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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

          Friday, June 23, 2023, Vol. 24, No. 126

                           Headlines



F R A N C E

HOMEVI SASU: S&P Lowers ICR to 'B-' on Slower Deleveraging


I R E L A N D

CASTLELAKE AVIATION: Fitch Affirms IDRs at 'BB', Outlook Stable
VOYA EURO V: Fitch Hikes Rating on 'BBsf', Outlook Stable


L U X E M B O U R G

PLT VII FINANCE: Fitch Affirms LongTerm IDR at 'B', Outlook Stable


N E T H E R L A N D S

LEALAND FINANCE: DoubleLine OCF Marks $6,257 Loan at 26% Off
LEALAND FINANCE: DoubleLine OCF Marks $84,045 Loan at 33% Off


S P A I N

AYT KUTXA II: Fitch Hikes Rating on 'BB+sf', Outlook Stable


S W I T Z E R L A N D

DDM HOLDING: Fitch Affirms LongTerm IDR at 'B-', Outlook Negative


U N I T E D   K I N G D O M

CHRISTOPHER KANE: On Verge of Administration
EG GROUP: S&P Affirms 'B-' ICR & Alters Outlook to Positive
ILKE HOMES: Tamdown Stands to Lose GBP2MM if Firm Collapses
JOULES: Owes Unsecured Creditors GBP112 Million
MACQUARIE AIRFINANCE: Fitch Affirms BB LongTerm IDR, Outlook Stable

PLAYTECH PLC: S&P Rates New EUR300MM Senior Secured Notes 'BB'
TRILEY MIDCO 2: Fitch Affirms LongTerm IDR at 'B', Outlook Positive
VERDANT SPIRITS: Enters Liquidation Due to Cash Flow Problems
[*] UK: Liquidations in South Lanarkshire Hit Four Year High


X X X X X X X X

[*] BOOK REVIEW: Transnational Mergers and Acquisitions

                           - - - - -


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F R A N C E
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HOMEVI SASU: S&P Lowers ICR to 'B-' on Slower Deleveraging
----------------------------------------------------------
S&P Global Ratings lowered to 'B-' from 'B' its long-term issuer
credit rating on France-based nursing home operator HomeVi SASU.
S&P also lowered its issue ratings on the senior secured term loan
B (TLB) to 'B-', with the '4' recovery rating unchanged.

The stable outlook reflects S&P's view that HomeVi will be able to
reduce its leverage, fund its day-to-day operations, and service
its mandatory debt amortization in the next 12-18 months.

S&P said, "Difficult market conditions weighed heavily on HomeVi's
operating performance in 2022, resulting in a material deviation
from our base case, and reducing the prospect of adjusted leverage
decreasing to below 7.0x before 2025.For the past three years, the
health care services sector in general -- and nursing homes in
particular -- have faced business disruption due to the pandemic.
This has led to reduced occupancy rates, staff absenteeism due to
sickness, and additional costs to ensure residents' safety. There
was also the sanitary scandal involving the top two French players
(Orpea and Korian), which had a spillover effect on all the players
in the sector, although only indirectly. Nursing homes have not
been immune to inflation either -- staffing, rent, energy, and food
costs have all gone up -- which has weighed on HomeVi's
profitability. As a result, the S&P Global Ratings-adjusted EBITDA
margin decreased to 20.7%, or about EUR465 million in 2022--150
basis points (bps) below our base case--leading to S&P Global
Ratings-adjusted debt leverage of 8.8x, one turn higher than we
initially forecasted. In turn, its fixed-charge coverage
deteriorated to 1.5x and FOCF (after leases and before SALB
financing) was negative by about EUR120 million (negative by about
EUR50 million including SALB financing). Although government
subsidies partially helped tackle immediate inflationary pressures,
notably on staff costs, HomeVi's overall operating performance
remained heavily dependent on the alignment of tariffs paid by
existing nursing home residents in France. The tariffs were only
aligned—after the annual pension revaluation—to 5.14% as of
Jan. 1, 2023. Persistent inflation, low visibility on government
support, and already-high debt will prevent the group from
deleveraging to below 7.0x in the next 12-18 months.

"We apply a negative comparable rating analysis modifier because,
in our view, the group's combined credit metrics do not provide
sufficient headroom for further unexpected operating or financing
challenges.Our base case assumes adjusted EBITDA of EUR530
million-EUR540 million in 2023 and EUR560 million-EUR570 million in
2024, translating into a margin of 21.5%-22.0%, against adjusted
debt of about EUR4.2 billion. Our adjusted debt figure is gross
debt and includes lease liabilities, utilization of the factoring
line, and put options granted to minority shareholders. As HomeVi
is financial-sponsor owned we do not net cash from gross debt, and
our EBITDA calculation is preleases, but after one-off items like
restructuring and M&A costs. The expected slight improvement in S&P
Global Ratings-adjusted EBITDA margin this year compared to 2022
reflects lower exceptional costs as M&A activity and the real
estate relocation program are expected to slow down. We anticipate
adjusted debt to EBITDA to remain elevated this year at close to
8.0x, compared to the nearly 7.0x we previously anticipated, before
decreasing to close to 7.5x in 2024 (our previous base case was for
below 7.0x).

