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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, March 21, 2023, Vol. 24, No. 58

                           Headlines



F R A N C E

CASINO GUICHARD: EUR1.43B Bank Debt Trades at 24% Discount
IDEMIA GROUP: Moody's Affirms B3 CFR & Alters Outlook to Positive
TECHNICOLOR CREATIVE: EUR565M Bank Debt Trades at 48% Discount


G E R M A N Y

ADLER PELZER: S&P Withdraws 'CCC+' Long-Term Issuer Credit Rating
WITTUR HOLDING: EUR565M Bank Debt Trades at 31% Discount


I R E L A N D

TIKEHAU CLO IX: Fitch Assigns 'B-(EXP)sf' Rating to Class F Notes


I T A L Y

BLUE PANORAMA: March 28 Deadline to Submit Offers Set


K A Z A K H S T A N

SINOASIA B&R: S&P Alters Outlook to Stable, Affirms 'BB' LT ICR


L U X E M B O U R G

ARMORICA LUX: EUR335M Bank Debt Trades at 29% Discount
COVIS FINCO: $595M Bank Debt Trades at 42% Discount
GARFUNKELUX HOLDCO 2: Moody's Affirms 'B2' CFR, Outlook Now Stable
MALLINCKRODT FINANCE: $1.39B Bank Debt Trades at 25% Discount
MALLINCKRODT FINANCE: $369M Bank Debt Trades at 26% Discoun



M A C E D O N I A

MUNICIPALITY OF SKOPJE: S&P Affirms 'BB-' LT ICR, Outlook Stable


N E T H E R L A N D S

KETER GROUP: Moody's Cuts CFR & Senior Secured Term Loan to Caa2
LEALAND FINANCE: $500M Bank Debt Trades at 33% Discount


P O L A N D

BANK MILLENNIUM: Fitch Rates Sr. Non-Pref. Notes 'BB(EXP)'


P O R T U G A L

BANCO COMMERCIAL: Fitch Hikes LongTerm IDR to 'BB+', Outlook Stable


R U S S I A

UZAGROLEASING JSC: Fitch Assigns 'B+' LongTerm IDRs, Outlook Stable


S L O V E N I A

GORENJSKA BANKA: Fitch Affirms 'BB-' LongTerm IDR, Outlook Stable


S P A I N

AERNNOVA AEROSPACE: S&P Upgrades ICR to 'B', Outlook Stable
GRIFOLS SA: Moody's Cuts CFR to B2 & Sr. Unsecured Bond to Caa1


T U R K E Y

TURKIYE: Fitch Affirms 'B' Foreign Currency IDR, Outlook Negative


U N I T E D   K I N G D O M

AMPHORA INTERMEDIATE II: Moody's Downgrades CFR to Caa2
CIRCULAR 1 HEALTH: Goes Into Administration, 40 Jobs Affected
DIGNITY FINANCE: Fitch Cuts Rating on B Notes to 'B', On Watch Neg.
FAST FASHION: Racked Up Almost GBP4 Million Prior to Collapse
M&CO: Closure of 170 UK Stores Set to Start This Week

MARKET BIDCO: EUR709.9M Bank Debt Trades at 15% Discount
THG OPERATIONS: EUR600M Bank Debt Trades at 17% Discount
VIRGIN ORBIT: Draws Up Contingency Plans Amid Rescue Talks
W RESOURCES: BlackRock Takes $92-Mil. Hit on Collapse
ZEPHYR BIDCO: GBP180M Bank Debt Trades at 20% Discount


                           - - - - -


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F R A N C E
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CASINO GUICHARD: EUR1.43B Bank Debt Trades at 24% Discount
----------------------------------------------------------
Participations in a syndicated loan under which Casino Guichard
Perrachon SA is a borrower were trading in the secondary market
around 76.4 cents-on-the-dollar during the week ended Friday, March
17, 2023, according to Bloomberg's Evaluated Pricing service data.


The EUR1.43 billion facility is a Term loan that is scheduled to
mature on August 31, 2025.  The amount is fully drawn and
outstanding.

Casino Guichard-Perrachon SA operates a wide range of hypermarkets,
supermarkets, and convenience stores. The Company operates stores
in Europe and South America.  The Company's country of domicile is
France.

IDEMIA GROUP: Moody's Affirms B3 CFR & Alters Outlook to Positive
-----------------------------------------------------------------
Moody's Investors Service has changed IDEMIA Group's rating outlook
to positive from stable. Concurrently, Moody's has affirmed the B3
corporate family rating, the B3-PD probability of default rating,
and B3 ratings of the EUR300 million backed senior secured
revolving credit facility (RCF) due 2025 and EUR2.1 billion
equivalent backed senior secured term loan B (TLB) due 2026
borrowed by IDEMIA.

The positive outlook balances the good performance in 2022 that led
to an improvement of credit metrics to levels commensurate with a
higher rating, with uncertainties regarding medium-term
sustainability of 2022 metrics. Rating upward pressure will build
over the next 12 to 18 months if the company builds a track record
of maintaining margins and credit metrics at current levels.

RATINGS RATIONALE

IDEMIA's performed strongly during 2022 with revenue growing around
19% while company-adjusted EBITDA margin improved to 21%, from a
range of 16.5%-18% during the 2018-2021 period. The improvement in
profitability was mainly driven by IDEMIA's enterprise division,
which reached a company-adjusted EBITDA margin of around 24%, from
21% in 2021 and 13% in 2019. The improvement resulted from a
positive mix effect (e.g. continued switch to higher margin payment
and SIM cards), and a global chip shortage that constrained
volumes, benefited margins and created geographical arbitrage
opportunities. The chip shortage allowed IDEMIA and main competitor
Thales (that also designs chips) to gain market share from smaller,
less resilient competitors. Goldpac Group Limited and other Chinese
companies re-focusing on China given political tensions is also
beneficial.

As a result of rising profitability, IDEMIA's Moody's-adjusted
leverage improved significantly to 4.8x as of December 31, 2022,
from 7.9x a year earlier. IDEMIA's other credit metrics, including
interest coverage (calculated as Moody's-adjusted EBITA/interest)
and Moody's-adjusted free cash flow (FCF)/debt have also improved
significantly during 2022.

IDEMIA's competitive position, scale, and in-house chip design
capabilities will likely continue to be supportive of the company's
operations compared to smaller competitors. Additional positive mix
effects and cost saving initiatives should also support margins.
However, it is uncertain how the normalization of the chip industry
will impact margins in the medium-term. A normalized chip industry
means smaller competitors can compete more effectively and the
higher margin of more advanced products may be pressured.
Additionally, the foreign exchange benefits present in the 2022
results (EUR53 million from the EUR160 million EBITDA improvement
comes from more favorable foreign exchange rates) is unlikely to be
permanent in the medium-term. At present, foreign exchange forecast
indicate that the 2022 benefit should remain to a large extend
during 2023 but is expected to recede eventually.

The positive outlook balances the good performance in 2022 and
current credit metrics, that are commensurate with a higher rating,
with uncertainties regarding medium-term sustainability of 2022
metrics. The net impact of the positive and negative elements
driving the company's margin and credit metrics is hard to estimate
at this stage, with risks to the downside. However, rating upward
pressure will build over the next 12 to 18 months if the company
builds a track record of maintaining operating margins and credit
metrics at current levels.

The B3 CFR benefits from high barriers to entry in IDEMIA's various
business lines; the company's strong market share in its key
segments; its good geographical and customer diversification; and
its adequate liquidity. These factors are partly constrained by the
company's relatively limited recurring revenue and a lack of
visibility in certain business lines, given the unevenness of new
contracts and renewal cycles, as well as technological risks
inherent in its business model. Moody's also note that performance
in the past has been volatile.

RATING OUTLOOK

IDEMIA's positive rating outlook reflects Moody's expectation that
upward rating pressure will build over the next 12 to 18 months if
the company develops a track record of maintaining margins and
credit metrics at current levels. The outlook also incorporates
Moody's assumption that there will be no significant increase in
leverage from any future debt-funded acquisitions or shareholder
distributions, and that the company will maintain adequate
liquidity.

LIQUIDITY

IDEMIA has adequate liquidity, supported by EUR366 million of cash
on balance as of December 31, 2022 and a fully undrawn EUR300
million backed senior secured RCF. Additionally, Moody's forecast
that the company's Moody's-adjusted FCF will be in excess of EUR100
million over 2023 and 2024. The backed senior secured RCF has a
springing leverage covenant that is only tested once 35% of the RCF
is drawn. If tested, the maximum net leverage is set at 7.8x.
Moody's do not currently expect a breach under the backed senior
secured RCF covenant.

STRUCTURAL CONSIDERATIONS

IDEMIA's backed senior secured TLB and backed senior secured RCF
rank pari passu and are both rated B3, in line with the CFR,
reflecting the absence of any significant liabilities ranking ahead
or behind. The probability of default rating (PDR) of B3-PD is
aligned with the CFR, reflecting Moody's assumption of a 50% family
recovery rate, in line with Moody's practice for covenant-lite
all-first-lien loan capital structures.

The backed senior secured bank credit facilities benefit from
guarantees equivalent to a minimum of 80% of the company's EBITDA
and gross assets. The security package includes share pledges,
along with pledges over bank accounts and intercompany receivables,
which Moody's consider weak.

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

Positive rating pressure could develop if the company establishes a
track record of maintaining profitability around or above 2022
levels, such that Moody's-adjusted leverage remains below 5.5x,
EBITA/Interest cover above 2.0x and Moody's-adjusted FCF/debt
reaches mid-single digits on a sustained basis. Adequate liquidity
and clarity regarding financial policy, that could accommodate a
higher rating, are also important considerations.

Negative rating pressure could develop if IDEMIA's revenue and
EBITDA development is weak and bringing into question the
sustainability of the 2022 performance. Additionally, negative
rating pressure could arise if Moody's-adjusted leverage is
forecast to remain above 6.5x on a sustained basis, FCF is forecast
to turn negative on a sustained basis or if liquidity
deteriorates.

LIST OF AFFECTED RATINGS

Affirmations:

Issuer: IDEMIA Group

Probability of Default Rating, Affirmed B3-PD

LT Corporate Family Rating, Affirmed B3

BACKED Senior Secured Bank Credit Facility, Affirmed B3

Outlook Actions:

Issuer: IDEMIA Group

Outlook, Changed To Positive From Stable

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Headquartered in Courbevoie, France, IDEMIA is an international
company that develops, manufactures and markets specialized
security technology products and services mainly in identity &
public security, payments and telecommunications markets.

IDEMIA generated revenue of EUR2.65 billion and company-adjusted
EBITDA of EUR555 million in 2022. The company is organised along
two divisions: Secured Enterprise Transactions (key products
include payment cards, mobile money solutions, SIM cards, embedded
secure elements for mobile phones and tablets, and access cards for
digital television) and Government Solutions (products include
identity solutions, public security, and biometric and document
identification).

TECHNICOLOR CREATIVE: EUR565M Bank Debt Trades at 48% Discount
--------------------------------------------------------------
Participations in a syndicated loan under which Technicolor
Creative Studios SA is a borrower were trading in the secondary
market around 51.6 cents-on-the-dollar during the week ended
Friday, March 17, 2023, according to Bloomberg's Evaluated Pricing
service data.

The EUR565 million facility is a Term loan that is scheduled to
mature on September 28, 2026.  The amount is fully drawn and
outstanding.

Technicolor Creative Studios SA is a French company that involved
in the visual effects, motion graphics and animation services for
the entertainment, media and advertising industries. Headquartered
in Paris, France, it is a spin-off of Technicolor SA, which now
renamed to Vantiva.  The Company's country of domicile is France.




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G E R M A N Y
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ADLER PELZER: S&P Withdraws 'CCC+' Long-Term Issuer Credit Rating
-----------------------------------------------------------------
S&P Global Ratings withdrew its 'CCC+' long-term issuer credit
ratings on Adler Pelzer Holding GmbH, as well as its 'CCC+' issue
ratings on the company's senior secured notes at the company's
request. The outlook was negative at the time of the withdrawal.


WITTUR HOLDING: EUR565M Bank Debt Trades at 31% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Wittur Holding GmbH
is a borrower were trading in the secondary market around 69
cents-on-the-dollar during the week ended Friday, March 17, 2023,
according to Bloomberg's Evaluated Pricing service data.

The EUR565 million facility is a Term loan that is scheduled to
mature on September 23, 2026.  The amount is fully drawn and
outstanding.

Wittur Holding GmbH is the operating entity of The Wittur Group.
The Company is a worldwide producer and supplier of elevator
components. Founded 1968 in Germany, the group is today present
with various subsidiaries in Europe, Asia and Latin America. The
Company's country of domicile is Germany.




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I R E L A N D
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TIKEHAU CLO IX: Fitch Assigns 'B-(EXP)sf' Rating to Class F Notes
-----------------------------------------------------------------
Fitch Ratings has assigned Tikehau CLO IX DAC expected ratings, as
detailed below.

   Entity/Debt              Rating        
   -----------              ------        
Tikehau CLO
IX DAC

   Class A Loan         LT AAA(EXP)sf  Expected Rating

   Class A Notes
   XS2577137685         LT AAA(EXP)sf  Expected Rating

   Class B Notes
   XS2577137842         LT AA(EXP)sf   Expected Rating

   Class C Notes
   XS2577138063         LT A(EXP)sf    Expected Rating

   Class D Notes
   XS2577138220         LT BBB-(EXP)sf Expected Rating

   Class E Notes
   XS2577138576         LT BB-(EXP)sf  Expected Rating

   Class F Notes
   XS2577138733         LT B-(EXP)sf   Expected Rating

   Subordinated Notes
   XS2577138907         LT NR(EXP)sf   Expected Rating

TRANSACTION SUMMARY

Tikehau CLO IX DAC is a securitisation of mainly senior secured
obligations (at least 90%) with a component of senior unsecured,
mezzanine, second-lien loans and high-yield bonds. Note proceeds
will be used to fund a portfolio with a target par of EUR400
million. The portfolio is actively managed by Tikehau Capital
Europe Limited. The collateralised loan obligation (CLO) has a
4.5-year reinvestment period and an 8.5-year weighted average life
test (WAL).

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch considers the
average credit quality of obligors to be in the 'B'/'B-' category.
The Fitch weighted average rating factor (WARF) of the identified
portfolio is 25.6.

High Recovery Expectations (Positive): At least 90% of the
portfolio will comprise 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 of the identified portfolio is 62.5%.

Diversified Asset Portfolio (Positive): Exposure to the 10 largest
obligors and fixed-rate assets for assigning the expected ratings
is limited to 25.0% and 12.5%, respectively. The transaction also
includes various other concentration limits, including the maximum
exposure to the three-largest Fitch-defined industries in the
portfolio at 43%. These covenants ensure that the asset portfolio
will not be exposed to excessive concentration.

Portfolio Management (Neutral): The transaction has a 4.5-year
reinvestment period and 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.

Cash-flow Modelling (Positive): The WAL used for the transaction's
stress portfolio analysis is 12 months less than the WAL covenant,
to account for the strict reinvestment conditions envisaged by the
transaction after its reinvestment period. These include, among
others, passing the coverage tests, the Fitch WARF and the Fitch
'CCC' bucket limitation test post reinvestment, as well as a WAL
covenant that progressively steps down, both before and after the
end of the reinvestment period. Fitch believes these conditions
would reduce the effective risk horizon of the portfolio during the
stress period

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
and would lead to downgrades of one to two notches for the class B
to E notes, and a downgrade below 'CCCsf' for the class F notes.

Based on the actual portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration. Due to the
better metrics and shorter life of the identified portfolio, the
class B to F notes display a rating cushion of one to two notches.

Should the cushion between the identified portfolio and the stress
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 portfolio would lead to a downgrade of up to four notches
for the class A to D notes and below 'CCCsf' for the class E and F
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's stress
portfolio would lead to upgrades of up to four notches for the
rated notes, except for the 'AAAsf' rated notes, which are at the
highest level on Fitch's scale and cannot be upgraded.

