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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

          Thursday, April 27, 2023, Vol. 24, No. 85

                           Headlines



C Y P R U S

BANK OF CYPRUS: S&P Alters Outlook to Pos., Affirms 'BB-/B' ICRs


F I N L A N D

SCF RAHOITUSPALVELUT XII: S&P Assigns Prelim BB- Rating to E Notes


G E R M A N Y

CHEPLAPHARM ARZNEIMITTEL: Moody's Rates New EUR750MM Notes 'B2'


H U N G A R Y

DUNAFERR: State Aid Could Be Illegal Under EU Competition Rules


I R E L A N D

BAIN CAPITAL 2018-1: Moody's Affirms B2 Rating on Class F Notes
PROVIDUS CLO VIII: S&P Assigns B- (sf) Rating on Class F Notes
ROCKFORD TOWER 2018-1: Moody's Hikes EUR9.5MM F Notes Rating to B1


I T A L Y

BORMIOLI PHARMA: Fitch Assigns B(EXP) LongTerm IDR, Outlook Stable


K A Z A K H S T A N

QAZAQGAZ NC: S&P Upgrades long-Term ICR to 'BB+', Outlook Stable


N E T H E R L A N D S

BRIGHT BIDCO: S&P Downgrades ICR to 'CCC+', Outlook Negative
STEINHOFF INT'L: Shareholders Offered Fresh Deal to Own 20% Stake


P O R T U G A L

TAGUS STC: Fitch Affirms 'BBsf' Rating on Class C Notes


T U R K E Y

TURKIYE SINAI: Fitch Affirms 'B-' LT Foreign Curr. IDR, Outlook Neg


U N I T E D   K I N G D O M

BUY BUY: Commences Closing Sale Following Liquidation
CASTELL 2023-1: S&P Assigns B- (sf) Rating on Class X-Dfrd Notes
DRAX GROUP: Fitch Affirms LongTerm IDR at 'BB+', Outlook Stable
EUROMASTR 2007-1V: Fitch Affirms 'BB+sf' Rating on Class E Notes
GAUDI REGULATED: Enters Administration, Sells of Pension Business

HEATHROW FINANCE: Moody's Affirms 'Ba2' CFR, Outlook Now Stable
JAGUAR LAND: S&P Upgrades Long-Term ICR to 'BB-', Outlook Stable
MILLER HOMES: Fitch Affirms LongTerm IDR at 'B+', Outlook Stable
PLANET ORGANIC: Bought Out of Administration by Founder

                           - - - - -


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C Y P R U S
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BANK OF CYPRUS: S&P Alters Outlook to Pos., Affirms 'BB-/B' ICRs
----------------------------------------------------------------
S&P Global Ratings took the following rating actions on Greek and
Cypriot financial institutions:

-- Bank of Cyprus Public Co. Ltd. (BOC): S&P revised the outlook
to positive from stable and affirmed the 'BB-/B' long- and
short-term issuer credit ratings.

-- Bank of Cyprus Holdings PLC: (BOC's nonoperating holding
company): S&P revised the outlook to positive from stable and
affirmed the 'B/B' ratings.

-- Aegean Baltic Bank S.A.: S&P raised its long-term issuer credit
rating to 'B+' from 'B' and affirmed the 'B' short-term rating. The
outlook is stable.

-- Alpha Bank SA: S&P raised its long-term issuer credit rating to
'BB-' from 'B+' and affirmed the 'B' short-term rating. The outlook
is stable. S&P also raised its long-term resolution counterparty
rating (RCR) to 'BB+' from 'BB-'.

-- Alpha Services and Holdings Societe Anonyme: S&P raised its
long-term issuer credit rating to 'B' from 'B-' and affirmed the
'B' short-term rating. The outlook is stable.

-- Eurobank S.A: S&P raised its long-term issuer credit rating to
'BB-' from 'B+' and affirmed the 'B' short-term rating. The outlook
is positive. S&P also raised its long-term RCR to 'BB+' from
'BB-'.

-- Eurobank Holdings: S&P raised its long-term issuer credit
rating to 'B' from 'B-' and affirmed the 'B' short-term rating. The
outlook is positive.

-- National Bank of Greece S.A.: S&P raised its long-term issuer
credit rating to 'BB-' from 'B+', kept the outlook positive, and
affirmed the 'B' short-term rating. S&P also raised its long-term
RCR to 'BB+' from 'BB'.

-- Piraeus Bank S.A.: S&P raised its long-term issuer credit
rating to 'B+' from 'B' and affirmed the 'B' short-term rating. The
outlook is positive. S&P also raised its long-term RCR to 'BB' from
'B+'.

-- Piraeus Financial Holdings S.A.: S&P revised our outlook to
positive from stable and affirmed its 'B-/B' long- and short-term
issuer credit ratings.

Plagued by a decade of working on legacy asset quality issues, 2022
results attest that the Cypriot and Greek banking systems have
reached a significant turning point on their path to normalization.
Following years of sizable sales of nonperforming loans (NPLs),
securitizations, write-offs, and recoveries, all systemic lenders
in Greece and Cyprus were able to report NPLs below 10%. Moreover,
although banks' restrained risk appetite could partly be attributed
to the subdued demand for new lending, notably from households,
their caution over the past few years indicates that potential
asset quality deterioration should be far more contained than what
we saw during past crises. After a slight bump in 2023 due to the
volatile environment, S&P anticipates the cost of risk will
decrease from current levels. Visible differences among banks in
terms of asset quality and especially coverage could lead to some
additional provisioning needs across banks in both systems, driving
some differentiation in individual entities' performance. Also, S&P
notes that cost of risk is likely to remain more elevated than for
EU peers as both banking systems still maintain some specific
features that heighten their vulnerability in a downturn, in
particular their significant concentrations as of Dec. 31, 2022, to
volatile sectors, such as construction and real estate (13% in
Cyprus, 10% in Greece) and tourism (10% in Cyprus, 14% in Greece).

Since the mid-2010s, Greek banks have undergone some significant
cost restructuring to streamline their operations. Greek banks have
managed successfully to streamline their operations through
cost-efficiency measures and sales of noncore assets, leading the
banks' cost-to-income ratios to improve to close or below 40%. This
places them among the best efficiency performers in Europe. Cypriot
banks have lagged, however, with their cost-to-income ratios likely
to remain slightly above 60% over 2023-2024.

Interest rate hikes will further facilitate the recovery of
earnings in both countries' banking systems. Increasing interest
rates have bolstered banks' profitability in 2022 and should
continue to enhance earnings in 2023. Banks' profitability has
improved after years of losses. S&P expects further enhanced
profitability, supported by lower loan-loss provisions and
additional benefits from loan repricing at higher rates, and a
continuous focus on controlling operational expenditure.
Additionally, we expect banks' performing loan books to expand by
3%-4% in 2023-2024 in Greece and 2% in Cyprus, notably thanks to
the boost from the anticipated utilization of the EU's support
funds. This is after years of negative loan growth, which was
driven by large nonperforming exposure (NPE) sales. That said,
macroeconomic uncertainties create high possible downside.

As in other European countries, interest rate hikes will result in
higher funding costs, but banks will benefit from stronger funding
profiles than in previous years and limited wholesale funding
needs. Deleveraging and system consolidation in recent years have
significantly reduced funding pressures. Loan-to-core customer
deposits ratios improved to 65%-70% at year-end 2022 from the peak
of 174% in 2015 for Greece and 185% in 2013 for Cyprus, while
external debt is limited to minimum requirement for own funds and
eligible liabilities (MREL) instruments and targeted longer-term
refinancing operations (TLTRO) facilities. During 2022, domestic
customer deposits grew by 4.5% in Greece and 3.5% in Cyprus.
Pricing competition between banks to attract or retain deposits
should be moderate and lead to a manageable rise in funding costs.
Still, uncertainties surround rates pass-through and amounts of
sight deposits that will be channeled into term deposits given that
funding is currently heavily skewed toward cheap customer sight
deposits.

Concerns about banks' liquidity positions after paying large TLTROs
are easing. Some Greek and Cypriot banks have already started to
repay their large TLTRO borrowings with negligible impact on their
net stable funding ratio (NSFR) and liquidity coverage ratio (LCR)
and we believe banks will continue to display excess liquidity
after repaying TLTROs. The average NSFR at year-end 2022 for
Greece's banks stood at 132% and 170% for Cyprus' banks. Banks are
increasingly tapping foreign debt markets to secure alternative
long-term funding sources, partially with MREL issuances aimed at
reaching their year-end 2025 MREL targets. Despite market
volatility, Greek banks have continued to issue senior preferred
instruments on a regular basis. And although to a lower extent,
Cypriot banks have also issued MREL-eligible instruments over the
last two years.

The Cypriot financial system still shows dependence on nondomestic
depositors, which, in S&P's opinion, might be less stable than
traditional retail funding in a stress scenario. However, it notes
that nonresident deposits declined to an estimated 16% of total
deposits as of end-2022, down from more than 30% in 2012. Moreover,
despite the impact of Western sanctions on some Russian entities
and individuals, and despite recently heightened capital market
volatility, deposits in Cyprus proved overall sticky and didn't
show any sign of instability.

S&P said, "Consequently, we made some revisions in our Banking
Industry Country Risk Assessment (BICRA) for both Greece and
Cyprus. We revised our industry risk score for Greece's BICRA to
'7' from '8', and our industry risk trend to positive from stable
in Cyprus' BICRA industry risk.

"In addition to the various rating actions on Cypriot and Greek
banks, we raised our RCRs on four Greek banks by two notches,
increasing the uplift above the issuer credit ratings to two
notches from one notch previously. We believe that following the
past few years' successful transformation of the balance sheets,
and the restoration of earnings, it is easier for the Greek
regulator to proceed with an orderly resolution of Greek domestic
systemically important banks (DSIBs). This was not the case in 2018
when we assigned RCRs to Greek DSIBs and decided to cap the gap
between issuer credit ratings and protected liabilities at one
notch. In that year, Greek banks had limited amounts of senior and
subordinated liabilities. In the past few years, however, we've
seen Greek banks issuing additional tier 1 and tier 2 instruments,
and senior preferred notes. For example, most Greek banks are now
close to meeting their MREL targets at end-2025. Therefore, we
believe that the increased buffers from such liabilities will help
the regulator plan for an orderly resolution by allowing banks to
maintain their operations."

Bank of Cyprus Public Co. Ltd. (BOC; Lead Bank); Bank of Cyprus
Holdings PLC (BOC Holdings; Holding Company)
Primary analyst: Lucia Gonzalez

S&P said, "The decision to revise the outlook to positive reflects
our belief that systemwide funding risks in Cyprus are easing. Our
ratings on the bank reflect its market-leading franchise in the
country, benefitting from a diversified business model, and the
substantial progress that it has made in reducing its stock of
legacy NPLs over the last half decade. At the same time, BOC has
improved its capitalization on the back of easing economic risks
and the offloading of highly risk-weighted assets, which should
provide a buffer to absorb some expected asset quality
deterioration. However, BOC still lags higher-rated peers in terms
of profitability and efficiency, although we anticipate that it
will be gradually closing this gap over the next 12-18 months."

Outlook

S&P said, "The positive outlooks on BOC and its nonoperating
holding company (NOHC), BOC Holdings, reflect the likelihood that
we could raise the long-term issuer credit ratings over the next 12
months if we see further progress in Cyprus' operating environment,
in particular materially easing funding risks. We expect that BOC's
efficiency and profitability will improve substantially over the
next 12 months compared with the recent past, aided by interest
rate tailwinds and costs savings relating to the recent voluntary
staff reductions, while management will remain focused on keeping
asset quality under control."

Upside scenario: If S&P concludes that the Cypriot banking sector's
funding stability has improved, while BOC manages to keep credit
provisions under control and within its base-case expectations, all
else being equal, S&P could raise its long-term ratings on the bank
and its NOHC.

Downside scenario: S&P said, "We could revise the outlook to stable
if we conclude that the industry risks faced by the Cypriot banking
sector are unlikely to reduce, or if we observe a significantly
harsher credit quality deterioration than currently anticipated. In
addition, we could lower the rating on BOC Holdings if we
anticipated that its double leverage would significantly exceed
120%, in which case we could widen the notching difference between
the operating and holding entities."

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

National Bank of Greece (NBG)
Primary analyst: Pierre Hollegien

S&P said, "We raised our long-term issuer rating on NBG, reflecting
that the bank has successfully restructured its balance sheet in
line with the system and because systemwide funding risks in Greece
have eased.

"We also consider that the bank's operating performance and risk
profile have been improving closer to the average of better rated
European peers, and that the gap will continue to diminish over the
next 12 months. In particular, NBG enjoys the best loan loss
provision coverage ratio in the Greek banking sector at 87%, along
with a common equity tier 1 (CET-1) ratio at 15.7%. On top of that,
the cost-of-risk and NPE ratios stood at 70 basis points (bps) and
5.2%, respectively, at year-end 2022. We expect the cost of risk to
improve to 50-60 bps by 2025, while NBG's NPE ratio is expected to
decrease to below 4.5%. Supported by the interest rate environment,
NBG's improved risk profile will benefit the bank's profitability
and capital generation. Hence, we have assigned NBG a positive
outlook."

Outlook

S&P said, "The positive outlook on NBG reflects our view that over
the next 12 months the bank will likely continue improving its
earnings generation, supporting capital build-up, and its risk
profile will strengthen with cost of risk normalizing toward levels
in line with better rated peers."

Downside scenario: S&P could revise its outlook on NBG to stable if
S&P concludes that economic conditions in Greece had deteriorated
more than we anticipated due to the Russia-Ukraine conflict or the
ongoing monetary tightening, leading to significantly more
pronounced stress on asset quality and capitalization of the bank.

Upside scenario: S&P could raise the ratings, for example, if the
bank shows sustained strong earnings performance and sound asset
quality in line with higher rated peers, or if the risk-adjusted
capital (RAC) ratio improved sustainably over the 7% threshold, all
else being equal.

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

Piraeus Bank S.A. (Lead Bank); Piraeus Financial Holdings S.A.
(Holding Company)
Primary analyst: Göksenin Karagöz

S&P raised its ratings on Piraeus Bank to reflect its view that the
bank has successfully restructured its balance sheet in line with
the system and because systemwide funding risks in Greece have
eased. Most importantly, Piraeus Bank managed to bring its NPE
ratio below 10%, albeit its loss coverage by reserves trails that
of NBG and Eurobank. Piraeus also maintained its LCR and NSFR well
above the minimum requirements, despite an early TLTRO repayment of
EUR9.0 billion in December 2022.

Outlook: Piraeus Bank S.A.

S&P said, "Our positive outlook on Piraeus Bank over the next 12
months reflects our anticipation of further improvement of its
asset quality to a level on par with banks at the lower edge of the
'BB' category. We anticipate that the bank will bring its NPEs
below 6% of its total loans by the end of 2023, accompanied by a
cost of risk of 100 bps during 2023, and about 90 bps in 2024. We
only expect a gradual improvement of its earnings and
capitalization on risk-adjusted terms in the short term."

Upside scenario: S&P could raise rating on the bank should it
manage to bring its NPE and loss coverage ratios more on par with
higher rated peers while maintaining its RAC ratio above the 3%
threshold.

Downside scenario: S&P could revise the outlook to stable if
economic conditions in Greece deteriorate more than anticipated due
to the ongoing Russia-Ukraine conflict or the monetary tightening,
leading to significantly more pronounced stress on asset quality
and pressures on the bank's capitalization.

Outlook: Piraeus Financial Holdings S.A.

The positive outlook over the next 12 months on Piraeus Financial
Holdings mirrors that on its operating entity Piraeus Bank.

Upside scenario: A positive rating action on Piraeus Financial
Holdings would hinge on an upgrade of Piraeus Bank, which is
conditional upon the NOHC's investments in Piraeus Bank not
materially exceeding 120% of the NOHC's equity on a sustained
basis. In this case, S&P might eventually widen the notching
difference between Piraeus Bank and Piraeus Financial Holdings.

Downside scenario: If S&P revises the outlook on its ratings on
Piraeus Bank, it would lead to the same action on Piraeus Financial
Holdings. Also, S&P could take a negative rating action on Piraeus
Financial Holdings if we saw a lower likelihood of Piraeus Bank
meeting its obligations toward the NOHC.

ESG credit indicators: E-2, S-2, G-2
Eurobank S.A. (Lead Bank); Eurobank Ergasias Services And Holdings
S.A. (Eurobank Holdings; Holding Company)
Primary analyst: Pierre Hollegien

S&P said, "We raised our ratings on Eurobank and Eurobank Holdings
to reflect our view that the bank has successfully restructured its
balance sheet in line with the system and because systemwide
funding risks in Greece have eased.

