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

                          E U R O P E

          Tuesday, May 16, 2023, Vol. 24, No. 98

                           Headlines



G E R M A N Y

ADVANCED SPORTS: Files for Insolvency in Self-Administration
HSE FINANCE: S&P Lowers LongTerm ICR to 'B-', Outlook Stable


I R E L A N D

CARA GROUP: EUR400,000 Paid Out to Departing Owner-Directors
SCF RAHOITUSPALVELUT XII: S&P Assigns 'BB' Rating on E Notes
TOWER TRADE: High Court Asked to Wind Up Company


I T A L Y

CEDACRI SPA: S&P Assigns 'B' LongTerm ICR, Outlook Negative
LOTTOMATICA GROUP: S&P Upgrades ICR to 'BB-' on Debt Repayment


N E T H E R L A N D S

SPRINT HOLDCO: S&P Affirms 'B' LT ICR & Alters Outlook to Negative


U N I T E D   K I N G D O M

AMIGO LOANS: S&P Withdraws 'CCC' LongTerm Issuer Credit Rating
DEVERON HOMES: GDL Takes Over Grange Project Following Collapse
ELVIS UK: S&P Affirms 'B' LT Issuer Credit Rating, Outlook Stable
ENQUEST PLC: S&P Affirms 'B' LT ICR & Alters Outlook to Negative
MADESTEIN UK: Administrators Seek Buyer for Business

POLARIS PLC 2023-1: S&P Assigns Prelim. 'BB' Rating on F-Dfrd Notes

                           - - - - -


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G E R M A N Y
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ADVANCED SPORTS: Files for Insolvency in Self-Administration
------------------------------------------------------------
Bike Europe reports that the challenging market situation became
too much for Advanced Sports GmbH.

According to an announcement of the responsible district court
Aalen in Germany, Advanced Sports GmbH filed for insolvency in
self-administration as of April 3, 2023, Bike Europe relates.

The company is the European distributor for the bicycle brands
Fuji, Breezer and SE Bikes and sells to more than 30 countries.


HSE FINANCE: S&P Lowers LongTerm ICR to 'B-', Outlook Stable
------------------------------------------------------------
S&P Global Ratings lowered its long-term ratings on German
live-commerce retailer HSE Finance S.a.r.l and its senior secured
notes to 'B-' from 'B'.

The stable outlook reflects S&P's view that HSE's leverage will
recover to about 6.0x-6.5x in 2023 and 5.5x-6.0x in 2024 including
Russia, and 7.0x-7.5x in 2023 and 6.5x-7.0x in 2024 without Russia,
supported by a recovery in EBITDA margin to 14.0%-16.0% in
2023-2024 from the 9.8% reported in 2022, while free operating cash
flow (FOCF), even after deconsolidating Russian cash flow, will
stay positive in the following years.

S&P said, "Despite gradual improvements in consumer confidence, we
expect the challenging operating environment and discretionary
nature of the company's products to continue to weigh on its
profitability in 2023. We believe 2022 was a one-off year
encompassing cost inflation, especially in Germany, as well as low
demand and higher charges, among which are important freight and
energy costs. In addition, the company decided to reduce its
inventory levels by discounting its products such that there was no
price increase compensating for the subdued macroeconomic
environment. This led to a 9.8% S&P Global Ratings-adjusted margin
in 2022. We note the company's performance is not the worst in the
German online retail market, which has also been faced with
consumers returning to stores. HSE's S&P Global Ratings-adjusted
EBITDA should recover to about EUR110 million-EUR120 million in
2023, up from the EUR77.4 million in 2022. This improvement will
mainly result from the termination of the discounting program to
clear high stock levels, normalized freight costs, and stronger
consumer sentiment expected in the second half of the year.
Nevertheless, we forecast the EBITDA margin will stay around
14.0%-15.0% in 2023, below its historical levels of 17.0%-19.0%.

"HSE continues operating in Russia but we don't expect that
geography to contribute meaningfully to the group's debt-servicing
capacities. As of Dec. 31, 2022, the group's Russian operations
accounted for about 20% of its S&P Global Ratings-adjusted EBITDA.
Despite international sanctions and the political and reputational
pressure triggered by the Russia-Ukraine war, the group decided to
keep its Russian subsidiary operating, although stopping additional
investments there and further evaluating all optionsWe. We
understand the Russian subsidiary has no external debt and has
adequate liquidity to manage its treasury and working capital needs
independently from the rest of the group. Therefore, we understand
supply-chain issues and currency mismatches are limited.
Nevertheless, we believe the operational and financial challenges
of continued operations in Russia are elevated. These include
currency volatility, legal complexity related to sanctions,
reputational risk, and potential political pressure. As such, we
cannot exclude that the group might leave the country at some
point. We also believe the group will not be able to use the EBITDA
and cash flow from Russia to service its debt. Therefore, we
consider adjusted leverage excluding the Russian contribution to be
more representative of the group's current creditworthiness. This
is about 1.0x above the group's consolidated leverage.

"We perceive more risk on the group's operating model than we
initially assessed when we first rated the existing capital
structure. Under our initial assumptions, when we first assigned
the rating, we expected Russia to be a material contributor to
earnings growth, notably with a top-line growth exceeding that of
the DACH region and enabling to support a more leveraged capital
structure. Furthermore, although we had anticipated some post-COVID
recovery in store sales, the combination of the normalization of
social habits and a high inflationary context has translated in a
weaker EBITDA growth for the DACH region that we anticipated. The
macroeconomic challenges, coupled with weak market growth, will
complicate the group's recovery, in particular considering the
discretionary nature of HSE's products, the highly competitive
landscape (QVC in Germany), and the reliance of the company on
favorable business conditions. TV viewership declined in 2022 for
HSE along with overall TV viewership in Germany, and came in line
with pre-COVID trends. However, we believe the age profile of the
German population should still help the group sustain around EUR450
million-EUR470 million of sales per year over the next five years
through its TV platform, aligned with pre-COVID levels. In
addition, the group is diversifying toward selling via social media
platforms, which will help boost the top line and mitigate the
volatility in demand by reaching additional customer types.