"Although HomeVi's deleveraging has been prolonged and its
debt-cash-flow payback ratios are weaker, we believe its
operational recovery will support its deleveraging. Occupancy rates
in France and Spain (accounting for 90% of sales) are rebounding as
sanitary risks normalize and given HomeVi's stable market share in
its key regions. We also believe average daily rates (ADR) will
remain an organic growth driver this year, especially in France
where the government has revised the revaluation index to 5.14% (as
of Jan. 1, 2023) meaning HomeVi has been able to increase tariffs
for current residents to partly offset inflation. Outside France,
the group has also been able to increase tariffs in line with
inflation for existing residents and can freely set prices for new
residents given strong consumer demand. As the relocation program
comes to an end, we also expect HomeVi's new homes to contribute to
the group's top-line and EBITDA growth in the coming years. That
said, we believe labor market shortages and inflationary pressure
on rents and running costs (food, cleaning) will weigh on HomeVi's
profitability in the next 12-18 months.

"We also anticipate FOCF to remain negative in 2023 due to still
high capital expenditure (capex) related to the relocation program
and partially unhedged debt until mid-year.Capex will remain EUR150
million-EUR160 million this year before normalizing to EUR75
million-EUR85 million. Even if lower than in 2022 -- which was
about EUR185 million -- total capex reflects the group's relocation
program in France and investment in greenfield openings in Germany,
Spain, Portugal and Netherlands, where the group plans to open
about 55 new nursing homes between 2023 and 2025. At the completed
greenfield projects, we understand that occupancy rates will climb
steadily to normalized levels in the first three years, supported
by the expanding market and current under-capacity status. The
large relocation and refurbishment program in France captures
additional organic growth through better-located facilities and
converting double rooms into single rooms. Sales and leaseback
deals have largely funded the relocation program, which will end
this year as sufficient capex has now been invested to support
future margin generation. Our capex figure is not on a net basis
and excludes sale and leaseback proceeds. We anticipate maintenance
capex will be limited to 2.0% of sales this year.

"Our forecast also factors in annual working capital requirements
of about EUR10 million, reflecting relatively stable working
capital in France but some intra-year volatility in Spain,
especially in the homecare segment. We also understand that the
group is not hedged until July on the EUR400 million add-on issued
in December 2021 and is therefore subject to currently high
interest rates. Therefore, we assume negative FOCF after lease
payments (and before SALB financing) of about EUR30 million-EUR40
million in 2023, followed by a rebound to positive EUR80
million-EUR90 million in 2024 as relocation capex starts to ease
and the group benefits from a full hedge on its debt.

"In our view, the group has adequate liquidity to fund its
day-to-day operations and cover for the mandatory annual debt
amortization.HomeVi had EUR164 million in cash as of March 31,
2023. We believe it can manage its mandatory debt amortization of
about EUR80 million per year, its intra-year working capital needs,
capex, and interest payments for the next 12 months. We also note
positively the absence of significant debt maturities until the TLB
matures in 2026. We expect the group to maintain enough headroom
under its covenant test and to repay part of the fully drawn super
senior RCF and bilateral RCF as of March 31, 2023, by year-end. We
also view the group as reasonably well protected against interest
rate fluctuations given 100% of its TLB will be hedged from July
onward.

"The stable outlook reflects our view that adjusted debt leverage
will remain close to 8.0x in 2023 before reducing to about 7.5x in
2024. We still foresee the company's FOCF remaining negative this
year because of relocation capex and higher interest expenses but
we anticipate it will return to positive next year. We also see
profitability being hit by inflation but offset by a rebound in
operations across geographies.

"We could lower the ratings if the risk of an unsustainable capital
structure increases amid the high debt burden, or if pressure on
liquidity builds. Either scenario would most likely stem from
unexpected operational setbacks preventing an improvement in
profitability and cash flow generation, accompanied by further
debt-financed acquisitions that prevented leverage reduction.

"We could take a positive rating action if HomeVi's operating
performance showed clear signs of strengthening, leading us to
believe it could significantly outperform our projections. This
would result in deleveraging of close to 7.0x. This could happen if
the company delivers consistent and sustainable EBITDA growth
supported by sizable FOCF generation."

