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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, June 22, 2023, Vol. 24, No. 125

                           Headlines



F R A N C E

INOVIE GROUP: Moody's Lowers CFR to 'B3', Outlook Remains Stable


G E R M A N Y

ALLGAIER: Files for Insolvency Year Following Westron Acquisition
NIDDA BONDCO: Moody's Affirms B3 CFR & Alters Outlook to Positive
WIRECARD AG: Four Banks Fined for Breaches Related to Scandal


I R E L A N D

BLACKROCK EUROPEAN VII: Moody's Affirms B2 Rating on Class F Notes
MAN GLG I: Moody's Lowers Rating on EUR12MM Class F Notes to B2


N E T H E R L A N D S

VROON: Norton Rose Fulbright Advises on Parallel Restructuring


S W E D E N

FASTPARTNER AB: Moody's Puts 'Ba1' CFR on Review for Downgrade


U N I T E D   K I N G D O M

ADASTRA ACCESS: Enters Administration, 38 Jobs Affected
CLARA.NET HOLDINGS: Moody's Cuts CFR to B3, Outlook Remains Stable
COGNITA: Moody's Rates Amended First Lien Term Loans 'B3'
EMPIRE PROPERTY: Owes Subcontractors More Than GBP500,000
ILKE HOMES: Set to Go Into Administration, Seeks Buyer

PEPCO GROUP: Moody's Assigns 'Ba3' CFR, Outlook Stable
PLAYTECH PLC: Moody's Ups CFR to Ba2 & Rates New EUR300MM Notes Ba2
PRAESIDIAD GROUP: Moody's Lowers CFR to Caa3, Outlook Negative
STONEGATE PUB: Moody's Affirms B3 CFR & Alters Outlook to Negative
YPP GROUNDWORKS: Bought Out of Administration in Pre-pack Deal


                           - - - - -


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F R A N C E
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INOVIE GROUP: Moody's Lowers CFR to 'B3', Outlook Remains Stable
----------------------------------------------------------------
Moody's Investors Service has downgraded Inovie Group's corporate
family rating to B3 from B2 as well as its probability of default
rating to B3-PD from B2-PD. Moody's has also downgraded to B3 from
B2 the instrument rating on Inovie's EUR175 million senior secured
revolving credit facility (RCF) and Inovie's EUR1.982,9 billion
senior secured term loan. The outlook on all ratings remains
stable.

RATINGS RATIONALE

The rating action reflects the weakening financial profile with
credit metrics which are no longer commensurate with a B2 rating.
It also reflects limited growth prospects and execution risk
related to the company's cost savings programme.

In 2023, Moody's forecasts an adjusted gross debt to EBITDA of 7.3x
which is higher than Moody's expectations. Similarly, Moody's
forecasts an adjusted free cash flow (FCF) to gross debt of 2-3%
which remains low for the B2 rating. Although Moody's expects the
company to improve its financial metrics over the next two to three
years, leverage reduction is subject to execution risk and is
unlikely to return to the levels commensurate with a higher rating
in the next two to three years.

During the pandemic, COVID-19 testing activities boosted
laboratories' earnings and cash flow to record-high levels.
However, since last year, market conditions have deteriorated in
the biology sector. Laboratories are suffering from the rapid
decline in COVID-19 testing revenue, tariff cuts and higher
operating costs. Given the high margins of COVID-19 testing
activities, the loss of COVID-19 testing revenue results in lower
margins for laboratories. At the same time, the ability to pass on
cost inflation to payors is limited because tariffs are regulated
by the different national healthcare authorities. In France (Aa2
stable), slow economic growth and public budget deficits drove cuts
in healthcare services spending in past years. In Moody's view,
there is a risk to revenue growth because of the upcoming new
triennial negotiations (2024-2026) with the Caisse Nationale
d'Assurance Maladie (CNAM).

Moody's expects the regulatory environment will continue to
constrain Inovie's organic growth prospects, and high funding costs
will limit external growth opportunities. Positively, the company
launched a cost savings programme mainly aiming at reducing
personnel expenses which increased in 2022. If successful, it will
improve Moody's adjusted-EBITDA margin to about 37% in 2024 from
33% in 2022.However, in Moody's view, there is execution risk
attached to the cost cuts implementation which could slow the pace
of deleveraging.

Inovie's ratings are supported by (1) the company's market position
and network density in the southern regions of France and Paris;
(2) the positive industry trends; (3) a good EBITDA margin, coupled
with limited capex needs, which should translate into marginally
positive free cash flow and; (4) a management team that holds a
substantial ownership stake in the company.

The rating is constrained by (1) the continuous tariff pressure in
the sector, which will limit organic growth and margin expansion
even if the new triennial agreement (2024-26) provides visibility;
(2) the lack of geographical diversification outside of France and
exposure to one regulatory regime; and (3) the risk of future
debt-funded acquisitions.

RATING OUTLOOK

The stable outlook assumes that the company will maintain credit
metrics in line with the B3 rating in the next 12-18 months.

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

Upward rating pressure could develop if (1) Inovie delivers revenue
and EBITDA growth, such that its Moody's-adjusted gross debt/EBITDA
falls below 6.0x on a sustained basis; (2) its Moody's-adjusted
FCF/gross debt increases to 5% on a sustained basis; (3) its
Moody's-adjusted EBITA/interest expense remains higher than 1.5x on
a sustained basis; and (4) Inovie maintains good liquidity.

Downward rating pressure could develop if (1) Inovie's
Moody's-adjusted gross debt/EBITDA exceeds 7.5x on a sustained
basis; (2) Moody's-adjusted FCF/gross debt turns negative on a
sustained basis; (3) Moody's-adjusted EBITA/interest expense is
below 1.0x; and (4) liquidity deteriorates. Negative rating
pressure could also develop in the event of large debt-financed
acquisitions or distributions to shareholders.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Established in 2009, Inovie Group (Inovie) is a French private
medical laboratory with a strong footprint in the southern regions
of France and Paris. The company provides routine and specialty
testing. Since the first leveraged buyout (LBO) in March 2021,
Ardian and co-investors are majority shareholders, while the rest
is owned by senior management and other biologists.




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

ALLGAIER: Files for Insolvency Year Following Westron Acquisition
-----------------------------------------------------------------
Alexander Huebner at Reuters reports that German automotive
supplier Allgaier, whose customers include Porsche, has filed for
insolvency, a court said on June 21, a year after being sold to a
Chinese investor.

The Goeppingen district court said it had appointed Pluta law
firm's Fritz Zanker as provisional insolvency administrator,
Reuters relates.

Allgaier, which has about 1,700 employees, supplies major car
manufacturers with sheet metal parts and is also active in
toolmaking and process engineering.

In July 2022, China's Westron Group acquired Allgaier, bringing
with it fresh equity capital, after a restructuring starting in
2020 had put it back in the black operationally, Reuters discloses.
However, by the end of 2022, it had missed sales expectations,
Reuters notes.


NIDDA BONDCO: Moody's Affirms B3 CFR & Alters Outlook to Positive
-----------------------------------------------------------------
Moody's Investors Service has affirmed the B3 corporate family
rating and B3-PD probability of default rating of Nidda BondCo GmbH
(STADA or the company). At the same time, the rating agency has
affirmed the Caa2 instrument ratings of the backed senior secured
second-lien global notes due in 2025 issued by the company, and the
B3 instrument ratings of the senior secured term loans, the senior
secured revolving credit facility (RCF) and the backed senior
secured global notes, borrowed by Nidda Healthcare Holding GMBH.
The outlook on all ratings has been changed to positive from
stable.

RATINGS RATIONALE

The change in outlook to positive primarily reflects Moody's
expectation that STADA will continue to have strong operating
performance that will lead to a continued improvement of key credit
metrics, over the next 12-18 months. Over this period of time,
Moody's forecasts that the company's Moody's-adjusted gross
leverage will trend towards 6x, with positive Moody's-adjusted free
cash flow (FCF) generation of around EUR65-75 million, and interest
coverage ratio, defined as Moody's-adjusted EBITA to interest
expense, above 2x.

The B3 rating affirmation considers the company's good business
profile, including a diversified small-molecule generics portfolio,
good geographical diversification and strong over-the-counter (OTC)
portfolio of consumer health products and specialty products.
Moody's expects the company's top line to grow in the mid-to-high
single digit range in percentage terms, over the next 12-18
months.

On the other hand, it considers the company's highly-leveraged
capital structure with a Moody's-adjusted gross leverage of 6.3x
for the last twelve months to March 2023; an historic appetite for
debt-funded acquisitions which could delay deleveraging; and
material exposure to Russia, where the company generated around 14%
of its revenue in the first quarter of 2023, which adds event risks
related to the Russia-Ukraine military conflict, that could
complicate cross-border payments or disrupt the local operations.

Moody's positively views the proactive management of STADA's debt
maturities over the past year, because the company has now fully
addressed its 2024 debt maturities and a large portion of its 2025
debt maturities. Risk management is a governance consideration
under Moody's ESG framework and a key driver for the rating action.
Moody's believes that the company has now greater flexibility to
address the remaining EUR237 million of backed senior notes due in
September 2025, well before maturity.

