   and continued pricing pressure

- Total debt/EBITDA above 6.5x and EBITDA interest coverage
   below 2.0x on a sustained basis

- Declining or weak FCF generation

LIQUIDITY AND DEBT STRUCTURE

Satisfactory Liquidity: PortAventura had cash on balance sheet of
around EUR88 million as of December 2022, with its EUR50 million
RCF fully drawn. Fitch expects PortAventura's liquidity to remain
satisfactory on the back of strong operating cash flow generation
and flexible capex, of which about EUR25 million is related to
maintenance. Following the completion of the A&E with the extension
of the RCF and TLB to June and December 2026, respectively,
PortAventura now has a more comfortable debt repayment profile. It
has also secured additional liquidity from upsizing the TLB by
EUR20 million.

Fitch expects FCF generation to support some RCF repayment over
2023-2024. Fitch expects a total EUR30 million RCF repayment in
2023 (EUR15 million has already been repaid in January, EUR10
million more to be repaid upon maturity in June and Fitch assumes a
further EUR5 million during the year) and assume EUR10 million in
2024 in its rating case. Fitch restricts EUR10 million of cash for
working capital purposes.

ISSUER PROFILE

Portaventura is a family-focused entertainment resort located on
the Costa Daurada, in Spain. The resort includes the largest theme
park in Spain alongside six on-site hotels and other leisure
attractions.

   Entity/Debt             Rating         Recovery     Prior
   -----------             ------         --------     -----
International
Park Holdings
B.V.                LT IDR B  New Rating              B(EXP)

   senior secured   LT     B+ New Rating     RR3     B+(EXP)




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

CEC BANK: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
---------------------------------------------------------
Fitch Ratings has affirmed Romania-based CEC Bank S.A. (CEC)
Long-Term Issuer Default Rating (IDR) at 'BB' with Stable Outlook,
Viability Rating (VR) at 'bb' and Government Support Rating (GSR)
at 'b'.

KEY RATING DRIVERS

CEC's IDRs and VR reflect the bank's moderate, albeit strengthening
business profile, adequate capitalisation and reasonable funding
and liquidity profile. These offset asset quality and profitability
that are weaker than the sector. The bank's risk profile is
commensurate with its relatively simple business model, with
underwriting standards broadly in line with domestic industry
standards, but with somewhat decentralised lending approval,
coupled with relatively unsophisticated risk controls.

Growing Economic Pressures: Romania's rapidly slowing economic
growth, coupled with high inflation and monetary tightening, will
weigh on banking sector performance by limiting lending growth and
exerting pressure on banks' operating expenses. However, improved
interest margins, low unemployment and banks' generally reasonable
underwriting should contain most of these risks. Fitch believes
that the operating environment for banks will be consistent with a
'bb+' score even if there was a one-notch downgrade of the
'BBB-'/Negative Romanian sovereign IDR.

Moderate Business Profile: CEC is a medium-sized commercial bank,
fully owned by the Romanian state. It operates a traditional
universal bank business model with lending skewed towards the
non-retail segment, including sizeable, but reducing exposure to
public-sector entities. The bank is funded predominantly by
granular retail customer deposits.

Reasonable Risk Profile: CEC's risk profile assessment is
commensurate with its relatively simple business model and balances
the bank's quite conservative risk appetite for retail lending
dominated by mortgage loans against a fairly concentrated loan
portfolio of corporate loans. Customer loans accounted for moderate
52% of total assets at end-1H22 and other financial assets mainly
represent Romanian sovereign risk.

Asset Quality Pressures: CEC's key asset quality metrics are weaker
than peers, largely reflecting problem loans in its sizable
corporate/SME loan portfolio. The bank's Stage 3 loan ratio stood
at around 6.5% at 1H22 compared with the peer average of around
3.0%, but includes a large proportion of exposures with no arrears.
Coverage of problem loans is lower than at peers, but at around 80%
is still reasonable considering the highly collateralised nature of
CEC's lending.

Profitability Stabilising: In 1H22, the bank's operating profit to
risk-weighted assets (RWA) declined to just below 1% due to
increased operating expenses and impairment charges, which offset
improvement in revenues on the back of improved margins and higher
business volumes. Fitch believes that operating profitability
improved in 2H22 and reached close to 2.5% for 2022. Fitch expects
it to moderate closer to 2.0% in 2023, mainly due to rising
impairment charges.

Capitalisation Pressured, but Stabilising: CEC's capitalisation
weakened over 1H22 with the common equity Tier 1 (CET1) ratio
falling to 15.9% from around 18.6% at end-2021. The fall was mainly
driven by negative revaluation of sovereign debt holdings and 8%
growth in RWA. Fitch expects the CET1 ratio to have recovered
closer to the end-2021 level at end-2022 and then to stabilise at
around 17%. Regulatory capitalisation is supported by RON1.4
billion (around 6% of end-1H22 RWA) of Tier 2 eligible subordinated
debt held by the Romanian state.

Solid Funding and Strong Liquidity: CEC's funding and liquidity
profile reflects its solid liquidity, and funding predominantly
based on a diversified customer deposit base. Liquidity buffers are
solid and comfortably above the regulatory minimum requirements.
The bank has a stable and granular deposit base, which underpins
its healthy gross loans to customer deposit ratio (about 62% at
end-1H22). However, in its view, its deposit franchise is
moderately weaker than at higher-rated domestic peers. CEC has made
substantial progress in meeting its minimum requirement for own
funds and eligible liabilities (MREL) target.

RATING SENSITIVITIES

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

The bank's ratings would likely be downgraded if its CET1 ratio
weakens below 15% on a sustained basis and impairment charges
increase to an extent that would significantly erode the bank's
operating profitability.

The ratings could also be downgraded if the bank's risk profile
deteriorates due to elevated risk appetite, in particular if the
bank's fast business expansion and lending growth leads to material
weakening of its asset quality.

CEC's VR and IDR could also be downgraded in case of a sharp
deterioration of the operating environment in Romania, although
Fitch believes this risk is currently remote.