"We also consider that the bank's operating performance and risk
profile have improved closer to the average of better rated
European peers, and that the gap will continue to diminish over the
next 12-18 months. Eurobank was the first Greek bank to proceed
with large securitization and now enjoys a strong coverage ratio at
74.6% along with a CET-1 ratio standing at 15.2%. On top of that,
Eurobank's cost-of-risk and NPE ratio stood at 72 bps and 5.2%,
respectively, at year-end 2022, and we expect it will further
improve by 2025 to 60 bps and 4.5%-5.0%, respectively. Supported by
the interest rate environment and its strong franchise in Bulgaria
and Cyprus, Eurobank's improved risk profile will benefit the
bank's profitability and capital generation. Hence, we have
assigned Eurobank a positive outlook."

Outlook

S&P's positive outlook on Eurobank and Eurobank Holdings reflects
our expectation that over the next 12 months the bank will continue
improving its earnings generation, supporting capital build-up, and
its risk profile will further strengthen with cost of risk
normalizing toward levels in line with better-rated peers.

Downside scenario: S&P said, "We could revise our outlook on
Eurobank and Eurobank Holdings to stable if we conclude that
economic conditions in Greece had deteriorated more than
anticipated due to the Russia-Ukraine conflict or the ongoing
monetary tightening, leading to significantly more pronounced
stress on asset quality and capitalization of the bank. In
addition, we could lower the rating on Eurobank Holdings if we
anticipated that its double leverage would significantly exceed
120%, in which case we could widen the notching difference between
the operating and holding entities."

Upside scenario: S&P could raise the ratings if the bank shows
sustained strong earnings performance and sound asset quality in
line with higher rated peers, or if the RAC ratio improves
sustainably over the 7% threshold.

ESG credit indicators: E-2, S-2, G-2
Alpha Bank S.A. (Lead Bank); Alpha Services and Holdings S.A.
(Holding Company)
Primary analyst: Göksenin Karagöz

S&P raised its ratings on Alpha Bank and Alpha Services and
Holdings because we consider that the bank has successfully
restructured its balance sheet in line with the system and because
systemwide funding risks in Greece have eased.

Outlook

S&P said, "Our stable outlook on Alpha Bank over the next 12 months
reflects our anticipation of improvement in its earnings, asset
quality, and capitalization, albeit at a slower pace than in recent
years, owing to the less stable macroeconomic conditions.
Therefore, we expect the group's NPLs and credit losses to continue
decreasing, accompanied with a marginal increase in loss coverage
by reserves, but the coverage will likely remain below that of 'BB'
rated peers."

Alpha Bank S.A.

Upside scenario: S&P could consider raising the ratings on Alpha
Bank should it achieve a faster cleanup of its legacy problem loans
and a higher coverage by loan loss reserves compared with what it
currently anticipate.

Downside scenario: S&P could consider a downgrade if economic
conditions in Greece deteriorate more than we anticipated due to
the ongoing Russia-Ukraine conflict or the monetary tightening,
leading to significantly more pronounced stress on asset quality
and pressures on the bank's capitalization.

Alpha Services and Holdings S.A.

Upside scenario: A positive rating action on Alpha Services and
Holdings over the next 12 months would follow a positive rating
action on Alpha Bank, unless we see a potential material increase
in liquidity risks, most likely in a scenario where the NOHC's
investments in Alpha Bank materially exceed 120% of the NOHC's
equity on a sustained basis. In this case, we might eventually
widen the notching difference between Alpha Bank and Alpha Services
and Holdings.

Downside scenario: S&P would revise its outlook to stable on Alpha
Services and Holdings over the next 12 months if we took a similar
action on Alpha Bank.

ESG credit indicators: E-2, S-2, G-2
Aegean Baltic Bank (ABB)
Primary analyst: Pierre Hollegien

S&P said, "We raised our ratings on ABB to reflect the improvements
we have seen in the Greek banking system's funding profile and
strengthened creditworthiness of the bank. Especially, we believe
the bank's risk profile has been resilient through turbulent times.
The bank has brought its NPE ratio down to 1% and now its average
cost of risk is below that of domestic and international peers. We
consider that the bank's risk management experience and
conservative approach to some extent mitigates the risks of the
bank's concentration on the cyclical shipping sector. Our
projections suggest that the RAC ratio will remain above 10% for
the next 12-18 months. We base them on our expectation of improved
earnings generation, supported by ABB's growth, successive interest
rates hikes, and its improved operating efficiency; the group's
cost-to-income ratio improved significantly to 39% as of end-2022,
from 67.5% at end-2019.

"At the same time, we note that ABB's funding profile is more
confidence sensitive than that of other banks in the system, due to
material concentrations in corporate deposits. The bank's depositor
base displays a low degree of granularity, which represents a tail
risk in the case of potential external stress, in our view.
Nevertheless, ABB's depositor base has been sticky over the past
few years and its customer loans-to-deposits ratio stood at a low
51% at end-2022. We also acknowledge the bank maintains high
liquidity buffers with excess cash and a large unencumbered bonds
portfolio."

Outlook

S&P said, "The stable outlook on ABB reflects our view that the
bank will likely maintain its stable creditworthiness over the next
12 months, balancing the risks from its lending and deposit
concentrations that stem from its focus on servicing the shipping
industry against its sound capital position and improved
profitability prospects. We anticipate that ABB will maintain its
strong capital buffers with the RAC ratio remaining above 10%
through 2023-2024, with high collateralization of its loan book,
and adequate liquidity."

Downside scenario: S&P could consider a negative rating action on
ABB if we conclude that:

-- ABB's funding or liquidity profile materially deteriorated
because of too-aggressive balance-sheet growth, high
asset-liability mismatches, or outflows of deposits;

-- ABB's asset quality had deteriorated compared with historical
levels; or

-- The bank proved unable to preserve its sound capitalization.
Specifically, this could occur if the RAC ratio fell closer to or
below 10% on a sustained basis, mostly due to rising credit losses
or aggressive growth.

Upside scenario: S&P sees limited likelihood of a positive rating
action over the next 12 months.

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

  Ratings List

  AEGEAN BALTIC BANK S.A.

  UPGRADED; OUTLOOK ACTION; RATINGS AFFIRMED  
                                             TO         FROM
  AEGEAN BALTIC BANK S.A.

   Issuer Credit Rating                 B+/Stable/B   B/Positive/B


  ALPHA SERVICES AND HOLDINGS SOCIETE ANONYME

  UPGRADED  
                                             TO         FROM
  ALPHA BANK SA

   Senior Unsecured                          BB-         B+

  ALPHA SERVICES AND HOLDINGS SOCIETE ANONYME

   Subordinated                              CCC+        CCC

  UPGRADED; OUTLOOK ACTION; RATINGS AFFIRMED  
                                             TO         FROM
  ALPHA BANK SA

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

  ALPHA SERVICES AND HOLDINGS SOCIETE ANONYME

   Issuer Credit Rating              B/Stable/B      B-/Positive/B

  UPGRADED; RATINGS AFFIRMED  
                                             TO         FROM

  ALPHA BANK SA

   Resolution Counterparty Rating        BB+/--/B     BB-/--/B


  BANK OF CYPRUS PUBLIC CO. LTD.

  RATINGS AFFIRMED  

  BANK OF CYPRUS PUBLIC CO. LTD.

   Resolution Counterparty Rating      BB+/--/B

  BANK OF CYPRUS PUBLIC CO. LTD.

   Senior Unsecured                    BB-

  BANK OF CYPRUS HOLDINGS PLC

   Subordinated                        CCC

  RATINGS AFFIRMED; OUTLOOK ACTION  
                                             TO         FROM

  BANK OF CYPRUS PUBLIC CO. LTD.        

   Issuer Credit Rating              BB-/Positive/B   BB-/Stable/B

BANK OF CYPRUS HOLDINGS PLC

   Issuer Credit Rating              B/Positive/B     B/Stable/B


  EUROBANK HOLDINGS

  UPGRADED  
                                             TO         FROM
  EUROBANK S.A

   Senior Unsecured                          BB-         B+

  UPGRADED; RATINGS AFFIRMED  
                                             TO         FROM

  EUROBANK S.A

   Issuer Credit Rating             BB-/Positive/B  B+/Positive/B

   Resolution Counterparty Rating         BB+/--/B    BB-/--/B

  EUROBANK HOLDINGS

   Issuer Credit Rating               B/Positive/B  B-/Positive/B


  NATIONAL BANK OF GREECE S.A.

  UPGRADED  
                                             TO         FROM

  NATIONAL BANK OF GREECE S.A.

   Senior Unsecured                          BB-         B+

   Subordinated                              B-          CCC+

  UPGRADED; RATINGS AFFIRMED  
                                             TO         FROM

  NATIONAL BANK OF GREECE S.A.

   Issuer Credit Rating            BB-/Positive/B    B+/Positive/B

   Resolution Counterparty Rating        BB+/--/B      BB-/--/B


  PIRAEUS FINANCIAL HOLDINGS S.A.

  RATINGS AFFIRMED  

  PIRAEUS FINANCIAL HOLDINGS S.A.

   Subordinated                              CCC

   Junior Subordinated                       CCC-

  RATINGS AFFIRMED; OUTLOOK ACTION  
                                             TO         FROM

  PIRAEUS FINANCIAL HOLDINGS S.A.

   Issuer Credit Rating              B-/Positive/B    B-/Stable/B

  UPGRADED  
                                             TO         FROM

  PIRAEUS BANK S.A.

   Senior Unsecured                           B+         B

  UPGRADED; RATINGS AFFIRMED  
                                             TO         FROM

  PIRAEUS BANK S.A.

   Issuer Credit Rating               B+/Positive/B   B/Positive/B

   Resolution Counterparty Rating          BB/--/B     B+/--/B




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F I N L A N D
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SCF RAHOITUSPALVELUT XII: S&P Assigns Prelim BB- Rating to E Notes
------------------------------------------------------------------
S&P Global Ratings assigned its preliminary credit ratings to SCF
Rahoituspalvelut XII DAC's asset-backed floating-rate class A, B,
C-Dfrd, D-Dfrd, and E-Dfrd notes. At closing, SCF Rahoituspalvelut
XII will also issue unrated asset-backed class F notes.

This is Santander Consumer Finance Oy's (SCF Oy) 12th publicly
rated ABS transaction and the fourth S&P has rated, with the
previous one being SCF Rahoituspalvelut XI DAC in 2022.

The underlying collateral comprises Finnish loan receivables for
primarily cars and a smaller proportion of light commercial
vehicles, motorbikes, caravans, and campers. SCF Oy originated and
granted the loans to its private and commercial retail customers.
According to the preliminary pool, 69.9% of the current principal
balance amortize with a final balloon payment.

SCF Rahoituspalvelut XII revolves for a period of seven months from
closing, ending on, but excluding the cut-off date preceding the
payment date in January 2024. During this time, all principal
proceeds will be used to purchase new assets. The revolving period
terminates earlier if a revolving period termination event occurs.
Once the transaction starts to amortize, collections received are
distributed monthly according to separate principal and interest
waterfalls. Principal is paid pro rata once the required
subordination is built up on the class A notes. However, principal
payment switches definitively to sequential upon occurrence of a
sequential payment trigger event.

At closing, a liquidity reserve will be funded through a
subordinated loan. The reserve is available to cure any shortfalls
on the senior fees, expenses, interest on the class A and B notes,
and once most senior, interest on the class C-Dfrd, D-Dfrd, E-Dfrd,
and F notes. A servicer advance reserve will also be funded at
closing to be drawn to pay any amount to an obligor or deposit with
the Finnish enforcement authority on the obligor's behalf in
relation to repossession of the financed vehicle.

The structure will benefit from a new conditional replacement
servicer fee reserve which we believe is sufficient to cover the
costs of a replacement servicer over the residual life of the
transaction. The reserve will be funded by Santander Consumer
Finance S.A if it ceases to have a rating of at least 'BBB', if a
servicer termination event occurs, or if Santander Consumer Finance
S.A ceases to control the servicer. As a result, S&P has not
modelled a stressed servicer fee in its cashflow analysis, instead
the contractual fee charged by SCF Oy, as the existing servicer.

A combination of excess spread and subordination provides credit
enhancement. Commingling and setoff risks are fully mitigated, in
S&P's view.

The assets pay a monthly fixed interest rate, and the notes pay
one-month Euro Interbank Offered Rate (EURIBOR) plus a margin
subject to a floor of zero. The notes benefit from an interest rate
swap.

The issuer can fully redeem the notes if the seller exercises a
clean-up call on the payment date on which the collateral pool
balance and defaulted amounts less realized recoveries is lower
than 10% of the collateral pool's balance at closing.

S&P said, "Our preliminary ratings on the class A and B notes
address timely payment of interest and ultimate payment of
principal; our preliminary ratings on the class C-Dfrd, D-Dfrd, and
E-Dfrd notes address ultimate payment of interest and principal.

"Our structured finance sovereign risk criteria do not constrain
our preliminary ratings on the notes. We expect counterparty risk
to be adequately mitigated in line with our counterparty criteria.
We expect that the legal opinions at closing will adequately
address any legal and operational risk in line with our criteria.

"We conducted additional sensitivity analysis to assess, all else
being equal, the impact of an increased gross default base case and
a lower recovery rate base case on our ratings on the notes. The
results of the sensitivity analysis indicate a deterioration of no
more than two categories on the notes, in line with our credit
stability criteria."

  Preliminary ratings

  CLASS     PRELIMINARY RATING*     PRELIMINARY AMOUNT (%)

  A         AAA (sf)                92.04

  B         AA+ (sf)                 1.47

  C-Dfrd    A+ (sf)                  1.89

  D-Dfrd    A- (sf)                  1.04

  E-Dfrd    BB- (sf)                 1.00

  F         NR                       2.56

*S&P's preliminary ratings address timely payment of interest and
ultimate payment of principal on the class A and B notes and
ultimate payment of interest and principal on the class C-Dfrd,
D-Dfrd, and E-Dfrd notes.
NR--Not rated.




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

CHEPLAPHARM ARZNEIMITTEL: Moody's Rates New EUR750MM Notes 'B2'
---------------------------------------------------------------
Moody's Investors Service has affirmed Cheplapharm Arzneimittel
GmbH's B2 corporate family rating, its B2-PD probability of default
rating, and the B2 ratings on its guaranteed senior secured notes
and on its senior secured bank credit facilities. At the same time,
Moody's has assigned a B2 rating to Cheplapharm's proposed EUR750
million backed senior secured notes due 2030, split into a fixed
rate tranche and floating rate tranche. The outlook remains
stable.

The affirmation follows the announcement by Cheplapharm that it has
agreed with Eli Lilly and Company (A2 positive) on 21 April 2023 on
the acquisition of the worldwide commercial rights for Zyprexa for
a total consideration of USD1,351 million (about EUR1.2 billion),
which includes a USD305 million (about EUR280 million) deferred
purchase price to be paid one year after closing. In relation to
this acquisition, Cheplapharm has also established a EUR750 million
committed bridge loan facility. The acquisition is expected to
close around the end of the second quarter of 2023 and the closing
price will be funded with the proposed notes, a drawdown under
Cheplapharm's senior secured revolving credit facility (RCF) and
available cash.

RATINGS RATIONALE

The affirmation of the B2 ratings reflects the currently strong
positioning of Cheplapharm in its rating category and a good track
record at integrating past acquisitions, which offsets execution
risks related to the acquisition and the impact of increased
funding costs. The Zyprexa transaction represents Cheplapharm's
largest acquisition to date and follows the acquisitions of the
drugs Xeloda in China and Pulmicort in the US which both closed in
the first quarter of 2023. In total, these acquisitions represent a
consideration of about EUR1.7 billion. The company's financial
strategy, risk management and its track record, which are ESG
considerations under Moody's framework, were key drivers of the
rating action.

The Zyprexa franchise includes four products with different dosage
forms (oral and injectable) indicated for the treatment of
schizophrenia and bipolar disorders. Oral forms face generic
competition while the main injectable form, ZypAdhera, does not,
but it is likely that it will face increased competition by 2026.
Moody's expects that sales of acquired products will decline in the
low single-digits in percentage terms over 2023-25, with patients
reluctant to switch in these indications and limited additional
competition. Pro forma the acquisitions, the Zyprexa franchise will
represent about 17% of Cheplapharm's 2022 revenue and about 20% of
its 2022 EBITDA, but the company will still maintain a low
concentration on a per drug per country basis. The acquisition
entails execution risks owing to the large number of marketing
authorizations (about 300 in 53 countries) and an existing complex
supply chain which Cheplapharm will have to transfer and optimize
during the three-year transition service agreement period, but the
company has built a good track record at executing such
transactions.

Considering announced acquisitions, Moody's estimates that
Cheplapharm will have 2022 pro forma revenue of about EUR1.7
billion, EBITDA of about EUR980 million and leverage
(Moody's-adjusted gross debt/EBITDA) of about 4.2x. While
acquisitions are an inherent part of Cheplapharm's business model
and further acquisitions are likely in the next 12 to 18 months,
Moody's expects that Cheplapharm's credit metrics will continue to
meet the requirements for a B2 rating.

Cheplapharm's B2 rating continues to reflect its good therapeutic
and geographical diversification; a good track record in the timely
transfer of marketing authorizations from pharmaceutical companies
for products acquired; and strong cash flow from operations (CFO)
and free cash flow (FCF), supported by its asset light business
model.