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

S&P said, "ESG factors are an overall neutral consideration in our
credit rating analysis of HomeVi. As a European provider of elderly
care services, HomeVi is exposed to a variety of social risks
including quality of care, availability and retention of qualified
medical staff, reputation risks, and other regulatory changes. To
achieve future balance, HomeVi is leveraging its Domus 2025
strategic plan that aims to promote residents' wellbeing by
fostering active social lives in a safe environment. Although the
nursing home sector was affected by negative press during the
pandemic, mainly around a lack of transparency with families, we
have not seen any cases to date that would affect earnings
stability. Governance risks from majority financial-sponsor
ownership are mitigated by the very significant stake held by the
founder, along with French institutional co-investors such as
MACIF, Bpifrance, Arkea Capital, and Merieux Equity Partners, and
the group's balanced board structure."




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I R E L A N D
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CASTLELAKE AVIATION: Fitch Affirms IDRs at 'BB', Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed the Issuer Default Ratings (IDRs) of
Castlelake Aviation Limited (CA) and its wholly owned subsidiaries,
Castlelake Aviation Finance DAC (CAF) and Castlelake Aviation One
DAC (CAO) at 'BB'. The Rating Outlook is Stable. Fitch has also
affirmed the ratings on CAO's senior secured term loan B and CAF's
senior secured revolving credit facility at 'BB+' and CAF's senior
unsecured note rating at 'BB'.

These rating actions are being taken in conjunction with Fitch's
global aircraft leasing sector review, covering 10 publicly rated
firms.

KEY RATING DRIVERS

CA's ratings reflect its young aircraft fleet, target leverage
commensurate with the risk profile of the portfolio, a relatively
long-dated debt maturity profile, and adequate liquidity metrics.
In addition, the business profile benefits from its affiliation
with Castlelake LP, which has an established position as a lessor
of midlife and older commercial aircraft.

This is balanced against elevated execution risk arising from the
issuer's aggressive, albeit potentially attainable growth strategy
and financial targets. Further rating constraints include CA's
largely secured funding profile, a smaller and significantly
concentrated fleet portfolio, including a lower proportion of
narrowbody aircraft relative to peers, a higher than average
exposure to weaker credit airlines, and limited standalone
operating track record. Fitch also notes potential governance and
conflict of interest risks associated with CA's externally-managed
business model, limited number of independent board members and
ownership by a fixed-life private fund structure.

Rating constraints applicable to the aircraft leasing industry more
broadly include the monoline nature of the business, vulnerability
to exogenous shocks, sensitivity to oil prices, inflation and
unemployment, which negatively impact travel demand, potential
exposure to residual value risk and reliance on wholesale funding
sources.

CA owned 96 aircraft assets with a weighted average (WA) age of 5.5
years and a WA remaining lease term of 9.6 years at March 31, 2023,
which represents a young portfolio with one of the longest WA
remaining lease terms amongst Fitch-rated peers. The company's
portfolio had a net book value of approximately $3.3 billion at
1Q23.

Fitch anticipates that CA's aggressive growth strategy and focus on
sale-leaseback transactions could have a negative effect on
near-term profitability given the strong competition for these
transactions in the current environment. Net spreads (lease yields
- funding costs) amounted to 2.9% in 1Q23, little changed from a
year ago, which is commensurate with Fitch's 'bb' benchmark range
for earnings and profitability of between 1% to 5% for aircraft
lessors with a sector risk operating environment (SROE) score in
the 'bbb' category.

CA's debt-to-tangible common equity was 2.2x at March 31, 2023. The
company has articulated a leverage target on a net debt to equity
basis in the range of 2.5x-3.0x, which translates to approximately
2.7x-3.2x on the basis of Fitch's core leverage benchmark metric of
gross debt to tangible equity. Fitch believes CA's leverage target
is appropriate in the context of its fleet quality and business
profile evolution.

Unsecured debt represented around 16% of CA's total debt at March
31, 2023, which is below the peer average. Fitch expects CA will
rely predominantly on secured borrowings to fund its operations
over the near term, but would view additional unsecured issuance
favorably as it would enhance financial flexibility.

As at 1Q23 liquidity was adequate, underpinned by $125 million in
unrestricted cash, $796 million in undrawn capacity under its
revolving credit facility and as well as $88 million in other
committed facilities. Coupled with sound operating cash flows, this
is deemed sufficient to cover CA's purchase commitments of around
$1.2 billion by around 1.1x over the next 12 months. In addition,
near term refinance risk is limited, with the nearest upcoming debt
maturities being $58 million in 2023 and $266 million in 2024.