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

An upgrade of the bank's ratings is unlikely in the near term
without an upgrade of the Romanian operating environment. A record
of sustained improvement in profitability, underpinned by a
structural improvement of its business profile, while also
converging its asset quality metrics to domestic peers would be
positive for the bank's credit profile.

CEC's GSR reflect Fitch's view that there is a limited probability
of extraordinary support being provided to CEC by the Romanian
state, its 100% owner. Fitch considers that the likelihood of
support is reduced by the Bank Recovery and Resolution Directive
and the Single Resolution Mechanism, which limits the ability for
banks to be supported without the bail-in of senior creditors. Its
view of potential support available to the bank is based on direct,
full and willing state ownership and the bank's significant
presence in underbanked regions of Romania.

The GSR could be downgraded in case the state ownership of CEC
reduces, due to partial or full privatisation of the bank, or if
the sovereign support to the bank is not provided timely when
required.

An upgrade of the bank's GSR is highly unlikely, given existing
resolution legislation.

VR ADJUSTMENTS

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

The asset quality score of 'bb-' has been assigned above the
implied category score of 'b' due to the following adjustment: loan
classification policies (positive).

ESG CONSIDERATIONS

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

   Entity/Debt                      Rating        Prior
   -----------                      ------        -----
CEC Bank S.A.     LT IDR             BB Affirmed    BB
                  ST IDR             B  Affirmed     B
                  Viability          bb Affirmed    bb
                  Government Support b  Affirmed     b




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

REN10 HOLDING: Fitch Gives 'B+(EXP)' Rating on EUR200M Term Loan
----------------------------------------------------------------
Fitch Ratings has assigned Ren10 Holding AB's (Renta; B+/Stable)
EUR200 million senior secured term loan a 'B+(EXP)'/RR4 expected
rating.  The assignment of a final rating is contingent on the
receipt of final documents conforming to information already
received.

KEY RATING DRIVERS

Debt Aligned With IDR: The rating of the senior secured term loan
is aligned with Renta's Long-Term IDR, reflecting Fitch's view that
the likelihood of default is materially similar. The loan will be
guaranteed by group subsidiaries that account for a substantial
majority of Renta's consolidated assets, net sales and EBITDA. The
'RR4' Recovery Rating reflects average recovery expectations. The
term loan's rating will rank pari passu with Renta's existing
senior secured notes and junior to Renta's revolving credit
facility (RCF).

Leverage Remains Acceptable: Fitch expects the proceeds of the loan
to be used to repay amounts drawn under the company's RCF and for
general corporate purposes including financing new acquisitions.
While the issuance will therefore lead to an increase in gross
leverage and delay Renta's previously communicated deleveraging
plan, its post-transaction gross debt/EBITDA ratio should remain
comfortably below Fitch's previously stated downgrade trigger of
5x.

Small but Growing Franchise: The Long-Term IDR reflects Renta's
small but growing equipment rental franchise and solid EBITDA
margin. The rating also considers Renta's post-transaction
leverage, reliance on wholesale-market funding, weak net
profitability with pre-tax losses reported in prior years as well
as exposure to the construction sector.

Limited Economies of Scale: Renta was founded in 2016 as a
greenfield operation in Finland, and has since grown both
organically and via acquisitions to attain a meaningful market
share in Scandinavia, with a smaller presence in other markets.
Renta's modest size and limited economies of scale are reflected in
our assessment of the company profile, which Fitch has identified
as a high-influence factor and is a rating constraint.

RATING SENSITIVITIES

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

The senior secured debt ratings could be downgraded if Renta's
Long-Term IDR was downgraded, e.g. as a result of the following:

- A reduction in EBITDA that leads Fitch to expect a meaningful
   delay to Renta's currently anticipated deleveraging; for
   example, if gross debt-to-EBITDA rises above 5x

- Insufficient liquidity or access to funding to support the
   capex required to maintain an attractive fleet

- Material erosion of earnings, due to fleet-valuation
   impairments or losses on the disposal of used equipment

- An increase in debt senior to the rated instruments could
   lead Fitch to notch the senior secured debt ratings down
   from the Long-Term IDR, on the basis of weaker recovery
   prospects

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

The senior secured debt rating is primarily sensitive to an upgrade
of Renta's IDR, which in turn is principally sensitive to the
following factors:

- Material strengthening of the company's franchise, if in
   conjunction with scale benefits that feed into material
   profitability

- Gross debt-to-EBITDA below 3.5x on a sustained basis
   without deterioration in other financial metrics and
   in conjunction with a materially enlarged franchise

- Should the company introduce a subordinated tranche below
   the rated instruments, Fitch could notch the senior
   secured debt ratings up from the Long-Term IDR, on the
   basis of stronger recovery prospects

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   
   -----------             ------                    --------   
Ren10 Holding AB

   senior secured       LT B+(EXP)  Expected Rating    RR4




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

FERREXPO PLC: Moody's Lowers CFR to Caa3, Outlook Remains Negative
------------------------------------------------------------------
Moody's Investors Service downgraded Ferrexpo plc's corporate
family rating to Caa3 from Caa2 and probability of default rating
to Caa3-PD from Caa2-PD. The outlook on the ratings remains
negative.

The rating action follows Moody's decision on February 10 to
downgrade the Government of Ukraine's foreign and domestic currency
long-term issuer ratings and foreign currency senior unsecured debt
ratings to Ca from Caa3. The outlook on the ratings of the
Government of Ukraine has been changed to stable from negative.
Ukraine's local- and foreign-currency ceilings have been lowered to
Caa3 from Caa2.

RATINGS RATIONALE

The downgrade of Ukraine's ratings to Ca is driven by the increase
in risks to government debt sustainability against the backdrop of
the protracted military conflict with Russia  and its implications
for the economy and public finances. Ferrexpo, with assets mainly
located in Ukraine, is highly exposed to the country's political,
legal, fiscal and regulatory environment. "The rating downgrade of
Ferrexpo reflects the financial and operational challenges the
company continues to face in the midst of the prolonged period of
conflict in Ukraine, including disruption to the workforce and
access to the necessary infrastructure to enable it to freely
export its goods and in the currently extraordinarily stressed
circumstances," says Sebastien Cieniewski, Moody's lead analyst for
Ferrexpo.