The B2 rating remains constrained by the company's structural
earnings decline in its existing off-patent product portfolio,
prompting it to make product acquisitions to maintain or grow
revenue; its relatively short track record of working with
well-recognized pharmaceutical companies; and an aggressive
financial policy, with multiple debt-funded acquisitions undertaken
in recent years, which increased its gross debt sharply to EUR3.0
billion at the end of December 2022 from EUR0.9 billion at the end
of 2018.

RATIONALE FOR THE STABLE OUTLOOK

The stable rating outlook reflects Moody's expectation that
Cheplapharm will successfully execute its announced acquisitions in
the next 12-18 months and continue to generate strong CFO which
will offset rising debt levels and position the company solidly in
its rating category.

LIQUIDITY

Cheplapharm's liquidity is good, supported by a cash balance of
EUR160 million as of December 31, 2022, access to a senior secured
RCF, which has been recently upsized to EUR695 million from EUR545
million, and solid FCF which Moody's expect to be about EUR400
million in the next 12 months. The Zyprexa acquisition upfront
price will be funded with the proposed notes issuance, about EUR200
million of currently available cash and a small RCF drawing. The
company does not face any large near-term debt maturities.

Cheplapharm's senior secured RCF has a springing maturity,
dependent on the timing of refinancing of existing senior secured
notes due 2027 and 2028 and ensuring that the senior secured RCF
always matures before the remaining senior secured debt. Earliest
maturity date for the senior secured RCF is November 2026. The
senior secured RCF is also subject to a springing covenant, which
requires the company to maintain net senior secured debt/EBITDA of
less than 6.0x if at least 40% of the senior secured RCF is drawn.
Moody's expects Cheplapharm to maintain good leeway under this
covenant.

ESG CONSIDERATIONS

Cheplapharm's G-4 score reflects financial policies with a
tolerance for leverage, and a track record of rapid growth through
acquisitions, which has resulted in a sharp increase in debt in
recent years. Well-established acquisition criteria and
management's experience nevertheless mitigate acquisition
integration risk.

Cheplapharm has a moderately negative (S-3) exposure to social
risks. Its product portfolio essentially comprises off-patent drugs
that have been on the market for many years, which reduces the risk
of product safety issues and of abrupt price declines from
regulatory changes.

STRUCTURAL CONSIDERATIONS

The new backed senior secured notes rank pari passu with
Cheplapharm's existing debt instruments which comprise a senior
secured term loan B, senior secured notes, as well as a senior
secured RCF, all rated B2 in line with the CFR. All these debt
instruments have been issued by Cheplapharm, which is also the main
operating company of the group, and they share the same collateral,
which includes a first-priority pledge over Cheplapharm's shares as
well as pledges over bank accounts and intercompany receivables.
Moody's views this security package as relatively weak and
therefore considers these debt instruments as unsecured in its loss
given default analysis. Moody's used a family recovery rate of 50%
appropriate for a debt structure comprising bank and bond debts.
Cheplapharm's capital structure also comprises EUR500 million of
shareholder loan which Moody's treats as equity.

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

Positive rating pressure may develop over time, provided
Cheplapharm maintains its Moody's-adjusted (gross) debt/EBITDA
ratio below 4.5x and its cash flow from operations (CFO)/debt ratio
above 15% on a sustained basis. An upgrade would also require the
company to demonstrate commitment to more moderate acquisitions in
terms of size and their financial impact, and greater
predictability over the potential evolution of its credit metrics
in the longer term.

Conversely, Moody's may downgrade Cheplapharm's rating if it does
not maintain a Moody's-adjusted debt/EBITDA ratio comfortably below
5.5x, or if its CFO/debt ratio declines below 10% for a prolonged
period. Failing to maintain adequate liquidity, including a well
spread debt maturity profile, or a material deterioration in
interest coverage metrics could also trigger negative pressure on
the rating.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Headquartered in Greifswald, Germany, Cheplapharm is a family-owned
company focused on the marketing of off-patent, branded,
prescription and niche drugs. Its business model relies on its
ability to buy products with sufficient earnings potential at the
right price, and the outsourcing of its production and distribution
to reliable third parties. Cheplapharm's asset-light operations
enable it to generate high cash flow, which it reinvests into new
products, offsetting the structural earnings decline in its
existing portfolio. The company owns a portfolio of more than 125
products that it distributes in over 145 countries. In 2022, it
generated EUR1.3 billion in revenue and EUR686 million in EBITDA,
on a reported basis. Cheplapharm is 50:50 owned by Sebastian Braun
(Co-CEO of the group) and Bianca Juha (Chief Scientific Officer).  
   



=============
H U N G A R Y
=============

DUNAFERR: State Aid Could Be Illegal Under EU Competition Rules
---------------------------------------------------------------
Michael Hudec at EURACTIV reports that state support for central
Europe's largest steelmaker, Dunaferr, which went into liquidation
in December because of its ties with Russian owners, could be
illegal under EU competition rules, lawyers say.

At stake is Hungary's EUR42 million bailout for Dunaferr, which
might have to be reviewed by the European Commission, sources
familiar with the matter told EURACTIV Slovakia, while the
Commission declined official comment.

The Hungarian government announced in February it will pay the
salaries of Dunaferr's 4,000 employees for six months after the
company filed for bankruptcy due to sanctions imposed by the
European Union over its Russian ownership, EURACTIV Slovakia
recounts.

"Dunaferr has been ruined," Prime Minister Viktor Orban said in a
Facebook video at the time.  "(Ruined) by previous owners,
management and finally, the sanctions from Brussels," Reuters
reported at the time, EURACTIV Slovakianotes.

But the government's aid to Dunaferr could prove illegal under EU
competition rules, experts say, EURACTIV Slovakia relays.

Measures under scrutiny include special bankruptcy rules passed in
December before the company went into liquidation on Jan. 5 this
year and which appear tailored to Dunaferr, EURACTIV Slovakia
discloses.

The Hungarian government also temporarily waived its claims against
Dunaferr, including EUR600 million in fines for breaching rules
under the EU Emission Trading System (ETS), the EU's flagship
climate policy tool, EURACTIV Slovakia notes.

State aid is regulated in the EU because it can give the recipient
a competitive advantage over competitors in other EU member states,
thereby distorting the bloc's internal market.  It can only be
granted with the approval of the European Commission's competition
directorate.

According to information obtained by EURACTIV Slovakia, the
Commission has yet to approve the support given to Dunaferr,
EURACTIV Slovakia states.

"If Dunaferr continues to produce and sell steel without having to
buy and then surrender emission allowances, it gains a significant
cost advantage compared to producers who operate by their legal
obligations," said Attila Komives, an EU competition lawyer at
Allen & Overy.

"This also undermines Hungary's efforts to limit and reduce CO2
emissions," he told EURACTIV Slovakia.

Dunaferr went into liquidation last year after the company became
subject to EU sanctions against Russia due to its ownership
structure involving Russian Bank VEB via a Cyprus-based company,
Steelhold Limited, EURACTIV Slovakia relates.

With the jobs of around 4,000 people at risk, Prime Minister Viktor
Orban promised to find a new owner for the flailing company,
EURACTIV discloses.




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

BAIN CAPITAL 2018-1: Moody's Affirms B2 Rating on Class F Notes
---------------------------------------------------------------
Moody's Investors Service has upgraded the rating on the following
notes issued by Bain Capital Euro CLO 2018-1 Designated Activity
Company:

EUR25,100,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2032, Upgraded to Aa3 (sf); previously on Feb 16, 2022
Upgraded to A1 (sf)

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

EUR207,600,000 (Current outstanding amount EUR206,177,060) Class A
Senior Secured Floating Rate Notes due 2032, Affirmed Aaa (sf);
previously on Feb 16, 2022 Affirmed Aaa (sf)

EUR22,800,000 Class B-1 Senior Secured Floating Rate Notes due
2032, Affirmed Aaa (sf); previously on Feb 16, 2022 Upgraded to Aaa
(sf)

EUR15,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2032,
Affirmed Aaa (sf); previously on Feb 16, 2022 Upgraded to Aaa (sf)

EUR20,300,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2032, Affirmed Baa1 (sf); previously on Feb 16, 2022
Upgraded to Baa1 (sf)

EUR23,800,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2032, Affirmed Ba2 (sf); previously on Feb 16, 2022
Affirmed Ba2 (sf)

EUR11,200,000 Class F Senior Secured Deferrable Floating Rate
Notes due 2032, Affirmed B2 (sf); previously on Feb 16, 2022
Affirmed B2 (sf)

Bain Capital Euro CLO 2018-1 Designated Activity Company, issued in
May 2018, is a collateralised loan obligation (CLO) backed by a
portfolio of mostly high-yield senior secured European loans. The
portfolio is managed by Bain Capital Credit, Ltd. The transaction's
reinvestment period ended in April 2022.

RATINGS RATIONALE

The rating upgrade on the Class C notes is primarily a result of
the deleveraging of the senior notes following amortisation of the
underlying portfolio, and a shorter weighted average life of the
portfolio since the last rating action in February 2022, which
reduces the time the rated notes are exposed to the credit risk of
the collateral pool.

The Class A notes have paid down by approximately EUR1.4 million
(0.7%) since the last rating action in February 2022. As a result
of the deleveraging, senior over-collateralisation (OC) has
increased. According to the trustee report dated March 2023 [1] the
Class A/B and Class C OC ratios are reported at 140.46% and 127.36%
compared to January 2022 [2] levels of 140.27% and 127.26%
respectively. The reported WAL has shortened from 4.73 years to
3.78 years during the same period.

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

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

Performing par and principal proceeds balance: EUR341.9m

Defaulted Securities: EUR2.07m

Diversity Score: 62

Weighted Average Rating Factor (WARF): 2944

Weighted Average Life (WAL): 3.91 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.7%

Weighted Average Coupon (WAC): 4.2%

Weighted Average Recovery Rate (WARR): 44.2%

Par haircut in OC tests and interest diversion test: none

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

Moody's notes that the April 2023 trustee report was published at
the time it was completing its analysis of the March 2023 data. Key
portfolio metrics such as WARF, diversity score, weighted average
spread and life, and OC ratios exhibit little or no change between
these dates.

Methodology Underlying the Rating Action:

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

Counterparty Exposure:

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

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

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

Additional uncertainty about performance is due to the following:

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

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

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

PROVIDUS CLO VIII: S&P Assigns B- (sf) Rating on Class F Notes
--------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Providus CLO VIII
DAC's class A to F European cash flow CLO notes. The issuer also
issued unrated subordinated notes.

Under the transaction documents, the rated notes pay quarterly
interest unless a frequency switch event occurs, upon which the
notes permanently switch to semiannual payments.

The portfolio's reinvestment period ends 4.57 years after closing,
while the non-call period ends 1.5 years after closing.

The ratings reflect S&P' assessment of:

-- The diversified collateral pool, which primarily comprises
broadly syndicated speculative-grade senior-secured term loans and
bonds governed by collateral quality tests.

-- The credit enhancement provided through the subordination of
cash flows, excess spread, and overcollateralization.

-- The collateral manager's experienced team, which can affect the
rated notes' performance through collateral selection, ongoing
portfolio management, and trading.

-- The transaction's legal structure, which is bankruptcy remote.

-- The transaction's counterparty risks, which meets S&P's
counterparty rating framework.

  Portfolio benchmarks
                                                       CURRENT

  S&P weighted-average rating factor                  2,847.99

  Default rate dispersion                               492.98

  Weighted-average life including reinvestment(years)     4.57

  Obligor diversity measure                             124.65

  Industry diversity measure                             15.76

  Regional diversity measure                              1.37


  Transaction key metrics
                                                       CURRENT

  Portfolio weighted-average rating
    derived from S&P's CDO evaluator                        B

  'CCC' category rated assets (%)                        1.12

  'AAA' weighted-average recovery (%)                   35.95

  Floating-rate assets (%)                              87.50

  Weighted-average actual spread (net of floors; %)      3.98

  Weighted-average spread (net of floors; %)             3.98


The portfolio is well-diversified, primarily comprising broadly
syndicated speculative-grade senior-secured term loans and
senior-secured bonds. Therefore, S&P conducted its credit and cash
flow analysis by applying our criteria for corporate cash flow
CDOs.

Asset priming obligations and uptier priming debt

Under the transaction documents, the issuer can purchase asset
priming (drop down) obligations and/or uptier priming debt to
address the risk of a distressed obligor either moving collateral
outside the existing creditors' covenant group or incurring new
money debt senior to the existing creditors.

S&P said, "In our cash flow analysis, we used the EUR400 million
target par amount, the actual weighted-average spread (3.98%), and
the covenanted weighted-average coupon (6.50%) as indicated by the
collateral manager. We assumed the actual weighted-average recovery
at all rating levels. We applied various cash flow stress
scenarios, using four different default patterns, in conjunction
with different interest rate stress scenarios for each liability
rating category.

"The transaction also features a principal redemption mechanism for
the class F notes (turbo redemption), under which 20% of remaining
interest proceeds available before equity distribution are used to
pay down principal on these notes. We have not given credit to
turbo redemption in our cash flow analysis, considering the
position of the senior payments in the waterfall and the ability to
divert interest proceeds to purchase workout loans and bankruptcy
exchange.

"Our credit and cash flow analysis show that the class B, C, D-2,
and E notes benefit from break-even default rate (BDR) and scenario
default rate cushions that we typically consider to be in line with
higher ratings than those assigned. However, as the CLO is still in
its reinvestment phase, during which the transaction's credit risk
profile could deteriorate, we capped our ratings on the notes."

"Until the end of the reinvestment period on Nov. 20, 2027, the
collateral manager may substitute assets in the portfolio for so
long as our CDO Monitor test is maintained or improved in relation
to the initial ratings on the notes. This test looks at the total
losses the transaction can sustain as established by the initial
cash flows for each rating and compares that with the current
portfolio's default potential plus par losses to date. As a result,
until the end of the reinvestment period, the collateral manager
may through trading deteriorate the transaction's current risk
profile, if the initial ratings are maintained.

"Under our structured finance sovereign risk criteria, we consider
the transaction's exposure to country risk sufficiently mitigated
at the assigned ratings.

"The transaction's documented counterparty replacement and remedy
mechanisms adequately mitigate its exposure to counterparty risk
under our current counterparty criteria.

"The transaction's legal structure and framework is bankruptcy
remote, in line with our legal criteria.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe our ratings are
commensurate with the available credit enhancement for the class A
to F notes.

"For the class F notes, our credit and cash flow analysis indicates
the available credit enhancement could withstand stresses
commensurate with a lower rating. However, we applied our 'CCC'
rating criteria, resulting in a 'B- (sf)' rating on this class of
notes."

The ratings uplift (to 'B-') reflects several key factors,
including:

-- The class F notes' available credit enhancement, which is
similar to that of other CLOs we have rated and that were recently
issued in Europe.

-- The portfolio's average credit quality, which is similar to
other recent CLOs.

-- S&P's model generated break-even default rate at the 'B-'
rating level of 24.34% (for a portfolio with a weighted-average
life of 4.57 years), versus if it was to consider a long-term
sustainable default rate of 3.1% for 4.57 years, which would result
in a target default rate of 14.17%.

-- S&P does not believe there is a one-in-two chance of this note
defaulting.

-- S&P does not envision this tranche defaulting in the next 12-18
months.

S&P said, "In addition to our standard analysis, to indicate how
rising pressures among speculative-grade corporates could affect
our ratings on European CLO transactions, we also included the
sensitivity of the ratings on the class A to E notes based on four
hypothetical scenarios.

"As our ratings analysis makes additional considerations before
assigning ratings in the 'CCC' category--and we would assign a 'B-'
rating if the criteria for assigning a 'CCC' category rating are
not met--we have not included the above scenario analysis results
for the class F notes."

Environmental, social, and governance (ESG)

S&P said, "We regard the exposure to ESG credit factors in the
transaction as being broadly in line with our benchmark for the
sector. Primarily due to the diversity of the assets within CLOs,
the exposure to environmental credit factors is viewed as below
average, social credit factors are below average, and governance
credit factors are average. For this transaction, the documents
prohibit assets from being related to the following industries:
manufacturing or marketing of weapons of mass destruction, illegal
drugs or narcotics, pornographic materials, payday lending,
electrical utility with carbon intensity greater than 100gCO2/kWh,
unregulated hazardous chemicals, ozone-depleting substances,
endangered or protected wildlife, thermal coal, civilian firearms,
tobacco, opioid manufacturing, non-certified palm oil, private
prisons. Accordingly, since the exclusion of assets from these
industries does not result in material differences between the
transaction and our ESG benchmark for the sector, no specific
adjustments have been made in our rating analysis to account for
any ESG-related risks or opportunities."