RATING OUTLOOK

The positive outlook reflects Moody's expectation that STADA will
continue to have a strong operating performance, over the next
12-18 months. The outlook also reflects the rating agency's
expectations of a continued conservative M&A policy mostly focused
on organic initiatives that will support the maintenance of
leverage below 6.5x (Moody's adjusted gross leverage) and
increasing Moody's-adjusted FCF generation.

LIQUIDITY PROFILE

STADA has adequate liquidity, underpinned by cash balances of
EUR506 million as of March 31, 2023, or EUR315 million pro forma
the senior secured term loan raised in early May 2023 to redeem the
portion of its debt. Liquidity is also supported by the rating
agency's expectations of positive annual Moody's-adjusted FCF of
between EUR65-75 million for the next 12-18 months; and access to
its EUR400 million senior secured RCF, which is fully undrawn. At
the end of 2022, the company extended its RCF until May 2026,
however RCF commitments beyond August 2023 have been reduced to
EUR365 million. The RCF is subject to a total debt leverage
covenant of 8.5x, tested quarterly if more than 35% of the facility
is drawn; Moody's expects the company to have sufficient capacity
for this covenant, if tested.

There could be increased volatility in working capital requirements
over the next few quarters if STADA's supply-chain arrangements are
disrupted in Russia, or its Russian accounts receivable collection
period is extended significantly or impairments increase.

STRUCTURAL CONSIDERATIONS

In light of the mixed capital structure, which includes both bank
debt and bonds, Moody's applies a recovery rate of 50% for the
corporate family. The security package is considered weak because
it consists of a pledge on the shares and not on the assets of the
operating subsidiaries.

The B3 ratings of the senior secured term loans, backed senior
secured notes and senior secured RCF reflect the creditors'
first-lien claim over a security package consisting of shares from
operating subsidiaries accounting for at least 80% of group EBITDA.
The Caa2 rating of the backed senior secured second-lien notes
reflects the second-lien claim over the same security package.

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

Upward pressure could arise if STADA continues to deliver a solid
operating performance and maintains conservative and predictable
financial policies, including visibility on M&A strategy and
shareholder distributions. Numerically, this would translate into
the company operating under a Moody's-adjusted gross debt/EBITDA
below 6.5x and a Moody's-adjusted EBITA to interest expense above
2x, both on a sustained basis.

Conversely, downward pressure could develop if STADA's operating
performance deteriorates or its financial policy becomes more
aggressive than in the recent past, leading to its Moody's-adjusted
gross debt/EBITDA incrementing above 7.5x on a sustained basis or
its Moody's-adjusted FCF turning negative. Downward pressure could
also develop if liquidity deteriorates, including if the company
fails to address its 2025 debt maturities at least 12 months prior
to their termination date.

LIST OF AFFECTED RATINGS

Affirmations:

Issuer: Nidda BondCo GmbH

Probability of Default Rating, Affirmed B3-PD

LT Corporate Family Rating, Affirmed B3

BACKED Senior Secured Regular Bond/Debenture, Affirmed Caa2

Issuer: Nidda Healthcare Holding GMBH

Senior Secured Bank Credit Facility, Affirmed B3

BACKED Senior Secured Regular Bond/Debenture, Affirmed B3

Outlook Actions:

Issuer: Nidda BondCo GmbH

Outlook, Changed To Positive From Stable

Issuer: Nidda Healthcare Holding GMBH

Outlook, Changed To Positive From Stable

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

STADA is a Germany-based pharmaceutical company specialised in the
production and marketing of small-molecule generics and OTC
pharmaceutical products. During the twelve months ended in March
2023, STADA generated revenue of EUR3,953 million and company-pro
forma adjusted EBITDA of EUR1,001 million. The company's product
portfolio is reported under three divisions: generics; consumer
healthcare; and specialty, which includes biosimilars and
partnership licensing deals. The company is fully owned by funds
managed by Bain Capital Private Equity (Europe), LLP and Cinven
Partners LLP.


WIRECARD AG: Four Banks Fined for Breaches Related to Scandal
-------------------------------------------------------------
Selina Xu at Bloomberg News reports that Singapore's financial
regulator imposed penalties amounting to a total of S$3.8 million
(US$2.8 million) on four financial institutions for breaches
related to the Wirecard AG scandal.

DBS Group Holdings Ltd., Citigroup Inc., Oversea-Chinese Banking
Corp. and Swiss Life Holding AG were found to have inadequate money
laundering and terrorism financing controls in place when they
dealt with parties linked to Wirecard, the Monetary Authority of
Singapore said in a statement on June 21, Bloomberg relates.

According to Bloomberg, the penalties amount to S$400,000 on
Citibank, S$600,000 on OCBC, S$200,000 on Swiss Life (Singapore),
with the heftiest fine of S$2.6 million imposed on DBS, according
to the statement.

Among its breaches between July 2015 and February 2020, DBS failed
to adequately establish the source of wealth of higher-risk
customers and maintain up-to-date client due diligence and risk
ratings, Bloomberg discloses.  MAS, as cited by Bloomberg, said
Singapore's biggest bank also failed to "adequately inquire into
the background and purpose of unusually large transactions that
were not consistent with its knowledge of the customers or had no
apparent economic purpose".

Wirecard filed for bankruptcy in 2020 after acknowledging that
EUR1.9 billion (US$2 billion) it had listed as assets probably
didn't exist, Bloomberg recounts.  The German firm's units that
operated in Singapore had been asked to cease their payment
activities in 2020, Bloomberg relays.  This week, two former
Wirecard employees were handed prison terms in the city-state, the
first criminal convictions related to the fraud at the firm,
Bloomberg discloses.




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I R E L A N D
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BLACKROCK EUROPEAN VII: Moody's Affirms B2 Rating on Class F Notes
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the following
notes issued by BlackRock European CLO VII Designated Activity
Company:

EUR30,000,000 Class B-1-R Senior Secured Floating Rate Notes due
2031, Upgraded to Aa1 (sf); previously on Mar 8, 2021 Definitive
Rating Assigned Aa2 (sf)

EUR18,000,000 Class B-2-R Senior Secured Fixed Rate Notes due
2031, Upgraded to Aa1 (sf); previously on Mar 8, 2021 Definitive
Rating Assigned Aa2 (sf)

EUR7,000,000 Class C-1-R Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to A1 (sf); previously on Mar 8, 2021
Definitive Rating Assigned A2 (sf)

EUR20,000,000 Class C-2-R Senior Secured Deferrable Fixed Rate
Notes due 2031, Upgraded to A1 (sf); previously on Mar 8, 2021
Definitive Rating Assigned A2 (sf)

EUR23,000,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to Baa2 (sf); previously on Mar 8, 2021
Definitive Rating Assigned Baa3 (sf)

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

EUR240,000,000 Class A-R Senior Secured Floating Rate Notes due
2031, Affirmed Aaa (sf); previously on Mar 8, 2021 Definitive
Rating Assigned Aaa (sf)

EUR22,000,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed Ba2 (sf); previously on Mar 8, 2021
Affirmed Ba2 (sf)

EUR12,000,000 Class F Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed B2 (sf); previously on Mar 8, 2021
Affirmed B2 (sf)

BlackRock European CLO VII Designated Activity Company, issued in
December 2018 and subsequently refinanced in March 2021, is a
collateralised loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured/mezzanine European loans. The
portfolio is managed by Blackrock Investment Management (UK)
Limited. The transaction's reinvestment period will end in July
2023.

RATINGS RATIONALE

The rating upgrades on the Classes B-1-R, B-2-R, C-1-R, C-2-R and
D-R notes are primarily a result of of the benefit of the shorter
period of time remaining before the end of the reinvestment period
in July 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.

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: EUR398.28 million

Defaulted Securities: EUR5.1 million

Diversity Score: 62

Weighted Average Rating Factor (WARF): 2941

Weighted Average Life (WAL): 4.19 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.95%

Weighted Average Coupon (WAC): 3.19%

Weighted Average Recovery Rate (WARR): 43.79%

Par haircut in OC tests and interest diversion test:  0%

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 and swap providers,
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: Once reaching the end of the reinvestment
period in May 2023, 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.

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.


MAN GLG I: Moody's Lowers Rating on EUR12MM Class F Notes to B2
---------------------------------------------------------------
Moody's Investors Service has downgraded the rating on the
following notes issued by Man GLG Euro CLO I Designated Activity
Company:

EUR12,000,000 Class F Deferrable Junior Floating Rate Notes due
2030, Downgraded to B2 (sf); previously on Dec 16, 2021 Affirmed B1
(sf)

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

EUR 219,000,000 Class A-1 (current outstanding amount
EUR212,283,685) Senior Secured Floating Rate Notes due 2030,
Affirmed Aaa (sf); previously on Dec 16, 2021 Affirmed Aaa (sf)

EUR15,000,000 Class A-2 (current outstanding amount EUR14,539,978)
Senior Secured Fixed Rate Notes due 2030, Affirmed Aaa (sf);
previously on Dec 16, 2021 Affirmed Aaa (sf)

EUR42,000,000 Class B-1 Senior Secured Floating Rate Notes due
2030, Affirmed Aaa (sf); previously on Dec 16, 2021 Upgraded to Aaa
(sf)

EUR13,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2030,
Affirmed Aaa (sf); previously on Dec 16, 2021 Upgraded to Aaa (sf)

EUR26,000,000 Class C Deferrable Mezzanine Floating Rate Notes due
2030, Affirmed A1 (sf); previously on Dec 16, 2021 Upgraded to A1
(sf)

EUR22,000,000 Class D Deferrable Mezzanine Floating Rate Notes due
2030, Affirmed Baa1 (sf); previously on Dec 16, 2021 Upgraded to
Baa1 (sf)

EUR22,200,000 Class E Deferrable Junior Floating Rate Notes due
2030, Affirmed Ba2 (sf); previously on Dec 16, 2021 Affirmed Ba2
(sf)

Man GLG Euro CLO I Designated Activity Company, issued in April
2015 and refinanced in April 2018, is a collateralised loan
obligation (CLO) backed by a portfolio of mostly high-yield senior
secured/mezzanine European loans. The portfolio is managed by GLG
Partners LP. The transaction's reinvestment period ended in April
2022.