However, Ferrexpo's Caa3 CFR, one notch above the rating of
Ukraine, also reflects the company's net cash position with only
limited lease liabilities and no financial debt.

Ferrexpo's revenues decreased to USD2,101 million in the last
twelve months period June 30, 2022 from USD2,518 million in 2021
and underlying EBITDA (as reported by the company) decreased to
USD1,057 million from USD1,439   million during the same period due
primarily to the invasion, including the blockade of Ukrainian
ports and access to the Black Sea, the main export route for the
company before the conflict. Due to logistical constraints,
Ferrexpo increased stock during H1 2022, while balancing working
capital and liquidity in the second half of the year to adjust
output to demand. Ferrexpo also announced in October 2022 that it
had been facing issues due to power supply shortages following the
intensification of Russian missile strikes which damaged the
state-owned electrical infrastructure across Ukraine. Consequently,
Ferrexpo temporarily suspended production and has progressively
restarted it at the beginning of December 2022.

LIQUIDITY

Moody's considers Ferrexpo's liquidity adequate based on cash of
around USD106 million as of the end of 2022, the majority of which
is located in offshore accounts. The rating agency projects a steep
decline in EBITDA for the full year 2022 and 2023. Nevertheless,
Moody's forecasts that Ferrexpo will generate positive free cash
flow (FCF) in 2023 thanks to a significant decrease in capital
expenditures, lower tax paid, a balanced approach towards working
capital and the absence of shareholder distributions. This positive
FCF will help the company to maintain its cash balance, its prime
source of liquidity in the absence of any third-party undrawn
credit lines. Ferrexpo has no significant maturities or meaningful
debt in its capital structure that requires regular interest or
principal payments.  

OUTLOOK

The negative rating outlook reflects the high risks for the credit
profile in the midst of the invasion, including from power supply
shortages and potential disruptions in exports.

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

An upgrade of the ratings at this stage is unlikely absent a change
in the sovereign ratings or ceilings as Ferrexpo's CFR is at the
level of Ukraine's country ceiling. Further downgrade could be
driven by a sovereign downgrade or further weakening in the
companies' credit profile as a result of pronounced physical damage
to assets, market and logistics disruptions, cash flow generation
and impaired liquidity.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Mining
published in October 2021.

COMPANY PROFILE

Headquartered in Switzerland and incorporated in the UK, Ferrexpo
is an iron ore pellet producer with mining and processing assets
located in Ukraine. It exports all of its production abroad.
Ferrexpo operates 2 mines and a processing plant near Kremenchuk in
the centre of Ukraine. Ferrexpo is listed on the London Stock
Exchange, with 50.3% of its shares held by Fevamotinico S.a.r.l, a
holding company owned by Kostyantin Zhevago and two other members
of his family, with the remaining shareholding being free float.




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

KYIV CITY: Moody's Affirms 'Caa3' LT Issuer Ratings, Outlook Neg.
-----------------------------------------------------------------
Moody's Investors Service affirmed the City of Kyiv's and City of
Kharkiv's foreign and domestic currency long-term issuer ratings at
Caa3. The outlooks remain negative. Both cities' Baseline Credit
Assessments (BCAs) are affirmed at caa3.

The rating action follows Moody's decision to downgrade the
Ukrainian government's rating to Ca from Caa3, with a stable
outlook, on February 10, 2023.

The affirmation of the two cities' ratings at Caa3 reflects Moody's
assessment that, despite the protracted military conflict with
Russia, the cities have been able to overall fulfill their
administrative duties and deliver their basic services, while
preserving favourable debt and liquidity profiles. This is
consistent with Moody's assessment that, should the cities default,
the losses to investors will be moderate. Going forward, the
cities' economic bases continue to support their revenue
collection, although it remains significantly weaker than before
the war. On this basis, Moody's has maintained their ratings at one
notch above the Ukrainian government. At the Caa3 rating level,
Moody's expects a recovery in the event of default typically in the
order of 65-80%, which is higher compared to the 35-65% recovery
associated with the Ca rating of the sovereign.

The negative outlooks reflect the high degree of downside risk due
to the social and economic damage that the two cities are incurring
over the protracted military conflict. These could hinder the
cities' ability to meet debt obligations or require them to
implement debt restructuring.

RATINGS RATIONALE

RATIONALE FOR AFFIRMING THE CITIES' Caa3 RATINGS

The Russian military attacks lead to high credit risks for Kyiv and
Kharkiv. Beside the tragic loss of life, the most relevant direct
effects with credit consequences include ongoing physical damage to
public and private real estate and infrastructure, casualties,
displacement of population, and loss of economic activity and
employment.

While it is difficult to assess the future materiality and lasting
impact of the military conflict, the two cities are facing
unprecedented challenges to mitigate the social devastation and
economic disruption. Ongoing military attacks will require high
spending and investment on reconstruction.

In Moody's view, the cities can withstand a prolonged restriction
of market access because they both have no significant funding
requirements, very low direct debt levels and currently adequate
liquidity reserves to manage their spending requirements and
service their debt. Currently, all outstanding direct debt is in
local currency. Moody's also notes that both cities potentially
benefit from external humanitarian, technical and financial support
provided by international institutions or other government
initiatives.

These credit positive aspects support Moody's assessment of a lower
probability of default and potentially higher recovery rates in a
case of default for the two cities than for the Government of
Ukraine (Ca stable). Moody's notes that there is no indication of
central government aiming for detrimental decisions affecting
cities' financials. Both cities have made regular debt repayments
over the last year, indicating their willingness and capacity to
continue to service and repay existing debt. While the cities
continue to manage public administration and services overall, the
nature and level of services has been significantly impaired
compared to before the military attack. Tax collection rates are
significantly lower although they have most recently recovered
slightly thanks to the partial return of displaced population to
the cities. Moody's notes that both cities are able to execute
financial operations, allowing them to service their future debt
payment obligations.