Environmental, social, and governance (ESG) corporate credit
indicators

S&P said, "The influence of ESG factors in our credit rating
analysis of European CLOs primarily depends on the influence of ESG
factors in our analysis of the underlying corporate obligors. To
provide additional disclosure and transparency of the influence of
ESG factors for the CLO asset portfolio in aggregate, we've
calculated the weighted-average and distributions of our ESG credit
indicators for the underlying obligors. We regard this
transaction's exposure as broadly in line with our benchmark for
the sector, with the environmental and social credit indicators
concentrated primarily in category 2 (neutral) and the governance
credit indicators concentrated in category 3 (moderately
negative)."

  Ratings List

  CLASS     RATING*     AMOUNT     SUB (%)    INTEREST RATE§
                      (MIL. EUR)

  A         AAA (sf)    241.90     39.53   Three/six-month EURIBOR

                                           plus 1.75%

  B         AA (sf)      36.00     30.53   Three/six-month EURIBOR

                                           plus 2.85%

  C         A (sf)       29.70     23.10   Three/six-month EURIBOR

                                           plus 3.60%

  D-1       BBB+ (sf)    20.50     17.98   Three/six-month EURIBOR

                                           plus 5.19%

  D-2       BBB(sf)       6.00     16.48   Three/six-month EURIBOR

                                           plus 6.16%

  E         BB- (sf)     19.70     11.55   Three/six-month EURIBOR

                                           plus 7.69%

  F         B- (sf)      15.40      7.70   Three/six-month EURIBOR

                                           plus 9.36%

  Sub. Notes   NR        28.80       N/A   N/A

*The ratings assigned to the class A and B notes address timely
interest and ultimate principal payments. The ratings assigned to
the class C, D-1, D-2, E, and F notes address ultimate interest and
principal payments.
§The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.

EURIBOR--Euro Interbank Offered Rate.
NR--Not rated.
N/A--Not applicable.


ROCKFORD TOWER 2018-1: Moody's Hikes EUR9.5MM F Notes Rating to B1
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the following
notes issued by Rockford Tower Europe CLO 2018-1 DAC:

EUR36,000,000 Class B Senior Secured Floating Rate Notes due 2031,
Upgraded to Aa1 (sf); previously on Dec 6, 2018 Definitive Rating
Assigned Aa2 (sf)

EUR28,000,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to A1 (sf); previously on Dec 6, 2018
Definitive Rating Assigned A2 (sf)

EUR24,000,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to Baa2 (sf); previously on Dec 6, 2018
Definitive Rating Assigned Baa3 (sf)

EUR9,500,000 Class F Senior Secured Deferrable Floating Rate Notes
due 2031, Upgraded to B1 (sf); previously on Dec 6, 2018 Definitive
Rating Assigned B2 (sf)

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

EUR218,000,000 Class A-1 Senior Secured Floating Rate Notes due
2031, Affirmed Aaa (sf); previously on Dec 6, 2018 Definitive
Rating Assigned Aaa (sf)

EUR30,000,000 Class A-2 Senior Secured Floating Rate Notes due
2031, Affirmed Aaa (sf); previously on Dec 6, 2018 Definitive
Rating Assigned Aaa (sf)

EUR22,800,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed Ba2 (sf); previously on Dec 6, 2018
Definitive Rating Assigned Ba2 (sf)

Rockford Tower Europe CLO 2018-1 DAC, issued in December 2018, is a
collateralised loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured European loans. The portfolio is
managed by Rockford Tower Capital Management, L.L.C. The
transaction's reinvestment period ended in March 2023.

RATINGS RATIONALE

The rating upgrades on the Class B, C, D and F notes are primarily
a result of the transaction having reached the end of the
reinvestment period in March 2023.

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

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

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

Performing par and principal proceeds balance: EUR406.64 million

Diversity Score: 56

Weighted Average Rating Factor (WARF): 2762

Weighted Average Life (WAL): 4.20 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.87%

Weighted Average Coupon (WAC): 3.97%

Weighted Average Recovery Rate (WARR): 43.56%

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

Methodology Underlying the Rating Action:

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

Counterparty Exposure:

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

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

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

Additional uncertainty about performance is due to the following:

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

Weighted average life: The notes' ratings are sensitive to the
weighted average life assumption of the portfolio, which could
lengthen as a result of the manager's decision to reinvest in new
issue loans or other loans with longer maturities, or participate
in amend-to-extend offerings. The effect on the ratings of
extending the portfolio's weighted average life can be positive or
negative depending on the notes' seniority.

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



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

BORMIOLI PHARMA: Fitch Assigns B(EXP) LongTerm IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has assigned Bormioli Pharma S.p.A. an expected
Long-Term Issuer Default Rating (IDR) of 'B(EXP)'. The Outlook is
Stable. Fitch has also assigned Bormioli's notes an expected senior
secured rating of 'B(EXP)'/ 'RR4'/34%.

Final ratings are contingent upon the receipt of final
documentation conforming materially to information already received
and details regarding the issuing entities, amount, security
package and tenor.

Bormioli's IDR is underpinned by its leading market position in
pharma packaging, long-term partnerships with customers, resilient
profitability through the cycle supported by the exposure to
non-cyclical pharmaceutical industry and expected improvement in
leverage and free cash flow (FCF) generation. Limited geographical
diversification and expected marginal FCF generation in 2023-2024
are rating constraints. Nevertheless, stable long-term demand for
Bormioli's products and favourable market environment are key
mitigating factors.

The Stable Outlook reflects expected good operating performance
with solid EBITDA margins supported by resilient end-market and
satisfactory liquidity position following the refinancing.

KEY RATING DRIVERS

Healthy Profitability Margins: Fitch forecasts an EBITDA margin of
about 18% in 2023, rising to a range of 19% to 22% in 2024-2026.
Margin improvement will primarily be driven by price revision and
softening of inflationary pressure. Fitch views improvement in the
EBITDA margin as the key driver of the group's deleveraging
capacity. Bormioli's solid Fitch-defined EBITDA margin of
17.5%-20.5% during 2019-2022 is comparable with packaging peers in
the 'BB' category. Resilient profitability is supported by the
ability to pass on cost increases to customers, mitigating
volatility in raw materials prices.

Deleveraging Capacity: Following the proposed refinancing of the
debt and issue of EUR350 million new notes, Fitch expects EBITDA
leverage to remain at about 6.5x as at end-2023, underpinned by an
expected increase in EBITDA generation. Bormioli's Fitch-defined
EBITDA leverage as at end-2022 was 6.8x. Fitch forecasts EBITDA
leverage will improve and be below 6.0x for 2024 and reach about
5.2x by 2025, which is commensurate with the current rating.

Fitch views the group's leverage as one of the key rating
constraints. Its deleveraging capacity is strongly linked to
expected improvement in profitability, which if not achieved could
pressure leverage metrics and result in negative rating action.

Fluctuating FCF: Fitch forecasts the FCF margin will be marginal in
2023-2024, turning positive from 2025. Inability to improve the
EBITDA margin would pressure on FCF and could result in negative
rating action. The group's FCF was under pressure over 2019-2022
and negative, primarily due to material capex mainly due to higher
growth capex and higher costs of furnace refurbishment.

The group is exposed to capex fluctuation as its glass furnaces
require regular refurbishment every three to four years or eight
years, depending on their type. However, Fitch does not expect any
material capex increase until 2027 when another investment cycle
will start, albeit expected to be lower than 2019-2022.

End-Markets Provide Resilience: Bormioli benefits from exposure to
the non-cyclical pharmaceutical industry, which contributes about
95% of revenue. This provides the group with resilient revenue
generation, due to quite stable demand for its products. The group
successfully revised prices during 2022, supporting revenue growth
together with rise of sales volumes. Fitch expects the group's
revenue to be sustained above EUR300 million, which should result
in higher EBITDA generation than 2019-2022 of about EUR50 million.

Limited Business Profile: The group's business profile is limited
due to its small scale in comparison with other peers in packaging
industry. Bormioli's end-market is concentrated, but as it is
mainly driven by pharma industry, it is also resilient.
Concentrated geographical exposure, primarily to Europe (79% of
revenue in 2022), also constrains the business profile. Stable
demand for the group's products and a well-diversified customer
base with no single customer contributing more than 5% of revenue
are key mitigating factors.

Good Market Position: Bormioli is the leading pharma packaging
producer in Italy and has a good market position in the rest of
Europe. The company benefits from long-term relationships with
large pharmaceutical companies and the fact that packaging
contributes to a low share of costs for pharmaceutical producer.
This allows Bormioli to revise prices and pass on rising costs,
supporting its healthy profitability margins. The group benefits
from moderate to high barriers to entry, including a strict
regulatory environment, technical expertise, long-term
relationships with key customers and high switching costs for the
customers.

DERIVATION SUMMARY

Bormioli is smaller than other rated peers in 'B' category such as
Ardagh Group S.A. (B/Stable), Titan Holdings II B.V. (B/Positive),
Fiber Bidco S.p.A (B+/Stable) and Rimini BidCo S.p.A. (B+/Stable).
The company's business profile is also weaker than higher-rated
peers due to a less diversified geographical presence and more
limited end-market, albeit characterised by resilience.

Bormioli's EBITDA margins are solid and healthy and somewhat higher
than peers. Its Fitch-defined EBITDA margin was about 17.5%-18.5%
in 2021-2022, while most Fitch-rated peers in the 'B' category
reported profitability in the range of 12% to 15% on average. Fitch
forecasts Bormioli's EBITDA profitability will remain healthy with
an EBITDA margin of about 18%-19% in 2023-2024. Bormioli's FCF
generation is weaker than peers and reflects its dependence on the
investment cycle. Fitch forecasts FCF will turn positive in 2025
with a margin of over 2.5%, which is comparable with Fiber BidCo,
Rimini Bidco and Titan Holdings.

Bormioli's leverage is higher than most peers, with forecast EBITDA
leverage at about 6.5x at end-2023. Ardagh Group is also highly
leveraged, with expected EBITDA leverage of above 8.0x in 2023, but
its business profile is stronger than Bormioli's, with higher
diversification and better contract structure with the pass-through
of the most of the costs. Expected EBITDA generation improvement
should allow Bormioli to reduce EBITDA leverage below 6.0x by
end-2024, which is comparable with Titan Holdings' level.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Its Rating Case for the Issuer:

- Revenue rise by 10% in 2023 and by high single digit in 2024; low
single digits rise during 2025-2026

- EBITDA margin of 18% in 2023, about 20.7% on average in 2024-2026
improving to 22% by 2026

- Interest rate based on Fitch's March 2023 GEO forecast and
additional 50bp

- No material working capital fluctuation over the rating horizon

- Capex at about EUR22 million in 2023 and EUR28 million in 2024,
and about EUR19 million per year during 2025-2026

- No dividend payments

- New notes of up to EUR350 million in 2023 with maturity due 2028
for refinancing of the existing debt

- No M&A to 2026

Key Recovery Rating Assumptions:

- The recovery analysis assumes that Bormioli would be deemed a
going concern (GC) in bankruptcy and that it would be reorganised
rather than liquidated

- Its GC value available for creditor claims is estimated at about
EUR186 million assuming GC EBITDA of EUR50 million

- GC EBITDA assumes a loss of a major customer and a failure to
broadly pass on raw-material cost inflation to customers. The
assumption also reflects corrective measures taken in
reorganisation to offset the adverse conditions that trigger its
default

- A 10% administrative claim

- An enterprise value (EV) multiple of 5.0x EBITDA is applied to GC
EBITDA to calculate a post-reorganisation EV. The multiple is based
on Bormioli's strong market position in Europe with resilient
end-market, good customer diversification with a long-term
relationship. At the same time, the EV multiple reflects the
group's concentrated geographical diversification, fluctuating FCF
generation and small scale in comparison with peers.

- Fitch deducts about EUR40 million from the EV, due to Bormioli's
high usage of factoring facility adjusted for discount, in line
with Fitch's criteria

- Fitch estimates the total amount of senior debt claims at EUR425
million, which includes a planned EUR65 million super senior
secured revolving credit facility (RCF), EUR350 million senior
secured notes and EUR10 million of unsecured bank debt

- The allocation of value in the liability waterfall results in
recovery corresponding to 'RR4'/34% for the senior secured notes

RATING SENSITIVITIES

Factors That Could, Individually Or Collectively, Lead To Positive
Rating Action/Upgrade

- Clear deleveraging commitment with EBITDA leverage below 5.0x on
a sustained basis

- EBITDA interest coverage ratio above 3.0x

- FCF margin above 1% on a sustained basis

- Improvement in geographical diversification

Factors That Could, Individually Or Collectively, Lead To Negative
Rating Action/Downgrade

- EBITDA leverage not declining below 6.0x by end-2024

- Marginal to negative FCF, which reduces financial flexibility

- EBITDA interest coverage below 2.0x

LIQUIDITY AND DEBT STRUCTURE

Liquidity Position to Improve: Following the debt issuance of
EUR350 million and refinancing of all the existing debt
outstanding, the group's liquidity position is to improve. Bormioli
will have no scheduled debt repayment until its bullet payment in
2028. Fitch's expectation of FCF generation improvement since 2023
supports the group's liquidity over the long term. Moreover, the
planned EUR65 million RCF provides the group with additional
committed liquidity.

Adequate Debt Structure: After the refinancing of 2024 notes and
other bank debt, the group will have senior secured notes of EUR350
million as well as a EUR65 million RCF that is expected to be
undrawn over the rating horizon. Fitch-adjusted short-term debt is
represented by drawn factoring facilities totalling EUR44 million
at end-2022. This debt self-liquidates with factored receivables.

ESG CONSIDERATIONS

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

ISSUER PROFILE

Bormioli is a leading European producer of plastic and glass pharma
packaging. Bormioli is 93.4% owned by Triton, a private investment
fund.

   Entity/Debt             Rating                  Recovery   
   -----------             ------                  --------   
Bormioli Pharma
S.p.A.              LT IDR B(EXP)  Expected Rating

   senior secured   LT     B(EXP)  Expected Rating    RR4



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

QAZAQGAZ NC: S&P Upgrades long-Term ICR to 'BB+', Outlook Stable
----------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating on
QazaqGaz NC JSC (Qazaqgas) to 'BB+' from 'BB', standing one notch
below its foreign currency sovereign rating on Kazakhstan.

The stable outlook mirrors that on the sovereign rating and
reflects S&P's expectation for Qazaqgas to operate with lower
adjusted leverage (including joint ventures [JVs]) than previously,
with FFO to debt above 60% over the next three years, after
substantial debt repayments at JVs in late 2022 and first-quarter
2023.

Qazaqgas has shown resilient financial performance and
stronger-than-expected credit metrics. S&P expects 2022 S&P Global
Ratings-adjusted EBITDA (including dividends from JVs) to reach
KZT290 billion-KZT310 billion and exceed 2021 levels of about
KZT300 billion (including a one-off arbitration court gain), driven
by dynamic domestic gas transportation and sales and the strong
performance of the two gas pipeline JVs. Coupled with the debt
repayments at some JVs and the strong cash position, FFO to debt
improved to well above 100% in 2022.

S&P said, "In our view, EBITDA generation will moderate in 2023 as
the country reduces exports to China and purchases gas from
neighboring countries including Russia and Turkmenistan. This will
reduce short-term margins to secure significant gas for increasing
domestic demand. We expect the volume of gas purchased to increase
to 25 billion cubic meters (m3) in 2023 from 22.7 billion m3 in
2022, before reducing once domestic gas processing plants are
commissioned. This leads to our forecast adjusted EBITDA of KZT300
billion-KZT320 billion in 2023 and closer to KZT350 billion in
2024. Based on our estimates, we expect FFO to debt will remain
amply above 60% in 2023 and 2024 despite the substantial
investments we expect this year. As a result, we revised up the
standalone credit profile (SACP) to 'bb+' from 'bb'."

Still, Qazaqgas' adjusted EBITDA is heavily reliant on dividends
from its JVs. The company co-owns two gas pipelines with Chinese
Trans-Asia Gas Pipeline: The Asia Gas Pipeline (AGP) and
Beineu-Shymkent Gas Pipeline (BSGP). Both shareholders have equal
weight in decision making for the JVs.

AGP transports gas from Turkmenistan to southern provinces of
China. Benefitting from tariffs decided within the contract between
Qazaqgas and PetroChina. In first-quarter 2023, AGP fully repaid
its remaining $528.5 million loan resulting in the JV being
unleveraged. As a result, 100% of net income from AGP will be up
streamed to the two shareholders

BSGP transports gas from western to southern regions of Kazakhstan
and China. It benefits from high regulated tariffs set by the
Kazakhstani government until the $700 million loan due 2029 ($650
million at end-first-quarter 2023) is fully repaid. BSGP won't pay
dividends to the shareholders until the debt is fully repaid.
We forecast annual dividends from AGP will reach KZT80
billion-KZT100 billion in 2023-2024 and expand beyond KZT200
billion from 2025. This represents 25%-30% of consolidated adjusted
EBITDA and results in an adjusted EBITDA of KZT300 billion-KZT320
billion in 2023-2024 and KZT350 billion afterward. The high
dependence on dividends constrains our assessment of Qazaqgas'
financial risk profile, since we view it as volatile and dependent
not only on the company's decisions but also those of its Chinese
counterparts.