Based on Fitch's stress portfolio, during the reinvestment period
may occur on better-than-expected portfolio credit quality and a
shorter remaining weighted average life test, leading to the notes'
ability to withstand larger than expected losses for the
transaction's remaining life. 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 on the remaining
portfolio.

DATA ADEQUACY

Tikehau CLO IX DAC

The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognized Statistical Rating Organizations 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.

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action

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.



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I T A L Y
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BLUE PANORAMA: March 28 Deadline to Submit Offers Set
-----------------------------------------------------
The judicial liquidation of Blue Panorama Airlines S.p.A. (R.G.
L.G. No. 87/2022) proposes for sale the company unit, in its
current size, having as its object the carriage of passengers by
air in general, as well as related, similar and brand-related
activities, at the base auction price of EUR500,000.00.

The competitive procedure shall take place on March 29, 2023 at
3:00 p.m. before the Board of Judicial Liquidators at the LCA law
firm, located in Milan, Via della Moscova No. 18.

Offers must be received by March 28, 2023, at 12:00 p.m.

For all terms and conditions and rules governing the competitive
procedure, please refer to the call for offers published in full
full on the websites pvp.giustizia.it, www.lcalex.it/asta-bpa,
www.astetribunali24.it and for any further information, interested
parties may contact the unified office of the College of Judicial
Liquidators, Avv.to Salvatore Sanzo, dott. Claudio Ferrario and
dott.ssa Valeria Emma Ornaghi, which may be contacted at the
certified email lg87.2022milano@pecliquidazionigiudiziali.it




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

SINOASIA B&R: S&P Alters Outlook to Stable, Affirms 'BB' LT ICR
---------------------------------------------------------------
S&P Global Ratings revised its outlook on Sinoasia B&R Insurance
JSC to stable from negative. At the same time, S&P affirmed its
'BB' long-term issuer credit and financial strength ratings and its
'kzA+' Kazakhstan national scale rating on the company.

S&P said, "The stable outlook indicates our expectation that, over
the next 12-18 months, Sinoasia will maintain its capital adequacy
above our 'BBB' level and sound asset quality, while expanding and
diversifying its business franchise.

"We expect that Sinoasia's capital buffers and competitive position
will benefit from BCC's controlling share in the insurer.BCC has
received regulatory approval to increase its holding in Sinoasia
from about 31% of the insurer's total capital (7.3% in form of
ordinary shares and 23.8% in form of preferred shares) to a
controlling share. Following completion of the deal, expected in
second-quarter 2023, the preferred shares will be converted into
ordinary ones. This will support the insurer's capital buffers, in
our view, since we consider ordinary shares to be a stronger form
of capital. We therefore anticipate that the insurer will maintain
its capital adequacy above our 'BBB' level in 2023-2025. We also
anticipate that the proposed transaction could strengthen
Sinoasia's competitive standing over the medium term because the
insurer can diversify its business mix and receive some potential
business from the bank.

"We also see decreased risks to the weighted-average credit quality
of Sinoasia's investments. This stems from our view of a more
stable domestic economy. As of Dec. 31, 2022, about 40% of
Sinoasia's investment portfolio comprised Kazakhstan-based issuers,
mostly sovereign and quasi-government bonds, and short-term reverse
repurchase agreements collateralized by Kazakhstani government
bonds. In our opinion, the sovereign's slightly stronger fiscal
position reduces risks for Sinoasia.

"We can rate Sinoasia higher than its potential parent, BCC
(B+/Stable/B).This is because we believe the regulatory framework
in Kazakhstan prevents outflows of funds from insurers to support a
parent, for example, through dividend payments or material
investments in the parent's financial instruments. While BCC can
become an important distribution channel for Sinoasia, we expect
that most of insurer's business will remain outside of the BCC
Group.

"The stable outlook indicates our expectation that, over the next
12-18 months, Sinoasia will maintain its capital adequacy above our
'BBB' level and solid asset quality, while expanding and
diversifying its business franchise. The stable outlook also
indicates our stable outlook on BCC and the expectation that
Sinoasia's regulatory solvency margin will remain sufficiently
above minimal requirements (1.0x).

"We could consider a negative rating action in the next 12-18
months if we observe a significant and sustained deterioration in
Sinoasia's capital to below the 'BBB' benchmark under our capital
model, caused by more aggressive growth or unexpected losses not
compensated by capital injections or higher dividends than we
expect. Although it is not our base-case scenario, we can consider
a negative rating action if the company's regulatory solvency
margin declines to levels close to regulatory minimal
requirements.

"We could also lower the ratings if the company's risk profile
deteriorates, both in terms of product and investment risks, with
its average credit quality deteriorating to below 'BBB'.

"Any negative change in our view of BCC's creditworthiness could
also trigger a negative rating action on Sinoasia."

The likelihood of a positive rating action is remote over the next
12-18 months. This considers rapid premium growth, still-modest
capital size, and the insurer's small size compared with bigger
players.

S&P could take a positive rating action, however, if Sinoasia's
stand-alone creditworthiness improves, for example, from a material
capital buildup in absolute and relative terms. Further movements
will hinge on our view of potential constraints coming from the
wider group's creditworthiness on Sinoasia's overall financial
strength.

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




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

ARMORICA LUX: EUR335M Bank Debt Trades at 29% Discount
------------------------------------------------------
Participations in a syndicated loan under which Armorica Lux Sarl
is a borrower were trading in the secondary market around 71.2
cents-on-the-dollar during the week ended Friday, March 17, 2023,
according to Bloomberg's Evaluated Pricing service data.

The EUR335 million facility is a Term loan that is scheduled to
mature on July 28, 2028.  The amount is fully drawn and
outstanding.

Armorica Lux Sarl is the parent company of idverde, a provider of
landscaping services in Europe, offering a broad range of services
for public or private clients across all segments. The Company's
country of domicile is Luxembourg.

COVIS FINCO: $595M Bank Debt Trades at 42% Discount
---------------------------------------------------
Participations in a syndicated loan under which Covis Finco Sarl is
a borrower were trading in the secondary market around 58.2
cents-on-the-dollar during the week ended Friday, March 17, 2023,
according to Bloomberg's Evaluated Pricing service data.

The $595 million facility is a Term loan that is scheduled to
mature on February 18, 2027.  About $572.7 million of the loan is
withdrawn and outstanding.

Covis Finco SARL is an entity affiliated with Covis Pharma, which
is backed by Apollo Global Management.  Covis Pharma distributes
pharmaceutical products for patients with life-threatening
conditions and chronic illnesses.  Finco is the borrower under a
term loan facility used to refinance existing debt and refinance
the debt incurred to finance products acquired from AstraZeneca.
Finco has its registered office in Luxembourg.

GARFUNKELUX HOLDCO 2: Moody's Affirms 'B2' CFR, Outlook Now Stable
------------------------------------------------------------------
Moody's Investors Service affirmed Garfunkelux Holdco 2 S.A.'s
("Garfunkelux") corporate family rating of B2 and Garfunkelux
Holdco 3 S.A.'s senior secured debt ratings of B2. The outlook was
changed to stable from positive.

RATINGS RATIONALE

The rating action reflects Moody's view that Garfunkelux's
creditworthiness remains commensurate with its B2 rating.  The
company's profitability remains low and its debt leverage remains
at broadly the same levels as in 2020, with neither showing the
improvement that the rating agency had previously expected. In
changing the outlook to stable from positive, Moody's notes
challenges that Garfunkelux will face in generating consistent
earnings and strong EBITDA growth, which will need to be supported
by Garfunkelux consistently sourcing and appropriately pricing new
portfolios.

The trajectory of interest rates in light of the concentration of
Garfunkelux's debt maturities in 2025, likely to be refinanced at
far higher interest rates than the current levels it pays,
particularly on its secured bonds, will also be a factor in
affecting its future credit profile. Moody's does however expect
that the firm's leverage and interest coverage will continue to
improve driven by cash flow coming from its 2022 portfolio
purchases, and its plans for purchasing levels to be more closely
aligned to its estimated remaining collections replacement rate
over the next 12-18 months.

In the first nine months of 2022, Garfunkelux's earnings remained
negative as shown by Moody's ratio of net income to average managed
assets of -0.9%. The company has though made progress in terms of
cost reduction and improving its collection efficiency, and has
actively acquired portfolios, particularly in 2022 as highlighted
by its acquisition of Hoist UK Finance's operations. The rating
agency also notes that Garfunkelux's leverage of 4.0x as of
September 2022 was in line with levels in 2020 and only slightly
down from 2021 levels of 4.2x. However, its interest coverage ratio
has continued to improve slightly in line with cash flow
improvements with EBITDA to Interest Expense and Preferred
Dividends improving to 2.9x from 2.7x as of December 2021.

Garfunkelux Holdco 3 S.A.'s senior secured debt ratings of B2
reflect the priorities of claims in the company's liability
structure.

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

Garfunkelux's CFR could be upgraded if the company's financial
performance shows strong improvement, as evidenced by consistently
positive earnings and improved cash flows, and if its Debt/EBITDA
leverage is reduced substantially. The outlook could return to
positive if there is an acceleration in the improvement of its
credit profile over the next 12-18 months.

The senior secured debt ratings could be upgraded because of 1) an
upgrade of Garfunkelux's CFR or 2) changes to the liability
structure that would increase the amount of debt considered junior
to the notes.

Garfunkelux's CFR will be downgraded if the company's financial
performance deteriorates, leading to an increase in leverage and a
reduction in interest coverage, and to weaker-than expected cash
flows.

The senior secured debt ratings could be downgraded because of 1) a
downgrade of Garfunkelux's CFR or 2) changes to the liability
structure that would increase the amount of debt considered senior
to the notes or reduce the amount of debt considered junior to the
notes.

PRINCIPAL METHODOLOGY

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

MALLINCKRODT FINANCE: $1.39B Bank Debt Trades at 25% Discount
-------------------------------------------------------------
Participations in a syndicated loan under which Mallinckrodt
International Finance SA is a borrower were trading in the
secondary market around 74.6 cents-on-the-dollar during the week
ended Friday, March 17, 2023, according to Bloomberg's Evaluated
Pricing service data.

The $1.39 billion facility is a Term loan that is scheduled to
mature on September 30, 2027.  About $1.37 billion of the loan is
withdrawn and outstanding.

Mallinckrodt International Finance SA manufactures and distributes
pharmaceutical products. The company's country of domicile is
Luxembourg.


MALLINCKRODT FINANCE: $369M Bank Debt Trades at 26% Discoun
-----------------------------------------------------------
Participations in a syndicated loan under which Mallinckrodt
International Finance SA is a borrower were trading in the
secondary market around 74.2 cents-on-the-dollar during the week
ended Friday, March 17, 2023, according to Bloomberg's Evaluated
Pricing service data.

The $369.7 million facility is a Term loan that is scheduled to
mature on September 30, 2027.  About $364.8 million of the loan is
withdrawn and outstanding.

Mallinckrodt International Finance SA manufactures and distributes
pharmaceutical products. The company's country of domicile is
Luxembourg.




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

MUNICIPALITY OF SKOPJE: S&P Affirms 'BB-' LT ICR, Outlook Stable
----------------------------------------------------------------
On March 17, 2023, S&P Global Ratings affirmed its 'BB-' long-term
issuer credit rating on the Municipality of Skopje, the capital of
North Macedonia. The outlook is stable.

Outlook

The stable outlook reflects S&P's expectation that recovering
economic growth will support rising revenue, helping contain
deficits after capital spending. It also reflects its expectation
that debt service coverage will not weaken further.

Downside scenario

S&P could lower its rating if the municipality's budgetary results
are weaker than anticipated, for example due to much higher capital
spending, leading to a further deterioration of its liquidity
position then envisaged. A downgrade of North Macedonia
(BB-/Stable/B) would also lead to a negative rating action on the
municipality.

Upside scenario

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

Rationale

The ratings are supported by our expectation that Skopje's tax
revenue will improve due to high demand for real estate, higher
government transfers, and sluggishly recovering real GDP growth.
Together with management's measures to improve tax collection,
these will help offset inflationary pressure on expenditure. The
ratings also account for Skopje's low wealth levels in an
international comparison, relatively weak liquidity position, and
low debt burden.

The evolving institutional framework and limited scope of financial
planning will continue to constrain the rating

S&P said, "We expect sluggish real GDP growth to continue limiting
Skopje's economy. The municipality is characterized by low average
income and wealth compared with that of other European cities. We
forecast national GDP per capita will reach about $7,000 in 2023,
with still-low although increasing real GDP growth of 2.1% and 2.8%
in 2023 and 2024, respectively. We expect the local economy to be
in line with the national growth trend. Skopje is the country's
financial and administrative center, contributing more than 40% of
North Macedonia's total GDP. It also hosts well-diversified
production facilities and the national headquarters of foreign
companies. We understand that neither North Macedonia nor Skopje
have substantial foreign trade exposure to Russia or Ukraine, so
the war's negative effects have been largely indirect, like through
increasing energy prices and reduced GDP growth prospects."

S&P's rating on Skopje is constrained by the evolving institutional
framework under which the municipality operates. Discussions for
further decentralization continue, with the focus on broadening
local and regional governments' responsibilities and increasing
their fiscal autonomy. One of the main recent changes is to
gradually increase the value-added tax (VAT) and personal income
tax (PIT) shares of the municipalities to 6% by 2024, from 4%
currently. However, effective implementation of changes to the
institutional framework remains limited due to political
considerations, especially because most municipal mayors in North
Macedonia belong to the opposition party, Internal Macedonian
Revolutionary Organization – Democratic Party for Macedonian
National Unity, rather than the ruling Social Democratic Union of
Macedonia. This can affect the level of cooperation between
government tiers and willingness to support. Municipalities are not
allowed to set the main taxes rates (such as property taxes) but
can choose the rate from a given range, which allows them to
increase their revenue. Other communal fees could be set
individually but depend on political willingness for increasing
them.

Skopje has limited scope for financial planning and lacks effective
liquidity and debt policies, which we consider a rating weakness.
While budget approval is relatively smooth, annual budget outcomes,
especially on the capital side, often differ markedly from plans.
S&P said, "We understand that the municipality's government is
willing to better control operating expense, deliver efficiencies,
and improve tax revenue collection. Funding for large capital
projects is arranged in advance from financial institutions, both
directly and via the state treasury. Not having formal debt and
liquidity policies, we believe Skopje will try to maintain
sufficient cash levels. The municipality's accounts are audited by
a government body that reports to parliament. We consider the
budget's transparency relatively weak, especially at the municipal
company level."

Moderate deficits after capital accounts thanks to cutbacks in
investment

S&P said, "Over the forecast horizon, we expect the operating
balance to stay below pre-pandemic levels due to relatively low
economic growth, but gradually improve from 2022 results. Strong
demand for real estate and increasing property values will support
higher construction and property tax revenue, an important revenue
source for the municipality. Management measures to improve tax
collection, such as reorganized taxpayer database and increased tax
inspection activities could also support increased revenue. Coupled
with ongoing saving measures, we expect gradual improvement in
budgetary performance compared with 2022. Adding to this is our
expectation for higher central government transfers, driven by the
law amendment to distribute more PIT and VAT revenue to
municipalities. Moreover, we expect elevated central government
transfers to compensate the municipality for wage and cost
increases for delegated services. Although we expect inflation to
somewhat decline in 2023, we believe its pressure on expenditure
will remain sizable. Therefore, we expect employees' salaries,
which are linked to minimum wages, goods and services, and
subsidies for municipal companies and the municipality's measures
to support citizens (for example, through granting free access to
public transportation to some populations) will lead to a further
increase in expense. These central government transfers are
earmarked and offer no flexibility to the municipality.