Before the military conflict, the City of Kyiv benefited from its
relatively wealthy economy and solid demographics, its strong
financials allowing for significant infrastructure spending and low
debt burden expected at about 10% of operating revenues as of
year-end 2022. Thanks to considerable liquidity reserves and the
halt of initially planned investments when military attacks
started, the city is still able to manage its spending
requirements, including its debt service. Moody's estimates that
its 2022 financial result was balanced. The city's 2023 budget plan
indicates a balanced result, which Moody's deems its baseline
scenario.

Similarly, the City of Kharkiv benefited from its relatively
developed economy and good infrastructure before the war. Due to
its geographic location in the eastern part of the country,
however, it is somewhat more exposed to Russian missile attacks.
Nevertheless, it only expects a moderate deficit in its 2022
financial results and could maintain balanced 2023 financial
accounts, as indicated by their budget plan. The city's management
was able to adapt budget execution and to halt previously planned
investments over the past year. Liquidity was used to repay
maturing debt in 2022, and the remaining direct debt as of year-end
2022 is very low at below 10% of operating revenues.

The Caa3 ratings also take into account a low level of
extraordinary support from the Ukrainian Government for both the
City of Kyiv and the City of Kharkiv.

RATIONALE FOR THE NEGATIVE OUTLOOKS

The negative outlooks on Kyiv and Kharkiv reflect the risks
associated with a continuation of the military conflict with severe
economic and fiscal damage for the two cities. Moody's expects
ongoing credit negative effects from tax shortfalls caused by
losses in the economic activity and displacement of population, in
combination with additional costs to mitigate social and economic
needs. Moody's expects that the two cities will be facing more
difficult financial conditions including a lack of market access
and potential debt restructuring in an adverse scenario. Once the
military conflict ends, the cities will have a high need to finance
reconstruction efforts, putting financial and liquidity profiles,
as well as debt service capacity, under pressure.

ENVIRONMENTAL, SOCIAL, GOVERNANCE CONSIDERATIONS

KYIV

The City of Kyiv's ESG Credit Impact Score is very highly negative
(CIS-5), reflecting moderately negative exposure to environmental
risk, highly negative exposure to social risks, along with very
highly negative governance risk. These exposures are not
sufficiently mitigated by financial resilience and federal
government support.

The E issuer profile score is moderately negative (E-3), reflecting
neutral-to-low exposure to carbon transition risks and moderately
negative risks for the remaining environmental risk factors.

The highly negative S issuer profile score (S-4) reflects highly
negative risk for demographics as well as labor and income mainly
reflecting the economic damages resulting from the current military
conflict and related displacement of population. Moreover, health
and safety conditions have significantly weakened and access to
basic services will remain disrupted. Moody's also assesses
moderately negative risks for education and housing.

The very highly negative G issuer profile score (G-5) reflects a
significantly impaired institutional structure which, as a result
of the military conflict, will heavily impact intergovernmental
relationships, weaken management capacity and effectiveness
including budget management.

KHARKIV

The City of Kharkiv's ESG Credit Impact Score is very highly
negative (CIS-5), reflecting highly negative exposure to
environmental risk, highly negative exposure to social risk, along
with very highly negative governance risk. These exposures are not
sufficiently mitigated by financial resilience and central
government support.

The E issuer profile score is highly negative (E-4), reflecting
highly negative risk exposure to physical climate risk including
elevated heat stress and significant pressure on municipal water
systems.

The highly negative S issuer profile score (S-4) reflects primarily
the highly negative risk for demographics as well as labor and
income, mainly reflecting the economic damages resulting from the
current military conflict and the related displacement of
population. Moreover health and safety conditions have
significantly weakened and access to basic services will remain
disrupted. Moody's also assesses moderately negative risks for
education and housing.

The very highly negative G issuer profile score (G-5) reflects a
significantly impaired institutional structure which, as a result
of the military conflict, will heavily impact intergovernmental
relationships, weaken management capacity and effectiveness
including budget management.

The sovereign action on Ukraine published on February 10, 2023
required the publication of these credit rating actions on a date
that deviates from the previously scheduled release date in the
sovereign release calendar.

The specific economic indicators, as required by EU regulation, are
not available for City of Kyiv and City of Kharkiv. The following
national economic indicators are relevant to the sovereign rating,
which was used as an input to this credit rating action.

Sovereign Issuer: Ukraine, Government of

GDP per capita (PPP basis, US$): 14,326 (2021) (also known as Per
Capita Income)

Real GDP growth (% change): 3.4% (2021) (also known as GDP Growth)

Inflation Rate (CPI, % change Dec/Dec): 10% (2021)

Gen. Gov. Financial Balance/GDP: -3.3% (2021) (also known as Fiscal
Balance)

Current Account Balance/GDP: -1.9% (2021) (also known as External
Balance)

External debt/GDP: 64.8% (2021)

Economic resiliency: caa1

Default history: At least one default event (on bonds and/or loans)
has been recorded since 1983.

SUMMARY OF MINUTES FROM RATING COMMITTEE

On February 09, 2023, a rating committee was called to discuss the
rating of the City of Kyiv and City of Kharkiv. The main points
raised during the discussion were: The issuers' fiscal or financial
strength, including their debt profile, have not materially
changed. Other views raised included: The issuers' governance and
management have not materially changed.

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

An upgrade of the two cities' ratings is unlikely given the
negative outlook.

Conversely, downward pressure could be exerted on the ratings in
case of increased likelihood of defaults and severe losses for
creditors, following more severe economic and social crises than
currently assumed, resulting in a strained liquidity situation.

Severe disruption of cities' administration or indication for
potential debt restructuring in the future, could also result in a
lower rating.

The principal methodology used in these ratings was Regional and
Local Governments published in January 2018.


METINVEST BV: Moody's Affirms 'Caa3' CFR, Outlook Remains Negative
------------------------------------------------------------------
Moody's Investors Service affirmed Metinvest B.V.'s Caa3 corporate
family rating, Caa3-PD probability of default rating, and Caa3.ua
national scale rating (NSR) corporate family rating. The outlook on
Metinvest's ratings remains negative.

The rating action follows Moody's decision on February 10 to
downgrade the Government of Ukraine's foreign and domestic currency
long-term issuer ratings and foreign currency senior unsecured debt
ratings to Ca from Caa3. The outlook on the ratings of the
Government of Ukraine has been changed to stable from negative.
Ukraine's local- and foreign-currency ceilings have been lowered to
Caa3 from Caa2.