"Despite depressed EBITDA, FOCF generation remains positive, which
should help build a comfortable cash position on the balance sheet
and mitigate the high gross debt levels for the company's size and
volatility in earnings. Despite overall weaker metrics, HSE remains
cash flow positive, even in 2022, when the group generated EUR8.6
million of FOCF after leases, below our expectation of EUR23
million-EUR25 million but still solid in light of the S&P Global
Ratings-adjusted EBITDA base decline of 49% million in 2022.
Furthermore, in the next few years, on the back of structurally low
capital spending (capex) of about 1.5%-2.0% of revenue per year,
small working capital cash inflows, and a somewhat variable cost
base versus other retailers, we expect HSE to generate about EUR25
million-EUR35 million FOCF after leases in 2023 and more than EUR35
million in 2024. This should help build some cushion to face the
EUR630 million notes due in 2026 and incorporates our expectations
of higher floating rates for longer. We also note that the EUR35
million revolving credit facility (RCF) remains fully undrawn and
can be tapped anytime.

"The stable outlook reflects our view that HSE's leverage will
recover to about 6.0x-6.5x in 2023 and 5.5x-6.0x in 2024 including
Russia, and 7.0x-7.5x in 2023 and 6.5x-7.0x in 2024 without Russia,
supported by a recovery in EBITDA margin to 14.0%-16.0% in
2023-2024 from the 9.8% reported in 2022, while FOCF, even after
deconsolidating Russia, will stay positive in the following years.

"We could lower the rating if HSE's operating performance weakened
more than we currently forecast, such that we no longer viewed the
capital structure as sustainable. This could occur if the group's
absolute profitability failed to improve significantly, despite
cost reductions, and its FOCF after lease payments became negative
over a prolonged period, weakening the group's liquidity buffer.

"We could also lower the rating by multiple notches if the group
undertook bond repurchases at a decline against the par value.

"We could raise the rating if, thanks to stronger-than-expected
EBITDA and FOCF generation, HSE deleveraged such that adjusted debt
to EBITDA fell sustainably below 5.5x (or 6.5x excluding the
Russian activities) and FOCF after leases rose above EUR35
million-EUR40 million."

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

S&P said, "ESG factors are neutral considerations in our evaluation
of HSE's creditworthiness. Early last year the company was hit by
COVID-19 cases among workers in the warehouse run by its shipping
partner, DHL, which led to reduced order fulfillment. We understand
that this has since been resolved and we don't expect this to be a
recurring risk to operations. As far as we know, the company does
not currently face material litigation relating to environmental or
social concerns that is likely to require provisioning or lead to
significant payouts. Governance factors are a moderately negative
consideration, as is the case for most rated entities owned by
private-equity sponsors. We consider the company's aggressive
financial risk profile points to corporate decision-making that
prioritizes the interests of the controlling owners. This also
reflects generally finite holding periods and a focus on maximizing
shareholder returns."




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CARA GROUP: EUR400,000 Paid Out to Departing Owner-Directors
------------------------------------------------------------
Gordon Deegan at Breakingnews.ie reports that a total of EUR400,000
paid out to departing owner-directors, former RTE Dragon, Ramona
Nicholas and her husband, Canice, at the Cara Group of pharmacies
hit the group's profits in 2021.

In January 2021, the High Court approved a survival scheme for the
Cara Group of pharmacies that saw around 150 jobs retained and more
than EUR14 million invested by new owners, Renrew Ltd.,
Breakingnews.ie relates.

The scheme involved directors, Ms Nicholas and husband Canice
exiting the business and the EUR400,000 payout out was made up of
EUR29,000 in redundancy payments each and an ex gratia payment of
EUR342,000, Breakingnews.ie discloses.

The couple at the time wanted details of the deal to be kept
confidential but Mr Justice Denis McDonald questioned the payments
commenting that the EUR342,000 ex gratia payment was "a very
substantial payment in the context of an insolvency where creditors
are suffering a very substantial write-down of their debts",
Breakingnews.ie states.

Ramona and Canice Nicholas resigned on February 1, 2021, and the
new accounts for Cara Pharmacy UC show that directors' pay for the
12 months to the end of March 2021 totalled EUR680,556 that include
the one-off exit payment of EUR400,000 and EUR280,556 paid out in
emoluments, Breakingnews.ie recounts.

The accounts further show that professional fees made up of legal
and consulting fees attached to the group's High Court examinership
totalled EUR2.2 million.

Due mainly to an exceptional gain of EUR2.09 million concerning
mainly the write back of liabilities, the group recorded pre-tax
profits of EUR2.52 million, Breakingnews.ie notes.

At the end of March 2021, the group had shareholder funds of
EUR3.18 million made up of share premium of EUR13.45 million and
called up share capital of EUR100,000, offset by accumulated losses
of EUR10.36 million, according to Breakingnews.ie.


SCF RAHOITUSPALVELUT XII: S&P Assigns 'BB' Rating on E Notes
------------------------------------------------------------
S&P Global Ratings assigned its 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 also issued unrated asset-backed class F notes.

This is Santander Consumer Finance Oy's (SCF Oy) 12th publicly
rated ABS transaction and the fourth we have 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.
Of the 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 was 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 was also 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 benefits from a new conditional replacement servicer
fee reserve which S&P believes 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 ratings on the class A and B notes address timely
payment of interest and ultimate payment of principal; our ratings
on the class C-Dfrd, D-Dfrd, and E-Dfrd notes address ultimate
payment of interest and principal. Compared with the preliminary
ratings, the weighted-average cost of the notes has decreased to
1.22% from 1.27%. This resulted in our rating on the class E notes
increasing by one notch to 'BB' from 'BB-'.

"Our structured finance sovereign risk criteria do not constrain
our ratings on the notes. Counterparty risk is adequately mitigated
in line with our counterparty criteria. Legal opinions adequately
addressed legal and operational risks 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."

  Ratings

  CLASS     RATING    AMOUNT (MIL. EUR)
  
  A         AAA (sf)     414.2

  B         AA+ (sf)       6.6

  C-Dfrd    A+ (sf)        8.5

  D-Dfrd    A- (sf)        4.7

  E-Dfrd    BB (sf)        4.5

  F         NR            11.5

*S&P's 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.


TOWER TRADE: High Court Asked to Wind Up Company
------------------------------------------------
Aodhan O'Faolain at The Irish Times reports that the High Court has
been asked to wind up two related companies involved in the supply
of chain finance to Irish and international funds after proposed
survival schemes were rejected by one of the firm's creditors.

Earlier this year, the High Court appointed insolvency practitioner
Declan McDonald, of PwC, as examiner to Dublin-registered Tower
Trade Finance Ireland Limited (TTFI) and associated company Deal
Partners Logistics Ltd (DPL), The Irish Times relates.