Fitch's sensitivity analysis for CA incorporated quantitative
credit metrics for the company under the agency's base and adverse
case assumptions. These included slow or negative projected growth,
additional equipment depreciation, higher interest expenses, and
additional impairment charges. Fitch believes CA will have
sufficient liquidity to meet its cash flow needs (including fleet
acquisitions) to withstand near-term reductions in operating income
in both scenarios. Fitch expects CA will also retain sufficient
capitalization headroom relative to the 4.0x downgrade trigger
under both scenarios.

The Stable Rating Outlook reflects Fitch's expectation that CA will
manage its balance sheet growth in order to maintain sufficient
headroom relative to its targeted leverage range and Fitch's
negative rating sensitivities over the Rating Outlook horizon. The
Stable Rating Outlook also reflects expectations for the
maintenance of a sound liquidity position, given the absence of
order book purchase commitments with aircraft manufacturers.

The Long-Term IDRs assigned to CAF and CAO are equalized with that
of CA given they are wholly owned and highly integrated
subsidiaries of the company.

The senior secured debt ratings are one-notch above CA's Long-Term
IDR and reflect the aircraft collateral backing the obligations,
which suggest good recovery prospects.

The senior unsecured debt rating is equalized with CAF's Long-Term
IDR reflecting expectations for average recovery prospects in a
stressed scenario given the availability of unencumbered assets.

RATING SENSITIVITIES

IDR

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

CA's ratings could be positively influenced by solid execution with
respect to its planned growth targets and long-term strategic
financial objectives, including maintenance of leverage within the
targeted range. Ratings could also benefit from enhanced scale and
an improved portfolio risk profile, characterized by stronger
lessee diversification, a lower exposure to weaker quality
airlines, continued maintenance of the impairment ratio below 1%,
and increases in the proportion of Tier 1 aircraft and narrowbody
aircraft.

An upgrade would be also conditioned upon achieving a sustained net
spread in excess of 5% and unsecured debt approaching or in excess
of 35% of total debt, while achieving and maintaining unencumbered
assets coverage of unsecured debt in excess of 1.0x. Any potential
upward rating momentum would also be evaluated in the context of
potential governance and conflict of interest risks associated with
CA's externally managed business model, limited number of
independent board members and ownership by a fixed-life private
fund structure.

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

A weakening of the company's projected long-term cash flow
generation, profitability and liquidity coverage falling below 1.0x
and/or a sustained increase in leverage above 4x would be viewed
negatively.

Macroeconomic and/or geopolitical-driven pressure on airlines, that
lead to additional lease restructurings, rejections, lessee
defaults, and impairments, which negatively impact the company's
cash flow generation, profitability, and liquidity position could
also yield negative rating actions.

SUBSIDISARY RATINGS

The Long-Term IDRs assigned to CAF and CAO are primarily sensitive
to changes in CA's ratings given they are wholly owned and highly
integrated subsidiaries of the company.

DEBT RATINGS

The senior secured debt ratings are primarily sensitive to changes
in CA's IDR and secondarily to the relative recovery prospects of
the instruments.

The senior unsecured debt rating is primarily sensitive to changes
in CAF's Long-Term IDR and secondarily to the relative recovery
prospects of the instruments. A decline in unencumbered asset
coverage, combined with a material increase in secured debt, could
result in the notching of the unsecured debt down from the
Long-Term IDR.

ESG CONSIDERATIONS

CA has an ESG Relevance Score of '4' for Management Strategy due to
execution risk associated with the operational implementation of
the company's outlined strategy. This has a negative impact on the
credit profile and is relevant to the ratings in conjunction with
other factors.

CA has an ESG Relevance Score of '4' for Governance Structure due
to potential governance and conflict of interest risks associated
with CA's externally-managed business model, limited number of
independent board members and ownership by a fixed-life private
fund structure. This has a negative impact on the credit profile
and is relevant to the ratings in conjunction with other factors.

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

   Entity/Debt              Rating         Prior
   -----------              ------         -----
Castlelake Aviation
One Designated
Activity Company      LT IDR BB  Affirmed    BB

   senior secured     LT     BB+ Affirmed    BB+

Castlelake Aviation
Limited               LT IDR BB  Affirmed    BB

Castlelake Aviation
Finance Designated
Activity Company      LT IDR BB  Affirmed    BB

   senior unsecured   LT     BB  Affirmed    BB

   senior secured     LT     BB+ Affirmed    BB+


VOYA EURO V: Fitch Hikes Rating on 'BBsf', Outlook Stable
---------------------------------------------------------
Fitch Ratings has upgraded Voya Euro CLO V Designated Activity
Company's class D and E notes and affirmed the rest. The Outlooks
are Stable.