RATINGS RATIONALE

The downgrade of Ukraine's ratings to Ca is driven by the increase
in risks to government debt sustainability against the backdrop of
the protracted military conflict with Russia and its implications
for the economy and public finances. Metinvest has a significant
portion of its assets in Ukraine and continues to face financial
and operational challenges in the midst of the invasion, including
damages to its assets, disruption to the workforce, and reduced
access to the necessary infrastructure to freely export its goods
in the currently extraordinarily stressed circumstances. "However,
the affirmation of the CFR at one notch above the rating of Ukraine
reflects Moody's expectation that Metinvest will benefit from an
adequate liquidity position over the next 12-18 months supported
among others by its operating assets outside of Ukraine, including
in the US, the UK, and EU," says Sebastien Cieniewski, Moody's lead
analyst for Metinvest.

Metinvest's revenue and adjusted EBITDA (as reported by the
company) in the first half of 2022 fell 38% and 55% compared to the
prior year, and Moody's projects a further significant decline in
revenue and EBITDA in full year 2022 and in 2023 as the company
faces continued disruption. Production at the company's Mariupol
and Avdiivka facilities has not restarted following damages
sustained after the invasion of Ukraine and the temporary loss of
control of certain Mariupol assets. The suspension of operations in
the aforementioned facilities along with Russia's naval blockade of
Ukraine's ports on the Black Sea, contributed to a decline in
product shipments in the first half of 2022. Metinvest also scaled
down production operations in Ukraine during the second half of the
year as a result of the accumulation of stock by the end of H1
2022. Metinvest's production volumes will remain constrained in
2023 by the availability of power supply.

LIQUIDITY

Moody's considers Metinvest's liquidity adequate based primarily on
its cash balance and expectations for positive free cash flow
(FCF). Metinvest had USD460 million cash as of June 30, 2022 and
management indicated that its cash balance was at least USD460
million as of the end of Q3 2022, with the majority denominated in
hard currencies, including USD and EUR. Despite the projected
decline in EBITDA in 2023, the rating agency projects positive FCF
thanks to a significant decrease in capital expenditures and the
expected absence of shareholder distributions. The cash balance and
positive FCF would enable the company to repay USD145 million of
notes due April 2023 which were outstanding as of December 29,
2022, while also maintaining a good level of cash throughout 2023.
Given it does not have access to any committed third-party undrawn
credit lines, Metinvest must maintain a large amount of cash to
fund its operations.

OUTLOOK

The negative rating outlook reflects the high risks for the credit
profile in the midst of the invasion, including from power supply
shortages and potential disruptions in exports, and the potential
for a debt restructuring that results in less than full recovery
for bondholders.

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

An upgrade of the ratings at this stage is unlikely absent a change
in the sovereign ratings or ceilings as Metinvest's CFR is at the
level of Ukraine's country ceiling. Downward pressure on the
ratings could be driven by a sovereign downgrade or further
weakening in the company's credit profile as a result of pronounced
physical damage to assets, market and logistics disruptions, cash
flow generation and impaired liquidity. Liquidity erosion would
likely raise the likelihood of default, which could also result in
downward pressure, as would an expectation for lower recovery for
bondholders in the event of a default.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Steel published
in November 2021.

COMPANY PROFILE

Metinvest, registered in the Netherlands, is the parent company of
a vertically integrated steel and mining group with assets in
Ukraine, the European Union (EU), the UK and the US. owning assets
in each link of the production chain from iron ore mining, coking
coal mining and coke production, through to semi-finished and
finished steel production. The steel products, iron ore, coke and
metallurgical coal are sold on both the Ukrainian and worldwide
markets. Metinvest's major shareholders are System Capital
Management (71%), a vehicle owned by Mr. Rinat Akhmetov, and SMART
group (24%).


[*] Moody's Takes Actions on 7 Ukrainian Banks
----------------------------------------------
Moody's Investors Service, on Feb. 14, 2023, took rating actions on
seven Ukrainian banks, following the downgrade of Ukraine's
sovereign rating to Ca from Caa3. The rating outlook on the seven
banks' long-term ratings remains negative.

Specifically, Moody's has:

-- Downgraded to ca from caa3 the Baseline Credit Assessments
(BCAs) and Adjusted BCAs of five banks (Bank Vostok PJSC, Pivdennyi
Bank, JSCB, Privatbank, Savings Bank of Ukraine, TASCOMBANK JSC)
and affirmed the ca BCA and Adjusted BCA of one bank
(Ukreximbank);

-- Downgraded to ca from caa3 the BCA and to caa3 from caa2
Adjusted BCA of one bank (JSC "Raiffeisen Bank");

-- Affirmed the Caa3 local and foreign currency long-term bank
deposit ratings of six banks (Bank Vostok PJSC, Pivdennyi Bank,
JSCB, Privatbank, Savings Bank of Ukraine, TASCOMBANK JSC,
Ukreximbank) and downgraded to Caa3 from Caa2 the local and foreign
currency long-term bank deposit ratings of one bank (JSC
"Raiffeisen Bank");

-- Affirmed the Caa3 long-term foreign currency senior unsecured
debt ratings of two banks (Savings Bank of Ukraine and
Ukreximbank);

-- Affirmed the NP short-term Counterparty Risk Ratings (CCRs), NP
short-term bank deposit ratings and NP(cr) short-term Counterparty
Risk Assessments (CR Assessments) of seven banks.

A list of Affected Credit Ratings is available at
https://bit.ly/3RZVFMO

RATINGS RATIONALE

The rating action was prompted by the protracted military conflict
with Russia, which will continue to have a severe impact on
Ukraine's economic conditions and banks' operating environment and
will likely to pose long lasting challenges to Ukraine's economy,
increasing risks to government debt sustainability.

The downgrade of the BCAs of six Ukrainian banks to ca from caa3 is
driven by the downgrade of the Government of Ukraine senior
unsecured debt ratings to Ca from Caa3, reflecting the Ukrainian
banks' large direct exposure to domestic government debt and high
dependence of their businesses on the domestic macroeconomic
environment. The high correlation of banks' creditworthiness to
that of their national government ultimately links and constrains
their BCAs to the same level as the country's sovereign rating.