The firms sought the protection of the courts from their creditors
after getting into financial difficulties caused by the collapse of
the JACC Sports Distributors, the firm that supplied sports kit to
the Football Association of Ireland (FAI) for Ireland's national
teams. JACC went into liquidation last year, The Irish Times
recounts.

The court previously heard, however, investors in the businesses,
which owe their respective creditors over EUR13 million, had
concerns about the firms going into examinership, The Irish Times
notes.

On May 12, solicitor Gavin Simons, of Amoss solicitors, for Mr
McDonald, told Mr Justice Brian O'Moore that the proposed scheme of
arrangement for TTFI had been rejected by its creditors at a
meeting earlier on May 12, The Irish Times relays.

As a result, Mr. Simons said the examiner was of the view that the
process should not continue any further and the firms should be
wound up, accordign to The Irish Times.

Mr. Simons, as cited by The Irish Times, said a scheme had been
agreed in respect of DPL but, given the nature of the relationship
between the firms, both schemes needed to be approved to allow the
examinership process to progress any further.

Declan Murphy BL, for the firms that had petitioned the court for
the appointment of an examiner, agreed the only option left in
light of the decision of TIFF's creditors to vote against the
proposed scheme was to end the examinership and make orders
liquidating the companies, The Irish Times relates.

Counsel said Mr McDonald should be appointed as liquidator to the
firms, The Irish Times notes.

Solicitor Gavin Smith, of DLA Piper, who represented over 31
creditors of TFFI asked the court for a short adjournment, The
Irish Times relates.

TTFI advanced trade finance through loans or by purchasing goods
and selling them on to help clients expand their business via a
safe trading mechanism.

DPL was created to raise funds from individual shareholders.

Since their foundation in 2013, the firms had traded successfully.

Problems arose in 2021 and 2022, however, which dragged down the
performance of the businesses, The Irish Times discloses.

It was claimed the firms suffered losses due to defaults caused by
fraud and clients entering insolvency, The Irish Times states.

The court heard that DPL suffered a loss of EUR7 million following
JACC's liquidation, according to The Irish Times.




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I T A L Y
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CEDACRI SPA: S&P Assigns 'B' LongTerm ICR, Outlook Negative
-----------------------------------------------------------
S&P Global Ratings assigned its 'B' long-term issuer credit rating
to Italian core banking software provider Cedacri SpA following its
reverse merger with the parent Cedacri MergeCo SpA in December
2022, and subsequently withdrew its 'B' rating on Cedacri MergeCo.

The negative outlook reflects the risk that Cedacri's adjusted debt
to EBITDA could significantly exceed 7x in 2023-2024 if the
company's topline growth or synergy realization falls behind plans,
or the company increases its debt further in 2023-2024.

The proposed debt increase erodes Cedacri's rating headroom. S&P
sees a risk that the company's additional debt intake will not be
sufficiently offset by EBITDA growth, which depends on the
successful execution of planned synergies and topline growth. This
could increase the company's adjusted debt to EBITDA above our
downside trigger of 7x in 2023. In the meantime, the company's cash
flow will be pressured by a higher interest burden, as well as a
planned increase in capital expenditure (capex), leading to free
operating cash flow (FOCF) to debt of slightly below 5%, and EBITDA
to cash interest of about 2x.

The company's aggressive financial policy will likely limit its
deleveraging prospects. S&P considers Cedacri's financial policy to
be aggressive despite parent ION Group's long-term investment
strategy. This reflects the company's high debt tolerance,
prioritization of shareholder returns over deleveraging, and
unpredictable use of debt to invest in other companies owned by
ION. The proposed debt issuance follows a EUR105 million add-on
bond issuance in mid-2022. S&P thinks this indicates that Cedacri
is unlikely to materially reduce leverage in 2024 despite limited
risk of it making debt-funded acquisitions and its expectation of
solid organic EBITDA growth.

Cedacri's profitability is improving. The company's business risk
profile has strengthened to some extent following ION's buyout in
2021, thanks to a leaner cost structure. The adjusted EBITDA margin
increased to about 26% in 2022 compared with 23% in 2021. S&P
expects the margin will continue to improve toward 30% in 2023-2024
supported by further cost optimization initiatives and operating
leverage, placing the company's profitability firmly in line with
other rated software peers.

A resilient business model through economic cycles. Tailwinds from
digitalization and a trend toward outsourcing, as well as the
mission-critical nature of the company's software and services,
will help Cedacri navigate economic downturns. S&P expects new
products, increased volumes, and price increases to help the
company increase its revenue by more than 5% in 2023-2024.
Considering the significant initial investment, potential
operational disruptions, the relatively long implementation and
training phase, and high switching costs, S&P thinks banks would
maintain a generally long-term investment approach on their core
banking solutions, which should benefit Cedacri through economic
cycles. This is reflected in the company's long average customer
contract duration of about five years, and virtually no customer
churn in its core banking and software segments.

Cedacri has limited scale and high customer concentration. The
company generated EUR463 million revenue in 2022, of which 95% was
from the Italian banking sector, with the majority coming from core
banking solutions. The company's customer concentration is very
high, with the top 10 customers accounting for 57% of total
revenue. Although the risk of customer churn toward competitors is
low, in S&P's view, potential banking sector consolidation in Italy
could at some point affect key customers and then significantly
weaken the company's operational results.

The negative outlook reflects the risk that Cedacri's adjusted debt
to EBITDA could significantly exceed 7x in 2023-2024 if the
company's topline growth or synergy realization were to fall behind
plans, or the company increased its debt further in 2023-2024.

Downside scenario

S&P could lower the rating if Cedacri materially underperforms
compared with our base case, leading to:

-- Adjusted debt to EBITDA significantly above 7x; or

-- Free operating cash flow (FOCF) to debt materially and
persistently below 5%.

Upside scenario

S&P could revise the outlook to stable if Cedacri's:

-- Adjusted leverage firmly returns to below 7x; and

-- FOCF to debt increases to more than 5% on a sustained basis.

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


LOTTOMATICA GROUP: S&P Upgrades ICR to 'BB-' on Debt Repayment
--------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating on
Italy-based gaming operator Lottomatica Group SpA (Lottomatica) and
its issue rating on its senior secured notes to 'BB-' from 'B' and
discontinued its issue rating on Gamma Bondco's EUR400 million PIK
toggle notes, which were repaid.