RATINGS RATIONALE

The rating downgrade on the Class F notes is primarily a result of
the deterioration of the key credit metrics of the underlying pool
and the loss in performing par over the last year.

The credit quality has worsened as reflected in the deterioration
in the average credit rating of the portfolio (measured by the
weighted average rating factor, or WARF) and an increase in the
proportion of securities from issuers with ratings of Caa1 or
lower. According to the trustee report dated May 2023 [1], the WARF
was 3160 compared with 3012 in the May 2022 [2] report. Securities
with ratings of Caa1 or lower currently make up approximately 5.13%
of the underlying portfolio, versus 3.60% in May 2022.

In addition, the over-collateralisation ratios of the rated notes
have worsened since May 2022. According to the trustee report dated
May 2023 the Class A/B, Class C, Class D, Class E and Class F OC
ratios are reported at 135.02%, 123.61%, 115.37%, 108.09% and
104.53% compared to May 2022 levels of 135.93%, 124.71%, 116.57%,
109.36% and 105.83%, respectively.

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.

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: EUR373,696,028

Defaulted Securities: EUR14,306,523

Diversity Score: 66

Weighted Average Rating Factor (WARF): 2964

Weighted Average Life (WAL): 3.73 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.68%

Weighted Average Coupon (WAC): 5.39%

Weighted Average Recovery Rate (WARR): 43.84%

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.

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.

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. 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.




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

VROON: Norton Rose Fulbright Advises on Parallel Restructuring
--------------------------------------------------------------
Global law firm Norton Rose Fulbright has advised a committee of
secured creditors on the first-of-its-kind restructuring of
international shipping company Vroon, which completed on June 12,
2023.

This was the first restructuring to be carried out using a parallel
English scheme of arrangement and Dutch WHOA plan.

This restructuring involved certain lenders receiving
participations in a new syndicated secured facility, while other
lenders had their facilities amended as well as a debt-for-equity
swap.

Vroon operates and manages a fleet of over 100 vessels and is
headquartered in the Netherlands. Norton Rose Fulbright has been
advising the lenders on their circa $900 million of exposure for a
number of years.

The team was led by Partners James Stonebridge, Omar Salah and
Richard Howley. A separate team acted for GLAS as agent and was led
by Partners Kirstin Russell and Yke Lennartz. The team was
supported by over 120 lawyers from London, Newcastle, Paris,
Amsterdam, Luxembourg, New York, Canada, Singapore, Thailand and
Italy, and involved teams from restructuring, shipping, corporate,
disputes, pensions, antitrust and competition, and tax.

James Stonebridge, who led from London, commented:

"We are delighted this restructuring has now come to a successful
conclusion. This was a fascinating and complex deal to work on, and
again highlights our market leading practice in shipping
restructuring assignments."

Omar Salah, who led from Amsterdam, commented:

"It has been a privilege to work on the first-ever Dutch WHOA
proceeding with a parallel English scheme of arrangement. This
matter showcases that we are at the forefront of ground-breaking
global restructurings. We are grateful to our clients for
entrusting us with their most complex cross-border
restructurings."

The core team acting for the committee included: Gemma Long, Manhal
Zaman, Jade Porter, Nicole McKenzie, Symone Malcolm, Matthew
Roderick, Julie Walton and Oliver Webber in London; Wouter
Hertzberger, Saskia Blockland, Bart Le Blanc, Mei Land Man,
Florence Elias, Rachid Chetouani, Joel Lozeman, Bas van Hooijdonk,
Jan de Wit and Joeri Noteborn in Amsterdam; Brian Devine and Julie
Pateman Ward in New York; Gennaro Mazzuoccolo, Leone Sgaravatti and
Chara Conti in Milan; Sue Ann Gan and Zara Ann Loh in Singapore;
David Bain and Robert Hanson in Vancouver; Tassanai Kiratisountorn
and Anuwat Chaisakdanukoon in Bangkok; Stéphane Braun and
Charlene Thibaudon in Luxembourg; and Alexandre Roth and Emilie
Jacques in Paris. The core team acting for GLAS included Susan
Rose, Andrew Coote and Koen Durlinger.

Norton Rose Fulbright's global restructuring lawyers advise on many
of the most significant cross-border bankruptcy, restructuring and
insolvency cases involving complex multi-jurisdictional issues and
regional insolvency laws. The team acts for a full range of in all
key industry sectors including: transport; energy, infrastructure
and resources; consumer markets; financial institutions; life
sciences and healthcare; and technology. With more than 50 offices
in over 30 countries, the multilingual and culturally proficient
130+ strong team of restructuring lawyers have the experience to
address issues posed by local laws and customs when cases cross
borders.




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

FASTPARTNER AB: Moody's Puts 'Ba1' CFR on Review for Downgrade
--------------------------------------------------------------
Moody's Investors Service has assigned a new long term corporate
family rating of Ba1 to Fastpartner AB and placed it on review for
downgrade. The outlook has been changed to ratings under review
from negative.

Moody's has withdrawn Fastpartner's long term issuer rating of Baa3
following its assignment of the Ba1 CFR, as per the rating agency's
practice for corporates with non-investment-grade ratings.

RATINGS RATIONALE

The assignment of the Ba1 CFR reflects the rapid increase in
interest rates combined with subsequently challenging capital
markets with widening credit spreads, that is continuing to
significantly increase funding costs reflected in weakening
interest coverage ratios. Fastpartner has addressed refinancing
needs during the last couple of months with secured bank financing,
resulting in fixed charge cover ratios below the requirements for
the current rating category at around 2.5x as of Q1 LTM 2023. While
rental income continues to moderately grow, interest cover is
expected to deteriorate further to 1.8-2.1x the next coming 18
months, as higher earnings are insufficient to fully offset higher
interest expense from the refinancing of maturing debt. In
addition, leverage has been persistently high at 47% with limited
visibility to improve soon close to the 45% that have been expected
to maintain the Baa3 rating. Given the difficult economic
environment, future disposals if any are uncertain and not expected
and property valuations are under continued downwards risk.
Unencumbered assets are expected to decrease to 23-27% which is low
and limiting the availability to liquidity in case of need.

Net debt/EBITDA was 13x for Q1 LTM 2023 still above the level of
11x that was expected for the Baa3 rating. Going forward, and as a
result of further net rental growth because of inflation linked
rents in a material part of the portfolio and no significant
negative impact on occupancy Moody's expect net debt/EBITDA to
improve to hover around 11x. However, and as a consequence of
potential further property valuation declines, Moody's expect
Moody's-adjusted debt/ gross assets to hover around 50-51% assuming
no meaningful divestments, no support from the majority shareholder
Compactor, dividend reductions or other measures to mitigate
potential valuation declines of the property portfolio, which
positions the company weakly in the Ba1 rating category.

Moody's expects Fastpartner's operating performance to remain solid
over the coming quarters with further net rental growth because of
inflation linked rents in a material part of the portfolio or the
ability to renegotiate rents. However, these improvements in
Moody's view are unlikely to be sufficient to offset pressure on
valuations and from higher funding costs.

The review for downgrade will focus on the following points.

During the review process, Moody's will focus on (i) how the
company will adjust its financial policy in the context of
continuing rising interest rates and more specifically the options
to hedge and plans to sustain EBITDA interest coverage at or above
2.5x, (ii) the strategy to create a buffer in effective leverage to
digest market value declines in its property portfolio that Moody's
believe are inevitable in the current economic environment; and
(iii) liquidity management for the upcoming bond maturity of SEK1.1
billion in Q1 2024 and the four revolving credit facilities
amounting to SEK2.2 billion coming up in Q4 2024; and (iiii)
sufficiency of headroom of the financial covenants in bank loan and
bond documentation, and here in particular the interest coverage
ratio.

Moody's expects to conclude the rating review within the next
weeks.

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

Moody's could downgrade the ratings further in case of further
tightening headroom under financial covenants, inability to
proactively address upcoming debt maturities or further
deteriorating credit metrics.