Qazaqgas' cash buffer is large but its investment program is
extensive, in line with the government's objectives. Kazakhstan's
gas sector is currently under pressure, with increasing gas demand
that is not currently met by supply. S&P said, "Qazaqgas is
therefore planning to invest KZT350 billion-KZT400 billion in
network expansion and gas processing plants in 2023 and we also
expect it to increase investments in the exploration and production
(E&P) business (KZT150 billion-KZT170 billion) over the following
years to increase domestic production. We expect Qazaqgas to fully
finance its investment plan with operating cash flows and its
significant cash buffer of KZT500 billion-KZT600 billion at
year-end 2022."

Qazaqgas' role in Kazakhstan is expanding in line with the
government's goal to gasify and decarbonize the country. In S&P's
view, gas is becoming more important for Kazakhstan's energy mix,
as demonstrated by the 50% increase in demand since 2018 and 7%
rise in 2022, amid the government's goal for 65% gasification of
the country by 2030 from 59% in 2022. In November 2021, Qazaqgas
officially became the national gas company of Kazakhstan, when it
was spun off from KazMunayGas, and became a direct subsidiary of
Sovereign Wealth Fund Samruk-Kazyna. Thanks to this status,
Qazaqgas now has preemptive rights to purchase the associated gas
from oil producers and develop Kazakhstan's gas fields. The company
must therefore expand its business throughout the value chain in
line with the government's objectives, which includes fulfilling
social goals to develop regional gas infrastructure, gasify cities,
and replace high-emitting coal with gas. This implies that Qazaqgas
now has three specific roles for the country including:

-- Owning and operating the entire gas infrastructure including
transmission, distribution, transit, storage, and sale.

-- Ensuring energy security in line with increasing domestic gas
demand by increasing gas production from associated gas and
rerouting gas for export to the domestic market despite lower
tariffs.

-- Contributing to the energy transition in line with the Paris
Agreement and considering gas the alternative source, as
demonstrated by local banks lending money to gas-using companies
rather than coal.

Accordingly, S&P now assess Qazaqgas' role for the government as
very important from important previously.

The stable outlook mirrors that on Kazakhstan.

The future rating on Qazaqgas will continue to hinge on both the
company's intrinsic credit profile and the sovereign rating on
Kazakhstan. The current stable outlook also incorporates S&P's view
that Qazaqgas will continue operating with very low leverage, using
its significant cash balance to support investments in gas
production and network enhancement while maintaining FFO to debt
above 60%. It also assumes the persistence of the current role for
and link with Kazakhstan.

S&P believes there is some rating headroom and does not see
downward pressure in the next 12 months. Still, S&P could lower the
rating to 'BB' if we see:

-- A two-notch downgrade of the sovereign to 'BB'. In such a case,
given the largely domestic nature of Qazaqgas' business and its
state-owned status, it is unlikely S&P would rate Qazaqgas above
the sovereign, even if its SACP stays at 'bb+'; or

-- A substantial deterioration of Qazaqgas' SACP to 'b+' from
'bb+', which could come from a structural decline in the
profitability of the historical business (not the JVs) and a
massive increase in leverage caused by much higher capital
expenditure (capex) than currently expected, with FFO to debt well
below 45%.

-- At this stage, S&P sees limited rating upside after the upgrade
to 'BB+'. A sovereign upgrade would be a prerequisite for any
positive action on Qazaqgas'.

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




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

BRIGHT BIDCO: S&P Downgrades ICR to 'CCC+', Outlook Negative
------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
lighting solutions manufacturer Bright Bidco B.V. (doing business
as Lumileds) to 'CCC+' from 'B-' and our issue rating on its term
loan to 'B-' from 'B'.

The negative outlook reflects the limited visibility S&P has on the
company's ability to restore stronger earnings and cash flow over
the next 12 months.

S&P said, "Further deterioration of Lumileds' operating performance
will prolong its cash burn in 2023. We anticipate that the strong
pricing pressures on the company's specialty segment (flashlight
solutions for smartphones, representing 20% of 2022 sales),
combined with still-slow demand in other end markets and difficulty
in passing through cost inflation, will cause a material
deterioration in its 2023 earnings from an already weak level in
2022. Our $30 million-$40 million adjusted EBITDA assumption for
this year also includes about $20 million of restructuring costs,
primarily linked to realigning headcount and footprint to make the
functional organization more efficient. We estimate this will
result in a material cash burn of $35 million-$45 million, despite
our assumption for lower adjusted capital expenditure (capex) of
$40 million-$50 million, as well as working capital inflows of $25
million-$35 million. Cash interest expenses of about $30 million
will also constrain FOCF as Lumileds is still required to pay the
floating interest component of its term loan and a 100-basis-point
margin in cash, despite the payment-in-kind (PIK) optionality on
the remaining interest component through October 2024. Overall, the
limited visibility we have on the company's ability to restore
higher structural profitability and positive cash flow beyond 2023
constrains the rating.

"Lumileds has some liquidity cushion to navigate the next 12
months, but it could erode beyond 2023. We do not anticipate a
near-term default from a liquidity shortfall at this stage, given
the company's access to its $68 million cash balance as of Dec. 31,
2022, and its $75 million revolving credit facility (RCF) to cover
our forecast cash burn. We anticipate Lumileds will draw about 90%
of its RCF this year to replenish its cash position, while it can
also reduce a portion of its capex (minimum spending estimated at
about $20 million). We also anticipate some inventory releases to
support Lumileds' cash position because it already purchased
sizable component levels last year for auto and specialty
production volumes that were delayed to 2023. That said, we believe
that any setback in working capital management would likely
increase the company's cash burn and weigh on liquidity. Although
we expect lower cash requirements from account payables this year
($117 million outflow in 2022), a further acceleration in payment
terms from the company's suppliers remains a downside risk to our
forecast. In addition, we believe that any delay in restoring
stronger earnings and break-even FOCF beyond 2023 would likely
result in liquidity weakening beyond our expectations, absent
significant new external funding, such as an equity injection or
new debt raised.

"We have limited visibility on Lumileds' ability to restore
stronger earnings.We view the revenue and profitability pressures
on the company's specialty segment as structural, caused by a
commoditization of the flashlight solutions, combined with higher
competition from low-cost producers. We believe the recent
headwinds facing its general illumination and auto LED segments are
more cyclical and mainly driven by inventory destocking, supply
chain disruptions constraining customer demand, and high cost
inflation. That said, we think that the overall LED market remains
highly fragmented and competitive, with limited pricing power for
the company to offset higher costs on its more commoditized
applications (L1 packaged auto LED solutions and low-to-mid power
general illumination products), which constrains its profitability
during inflationary periods. So far, the company achieved about $11
million of price increases for 2023 and targets another $12 million
on an annualized basis by the year-end, which we deem challenging
in the competitive environment the issuer operates in, and likely
insufficient to fully compensate cost inflation.

"Lumileds' long-term profitability improvements could stem from an
improving product mix and further cost savings. We believe that the
company's penetration in higher-value-added L2 auto LED products
(carriers and modules including connectors and electronics) could
increase its content per car and support its profitability beyond
2023 when the associated platforms ramp up. In addition, Lumileds
aims to increase the contribution of its high-power and color
solutions in general illumination, from about 55% of segment sales
in 2022. Although we do not expect these efforts will materialize
in the near term, we believe they could support improving earnings
in 2024-2025. In addition, we expect the $20 million restructuring
costs for headcount reduction and footprint realignment will
support operating margins beyond 2023, along with its other savings
programs targeting lower research and development (R&D), labor, and
material expenses.

"The negative outlook reflects the limited visibility we have on
the company's ability to restore stronger earnings and cash flow
over the next 12 months."

Downside scenario

S&P could lower its rating on Lumileds if it envisaged a default
scenario in the next 12 months. This could stem, for instance, from
more intense liquidity pressure or more pronounced deterioration of
profitability and cash flow that leads to a distressed exchange on
its term loan.

Upside scenario

S&P could revise its outlook on Lumileds to stable if its liquidity
position were to improve, thanks to stronger-than-expected earnings
and cash flow, or if the company is able to secure a sizable amount
of external funding while its business prospects improve.

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

S&P said, "Governance factors are a moderately negative
consideration in our credit rating analysis of Lumileds. Our
assessment of the company's financial risk profile as highly
leveraged reflects corporate decision-making that prioritizes the
interests of the controlling owners, in line with our view of the
majority of rated entities owned by private-equity sponsors. Our
assessment also reflects their generally finite holding periods and
a focus on maximizing shareholder returns. Environmental factors
are a neutral consideration. The company's automotive lighting
solutions (LED as well as legacy halogen and xenon lights) are used
in both internal combustion engine cars and electric vehicles. As a
result, we view its product portfolio as unaffected by the ongoing
powertrain transition. Lumileds' LED products are also used in
nonautomotive applications such as construction, retail,
smartphones, farming, and entertainment, where the increasing need
for energy efficiency supports their demand. At the same time, the
production of the lumen of lights requires significant electricity
and gas consumption, resulting in Lumileds generating more scope 2
emissions as a percentage of its revenue than the average for
automotive suppliers."


STEINHOFF INT'L: Shareholders Offered Fresh Deal to Own 20% Stake
-----------------------------------------------------------------
Janice Kew and Renee Bonorchis at Bloomberg News report that
Steinhoff International Holdings NV offered a fresh deal for
shareholders to own 20% of the company after a backlash last month.


The latest plan has two notable differences to its initial
debt-relief proposal, Bloomberg states.  Creditors, who will own
80% of the company, will now receive contingent value rights
instead of depositary receipts, Bloomberg discloses.  Equity
holders will have the same entitlements, which helps even out the
risk, Bloomberg notes.

It may also mean that shareholders who take up the offer become a
more consolidated group and stand to get a bigger proportion of
anything that's left, according to Bloomberg.

That's not to say there will be much left, Chief Executive Officer
Louis du Preez said at Steinhoff's annual general meeting on March
23 in Amsterdam, Bloomberg relates.

According to Bloomberg, at the AGM, a German nonprofit that
represented about 23% of shareholders, ensured all resolutions were
rejected.  As a result of the backlash, Steinhoff started a process
that allows the company to come to an agreement through the courts,
even when all creditors don't agree, Bloomberg discloses.  The law,
which is only a couple of years old, did not automatically include
shareholders.

For the 40% of shareholders who voted in favor of the initial plan,
it gives them a chance to get some cover, according to Bloomberg.

Steinhoff International Holdings NV's registered office is located
in Amsterdam, Netherlands.




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

TAGUS STC: Fitch Affirms 'BBsf' Rating on Class C Notes
-------------------------------------------------------
Fitch Ratings has upgraded Tagus, STC S.A. / Silk Finance No. 5's
class A notes and affirmed the class B and C notes, as detailed
below.

   Entity/Debt           Rating          Prior
   -----------           ------          -----
Tagus, STC S.A.
/ Silk Finance
No. 5

   Class A
   PTTGULOM0028      LT A+sf  Upgrade      Asf

   Class B
   PTTGUMOM0027      LT BBBsf Affirmed   BBBsf

   Class C
   PTTGUNOM0026      LT BBsf  Affirmed    BBsf

TRANSACTION SUMMARY

The transaction is a securitisation of a portfolio of auto loans
originated in Portugal by Banco Santander Consumer Portugal (BSCP).
BSCP is owned by Santander Consumer Finance, S.A. (A-/Stable/F2),
the consumer credit arm of Banco Santander, S.A. (A-/Stable/F2).
Obligors are individuals (including professionals and
self-employed) and companies.

KEY RATING DRIVERS

Performance in Line with Assumptions: Almost half the assets in the
initial portfolio comprise 10-year loans, while historical data
provided at closing covered five years. With more than two years of
additional information available, the transaction has performed in
line with initial expectations.

Revolving Period Ended; Rescaled Stresses: The rating actions
reflect that Fitch has maintained the default assumptions for both
the new- and used-vehicle sub pools (at 3.5% and 8% respectively),
obtaining a blended base-case and recovery of 5.6%, based on the
actual portfolio composition, given the end of the two-year
revolving period in August 2022. Fitch has also maintained the
single recovery rate expectation at 20%.

The base-case assumptions are stressed with a default multiple of
3.4x and a recovery haircut of 38.5% at 'A+sf'. In addition, given
the upgrade of Portugal's rating to 'BBB+', the maximum rating now
achievable in Portuguese ABS is 'AA+sf, which led Fitch to re-scale
stresses at intermediate levels. The current default multiple and
recovery haircut at 'BBBsf'are 2.2x and 26.0%, respectively, and
1.4x and 17.3% at 'BBsf'.

Pro-rata Repayment Expected to Continue: The class A to D notes are
currently repaying principal on a pro rata basis, until a
subordination event occurs, which includes the breach of a step-up
cumulative default trigger set at 5.5% (cumulative defaults stand
at 2.2%). In the cash flow scenario Fitch has modelled, lower
defaults with back-loaded timing may lead to a later switch to
sequential amortisation and could be more detrimental for the notes
than higher defaults with front-loaded timing.

The tail risk posed by the pro-rata pay-down is mitigated by the
mandatory switch to sequential amortisation when the outstanding
collateral balance falls below 10% of the initial balance.

Liquidity Coverage Addresses Servicing Continuity: No back-up
servicer was appointed at closing. Fitch views servicing continuity
risk as mitigated by the liquidity provided by the dedicated cash
reserve, which covers class A to D senior costs and interest for
about four months.

RATING SENSITIVITIES

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

Long-term asset performance deterioration such as increased
delinquencies or reduced portfolio yield, which could be driven by
changes in asset performance, macroeconomic conditions, business
practices or the legislative landscape may put pressure on the
ratings. Higher inflation and unemployment and further lowering of
the economic growth than Fitch's current forecast as disclosed in
the Global Economic Outlook - March 2023 could impact borrowers'
ability to pay their car loan obligations and affect the asset
quality.

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

Increasing credit enhancement ratios as the transaction deleverages
to fully compensate the credit losses and cash flow stresses
commensurate with higher rating scenarios may lead to upgrades,
although the pro rata repayment limits this effect. Additionally,
reductions in assumed stresses, for example, due to performance
consolidation given the end of the revolving period and the
clarification of certain issues in the reported performance
information may also be positive for the ratings.

A clearance of the currently reported mismatch between the
portfolio balance (excluding defaults) and the balance of the
collateralised notes, could have a positive impact on the class B
notes' rating.

DATA ADEQUACY

Tagus, STC S.A. / Silk Finance No. 5

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

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

Prior to the transaction closing, Fitch reviewed the results of a
third party assessment conducted on the asset portfolio information
and concluded that there were no findings that affected the rating
analysis.

Prior to the transaction closing, Fitch conducted a review of a
small targeted sample of the originator's origination files and
found the information contained in the reviewed files to be
adequately consistent with the originator's policies and practices
and the other information provided to the agency about the asset
portfolio.

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.

ESG CONSIDERATIONS

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



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

TURKIYE SINAI: Fitch Affirms 'B-' LT Foreign Curr. IDR, Outlook Neg
-------------------------------------------------------------------
Fitch Ratings has affirmed Turkiye Sinai Kalkinma Bankasi A.S.'s
(TSKB) Long-Term Foreign-Currency (LTFC) Issuer Default Rating
(IDR) at 'B-' and Long-Term Local-Currency (LTLC) IDR at 'B'. The
Outlooks are Negative. Fitch has also affirmed the bank's Viability
Rating (VR) at 'b-'.

Fitch has assigned TSKB a Shareholder Support Rating (SSR) of
'ccc+', reflecting its view that support from Turkiye Is Bankasi
A.S. (Isbank; B-/Negative), its majority owner (via Turkiye Is
Bankasi Group), is possible, although it cannot be relied upon.

KEY RATING DRIVERS

VR-Driven LTFC IDR: TSKB's LTFC IDR is driven by its 'b-' VR, or
standalone credit profile, reflecting the bank's niche policy role,
development bank focus and record of relatively consistent
performance. It also considers the bank's exposure to the Turkish
operating environment, given heightened risks to macroeconomic and
financial stability amid policy uncertainty, high inflation, and
external vulnerabilities, limited market shares (1% of sector
assets and loans at end-2022), moderate capitalisation and adequate
FC liquidity.

Support-Driven LTLC IDR: TSKB's 'B' LTLC IDR is equalised with
Turkiye's rating on the basis of support mainly due to its policy
role. It reflects the sovereign's greater ability to provide
support and lower government intervention risk in LC. The Negative
Outlook mirrors that on the sovereign.

The affirmation of TSKB's 'AA(tur)' National Rating with a Stable
Outlook reflects its view that the bank's creditworthiness in LC
relative to other Turkish issuers is unchanged.

The bank's 'B' Short-Term (ST) IDRs are the only possible option in
the 'B' rating category.