"In our base-case scenario, we expect low deficits after capital
expenditure due to cuts in capital spending. In our view, the
municipality is committed and able to postpone some projects if
needed. Skopje's focus is on projects associated with the green
transition that would lower pollution, such as building wastewater
facilities and other recycling plants. Other projects aim to
improve mobility, including road repairs and the construction of
roads, sidewalks, bicycle paths, and bridges. Mitigating this
flexibility on the expenditure side is the rigid capital revenue.
We think the municipality's asset disposals are likely to remain
volatile and lower than budgeted. However, we expect central
government and EU-related funds to support the municipality and
limit its deficits and borrowing needs.

"We forecast Skopje's tax-supported debt will reach 32% of
consolidated operating revenue by 2025, which is low in an
international comparison. Given the low cash reserves at the
beginning of 2023, we believe the municipality's net borrowing will
be high this year, to cover its expenses and debt service,
especially as it starts repaying--this year and for the next five
years--its largest commercial loan of about Macedonian denar 700
million (about EUR11 million). In addition to this loan, the
municipality holds another three active loans, two from the World
Bank, and one from the European Bank for Reconstruction and
Development. Its debt is long term and amortizing, mainly in denars
(which are pegged to the euro) and euros, so foreign exchange risks
are limited. However, we expect a significant increase in interest
payments, because all the municipality's debt stock is denominated
at floating interest rates and we expect new debt will be as well.

"We now view Skopje's liquidity position as weak. Given reduced
cash holdings, the municipality's available cash in early 2023
covers less than 100% of the cost of debt servicing for the next 12
months, after accounting for the forecast budgetary results. We
expect Skopje to accumulate some cash, both through better
budgetary performance and debt intake. However, we believe this
ratio will remain slightly below 100% over the next two years and
only gradually improve thereafter. We consider the municipality's
access to external liquidity limited by the relatively immature
local banking system and capital markets for municipal debt."




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

KETER GROUP: Moody's Cuts CFR & Senior Secured Term Loan to Caa2
----------------------------------------------------------------
Moody's Investors Service has downgraded Keter Group B.V.'s
corporate family rating to Caa2 from Caa1 and its probability of
default rating to Caa3-PD from Caa1-PD. Concurrently, Moody's has
downgraded to Caa2 from Caa1 the ratings on the company's senior
secured term loan B (TLB), split in three tranches, due October
2023 and on the senior secured revolving credit facility (RCF) due
July 2023. The outlook remains negative.

"The downgrades reflect the increased probability of a debt
restructuring given the challenging access to capital markets and
the upcoming maturity of its term loan in October 2023," says Pilar
Anduiza, a Moody's Analyst and lead analyst for Keter. Such a debt
restructuring could be considered by Moody's a distressed exchange,
which is a form of default under the rating agency's definition.

"At the same time, the expected improvement in operating
performance supports Moody's view of the potential for relatively
limited losses for creditors in a restructuring scenario," adds Ms.
Anduiza.

RATINGS RATIONALE

The downgrade of the PDR to Caa3-PD from Caa1-PD reflects the
increased probability of a debt restructuring, which could be
considered a distressed exchange and a default, as per Moody's
definitions, given Keter's weak credit metrics, the challenging
access to capital markets for refinancing and the large upcoming
debt maturities. Moody's understands that the company has appointed
advisors given the approaching EUR1.2 billion term loan maturity in
October.

The CFR downgrade to Caa2 from Caa1 reflects that while the
upcoming debt maturities elevate default risk, Keter's leading
market position and strong geographic and product diversification
support earnings recovery expectations and underpin Moody's view
that the potential losses for creditors in a restructuring scenario
could be relatively limited and consistent with a Caa2 rating.

In 2022, Keter's sales grew by 3.7%, with strong growth in the
first half driven by price increases to offset raw material price
inflation, followed by significant volume declines in the second
half of 2022. Moody's expects volume declines to continue at least
into the first half of 2023, as retailers reduce inventories, which
remain at high levels due to supply chain constraints and continued
weakness in consumer demand. The company's Moody's-adjusted EBITDA
decreased to an estimated EUR144 million in 2022 from EUR203
million in 2021, mostly driven by the increase in raw material
prices as well as freight costs.

Keter's free cash flow in 2022 was better than expected thanks to
management's actions, including tight working capital management
and capex control, to preserve the company's liquidity.

YTD performance in 2023 has been encouraging, supported by lower
costs for raw materials, logistics and electricity, as well as
strong performance in the sheds and tool storage businesses.

Moody's expects Keter's EBITDA to grow by around 20% in 2023 and
EBITDA margin to improve by around 3-4 p.p. over the next 12-18
months on the back of raw material price deflation and cost savings
supported by the company's cost reduction plan. Nevertheless,
Moody's expects Keter's topline to decline by mid-to-high single
digits in 2023 on the back of weak consumer demand, particularly in
the first half of the year, offset by higher prices and the
expected volume recovery in the second half of 2023.

Moody's expects Keter's leverage to reduce from an estimated 9.9x
in 2022 to around 8.5x by the end of FY23, while its interest
coverage ratio will remain below 1x. Despite this improvement, the
company's high leverage and weak coverage metrics question the
sustainability of the capital structure in the current rising
interest rate environment.

Keter's Caa2 CFR continues to reflect (1) its leading market
positions in the global resin-based products industry including
consumer furniture, tool storage and home storage; (2) good
geographic diversification of sales across a number of countries in
Europe, North America and Israel; and (3) its strong product
diversification and a broad distribution channel mix, underpinned
by long-standing relationships with major retail chains.

The rating is constrained by Keter's (1) exposure to discretionary
spending that is likely to contract at times of macroeconomic
recession; (2) the weak Moody's adjusted EBIT-to-interest cover
ratio below 1.0x; (3) the significant exposure to polypropylene
prices, despite the progressively higher use of recycled resin,
which creates earnings volatility; (4) Moody's expectation that FCF
will be negative in 2023; (5) high leverage of around 9.9x in 2022,
which questions the sustainability of the capital structure in the
current rising interest rate environment; and (6) weak liquidity
profile in light of upcoming debt maturities within the next 12
months.

LIQUIDITY

Keter's liquidity is weak in light of its upcoming debt maturities,
including the EUR1,205 million TLB due in October 2023. In addition
the company relies on uncommitted short-term loans from local
banks, with an outstanding amount of EUR42 million as at January
2023. The company had EUR63 million of cash and cash equivalents, a
fully undrawn EUR102.1 million RCF due in July 2023, and access to
a EUR31 million credit facility secured by trade receivables and
inventory.

The company's expected cash requirements include significant
intra-year working capital swings due to business seasonality, and
approximately EUR45-55 million of annual capex (excl. the portion
related to the lease adjustment). Moody's expects free cash flow to
be negative in the EUR10-15 million range in 2023.

STRUCTURAL CONSIDERATIONS

The senior secured bank credit facilities, i.e. the EUR1,205
million TLB and the EUR102.1 million RCF, are rated in line with
the Caa2 CFR, reflecting Moody's estimate of the instrument's
recovery, as these represent the vast majority of Keter's financial
indebtedness.

While Moody's notes the presence of a PIK instrument outside of the
restricted group (the immediate parent of the top company within
the restricted group capitalises its ownership of Keter via common
equity), Moody's does not include this instrument in its debt and
leverage calculations.

RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook reflects the increasing likelihood that Keter
will pursue a restructuring of its debt over the coming months,
which could lead to some losses for the company's creditors.

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

Upward pressure could develop if the company addresses the
refinancing of its upcoming maturities with a manageable cost of
debt that makes its capital structure more sustainable, and it
generates consistently positive free cash flow while maintaining an
overall adequate liquidity.

Keter's rating could be lowered if the company fails to refinance
its 2023 debt maturities in the coming months, or if the company
pursues a debt restructuring resulting in higher losses for
creditors than those currently assumed in the current Caa2 rating.

LIST OF AFFECTED RATINGS

Downgrades:

Issuer: Keter Group B.V.

Probability of Default Rating, Downgraded to Caa3-PD from Caa1-PD

LT Corporate Family Rating, Downgraded to Caa2 from Caa1

Senior Secured Bank Credit Facility, Downgraded to Caa2 from Caa1

Outlook Action:

Issuer: Keter Group B.V.

Outlook, Remains Negative

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Keter Group B.V. (Keter) is the holding company, based in the
Netherlands, for a group of entities involved in the manufacturing
and distribution of a variety of resin-based consumer goods.
Keter's key products include garden furniture and home storage
solutions. Keter is majority owned by BC Partners since 2016, while
minority shareholders include funds advised by Private Equity firm
PSP and the original founders, the Sagol family. In 2022, Keter
Group B.V. generated EUR1.6 billion of revenues and EUR167 million
of (company-reported) EBITDA.

LEALAND FINANCE: $500M Bank Debt Trades at 33% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Lealand Finance Co
BV is a borrower were trading in the secondary market around 66.8
cents-on-the-dollar during the week ended Friday, March 17, 2023,
according to Bloomberg's Evaluated Pricing service data.

The $500 million facility is a Term loan that is scheduled to
mature on June 30, 2025.  The amount is fully drawn and
outstanding.

Lealand Finance is an affiliate of CB&I Holdings B.V. and Chicago
Bridge & Iron Company B.V. The Company's country of domicile is the
Netherlands.




===========
P O L A N D
===========

BANK MILLENNIUM: Fitch Rates Sr. Non-Pref. Notes 'BB(EXP)'
----------------------------------------------------------
Fitch Ratings has assigned Bank Millennium S.A.'s (Millennium;
BB/Stable) planned inaugural issue of local-currency senior
non-preferred (SNP) bonds a 'BB(EXP)' expected long-term rating.
The assignment of a final rating is contingent on the receipt of
final documents conforming to the information already received.

At the same time Fitch has published Millennium's Long-Term
Local-Currency Issuer Default Rating (IDR) of 'BB' with Stable
Outlook.

KEY RATING DRIVERS

Millennium's SNP debt is rated in line with the bank's IDR,
reflecting its expectations that the bank will use only SNP and
more junior debt to meet its minimum requirement for own funds and
eligible liabilities (MREL) resolution buffer.

On the consolidated level, starting from end-2023 the bank must
comply with MREL requirement set at 20.42% of risk weighted assets
(RWA) of the resolution group. The combined buffer requirement
(CBR) is currently at 2.75% of RWA. The bank can meet part of its
MREL requirements with senior preferred debt, but it is limited to
a low 0.1% of RWA.

Millennium's IDRs and debt ratings reflect capital pressures that
are predominantly from its above-average exposure to products that
have become the subject of government or judicial intervention,
negatively affecting reported profitability. At the same time, they
are supported by its solid franchise, reasonable core profitability
and asset quality as well as a strong funding and liquidity
profile.

The bank breached its CBR and launched a recovery plan in 3Q22. At
end-2022 Millennium's common equity Tier 1 and Tier 1 capital
ratios of 11.28% and total capital ratio of 14.4% were already
above regulatory requirements (including buffers). This indicates
the bank's progress in executing its recovery plan through a
combination of RWA reduction and internally generated capital.

The bank's capital structure is supplemented by subordinated debt,
equivalent to about 3% of RWA, maturing in 2027 (PLN700 million)
and 2029 (PLN830 million), which supports its regulatory
capitalisation and MREL-eligible liabilities. The bank's funding
structure is dominated by customer deposits (about 97% of total
funding at end-2022), with household deposits accounting for around
70% of total customer deposits.

RATING SENSITIVITIES

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

The Long-Term Local-Currency IDR would be downgraded on a prolonged
breach of capital buffers, without credible prospects to restore
them over the medium term. This could result from an inability to
execute on the planned RWA reduction, larger-than-expected legal
provisions, or asset-quality deterioration beyond its
expectations.

The SNP debt rating would be downgraded if the bank's IDR is
downgraded.

The SNP debt would also be downgraded to one notch below the bank's
IDR if becomes clear that Millennium will use senior preferred debt
placed externally to meet its MREL requirement while SNP and more
junior debt would not sustainably exceed 10% of the Millennium
resolution group's RWA.

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

The Long-Term Local-Currency IDR would be upgraded if it becomes
clear that the CET1 ratio will be restored comfortably and durably
above 13%, if there is limited damage to the bank's franchise from
the implementation of the recovery plan, and if the risk profile
improves through a significant reduction of risks related to its
foreign-currency mortgage portfolio.

The SNP debt rating could be upgraded if the bank's IDR is
upgraded.

ESG CONSIDERATIONS

Millennium's ESG Relevance Score for Management Strategy is '4',
reflecting our view of high government intervention risk in the
Polish banking sector, which affects the bank's operating
environment, its business profile and ability to define and execute
on its strategy. This has a negative impact on its credit profile
and is relevant to ratings in combination with other factors.

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

   Entity/Debt              Rating        
   -----------              ------        
Bank Millennium
S.A.               LC LT IDR BB      Publish

   Senior
   non-preferred   LT        BB(EXP) Expected Rating



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

BANCO COMMERCIAL: Fitch Hikes LongTerm IDR to 'BB+', Outlook Stable
-------------------------------------------------------------------
Fitch Ratings has upgraded Banco Comercial Portugues, S.A.'s (BCP)
Long-Term Issuer Default Rating (IDR) to 'BB+' from 'BB' and
Viability Rating (VR) to 'bb+' from 'bb'. The Outlook on the
Long-Term IDR is Stable.

The upgrade reflects significant progress in reducing legacy
problem assets since end-2019, despite the challenges the pandemic
period posed to the operating environment in Portugal. Fitch
expects this reduction of problem assets will continue in the near
future, although at a slower pace.

Recurring earnings prospects are better due to higher interest
rates, strong cost efficiency and a balance sheet with
significantly reduced risks. As a result, capital ratios have
increased to more adequate levels.

KEY RATING DRIVERS

Asset Quality, Capital Drive Ratings: BCP's ratings primarily
reflect the bank's improved asset quality, which is now close to
higher-rated domestic peers' although its problem assets ratio
remains slightly above the average of southern European banks. The
group's capitalisation has improved but remains exposed to
litigation costs through its Polish subsidiary, which otherwise has
strong underlying performance.

These rating weaknesses relative to peers' are mitigated by BCP's
resilient pre-impairment profitability, due to a leading retail
banking franchise in Portugal and sound cost efficiency.

Operating Environment Improvements: The Portuguese banking sector
has made significant progress since 2016, improving its resilience
to shocks. Despite the coronavirus crisis, the banks made progress
in their balance sheet clean-ups and their capitalisation levels
have strengthened. Leading Portuguese banks have all continued to
restructure to improve their profitability, which lagged European
peers historically and have proved highly sensitive to a low
interest-rate environment.

Portuguese banks benefited from a strong economic recovery and
interest-rate increases in 2022. They entered a tougher environment
in 2023, which should however remain supportive of the banks'
performance and risk profiles.

Leading Franchise in Portugal: BCP is the second-largest Portuguese
bank by total assets, with domestic market shares of about 18% in
loans and deposits. The bank's multi-channel business model is more
diverse than some of its domestic peers', which supports recurring
fee income. BCP runs an efficient and lean retail and commercial
business model with some geographic diversification in Poland and
Mozambique, although its Polish operations have recently led to
more profit volatility.

Adequate Asset Quality: BCP's impaired loans ratio decreased to
slightly below 4% at end-2022, due to active management of legacy
impaired loans, particularly through sales and write-offs and
limited inflows of new impaired loans. Legacy assets are less
material for BCP than in the past, and Fitch estimates its net
problem assets ratio, including foreclosed real-estate assets, at
about 4.5% at end-2022 (about 6% at end-2021). Due to these
improved metrics, BCP's asset quality is now close to that of
higher-rated Portuguese and southern European peers and Fitch
expects it to remain stable in the next two years.

Improving Pre-Impairment Profitability: Despite high legal costs
and the one-off cost of credit holidays in Poland, BCP's operating
profitability improved in 2022, due to rising interest rates and
better cost efficiency than most European peers'. Material losses
in Poland, due to ongoing provisions on Swiss franc-denominated
mortgage loans (total exposure net of provisions of about EUR1.1
billion at end-2022, equivalent to about 20% of BCP's common equity
Tier 1 (CET1) capital) will likely continue to challenge BCP's
profitability in 2023-2024.