LIQUIDITY

Liquidity is adequate, cash, expected cash-flow and committed RCF
is 70% higher than uses. Fastpartner is facing significant
liquidity outflows over the next 18 months of in total around
SEK2.7 billion (largely maturing bank debt, commercial paper and
capex). Fastpartner has debt maturities of SEK1.9 billion
corresponding to 12% of total debt during the next 18 months.
Estimations of Q1 2023 include access to around SEK3.7 billion of
liquidity, including cash of SEK227 million (including late
payments) and SEK3.4 million of undrawn committed facilities which
largely covers the liquidity outflows. Additionally, Moody's expect
the company to generate cash flow of about SEK841 million. However,
there is a sizeable maturity wall starting from 2025, which needs
to be addressed early on – and which could put further pressure
on coverage ratios in case capital markets have not improved, and
interest rates have not eased from current levels.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS

Governance risks are highly negative taken into consideration that
Fastpartner's policy for leverage is aggressive, the limited
hedging levels that limit Fastpartner's ability to adopt to the
current environment with continuously increasing interest rates
which is factored into management credibility and track-record.
Moody's also factor in key man risk and sustainable liquidity
management and its refinancing activities into Moody's assessment
of Financial Strategy and Risk Management.

Fastpartner is a medium-sized real estate company in Sweden's
fragmented real estate market. It has a clear business model that
focuses on acquiring, developing and investing in office properties
in the Greater Stockholm area, Sweden's most attractive property
market, which represents around 80% of the company's rental value.
Fastpartner focuses on office buildings in attractive inner-city
locations and on the fringe to CBD locations and good secondary
locations. The company's portfolio also includes properties in
Goteborg and Malmo, and in medium-sized cities such as Gavle,
Uppsala and Norrkoping. The second-largest management unit after
Stockholm is Gavle, accounting for 9% of rental value. Other asset
classes prioritised by the company are industrial, logistics and
warehouse properties. Fastpartner has five large, well-located
logistics properties close to important infrastructure hubs,
located in proximity to Goteborg, Stockholm or the main
transportation routes.

The principal methodology used in these ratings was REITs and Other
Commercial Real Estate Firms published in September 2022.




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

ADASTRA ACCESS: Enters Administration, 38 Jobs Affected
-------------------------------------------------------
Grant Prior at Construction Enquirer reports that specialist access
equipment supplier Adastra Access Ltd has gone into administration
with the loss of 38 jobs.

Blair Nimmo and Alistair McAlinden from Interpath Advisory took
charge of the Glasgow based business on June 20, Construction
Enquirer relates.

Adastra provided mast climbing work platforms and suspended cradles
to main contractors operating across commercial and residential
construction, maintenance and refurbishment.

According to Construction Enquirer, Interpath said historically the
company enjoyed a strong order book, with a number of successful
large-scale projects across the United Kingdom, over recent years
it had been faced with "significant operational, health & safety
and financial challenges, which resulted in trading losses and
significant cash flow pressure."

The administrator added: "Despite a recent injection of funding
from the company's shareholder and the exhaustive efforts of the
directors to safeguard the future of the business, the financial
position of the company deteriorated such that the business was no
longer considered viable, and the directors have taken the very
difficult decision to appoint administrators.

"The company has now ceased to trade and, as such, it is with
regret that the administrators have made 38 employees redundant,
with two being retained in the short term to help the
administrators."

"The collapse of Adastra Access Limited is another indicator of the
challenges and economic headwinds currently facing the Scottish and
UK construction sector and in particular, subcontractors,"
Construction Enquirer quotes Blair Nimmo, chief executive of
Interpath Advisory and joint administrator, as saying.

"The directors fought hard to save this business, but it was
ultimately impossible to mitigate the impacts of labour shortages,
rising costs and delays to customer projects."


CLARA.NET HOLDINGS: Moody's Cuts CFR to B3, Outlook Remains Stable
------------------------------------------------------------------
Moody's Investors Service has downgraded the corporate family
rating of Clara.net Holdings Limited (Claranet or the company) to
B3 from B2 and the probability of default rating to B3-PD from
B2-PD. Concurrently, the rating agency has downgraded to B3 from B2
the backed senior secured first-lien bank credit facilities ratings
of Claranet Group Limited. The outlook on all ratings remains
stable.

RATINGS RATIONALE

The downgrade of Claranet's CFR to B3 from B2 reflects the
company's weaker than expected operating performance and cash
generation over the last twelve months. It also reflects Moody's
expectation for lower interest and free cash flow coverage ratios
compared to the rating agency's previous estimates.

Claranet's credit metrics have weakened due to cost inflation and
the time lag in passing through price increases to the customers,
as well as the underperformance in the UK business, which is
currently being restructured. At the end of March 2023, the rating
agency estimates that Moody's-adjusted leverage for Claranet stood
at 6.9x pro forma for the recent acquisitions, a material increase
from the 6.4x in fiscal 2022, ended June 2022. While the company's
balance sheet debt increased by over GBP50 million since the end of
fiscal 2022, as the revolving credit facility (RCF) was utilised to
fund bolt-on acquisitions, company-adjusted EBITDA only marginally
increased to GBP77 million from GBP76 million due to a combination
of (i) slowing overall revenue growth amid a challenging
macroeconomic environment, and (ii) inflationary pressures on the
company's cost base, particularly labour and energy costs.

Moody's expects Claranet's revenues to grow organically in the low
and mid-single digit percentages over fiscal 2023 and 2024,
respectively. Revenue growth will be driven by inflation-linked
price adjustments and generally favourable demand fundamentals,
supported by the continuous need for companies to digitize their
operations. The rating agency forecasts company-adjusted EBITDA to
grow towards GBP80-GBP82 million and GBP88-GBP90 million in fiscal
2023 and fiscal 2024, respectively, driven by organic top-line
growth, cost management initiatives and the contribution of
acquisitions completed in the first half of fiscal 2022 as well as
new potential ones. However, given the additional debt taken on
over the last few quarters, the rating agency now expects
Claranet's financial leverage to remain above 5.5x at the end of
fiscal 2024.

In the last twelve months (LTM) ended March 2023, Moody's estimates
that Claranet had a negative free cash flow (FCF) generation owing
to (i) increased capital expenditures, (ii) higher interest costs
and restructuring expenses, partially related to the acquisitions
completed during the year, and (iii) working capital outflows.
Despite the forecasted improvement in profitability and reduction
in capital expenditures after the completion of a one-off real
estate project, Moody's expects the company's free cash flow to
remain negative in fiscal 2023 and 2024 before turning slightly
positive in fiscal 2025. Rising interest rates will inflate the
company's interest expenses resulting in Moody's adjusted EBITA to
interest likely remaining between 1.0x and 1.5x over the next 12 to
18 months.

More positively, the B3 CFR reflects (1) the company's good
position as one of the top 20 IT services companies across the UK,
France and Portugal; (2) positive underlying market growth dynamics
for cloud solutions and cybersecurity, although partially offset by
slower growth segments; and (3) its good geographical
diversification across Europe and the Americas.

RATING OUTLOOK

The stable outlook reflects Moody's expectation that Claranet's
revenue and EBITDA will return to growth, leading to a gradual
reduction in leverage over the next 12-18 months. The stable
outlook also incorporates the rating agency's assumption that there
will be no transformational M&A and no deterioration in the
liquidity profile of the group.

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

A rating upgrade would depend on a consistent and sustained
improvement in the underlying operating performance of the group,
together with adherence to a conservative financial policy. Upward
rating pressure could materialise should Claranet:

record solid like-for-like revenue and EBITDA growth on a
sustained basis; and

reduce Moody's-adjusted debt/EBITDA sustainably below 5.5x; and

improve Moody's-adjusted FCF/debt towards the solid mid-single
digits in percentage terms on a sustained basis; and

improve Moody's-adjusted EBITA/Interest above 1.5x

Conversely, Moody's would consider a rating downgrade if:

the company's free cash flow generation remains negative for a
prolonged period of time; or

Moody's-adjusted EBITA/Interest decreases below 1x; or

liquidity weakens

ESG CONSIDERATIONS

In terms of governance, Moody's notes the concentrated ownership
structure with the company's founder, along with his family and
other private investors, owning more than 75% of the equity. More
positively, the rating agency notes the company's prudent
medium-term net leverage target of 3.5x-4.5x.

LIQUIDITY

Moody's considers Claranet's liquidity as adequate. At the end of
March 2023, the group had a cash balance of GBP35 million and EUR25
million available under its EUR75 million committed RCF due in July
2026. The company's term loans and RCF are subject to a senior
secured maintenance net leverage covenant set at 6.6x. Moody's
expect the headroom under the covenant to remain ample (March 2023:
4.5x).

Claranet has no debt maturities in the near term, with the EUR290
million and the GBP80 million first lien term loans maturing in
July 2028.

STRUCTURAL CONSIDERATIONS

The B3 ratings on the first-lien term loans and the pari passu RCF
are in line with the CFR and reflect the pari passu nature of these
instruments. The credit facilities are guaranteed by material
subsidiaries representing at least 80% of consolidated EBITDA. The
Brazilian operations are excluded from the calculation of the
guarantor coverage test and the subsidiaries generating negative
EBITDA are accounted as nil. Security package includes shares,
intercompany receivables, bank accounts and an all-asset floating
charge in respect of any obligor incorporated in England and
Wales.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Founded in 1996 and headquartered in London, Claranet is a global
IT service company supporting its client base in digital
transformation projects. The company is a managed service provider
(MSP) offering mainly cloud, network, cybersecurity and workplace
solutions. Focusing on the mid-market and the sub-enterprise
segments, the group operates across Europe and the Americas and
holds a leading position in its core countries, namely the UK,
France and Portugal.