Privately-Owned Policy Bank: TSKB has a unique status as Turkiye's
sole privately-owned development and investment bank. It is 51.4%
owned by Isbank Group and has particular expertise within the
sustainable banking and development lending space, including a
focus on renewable energy. Project finance and corporate loans
comprise the majority of its loan book, and are almost entirely in
FC.

Below Sector-Average Loan Growth: TSKB has posted below-sector
average loan growth (FX-adjusted basis) since end-2019, reflecting
subdued investment demand, its conservative risk appetite and its
largely FC-denominated loan book (end-2022: 89% of gross loans).
Management expects a return to positive, moderate growth
(FX-adjusted basis) in 2023, due to renewable energy projects in
the pipeline.

Asset-Quality Risks: The non-performing loans (NPL) ratio fell to
2.9% at end-2022 (end-2021: 3.2%). Stage 2 loans are fairly high
(12%; 68% restructured; 27.5% average reserves). Lending largely
comprises lumpy, slowly amortising project finance. Risks remain
high given operating environment pressures, single-name risk, FC
lending, and energy loans (albeit largely covered by a feed-in
tariff set in US dollars), while earthquake-related exposure
appears manageable. The concentrated nature of lending facilitates
close monitoring of TSKB's exposures.

Boosted Profitability: TSKB's operating profit/risk-weighted assets
(RWAs) ratio rose to 6.7% at end-2022 (end-2021: 2.6%), largely
driven by gains on CPI-linkers (2022: about a third of total
operating income). Historical performance has been underpinned by
access to low-cost Treasury-guaranteed funding, exposure to FC
interest rates, below sector-average cost/income ratio (10%;
sector: 20%) and manageable loan impairment charges. Fitch expects
performance to weaken in 2023 due to lower CPI-linker gains and
slower GDP growth.

Strengthened Buffers; Ordinary Support: TSKB's common equity Tier 1
ratio rose to 16.5% (including forbearance) at end-2022 (end-2021:
12.7%), driven by strong internal capital generation. Its total
capital ratio (17.9% net of forbearance) is supported by USD200
million of additional Tier 1 capital from Isbank. Capitalisation is
supported by full total reserves coverage of NPLs and free
provisions (115bp of RWAs), both of which increased in 2022, but
remains sensitive to the macro outlook, lira depreciation and
asset-quality risks.

Fully Wholesale Funded: TSKB is primarily funded in FC by
development financial institutions (DFIs), largely under Treasury
guarantee. Fitch considers FX liquidity to be only adequate given
reliance on FX loan repayments and undrawn tied DFI funding to
cover maturing FC wholesale borrowings up to one year. Available FC
liquid assets typically comprise a high proportion of FX swaps with
the Central Bank of the Republic of Turkiye (CBRT), access to which
could become uncertain in stressed market conditions, placements
with foreign banks and unpledged government securities.

Shareholder Support Rating: TSKB's SSR reflects its strategic
importance to and role within the Isbank group, reputational risks
for Isbank and small size relative to its parent. It also considers
TSKB's significant operational independence and Isbank group's only
51.4% stake in the bank.

RATING SENSITIVITIES

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

The VR is potentially sensitive to a sovereign downgrade. It could
also be downgraded due to further marked deterioration in the
operating environment, in case of a material erosion of TSKB's FC
liquidity buffers, for example due to prolonged funding-market
closure, or in its capital buffers, if not offset by shareholder
support.

The SSR is sensitive to a change in Isbank's LTFC IDR and Fitch's
view of its ability and propensity to provide support to TSKB.

The LTFC IDR is sensitive to a sovereign downgrade and any increase
in Fitch's view of government intervention risk in the banking
sector. As TSKB's LTFC IDR is driven by its VR, it is also
sensitive to a change in its VR.

The LTLC IDR is sensitive to a sovereign downgrade, a change in the
ability or propensity of the authorities to provide support in LC
and to its view of government intervention risk in LC.

The ST IDRs are sensitive to negative changes in their respective
Long-Term IDRs.

The National Rating is sensitive to negative changes in the LTLC
IDR and TSKB's creditworthiness relative to other Turkish issuers.

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

Upgrades are unlikely given the heightened operating environment
risks and market volatility, the Negative Outlook on Turkiye's
sovereign ratings and its view of government intervention risk.

An upgrade of the SSR is unlikely given the Negative Outlook on
Isbank and its view of government intervention risk in the banking
sector. It is also sensitive to a positive change in its view of
Isbank's ability and propensity to provide support to TSKB.

The ST IDRs are sensitive to positive changes in their respective
Long-Term IDRs.

The National Rating is sensitive to positive changes in the LTLC
IDR and its creditworthiness relative to other Turkish issuers.

OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS

TSKB's senior unsecured debt ratings are aligned with its IDRs,
reflecting average recovery prospects in case of default.

TSKB's Government Support Rating (GSR) of 'no support' ('ns'),
notwithstanding its policy role, strategic importance to the
Turkish authorities, limited unguaranteed FC wholesale funding due
within 12 months, expertise in development lending (particularly
renewable energy) and high share of Turkish Treasury-guaranteed DFI
funding, mainly reflects its private ownership. It also considers
the sovereign's weak financial flexibility to provide support in
FC, and the relativities between TSKB's GSR and those of the
systemically important, state-owned commercial banks (which also
have 'ns' GSRs).

OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES

TSKB's senior unsecured debt ratings are primarily sensitive to
changes in its IDRs.

The GSR could be upgraded if Fitch views the government's ability
to support the bank in FC as stronger.

VR ADJUSTMENTS

The operating environment score of 'b-' for Turkish banks is lower
than the category implied score of 'bb', due to the following
adjustment reasons: Sovereign rating (negative) and macroeconomic
stability (negative). The latter adjustment reflects heightened
market volatility, high dollarisation and high risk of FX movements
in Turkiye.

SUMMARY OF FINANCIAL ADJUSTMENTS

An adjustment has been made in Fitch's financial spreadsheets of
TSKB that had an impact on its core and complementary metrics in
prior periods. Fitch has taken a loan that was classified as a
financial asset measured at fair value through profit and loss in
the bank's financial statements and reclassified it under gross
loans as Fitch believes it is the most appropriate reflection of
this exposure.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

TSKB's LTLC IDR is driven by government support. TSKB's SSR is
linked to Isbank's LTFC IDR.

ESG CONSIDERATIONS

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

   Entity/Debt                    Rating          Recovery  Prior
   -----------                    ------          --------  -----
Turkiye Sinai
Kalkinma
Bankasi A.S.   LT IDR              B-     Affirmed            B-
               ST IDR              B      Affirmed            B
               LC LT IDR           B      Affirmed            B
               LC ST IDR           B      Affirmed            B
               Natl LT             AA(tur)Affirmed        AA(tur)
               Viability           b-     Affirmed            b-
               Government Support  ns     Affirmed            ns
               Shareholder Support ccc+   New Rating

   senior
   unsecured   LT                  B-     Affirmed   RR4      B-

   senior
   unsecured   ST                  B      Affirmed            B



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

BUY BUY: Commences Closing Sale Following Liquidation
-----------------------------------------------------
Liam Buckler at Mirror reports that popular retailer Buy Buy Baby
has started its closing sale after going into liquidation -- with
120 stores set to close.

According to Mirror, the high street retailer, which was bought by
Bed Bath & Beyond in 2007, will close all of its locations across
the US after filing for bankruptcy.

Bed Bath & Beyond, who have also filed for bankruptcy, has already
closed five Buy Buy Baby locations so far this year, Mirror
relates.

Customers will be able to redeem any gift cards purchased until May
8 and any items bought before April 23 can be returned by May 24,
Mirror discloses.

The retailer, which intends to completely shut down by June 30,
will also close all of its Harmon Face Value beauty product stores,
Mirror states.

"The company has filed motions with the court seeking authority to
market Bed Bath & Beyond and Buy Buy Baby as part of an auction
pursuant to section 363 of the Bankruptcy Code," Mirror quotes a
Bed Bath and Beyond spokesperson as saying.

However, if Bed Bath & Beyond find a buyer, Buybuy Baby could
remain open if it is bought separately, Mirror notes.

The company will be able to stop stores closing if a buyer is
found, Mirror states.

"In the event of a successful sale, the company will pivot away
from any store closings needed to implement a transaction," their
statement added.

The closure comes after many retailers have struggled to stay
afloat in what is being called a "retail apocalypse."

Lots of shops have struggled due to the competition online along
with the affects of the pandemic.


CASTELL 2023-1: S&P Assigns B- (sf) Rating on Class X-Dfrd Notes
----------------------------------------------------------------
S&P Global Ratings assigned its ratings to Castell 2023-1 PLC's
class A, B-Dfrd, C-Dfrd, D-Dfrd, E-Dfrd, F-Dfrd, and X-Dfrd notes.
At closing, Castell 2023-1 also issued unrated class G and H notes,
as well as RC1 and RC2 residual certificates.

The assets backing the notes are U.K. second-lien mortgage loans.
Most of the pool is considered prime, with 86.9% originated under
UK Mortgage Lending's prime product range. Additionally, 1.7% of
the pool refers to loans advanced to borrowers under UK Mortgage
Lending's "near prime" product, with the remaining 11.4% loans
advanced to borrowers under its "Optimum+" product. Loans advanced
under the "near prime" or "Optimum+" product range have lower
credit scores and potentially higher amounts of adverse credit
markers, such as county court judgments, than those under the
"prime" product range, and borrowers pay a higher rate of interest
under these products.

The transaction benefits from liquidity provided by a liquidity
reserve fund, and principal can be used to pay senior fees and
interest on the notes subject to various conditions.

Credit enhancement for the rated notes consists of subordination.

The transaction incorporates a swap with a fixed schedule to hedge
the mismatch between the notes, which pay a coupon based on the
compounded daily Sterling Overnight Index Average (SONIA), and the
loans, which pay fixed-rate interest before reversion.

At closing, the issuer used the issuance proceeds to purchase the
full beneficial interest in the mortgage loans from the seller. The
issuer granted security over all of its assets in the security
trustee's favor.

There are no rating constraints in the transaction under S&P's
counterparty, operational risk, or structured finance sovereign
risk criteria. It considers the issuer to be bankruptcy remote.

Pepper (UK) Ltd. is the servicer in this transaction. In S&P's
view, it is an experienced servicer in the U.K. market with
well-established and fully integrated servicing systems and
policies. It has our ABOVE AVERAGE ranking as a primary and special
servicer of residential mortgages in the U.K.

In S&P's analysis, it considered its current macroeconomic
forecasts and forward-looking view of the U.K. residential mortgage
market through additional cash flow sensitivities.

  Ratings

  CLASS      RATING*      AMOUNT (MIL. GB{P)

  A          AAA (sf)     288.542

  B-Dfrd     AA (sf)      25.692

  C-Dfrd     A (sf)       22.727

  D-Dfrd     BBB- (sf)    19.763

  E-Dfrd     BB (sf)      8.893

  F-Dfrd     B (sf)       5.928

  G          NR           13.834

  X-Dfrd     B- (sf)      7.905

  H          NR           9.885

  RC1 Certificates  NR    N/A

  RC2 Certificates  NR    N/A

*S&P Global Ratings' ratings address timely receipt of interest
and ultimate repayment of principal on the class A notes, and the
ultimate payment of interest and principal on all other rated
notes. S&P's ratings also address timely interest on the rated
notes when they become most senior outstanding. Any deferred
interest is due immediately when the class becomes the most senior
class outstanding.
NR--Not rated.
N/A--Not applicable.


DRAX GROUP: Fitch Affirms LongTerm IDR at 'BB+', Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed Drax Group Holdings Limited's (Drax)
Long-Term Issuer Default Rating (IDR) at 'BB+' with a Stable
Outlook and Drax Finco Plc's senior secured notes at 'BBB-'/'RR2'.


The affirmation is supported by Drax's strong earnings visibility
in the medium term, which is based on regulatory support and a
clear hedging policy. The action also takes into account the
expected impact of the new Electricity Generator Levy and improved
leverage in 2022. However, Fitch expects an upward trend in
leverage over the rating horizon as Fitch assumes electricity
prices decline and biomass costs increase. Additionally, Fitch
expects capital expenditure (capex) to increase, driven by the
development of open-cycle gas turbines (OCGT), pellet production
expansion, and major planned outages on two units in FY23.

Long-term risks remain as the company's renewable support schemes
end in March 2027. Additionally, uncertainty remains on the
provision of regulatory support from the UK government on carbon
capture and storage (CCS) project, due to Drax's exclusion from the
shortlisted Track 1 process, despite eligibility.

KEY RATING DRIVERS

Good Revenue Predictability in the Mid-Term: Drax's exposure to
electricity price volatility is reduced chiefly by the support
schemes for its biomass units (about 70% of projected EBITDA based
on prices of about GBP130/MWh). Near-term visibility is bolstered
by a hedging policy of most power for about two years forward for
three renewable obligation (RO)-supported biomass units. Drax also
holds contracts for difference (CfDs) for baseload power prices on
another biomass unit. However, these renewable subsidies schemes
supporting Drax's biomass generation expire in March 2027.

Upside from High Market Prices: Fitch expects Drax to continue
benefiting from the high market-price environment until FY24, also
due to healthy prices embedded in existing hedges for the next two
years. Fitch expects the company to continue to optimise biomass
generation by increasing output at the RO units while lowering it
at its CfD unit (where the upside is restricted at the strike
price), to support high demand while benefiting from higher prices.
Drax is also expected to optimise the RO-units production in order
to limit the impact of the two major maintenance outages planned in
FY23.

Generator Levy Factored In: Fitch expects the Electricity Generator
Levy, applicable from January 2023, to have a moderate impact on
Drax's financial performance, fully included in the rating case.
The 45% levy on 'excess revenue' above GBP75/MWh (CPI-linked) is
not applicable to Drax's ROC sales or CfD revenue, while Drax also
benefits from a biomass cost allowance above GBP65/MWh. The levy is
expected to increase cash tax outflows until FY24, since it is not
deductible from profits subject to corporation tax. Fitch expects
it to affect Drax's EBITDA by about GBP150 million yearly in FY23
and FY24. However, Fitch forecasts no levy impact from FY25, as
Fitch expects electricity prices to decline, while biomass costs
increase.

High Capex Expectations: Capex is projected to increase over the
rating horizon (average GBP431 million in FY23-FY25) primarily
driven by the expansion of Drax's pellet production capability, the
maintenance of two RO-units in FY23, and the ongoing development of
its OCGTs. The latter are linked to a pre-signed 15-year capacity
market agreement, commencing in 2024. Drax is still evaluating
options for these plants, including a potential sale, in which
Fitch expects that any capex spent would be recovered, with no
impact on the rating. From a strategic standpoint, Fitch expects
Drax to maintain its commitment to low-carbon generation and to its
financial policy of Net Debt to Adjusted EBITDA less than 2x.

Limited Leverage Headroom: The company was able to take advantage
of recent high market prices to deleverage to 2.6x in FY22 (3.9x in
FY21), despite GBP574 million in working capital outflows, mainly
related to increasing collateral requirements, for which Fitch
expects a reversal over the next two years. However, Fitch projects
FFO net leverage to increase to an average of 2.8x over the rating
horizon, in line with its negative sensitivity, driven by the
forecast normalising electricity prices, the increased cost of
debt, rising biomass costs and capex, and the Energy Generator Levy
impact. The potential sale of the OCGTs and its conservative
assumptions provide some upside to its projections.

Uncertainty About Long-Term Perspectives: The UK Government
announced in March 2023 that Drax's Bioenergy with Carbon Capture
and Storage (BECCS) programme would not be one of the eight carbon
capture projects to be awarded Track 1 "fast-track" status. This
increased uncertainty around the company's revenue streams
post-March 2027, when the subsidy programs for the CfD and RO units
expire, with an expected large hit on the company's profits.

Following the announcement, Drax entered into bilateral
conversations with the government regarding the project, but these
talks are in their infancy. The government is planning on
increasing its Track 1 projects during 2023 and BECCS remains
eligible for inclusion in this funding round, though at present the
key outcome of the announcement is a delay in the BECCS development
for Drax, which Fitch expects will not be commissioned before
2030.

Mixed Impact from Biomass Cost: Drax saw an increase in biomass
costs for their pellet business to USD152/tonne in FY22
(USD143/tonne in FY21). This is in spite of previous reduction
targets in biomass costs to USD100/tonne by 2027. Fitch expects
biomass costs to continue to rise slightly over the rating horizon.
However, Fitch expects the increased costs to be partially offset
by the gains from self-supplied biomass and the sale of biomass to
third parties.