The stable outlook indicates that S&P expects Lottomatica's revenue
and EBITDA to continue expanding, driven by the increasing share of
online betting, while reported free operating cash flow (FOCF)
after leases in excess of EUR80 million and the more conservative
financial policy will keep S&P Global Ratings-adjusted leverage at
3.5x-4.5x (including the margin loan).

The IPO and EBITDA growth will reduce Lottomatica's adjusted
leverage to 3.3x in 2023, from 5.3x in 2022 (excluding Gamma's
margin loan).On May 3, 2023, Lottomatica completed its IPO on the
Euronext Milan Stock Exchange, raising primary and secondary
proceeds of above EUR600 million. The company's current total
market capitalization is about EUR2.2 billion, and free float
accounts for 25%-30% of the share capital, with the remaining
70%-75% owned by Apollo through holding company Gamma Topco, whose
ultimate stake depends on whether its exercises its greenshoe
right. Following the IPO, Lottomatica repaid EUR100 million of its
2025 floating rate senior secured notes, while Gamma Bondco repaid
its EUR400 million PIK toggle notes. These debt repayments,
together with expected EBITDA growth, will reduce S&P Global
Ratings-adjusted leverage to 3.2x in 2023 and 2.9x in 2024, from
5.4x in 2022. However, adjusted leverage would be 4.0x in 2023 and
3.7x in 2024 if S&P includes Gamma Topco's EUR400 million margin
loan in our adjusted debt. Additionally, the company also entered a
new EUR350 million senior secured revolving credit facility (RCF)
and received commitments for a new EUR1.1 billion senior secured
bridge. The bridge facility is currently undrawn and could be used
for a potential refinancing of the group's outstanding EUR1.1
billion 2025 senior secured notes to extend their maturity to
2028.

S&P said, "We include Gamma's Topco's margin loan in our debt
adjusted metrics.At the time of the IPO, we understand that Gamma
Topco, Lottomatica's holding company, pledged its remaining stake
in the company to enter a three-year margin loan of EUR400 million,
expected to be repaid with future secondary share sales. Gamma
Topco is outside of Lottomatica's restricted group and we
understand the margin loan will be nonrecourse to the listed
entity. That said, we cannot exclude potential negative
implications for Lottomatica and its creditors if its share price
suffers a sharp drop, including potentially triggering a change of
control at Lottomatica. Therefore, we include the margin loan and
its expected interest expenses in our adjusted metrics. When
including the margin loan, S&P Global Ratings-adjusted leverage
increases by 0.8x. We also understand Gamma Topco has the
flexibility to increase the margin loan to up to EUR500 million. In
this case, our adjusted leverage would further increase by 0.2x.

"We expect Lottomatica's financial policy to be more conservative,
although Apollo retains control. Lottomatica publicly stated that,
after the IPO, it targets long-term net leverage of 2.0x-2.5x,
compared with a run-rate net leverage of 2.7x at Dec. 31, 2022, pro
forma the acquisition of Betflag. We estimate this corresponds to
S&P Global Ratings-adjusted leverage of 3.5x-4.0x, or 3.0x-3.5x
excluding the margin loan. Our adjusted debt includes gross
financial debt plus leases, Gamma Topco's margin loan, and pension
liabilities, and our adjusted EBITDA is net of some nonrecurring
and capitalized development costs. Given the group's new financial
targets and the more diverse shareholder base, with a free float of
at least 25%, we revised up our assessment of Lottomatica's
financial policy to FS-5, from FS-6. That said, we note Apollo will
remain the controlling shareholder over the medium term, and we
cannot exclude future transformative mergers and acquisitions
(M&A), given the company's track record and intention to continue
expanding, eventually into other regulated European markets."

Consistent growth, and improved diversification and profitability,
support Lottomatica's performance. In 2022, Lottomatica reported
EUR1.408 billion of revenue and income and about EUR405 million of
S&P Global Ratings-adjusted EBITDA, corresponding to an EBITDA
margin of 29%. This compares with EUR624 million of revenue, EUR72
million of adjusted EBITDA, and an 11.5% adjusted EBITDA margin in
2017. The group's strong track record of growth and profitability
improvement was mostly driven by M&A, after various bolt-on and
transformative deals that were mostly debt funded. These included
Intralot, Goldbet, and IGT's B2C gaming business in 2021, and
Betflag in 2022. Acquisitions also allowed the group to diversify
from gaming machines into the rapidly expanding and more profitable
sports franchise and online segments. In 2022, the sports franchise
contributed 22% of reported EBITDA and online 42%. With leading
market shares in Italy's online and retail segments, S&P thinks
Lottomatica is well positioned to continue capturing growth.
Consequently, on April 14, it revised up its assessment of the
group's business risk profile to fair from weak.

S&P said, "Our ratings remain constrained by regulatory uncertainty
in Italy, including around future concession renewals. This
highlights the risks related to Lottomatica's exposure to a single
country. The group's betting concessions expired in 2016, and have
been renewed annually since then, for an annual fee that is fixed
at about EUR25 million per year for 2023-2024. Gaming machine
concessions are extended for fees of EUR19 million in 2023 and
EUR38 million in 2024. In our base case, we assume the government
will continue to extend the group's licenses annually. However, we
cannot exclude the possibility that the government will instead
launch a tender to grant nine-year concessions starting 2025, which
would cost Lottomatica an upfront renewal fee of about EUR450
million. This could have a significant effect on the group's
liquidity position. Historically, the Italian regulatory regime has
been supportive of the gaming industry. However, future regulatory
developments are difficult to predict and any adverse change in
taxes, renewal fees, minimum payouts, or restrictions in the number
of gaming machines or on online activity could materially depress
the company's revenue, profitability, cash flow, and liquidity.

"The stable outlook indicates that we expect Lottomatica's revenue
and EBITDA to continue expanding, driven by the increasing share of
online betting, while reported FOCF after leases in excess of EUR80
million and the more conservative financial policy will keep S&P
Global Ratings-adjusted leverage at 3.5x-4.5x including the margin
loan."

S&P could lower the rating in the next 12 months if operating
underperformance or a more aggressive than expected financial
policy weaken the group's credit metrics. Specifically, S&P could
lower the rating due to one or more of the following:

-- Debt to EBITDA increasing above 4.5x or funds from operations
(FFO) to debt declining below 12%; or

-- Reported FOCF after leases deteriorating such that the group
cannot generate structurally positive cash flow of above EUR80
million per year.