The affirmation of Caa3 local and foreign currency bank deposit
ratings of six banks and Caa3 foreign currency senior unsecured
debt ratings of two banks reflects Moody's expectation that the
banking system will remain operational despite the current highly
challenging operating environment. In particular, Moody's expects
that, in case of need, banks will receive liquidity support from
the National Bank of Ukraine. As a result, the banks are expected
to have sufficient access to foreign currency liquidity to repay
their cross-border obligations. While high solvency risks have been
captured in the banks' BCAs of ca, the risks for depositors and
senior creditors are somewhat offset by the banks' still sufficient
liquidity. As a result, the expected loss on the banks' deposit and
debt obligations remains compatible with a Caa3 rating level, one
notch higher than their ca BCAs.

The downgrade of JSC "Raiffeisen Bank's" local and foreign currency
bank deposit ratings by one notch to Caa3 from Caa2 is driven by
the downgrade of the bank's BCA to ca from caa3 and Adjusted BCA to
caa3 from caa2. The bank's caa3 Adjusted BCA and Caa3 local and
foreign currency bank deposit ratings benefit from one notch of
uplift from its BCA of ca, owing to Moody's assessment of moderate
probability of support, in case of need, from its parent,
Raiffeisen Bank International AG (long-term bank deposits A2 /
senior unsecured A2 Stable, BCA baa3).

The downgrade of the six banks' long-term CR Assessments to
Caa3(cr) and the long-term CRRs to Caa3 from Caa2 was driven by the
lowering of Ukraine's country ceilings to Caa3 from Caa2.

The affirmation of Caa3.ua long-term bank deposit National Scale
Ratings (NSRs) of the four banks is driven by the affirmation of
those banks' local currency bank deposit ratings. The downgrade of
JSC "Raiffeisen Bank's" bank deposit NSR to Caa2.ua from B3.ua is
driven by the downgrade of the bank's local currency bank deposit
rating to Caa3 from Caa2 and reflects the relative positioning of
the bank's credit profile among the local peers, considering
Moody's assessment of affiliate support incorporated in deposit
ratings.

RATING OUTLOOK

The negative outlook on the banks long term deposit and debt
ratings reflects the extremely difficult and deteriorating
operating environment for banks with the high degree of uncertainty
around how the invasion of Ukraine will evolve in the next 12-18
months. A more protracted military conflict could result in a
significant increase in liquidity pressures and increased solvency
and operational risks.

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

A positive rating action on the banks' ratings is currently
unlikely, given the negative outlook on these ratings. However, the
outlook could be changed to stable in case of stabilisation of the
operating environment and economic conditions in Ukraine which
would ease pressure on the banks credit profiles. The ratings could
be downgraded in the event of a further deterioration of the banks'
operating environment which could lead to increased solvency risk
and higher losses for creditors than implied by a Caa3 rating.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Banks
Methodology published in July 2021.




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

CARILLION PLC: KPMG Settles Liquidators' GBP1.3-Bil. Lawsuit
------------------------------------------------------------
Tamlyn Jones at BusinessLive reports that big four financial
services firm KPMG has reached an agreement in a GBP1.3 billion
lawsuit brought by liquidators of collapsed construction and
outsourcing giant Carillion.

The lawsuit relates to audits of Wolverhampton-based Carillion's
accounts by KPMG between 2014 and 2016, BusinessLive notes.

It was launched by the Official Receiver last year after the
finance firm was accused of missing "red flags" during its audits
of the construction giant, BusinessLive recounts.

According to BusinessLive, the receiver is trying to recoup losses
on behalf of Carillion's creditors which are owed money in the wake
of its collapse in January 2018 under a mountain of debt estimated
at GBP7 billion.

KPMG was reportedly paid GBP29 million for conducting audits of
Carillion's accounts over 19 years but creditors have claimed the
listed group paid out GBP210 million in dividends despite racking
up massive losses because it relied on these audits by KPMG,
BusinessLive discloses.  No terms of the settlement have been
disclosed, according to BusinessLive.

Around 3,000 jobs were lost and it was considered one of the worst
failures in UK corporate history.

Last July, KPMG was fined GBP14.4 million over its reports to
accounting regulator The Financial Reporting Council (FRC) related
to its audit of Carillion and four of the firm's former staff were
kicked out of the Institute of Chartered Accountants in England and
Wales for between seven and ten years, BusinessLive relates.

The fines related to dealings between KPMG and the FRC during
routine inspections of the audit of Carillion's accounts for 2016
and those of London IT firm Regenersis for 2014, BusinessLive
discloses.

Separately, The FRC is still investigating KPMG and former
directors of Carillion about these audits and the 2016 accounts,
BusinessLive relays.


MARKET HOLDCO 3: Moody's Cuts CFR to B2 & Alters Outlook to Neg.
----------------------------------------------------------------
Moody's Investors Service has downgraded the corporate family
rating and the probability of default rating of Market Holdco 3
Limited, a holding company formed to effect the acquisition of Wm
Morrison Supermarkets Limited (Morrisons), to B2 from B1 and to
B2-PD from B1-PD respectively.

At the same time, Moody's has downgraded Morrisons' backed senior
unsecured MTN programme rating to (P)B2 from (P)B1 and affirmed the
(P)NP backed other short-term MTN programme rating. The rating
agency has also downgraded to B2 from B1 the ratings of the
following existing debt instruments: 1) the backed senior unsecured
ratings of all the bonds issued under the programme by Wm Morrison
Supermarkets Limited, 2) the backed senior secured bank credit
facilities issued by Market Bidco Limited, and 3) the backed senior
secured notes issued by Market Bidco Finco Plc. The GBP1.2 billion
privately placed backed senior unsecured notes issued by Market
Parent Finco Plc were downgraded to Caa1 from B3. Around GBP83
million of the bonds issued under the MTN programme remain
outstanding following the completion of a tender offer previously
launched by Clayton Dubilier & Rice, LLC (CD&R). The outlook on all
ratings has changed to negative from stable.