Fitch however expects operating profit to continue to increase in
2023 to about 2.5% of risk-weighted assets (RWAs) from about 1.2%
in 2022, as the full benefit from higher interest rates will feed
into operating profit and also because Fitch expects lower one-off
costs in Poland.

Increased Capital Buffers: BCP's capital buffers above regulatory
requirements are increasing due to improving profitability and
active management of capital ratios, leading to a 80bp increase in
the fully-loaded CET1 ratio to 12.5% (13% on a pro-forma basis) at
end-2022.

Fitch views capitalisation as less vulnerable to severe
asset-quality shocks than in recent years as unreserved problem
assets (net Stage 3 loans, foreclosed real-estate assets and
restructuring funds) decreased significantly in 2022. Fitch
estimates unreserved problem assets decreased to an adequate
25%-30% of fully-loaded CET1 capital at end-2022, which remains
slightly above higher-rated domestic and international peers'.

Stable Funding, Adequate Liquidity: BCP's funding structure has
been generally stable and benefits from its leading deposit
franchise in Portugal. Its liquidity has been supported by recent
substantial deposit growth, resulting in a satisfactory
loans/deposits ratio of about 75% at end-2022. BCP's wholesale
funding utilisation is limited and mainly for compliance with
minimum requirement for own funds and eligible liabilities (MREL).

Fitch views BCP's liquidity profile and access to wholesale funding
as adequate but slightly more sensitive to investor confidence than
higher-rated peers'. Liquidity buffers are adequate although they
include a lower proportion of cash deposits at the central bank
than Portuguese peers.

RATING SENSITIVITIES

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

Fitch would likely downgrade BCP's ratings should the CET1 ratio
unexpectedly and materially drop to below 11.5% without credible
plans to restore it to levels close to 12.5%-13%. This could come
from larger-than-expected legal costs from its Polish subsidiary's
(Bank Millennium S.A.) legacy Swiss franc-denominated mortgage
loans or higher-than-expected loan impairment charges.

A substantial and sustained deterioration in asset quality and
profitability, for instance, from a sharp weakening of the
Portuguese operating environment would be negative for BCP's
ratings. Fitch would downgrade the bank if the impaired loans ratio
increases to above 6% and the operating profit/RWAs decreases to
below 1% with no credible plan to materially restore these ratios.

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

An upgrade of BCP's ratings would be contingent on the Portuguese
operating environment remaining supportive of further improvement
in the bank's financial profile, in particular its asset quality
and capital ratios. This could materialise with a record of
maintaining the impaired loans ratio sustainably below 4% as well
as further reductions in its exposure to foreclosed real-estate
assets and restructuring funds, ultimately leading to further
declines in capital encumbrance from unreserved problem assets.

Operating with higher capital ratios, in particular with a CET1
ratio consistently above 13%, would be positive for the ratings as
this would further increase BCP's headroom relative to regulatory
requirements. Improved visibility on final legal costs from Bank
Millennium's legacy Swiss franc-denominated mortgage loans would
also be required for an upgrade, provided these can be absorbed
through earnings without leading to instability for BCP.

OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS

Following the upgrade of BCP's Long-Term IDR, Fitch has upgraded
BCP's long-term deposit rating to 'BBB-' from 'BB+' and its
short-term deposit rating to 'F3' from 'B'. The long-term deposit
rating is one notch above its Long-Term IDR, reflecting Fitch's
view that depositors would be protected by the bank's senior
preferred instruments, junior debt and equity buffers in a
resolution. Full depositor preference in Portugal also supports our
view.

Fitch rates BCP's senior preferred debt in line with the bank's
IDRs because it expects that the bank will meet its MREL with a
combination of senior preferred and junior instruments. Fitch does
not expect the buffer of hybrid, subordinated and senior
non-preferred instruments to exceed 10% of RWAs of the resolution
group headed by BCP. BCP's senior non-preferred notes are rated
'BB' as Fitch sees a heightened risk of below-average recoveries
for this debt class in a resolution.

Fitch rates BCP's Tier 2 securities and AT1 instruments two and
four notches, respectively, below the VR. BCP had buffers of about
283bp above its Tier 1 capital requirement and about 359bp above
the CET1 requirement at end-2022, pro-forma the application of CRR
article 352 on structural foreign-exchange positions (+50bp on the
CET1 and +70bp on the total capital ratios). This represents a
buffer in excess of about EUR1 billion above mandatory coupon
restriction point.

GOVERNMENT SUPPORT RATING (GSR)

BCP's 'no support' GSR reflects its view that although external
extraordinary sovereign support is possible it cannot be relied
upon. Senior creditors can no longer expect to receive full
extraordinary support from the government in the event that the
bank becomes non-viable.

The EU's Bank Recovery and Resolution Directive and the Single
Resolution Mechanism for eurozone banks provide a framework for
resolving banks that requires senior creditors participating in
losses, if necessary, instead of or ahead of a bank receiving
sovereign support.

OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES

BCP's senior preferred, senior non-preferred debt and deposit
ratings are primarily sensitive to changes in BCP's IDRs and will
move in tandem with the latter. In addition, the senior
non-preferred and senior preferred debt ratings could be upgraded
if Fitch expects that BCP will either meet its MREL without
recourse to senior preferred debt or if the buffer of AT1, Tier 2
and senior non-preferred debt will sustainably exceed 10% of the
Portuguese resolution group's RWAs.

BCP's deposit ratings could also be downgraded if Fitch expects the
bank to use eligible deposits to comply with MREL.

The ratings on BCP's Tier 2 and AT1 notes are primarily sensitive
to BCP's VR. Fitch could also downgrades the AT1 instrument's
rating if Fitch no longer expects BCP to maintain moderate buffers
above its regulatory requirements (typically at least 100bp) or if
available distributable items decline to only modest levels,
leading to expectations of higher non-performance risk for these
instruments.

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

VR ADJUSTMENTS

The operating environment score of 'bbb-' is below the 'a' category
implied score, due to the following adjustment reason: sovereign
rating (negative), level and growth of credit (negative)

The funding & liquidity score of 'bb+' is below the 'bbb' category
implied score, due to the following adjustment reason: non-deposit
funding (negative)

ESG CONSIDERATIONS

Unless stated otherwise 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 to the way in which they are being
managed by the entity.

   Entity/Debt                       Rating          Prior
   -----------                       ------          -----
Banco Comercial
Portugues, S.A.    LT IDR             BB+  Upgrade     BB
                   ST IDR             B    Affirmed     B
                   Viability          bb+  Upgrade     bb
                   Government Support ns   Affirmed    ns

   Subordinated    LT                 BB-  Upgrade     B+

   junior
   subordinated    LT                 B    Upgrade     B-

   Senior   
   preferred       LT                 BB+  Upgrade     BB

   long-term
   deposits        LT                 BBB- Upgrade    BB+

   Senior
   non-preferred   LT                 BB   Upgrade    BB-

   Senior
   preferred       ST                 B    Affirmed     B

   short-term
   deposits        ST                 F3   Upgrade      B



===========
R U S S I A
===========

UZAGROLEASING JSC: Fitch Assigns 'B+' LongTerm IDRs, Outlook Stable
-------------------------------------------------------------------
Fitch Ratings has assigned Uzbekistan's Uzagroleasing Joint Stock
Company (UAL) Long-Term Foreign and Local Currency Issuer Default
Ratings (IDRs) of 'B+' with Stable Outlook.

The ratings reflect Fitch's view of UAL's links with Uzbekistan
(BB-/Stable), given its role as key provider of leasing solutions
to national agribusinesses. The assessment of support rating
factors under Fitch's Government-Related Entities (GRE) Criteria
resulted in a score of 35 out of a maximum 60, which combined with
a Standalone Credit Profile (SCP) of 'ccc+', leads to UAL's IDR
being one notch below Uzbekistan's sovereign rating.

KEY RATING DRIVERS

Status, Ownership and Control:

'Very Strong'

UAL is viewed by Fitch as public-mission GRE, majority owned and
controlled by the Uzbekistani state. The state exercises prudent
control over UAL's operations, primarily through the supervisory
board, where the state appoints five directors representing the
government and two independent directors. UAL is directly
subordinated to Uzbekistan State Asset Management Agency (SAMA),
which controls the execution of the state's framework for the
company's investment, debt and dividend policy. UAL's board ensures
that the company follows the approved strategy under target
priorities outlined in the state's programmes for agriculture
support and development.

Via SAMA the state approves management decisions and UAL's annual
financial statements. UAL operates under ordinary commercial law,
which means it is not a special legal status entity with liability
transfer implications. Nevertheless, Fitch assumes that liability
transfer to the state or state-designated entity may be among
supportive measures, if needed.

Support Track Record:

'Very Strong'

UAL is a leading provider of agricultural machines under leasing
agreements in Uzbekistan with equity at end-2022 of UZS105.7
billion funded by the state. UAL also receives preferential loans
from State Fund for Agriculture Support (SFAS), which accounted for
UZS924 billion at end-2022. SFAS operates under the Ministry of
Finance (MoF), with funding for UAL's operations being committed in
an agreement between SFAS, UAL and state-owned Joint-Stock
Commercial Bank Agrobank (BB-/Stable). Loans contracted from SFAS
bear below-market terms, specifically low rates and longer
maturities. Together equity and preferential loans made up an
average 55% of UAL's 2018-2022 funding.

Historically, loans contracted from local banks serve as a
supplementary source of funding for UAL, aiding the company in
quickly covering demand fluctuations. Among local banks, UAL
contracts loans from Agrobank, which accounted for 66% of bank
lending at end-2022. Fitch expects UAL to receive additional equity
injections from the state of USD25 million in 2023, to be followed
by up to USD50 million in 2024-2025 (totalling an equivalent UZS854
billion).

Socio-Political Implications of Default:

'Strong'

UAL is dependent on regular access to funding, without which it
would likely discontinue leasing operations. This would have an
adverse effect on the development of the agricultural sector and
indirectly on the employment and livelihood of a significant part
of the country's population. Support for the agricultural sector in
Uzbekistan is an important pillar of the state development policy
due to its sizeable contribution to the local economy, export
capacity, and social importance as one of the major providers of
jobs in rural areas. Agriculture accounts for an estimated 25% of
total employment and 25% of the country's GDP at end-2021.

UAL plays a crucial role in the renewal and modernisation of
agricultural equipment in Uzbekistan as a provider of leasing
services to the sector. It is the leading agricultural leasing
provider in Uzbekistan, with a market share of around 90%. In the
absence of substitutes, its role in the development of the national
agricultural sector remains very important.

Financial Implications of Default:

'Moderate'

UAL uses a mixed funding model, with the share of state-originated
debt comprising 55% of the total at end-2022. Its entire debt stock
is in local currency and at fixed rates. UAL is a regular
participant in the domestic capital market, but its market
borrowing remains modest relative to larger national GREs. As UAL
is a relatively modest borrower, linked to the domestic debt
capital market, in Fitch's view the materiality of its distress for
investors would be lower than for other large GREs.

Standalone Credit Profile

Fitch assesses UAL's SCP at 'ccc+' on the basis of its Non-Bank
Financial Institutions Rating Criteria. UAL's SCP is driven by a
record of operations with weak financial indicators, specifically
weak asset quality, high encumbrance of capital and leverage, as
well as reliance on subsidised state funding.

UAL has an adequate franchise with dominant market share within
agricultural leasing (around 90%), with a business model focused on
leasing agricultural vehicles and machinery. UAL's franchise and
policy role benefits from the importance of the domestic
agricultural sector, particularly as a major contributor to the
country's GDP and total employment. Fitch assumes UAL's policy role
restricts its business model, while its non-profit oriented nature
impacts the financial profile.

UAL's asset quality metrics are very weak, with Stage 3 receivables
at 70% at end-2021 (2020: 80%). Interest received in cash amounted
to a low 43% of accrued interest in 2021 (2020: 52%) also pointing
to weak collection. Provisioning level is very low (7% at
end-2021), and in our view does not reflect the loss expectation.

The portfolio is diversified by names with the top-20 lessors
comprising 15% of the portfolio at end-2021.

UAL's policy role limits its profitability metrics, but it is
supported by subsidised funding. The net interest margin was around
5% in 2021, but pre-tax return on average assets was weak at around
1% in 2021. Provisioning costs were very low in 2018-2021 (on
average 1.4% of the lease book), which in its view does not fully
reflect the credit risk.

UAL's gross debt/tangible equity ratio was a high 30x at end-2021.
The company expects to receive UZS283 billion in capital injections
from the state in 1H23 (equivalent to USD25 million or 3.9x its
equity at end-2021). This injection should help to improve
leverage.

Unprovisioned Stage 3 leases amount to UZS1.3 billion, which is
3.7x post-injection capital and remains a drag on UAL's capital
position. Fitch notes that UAL is not subject to regulatory or
covenanted capital requirements.

UAL is funded primarily from government-related sources - SFAS
under Uzbekistan's MoF (51% of total borrowings) and local
state-owned banks. State funding is under favourable conditions
with interest rates significantly below the market rate.

Derivation Summary

Fitch classifies UAL as a GRE of Uzbekistan under its GRE Criteria,
as it is majority owned and controlled by the state. Under the GRE
Criteria, Fitch applies a top-down approach based on its assessment
of the strength of linkage with and incentive to support by the
sovereign.

UAL has a score of 35 points under its GRE Criteria, resulting in
its IDR being notched down once from the Uzbekistan sovereign IDR,
given its 'ccc+' SCP, which is four notches away from the
sovereign, and consequently not a rating driver.

Liquidity and Debt Structure

UAL's debt increased to UZS2.069 trillion at end-2022 (2021:
UZS1.667 trillion), underpinned by a growing leasing portfolio.
UAL's debt is composed of local preferential state loans and bank
loans. Preferential loans from SFAS bear below market terms (lower
rates and longer maturity).

Issuer Profile

UAL is a national leasing company, established in 1999 turned into
shareholding in 2016, majority-owned by the Republic of Uzbekistan
(90.25%). UAL primarily finances agricultural equipment and had
total assets of UZS 2,033 billion (USD185 million equivalent) at
end-2021.

RATING SENSITIVITIES

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

- Deterioration of UAL's links with the state, as measured by
significant reduction of state share, or weaker incentives to
support, could lead to a wider notching differential.

- Downgrade of Uzbekistan's ratings.

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

- Strengthened links with the state visible from the stronger
assessed incentives to support from the government.

- Upgrade of Uzbekistan's ratings.

ESG Considerations

UAL has an ESG Relevance Score of '4' for Management Strategy
(degree of political or external influence) and Financial
Transparency (quality and timeliness of financial disclosure;
reliability, level of detail and scope of information) due to
limited autonomy and financial transparency which, in combination
with other factors has negative impact on the credit profile, and
is relevant to the ratings in conjunction with other factors. UAL
is exposed to the risk of negative profitability and poor asset
quality, stemming from state decisions aimed at concessionary
support of agricultural sector, which could lead to sudden
increases in impaired leases and materialisation of losses.

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.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

UAL's ratings are linked to Uzbekistan's sovereign ratings.

   Entity/Debt             Rating        
   -----------             ------       
Uzagroleasing
Joint Stock
Company           LT IDR    B+ New Rating
                  ST IDR    B  New Rating
                  LC LT IDR B+ New Rating
                  LC ST IDR B  New Rating



===============
S L O V E N I A
===============

GORENJSKA BANKA: Fitch Affirms 'BB-' LongTerm IDR, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has affirmed Slovenia-based Gorenjska Banka d.d.,
Kranj's (GBKR) Long-Term Issuer Default Rating (IDR) at 'BB-' and
Viability Rating (VR) at 'bb-'. The Outlook on the IDR is Stable.