In the 12 months that ended March 2023, Claranet reported revenue
of GBP482 million and company-adjusted EBITDA of GBP77 million. The
founder, Charles Nasser, along with his family members and other
private investors, represents the key shareholder in the group with
an equity stake of 76%. Minority shareholders in the business
include private equity funds Tikehau Capital and Partners Group.


COGNITA: Moody's Rates Amended First Lien Term Loans 'B3'
---------------------------------------------------------
Moody's Investors Service has assigned B3 instrument ratings to
Lernen Bidco Limited's (Cognita) amended & extended GBP907
Euro-equivalent million senior secured first-lien term loan B2 and
the upsized GBP195 million senior secured first-lien multi-currency
revolving credit facility (RCF), both with springing maturity
linked to the second-lien term loan B due in January 2027. Once the
second-lien facilities have been redeemed, upon maturity or prior,
the maturity of the first-lien term loan would be extended to April
2029 and that of the first-lien RCF to October 2028. Upon
completion of the contemplated refinancing transaction, the new
facilities will replace the existing first-lien term loan B and
RCF. All other ratings and outlook assigned to Cognita remain
unaffected.

RATINGS RATIONALE

The assignment of the B3 instrument ratings to Cognita's amended
and extended first-lien facilities reflects Moody's expectation
that the group will successfully complete the contemplated
refinancing transaction, thereby initially extending the tenure of
its existing first-lien term loan B and RCF by more than one year
to December 2026 and October 2026, respectively, with a further
extension to April 2029 in case of the term loan and October 2028
for the RCF once the second-lien facilities have been repaid. This
extension is credit positive as it proactively addresses the
refinancing risk related to Cognita's upcoming first-lien debt
maturities in 2025 which could otherwise have resulted in negative
rating pressure as the maturity dates come closer.

Cognita's B3 CFR continues to reflect the group's elevated
financial leverage, with a Moody's-adjusted Debt/EBITDA of 9.4x at
the end of the twelve months period ended February 2023, pro forma
for previously completed acquisitions. Although Cognita's leverage
remains very high for the rating category, it has significantly
decreased over the past six months from 12.4x at financial year-end
August 31, 2022. Over the next 12-18 months, Moody's forecasts
Cognita's leverage to decrease further towards 8.0x, thereby
positioning the rating more adequately in the B3 rating category.

Cognita's B3 CFR further reflects (1) its position as an
established operator in the fragmented private-pay K-12 education
market, with a geographically diversified portfolio of more than
100 schools in 16 countries; (2) the track record of good organic
revenue and EBITDA growth; (3) the high degree of revenue and cash
flow visibility from committed student enrolments; and (4) the
barriers to entry through regulation, brand reputation and a
purpose-built real estate portfolio.

Conversely, the CFR is constrained by (1) Cognita's record of
relatively aggressive financial policy that has resulted in very
high financial leverage, weak interest coverage and free cash flow
generation; (2) the concentration risk within the top ten schools
still accounting for over half of group EBITDA; (3) its reliance on
its academic reputation and brand quality in a highly regulated
environment; and (4) the group's exposure to changes in the
political, legal and economic environment in emerging markets.

ESG CONSIDERATIONS

Cognita's ratings factor in certain governance considerations such
as the private ownership structure with the majority of shares
owned by Jacobs Holding AG and minority shareholder BDT Capital
Partners and Sofina. The ratings further reflect Cognita's record
of relatively aggressive financial policy which is tolerant of high
leverage and a debt-funded growth strategy.

RATING OUTLOOK

The stable outlook reflects Moody's expectation that Cognita will
continue to achieve good organic revenue and EBITDA growth and as a
result gradually reduce its financial leverage towards 8.0x over
the next 12-18 months. The outlook further assumes that liquidity
remains at least adequate and Cognita will follow a more moderate
financial policy going forward.

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

Upward pressure on the rating could develop if Moody's adjusted
Debt/EBITDA sustainably decreases below 7.0x, Free Cash Flow
generation turns positive on a sustainable basis, and liquidity
remains adequate.

Downward pressure on the rating could arise if Cognita is not able
to organically grow its revenue and EBITDA on a sustainable basis,
Moody's adjusted Debt/EBITDA fails to decrease towards 8.0x,
EBITA/Interest Expense sustainably declines below 1.0x, Liquidity
weakens with limited availability under the RCF and substantially
negative Free Cash Flows. Any materially negative impact from a
change in any of the group's schools' regulatory approval status
could also pressure the ratings.

LIQUIDITY ANALYSIS

Moody's considers Cognita's liquidity to be adequate. On February
28, 2023, the group had GBP177 million of cash on balance sheet of
which around 40% are held at local operations that in some cases is
not readily available to the wider group, although can be
repatriated via dividends and used to fund local development
projects. The group's liquidity is further supported by its fully
undrawn RCF which is expected to be upsized to GBP195 million with
maturity initially extended to October 2026, with springing
maturity in October 2028.

The RCF is subject to a springing net first-lien leverage covenant
tested when the facility is drawn down for more than 50%. At the
end of February 2023, the company had sufficient headroom under the
covenant and Moody's expects this to continue to be the case.

STRUCTURAL CONSIDERATIONS

Pro forma for the contemplated refinancing transaction, the B3
instrument ratings assigned to the senior secured first-lien term
loan B and the pari passu ranking RCF rank in line with the B3 CFR,
despite the priority position of these facilities ahead of the
EUR130 million second-lien financing, reflecting the group's very
high level of leverage.

The security package provided to the first-lien lenders is
relatively weak and limited to a pledge over shares, bank accounts
and intercompany receivables, as well as guarantees from operating
companies (80% guarantor test) and a floating charge provided by
the English borrower.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Cognita is an established operator in the global private-pay K-12
education market with headquarters in London. The group operates
more than 100 schools across 16 countries in Europe, Asia, North
America, Latin America and the Middle East, offering primary and
secondary private education. Founded in 2004, the group has rapidly
grown through acquisitions and capacity expansion to nearly 100,000
students enrolled across its institutions. During the twelve months
to February 28, 2023, Cognita generated GBP743 million of revenue
and a company-adjusted EBITDA of around GBP186 million. The group
is majority-owned by Jacobs Holding AG with minority shareholders
BDT Capital Partners and Sofina.


EMPIRE PROPERTY: Owes Subcontractors More Than GBP500,000
---------------------------------------------------------
Grant Prior at Construction Enquirer reports that Doncaster-based
residential developer Empire Property Concepts Ltd went into
administration owing suppliers and subcontractors more than
GBP500,000.

An update from administrator Opus Restructuring Llp has revealed
the scale of debts left by the failure of the firm in April,
Construction Enquirer relates.

Empire Property Concepts Ltd changed its name to MCIOD Limited days
before Metro Bank called in the administrators, Construction
Enquirer notes.

The administrators report filed at Companies House is signed-off by
Empire director Paul Rothwell who is also listed as a director of a
series of other businesses mainly based at the same Doncaster
address, Construction Enquirer states.

According to Construction Enquirer, the Opus report said: "Prior to
administration, it was understood that the company had 35 members
of staff or contractors.

"On attending the company's trading address the joint
administrators were provided with correspondence indicating that
the company's employees were transferred in accordance with the
TUPE Regulations to a connected company FFH Admin."


ILKE HOMES: Set to Go Into Administration, Seeks Buyer
------------------------------------------------------
Business Sale reports that modular homes builder, Ilke has filed a
notice of intention to appoint an administrator and has given
itself two weeks to find buyer.

The North-Yorkshire based firm has filed the notice to give it 10
working days protection from creditors who want to recover loans
from the company, Business Sale relates.

According to Business Sale, a spokesperson for the firm said: "On
Tuesday 20th June Ilke Homes filed a Notice of Intention to appoint
administrators.

"This is a protective measure in the best interests of all parties
based on the financial position of the company. Ilke Homes
continues to progress conversations with investors regarding
securing the company's future and further updates will follow as we
have them."

The company, which says it has been hit by volatile economic
conditions, and issues with the planning system was late to file
accounts this spring, even though it had secured GBP100 million of
funding in the December before, Business Sale discloses.  In the
most recent published accounts to March 31 2021, Ilke reported a
loss of GBP41.3 million of turnover of just GBP27.5 million,
Business Sale notes.

According to reports, Ilke, as cited by Business Sale, said that it
delayed filing its accounts to avoid adding a minor cautionary note
to the accounts statements, however, after the firm's investors
intervened and indicated that they were unhappy with the rate of
cash burn at the organisation, they put a stop to production and
commenced a full sale process.

Ilke Homes is reported to be in talks with up to 15 investors
regarding the sale, however there has not yet been a confirmed
deal, Business Sale states.


PEPCO GROUP: Moody's Assigns 'Ba3' CFR, Outlook Stable
------------------------------------------------------
Moody's Investors Service has assigned a Ba3 corporate family
rating and Ba3-PD probability of default rating to Pepco Group N.V.
Concurrently, Moody's has assigned a Ba3 instrument rating to the
new EUR300 million backed senior secured notes due 2028 to be
issued by PEU (FIN) Plc a subsidiary of the Pepco group. The
outlook on the ratings is stable.