   Entity/Debt            Rating          Prior
   -----------            ------          -----
Voya Euro CLO V DAC

   A XS2372435797     LT AAAsf Affirmed   AAAsf
   B-1 XS2372435953   LT AAsf  Affirmed   AAsf
   B-2 XS2372436845   LT AAsf  Affirmed   AAsf
   C XS2372436092     LT Asf   Affirmed   Asf
   D XS2372436258     LT BBBsf Upgrade    BBB-sf
   E XS2372436175     LT BBsf  Upgrade    BB-sf
   F XS2372436332     LT B-sf  Affirmed   B-sf

TRANSACTION SUMMARY

Voya Euro CLO V DAC is a securitisation of mainly senior secured
obligations. The portfolio is actively managed by Voya Alternative
Asset Management LLC, and the transaction will exit its
reinvestment period in April 2026.

KEY RATING DRIVERS

Reinvesting Transaction: The transaction will exit its reinvestment
period in April 2026 and the manager can reinvest unscheduled
principal proceeds and sale proceeds from credit-impaired and
credit- improved obligations also after the reinvestment period,
subject to compliance with the reinvestment criteria. Given the
manager's ability to reinvest, its analysis is based on a stressed
portfolio testing the Fitch-calculated weighted average life (WAL),
Fitch-calculated weighted average rating factor (WARF),
Fitch-calculated weighted average recovery rate (WARR), weighted
average spread (WAS), weighted average coupon and fixed-rate asset
share to their covenanted limits.

Stable Asset Performance: The rating actions reflect the shorter
WAL and therefore shorter risk horizon, as well as the stable asset
performance. The transaction is currently 0.22% above par. It is
passing all collateral quality tests, portfolio profile tests and
coverage tests. Exposure to assets with a Fitch-derived rating of
'CCC+' and below is 1.2% according to the latest trustee report
versus a limit of 7.5%. There is one defaulted asset in the
portfolio.

'B/B-' Portfolio: Fitch assesses the average credit quality of the
transaction's underlying obligors in the 'B' category. The WARF, as
calculated by Fitch under the updated criteria, is 24.44.

High Recovery Expectations: Senior secured obligations comprise
99.7% of the portfolio. Fitch views the recovery prospects for
these assets as more favorable than for second-lien, unsecured and
mezzanine assets. The WARR, as calculated by Fitch, is 63.59%.

Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. The top 10 obligor
concentration is 11.2%, and no obligor represents more than 1.28%
of the portfolio balance, whereas the exposure to the three-largest
Fitch-defined industries is 28.8%. The transaction includes two
Fitch matrices corresponding to two top 10 obligor concentration
limits at 15% and 23% with fixed-rate asset limited to 5%.
Fixed-rate assets currently account for 3.9% of the portfolio
balance.

Cash Flow Modelling: The WAL used for the transaction's stressed
portfolio and matrices analysis is 12 months less than the WAL
covenant, to account for structural and reinvestment conditions
after the reinvestment period, including the over-collateralisation
(OC), Fitch 'CCC' limitation and WARF tests passing, among other
things. Fitch believes these conditions would reduce the effective
risk horizon of the portfolio during the stress period.

MIR Deviation: The class D notes' rating is one notch below their
model-implied rating (MIR). The deviation reflects the recent trend
of amend-to-extend activity in the leveraged loan market, which may
to some extent offset the shortening of the portfolio WAL in
future.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

A 25% increase of the mean default rate (RDR) and a 25% decrease of
the recovery rate (RRR) across all ratings of the identified
portfolio would have no impact on all the notes classes except for
class D, for which it would lead to a downgrade of one notch.

Based on the identified portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of defaults and portfolio deterioration. Due to the
better metrics and shorter life of the identified portfolio than
the Fitch-stressed portfolio, the class B and E notes display a
rating cushion of two notches, the class C notes one notch, the
class D notes three notches and the class F notes four notches.

Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded, either due to manager trading
or negative portfolio credit migration, a 25% increase of the mean
RDR and a 25% decrease of the RRR across all ratings of the
stressed portfolio would lead to downgrades of up to four notches
for the rated notes.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

A 25% reduction of the mean RDR and a 25% increase in the RRR
across all ratings of the Fitch-stressed portfolio would lead to
upgrades of up to five notches for the rated notes, except for the
'AAAsf' rated notes, which are at the highest level on Fitch's
scale and cannot be upgraded.

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

DATA ADEQUACY

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

The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other nationally
recognised statistical rating organisations and/or European
securities and markets authority-registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk-presenting entities.

Overall, Fitch's assessment of the information relied upon for the
agency's rating analysis according to its applicable rating
methodologies indicates that it is adequately reliable.




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

PLT VII FINANCE: Fitch Affirms LongTerm IDR at 'B', Outlook Stable
------------------------------------------------------------------
Fitch Ratings has affirmed PLT VII Finance S.a r.l.'s (Bite)
Long-Term Issuer Default Rating (IDR) at 'B' with a Stable Outlook.
Fitch has also affirmed Bite's senior secured notes at 'B+' with a
Recovery Rating of 'RR3'.