Fitch has withdrawn GBKR's Shareholder Support Rating (SSR) of 'no
support' (ns) following a recent change in the bank's ownership
structure, which resulted in the transfer of full control over GBKR
from Serbia-based AIK Banka a.d.to Cyprus-based holding company
Agri Europe Cyprus Ltd. In Fitch's view, support from the bank's
private owners, while still possible, cannot be relied upon. Fitch
has assigned GBKR a Government Support Rating (GSR) of 'ns'.

KEY RATING DRIVERS

GBKR's IDRs are driven by its standalone financial strength, as
expressed by its VR. The affirmation considers GBKR's stable
business profile, good profitability, moderate capital buffers,
stable funding and solid liquidity. The ratings also factor in
GBKR's significant risk concentrations, including with related
parties, and the small franchise. GBRK's 'bb-' VR is one notch
below the 'bb' implied VR due to a negative adjustment for business
profile and risk profile.

Stable Operating Environment: Softer 2023 GDP growth of around 1.3%
in 2023 (down from 5.4% in 2022) is likely to result in slowing
loan growth in 2023 across all business segments. However, the
higher interest rate environment should support banks' margins and
revenues, while asset quality deterioration should be only modest,
given low household and corporate indebtedness and tight
underwriting standards in recent years. Our 'bbb' operating
environment score for Slovenian banks balances the highest GDP per
capita in central and eastern Europe against the small overall size
of the economy and stiff competition in the banking sector.

Stable Business Profile: GBKR's VR considers the bank's stable
business profile, with a long-term strategic focus on servicing
clients, primarily SMEs and retail clients, in its home region of
Gorenjska in Slovenia. This makes GBKR a strong regional player
with adequate capacity to generate stable earnings, which underpins
its business profile score of 'bb-', above the implied 'b' category
score. At the same time, GBKR's overall Slovenian market share is
small, at around 5% of total assets (end-3Q22).

Elevated Risk Appetite: Fitch views GBKR's risk appetite as higher
than Slovenian peers, as reflected in the bank's above-average loan
growth, industry concentrations, primarily to the construction and
real estate segment (around 30% of total corporate loans at
end-2022, which includes cross-border lending), and exposures to
related parties.

Related-Party Exposure: Gross on- and off-balance sheet exposure to
related parties was equal to 36% of common equity Tier 1 (CET1)
capital at end-2022 (end-2021: 65%), although this was largely
matched by related party liabilities. The exposures primarily
comprised a deposit with its sister bank and corporate loans.
Related-party lending indicates a weakness in GBKR's governance
relative to peers.

Stable Asset Quality: GBKR's impaired (Stage 3) loan ratio was
stable at 2.1% at end-2022 (end-2021: 2.3%). Specific loan loss
allowance coverage remained low at 33%, reflecting the bank's
reliance on loan collateral. Fitch expects a moderate increase in
impairments in 2023 as the slowing economy and inflationary
pressures will weigh on borrower performance.

Solid Profitability: The operating profit to risk-weighted assets
(RWA) ratio remained solid at 2.1% in 2022 (2021: 2.4%), helped by
stronger credit growth, and low risk and funding costs as operating
conditions remained favourable for Slovenian banks. Fitch expects
this core profitability metric to be close to current levels in the
next two years, with only limited pressures from deceleration in
lending and normalisation of risk costs at around 40bp-50bp.

Moderate Core Capitalisation: Its assessment of capital and
leverage considers the small absolute size of the bank's capital
base and sizeable risk concentrations. GBKR's CET1 ratio decreased
to 14.3% at end-2022 (end-2021: 15.6%), following growth in RWAs,
when most 2022 profits were not yet included in regulatory capital.
The bank targets the CET1 ratio remaining close to the current
level, while distributing most future profits as dividends.

Solid Liquidity: Customer deposits are stable and diversified. The
share of term deposits, albeit decreased, is slightly higher than
at peers, indicating somewhat weaker customer relationships.
Wholesale funding is limited, primarily sourced from the Slovenian
Development Bank and subordinated loans from the sister bank. The
liquidity position is solid and regulatory liquidity ratios are
comfortably above minimum requirements.

RATING SENSITIVITIES

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

GBKR's VR, and hence Long-Term IDR, would be downgraded if the bank
experiences a sharp deterioration in asset quality, capitalisation,
and operating profitability metrics without clear prospects for
recovery. In particular, the bank's ratings would likely be
downgraded if:

- The bank's CET1 ratio falls below 12%, implying only minimal
headroom above the minimum regulatory requirement.

- There was a substantial increase in risk appetite, including
evidence of higher risk concentrations, especially if combined with
asset quality and profitability deterioration, or evidence of
material governance weakness.

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

An upgrade would require a significant strengthening of the bank's
franchise, along with decreased risk concentrations and
related-party operations, while maintaining stable financial
metrics.

GBKR's GSR of 'ns' reflects Fitch's view that due to the
implementation of the EU's Bank Recovery and Resolution Directive
(BRRD), senior creditors of GBKR cannot rely on full extraordinary
support from the sovereign if the bank becomes non-viable.

An upgrade of the GSR would be contingent on a positive change in
the sovereign's propensity to support the bank. However, this is
unlikely, given existing resolution legislation.

VR ADJUSTMENTS

The business profile score of 'bb-' has been assigned above the 'b'
implied category score, due to the following adjustment reason:
business model (positive).

The asset quality score of 'bb-'has been assigned below the 'bbb'
implied category score, due to the following adjustment:
concentrations (negative).

The earnings and profitability score of 'bb+' has been assigned
below the 'bbb' implied category score due to the following
adjustment: earnings stability (negative).

The capitalisation and leverage score of 'bb-' has been assigned
below the 'bbb' implied category score due to the following
adjustments: size of capital base (negative) and risk profile and
business model (negative).

The funding and liquidity score of 'bb+' has been assigned below
the 'bbb' implied category score due to the following adjustments:
deposit structure (negative).

ESG CONSIDERATIONS

GBRK has an ESG Relevance Score of '4' for Governance Structure,
reflecting board independence issues, given the sizeable direct and
indirect related-party exposures with the sister bank AIK and other
companies under control of GBRK's private owners, which has a
negative impact on the credit profile, and is relevant to the
rating in conjunction with other factors.

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

   Entity/Debt                       Rating          Prior
   -----------                       ------          -----
Gorenjska Banka
d.d., Kranj       LT IDR              BB- Affirmed     BB-
                  ST IDR              B   Affirmed      B
                  Viability           bb- Affirmed     bb-
                  Government Support  ns  New Rating
                  Shareholder Support WD  Withdrawn    ns



=========
S P A I N
=========

AERNNOVA AEROSPACE: S&P Upgrades ICR to 'B', Outlook Stable
-----------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit and issue
ratings on Spain-based Aernnova Aerospace Corp. S.A. (Aernnova) and
its term loan B (TLB) to 'B' from 'B-', with the '3' recovery
rating unchanged (rounded estimate 50%).

The stable outlook reflects S&P's expectations that Aernnova will
continue to deliver its business strategy and maintain credit
metrics commensurate with the rating, specifically, adjusted EBTIDA
margins recovering to at least 11% in 2023, at least neutral free
operating cash flow (FOCF), and funds from operations (FFO) cash
interest coverage trending toward 2.5x over our 12-month outlook
horizon.

As expected, recovering demand for new aircraft, especially
narrowbodies, and rising original equipment manufacturer (OEM)
production rates are supporting a gradual improvement in Aernnova's
operating results. S&P said, "We expect that Aernnova's operating
performance will continue to improve and forecast revenue growth of
about 15%-20% for 2023 versus 45% in 2022 (of which about half, or
about EUR90 million, was from the acquisition of Evora from
Embraer) driven by the wider market recovery and rising demand for
new aircraft. We forecast S&P Global Ratings-adjusted margins of
more than 11% in 2023, with the company continuing to benefit from
cost-cutting efforts undertaken in 2020 and price and volume mix
effects. Our adjusted debt figure in 2022 includes EUR485 million
of senior secured debt, about EUR90 million of public financing,
and about EUR30 million of bank borrowings. We also adjust debt for
about EUR30 million of operating and financial leases. We forecast
that Aernnova's S&P Global Ratings-adjusted debt to EBITDA will
improve to comfortably below 7.0x in 2023 from 9.0x-10.0x in 2022
and a peak of 26.1x in 2021."

Aernnova generates 30% of its revenue from key narrow-body aircraft
programs such as the Airbus A320 and A220, which represent about
32% of the 2023 backlog combined. S&P said, "We believe that
Aernnova will continue to benefit from Airbus' plans to raise
production of its narrow-body A320 fleet to 64 a month by early
2024 and 75 a month in 2025, from 40 a month when the pandemic
peaked. Similarly, we consider Airbus' expectation to gradually
increase production of its A220 family to more than 10 per month by
the middle of the decade as positive for Aernnova. However, we
consider rising production rates to be challenged by supply chain
disruption and bottlenecks, especially if component and labor
availability does not improve industry wide. Another big chunk of
Aernnova's topline is driven by wide-body programs such as the A350
and A330, at about 35% of its 2023 backlog combined. Although we
continue to see a recovery in long-haul travel, we believe it
remains the most sensitive to pandemic-related restrictions and any
wider slump in the industry. Aernnova continues to depend on this
segment's recovery prospects, in particular due to some
concentration on the A350XWB platform. Airbus has plans to increase
the production rate on this from late 2022. Furthermore, we see
Aernnova's exposure to defense/business jets as bringing a welcome
element of stability to its revenue mix, given the robust
end-market fundamentals in both industries."

S&P said, "We believe Evora's integration is progressing in line
with expectations, providing Aernnova an additional footprint in
key narrow-body programs, and some customer diversification,
translating into significant topline support. In January 2022,
Aernnova announced the acquisition of Embraer industrial plants in
Évora for a consideration of approximately EUR155 million, mostly
funded with cash. We believe the acquisition has a strategic
rationale because Aernnova can expand its production capabilities
for wings, vertical, and horizontal stabilizers. Additionally, we
expect Aernnova to expand its business with Embraer since the
facilities are already producing composite and metallic components
for Embraer's key narrow-body programs such as the E1 and E2. This
will benefit Aernnova's business position by partially reducing its
high concentration on Airbus, which will reduce to about 70% in
2023 from 80% based on the 2022 backlog. We expect Evora's revenue
contribution to be approximately EUR90 million for 2022, supporting
Aernnova's progressive recovery to pre-pandemic levels.

"Aernnova's management is navigating industry-wide supply chain
disruption, while we note positively that it has no exposure to
Russia. The company follows a strategy of diversification in its
raw material suppliers. We expect the group will have fully
diversified its titanium supply at year-end 2023. Furthermore, we
expect volatile and elevated energy and commodity prices might
affect Aernnova's customers and/or supply chains in the coming
months. We note that many industries are grappling with the same
challenges and forging risks, so this is not just Aernnova or
aerospace specific. However, Aernnova has a good level of raw
material inventory that would likely offset any shortages for the
next 12 months and it benefits from dual sourcing for many of its
critical raw materials. In addition, we understand that the
company's supply chain is not materially affected. Another negative
factor for the industry is labor shortages, with difficulties
finding qualified engineers increasing labor costs. However,
Aernnova continues to attract new employees. Therefore, we believe
the effect on operating performance is limited for now and it will
generative positive FOCF of about EUR15 million-EUR20 million in
2023. This includes about a EUR30 million working capital inflow
and about a EUR20 million outflow for capital expenditure (capex),
since we expect the business to benefit from some reversal effects
in inventory buildup in 2022 as well as higher investments to
execute new orders, as production fully recovers.

"We view as positive the group's strategy to be involved in early
stage aircraft projects via business partnerships. Aernnova
supports groups that want to innovate in this sector by designing
and engineering their programs. This could result in manufacturing
contracts in case of success. Furthermore, we consider the risk for
Aernnova as low because we understand it does not advance payment
and the research is fully financed by the partner.

"We consider the group able to reduce its interest rate risk from
2024. About 75% of our adjusted debt in 2023 comprises the EUR485
million TLB due in 2027 and unhedged this year. Therefore, we
expect to see some pressure on S&P Global Ratings-adjusted FFO cash
interest coverage in 2023, reducing to 2.0x-2.5x from about 2.6x
expected in 2022. We estimate interest expenses could increase
EUR20 million-EUR40 million in 2023. The group will then hedge 80%
of its TLB at 1.30% for 2024 and 2025. Therefore, we expect lower
cash interest expenses in the following years.

"The stable outlook reflects our expectations that Aernnova will
continue to deliver on its business strategy and maintain credit
metrics commensurate with the rating, specifically adjusted EBITDA
margins recovering to at least 11% in 2023, at least neutral FOCF,
adjusted debt to EBITDA below 7x, and FFO cash interest coverage
trending toward 2.5x over our 12-month outlook horizon.

"We could lower the rating on Aernnova if its production rates do
not recover as expected, resulting in negative FOCF for a long
period or FFO cash interest coverage below 2.0x without prospects
for swift improvements. If profitability does not recover,
preventing the group from reducing its leverage below 7x, this
could pressure the rating. We could also lower the rating if the
ratio of liquidity sources to uses decreases to less than 1.2x or
Aernnova defaults on interest payments.

"We consider a positive rating action unlikely at this stage but
could raise the rating if the company recovers and maintains
adjusted EBITDA margins comfortably above 12% or more, with
adjusted debt to EBITDA below 5x, positive FOCF, and FFO cash
interest coverage of more than 3.0x."

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

S&P said, "Social factors are a negative consideration in our
credit rating analysis for Aernnova. The COVID-19 pandemic resulted
in a significant decline in air travel and demand for new
commercial passenger aircraft by airlines. In response, Airbus
lowered production rates, which had a material knock-on effect on
Aernnova's earnings and cash flow, given it is a manufacturer of
aircraft structures and a key supplier to Airbus. Aernnova's
revenue contracted 28% in 2020 and EBITDA was negative as the
company cut production. Although production rates have stabilized
and air travel is starting to recover, credit ratios are likely to
be pressured for an extended period (we do not expect the industry
to recover to pre-pandemic levels until at least 2023). Governance
factors are a moderately negative consideration, as is the case for
most rated entities owned by private-equity sponsors. We believe
the company's highly leveraged financial risk profile points to
corporate decision-making that prioritizes the interests of the
controlling owners. This also reflects the generally finite holding
periods and a focus on maximizing shareholder returns. However, the
company has a clear strategic planning process, and the
long-serving management is highly experienced and holds a
significant stake in the business. Before the pandemic, management
showed its commitment to keep debt to EBITDA well below 5x."


GRIFOLS SA: Moody's Cuts CFR to B2 & Sr. Unsecured Bond to Caa1
---------------------------------------------------------------
Moody's Investors Service has downgraded the corporate family
rating of Grifols S.A. (Grifols or the company) to B2 from B1 and
its probability of default rating to B2-PD from B1-PD. At the same
time, Moody's has downgraded the senior unsecured rating of Grifols
and the backed senior unsecured ratings of Grifols Escrow Issuer,
S.A.U. to Caa1 from B3 and affirmed the Ba3 senior secured ratings
of Grifols, Grifols World Wide Operations Ltd. and Grifols World
Wide Operations USA, Inc. The outlook on all entities remains
negative.

RATINGS RATIONALE

The downgrade to B2 reflects Grifols weak credit metrics and
Moody's expectation that they will remain outside of the boundaries
for the B1 rating in the next 12 to 18 months. Persistence of an
elevated leverage and weaker-than expected operating performance
also prompted management changes, notably the appointment of a new
Executive Chairman, and the launch of an extensive cost savings
program. Grifols will start to face large debt maturities in 2025,
with two bond maturities in the first half of 2025 totaling close
to EUR1.9 billion, and the refinancing of these instruments well in
advance of their maturity will be key to supporting the B2 rating.
Under its ESG framework Moody's regards the company's high
tolerance for leverage and the recent successive changes in
management as governance risks.