The downgrade of Morrisons' CFR to B2 from B1 was triggered by the
company's operating underperformance in fiscal 2022, ended October
30 and resultant weak credit metrics. Leverage, measured in terms
of Moody's adjusted gross debt to EBITDA, stood at 9.1x at October
30, 2022. Moody's also anticipates that over the next 12-18 months,
although improving from recent levels, leverage will remain
significantly above the agency's expectation of leverage below 6.5x
for the B1 rating previously assigned.

RATINGS RATIONALE

The B2 CFR of Morrisons reflects its entrenched market position in
the stable, albeit competitive, UK grocery sector, its relatively
greater exposure to stable food sales compared to peers, and its
experienced management team. It also considers the company's
relatively smaller scale and greater loss of market share to the
discounters during the first half of fiscal 2022 compared to the
other three "Big Four" UK grocers.

The company's operating performance during fiscal 2022 was
negatively impacted by lower sales (-4.2% like-for-like year on
year excluding fuel) and higher input costs - including
commodities, energy, wages and transportation, only partly offset
by higher fuel margins and cost savings, resulting in lower profit
and free cash flow generation compared to fiscal 2021 and Moody's
prior expectations.

The decline in Morrisons' sales has slowed down in the last quarter
of fiscal 2022 (-2.0% like-for-like excluding fuel) and its market
share has stabilised, according to Kantar Worldpanel's publicly
available information, and the important three week period up to
Christmas saw sales increase by 2.5%. Both trends suggest greater
stability of the company's sales going into fiscal 2023, leading to
a recovery of profits through operating leverage, pass-through of
higher input costs, and achievement of synergies and efficiencies.

In terms of profitability, Moody's base case assumes underlying
operating margins of 1.5% and 1.7% and absolute underlying
operating profit of around GBP290 million and GBP340 million in the
next two fiscal years respectively. This compares with
Moody's-adjusted underlying operating profit of GBP240 million in
fiscal 2022, for a related margin of 1.3%.

Leverage, measured in terms of Moody's-adjusted gross debt to
EBITDA, stood at 9.1x at the end of fiscal 2022, based on
Moody's-adjusted gross debt of GBP7.5 billion and Moody's-adjusted
EBITDA of GBP828 million. Moody's-adjusted EBITDA includes addbacks
of GBP92 million (transaction costs) related to the acquisition of
McColl's Retail Group (McColl's) and GBP105 million (impairments
and provisions), which are non-recurring. Moody's currently expects
leverage to reduce to around 8x and 7.5x in fiscal 2023 and 2024,
respectively, from low-to-mid single-digit percentage sales growth
driven by exposure to the convenience channel and fuel sales.

The expected reduction in leverage will be driven by EBITDA growth
and a reduction in gross debt through the repayment of the drawn
revolving credit facility. Moody's currently anticipates EBITDA (on
a Moody's adjusted basis) of around GBP875 million and GBP925
million in fiscals 2023 and 2024, respectively. Profit growth over
the next two years will be hampered by restructuring and other
exceptional costs, relating to the integration of McColl's and the
implementation of the synergy and efficiency programme, that
Moody's does not adjust for and models at GBP40-45 million per
annum. Free cash flow is expected to be positive in each of the
next two fiscal years, amounting to 1.5%-3.0% of Moody's-adjusted
debt.

Morrisons' ESG Credit Impact Score is highly negative (CIS-4). This
reflects Moody's assessment that ESG attributes are overall
considered to have a high impact on the current rating driven by
high governance risk exposures including an aggressive financial
strategy, high leverage, and its majority private equity ownership.
As a grocer, Morrisons has moderate environmental and social risk
exposures mainly owing to carbon transition and customer relations
risks.

LIQUIDITY

Moody's considers Morrisons' liquidity profile to be adequate, with
GBP287 million of cash on balance sheet and GBP470 million
available under its GBP1,000 million backed senior secured
revolving credit facility (RCF) as at end October 2022. Morrisons'
substantial portfolio of freehold properties can constitute an
alternate source of liquidity through sale-and-leaseback
transactions, subject to the limits of its secured debt
arrangements.

STRUCTURAL CONSIDERATIONS

The outstanding senior secured debt is rated at the same level as
the CFR. This reflects the relatively limited amount of unsecured
debt below it in the capital structure, the high leverage before
the subordinated debt, a large trade creditors balance, and the
overall weak positioning of the rating in the B2 rating category.
The unsecured debt is rated two notches below the CFR reflecting
their subordination in the company's capital structure.

OUTLOOK

The negative outlook reflects Moody's expectation that Morrisons'
debt metrics (on a Moody's adjusted basis) could remain weak for
the B2 rating, although improving from current levels.

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

Although unlikely at this stage, the ratings could be upgraded if
Moody's-adjusted leverage reduces sustainably below 6x, with a
clear financial policy in line with lower leverage. An upgrade
would also require interest coverage on a Moody's adjusted basis -
calculated both in terms of EBIT to Interest expenses and in terms
of Cash from Operations (CFO) to (Interest expenses plus capital
spending) improving towards 2x, free cash flow to debt in mid
single-digits in percentage terms and at least adequate liquidity.

The ratings could be downgraded if (i) leverage fails to reduce
towards 7x on a Moody's-adjusted basis over the next 12-18 months,
or (ii) if interest coverage ratios fail to improve towards 1.5x,
or (iii) if the company generates negative free cash flows (also on
a Moodys adjusted basis). A downgrade could ensue also in case the
company fails to maintain at least adequate liquidity.