DERIVATION SUMMARY

Drax has substantially stronger credit metrics, a more conservative
financial policy and a size advantage over Energia Group Limited
(BB-/Stable). Fitch estimates average FFO net leverage of 2.8x at
Drax compared with 4.5x at Energia for 2023-2026. Drax also has
substantially stronger credit metrics than pure renewables peer ERG
S.p.A. (BBB-/Stable), but this is largely offset by ERG's robust
business profile supported by a higher share of quasi-regulated
EBITDA (90%) and better geographical and asset diversification.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Its Rating Case for the Issuer:

- Normalised power price assumptions at GBP100/MWh by 2026 for
uncontracted RO-unit volumes, below the current forward curve

- 45% Energy Generator Levy on revenue above GBP75/MWh
(CPI-linked), allowing for fuel cost allowance above GBP65/MWh. The
levy is not deductible from profits subject to corporation tax and
is not applicable to revenue earned from CfDs, ROC sales and
capacity market payments

- 3% reduction on expected generation output for all units compared
with management's guidance, 5% reduction for 2 RO-units in 2023 due
to the planned outages

- UK RPI assumed at 10.8% in 2023, 8.0% in 2024, 3.9% in 2025 and
3.28% in 2026

- UK CPI assumed at 8.5% in 2023, 6.1% in 2024, 3.9% in 2025 and
3.3% in 2026

- Capex in line with management projections until 2025. Inclusion
of BECCs capex only for 2026, following the announcement of the
exclusion of Drax from the government's project deployment list

- No EBITDA contribution from new OCGTs starting operations in
2024

- Growth in the pellet production business supporting 18% average
yoy EBITDA increase in the segment

- Capacity market and ancillary services as per the management's
guidance

- Working capital and dividend payout in line with management
projections

- Refinancing of all maturing debt at a higher interest cost

RATING SENSITIVITIES

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

- Sustainably high share of contracted or quasi-regulated EBITDA,
at least in line with the currently expected level of about 70% at
normalised electricity prices, and with tangible progress towards
long-term supported or commercially viable BECCS

- FFO net leverage sustainably below 1.8x

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

- FFO net leverage sustainably above 2.8x, for example, due to a
major debt-funded acquisition

- A change to the regulatory framework with a material negative
impact on profitability and cash flow

- A significantly lower share of EBITDA that is contracted or
quasi-regulated, and/or failure to increase visibility in the next
18 months about the resilience of the business profile after March
2027 (expiry date of biomass power generation incentives)

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: As at December 2022, cash and cash equivalents
were at GBP238 million with access to a total committed undrawn
amount of GBP460 million in revolving credit facility (RCF)
availability. This mostly consists of a GBP300 million RCF maturing
in 2025 (GBP46 million drawn for letters for credit) and a GBP200
million facility, intended for collateral postings in 2022 and
maturing in 2023. This is sufficient to cover expected negative FCF
resulting from high capex in FY23, debt repayment of GBP44 million
in 2023 and GBP329 million in 2024. The next large maturity of the
group is GBP759 million, mainly consisting of the USD500 million
and EUR250 million bonds, maturing in 2025.

ISSUER PROFILE

Drax operates an integrated value chain across wood pellet
production in North America, electricity generation and energy
supply to business customers in the UK.

ESG CONSIDERATIONS

Drax Group Holdings Limited has an ESG Relevance Score of '4' for
Energy and Fuel Management. This reflects supply risk for its
sizeable biomass generation business and long and logistically
complex environmental impact of the biomass supply chain from
globally to the UK, potentially affecting capacity utilisation and
cash flow. This 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         Recovery   Prior
   -----------             ------         --------   -----
Drax Corporate
Limited

   super senior     LT     BBB-  Affirmed    RR1      BBB-

Drax Finco Plc

   senior secured   LT     BBB-  Affirmed    RR2      BBB-

Drax Group
Holdings Limited    LT IDR BB+   Affirmed              BB+

   senior secured   LT     BBB-  Affirmed    RR2      BBB-

   super senior     LT     BBB-  Affirmed    RR1      BBB-

EUROMASTR 2007-1V: Fitch Affirms 'BB+sf' Rating on Class E Notes
----------------------------------------------------------------
Fitch Ratings has affirmed EuroMASTR Series 2007-1V Plc's notes.

   Entity/Debt          Rating           Prior
   -----------          ------           -----
EuroMASTR Series
2007-1V plc

   Class A2
   XS0305763061     LT AAAsf  Affirmed   AAAsf

   Class B
   XS0305764036     LT AAAsf  Affirmed   AAAsf

   Class C
   XS0305766080     LT AAAsf  Affirmed   AAAsf

   Class D
   XS0305766320     LT Asf    Affirmed     Asf

   Class E
   XS0305766676     LT BB+sf  Affirmed   BB+sf

TRANSACTION SUMMARY

This transaction is a securitisation of owner-occupied (OO) and
buy-to-let mortgages originated in the UK by Victoria Mortgage
Funding and now serviced by BCMGlobal Mortgage Services Limited.

KEY RATING DRIVERS

Increasing Credit Enhancement: The affirmation reflects the
increase in credit enhancement (CE) for the notes. The most junior
(class E) notes currently have CE of 8.1% (7.1% at the last
review). The rising CE has been driven by the continued
amortisation of the notes and the non-amortising general reserve
fund, which was funded at 1.9% of the notes (excluding the
subordinated notes) balance at closing, and continues to provide
liquidity and credit support to the class A2 to E notes.

High IO, Significant Tail Risk: The transaction is exposed to
significant tail risk in light of interest-only (IO) OO exposure,
which accounts for 76.8% of the loan portfolio. IO owner-occupied
loan maturity is concentrated between 2030 and 2032, while 4.7% of
IO owner-occupied loans fall due with less than five years to the
notes' maturity date.

About 3.2% of loans in the pool have missed their contractual
maturities. Fitch therefore believes that the repayment of class E
notes is dependent on the loans meeting the bullet payment at (or
shortly after) the contractual maturity date and in full.
Consequently, Fitch has affirmed the class E notes at 'BB+sf'
despite their higher model-implied rating.

High Obligor Concentration. The transaction faces high obligor
concentration risk due to its small pool size (currently 393
borrowers). Granularity is expected to reduce as amortisation
continues, leaving the transaction vulnerable to greater tail-end
risk.

Increased Senior Fees, LIBOR Transitioning: Over the past two
years, Fitch has observed an increase in senior fees. This was
driven by professional service costs connected with LIBOR
transitioning attempts. The rise in senior fees is expected to
continue in the near term as efforts to transition the notes and
assets off of the synthetic LIBOR index continue. Although the
anticipated increase in fees could impact excess spread
availability, it is not expected to adversely affect the ratings in
the near term, as its fixed fee assumption contains a sufficient
buffer relative to the transaction average.

Above Average Arrears: The transaction's arrears levels have
historically been higher than the average for similar Fitch-rated
transactions. Fitch expects arrears to remain high in the near term
as the continued impact of the cost of living crisis puts
additional strain on borrowers' loan repayment capacity and the
uptick in interest rates, in response to inflationary pressures,
leaves borrowers with less discretionary income.

RATING SENSITIVITIES

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

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

Fitch conducted sensitivity analyses by stressing each
transaction's base case FF and recovery rate (RR) assumptions, and
examining the rating implications on all classes of issued notes. A
15% increase in weighted average (WA) FF and a 15% decrease in WARR
indicates a downgrade of no more than three notches for the class E
notes.

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

Stable to improved asset performance driven by stable delinquencies
and defaults would lead to increasing CE and potentially upgrades.

Fitch tested an additional rating sensitivity scenario by applying
a decrease in the WAFF of 15% and an increase in the WARR of 15%.
The results indicate upgrades of up to five notches for the class D
notes and nine notches for the class E notes.

DATA ADEQUACY

EuroMASTR Series 2007-1V plc

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

Fitch did not undertake a review of the information provided about
the underlying asset pool[s] ahead of the transaction's EuroMASTR
Series 2007-1V plc initial closing. The subsequent performance of
the transaction over the years is consistent with the agency's
expectations given the operating environment and Fitch is therefore
satisfied that the asset pool information relied upon for its
initial rating analysis was adequately reliable.

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

ESG CONSIDERATIONS

EuroMASTR Series 2007-1V plc has an ESG Relevance Score of '4' for
Customer Welfare - Fair Messaging, Privacy & Data Security due to
compliance risks including fair lending practices, mis-selling,
repossession/foreclosure practices and consumer data protection
(data security), which has a negative impact on the credit profile,
and is relevant to the ratings in conjunction with other factors.

EuroMASTR Series 2007-1V plc has an ESG Relevance Score of '4' for
Human Rights, Community Relations, Access & Affordability due to
accessibility to affordable housing, 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.

GAUDI REGULATED: Enters Administration, Sells of Pension Business
-----------------------------------------------------------------
Mark Battersby at International Investment reports that UK Sipp
provider and fintech Gaudi Regulated Services went into
administration on the same day as it sold its pension business to
platform provider Platform One, the Financial Conduct Authority
said in a statement on April 26.  

On April 25, 2023, Gaudi sold its pension business to Platform One
Limited (Platform One), International Investment relates.

On the same day, the directors of Gaudi Regulated Services Limited
appointed qualified insolvency practitioners Sean Bucknall and
Andrew Watling of Quantuma Advisory Limited as joint
administrators, International Investment discloses.


HEATHROW FINANCE: Moody's Affirms 'Ba2' CFR, Outlook Now Stable
---------------------------------------------------------------
Moody's Investors Service has affirmed the Ba2 long-term Corporate
Family Rating of Heathrow Finance plc (HF). Concurrently, Moody's
has affirmed the company's Ba3-PD probability of default rating and
the B1 senior secured debt ratings. The outlook has been changed to
stable from negative.

HF owns Heathrow Airport Limited (HAL), the airport company owning
London Heathrow airport, through its shares in Heathrow (SP)
Limited (HSP).

RATINGS RATIONALE

The change in the outlook to stable and the affirmation of HF's
ratings reflects Moody's expectation that the Heathrow Finance
group will be able to exhibit credit metrics with good headroom
against its covenants as the continued recovery in traffic will
support operating cash flow despite a reduction in the level of
airport charges over the 2024-26 period.

Heathrow airport's traffic reached some 16.9 million passengers in
the first quarter of this year. This corresponds to some 94.3% of
pre-pandemic levels and is a significant improvement on the last
year's performance, when total annual passenger volumes were only
76% of the 2019 level. While traffic is subject to a degree of
seasonality during the year, Moody's expects positive traffic
trends to continue, with passenger volumes reaching in excess of
90% of pre-pandemic levels this year and full recovery around 2025.
There are some risks to this traffic recovery, given macroeconomic
and cost of living pressures, but growing passenger volumes will be
supportive of the airport's earnings against a backdrop of the
regulatory determination that provides for a reduction in Heathrow
airport's charges from next year.

In March 2023, the UK Civil Aviation Authority (the CAA) published
the Final Decision on the level of charges applicable to HAL over
the 2022-26 (H7) period. The regulatory decision provides for a
reduction in the level of allowable aeronautical charges to
GBP21.03 (2020 prices) per passenger in 2024 and until 2026. While
these charges will be adjusted by the consumer price index (CPI),
they present a material decrease in aeronautical tariffs from the
current level of GBP31.57 per passenger. Among other things, the
Final Decision incorporates a reduction in the (real) vanilla
weighted average cost of capital (WACC) to 3.18% from 3.26% assumed
in the Final Proposals and 4.65% in Q6. The regulatory decision
assumes that traffic will remain slightly below pre-pandemic levels
until 2025 but the CAA has also introduced a traffic risk sharing
mechanism, which will provide protection to HAL if volumes are
lower than those assumed by the regulator, and benefits to
customers through lower charges if such volumes are higher.

Moody's notes that HAL, as well as three airlines, individually
appealed the CAA's Final Decision to the Competition and Markets
Authority (CMA), which has until May 16 to decide whether to grant
permission for an appeal. Should permissions to appeal be granted,
the statutory deadline for final determination is August 22, but
could be extended to October 17, 2023. While this presents
uncertainty, Moody's currently assumes that the Heathrow Finance
group will be able to navigate a range of plausible downside
scenarios and specifically notes that the airlines' notice of
appeal includes materially higher traffic assumptions, which are
uncertain.

Against this backdrop, the Heathrow Finance group's financial
profile will depend not only on the level of aeronautical charges
and traffic, but also the company's ability to grow commercial
revenue and deliver cost efficiencies. Inflation and interest rates
will be a further factor. While charges are increased by the CPI,
the regulated asset base and the group's index-linked debt and
derivative portfolio are linked to the retail price index (RPI),
which has been historically higher. More generally, HF's financial
profile and liquidity will depend on the management's financial
policies, including for the HSP group, on whose cash flow the
company is reliant for its debt service. In this regard, Moody's
expects management to follow prudent financial policies and manage
capital structure across the wider Heathrow airport group without
materially altering the balance of risks to individual companies.

Overall, HF's Ba2 CFR recognises (1) its ownership of London
Heathrow airport, which is one of the world's most important hub
airports and the largest UK airport; (2) its long established
framework of economic regulation; (3) strong demand for the
airport's services reflected in fairly resilient traffic
characteristics excluding the period of the pandemic and travel
restrictions; (4) its highly-leveraged financial profile; (5) the
features of the HSP secured debt financing structure which puts
certain constraints around management activity, together with the
protective features of the HF debt which effectively limit HF's
activities to its investment in HSP; and (6) the group's strong
liquidity.

HF's B1 senior secured rating reflects the structural subordination
of the HF debt in the Heathrow Finance group structure versus the
debt at HSP. The rating positively reflects the company's strong
liquidity position and Moody's expectation that the HSP group will
continue to be able to upstream cash flow under the terms of its
debt structure or otherwise manage its liquidity to maintain
sufficient coverage of the company's debt service obligations
throughout the regulatory period.

LIQUIDITY AND DEBT COVENANTS

As of end-December 2022, the HF group held almost GBP3 billion of
cash on balance sheet, of which GBP1.2 billion at the HF level. HSP
also had GBP1.4 billion availability under credit facilities due in
2026. On a standalone basis, HF has currently sufficient liquidity
to service its debt service obligations into 2025. Its next debt
maturity of GBP300 million is in March 2024.

HF's debt documentation includes two covenants - Group Interest
Cover Ratio (ICR) of 1.0x and Group RAR, calculated as net
debt/regulated asset base (RAB), of 92.5% as events of default. In
addition, the group's debt documentation includes covenants at the
level of HSP. During the pandemic, HF received a covenant waiver
with respect to its Group ICR ratio twice. In addition, the
company's gearing covenant was temporarily relaxed. As of
end-December 2022, the Heathrow Finance group's gearing amounted to
82.3%, which was well below the event of default level. Moody's
expects the group to be able to manage its capital structure and
cash flows so that the HSP group and the Heathrow Finance group
comply with their respective covenants.

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

Positive rating pressure would develop if the group's financial
profile and key credit metrics were to sustainably strengthen, such
that it maintained an appropriate headroom under its covenants and
an adjusted interest cover ratio (AICR) consistently higher than
1.0x, while continuing to maintain a good liquidity profile.

Downward pressure on HF's ratings could develop if (1) the group
maintained a materially reduced headroom under its event of default
financial covenants; (2) the HSP group's ability to upstream cash
were significantly reduced, without adequate mitigating factors at
the holding company; or (3) there were concerns about the group's
or the company's liquidity.

The principal methodology used in these ratings was Privately
Managed Airports and Related Issuers published in September 2017.

The only asset of HF is its shares in HSP, a holding company which
in turns owns the company that owns Heathrow Airport, Europe's
busiest airport in terms of total passengers before the pandemic.
HF is indirectly owned by Heathrow Airport Holdings Limited (HAH).
HAH is ultimately owned 25% by Ferrovial S.A. (a Spanish
infrastructure & construction company), 20% by Qatar Holding LLC (a
sovereign wealth fund), 12.62% by Caisse de depot et placement du
Quebec (a pension fund), 11.2% by the Government of Singapore
Investment Corporation (a sovereign wealth fund), 11.18% by
Astatine Investment Partners (an infrastructure fund), 10% by China
Investment Corporation (a sovereign wealth fund) and 10% by the
University Superannuation Scheme (a pension scheme).

JAGUAR LAND: S&P Upgrades Long-Term ICR to 'BB-', Outlook Stable
----------------------------------------------------------------
S&P Global Ratings raised to 'BB-' from 'B+' its long-term issuer
credit and issue ratings on Jaguar Land Rover Automotive (JLR) and
the group's debt. The recovery rating on the debt remains unchanged
at '3' (65% expected recovery).

The stable outlook on JLR indicates S&P's assumptions that
gradually increasing volumes in fiscal 2024 will underpin revenue
growth, adjusted margins will steadily rise, and free cash flow
will improve further.

S&P said, "The expected improvement in JLR's free cash flow is the
main reason we raised the rating. JLR's free cash generation
significantly improved in the second half of fiscal 2023,
particularly on the back of a strong fourth quarter when wholesales
surpassed 94,000 units, supporting sound cash inflows through
working capital. This led to expectations of S&P Global
Ratings-adjusted free operating cash flow (FOCF) for the fiscal
year of almost GB{P500 million. In fiscal 2024, we expect a more
than 15% rise in volumes will further support free cash flow,
expected to comfortably exceed GB{P750 million. We anticipate
working capital inflows to underpin JLR's cash generation, as these
should rise in line with the step-up in wholesale volumes, which
S&P Global Ratings expects to increase each quarter. This is
despite higher capital expenditure (capex), which increased from
about GB{P2.0 billion (including capitalized development costs) to
almost GB{P2.3 billion in fiscal 2023. We expect capex to climb
further to nearly GB{P3 billion in fiscal 2024, as JLR refreshes
key models in its Range Rover lineup, and steps up the
electrification of models, with a BEV Range Rover to be released in
2024 and the new EMA BEV Land Rover products expected in 2025."