Grifols' profitability has remained well below pre-pandemic levels:
its Moody's-adjusted EBITDA margin reached 20.4% in 2022 against
28.7% in 2019. While Grifols' plasma collection volumes have
recovered to pre-pandemic levels, the fees it has to pay to plasma
donors have remained high. During 2022, Grifols' cash flow
generation was also affected by a large working capital outflow of
EUR609 million as the company rebuilt its inventories following
their depletion when it faced a pandemic-induced shortage of
plasma. Grifols' Moody's-adjusted leverage (gross debt/EBITDA) was
still elevated at about 9.5x as of year-end 2022. Although it will
remain above pre-pandemic levels, Moody's projects a gradual
decline in leverage to around 7x in 2024, mainly driven by EBITDA
growth supported by the cost optimization program, which targets
about EUR400 million of cost savings. Moody's also projects that
free cash flow (FCF) generation will turn positive in 2023 but not
permit to reduce debt materially.

Grifols has publicly stated its intention to focus on deleveraging
and to refrain from paying a dividend and making meaningful
acquisitions until it reaches a net leverage level, as per its
definition, of 4x. The company also indicated that it could
consider different strategic options to accelerate deleveraging
including asset sales, although these have yet to materialize.

Grifols' B2 CFR also reflects its good market position and vertical
integration in human blood plasma-derived products; favorable
fundamental drivers supported by growing healthcare spending in
emerging markets, better diagnostics and new products; high
barriers to entry because of regulation, customer loyalty and
capital intensity; as well as good safety track record.

LIQUIDITY

Grifols' liquidity is currently adequate. As of December 31, 2022,
the company had a cash balance of EUR548 million and Moody's
projects that it will generate positive FCF of about EUR50
million-EUR100 million in 2023. As of December 31, 2022, it
reported about EUR500 million of current financial debt.

The company has a USD1.0 billion backed senior secured revolving
credit facility (RCF) due November 2025, which is currently undrawn
and is subject to a springing leverage covenant (net debt/EBITDA at
a maximum of 7x) that is activated if drawings exceed 40%. Grifols'
leverage covenant has been above the limit during 2022 and it stood
at 7.1x at the end of 2022, still limiting the drawing potential on
the RCF to up to USD400 million. Moody's projects that Grifols will
regain full drawing capacity on its backed senior secured RCF
during the course of 2023, which will improve its liquidity.

Grifols will face large debt maturities in the first half of 2025
with two bonds totaling close to EUR1.9 billion maturing in
February and May 2025. If these bonds are not refinanced at least
12 months before their maturity, that is likely to put further
pressure on the rating.

RATIONALE FOR THE OUTLOOK

The negative outlook reflects Moody's view that Grifols may not be
able to improve its credit metrics as projected and also considers
the upcoming large debt maturities that the company will be facing
in 2025 and would need to address in advance.

A stabilization of the outlook is, however, likely if there is
evidence of firm leverage reduction and conservative liquidity
management, including the timely management of upcoming
maturities.

STRUCTURAL CONSIDERATIONS

Grifols reported EUR9.7 billion in financial liabilities (excluding
EUR1.0 billion of leases) as of December 31, 2022. This comprises a
mix of senior secured debt instruments (term loans, RCF and notes)
rated Ba3, two notches above the CFR, and senior unsecured notes
that are ranked behind the senior secured debt in the waterfall and
are rated Caa1, two notches below the CFR. All these instruments
benefit from guarantees of subsidiaries representing about 70% of
Grifols' EBITDA. The senior secured debt instruments benefit from
collateral which includes among others certain tangible and
intangible assets and plasma inventories.

The B2-PD PDR is in line with the B2 CFR, assuming a 50% corporate
family recovery rate appropriate for debt structures comprising
bank and bond debt.

In 2021, GIC, the sovereign wealth fund of Singapore, invested
USD990 million to acquire a minority stake in Grifols' US
subsidiary Biomat USA, Inc. through non-voting shares. Considering
the terms of transaction, the agency has treated these non-voting
shares as debt. As part of the GIC transaction, Grifols obtained
consent from lenders and bondholders to remove Biomat USA, Inc.
from the guarantor pool of pre-existing debt instruments.

ESG CONSIDERATIONS

Grifols's ESG Credit Impact Score is highly negative (CIS-4). Main
ESG considerations for Grifols are related to governance and
industry-wide social risks. With regards to governance, Grifols has
a track record of high leverage tolerance, debt-funded acquisitions
and some material related party transactions, reflected in its G-4
issuer profile score. The company has also faced recent management
turnover.

Grifols is exposed to high industry-wide social risks which is
reflected in its S-4 issuer profile score and include product
safety risk, litigation exposure, high manufacturing compliance,
and exposure to regulatory changes which can affect product
prices.

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

Moody's could upgrade Grifols' rating if its leverage
(Moody's-adjusted debt/EBITDA) ratio improves towards 5.5x and it
achieves a Moody's-adjusted EBITA/interest ratio above 2.5x and
materially positive free cash flow, on a sustained basis. A
positive rating action would also require that Grifols maintains
good liquidity and consistently follows a more conservative
financial policy.

Conversely, Moody's could downgrade Grifols' rating if its
liquidity becomes weak, which could notably happen if its FCF
remains negative or it does not refinance its 2025 maturities in a
timely manner. If Grifols' leverage does not improve towards 6.5x
or below or its Moody's-adjusted EBITA/interest ratio declines
materially below 2.0x, this could also lead to a negative rating
pressure.

LIST OF AFFECTED RATINGS

Downgrades:

Issuer: Grifols Escrow Issuer, S.A.U.

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

Issuer: Grifols S.A.

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

LT Corporate Family Rating, Downgraded to B2 from B1

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

Affirmations:

Issuer: Grifols S.A.

Senior Secured Bank Credit Facility, Affirmed Ba3

BACKED Senior Secured Regular Bond/Debenture, Affirmed Ba3

Issuer: Grifols World Wide Operations Ltd.

BACKED Senior Secured Bank Credit Facility, Affirmed Ba3

Issuer: Grifols World Wide Operations USA, Inc.

BACKED Senior Secured Bank Credit Facility, Affirmed Ba3

Outlook Actions:

Issuer: Grifols S.A.

Outlook, Remains Negative

Issuer: Grifols Escrow Issuer, S.A.U.

Outlook, Remains Negative

Issuer: Grifols World Wide Operations Ltd.

Outlook, Remains Negative

Issuer: Grifols World Wide Operations USA, Inc.

Outlook, Remains Negative

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Medical
Products and Devices published in October 2021.

COMPANY PROFILE

Grifols, headquartered in Barcelona, Spain, is a global healthcare
company that is primarily focused on human blood plasma-derived
products and transfusion medicine. Its Biopharma division involves
the extraction of proteins from human blood plasma and the use of
these proteins to produce and distribute therapeutic medical
products to treat a range of rare, chronic and acute conditions.
Grifols also supplies devices, instruments and assays for clinical
diagnostic laboratories. It generated EUR6.1 billion in revenue and
EUR1.2 billion in Moody's-adjusted EBITDA in 2022.



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

TURKIYE: Fitch Affirms 'B' Foreign Currency IDR, Outlook Negative
-----------------------------------------------------------------
Fitch Ratings has affirmed Turkiye's Long-Term Foreign-Currency
Issuer Default Rating (IDR) at 'B' with a Negative Outlook.

KEY RATING DRIVERS

Credit Fundamentals, Negative Outlook: Turkiye's 'B' rating
reflects weak external finances, growing economic distortions due
to increasingly interventionist and unconventional policies as well
as political and geopolitical risks. These factors are set against
Turkiye's large and diversified economy, relatively low levels of
government debt and a manageable sovereign debt repayment profile.

The Negative Outlook reflects its view that Turkiye's expansionary
and inconsistent policy mix, characterised by negative real rates
and increasing use of regulatory measures and controls, will keep
FX demand and depreciation pressures on the lira, weaken
international reserves, maintain inflation at a high level, and
weigh on the availability and cost of external financing.

Monetary Easing, Interventionist Policies: The central bank lowered
its policy rate to 8.5% in February, but authorities increasingly
rely on targeted regulations to lower domestic financing costs,
manage the allocation and pace of credit, to ease pressures on the
lira by controlling FX demand, and reduce financial dollarisation.
In Fitch's view, this policy approach could create vulnerabilities
to the until now resilient banking sector by increasing its
exposure to sovereign debt at negative real yields, and adversely
impacting profitability and potentially asset quality.

Moreover, the increasing number and frequency of measures increases
regulatory uncertainty and could exacerbate liquidity risks by
undermining depositor confidence and/or reduce access to external
financing.

High Inflation, Slowing Growth: Annual inflation declined to 55.2%
in February from a peak of 85.5% in October, benefiting from a
favourable base effect and improved exchange rate stability since
2H22. Fitch expects inflation to average 56.5% in 2023, among the
highest of Fitch-rated sovereigns, reflecting the government's
focus on supporting growth and employment and inflation inertia.
Backward indexation, high expectations and additional lira
depreciation remain upside risks.

Fitch forecasts GDP growth slows to 2.5% 2023, from 5.6% in 2022,
with the negative impact of the February earthquakes on economic
activity partly balanced by the fiscal and credit stimulus in the
run-up to the May elections. Fitch expects growth to increase
modestly to 3% in 2024, due to improving external demand and the
reconstruction process offsetting a less expansionary policy
stance.

Renewed Pressure on Reserves: After increasing to USD129 billion in
2022, gross international reserves have again come under pressure,
declining to USD120 billion in early March. Although the Saudi Fund
for Development recently agreed to deposit USD5 billion at
Turkiye's central bank, the international reserve structure remains
vulnerable, with the central bank's net foreign asset position
significantly negative (minus USD57 billion) when excluding FX
swaps. Fitch forecasts international reserves to decline to USD105
billion by end-2023, bringing reserve coverage of current external
payments to 3.0 months, slightly below the forecast 'B' median of
3.2 months.

Reserve coverage is weak, given still high bank deposit
dollarisation (42.2%; 58.7% when including FX-protected deposits)
and large external financing requirements. FX protected deposits
(USD84 billion in early March) not only create fiscal costs (0.6%
of GDP on budget in 2022) and FX-linked contingent liabilities for
the sovereign, but could also add to domestic FX demand in the
event of reduced rollovers.

High External Financing Needs: After expanding to 5.4% of GDP in
2022, the current account deficit will likely remain high (4.3% of
GDP in 2023) despite lower energy prices due to policy stimulus.
External debt maturing in 2023 amounts to USD190.2 billion, leaving
Turkiye vulnerable to changes in investor sentiment. Net errors and
omission reached close to 50% of the current account deficit in
2022, and limited visibility on their nature adds to the risk of
additional pressure on international reserves.

Resilient but Costly External Financing: There is a record of
resilience in access to external financing for the sovereign and
private sector. The sovereign has issued USD11 billion since
October, including two issuances for USD5 billion in 2023. Turkiye
faces external bond amortisations of USD5.7 billion and USD9.0
billion in 2023 and 2024, respectively. The private sector has also
maintained access to external funding, although banks have reduced
external funding, partly reflecting high costs and reduced demand
for FX loans.

Low Deficits and Debt: Turkiye's fiscal deficit declined to 0.9% of
GDP at the central government level in 2022 (estimated 1.1% at the
general government level), significantly outperforming the 3.5%
budgeted target. Fitch forecasts that the general government
deficit will widen to 4.4% in 2023 and 4.9% in 2024 due to the
impact of weaker economic activity on revenue, fiscal stimulus in
the electoral year, expenditure pressures related to high inflation
as well as post-earthquake relief and reconstruction.

The policy challenge is for authorities to identify sources of
financing without a significant additional build-up of sovereign
exposure for banks or feeding inflationary pressures, and access
external financing to avoid pressures on the already high external
deficit and weak external liquidity.

Increased Fiscal Risks: The combination of potentially higher
interest rates, weaker exchange rate and high inflation could
negatively impact the debt trajectory and fiscal balances. Fitch
estimates that general government debt declined to 31% of GDP in
2022, well below the 57% 'B' median estimate, reflecting high
nominal GDP growth, a more stable exchange rate, negative rates in
domestic financing and a primary surplus. The share of
foreign-currency denominated debt at end-2022 remained high at
65.5%. Although the share of domestic debt subject to interest rate
re-fixing within 12 months has declined since 2020, it also remains
high at 58.4%.

Elections Approaching, Challenging Diplomatic Balance: General
elections (presidential and parliament) will take place on 14 May
2023. The six-party opposition alliance under the 'Table of Six'
has named the head of the CHP party Kemal Kılıçdaroğlu as its
presidential candidate. The management of the February earthquakes
relief and reconstructions efforts has become a major factor
impacting the electoral dynamics.

Political and policy uncertainty remain elevated due to high
political polarisation, a potentially close electoral outcome,
stark difference between the current government and opposition on
the direction of economic policy, and implementation challenges.
Policies post elections could also be influenced by the outcome of
parliamentary elections, coalition politics and the run-up to local
elections scheduled to take place in 2024.

Geopolitical Risks Remain: Geopolitical risks remain sizeable.
Turkiye has continued to play an active diplomatic role regarding
the war in Ukraine, for example, by facilitating the extension of
the 'grain corridor'. Although Turkiye has maintained its support
for the territorial integrity of Ukraine, it has not joined in US
and EU sanctions against Russia and has strengthened bilateral
economic relations with Russia. Turkiye's objections to
ratification of Finland and Sweden's NATO membership create another
source of friction with the US and Western allies.

ESG - Governance: Turkiye has an ESG Relevance Score (RS) of '5'
for both Political Stability and Rights and for the Rule of Law,
Institutional and Regulatory Quality and Control of Corruption.
Theses scores reflect the high weight that the World Bank
Governance Indicators (WBGI) have in its proprietary Sovereign
Rating Model. Turkiye has a medium WBGI ranking at the 35th
percentile, reflecting a recent track record of peaceful political
transitions, a moderate level of rights for participation in the
political process, moderate but deteriorating institutional
capacity due to increased centralisation of power in the office of
the president and weakened checks and balances, uneven application
of the rule of law and a moderate level of corruption.

RATING SENSITIVITIES

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

- External Balances: Increased balance of payments pressures,
including sustained reduction in international reserves, for
example due to reduced access to external financing for the
sovereign or the private sector and/or sustained widening of the
current account deficit.

- Macro: Continuation of a policy mix that increases macroeconomic
and financial stability risks, for example, an inflation-exchange
rate depreciation spiral, weaker depositor confidence and/or
increased vulnerabilities in banks' balance sheets.

- Structural Features: A serious deterioration in the domestic
political or security situation or international relations that
severely affects the economy and external finances.

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

- Macro: A shift towards a credible and consistent policy mix that
stabilises confidence, improves predictability and reduces
macroeconomic and financial stability risks.

-External Financing: A reduction in external vulnerabilities, for
example due to sustained narrowing of the current account deficit,
increased capital inflows, improvements in the level and
composition of international reserves and reduced dollarisation.

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

Fitch's proprietary SRM assigns Turkiye a score equivalent to a
rating of 'BB' on the Long-Term Foreign-Currency (LT FC) IDR
scale.

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

- Structural: -1 notch, to reflect vulnerabilities in the banking
sector due to the significant reliance on foreign financing, high
financial dollarisation and increased government intervention, and
the risk that developments in geopolitics and foreign relations,
including sanctions, as well as of domestic social unrest, could
impact economic stability.

- Macro: -1 notch, to reflect that risks of potential additional
macroeconomic and financial stability are not fully captured by the
SRM, as the current policy mix and potential reaction to shocks
could further weaken domestic confidence, reduce reserves and lead
to external financing and domestic liquidity pressures.

- External Finances: -1 notch, to reflect a very high gross
external financing requirement, low international liquidity ratio,
a weak central bank net foreign asset position, and risks of
renewed balance of payments pressures in the event of changes in
investor sentiment.