An upgrade is unlikely given that Apollo retains control of the
group. That said, S&P could consider an upgrade if Apollo's stake
declines below 40%, pointing to a more diverse shareholding base
and a structurally more conservative financial policy, while credit
metrics are commensurate with a higher rating level.

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

S&P said, "Social factors are a moderately negative consideration
in our credit rating analysis of Lottomatica. Like most gaming
companies, Lottomatica is exposed to regulatory and social risks
and the associated costs related to increasing player health and
safety measures, prevention of money laundering, and changes to
gaming taxes and laws. We think Lottomatica's exposure to a single
regulatory regime accentuates these risks. Governance factors are a
moderately negative consideration, as is the case for most rated
entities controlled by private-equity sponsors. We believe the
company's financial risk profile points to corporate
decision-making that prioritizes the interests of the controlling
owners. This also reflects generally finite holding periods and a
focus on maximizing shareholder returns."




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

SPRINT HOLDCO: S&P Affirms 'B' LT ICR & Alters Outlook to Negative
------------------------------------------------------------------
S&P Global Ratings revised its outlook on Dutch e-bikes
manufacturer Sprint HoldCo B.V.'s (Accell Group) parent company,
Sprint Holdco B.V., to negative from stable and affirmed its 'B'
long-term issuer credit and issue credit ratings.

The negative outlook indicates that S&P could lower the ratings if
supply chain issues persist in 2023, resulting in continued working
capital volatility that could prevent Accell from generating
positive FOCF after leases.

Delayed delivery and missing components are hurting Accell's FOCF.
The group assembles traditional and electric bikes in its four
European manufacturing sites, by sourcing part of e-components from
Eastern Europe, and various other components from Asia (such as
China, Japan, and Vietnam). The exponential rise in demand for
electric bikes over the past two years created significant
bottlenecks at key suppliers, which was exacerbated by
pandemic-related restrictions in Asia and a shift in negotiating
power toward suppliers, especially for batteries. These issues
forced Accell to increase its inventory to 64% of total revenue in
2022, from an already-high 40% in 2021, causing a working capital
outflow of about EUR330 million and resulting in negative FOCF by
EUR256 million, compared with our previous expectations of positive
EUR8 million-EUR10 million in 2022. However, S&P foresees an
improvement in supply from 2023 onward, on a relative basis, as 80%
components are now already in stock to fulfill the corresponding
demand, following suppliers' capacity expansion and the modest
decrease in orders.

Significant drawings under its RCF and asset-backed loan (ABL)
credit lines are increasing adjusted leverage, reducing rating
headroom. S&P said, "As of December 2022, the company had EUR156
million outstanding under its EUR180 million committed RCF and
upsized the term loan B (TLB) by EUR5 million, causing S&P Global
Ratings-adjusted leverage to increase to 7.5x in 2022, from our
previous expectations of about 5.5x. Also, in February 2023, Accell
raised an ABL credit line of EUR75 million for working capital
purposes, which we expect to be fully drawn by year-end and
substituting the drawings under the RCF given the pricing
arbitrage. We expect supply chain issues to persist throughout
2023, although eased compared with that of 2022 but with persisting
delays, causing working capital outflows that additional drawings
under its RCF will fund. Consequently, we forecast S&P Global
Ratings-adjusted leverage of 6.0x-6.3x in 2023, depleting the
headroom within the rating category and leaving limited space for
underperformance in the next 12 months."

S&P said, "Accell is mitigating the impact of supply chain issues,
so we forecast positive FOCF after lease of EUR15 million-EUR20
million in 2023. The delays in deliveries and the unavailability of
key bike components, such as batteries and group sets,
significantly deteriorated the company's cash conversion ratio,
which increased to 272 days in 2022 from 160 days in 2021. While
delivery lead time should improve thanks to the lifting of
pandemic-related restrictions in Asia, we believe that component
unavailability will remain throughout 2023, as the bottlenecks at
suppliers require a structural change and industry-level efforts to
adapt and reorganize according to the expected double-digit growth
in the market. Accell is implementing initiatives to alleviate the
impact of inventory on its working capital, such as reducing the
complexity of bike components, enabling parts-sharing across
various models, building ad-hoc planning tools, and adopting a
sales and operational planning approach to manufacturing, allowing
for an efficient reorganization of operation. We believe that these
actions will help reduce the company's net working capital needs
and, as such, we expect Accell Group to report positive FOCF after
leases of EUR15 million-EUR20 million in 2023."

Cost-saving initiatives related to the research of production
efficiencies should enable margin expansion in 2023-2024, although
there is execution risk. Throughout 2022, Accell increased its
average selling price (ASP) by about 3.6% and renegotiated
conditions with suppliers that resulted in a gross margin of about
32.7%, 620 basis points above our expectations. S&P said, "We
believe these actions will continue in 2023 and should prompt
Accell's gross margin to improve further to 33%-34% in 2023.
Moreover, we expect the group to pursue operational reorganization
and carry out cost-saving initiatives, leading to a reduction in
selling, general, and administrative expenses that should cover
increases in personnel costs and marketing expense. This should
result in a S&P Global Ratings-adjusted EBITDA margin of 9%-10% in
2023 before improving to about 11% in 2024, and compared with its
2017-2020 average of 6.5%. Nevertheless, we think there is
execution risk linked to these initiatives and their implementation
could be stopped by aggravating supply chain issues that hamper the
company's investment into operational efficiency."

Long-term market tailwinds, secular changes in customers'
preferences, and price increases will support revenue growth in
2023 and 2024. For first-quarter 2023, Accell reported an increase
in bike revenue of about 6.3%, supported by an order backlog of
about 2.3x the 2022 bikes sales in Central Europe, the company's
ability to increase ASP above inflation, and a favorable product
mix thanks to Accell's positioning in premium e-bikes and
performance traditional bikes. Revenue in the parts and accessories
(P&A) business segment declined about 14.9% in that quarter. This
results from the normalization of inventory levels at customers'
level, in particular online dealers, that accumulated excessive
stocks during the pandemic years and are now disposing the existing
inventory. S&P said, "We expect this trend to persist in 2023, but
we think the strong demand for bikes will offset P&A
underperformance. The European bike market value is expected to
grow at a compound annual growth rate of 8.9% to 2029, fueled by
committed governments' spending for cycling infrastructure in
various European countries, as well as subsidies to support
customers' shift toward clean transportation and a stronger
perception of cycling as part of a healthy lifestyle. As a result,
we expect total revenue to increase 9%-10% over 2023, to about
EUR1.6 billion from EUR1.4 billion in 2022."