The company will use the proceeds from the issuance of the senior
secured notes alongside EUR12 million of cash on balance sheet to
refinance the outstanding EUR300 million term loan A due April 2026
and fund fees and expenses related to the refinancing transaction.

RATINGS RATIONALE

"The Pepco group's Ba3 CFR reflects (1) the company's increasing
geographical diversification across Europe supported by its
ambitious store opening programme, (2) its leading position in the
apparel and general merchandise discount retail market in Central
and Eastern European (CEE) region and fast-moving consumer goods
(FMCG) discount retail market in the UK, (3) its limited Moody's
adjusted gross leverage of 2.5x as of March 31, 2023 with expected
improvement over the next three years driven by sustained
like-for-like revenue growth and contribution from new stores and
moderately improving profitability which will more than offset
increases in lease obligations, and (4) its adequate liquidity
position supported by the upsized revolving credit facility to
EUR390 million together with its cash balance", says Sebastien
Cieniewski, a Moody's Vice President – Senior Credit Officer and
lead analyst for the Pepco group.

However, the Ba3 CFR also takes into consideration (1) the
execution risks related to the company's accelerated store opening
strategy in Western Europe (outside of the UK) where the company
will face large and established competitors, (2) the absence of any
meaningful free cash flow (FCF) projected over the period from
fiscal year ending September 30 (FY) 2023 to FY 2025 as most of the
cash flow from operations after lease repayments will be reinvested
in the expansion of the store network and existing stores refits,
and (3) the complexity of the Pepco group's organizational
structure due to the company's majority ownership by Steenbok Newco
3, Ltd (NewCo 3), which carries a large amount of debt (legally
ringfenced from the Pepco group) and is ultimately owned by
Steinhoff International Holdings N.V. (a vertically integrated
global retailer that underwent a debt restructuring process in 2019
triggered by the accounting irregularities discovered in 2017).

The Pepco group's credit profile is supported by the company's
strong growth prospects over the next three years. Moody's
projected growth at mid-teens in percentage terms will be driven by
an acceleration of net store openings at around 550 per annum
compared to an average of 374 net new stores between FY 2018 and FY
2022 as well as sustained like-for-like sales growth at around
mid-single-digit rates for the Pepco brand and low single-digit
rates for Poundland in the UK.

The rating agency considers that the Pepco group's sales should
remain resilient in the current challenging consumer environment
where high inflation has been negatively impacting disposal income
supported by its value for money positioning. The majority of store
openings will be in Western Europe (outside of the UK) which will
contribute to the geographical diversification of the company as
Poland and the UK still accounted for 56% of group sales in the
first half of FY 2023. Such expansion includes a degree of risk due
to the relatively more mature nature of the overall retail market
in Western Europe and the already well-established presence of
large discounters in the region.

ENVIRONMENTAL, SOCIAL, GOVERNANCE CONSIDERATIONS

Governance considerations are a key driver of the rating action in
accordance with Moody's ESG framework. The Pepco group is publicly
listed and has a clearly defined strategy of network expansion
while maintaining net leverage (as reported by the company post
IFRS 16) at below 2.5x. However, it has a complex corporate
structure reflected by a large amount of financial liability
sitting outside of the Pepco Group N.V.'s restricted group. NewCo
3, the indirect parent of Pepco Group N.V. owning 72% of the
company's shares, had third-party first lien and second lien
payment-in-kind (PIK) notes amounting to EUR5,916 million as of
March 31, 2023.

Moody's recognizes that Pepco group is subject to legal
restrictions limiting its ability to raise debt, does not guarantee
or provide security for the benefit of its indirect parent NewCo
3's creditors. However, in Moody's opinion, the complexity of the
corporate structure entails some risks including corporate events,
including the insolvency of its parent entities, that may damage
the company's reputation, brand or creditor and supplier trust.

STRUCTURAL CONSIDERATIONS

The new senior secured notes rank pari passu with the company's
EUR250 million term loan B due April 2026 and EUR390 million
revolving credit facility. These facilities have a weak security
package consisting of share pledges and benefit from a
comprehensive guarantor coverage subject to local limitations - for
the twelve months ended March 31, 2023, guarantors generated 77% of
revenues, 81% of underlying EBITDA, and accounted for 80% of gross
assets. The Ba3-PD PDR, in line with the CFR, reflects the mix of
bank debt and bonds in the capital structure. The Ba3 rating on the
new senior secured notes, in line with the CFR, reflects the fact
the absence of liabilities ranking ahead or behind and the fact
that Moody's ranks the debt facilities in line with operating
subsidiaries' unsecured liabilities, including lease rejection
claims.

LIQUIDITY PROFILE

Pro forma for refinancing of the EUR300 million term loan A due
April 2024, Moody's considers that the Pepco group benefits from an
adequate liquidity position supported by its cash balance of EUR261
million and EUR300 million availability under the upsized EUR390
million revolving credit facility due 2026 (to be upsized
concurrently to the issuance of the new senior secured notes from
EUR190 million) as of March 31, 2023. This liquidity is sufficient
to address the seasonality of the company's operations and the
absence of meaningful FCF. The company will benefit from ample
headroom under its financial maintenance covenants included in the
credit facilities agreement set at a maximum 2.8x net leverage and
a minimum 3.5x interest cover tested semi-annually – both ratios
are calculated on a pre-IFRS 16.

OUTLOOK

The stable outlook on the Pepco group's ratings reflects Moody's
assumption that the company will execute on its growth strategy,
moderately improve its margins, and self-fund its expansion thus
supporting de-leveraging towards 2.0x over the next three years.

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

Positive ratings pressure could arise if the Pepco group
demonstrates solid execution of its accelerated store network
expansion; continues to generate strong like-for-like revenue
growth and experiences a recovery in profitability; maintains its
Moody's adjusted gross debt-to-EBITDA at or below 3.0x with a
balanced financial policy focused on re-investment of cash flows
into the business instead of shareholder distributions and
generates positive FCF generation; there is a meaningful reduction
in NewCo 3's shareholding in Pepco Group N.V.; and the company
maintains a good liquidity position.

Negative ratings pressure could arise if the Pepco group's
operating performance deteriorates materially because of negative
like-for-like sales growth or a material decrease in profit
margins; the financial policy becomes more aggressive including
through meaningful shareholder distributions; FCF is negative on a
sustained basis; Moody's adjusted leverage increases above 4.0x; or
the company experiences a weakening of its liquidity position.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

The Pepco group owns and operates a multi-format, pan-European
variety discount retail business with more than 4,000 stores across
19 countries. It offers a combination of apparel, homeware led
general merchandise and FMCG at market leading prices under three
brands Pepco, Poundland, and Dealz. Pepco Group N.V. is listed on
the Warsaw Stock Exchange since 2021.


PLAYTECH PLC: Moody's Ups CFR to Ba2 & Rates New EUR300MM Notes Ba2
-------------------------------------------------------------------
Moody's Investors Service has upgraded Playtech Plc's corporate
family rating to Ba2 from Ba3, as well as the company's probability
of default rating to Ba2-PD from Ba3-PD. Concurrently, Moody's
assigns Ba2 rating to the proposed issuance of a new EUR300 million
backed senior secured notes due 2028 (the "transaction"), expected
to be placed on June 21, 2023. The rating of the existing EUR350
million backed senior secured notes due 2026 was also upgraded to
Ba2, while no action was taken on the Ba3 rating of the existing
EUR200 million backed senior secured notes due 2023 which is
expected to be refinanced. The rating outlook has changed to stable
from positive.

Moody's understands that the proceeds from newly issued notes will
be used to refinance the EUR200 million maturity due in October
2023, fully repay current drawings under the EUR277 million
revolving credit facility, and increase available cash on balance
sheet.

"Playtech continued to post strong trading performance and the
company has consistently delivered results above Moody's forecasts
with 2022 revenues above pre-COVID levels; Moody's expect
mid-single digit revenue growth, underpinned by an advanced and
modular technology platform that supports different needs from
gambling operators facing tightening online regulation, scaling its
Live Casino investments to benefit from the fastest growing segment
of online gambling and expansion into the fast growing markets of
North and Latin America through a portfolio of structured
agreements" says Stefano Cavalleri Vice President - Senior Analyst
and lead analyst for Playtech.

RATINGS RATIONALE

The rating upgrade reflects Moody's assessment of the revenues and
EBITDA in 2022 and recent guidance provided by the company in May
2023 following positive trading through the first four months of
the year. The positive rating action also reflects the proposed
transaction would improve Playtech's liquidity compared to Moody's
prior base case of debt maturity repayment with available cash.

Playtech Ba2 rating is supported by its (1) strong market position
in the largest regulated gambling markets in Europe (UK and Italy)
combined with rapid growth in newly regulated and still developing
markets in the Americas; (2) embedded software platforms with
large, established and diversified gaming operators; (3) well
positioned B2B division to tap into gaming operators' increasing
interest to outsource product development and content creation, as
well as compliance and affordability checks processes required by
the regulators; (4) strong retained cash flow generation and
conservative debt management - Moody's adjusted gross leverage of
1.9x (2022 year end,  pro-forma for the transaction).