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

ESG CONSIDERATIONS

Turkiye has an ESG Relevance Score of '5' for Political Stability
and Rights as World Bank Governance Indicators have the highest
weight in Fitch's SRM and are therefore highly relevant to the
rating and a key rating driver with a high weight. As Turkiye has a
percentile rank below 50 for the respective Governance Indicator,
this has a negative impact on the credit profile.

Turkiye has an ESG Relevance Score of '5' for Rule of Law,
Institutional & Regulatory Quality and Control of Corruption as
World Bank Governance Indicators have the highest weight in Fitch's
SRM and are therefore highly relevant to the rating and are a key
rating driver with a high weight. As Turkiye has a percentile rank
below 50 for the respective Governance Indicators, this has a
negative impact on the credit profile.

Turkiye has an ESG Relevance Score of '4'for Human Rights and
Political Freedoms as the Voice and Accountability pillar of the
World Bank Governance Indicators is relevant to the rating and a
rating driver. As Turkiye has a percentile rank below 50 for the
respective Governance Indicator, this has a negative impact on the
credit profile.

Turkiye has an ESG Relevance Score of '4' for Creditor Rights as
willingness to service and repay debt is relevant to the rating and
is a rating driver for Turkiye, as for all sovereigns. As Turkiye
has track record of 20+ years without a restructuring of public
debt and captured in our SRM variable, this has a positive impact
on the credit profile.

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

   Entity/Debt                  Rating        Prior
   -----------                  ------        -----
Turkiye           LT IDR          B  Affirmed    B
                  ST IDR          B  Affirmed    B
                  LC LT IDR       B  Affirmed    B
                  LC ST IDR       B  Affirmed    B
                  Country Ceiling B  Affirmed    B

   senior
   unsecured      LT              B  Affirmed    B

Hazine
Mustesarligi
Varlik Kiralama
Anonim Sirketi

   senior
   unsecured      LT              B  Affirmed    B



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

AMPHORA INTERMEDIATE II: Moody's Downgrades CFR to Caa2
-------------------------------------------------------
Moody's Investors Service has downgraded the ratings of wine
producer Amphora Intermediate II Ltd (Accolade or the company),
including its corporate family rating to Caa2 from Caa1 and its
probability of default rating to Caa2-PD from Caa1-PD.

The rating agency has also downgraded all the backed senior secured
bank credit facilities ratings of financing subsidiaries Amphora
Australia Holdings Pty Ltd and Amphora Finance Limited to Caa2 from
Caa1. Concurrently, Moody's has also changed the outlook on all
ratings to negative from stable.

RATINGS RATIONALE

The downgrade of Accolade's CFR reflects the weak operating
performance during the first six months of the financial year 2023,
ending in June, and the expectation that EBITDA generation over the
next 18 months will be substantially below Moody's previous
forecasts. Moody's expects that leverage, measured as
Moody's-adjusted gross debt/EBITDA, to be above 18x during both
financial years of 2023 and 2024 and, given the debt maturities in
2024 and 2025, views the capital structure to be unsustainable. The
rating agency also considers that Accolade's liquidity has weakened
substantially with meaningful negative free cash flow generation
expected next financial year and the A$150 million backed senior
secured revolving credit facility (RCF) maturing in April 2024.

Accolade reported weaker results than Moody's expected in the six
months up to December 2022, the first half of the company's
financial 2023. Although revenue increased by 2.1% on the back on
price increases as volumes remained flat, company reported EBITDA
fell to A$37.7 million from A$41.7 million in the comparable period
in the prior year. Accolade's operating performance was negatively
affected by unexpectedly continued high inflation across the
company's supply chain, exacerbated by the structure of the UK
market where price increases need to be negotiated at least 16 to
20 weeks ahead of implementation. The company's Moody's-adjusted
debt has also risen to approximately A$921 million as of December
2022 from A$821 million as of June 2021. This increase reflects the
subdued operating performance during this period and inventory
buildup due to premiumization and sales shortfall relative to the
company's expectations, despite Accolade having generated
approximately A$83 million in disposals since June 2021. Therefore,
as a result of the weaker operating performance, increasing one-off
costs (as defined by the company) and higher debt, Moody's-Adjusted
Debt/EBITDA increased to approximately 22x as of December 2022 from
17.6x as of June 2022 (and 10.9x as of June 2021).

Although operating performance for the full year of financial 2023
is forecasted to remain below financial 2022, EBITDA generation is
expected to improve during financial 2024 as price increases will
be able to further mitigate the impact of rising input costs.
However, Moody's expects that the pressure on disposable income in
Accolade's major markets will limit volume growth and the ability
to implement significant price increases. As a consequence, the
rating agency expects Moody's-adjusted debt/EBITDA to remain above
18x during the next 12 to 18 months. Despite the unwinding of
working capital following the company's agreement to reduce V23
vintage intake by approximately 50,000 tonnes, free cash flow
generation is also expected to remain negative due to increased
interest costs and still elevated one-off cash items.

In addition to the company's weak credit metrics and unsustainable
capital structure, Accolade's Caa2 CFR is also constrained by the
company's (1) small scale relative to large alcoholic beverage
rated peers; (2) limited geographical diversity with significant
reliance on the UK and Australia; (3) exposure to cost inflation
and supply chain difficulties; and (4) ongoing significant
restructuring costs that weigh on cash flow generation.

More positively, the rating also factors in (1) Accolade's
portfolio of well-known brands; (2) its vertically integrated model
across supply chain and packing/bottling facilities in Australia;
and (3) the historically stable nature of the wine industry.

LIQUIDITY

Moody's considers Accolade's liquidity to be weak. The proceeds
from the sale of The Park, estimated at around A$56 million will
improve liquidity during the second half of financial year 2023.
However, the rating agency forecasts that, as a consequence of
continued significant negative free cash flow generation,
Accolade's liquidity will continue to deteriorate over the next 18
months. The company's cash flow is also seasonal with EBITDA over
October-December being traditionally the highest and at its lowest
in January-March. Working capital outflow also hits a high point
over July-September reflecting grower payment terms. Additionally,
Accolade's liquidity is also constrained by the maturity of its
A$150 million RCF in April 2024, which was drawn by A$135 million
at the end of December 2022.

STRUCTURAL CONSIDERATIONS

The PDR of Caa2-PD is in line with the CFR and reflects a 50%
recovery rate. The capital structure includes a GBP301 million
backed senior secured term loan B (Term Loan B) and an A$150
million RCF, both senior secured, ranking pari passu, and
guaranteed by at least 80% of Group EBITDA. The Caa2 instrument
rating to the Term Loan B and RCF is in line with CFR reflecting
its position as the material debt within the capital structure.

ESG CONSIDERATIONS

Governance factors that Moody's considers in Accolade's credit
profile are its concentrated level of ownership and board
composition, as well as its recent weak trading performance.

Key social risks for Accolade include brand reputation risks and
exposure to responsible marketing and distribution related to the
sale of wines and other alcoholic beverages, as well as exposure to
demographics and societal trends, although alcoholic beverage
volume declines are offset by ongoing premiumisation and product
innovation. Like other alcoholic beverage companies, Accolade
monitors its social risks closely, including product quality and
safety, clean labelling and messages about alcohol content and
responsible consumption.

Environmental risks are in line with alcoholic drinks
manufacturers, reflecting the industry's exposure to water
management, waste and pollution and its reliance on natural capital
in relation to the production of key ingredients for its products.
In addition, Accolade is exposed to a degree of physical climate
risk due to significant concentration of sourcing from certain
regions in Australia. More positively, the company is working to
minimise its waste and carbon emissions.

RATIONALE FOR THE NEGATIVE OUTLOOK

The negative outlook reflects the difficulties operating in the
sector in the face of input cost inflation and weak consumer
sentiment. It also reflects the increased risk of default given the
unsustainable capital structure.

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

An upgrade could be considered in the event of (i) improvement of
liquidity to an adequate level over the next 18 months, including
sustainable positive free flow generation, (ii) evidence of
material and sustained recovery in EBITDA, and (iii) the
probability of default reduces.

Conversely, the ratings could be downgraded in the event that (i)
operating performance does not improve during the coming months,
(ii) the company's liquidity deteriorates faster than expected, or
(3) there is an increasing likelihood of debt restructuring or
refinancing risk.

LIST OF AFFECTED RATINGS

Downgrades:

Issuer: Amphora Australia Holdings Pty Ltd

BACKED Senior Secured Bank Credit Facility, Downgraded to Caa2
from Caa1

Issuer: Amphora Finance Limited

BACKED Senior Secured Bank Credit Facility, Downgraded to Caa2
from Caa1

Issuer: Amphora Intermediate II Ltd

Probability of Default Rating, Downgraded to Caa2-PD from Caa1-PD

LT Corporate Family Rating, Downgraded to Caa2 from Caa1

Outlook Actions:

Issuer: Amphora Australia Holdings Pty Ltd

Outlook, Changed To Negative From Stable

Issuer: Amphora Finance Limited

Outlook, Changed To Negative From Stable

Issuer: Amphora Intermediate II Ltd

Outlook, Changed To Negative From Stable

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Alcoholic
Beverages published in December 2021.

CORPORATE PROFILE

With reported revenue of A$803 million and company reported EBITDA
of A$66 million at June 2022, Accolade is the fifth largest wine
company in the world with a leading market position in Australia
and the UK. The company's brands are in different price categories
and include Hardys, Mud House, Echo Falls, Kumala, Grant Burge, and
St Hallett. The company is owned by funds managed by The Carlyle
Group.

CIRCULAR 1 HEALTH: Goes Into Administration, 40 Jobs Affected
-------------------------------------------------------------
Neil Hodgson at TheBusinessDesk.com reports that 40 jobs have been
lost at a Manchester COVID testing business after it entered into
administration.

Didsbury-based Circular 1 Health had operations in Manchester and
Cumbria.

But Gary Lee and Kenneth Pattullo, of Manchester-based
restructuring experts Begbies Traynor, have been appointed as joint
administrators of the company, TheBusinessDesk.com relates.

Its latest set of published accounts confirmed a turnover of more
than GBP35 million, TheBusinessDesk.com discloses.

The testing company, born out of the COVID-19 crisis, responded to
critical businesses that needed to remain operational through the
pandemic, TheBusinessDesk.com notes.

According to TheBusinessDesk.com, Gary Lee, partner at Begbies
Traynor, said: "The directors have worked closely with the
company's stakeholders and have explored all options to address the
long term viability of the business.

"Unfortunately, new contracts and an injection of funding have not
materialised and, reluctantly, the directors have had no option but
to place the company into administration."


DIGNITY FINANCE: Fitch Cuts Rating on B Notes to 'B', On Watch Neg.
-------------------------------------------------------------------
Fitch Ratings has downgraded Dignity Finance plc's class A notes to
'BBB' from 'A-' and class B notes to 'B' from 'BB+' and placed them
on Rating Watch Negative (RWN).

   Entity/Debt           Rating          Prior
   -----------           ------          -----
Dignity Finance
Plc

   Dignity Finance
   Plc/Debt/4 LT      LT B    Downgrade    BB+

   Dignity Finance
   Plc/Debt/2 LT      LT BBB  Downgrade     A-

RATING RATIONALE

The downgrades reflect Dignity's weakening cash flow and
significant financial underperformance to its previous forecast. In
its view, more price-conscious consumers, greater competition and
the company's strategy of re-gaining market share have materially
reduced its ability to increase prices. High operating leverage
also exposes Dignity's cash flows to the volatility of mortality
rates. All this should be viewed against relaxation in some
creditor protections, which Fitch believes may take place by
end-2023.

Management aims to put the business on more sustainable footing by
restructuring operations and targeting volumes through competitive
pricing. Despite early positive signs of increasing market share
execution risk remains considerable and further capital injections
may be in prospect in the short term.

Under Fitch rating case, the lower of the average and the median
rent-adjusted free cash flow (FCFR) debt service coverage ratio
(DSCR) for the class A and B notes declined to 1.6x from 1.8x and
to 1.0x from 1.3x.

The RWN reflects the execution risk on the planned disposal of
Dignity's seven crematoria. This could take place beyond the next
six months.

KEY RATING DRIVERS

Industry Profile - Midrange

Weakening Operating Environment

The acceleration of price competition and Dignity's response with
an alternative low-priced range of products and more flexible
packages highlight the growing exposure of the funeral business to
discretionary spending and behavioural changes. The recent interest
of the Competition and Markets Authority and HM Treasury in the
funeral and crematoria business increases uncertainty over the
regulatory framework, in Fitch's view.

In addition, the pandemic has facilitated the trend towards
unattended funerals and simplified cremations, which together with
increased price competition and transparency, represent structural
changes to the sector that weaken Dignity's operating environment.

Fitch views volume risk as limited, with predictable long-term
demand.

Operating environment - Midrange; Barriers to entry - Midrange;
Sustainability - Stronger

Company Profile - Midrange

Declining Long-term Stability

Dignity's ability to increase tariffs across all business segments
has reduced, as a consequence of consumers' more price-conscious
behaviour and the company's strategy of re-gaining market share.
Fitch therefore expects the positive effects of the new strategy to
be delayed and margins to remain under pressure in the medium term.
The financial performance has substantially worsened over the last
two years, leading us to revise lower its assessment of the
financial performance to 'Weaker' from 'Midrange'.

Financial performance - Weaker; Company operations - Midrange;
Transparency - Stronger; Dependence on operator - Midrange; Asset
quality - Midrange

Debt Structure (Senior tranche level) - Stronger

Solid Debt Structure

The notes are fixed-rate and fully amortising, benefiting from a
strong UK whole business securitisation (WBS) security package as
well as strong structural features such as a tranched liquidity
facility and high thresholds for both restricted payment conditions
and the financial covenant.

Debt profile - Stronger; Security package - Stronger; Structural
features - Stronger

Debt Structure (Mezzanine tranche level) - Midrange

Contractually Subordinated Class B Notes

Fitch assesses the class B notes' debt structure as weaker than
that of the class A notes, reflecting their contractual
subordination and late maturity in 2049. The very long-dated
maturity of the class B notes makes the notes vulnerable to further
re-shaping of the industry and Dignity's weakening profitability.

Debt profile - Midrange; Security package - Midrange; Structural
features - Stronger

Financial Profile

The rent-adjusted lower of the average and median FCFR DSCR is 1.6x
for the class A notes and 1.0x for the class B notes.

PEER GROUP

Dignity has no direct peers due to its unique industry within the
Fitch WBS universe. The closest peer is CPUK Finance Limited (class
A notes: BBB/Stable). Dignity benefits from a stronger, although
weakening, industry profile versus CPUK. CPUK is even more exposed
to discretionary spending and volume fluctuations, which makes the
projection of long-term cash flows challenging. Dignity's financial
performance is substantially weaker than CPUK's.

RATING SENSITIVITIES

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

- Significant delays to the sale of the seven crematoria and to
partial pre-payment of the class A notes

- Continued deterioration of cash flows due to failure or further
delays in delivering the new pricing strategy

- Lack of evidence of increasing market share to offset the
competitive pricing policy, combined with further reduction in
pricing flexibility over the medium term

- Projected FCFR DSCR declining persistently below 1.5x and 1.0x
for the class A and B notes, respectively

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

- Completion of the planned disposal of Dignity's seven crematoria
in line with the consent that has been given by bondholders

TRANSACTION SUMMARY

Dignity Finance Plc is a financing vehicle for the securitisation
comprising 749 funeral homes and 44 crematoria as at September
2022. The Dignity group is the UK's second-largest provider of
funeral services and the largest provider of crematoria services.

CREDIT UPDATE

Cash Flows in Decline

The cash flow-generating ability of the transaction has
substantially weakened over the last four years. The
securitisation's EBITDA was GBP42.2 million in the 52 weeks ended
30 September 2022, down 42% from December 2019. The reported FCF
DSCR (without equity cure) was 0.88x as of 30 September 2022.

Cost Pressures Reduced Margins

Dignity faces various pressures from increasing staff, energy and
regulatory costs. It is unable to fully pass on these cost
increases to customers due to increased price competition.