The affirmation reflects its expectation that Bite will manage
leverage within its target of below 5x debt/EBITDA (company
definition). Leverage is high in absolute terms but is comfortable
for the rating (lease-adjusted Fitch-defined EBITDA gross leverage
was 4.7x at end-2022), which provides capacity for higher
shareholder distributions in future.

The rating reflects Bite's well-established position as a telecoms
operator in the Baltics region with strong mobile market positions
in both Lithuania and Latvia and a reasonable spectrum portfolio.
This allows Bite to benefit from 5G development leading to a
stronger competitive standing.

KEY RATING DRIVERS

Established Market Positions: Fitch expects Bite to broadly
maintain its market positions, as the company has a reasonable
spectrum portfolio, including 5G, and network coverage to remain
competitive in its operating territory. Bite is the second- and
third-largest mobile telecoms company in the three-operator markets
of Lithuania and Latvia, respectively, with the same set of mobile
competitors in both countries.

Fitch believes mobile expansion into neighboring Estonia is
unlikely as Bite's strong free-to-air TV positions in this country
do not provide an easy platform for mobile roll-out, with synergies
likely to be insignificant.

Rational Markets, Pricing Flexibility: Fitch estimates that Bite
has flexibility to increase prices in a high inflationary
environment without jeopardising its market shares. The markets in
both Latvia and Lithuania have been rational so far, with tariff
increases not triggering price wars. The markets rationality will
be supported by the lack of significant virtual mobile operators,
and the pending need to continuously invest into 5G infrastructure,
which discourage short-sighted pricing moves. Bite managed to
increase its tariffs twice in 2022.

Positive Growth Outlook: Fitch expects Bite to continue to see
revenue growth, likely in the mid-single digits per year, supported
by price increases but also the start of 5G investment
monetisation, with wider availability of new services leading to
higher average revenue per user (ARPU). Incremental revenue from
new technology should also allow Bite to maintain profitability.
Pockets of growth from wider fixed-wireless-access coverage,
although positive, are unlikely to be a major contributor.

Media More Volatile: The media segment has benefited from
post-Covid-19 recovery and has performed strongly but may slow down
as Fitch projects marginal GDP contraction across the Baltics in
2023. This segment relies on advertising, leading to more volatile
revenue with stronger correlation to GDP dynamics. The segment has
been supported by increases in share of viewership in both Latvia
and Lithuania.

5G Supports Competitive Strengths: Bite has secured a significant
portfolio of 5G spectrum, including through acquisitions, which
puts it in a comfortable position to take advantage of the new
technology. It has flexibility to choose between coverage and
capacity priorities, initially likely to focus on offloading
congested 4G territories and bringing fixed-wireless access (FWA)
services to uncovered areas. While the strong monetisation of 5G
investment may not be straightforward, a speedy 5G roll-out may be
a service differentiator and should allow Bite to maintain, if not
grow, its market positions.

5G Drives Capex Increase: Bite's plans for an accelerated 5G
network roll-out would likely result in a capex spike over
2023-2025, putting pressure on free cash flow (FCF). Bite expects
that three years of higher capex should be sufficient to achieve
reasonably dense 5G coverage, so that infrastructure investments
should markedly abate from 2026 onwards and fall more in line with
its historical spend. Bite expects capex as a percentage of revenue
to be in double digits in 2023-2025, compared with 7.8% on average
in 2019-2022.

Positive FCF: Fitch expects FCF to remain positive, even against
the backdrop of higher 2023-2025 capex and higher interest rates,
with EUR250 million of Bite's senior secured notes bearing floating
interest with no hedging. Fitch projects that pre-dividend FCF
margin may decline to low-to-mid single digits during this period,
and may demonstrate only modest recovery if interest rates remain
high at or post-refinancing (all of the company's debt matures in
January 2026).

Bite's strong EBITDA margins of 28%-30% and moderate capex,
historically on average at below 10% of revenues, lead to sustained
strong cash flow generation, helped also by generally low taxes in
the Baltics.

Leverage Consistent with Rating: Bite's gross EBITDA leverage is at
the lower threshold set for its 'B' rating (EBITDA leverage was
4.7x at end-2022), and Fitch expects further deleveraging on
organic growth. This provides flexibility for additional
shareholder distributions even after fully using its FCF for
dividends. Fitch believes the company may use this flexibility once
market conditions permit for reasonably priced new debt issuance.