Wholesale volumes in fiscal 2023 increased from fiscal 2022 levels,
and revenue and profitability will rise thanks to a leaner cost
structure and a focus on more profitable models. Although JLR's
retail volumes in fiscal 2023 decreased to 354,662, down by 6%
compared with the previous fiscal year, wholesale volumes in the
same period were up by 9% to 321,362 vehicles. Also in fiscal 2023,
volumes felt the weight of supply chain impacts, particularly the
supply of semiconductor chips, which hindered production throughout
the year. S&P said, "Some of these supply-side constraints on
manufacturing eased in the third and fourth quarters of fiscal
2023, but we do not expect a complete resolution of these issues in
at least the first two quarters of fiscal 2024. Despite the
reduction in volumes, revenue for fiscal 2023 is expected to
increase to almost GB{P22.5 billion, supported by improved net
pricing and the model mix, with sales share increasing healthily
for the Range Rover and Range Rover Sport. This should lift
expected S&P Global Ratings-adjusted EBITDA margins for fiscal 2023
to about 8.0%, up from 7.4% in fiscal 2022. Profitability also
benefits from JLR's continued cost-cutting measures through supply
chain management, manufacturing optimization, and labor and
overhead efficiencies."

S&P said, "With chip supply recovering slowly, we expect wholesale
and retail volumes in fiscal 2024 to rise, supporting top-line
growth. JLR's order book has stood at record levels in the past 12
months, at about 200,000 at year-end. Also, with production
constraints easing, we expect wholesale volumes will rise in fiscal
2024 by more than 15% versus fiscal 2023, with strong demand for
the Defender, the Range Rover, and the Range Rover Sport continuing
to support the growing volumes. These three models made up 76% of
JLR's order book at the end of March 2023. As a result, revenue
should rise to GB{P28 billion-GB{P30 billion. We expect total
retail volumes, which include sales in China through CJLR joint
venture, to increase in line with our expectation for wholesales.
Management's continued focus on cost-cutting, and a gradual shift
away from less profitable segments and toward higher-margin models,
will uphold growth in EBITDA. However, S&P Global Ratings-adjusted
margins are expected to grow only incrementally to 8.0%-8.5%. This
is mainly due to higher spending on research and development, as
JLR ramps up the production of its electrified offering over the
next few years and spends on new iterations of its key models.
Moreover, cost inflation on certain items such as labor will affect
spending. Against a weaker economic backdrop in key markets, e.g.,
in Europe and the U.S., and tighter financing conditions, we think
risks to auto demand and net pricing are set to increase in the
second half of 2023 and in 2024. Although this may lead to a
slowing order intake for JLR, we believe the company's lower
break-even point should ensure materially positive free cash flow
even if volumes were to fall moderately below our base case."

Proactive liquidity management and a long-dated debt maturity
profile support the rating. Due to several positive measures to
bolster its liquidity position in fiscals 2022 and 2023, JLR is
well placed to weather short-term economic uncertainty. As of March
31, 2023, JLR had more than GB{P5.2 billion of total liquidity,
including a GB{P1.5 billion undrawn committed revolving credit
facility (RCF) and around GB{P3.7 billion of cash. The group has a
good track record of issuing new debt to refinance upcoming
maturities well in advance.

S&P said, "The stable outlook indicates that we expect JLR to
gradually increase volumes in fiscal 2024, supporting its revenue
growth, and that adjusted EBITDA margins will steadily rise. We
also expect the group to generate increasingly positive free cash
flow.

"We could revise the outlook to negative or lower the rating if
volumes were materially lower than anticipated and revenue and
margins were sustainably below our base case. We could also lower
the rating if free cash flow turned negative, or if funds from
operations (FFO) to debt trended sustainably toward 20%.

"We could raise the rating if JLR continues to increase volumes,
supporting top-line growth and rising profitability, and this
translates into sustained positive free cash flow above GB{P500
million. We would also need to continue to see debt to EBITDA
remaining below 3x and FFO to debt starting to trend toward 45%,
along with successful implementation of the electrification
strategy, including timely launches of competitive BEV models and a
gradual expansion of JLR's BEV market position in its major
markets."

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

S&P said, "Environmental factors are a negative factor in our
analysis of JLR. The group's average CO2 emissions for its European
fleet are at the higher end relative to peers at about 135 grams
per kilometer. The financial impact on profitability has been
modest but the company's plans to launch its first all-electric
Range Rover in 2024 and transform into a fully EV company by 2030
will involve substantial investment (rising to about GB{P3 billion
per year during this period) after a period when JLR has been
cutting capex for several years as it restructured the business. We
see JLR lagging its industry peers in the electrification of its
product line and also in terms of the scale of absolute capex
investment that it is able to commit in the race to
electrification. JLR's vehicle production is currently about 35%
internal combustion engine, 55% hybrid, and 10% plug-in hybrid
electric vehicles and battery electric. JLR has committed to
achieve net zero carbon emissions across its supply chain,
products, and operations by 2039."


MILLER HOMES: Fitch Affirms LongTerm IDR at 'B+', Outlook Stable
----------------------------------------------------------------
Fitch Ratings has affirmed Miller Homes Group (Finco) PLC's
Long-Term Issuer Default Rating (IDR) at 'B+' with a Stable
Outlook. Fitch also affirmed the senior secured rating at 'BB-'
with a Recovery Rating of 'RR3'. Miller Homes Group (Finco) PLC was
previously called Castle UK Finco PLC.

The affirmation reflects 2022's performance and the company's risk
profile in the weakening UK consumer environment. EBITDA in 2022
increased by around 8%, helped by 4% year-on-year growth in
completions and average selling prices (ASP). Fitch forecasts 2023
EBITDA margin to reduce by 2.6% to around 16%, largely owing to
cost inflation. As the UK economy and housing market began to
weaken, the company reduced land purchases in 2H22 to preserve
cash.

Cash-flow leverage remains high following Apollo Global
Management's acquisition of the company in April 2022. At
end-December 2022, EBITDA net leverage was 3.0x, but is forecast to
surpass 4.0x by end-2023 as volumes and margins decline. Fitch
expects leverage to recover to previous levels as demand recovers
in the undersupplied UK housing market, and in Miller Homes'
affordable home segment and geographies.

KEY RATING DRIVERS

High Leverage: Apollo financed the GBP1.3 billion acquisition of
Miller Homes primarily through GBP815 million of long-dated debt
increasing EBITDA net leverage to 3.0x at end-2022 (2021: 1.2x).
Fitch expects this to increase to 4.4x by end-2023, exceeding
Fitch's 3.5x downgrade rating sensitivity as weak market conditions
prevail. Fitch expects some market recovery in 2023, as Miller
Homes is already showing improved sales rates. Fitch expects
leverage to reduce below 3.5x by 2025 as higher sales and prices
drive EBITDA.

As around half of the debt is floating rate, the EBITDA interest
coverage ratio fell to 4.1x at end-2022 (2021: 7.5x). Fitch expects
this ratio to further decline with higher variable interest rates
and lower EBITDA, averaging 2.8x over the next three years. Fitch
understands from management that Apollo does not plan to receive
annual dividends.

Established Market Position: Miller Homes is a medium-sized UK
housebuilder with an established market position in the Midlands,
southern and northern England and Scotland. The company builds
standardised, single-family homes with an ASP of GBP286,000 in
2022, below the UK average of GBP290,000. Its products are mainly
three to four bedroom houses, primarily sold to middle-income
families with a focus on suburban locations at the edges of cities
and towns. Customers are almost entirely home occupiers buying with
mortgages, about a third of which are first-time buyers.

Performance Expected to Weaken: Miller Homes delivered 3,970 units
in 2022, a 3% increase year-on-year, while the ASP rose 4% to
GBP286,000. Revenue reached GBP1.2 billion (2021: GBP1.0 billion),
supported by higher volumes and prices, as well as additional
income from customers' optional upgrades.

Although Fitch expects volumes and the ASP to decline as weak
markets continue in 2023, the order book remains ahead of
pre-pandemic levels and once an economic recovery begins, demand
should rise rapidly owing to the UK housing shortage. Prospective
home purchasers' alternative rent-equivalent costs for a house rose
more than 10% in 2022 so despite higher mortgage costs, potential
buyers are incentivised to move ahead with plans.

Undersupplied Housing Market: Higher mortgage rates and inflation
softened the growth of house prices in the UK in 1Q23. While
average house prices increased in 2022, they have been declining
since December 2022. Fitch expects demand for Miller Homes'
products to be comparatively stable, given that the company's
target market is families in regions outside of London, where
demand is less volatile. Furthermore, the UK housing market is
persistently undersupplied. Less than 233,000 new houses were built
in 2022, more than 20% below the government's annual target of
300,000.

Solid Order Book: Miller Homes' presales provide good sales
visibility. The order book remains healthy and has shown good
growth in 1Q23. Miller Homes experienced an increase in
cancellation rates in 2H22, but saw an improvement in its sales
rate (reservations net of cancellations per outlet per week).
Despite the weaker economic climate, 90% of customers still opted
for optional extras in 2022 (2019: 61%) at an average cost of
GBP10,000 per unit (2019: GBP6,000).

Cautious Land Acquisition Strategy: The company's land acquisition
strategy is cautious, adjusting spending according to market
conditions and using land options to reduce initial capital
outlays. Management took a conservative approach in 2H22 in
reaction to the weaker economic outlook, buying 19 sites compared
with 28 in 2021. Cash balances reached almost at GBP190 million at
end-22 (2021: GBP161 million).

Sales to Housing Associations: Individuals and families account for
around three-quarters of group sales. The remaining sales are
largely affordable homes sold to affordable home providers, usually
local authorities or housing associations. In these cases, Miller
Homes builds the units on land owned by, or transferred to, the
affordable home providers and then sells them to the providers at
an agreed price through staged payments.

Although the sales margins are typically lower, the company
benefits from secured sales volumes, lower credit risk, staged
payments and, in some cases no upfront land costs. The company can
also meet affordable housing requirements imposed by local
councils

DERIVATION SUMMARY

Miller Homes, Maison Bidco Limited (BB-/Stable, trading as
Keepmoat), and Berkeley Group Holdings (BBB-/Stable) are all
UK-based homebuilders. In their last respective fiscal years, they
had similar volumes (Miller Homes: 3,970 units; Keepmoat
(end-October 2022 (FY22): 3,776; Berkeley: 3,760 (end-April 2022
(FY22), well below the largest UK housebuilders which deliver more
than 15,000 units a year.

Miller Homes and Keepmoat both build standardised, single-family
homes outside of London, although Miller Homes' ASP of GBP286,000
(FY22) was higher than Keepmoat's GBP204,000 (FY22), which reflects
its UK partnership-focused business model. By contrast, Berkeley is
focussed on London and the south-east and mainly builds long-term
redevelopment projects. Its homes are usually part of large
conurbations that accommodate neighbourhoods of 1,000 to 5,000
units with an ASP of GBP603,000 (FY22). Owing to its higher ASP,
Berkeley's revenue is higher at GBP2.4 billion compared with Miller
Homes' revenue of GBP1.2 billion in FY22 and Keepmoat's GBP778
million. Berkeley's projects take five to six years before the
first round of practical completions, whereas Miller Homes and
Keepmoat maintain much shorter build schedules.

Spanish housebuilders, AEDAS Homes, S.A., Neinor Homes S.A. and Via
Celere Desarrollos Inmobiliarios, S.A. (all rated BB-/Stable with
revenues below EUR1 billion) operate in a more fragmented market.
They focus on the most affluent areas within their domestic markets
and their products are comparable with Berkeley's.

UK and Spanish homebuilders have similar funding profiles as both
rely on small customer deposits (5% -10% in the UK and up to 20% in
Spain) while having to fund land acquisition before marketing and
development costs up to completion. Neinor Homes and its domestic
peers do not have option rights to buy land, unlike UK
homebuilders.

In Spain, the seller may offer deferred payment terms to the buyer
of the land, limiting the homebuilder's cash outflow at the time of
the acquisition. Keepmoat also enjoys deferred payment terms when
purchasing the land. However, this is a feature of its partnership
model, which entails working closely with local authorities from
the early stages of a development, including the identification and
sourcing of suitable land and its project planning.

Kaufman & Broad, S.A. (BBB-/Stable), which ranks among the top five
French housebuilders, has the best funding profile with staged
instalments received from its customers through the construction
phase. Kaufman & Broad can also purchase land after marketing,
unlike its European peers, and makes use of optioned land, as does
Miller Homes.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Its Rating Case for the Issuer

Sales volume expected to decline in 2023 (-16%) before improving in
2024 and 2025.

ASP relatively flat in 2023 (-2%) with marginal improvements in
2024 and 2025.

Slimmer gross profit margins of around 22% (2022: 24%).

Land spend of GBP200 million to GBP300 million per year.

No dividends payments.

No M&A activity.

Assets Provide Recovery Uplift: Fitch applies a one-notch uplift to
the senior secured notes from the IDR based on its bespoke recovery
analysis. Its analysis is based on a liquidation approach,
supported by the value of inventory (mainly land), to which Fitch
applies a 20% discount. Fitch assumes the company's GBP180 million
super senior revolving credit facilities are fully drawn and rank
ahead of the senior secured notes' creditors. This results in a
recovery estimate of 51% and a senior secured rating of
'BB-'/'RR3'.

RATING SENSITIVITIES

Factors That Could, Individually Or Collectively, Lead To Positive
Rating Action/Upgrade

Net debt/EBITDA below 2.0x on a sustained basis.

Maintaining order book/development work-in-progress (WIP) around or
above 100% on a sustained basis.

Factors That Could, Individually Or Collectively, Lead To Negative
Rating Action/Downgrade

Net debt/EBITDA above 3.5x on a sustained basis.

Order book/development WIP materially below 100% on a sustained
basis.

Extraction of dividends that would lead to a material reduction in
free cash flow generation and reduce deleveraging.

LIQUIDITY AND DEBT STRUCTURE

Healthy Liquidity: At end-2022, Miller Homes had GBP190 million of
cash on its balance sheet and access to a GBP180 million
super-senior RCF (undrawn) maturing in 2027. Debt comprised GBP815
million of senior secured notes, which are split between EUR465
million of floating-rate notes due 2028 and GBP425 million of
fixed-rate notes due 2029. The company hedges the EUR/GBP currency
exchange, but has not hedged the floating interest rate risk.

No dividends are expected over the forecast period. As there is no
short-term debt and Fitch forecasts more than GBP340 million of
available liquidity by end-2023, the liquidity score is very high.

ISSUER PROFILE

Miller Homes is one of the largest privately-owned housebuilders in
the UK with a strong regional focus through three divisions:
Midlands & south, north, and Scotland.

ESG CONSIDERATIONS

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

   Entity/Debt             Rating        Recovery   Prior
   -----------             ------        --------   -----
Miller Homes
Group (Finco) PLC   LT IDR B+  Affirmed                B+

   senior secured   LT     BB- Affirmed     RR3       BB-

PLANET ORGANIC: Bought Out of Administration by Founder
-------------------------------------------------------
Business Sale reports that Organic supermarket chain Planet Organic
has been acquired out of administration by a company spearheaded by
its founder.

According to Business Sale, the deal has seen the business and the
majority of its assets, including ten of the company's stores,
acquired from administrators, but four of the chain's stores will
close.

Planet Organic had 14 stores across London and the South East.
Following the COVID-19 pandemic, the company had embarked on a new
growth strategy, requiring significant restructuring.  The
company's performance was also impacted by a decline in high street
and city centre footfall, accelerated by COVID.

Despite reporting strong turnover, the chain ultimately became
loss-making, with losses widening from GBP2.4 million in 2020 to
GBP3.3 million in 2021, Business Sale discloses.  The company
closed several stores and began exploring sale options in February
2023 as it sought to secure investment to support its growth plans,
Business Sale relates.

However, Planet Organic ultimately fell into administration, with
Interpath Advisory's Will Wright and Chris Pole appointed as joint
administrators on April 25, 2023, Business Sale recounts.
Immediately upon their appointment, the joint administrators
completed a sale of the business and the majority of its assets to
Bioren Limited.  Bioren's shareholders include Renee and Brian
Elliott, who founded Planet Organic in 1995, Business Sale notes.

Following the acquisition, Planet Organic will continue to trade
from ten location in London. However, four sites were not included
in the deal and will close with immediate effect, acording to
Business Sale.  These are located in Bermondsey, Tottenham Court
Road, Henley and a store in Teddington, that opened just two months
ago, Business Sale states.



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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-
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Editors.

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