However the rating also reflects (1) a high degree of customer
concentration in the B2B division of the business, as well as some
exposure still to unregulated markets in Asia; (2) a highly
competitive operating environment, with new companies and/or
technologies as well as the risk that insourcing could become
attractive the larger the gaming operator becomes;  (3) cash
outflows to support earlier stage partnerships whereby Playtech is
effectively the beneficiary of the majority of the revenues; (4)
noteholders are not guaranteed to benefit from the cash windfall in
the event of Playtech's partner exercising their buy-out right of
the JV operations (5) the ongoing threat of more stringent
regulatory requirements or increase in taxes particularly in Italy
where gambling taxes are important to offset the national budget
deficit.

LIQUIDITY

Moody's considers Playtech's liquidity position to be good. Post
transaction liquidity would be supported by (1) positive
Moody's-adjusted FCF generation, expected to exceed EUR130 million
in 2023; (2) pro-forma cash (excluding cash held on behalf of
clients) of approximately EUR322 million as at 30 December 2022 and
(3) EUR277 million RCF facility fully available.

Albeit post the transaction, no debt maturities are required to be
met until March 2026, Moody's notes that the Italian B2C business
would require to renew its licenses in 2025 which is expected to
generate a cash outlay of EUR250-300 million (payment timing still
unclear as licenses fees could be become an annual payment instead
of lump sum split across two years as done in the prior tender).

The RCF facility has financial covenants which have significant
headroom - 3.5x Net Debt/Adjusted EBITDA and 4.0x Adjusted
EBITDA/Interest cover.

STRUCTURAL CONSIDERATIONS

The rating of all debt instruments after the refinancing will be in
line with the CFR reflecting a single debtor class in the capital
structure.

The notes and the RCF rank pari-passu and are secured mainly
against share pledges of certain companies of the group, including
SNAITECH S.p.A. The RCF is guaranteed by material subsidiaries
representing at least 75% of consolidated EBITDA and 55% of gross
assets, and this extends to the notes via the inter-creditor
agreement for as long as the RCF remains in place. SNAITECH S.p.A.,
however, is not a guarantor.

RATIONALE FOR THE STABLE OUTLOOK

The stable rating outlook reflects Moody's expectation that the
company will continue to grow at a high single digit. Revenue
growth and margin expansion is to be achieved from new service
offerings in the B2B division, the high probability to enter into
new structured agreements/partnerships with local players in
markets soon to be locally regulated, increase in online
penetration in Italy and growth in North America. The rating agency
expects debt leverage to remain low and well within the company's
target net leverage and that the company will not distribute
material dividends.

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

Positive pressure on the ratings could develop over time if revenue
and EBITDA continue to demonstrate a positive trajectory while
improving EBIT margin and customer concentration in the B2B
business (currently one third of revenue from top 3 clients). A
rating upgrade would also require Playtech to maintain good
liquidity and adherence to its stated financial policy.

Conversely negative pressure on the rating could arise if the
company becomes less diversified as a result of M&A activity, its
profitability deteriorates owing to competitive, regulatory and
fiscal pressure or the company operates at higher leverage than its
stated target for longer than 12-15 months. A rating downgrade
could also occur if the company re-instate dividend payments
leading to a RCF/Net debt below 20% or share buybacks that impact
negatively the company's liquidity profile or Moody's adjusted
leverage increase above 3.0x.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Gaming
published in June 2021.

COMPANY PROFILE

Headquartered in the Isle of Man, Playtech is a leading technology
company in the gambling industry and the world largest online
gambling software and services supplier. Founded in 1999, it has
grown through a combination of organic growth and acquisitions.
Employs around 7,000 people across 20 countries. Listed on the
London Stock Exchange in 2012, it has a market capitalisation of
about GBP1.9 billion. In 2022, the group generated EUR1.6 billion
of revenue and EUR406 million of company adjusted EBITDA from
continuing operations.


PRAESIDIAD GROUP: Moody's Lowers CFR to Caa3, Outlook Negative
--------------------------------------------------------------
Moody's Investors Service has downgraded Praesidiad Group Limited's
(Praesidiad or the company) corporate family rating to Caa3 from
Caa1 and probability of default rating to Caa3-PD from Caa1-PD.
Concurrently, Moody's has also downgraded to Caa3 from Caa1 the
instrument ratings of backed senior secured bank facilities
borrowed by Praesidiad Limited, a wholly-owned subsidiary of the
company. The outlook remains negative for both entities.

RATINGS RATIONALE

The rating downgrade reflects persistent weakness in Praesidiad's
credit metrics and liquidity through the last twelve months ended
March 2023, which Moody's projects will continue through the next
12-18 months. Under its base case, Moody's expects Praesidiad to
continue to generate modest albeit stable EBITDA in the next 12-18
months notwithstanding the challenging macroeconomic environment,
while reaping some benefits from restructuring initiatives to
enhance profitability. At the same time, the outstanding financial
indebtedness of around EUR430 million (Moody's-adjusted) remains
very elevated with regards to the company's debt capacity.
Praesidiad's forward-looking very high leverage (under the rating
agency's base case) at around 9x-10x and the fact that nearly the
entirety of the company's outstanding financial indebtedness comes
due through the end of 2024 support Moody's view that Praesidiad's
current capital structure is unsustainable at this juncture. As a
result, the risk of a default or a distressed exchange (which
constitutes a default under Moody's definition) to address upcoming
debt maturities is very high. The Caa3 rating also reflects that a
potential distressed exchange could lead to a material debt haircut
and associated loss for creditors.

In Moody's view, the current macroeconomic backdrop characterised
by a slowdown in global economic growth, and subdued consumer and
business sentiment will continue to weigh on Praesidiad's revenue
and earnings, as evidenced in the past couple of years' performance
and through Q1 2023 results. Under Moody's base case, lack of
meaningful growth and costs associated with ongoing restructuring
initiatives will largely offset the EBITDA improvement delivered by
productivity and growth initiatives actioned in the past, keeping
Moody's-adjusted EBITDA flat versus 2022 levels at EUR44 million
before some modest improvement towards EUR50 million in 2024.
Although partially hedged, exposure to elevated interest rates will
lead Moody's-adjusted EBITA/interest expense to decline moderately
towards 1.0x from 1.4x in 2022 and to broadly neutral FCF
generation after taking into account reducing, albeit still high
cash exceptional costs of EUR9 million in line with management
guidance. Under Moody's base case, projected depressed FCF
generation will prevent Praesidiad's from rapidly deleveraging its
balance sheet towards more sustainable levels from current 10x, as
well as keep liquidity strained in sight of substantial debt
maturities in 2024.

More positively, Praesidiad's credit profile remains supported by
(i) the company' solid position in a fragmented perimeter
protection market with regional, product and end-market
diversification, along with (ii) positive sector fundamentals, such
as long-term trend of securing people and assets and (iii) evidence
of some profitability improvement delivered by ongoing productivity
efforts and growth initiatives.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS

Governance considerations are material to the rating action and
related to Praesidiad's aggressive financial policy that reflects
in historically very high financial leverage and weak liquidity.
Considerations around Praesidiad's failure to address upcoming debt
maturities and concurrently reduce leverage to more sustainable
levels were among the drivers of the rating action.

LIQUIDITY

Praesidiad's liquidity is weak. Moody's assessment reflects the
company's: persistently negative historic FCF generation, expected
to gradually reduce in the next 12-18 months albeit subject to a
degree of uncertainty; a modest cash position of EUR21 million as
at March 31, 2023; heavy reliance on the EUR80 million revolving
credit facility (RCF); very limited headroom under the springing
net leverage covenant associated with the RCF. Bank facilities
representing nearly the entirety of Praesidiad's capital structure
come due through October 2024, representing a source of substantial
refinancing risk.

STRUCTURAL CONSIDERATIONS

The Caa3 rating of Praesidiad Limited's bank facilities is in line
with the company's CFR and reflects the facilities' status as the
major debt element in the capital structure. The bank facilities
benefit from a guarantor coverage covering at least 80% of group
EBITDA and a security package that includes shares and intragroup
receivables. Praesidiad's facilities are akin to senior unsecured
in Moody's waterfall analysis; the rating agency ascribes limited
asset coverage to the rated instruments given (i) that not all
subsidiaries provide security and (ii) the weak security package.

OUTLOOK

The negative outlook reflects Moody's concerns over the
sustainability of Praesidiad's current capital structure and the
increased risk of a default or a distressed exchange (which
constitutes a default under Moody's definition).

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

Given the negative outlook, a rating upgrade is currently unlikely
and would nevertheless require a meaningful improvement in
operating performance, liquidity and, ultimately, in Moody's
assessment of the sustainability of Praesidiad's capital
structure.

Conversely, Praesidiad's ratings could be downgraded further on the
back of the increased likelihood of a default if such default would
likely result in a meaningful loss to creditors.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Headquartered in the United Kingdom, Praesidiad is a leading
provider of outdoor perimeter security systems. The company's
products are marketed under the Betafence, Guardiar and Hesco
brands and cater to a wide range of end-markets characterised by
high-security needs such as utilities, oil and gas, military and
other high-security events, but also residential, temporary
fencing, farming, cable and wire, as well as low- and
medium-security perimeter protection and control products. In the
last twelve months ended March 2023, Praesidiad generated revenue
and Moody's-adjusted EBITDA of EUR290 million and EUR42 million
respectively. The group is ultimately controlled by the Carlyle
Group.