The negative outlook reflects S&P's expectations that supply chain
issues will continue to negatively affect Accell's working capital,
challenging its ability to generate positive FOCF after leases over
the next 12 months, and that additional debt issuance could prompt
S&P Global Ratings-adjusted leverage to remain above 6x in 2023.

S&P could lower its rating on the company over the next 12 months
if:

-- Supply chain issues persist and continue to hamper cash flow,
such that S&P Global Ratings-adjusted FOCF after leases remain
negative;

-- Material addition to adjusted debt causes S&P Global
Ratings-adjusted debt-to-EBITDA remain above 6x for a prolonged
period;

-- The group's liquidity position significantly deteriorates, for
example due to larger-than-anticipated working capital swings,
thereby reducing covenant headroom and resulting in a weaker
assessment; and

-- S&P does not receive timely information on the company's
performance, preventing our adequate surveillance.

S&P could also lower the rating if the company undertakes
debt-funded acquisitions or dividend distributions, leading to a
sustained weakening of credit metrics.

S&P could revise the outlook to stable if supply chain issues
markedly abate, allowing Accell to maintain EBITDA growth while
reducing inventory, which should be reflected in the reduced
volatility of working capital needs. This would translate into a
sustained S&P Global Ratings-adjusted debt to EBITDA of below 6.0x
and positive FOCF after leases.

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

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

"Environmental factors are a neutral consideration in our credit
risk assessment of Accell. The company's positioning in the e-bikes
segment addresses the increasing consciousness about healthy
lifestyles and sustainability of mobility can ultimately be cash
flow accretive."

In 2022, Accell had to recall some bikes under the Koga brand, due
to a quality defect in frames that could present safety issues. The
company provisioned about EUR3 million costs related to the recall
and estimated about EUR10 million of sales losses from the
temporary retirement of the brand's bikes. While customers' health
and safety is one of the major social factors in S&P's analysis,
the company took preventive actions to solve the issue and it
determines that social factors remain a neutral consideration in
its credit analysis.




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

AMIGO LOANS: S&P Withdraws 'CCC' LongTerm Issuer Credit Rating
--------------------------------------------------------------
S&P Global Ratings has withdrawn its 'CCC' long-term issuer credit
rating on Amigo Loans Ltd. at the company's request, following the
redemption in full, at par, of the company's senior secured notes
last month. The outlook on the U.K.-based guarantor lending company
was developing at the time of the withdrawal.


DEVERON HOMES: GDL Takes Over Grange Project Following Collapse
---------------------------------------------------------------
Allan Crow at Fife Today reports that Ground Developments Ltd (GDL)
stepped in to rescue the project at The Grange, Burntisland, and
bought the site in 2019 after its previous developers, Deveron
Homes, went into administration.

According to Fife Today, it says work on the next phase will boost
the feel of the area -- and house prices.

The company was supported by Darren Leahy, a partner in the
commercial property team at Lindsays which continued its
involvement to help secure planning permission and complete legal
agreements with Fife Council for the second phase of the scheme
-- a mixture of 12 three and four-bedroom detached homes, Fife
Today discloses.

Construction is now underway, with GDL working alongside Whiteburn
Homes to complete and market the site, Fife Today notes.


ELVIS UK: S&P Affirms 'B' LT Issuer Credit Rating, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term issuer credit rating
on Elvis UK Holdco and its 'B' issue rating, with a '3' recovery
rating, on the group's first-lien debt.

The stable outlook reflects that high revenue growth, fueled
primarily by rapid store expansion, and a sound S&P Global
Ratings-adjusted EBITDA margin of 20%-22% should maintain adjusted
leverage close to 5x in 2023, and that FOCF after lease payments
should turn positive in 2024, despite high capex, from negative
levels in 2023.

S&P said, "We expect RBI to continue posting resilient results
despite the current unfavorable economic conditions. Volumes are
likely to contract due to the effects of inflation on purchasing
power, and this intensifies the strain on profitability from food
and staff cost increases. In this context, we assume the group will
focus on gaining market share, refrain from increasing prices, and
further develop its value segment in order to offer affordable
meals. This should yield a more gradual profitability recovery than
we originally anticipated, with S&P Global Ratings-adjusted EBITDA
margin reaching 20.0%-21.0% in 2023, rather than the approximately
22.0% we anticipated in our previous base case. That said, we
believe the group's strategy should, in the long term, support
customer retention efforts and volumes. Additionally, we assume
RBI's cost-efficiency measures should offset the margin pressure.
Moreover, the group should feel some relief in terms of energy
costs due to the 10-year power purchase agreement (PPA) it signed
in April 2022, representing half of the total consumption of the
current network in Spain for 2023. The contract will step up in
2024 to represent close to 100% of the consumption of the Spanish
network. This is why we expect the margin for 2023 to near the
19.5%-20.5% margins reported in 2022, then increase to historical
levels of 22.0%-24.0% from 2024, once inflationary pressures ease,
as per our base case.

"RBI's focus on rapid store network expansion and franchisee
integration presents relatively limited execution risk and enables
a fast growth of the EBITDA base. Still, the group's internally
generated cash flow are not sufficient to cover the required
capital expenditure (capex) to expand the Popeyes and Burger King
networks. This points to the overall growth in gross debt, as we
observed with this January's upsizing of the TLB add-on by EUR50
million. Investment in Burger King stores has proven to have a
rapid return on investment and presents little execution risk, with
newly opened stores ramping up to the group's profitability within
six to eight months. The Popeyes expansion, however, poses more
execution risk considering the relative newness of the brand in
Spain. Although positive, Popeyes profitability is currently
minimal, and we expect it will substantially increase by 2025 as it
gains traction, the ramp-up period shortens, and new openings
represent less in the total number of restaurants. Conversely,
Burger King, especially in Spain, is highly cash generative, with
significant return on capital invested, financing the rest of the
network. Furthermore, we anticipate that the Popeyes network will
expand by 20-30 stores per year while Burger King should expand by
35-40 stores annually on average. We forecast negative FOCF after
lease payments of EUR35 million-EUR45 million in 2023, largely
affected by our expectations of growth capex of EUR95
million-EUR105 million, commensurate with the additional funds
raised. FOCF after lease payments should turn positive in 2024, but
we do not rule out the possibility of further modest debt financing
to continue to fuel the network expansion. Although RBI has drawn
about EUR43 million on its EUR150 million revolving credit facility
(RCF), below the springing covenant threshold of 40% usage, we
still see the liquidity as robust, as the group has no near-term
maturity and generates sound and predictable cash flow, excluding
expansion—which creates some flexibility in managing its overall
cash balance (of just EUR25 million as of the end of first-quarter
2023).