DERIVATION SUMMARY

Bite holds reasonably strong positions in its core markets but is
smaller in absolute scale than most mobile and telecoms peers with
'B' category ratings. Peers with comparable size are Tele Columbus
AG (B-/Negative) and Virgin Media Ireland Limited (B+/Stable). Like
Melita Limited (B+/Stable), Bite benefits from operating in less
congested three-operator mobile markets with no significant mobile
virtual network operator presence.

Bite is FCF-generative (Fitch projects its pre-dividend FCF margin
in mid-single digits) but cable-centric or fixed-line incumbent
operators such as eircom Holdings (Ireland) Limited (B+/Stable),
Virgin Media Ireland or Melita, on top of typically also being
FCF-positive, benefit from more stable customer relationships that
allow them to tolerate higher leverage. Melita benefits from
leading fixed-line market positions and offers a converged
fixed-mobile service.

KEY ASSUMPTIONS

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

- Mid-to-high single-digit mobile service revenue growth in
2023-2026

- Media revenue to see marginal growth in 2023-2026

- Fitch-defined EBITDA margin stable at around 30% to 2026

- Taxes on average at below 3% of service revenue to 2026

- Capex to increase to 15% of revenues in 2023, before gradually
declining to 10% by 2026

- FCF fully paid out as dividends

Key Recovery Rating Assumptions

- The recovery analysis assumes that Bite would be considered a
going-concern in bankruptcy and that the company would be
reorganised rather than liquidated

- A 10% administrative claim

- Fitch estimates a post-restructuring going-concern EBITDA of
EUR100 million, after allowing for corrective measures in such a
scenario, which would be consistent with Bite generating positive
pre-dividend FCF at below 5% of revenue

- Fitch uses an enterprise value (EV) multiple of 5.0x to calculate
a post-reorganisation valuation

- Fitch calculates recovery prospects for the senior secured
instruments at 55%, assuming Bite's super senior secured revolving
credit facility (RCF) of EUR50 million is fully drawn, which
implies a one-notch uplift from the company's IDR. This results in
a 'B+' senior secured rating, with a Recovery Rating of 'RR3' for
the company's EUR725 million senior secured debt. Any
jurisdictional overlay is neutral to the instrument rating as
Lithuania is the applicable country for its recovery analysis
(currently in Group B implying a maximum soft-country cap of two
notches above the IDR).

RATING SENSITIVITIES

Factors That Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade:

- Fitch-defined EBITDA leverage (gross debt / EBITDA) below 4.7x on
a sustained basis

- Strong pre-dividend FCF generation, while maintaining competitive
positions in Latvia and Lithuania

Factors That Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade:

- Fitch-defined EBITDA leverage persistently above 5.7x

- A significant reduction in pre-dividend FCF generation driven by
competitive or regulatory challenges

LIQUIDITY AND DEBT STRUCTURE

Satisfactory Liquidity: Fitch views Bite's liquidity as
satisfactory. It had EUR43 million of cash on its balance sheet
supported by an untapped EUR50 million super-senior RCF (with
maturity in April 2025) as of end-2022. All of the company's
outstanding debt matures in January 2026. Fitch expects Bite to
refinance its debt ahead of the scheduled maturity.

ISSUER PROFILE

Bite is a mobile-centric operator in Latvia and Lithuania with
sizeable broadband/pay-TV segments and substantial
advertising-based free-to-air TV revenue across the Baltics.

ESG CONSIDERATIONS

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

   Entity/Debt             Rating        Recovery   Prior
   -----------             ------        --------   -----
PLT VII Finance
S.a r.l.            LT IDR B  Affirmed                B

   senior secured   LT     B+ Affirmed      RR3       B+




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

LEALAND FINANCE: DoubleLine OCF Marks $6,257 Loan at 26% Off
------------------------------------------------------------
DoubleLine Opportunistic Credit Fund has marked its $6,257 loan
extended to Lealand Finance Company B.V. to market at $4,614 or 74%
of the outstanding amount, as of March 31, 2023, according to a
disclosure contained in DoubleLine OCF's Form N-CSR for the
Quarterly Period ended March 31, 2023, filed with the Securities
and Exchange Commission.

DoubleLine OCF is a participant in a Senior Secured First Lien Term
Loan (1 Month LIBOR USD +3%) to Lealand Finance Company B.V. The
loan accrues interest at a rate of 7.84% per annum. The loan
matures on June 30, 2024.

DoubleLine Opportunistic Credit Fund (NYSE: "DBL") was formed as a
closed-end management investment company registered under the
Investment Company Act of 1940, as amended.  The Fund is currently
operating as a diversified fund. The Fund was organized as a
Massachusetts business trust on July 22, 2011 and commenced
operations on January 27, 2012.