STONEGATE PUB: Moody's Affirms B3 CFR & Alters Outlook to Negative
------------------------------------------------------------------
Moody's Investors Service has changed the outlook to negative from
stable of Stonegate Pub Company Limited (Stonegate or the company)
and its subsidiaries Stonegate Pub Company Bidco Limited (Bidco)
and Stonegate Pub Company Financing 2019 plc (Finco). Concurrently,
Moody's has also affirmed the company's ratings, including its B3
corporate family rating and B3-PD probability of default rating.
The rating agency has also affirmed the Ba3 rating of the GBP273.3
million super senior secured revolving credit facilities (SSRCF) of
Bidco, the B3 rating of the backed senior secured notes, including
GBP1,735 million and EUR495.8 million in the name of the company's
subsidiary, Finco, and the Caa2 rating of Bidco's GBP400 million
senior secured second lien term loan.

RATINGS RATIONALE

The rating action reflects the Stonegate's gradually approaching
more than GBP2 billion of debt maturities in July 2025, which the
company will have to refinance in due course and amid higher costs
of borrowing. As such Moody's considers that the company will need
to strengthen its currently weak credit metrics to enable a
successful refinancing. It also reflects Stonegate's somewhat
weaker than previously expected operating performance.

Recent cost inflation has squeezed consumers' disposable income and
dented their confidence. This has had a negative impact on
discretionary spending, notwithstanding the desire of many to
socialise, and the sector's historic resilience in times of
economic downturn. Many of the inflationary pressures affecting
consumers are also pertinent for pub operators, which in addition
to rising supply chain costs and higher energy bills, also face
higher wage bills driven by National Living Wage increases and a
tight labour market. That said, as the largest operator in the
sector with a well invested estate and strong brands Stonegate is
somewhat better positioned than many smaller peers to deal with
these challenges.

Management is taking actions to mitigate the increase in costs
through price increases, menu engineering and profit protection
plans. However, despite these actions, the rating agency expects a
slight decrease in Moody's-adjusted EBITDA in fiscal 2023, ending
September 2023, to around GBP460- GBP470 millions before recovering
to around GBP500 million in fiscal 2024. This translate to Moody's
adjusted leverage of around 8.3x-8.5x and 7.8x-8x respectively, a
weak level for the current rating. Stonegate's Moody's adjusted
EBIT / Interest was at a relatively weak 1.2x level as of Q1 fiscal
2023 and may come under pressure if the company was to refinance at
the current high borrowing rates.

More positively, Stonegate benefits from significant freehold pub
estate (81% of its total pub number) with GBP3.8 billion market
value as of September 2022 which could be used as an alternative
source of funding. In 2022 Stonegate sold 67 pubs with 15x multiple
raising GBP42 million to support its capital spending.

The CFR also takes due consideration of (1) the company's strong
business profile which benefits from significant scale, wide
geographic spread across the UK, and a mix between managed and
tenanted pubs, with all of these attributes enhanced following the
Ei Group Plc acquisition; (2) a history of strong revenue and
profit growth up to the onset of the pandemic; and (3) solid track
record of achieving good returns on pub conversions and
refurbishments, which Moody's expects to continue.

LIQUIDITY ANALYSIS

Stonegate's liquidity remains adequate. Moody's estimates that the
company will generate around GBP170 millions of funds from
operations in the next 12 months. Together with a cash balance of
GBP68 million, available revolving credit facility of GBP113
million and GBP25 millions of overdraft as of January 2023 the
company will be able to cover its basic cash obligations and
capital expenditure programme.

However, its RCF expires in 2024 with the majority of its debt
obligations due in 2025. Moody's also notes that the company may
need additional source of funding in the second half of fiscal 2024
to support its capex programme although the rating agency
acknowledges the flexibility the company has in respect of the
timing and amount of expansionary capital spending. Moody's also
expects Stonegate to remain in compliance with its covenants.

ENVIRONMENTAL, SOCIAL & GOVERNANCE (ESG) CONSIDERATIONS

Moody's incorporates the impact of environmental, social and
governance (ESG) factors into the assessment of companies' credit
quality. Stonegate's highly negative ESG Credit Impact Score
(CIS-4) reflects its highly leveraged capital structure and the
fact that the company's strong business profile with more modest
debt level would support a higher rating. More positively Moody's
recognises that for a private company reporting its quality is of a
good standard.

RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook reflects a degree of pressure from
inflationary headwinds and slowing demand. The outlook also
highlights significant debt maturities in July 2025 and the
refinancing risk arising from its weak credit metrics.

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

Although unlikely in the next 12-18 months, an upgrade could be
considered if Stonegate achieves a sustained improvement in Moody's
adjusted EBIT to interest coverage to above 1.5x and leverage well
below 7.0x, combined with positive FCF and solid liquidity.

A downgrade would be likely if the company's liquidity weakens,
refinancing risk increases or operating conditions and performance
deteriorate to an extent that brings into question sustainability
of the capital structure. Quantitively if the company fails to
materially reduce its leverage from the current levels in the
context of the upcoming debt maturities and interest coverage below
1.0x could lead to negative rating pressure.

STRUCTURAL CONSIDERATIONS

All of the rated facilities are secured by a collateral package
which includes share pledges, guarantees and debentures from
Stonegate's material subsidiaries, with the exclusion of companies
within the Unique Pubs sub-grouping, whose assets and cash flows
are used to secure and service its ring-fenced bankruptcy remote
securitisation facilities.

An inter-creditor agreement regulates the relationship between the
rated facilities. In its loss given default analysis Moody's has
used a 50% recovery rate assumption, standard for capital
structures which include a mix of bonds and loans. As such, the
B3-PD PDR is in line with the CFR.

The priority ranking of the SSRCF drives its Ba3 rating, three
notches above the CFR and PDR. The backed senior secured notes are
rated B3, in line with the CFR, because the subordination cushion
provided by ranking ahead of the second lien facility is offset by
the priority claims of the SSRCF in the event of a default. The
Caa2 rating of the second lien facility reflects its position at
the bottom of the priority waterfall.

LIST OF AFFECTED RATINGS

Affirmations:

Issuer: Stonegate Pub Company Bidco Limited

Senior Secured Bank Credit Facility, Affirmed Ba3

Senior Secured Bank Credit Facility, Affirmed Caa2

Issuer: Stonegate Pub Company Financing 2019 plc

BACKED Senior Secured Regular Bond/Debenture, Affirmed B3

Issuer: Stonegate Pub Company Limited

Probability of Default Rating, Affirmed B3-PD

LT Corporate Family Rating, Affirmed B3

Outlook Actions:

Issuer: Stonegate Pub Company Bidco Limited

Outlook, Changed To Negative From Stable

Issuer: Stonegate Pub Company Financing 2019 plc

Outlook, Changed To Negative From Stable

Issuer: Stonegate Pub Company Limited

Outlook, Changed To Negative From Stable

PRINCIPAL METHODOLOGY

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

CORPORATE PROFILE

Stonegate is the leading pub and hospitality business in the UK.
After acquiring Ei Group in March 2020, which was the largest L&T
operator, the company became the largest privately held managed pub
and L&T operator in the UK with GBP1,611 million of revenue and
GBP501 million Moody's adjusted EBITDA for the year ended September
25, 2022. As of September 25, 2022 Stonegate's portfolio comprised
of 4,516 pubs including 3,124 L&T pubs. The company is controlled
by the private equity firm TDR Capital.


YPP GROUNDWORKS: Bought Out of Administration in Pre-pack Deal
--------------------------------------------------------------
Grant Prior at Construction Enquirer reports that YPP Groundworks &
Civils Ltd has been sold out of administration in a pre-pack deal
which saves the jobs of its 15 employees -- but suppliers and
subcontractors have been left holding GBP745,000 in unpaid
invoices.

The Yorkshire groundworks company went into administration earlier
this month and has been acquired by Yorkshire Pro Paving Limited,
Construction Enquirer relates.

YPP had a turnover of GBP5.7 million in the year to March 2022 but
suffered losses "due to a large contract being impacted by the
pandemic alongside rising material prices", Construction Enquirer
discloses.

The firm was placed in the hands of joint administrator Steven
Wiseglass of Inquesta Corporate Recovery & Insolvency, and Joanne
Hammond of Begbies Traynor, Construction Enquirer states.

Mr. Wiseglass, as cited by Construction Enquirer, said: "Following
our appointment, a number of expressions of interest were made to
acquire the business, but only one acceptable offer was received.

"The company has a proven track record across the Yorkshire region
and a skilled workforce.  The sale represents a better outcome than
the alternative of placing the business in liquidation, as it
safeguards the jobs of its employees and its existing contracts."

He confirmed that trade creditors were owed GBP745,000 at the time
of the firm's failure and added: "There is a possibility of a
return to creditors but we cannot provide a figure at this stage."



                           *********


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

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Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

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