"Leverage should decrease below 5.0x in 2024, as we have expected,
even despite the group's more aggressive financial policy than
anticipated. The group's leverage stood at 7.0x at end-2022,
affected by the EUR260 million debt add-on in November 2022 for the
acquisition of Ibersol Burger King, and that the December
integration mean that only one month of EBITDA contribution went on
the books. On a proforma 12-month basis, however, RBI's leverage
would have landed at 5.4x-5.6x as adjusted by S&P Global Ratings;
this is at the lower end of our highly leveraged financial risk
assessment. Over the next two years, we expect the group to
continue deleveraging through the increase of its network and some
operating efficiency measures on Ibersol's acquired network,
allowing a sizable increase in EBITDA base. By end-2024, we
forecast RBI's leverage to drop to 4.4x-4.6x. Nonetheless, as
mentioned above, we do not exclude the raising of additional funds,
either for greenfield openings or franchisee acquisition. Leverage
should remain at about 5.0x,or lower, supported by RBI's
shareholder agreement restraining maximum leverage."

RBI's full year 2022 results were affected by economic headwinds.
The group's topline was EUR841.4 million in 2022. This is about 4%
above our expectations and 31% higher than in 2021. This
outperformance was mainly driven by higher traffic in restaurants,
a prudent product mix to preserve volumes, and more openings than
anticipated. Last year RBI opened 80 stores: 47 for Burger King, 32
for Popeyes, and 1 Tim Hortons. The group generated EUR165 million
of S&P Global Ratings-adjusted EBITDA (i.e. margin of 19.6%) in
line with our expectations in absolute terms but 90 basis points
lower in terms of margin. This slight underperformance in
profitability mainly stems from economic challenges in 2022,
primarily linked to higher-than-expected energy and food costs.
Because of lower cash interest paid and better tax terms, RBI
posted negative FOCF after lease payments of EUR42.3 million,
versus our expectations of negative EUR60 million-EUR70 million.

The stable outlook reflects that high revenue growth, fueled
primarily by rapid store expansion, and a S&P Global
Ratings-adjusted EBITDA margin of 20%-22% should translate in
adjusted leverage remaining close to 5x in 2023. At the same time,
negative FOCF after lease payments should improve over the next 12
months and turn positive in 2024 despite still-elevated capex.

S&P could lower the rating over the next 12 months if RBI's
operating performance and credit metrics deteriorated due to a less
successful expansion plan than anticipated or because of continuing
large debt-funded acquisitions. These developments might cause:

-- S&P Global Ratings-adjusted leverage ratio to surpass 6.0x for
a prolonged period; or

-- The group's FOCF to be materially negative over the forecast
period and be financed through further drawing on the RCF,
depleting the group's liquidity.

S&P could raise the rating over the next 12 months if RBI executes
its expansion plan ahead of its expectations, translating into S&P
Global Ratings-adjusted leverage declining comfortably below 5x and
FOCF after leases turns materially positive in the next couple of
years. Rating upside would also hinge on the group's financial
policy being consistent with sustaining the improved credit
metrics.

Environmental, Social, And Governance

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 RBI. This is the
case for most rated entities owned by private-equity sponsors. We
believe the company's aggressive financial policy points to
corporate decision-making that prioritizes the interests of the
controlling owners. This also reflects generally finite holding
periods and a focus on maximizing shareholder returns.

"Environmental and social factors are a net neutral consideration
in our credit rating of RBI. Nevertheless, we expect consumers
could eventually shift their eating habits to favor meatless
options, either for health considerations, animal protection, or
carbon-impact reasons. We think a risk is the ability of burger
places and to a wider extend QSR players to attract customers with
their plant-based offering, burger restaurants being associated
with meat-related products in customers' minds. However, we expect
sales growth of more than 36% in 2023 and 9%-10% in 2024 and 2025.
As of now, less than 5% of burgers sold by RBI are meatless and
meat represents about 40% of a restaurant's cost of goods sold.
While significantly increasing the sourcing of plant-based products
could be another operational challenge, we understand that
currently, meatless burgers have similar profitability."


ENQUEST PLC: S&P Affirms 'B' LT ICR & Alters Outlook to Negative
----------------------------------------------------------------
S&P Global Ratings revised the outlook to negative from stable and
affirmed its 'B' long-term issuer credit rating on
U.K.-headquartered oil producer EnQuest PLC and its 'B+' issue
rating on its unsecured notes due 2027.

The negative outlook reflects that S&P may downgrade EnQuest if
management does not improve liquidity sources while oil prices are
well below $90/bbl.

Following reduced reserve-based lending (RBL) availability,
EnQuest's liquidity primarily depends on the oil price scenario.
Under S&P's base case, it assumes Brent will average $90/bbl for
the rest of 2023 and $85/bbl in 2024, leaving EnQuest with
sufficient cash flow to cover its liquidity needs. The company
plans to continue debt repayments amid supportive oil prices, after
a $500 million reduction in gross financial debt last year enabled
S&P Global Ratings-adjusted debt to decline to $2.6 billion. That
said, if prices remain considerably below its assumptions, the
company will need to raise additional funds to address its
maturities in the coming 12 months, such as the $135 million of
retail bond due October 2023 and about $100 million of RBL
amortization in early 2024. According to EnQuest, an oil price of
$77/bbl is required to remain compliant with the RBL covenants,
absent any mitigating measures. In the year to date, Brent has
generally been above the $77/bbl breakeven mark, at about $82/bbl.
However, given recent volatility, which has seen prices fall as low
as $72/bbl, S&P believes it's possible Brent will stay below
$77/bbl, although this is not its base case.