Covenant Waiver to Avoid Default

On 11 March 2022, the class A bondholders consented to waiving the
financial default covenant, set at 1.5x EBITDA/debt service (EBITDA
DSCR), during the four test periods up to and including 31 December
2022. The waiver was subject to an equity cure of up to GBP15
million provided or procured by Dignity Plc.

Dignity Plc injected in total GBP15.1 million until 30 September
2022, of which GBP8.7 million was used to cure the financial
covenant and the remaining GBP6.4 million was additional cash
transfer to fund maintenance capex and pay fees related to the
business restructuring. The waiver and the equity injections
prevented the breach of the financial covenant, the appointment of
financial advisor and, potentially, also the borrower level event
of default.

Partial Asset Sale for Debt Service Relief

On 29 September 2022, the issuer obtained consent from the class A
bondholder to sell seven crematoria. The freehold and leasehold
assets reside outside the securitisation but the trade associated
with those assets is within the securitisation. The sale needs to
occur within 12 months for the bondholder consent. Upon the sale,
Dignity Plc is required to inject a minimum GBP70 million into the
securitisation to partially prepay some of the class A notes in
consideration for the assets leaving the security group. Should the
net proceeds be higher than the minimum amount of GBP70 million,
the excess amount will be also entering the securitisation and the
company is obliged to apply such amounts (net of certain
transaction costs) towards prepayments as well. Prepayments of
GBP70 million at December 2023 will lower the debt service by
GBP7.7million in 2024 and will provide some partial relief to the
issuer in servicing the notes.

Relaxation of Financing Documentation

Upon completion of the proposed sale, certain provisions of the
financing documentation will be amended. These amendments focus on
relaxation of some restrictions within the financing documentation
and provide the transaction with more operational flexibility and
include further asset disposals. Originally, no more than two of
the existing crematoria may be disposed of during the life of the
transaction to preserve the transaction's asset base. The
amendments also increase the transaction's ability to enter into
finance leases (subject to certain limits) and vehicle leases.

If financial performance deteriorates further, the issuer will be
able to sell further assets to fund investments or use the net
proceeds for further prepayments and deleveraging. However, if
further crematoria are sold, this will be at the expense of
issuer's business profile as crematoria provide the transaction
with more stable cash flows than funeral services. In addition, any
new leases will increase the transaction's operational leverage.

Positively, the amendments introduce the possibility of equity cure
to allow the remedy of future breaches of financial covenant. The
monies injected will count towards the calculation of EBITDA DSCR.
The number of equity cures is limited to three in a 60-month
rolling period.

Tender Offer for Dignity plc's Shares

As announced on 23 January 2023, the board of Dignity plc has
reached agreement on the terms of a recommended cash offer by
Yellow (SPC) BidCo Limited (BidCo), a newly formed indirect
wholly-owned subsidiary of Valderrama Limited (Valderrama), a joint
venture between SPWOne V Limited and Castelnau Group Limited (whose
investment manager is Phoenix Asset Management Partners Limited).
The consortium has offered 550p per Dignity plc share. In addition
to the cash offer, BidCo has also offered shareholders the
opportunity to elect to receive alternative offers, which would
enable them to roll over part of their current investment in
Dignity Plc. The existing shareholders have until 15 April 2023 to
accept the offer.

Liquidity

At end-September 2022, the securitisation had around GBP4.6 million
of cash available for operating purposes in addition to a committed
and undrawn GBP55 million liquidity facility. In addition, Dignity
Plc has entered into a GBP50 million loan facility agreement with
Phoenix UK Fund Ltd. Amounts drawn under the facility can be
on-lent to the securitisation. Fitch did not include the loan in
its analysis, instead the full repayment of the notes relied in its
rating case on the drawings of the liquidity facility.

FINANCIAL ANALYSIS

Key assumptions within its rating case are:

- Sale of seven crematoria with GBP70 million of net proceeds
applied to prepayment of the class A notes

- Underlying average revenue per funeral at GBP2,350 and market
share at 12.7% in 2023. Market share to gradually rise towards
13.5% in the long term

- Underlying average revenue per cremation at GBP1,100 in 2023 and
GBP1,200 in 2024

- Higher-than-average mortality rates to persist in the short term,
and long-term mortality growth in line with ONS forecast

- Margins for funeral services below 15% and for cremation below
60%

- Maintenance capex around 5% of revenue over the long term

ESG CONSIDERATIONS

Dignity Finance Plc has an ESG Relevance Score of '4' for Human
Rights, Community Relations, Access & Affordability due to
increased price competition in the funeral sector and general
affordability, which has a negative impact on the credit profile,
and is relevant to the ratings in conjunction with other factors.

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

FAST FASHION: Racked Up Almost GBP4 Million Prior to Collapse
-------------------------------------------------------------
Jon Robinson at Manchester Evening News reports that the wholesale
arm of a Manchester fashion brand racked up debts of almost GBP4
million before it collapsed into administration, it has been
revealed.

It has also been confirmed by Quantuma, the company overseeing the
process, that a number of jobs were lost when Fast Fashion
Collections International failed after it was threatened with a
winding up petition by HMRC, Manchester Evening News relates.

The Manchester-based company, which was the wholesale arm of Lavish
Alice, was eventually sold in a pre-pack deal to founding directors
Matthew Newton and Lee Bloor last month, Manchester Evening News
recounts.

The brand was established in 2011 by the two friends and is now
operating online only.

According to Quantuma's document, which has been filed with
Companies House, four of Fast Fashion Collections International's
25 employees were made redundant on Feb. 6, Manchester Evening News
discloses. They had been part of the retail division of the
business, which included concession stores in Selfridges, and was
excluded from the sale.

In a statement issued to BusinessLive last month, Lavish Alice said
none of its 20 employees based at its head office had been
impacted, Manchester Evening News relays.

In its document, Quantuma, as cited by Manchester Evening News,
said: "With various lockdowns and restrictions imposed during the
Covid-19 pandemic in the United Kingdom, the core trade, being an
event wear fashion retailer, was significantly affected.

"As a result, the company incurred significant losses over a
two-year period along with accompanying debts from support provided
during the pandemic.

"Despite the business's year end results for 2022 showing
significant increases in sales and revenue, the business had been
struggling with historic liabilities accrued during the pandemic.

"Meeting financial obligations for a CBILs loan, repayment interest
rates, global supply chain issues, increased freight costs and
currency exchange losses also caused ongoing financial challenges.

"The company had significant historic HMRC liabilities and in
December 2022, HMRC issued a demand to the company for immediate
payment.

"The company did not have sufficient funds to make payment and it
was considered that the company was insolvent in accordance with
S123 of the Insolvency Act 1986 so far as 'the company cannot pay
its debts as and when they fall due' and without a significant
injection of working capital to meet immediate and short-term
creditor obligations, which was considered unlikely and they had no
alternative other than to consider a formal insolvency process."

Quantuma was first approached by the company on December 22, 2022,
to provide advice over its finances.

The firm said the directors said their company was "struggling to
pay its liabilities as and when they fell due" and that they had
received a threat of a winding up petition from HMRC, Manchester
Evening News relates.

According to Manchester Evening News, Quantuma said that following
a review of the finances, a formal insolvency process was required.
The directors then filed a notice of intention to appoint
administrators (NOIA) on December 30, 2022, to protect the
company's assets from any enforcement action.

At the same time, the directors were actively marketing and
pitching the Lavish Alice brand, which was held in a separate
company.

Quantuma said that a sale of the brand "would also benefit the
outcome for the creditors of the company due to anticipated
enhanced asset realisations and mitigation of certain creditor
claims via a pre-packaged sale to a purchaser of the associated
company's brand", Manchester Evening News notes.

The administrators added that Fast Fashion Collections
International had sufficient working capital to continue to trade
while the Lavish Alice brand was marketed and a second NOIA was
filed on January 16, 2023, Manchester Evening News relays.

Quantuma, as cited by Manchester Evening News, said: "During this
time, the directors liaised with Quantuma to review contingency
planning if the company's stock assets had to be realised via a
short period of trading.

"This would wield a less desirable outcome for the company's
stakeholders and the directors continued to meet prospective
buyers.

"A sale of the brand would facilitate a better outcome for all
parties and at the point of the expiry of the second NOIA an offer
was received from a third party for the brand, which was being
considered by the associated company."

A third NOIA was filed on January 30, 2023, to provide protection
while a deal was worked towards.

Quantuma added: "Ultimately, the directors did not consider that
the offer received matched their expectations and they rejected
it."

The administrators then concluded a pre-pack sale of Fast Fashion
Collections International's business and assets to Lavish Alice
Retail, on Feb. 10, Manchester Evening News discloses.

An initial payment of GBP1 was received on completion while a
further GBP27,100 was paid on Feb. 28, Manchester Evening News
notes.  A further GBP27,000 is expected to be received on March 28,
according to Manchester Evening News.

Quantuma confirmed that the business and assets were secured by
obtaining a personal guarantee from Matthew Newton and Lee Bloor,
Manchester Evening News relates.

As a secured creditor, Close Brothers was owed GBP96,892 when the
company entered administration, Manchester Evening News discloses.
Quantuma said it is anticipated that the firm will be repaid in
full, Manchester Evening News notes.

There was also an outstanding balance due to HMRC of GBP1.2
million, Manchester Evening News states.  Quantuma also said it is
anticipated that HMRC will be repaid but the final total has not
yet been confirmed, Manchester Evening News notes.

Over GBP2.4 million was also owed to unsecured creditors when
Quantuma was appointed, according to Manchester Evening News.


M&CO: Closure of 170 UK Stores Set to Start This Week
-----------------------------------------------------
Chloe Burney at The Industry Fashion reports that high street
retailer M&Co, previously known as Mackays, will start closing 170
of its stores across the UK this week, following the chain's
collapse into administration.

M&Co first went into administration in 2020, but the McGeoch family
behind the business bought back the assets, at the time losing 47
of its stores, The Industry Fashion recounts.  The clothing chain
appointed administrators for a second time at the end of 2022,
later being purchased by Peterborough-based company AK Retail, The
Industry Fashion notes.

The deal resulted in the closure of its 170 retail locations, and
the subsequent loss of hundreds of jobs, The Industry Fashion
discloses.  The first shops confirmed for closure are M&Co's Wick
and Fort William locations, closing this Saturday.  The closures
have been confirmed on both stores' Facebook pages.

According to The Industry Fashion, M&Co's Wick Facebook page said:
"The day we have all been waiting for has finally arrived, and we
can now confirm that the final trading day for our Wick branch will
be Saturday, March 25.

"We won't be receiving any further stock into the store, so hurry
and grab your favourite items before they're gone!"

M&Co's Thurso shop is also set to close before the end of the month
on Tuesday 28 March, with six more to follow on April 1, The
Industry Fashion states.  The upcoming store closures include
Lewes, Gosport, Belper, Beccles, Newquay and Lerwick, according to
The Industry Fashion.

Teneo, M&Co's administrator, said that further stores will begin to
vanish from the high street as store stock dries up, meaning 1,900
jobs are now set to be axed nationwide, The Industry Fashion
relates.  However, the administrator has not provided an exact date
for its final stores closure, The Industry Fashion notes.


MARKET BIDCO: EUR709.9M Bank Debt Trades at 15% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Market Bidco Ltd is
a borrower were trading in the secondary market around 84.6
cents-on-the-dollar during the week ended Friday, March 17, 2023,
according to Bloomberg's Evaluated Pricing service data.

The EUR709.9 million facility is a Term loan that is scheduled to
mature on November 4, 2027.  The amount is fully drawn and
outstanding.

Market Bidco Ltd was an entity formed by funds managed by private
equity company Clayton, Dubilier & Rice, LLP, to acquire
supermarket giant Wm Morrison Supermarkets Plc. The Company's
country of domicile is the United Kingdom.

THG OPERATIONS: EUR600M Bank Debt Trades at 17% Discount
--------------------------------------------------------
Participations in a syndicated loan under which THG Operations
Holdings Ltd is a borrower were trading in the secondary market
around 83.3 cents-on-the-dollar during the week ended Friday, March
17, 2023, according to Bloomberg's Evaluated Pricing service data.


The EUR600 million facility is a Term loan that is scheduled to
mature on December 11, 2026.  The amount is fully drawn and
outstanding.

THG Operations Holdings Limited is affiliated with THG PLC,
headquartered in Manchester, England, and has a diverse range of
e-commerce focused activities, and certain associated manufacturing
facilities. Its largest brands lookfantastic.com and myprotein.com
operate in the beauty and wellness retail segments, respectively.
The Company's country of domicile is the United Kingdom.

VIRGIN ORBIT: Draws Up Contingency Plans Amid Rescue Talks
----------------------------------------------------------
Mark Kleinman at Sky News reports that Virgin Orbit has begun
drawing up detailed contingency plans for its insolvency days after
halting its operations and furloughing its workforce.

Sky News has learnt that the commercial space satellite venture
founded by Sir Richard Branson's Virgin Group is working with
Alvarez & Marsal (A&M) and Ducera, two restructuring firms, on
fallback plans in the event that it cannot secure new funding.

According to Sky News, the decision to line up the advisers
underlines the parlous nature of Virgin Orbit's finances, even as
it continues talks with a small number of prospective investors
about providing sufficient funding to restart its operations.

Virgin Orbit is 75%-owned by Sir Richard's holding company, with
its shares listed on the Nasdaq exchange in New York.

Its value has further plummeted following the failure of its
inaugural British mission in Cornwall in January, Sky News
recounts.

After going public in 2021 through a merger with a special purpose
acquisition company in a US$3.7 billion (GBP3 billion) deal, its
listed shares are now valued at just US$217 million (GBP177
million), Sky News discloses.

Sources said the insolvency planning work involving A&M and Ducera
was being run out of the US.

The identities of the parties interested in funding Virgin Orbit on
an ongoing basis were unclear on March 19, although one source said
that Boeing, which has invested in the company previously, was not
in talks with it, Sky News states.

Virgin Orbit is understood to be aiming to secure additional
capital during the course of this week, they added, Sky News
notes.

Dan Hart, Virgin Orbit's chief executive, has been hoping to launch
a further mission in the coming weeks, but that prospect is remote
unless the company can secure new capital, Sky News relates.

According to Sky News, sources close to Virgin Group said that Sir
Richard's privately held empire had supported Virgin Orbit to the
tune of more than US$1 billion (GBP818 billion), including US$60
million (GBP49 million) since November 2022.

One insider, as cited by Sky News, said the funding provided to the
company had not been sufficient to counter the strong headwinds and
liquidity crisis facing it.


W RESOURCES: BlackRock Takes $92-Mil. Hit on Collapse
-----------------------------------------------------
Helen Cahill at The Times reports that BlackRock has taken a $92
million hit on the collapse of W Resources, a mining company listed
on Aim.

According to The Times, the investment company has crystallised the
loss after W Resources fell into administration in January
following increases in the price of liquefied natural gas (LNG).

W Resources first secured funding from BlackRock in 2018 to finance
its La Parrilla tungsten and tin mine in southwest Spain, The Times
recounts.

The mining company faced headwinds from 2020 onwards when its
production was affected by plant closures, The Times discloses.

Government officials told the company that it did not have the
right licences to keep operating, The Times notes.

The La Parilla mine, about 115 miles north of Seville, was then
knocked by a substantial increase in the price of LNG from 2021,
The Times relates.


ZEPHYR BIDCO: GBP180M Bank Debt Trades at 20% Discount
------------------------------------------------------
Participations in a syndicated loan under which Zephyr Bidco Ltd is
a borrower were trading in the secondary market around 80.3
cents-on-the-dollar during the week ended Friday, March 17, 2023,
according to Bloomberg's Evaluated Pricing service data.

The GBP180 million facility is a Term loan that is scheduled to
mature on July 12, 2026.  The amount is fully drawn and
outstanding.

Zephyr Bidco Limited provides Internet-based services. The
Company's country of domicile is the United Kingdom.


                           *********


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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Information contained herein is obtained from sources believed to
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