LIST OF AFFECTED RATINGS

Downgrades:

Issuer: Market Bidco Finco Plc

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

Issuer: Market Bidco Limited

BACKED Senior Secured Bank Credit Facility, Downgraded to B2 from
B1

Issuer: Market Holdco 3 Limited

Probability of Default Rating, Downgraded to B2-PD from B1-PD

LT Corporate Family Rating, Downgraded to B2 from B1

Issuer: Market Parent Finco Plc

BACKED Senior Unsecured Regular Bond/Debenture, Downgraded to Caa1
from B3

Issuer: Wm Morrison Supermarkets Limited

BACKED Senior Unsecured MTN Program, Downgraded to (P)B2 from
(P)B1

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

Affirmations:

Issuer: Wm Morrison Supermarkets Limited

BACKED Other Short Term, Affirmed (P)NP

Outlook Actions:

Issuer: Market Bidco Finco Plc

Outlook, Changed To Negative From Stable

Issuer: Market Bidco Limited

Outlook, Changed To Negative From Stable

Issuer: Market Holdco 3 Limited

Outlook, Changed To Negative From Stable

Issuer: Market Parent Finco Plc

Outlook, Changed To Negative From Stable

Issuer: Wm Morrison Supermarkets Limited

Outlook, Changed To Negative From Stable

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Retail
published in November 2021.

COMPANY PROFILE

Morrisons is the fourth-largest grocer by sales in the UK, behind
Tesco Plc (Baa3 stable), J Sainsbury plc and Asda (Bellis Finco
PLC, B1 stable). The company is focused on fresh food at affordable
prices, and this positioning is supported by its significant
manufacturing capabilities. The company generated revenue of
GBP18.5 billion in the last twelve months period ended October 30,
2022, of which GBP4.0 billion were fuel sales.


SOVA: Administrators Seek UK Court Nod to Sell Russian Securities
-----------------------------------------------------------------
Naomi Rovnick and Kirstin Ridley at Reuters report that
administrators of Sova Capital, a collapsed London broker formerly
controlled by Russian banker Roman Avdeev, are seeking UK court
approval to sell a pile of Russian securities to Avdeev in a
complex and novel attempt to shift illiquid Russian assets.

The case illustrates how Russian and offshore owners of assets
rendered almost impossible to trade by war-related sanctions are
testing exit routes a year on from the start of the conflict.

According to Reuters, lawyers for Teneo, Sova's administrators, on
Feb. 20 told Britain's High Court that Mr. Avdeev, the broker's
former controlling shareholder, plans to swap a GBP233 million
(US$280.30 million) creditor claim he has against Sova in return
for a discounted purchase of its portfolio of Russian securities,
valued in court filings at a notional GBP274 million.

Teneo lawyer Mark Phillips told the court that the portfolio of
Russian stocks had become "trapped" inside Sova, which had offered
foreign investors access to Russian markets, Reuters relates.  It
went into special administration as a barrage of sanctions hit
businesses with Russian ties last year, Reuters recounts.

"There is a substantial portfolio of Russian securities," Mr.
Phillips, as cited by Reuters, said, "significantly impacted by
legal restrictions and sanctions imposed by authorities around the
world."

Mr. Phillips said rules such as Moscow's ban on institutions from
nations that have imposed sanctions on Russia from trading on the
country's stock market had prevented Teneo from selling Sova's
Russian securities on the Russian exchange, Reuters notes.

Teneo last year approached potential buyers of the securities
including Goldman Sachs, JP Morgan, Citigroup and distressed debt
investment funds but did not receive adequate interest, he added,
Reuters relays.

Russian financial institutions, meanwhile, were mostly "subject to
sanctions or asset freezes," which severely limited the "universe
of potential buyers," Reuters quotes Mr. Philips as saying.

That meant Mr. Avdeev's offer, made by a vehicle controlled by the
Russian banker, was "the only alternative," Mr. Phillips added.

Posing an obstacle to Avdeev's proposal, another Russian creditor
of Sova filed an objection to the court on the basis that Avdeev's
credit bid should not be permitted under UK insolvency laws,
Reuters discloses.

Russian businessman Boris Zilbermints, who has made a rival GBP125
million cash offer to the administrators, urged the court not to
approve the Dominanta transaction, Reuters relates.

The proposed deal, Mr. Zilbermints said, would lead to an
"unprecedented contravention of creditors’ rights to equal
treatment" and urged Teneo to continue exploring the possibility of
selling the Russian securities for cash, according to court
filings, Reuters notes.

According to Reuters, international investors have been stranded
with Russian stocks and bonds worth tens of billions of dollars
when they were freely tradable.

Lawyers expect wealthy individuals and institutions to continue
seeking court approval for ways of exiting Russian investments
while complying with sanctions, Reuters discloses.


TOLENT: Former Employees Mull Legal Action Following Collapse
-------------------------------------------------------------
Grant Prior at Construction Enquirer reports that former staff at
Tolent are considering legal action against the collapsed
contractor.

Legal firm Aticus Law said it has been approached by ex-Tolent
staff looking to make a claim for a protective award where they
could claim compensation of up to 90 days pay, Construction
Enquirer relates.

The whole Tolent group was placed in the hands of administrators
Interpath Advisory last week with 313 staff made redundant,
Construction Enquirer discloses.

Workers told Aticus Law they were let go with immediate effect
during a company-wide meeting on Feb. 13, Construction Enquirer
recounts.

When an employer makes more than 20 staff redundant at one
location, they legally have to consult with either a recognised
trade union or elected employee representatives.

According to Construction Enquirer, Aticus Law said:
"Unfortunately, when a company is placed into administration, we
often see a large number of employees being made redundant.

"Therefore, Protective Award Claims are brought to the Tribunal as
large class action claims. Large class action claims involve a
number of individual Claimants making a joint claim."


TVR EXPRESS: To Enter Liquidation Following Collapse
----------------------------------------------------
Jon Robinson at BusinessLive reports that a company that collapsed
into administration a year ago is to be liquidated.

All employees at TVR Express were made redundant when the business
failed in February 2022, BusinessLive recounts.

At the time, Rehan Ahmed and Tauseef Rashid of business advisory
firm Quantuma were appointed as joint administrators of the
company, BusinessLive discloses.

TVR Express, which also had deals with FedEx, Hermes, Yodel and
DPD, operated out of sites in Leyland and Winsford and used
self-employed drivers and rented vehicles.

Founded in November 2015, the business reported a turnover of
GBP2.5 million at the height of the pandemic.

However, Amazon cut its ties with the company towards the end of
2021 and its contracts with FedEx, Yodel and DPD were also
discovered to be unprofitable, BusinessLive relates.



                           *********


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

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

Copyright 2023.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
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