Management is considering options to shore up liquidity, but has
not strengthened liquidity sources yet. Liquidity risk became more
pronounced in early 2023, when EnQuest completed its semi-annual
RBL redetermination. The availability of the RBL reduced reflecting
recent changes to the energy profit levy (EPL) tax regime. From
January 2023 to March 2028, the EPL has increased to 35%, with no
oil price floor. S&P said, "We understand that EnQuest continues to
assess funding opportunities across markets to optimize its capital
structure and manage debt facilities. However, the company has not
yet strengthened its liquidity, which makes us believe that it is
managing liquidity opportunistically and willing to take the
short-term oil price risk. If the company does not strengthen
liquidity in the very near term, our 'B' long-term issuer credit
rating could come under pressure."

Still low capital expenditure (capex) in 2023 means production is
unlikely to expand organically. Although the company plans to
increase investments in 2023, compared to the low investment phase
in 2021-2022, it is unlikely to lead to meaningful production
growth. S&P said, "We understand that the company is weighing
opportunities for inorganic growth. According to EnQuest, its
accumulated tax losses make it better positioned than peers with no
such losses to extract value from assets in the U.K. The company
has a history of expanding through acquisitions and we expect they
will remain a key driver for the business in the coming years. That
said, we do not assume any transactions in our base case due to
inherent uncertainty. If the company cannot maintain production
above 40,000 barrels of oil equivalent per day (boepd) either
organically or through acquisitions, our 'B' rating may face
pressure."

S&P said, "The negative outlook reflects that we may downgrade
EnQuest in the next six months if oil prices remain considerably
below $90/bbl and management does not strengthen its liquidity
sources. Absent new funding, rating headroom will likely remain
reliant on volatile oil prices.

"Under our Brent oil price assumption of $90/bbl for the rest of
2023, we expect EnQuest's S&P Global Ratings-adjusted EBITDA will
be $700 million–$750 million in 2023, translating into funds from
operations (FFO) to debt of 20%-25% and adjusted debt to EBITDA of
3.1x-3.4x. Rating headroom is low, given that both credit metrics
are only somewhat stronger than the downgrade threshold, despite
our healthy oil price assumptions."

S&P may downgrade EnQuest if it meets one or more of the following
conditions:

-- Liquidity weakens, including pressure on the financial
maintenance covenant, which is possible if Brent stays at about
$75/bbl for a prolonged period, with no supportive actions by
management.

-- Leverage increases, with FFO to debt below 20% and debt to
EBITDA above 3.5x and no clear prospects of near-term recovery;
and

-- Production falls to 40,000 boepd or below, translating into
higher operating costs per barrel.

S&P could revise the outlook to stable if EnQuest strengthens its
liquidity sources, ensuring that liquidity headroom is comfortable
even at lower oil prices. It should also continue to post FFO to
debt comfortably above 20%, and debt to EBITDA below 3.5x.

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


MADESTEIN UK: Administrators Seek Buyer for Business
----------------------------------------------------
FarmingUK reports that buyers are being sought for a UK-based
hydroponic salad grower which entered administration in April.

Steve Baluchi and Philip Armstrong of specialist business advisory
firm FRP were appointed administrators of Madestein (UK) Ltd and
Fresh Willow Ltd on April 11, FarmingUK relates.

The companies, which are based on the edge of Chichester,
specialise in glasshouse grown lettuce and herbs.

They utilise advanced hydroponic growing processes for the UK's
major food retailers, foodservice companies and wholesale markets.

The firms are the sole supplier of curly leaf lettuce to a number
of the UK's largest supermarkets.

The businesses occupy a freehold site with 26,829 square metres of
glasshouses, adjoining storage, packing and office accommodation,
together with an array of plant and machinery.

With over 40 years' growing experience, the companies have
established a reputation in the market and strong customer book.

As a result of this, they invested substantial capital into
promoting a proposal to develop a new glasshouse on a greenfield
site, which unfortunately was not successful, FarmingUK notes.

This investment, combined with rising energy costs and labour
challenges, have left the companies unable to meet their financial
obligations and they have entered into administration, FarmingUK
relates.

The administrators are continuing to trade the companies and ensure
continuity of supply to customers while they consider all options,
including the sale of the businesses as a going concern, FarmingUK
discloses.

They have instructed property agent Savills, and specialist asset
advisory company SIA Group, to jointly handle the sale, FarmingUK
states.


POLARIS PLC 2023-1: S&P Assigns Prelim. 'BB' Rating on F-Dfrd Notes
-------------------------------------------------------------------
S&P Global Ratings assigned preliminary ratings to Polaris 2023-1
PLC's class A to G-Dfrd notes. At closing, the issuer will also
issue unrated class Z and RC1 and RC2 certificates.

Polaris 2023-1 is an RMBS transaction that securitizes a portfolio
of owner-occupied and buy-to-let (BTL) mortgage loans that are
secured over properties in the U.K.

This is the sixth first-lien RMBS transaction originated by Pepper
group in the U.K. that we have rated. The first was Polaris 2019-1
PLC.

The loans in the pool were originated between 2022 and 2023 by UK
Mortgage Lending Ltd. which trades as Pepper Money, a nonbank
specialist lender.

Of the pool, 10.96% refers to shared ownership mortgages.

The collateral comprises complex income borrowers, borrowers with
immature credit profiles, and borrowers with credit impairments,
and there is a high exposure to self-employed borrowers and
first-time buyers. Approximately 9.9% of the pool comprises BTL
loans and the remaining 90.1% are owner-occupier loans.

The transaction benefits from a fully funded liquidity reserve
fund, which will be used to provide liquidity support to the class
A notes and to pay senior fees and expenses and senior swap
payments. Principal can be used to pay senior fees and interest on
some classes of the rated notes, subject to conditions.

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

At closing, the issuer will use the issuance proceeds to purchase
the full beneficial interest in the mortgage loans from the seller.
The issuer will grant security over all of its assets in favor of
the security trustee.

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 analysis, it considers its current macroeconomic forecasts
and forward-looking view of the U.K. residential mortgage market
through additional cash flow sensitivities.

  Preliminary ratings

   CLASS          PRELIMINARY RATING*    CLASS SIZE (%)

   A                   AAA                 83.75

   B-Dfrd              AA                  5.50

   C-Dfrd              A+                  2.75

   D-Dfrd              A-                  2.25

   E-Dfrd              BBB-                2.25

   F-Dfrd              BB                  1.25

   G-Dfrd              CCC                 1.50

   Z                   NR                  0.75

   RC1 residual certs  NR                  N/A

   RC2 residual certs  NR                  N/A

*S&P's preliminary 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 the other rated
notes.
NR--Not rated.
N/A--Not applicable.



                           *********


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

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

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

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