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


LEALAND FINANCE: DoubleLine OCF Marks $84,045 Loan at 33% Off
-------------------------------------------------------------
DoubleLine Opportunistic Credit Fund has marked its $84,045 loan
extended to Lealand Finance Company B.V. to market at $56,695 or
67% of the outstanding amount, as of March 31, 2023, according to a
disclosure contained in DoubleLine OCF's Form N-CSR for the
Quarterly Period ended March 31, 2023, filed with the Securities
and Exchange Commission.

DoubleLine OCF is a participant in a Senior Secured First Lien Term
Loan (1 Month LIBOR USD + 1.00%) to Lealand Finance Company B.V.
The loan accrues interest at a rate of 5.84% per annum. The loan
matures on June 30, 2025.

DoubleLine Opportunistic Credit Fund (NYSE: "DBL") was formed as a
closed-end management investment company registered under the
Investment Company Act of 1940, as amended.  The Fund is currently
operating as a diversified fund. The Fund was organized as a
Massachusetts business trust on July 22, 2011 and commenced
operations on January 27, 2012.

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




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

AYT KUTXA II: Fitch Hikes Rating on 'BB+sf', Outlook Stable
-----------------------------------------------------------
Fitch Ratings has upgraded two tranches of two Spanish AyT Kutxa
Hipotecario RMBS transactions and affirmed the rest. All Outlooks
are Stable.

   Entity/Debt               Rating             Prior
   -----------               ------             -----
AyT Kutxa Hipotecario
I, FTA

   Class A ES0370153001   LT AA+sf   Affirmed   AA+sf
   Class B ES0370153019   LT A+sf    Affirmed   A+sf
   Class C ES0370153027   LT BBB+sf  Upgrade    BB+sf

AyT Kutxa Hipotecario
II, FTA

   Class A ES0370154009   LT AAAsf   Affirmed   AAAsf
   Class B ES0370154017   LT A+sf    Affirmed   A+sf
   Class C ES0370154025   LT BB+sf   Upgrade   B-sf

TRANSACTION SUMMARY

The transactions are static securitisations of Spanish residential
mortgages originated and serviced by Kutxabank,S.A.
(BBB+/Stable/F2).

KEY RATING DRIVERS

Iberian Recovery Rate Assumptions Updated: In its latest European
RMBS Rating Criteria published on 16 December 2022, Fitch updated
its recovery rate (RR) assumptions for Spain, with slower house
price decline and smaller foreclosure sale adjustments. This has
had a positive impact on recovery rates and consequently Fitch's
expected loss in Spanish RMBS transactions. The upgrade of Kutxa 2
class C notes reflects the updated criteria.

Increasing Excess Spread: Both transactions' gross excess spread is
mainly influenced by interest- rate hedging agreements in place,
under which the SPV receives Euribor plus a margin of 50bp/40bp
(for Kutxa I and Kutxa II respectively) in return for interest
payment collected from borrowers. Therefore, under a positive
interest rate environment, the transaction's excess spread is
positively influenced by interest rates turning positive from
negative.

Mild Weakening in Asset Performance: The rating actions reflect
Fitch's expectation of mild deterioration of asset performance,
consistent with weaker macroeconomic conditions linked to
inflationary pressures that negatively affect real household wages
and disposable income. This view is supported by a mild increase in
loans in arrears over 90 days (to 0.8% and 2.1% from 0.6% and 0.8%
of the current portfolio balance as of the latest reporting dates
for Kutxa 1 and Kutxa 2, respectively), high portfolio seasoning of
more than 18 years and low current loan-to-value (LTV) ratios
(38.4% for Kutxa 1 and 48.9% for Kutxa 2).

Sufficient Credit Enhancement: The rating actions also reflect
Fitch's view that credit enhancement (CE) ratios will be able to
compensate the credit and cash flow stresses defined for the
corresponding ratings. This is driven by the sequential
amortisation of the notes in both cases.

Kutxa 1 could see temporary CE reduction for the senior notes if
all conditions for the pro-rata amortisation are met (eg.
three-month arrears including defaults below 1% versus 1.59% as of
latest reporting dates) that allow for the amortisation of reserve
funds for the mezzanine and junior tranches.

Regional Concentration: The securitised portfolios are exposed to
the Basque Region in Spain, where approximately 49.4% of Kutxa 1
and 45.4% of Kutxa 2 current portfolio balance are located. Within
Fitch's credit analysis, and to address regional concentration
risk, higher rating multiples are applied to the base foreclosure
frequency assumption to the portion of the portfolios that exceeds
2.5x the population within this region, in line with Fitch´s
European RMBS Rating Criteria.

Payment Interruption Risk Mitigated: Fitch views payment
interruption risk (PiR) on the notes as sufficiently mitigated in
both transactions in the event of a servicer disruption. Fitch
deems the available liquidity protection (cash reserves that could
be depleted by losses) as sufficient to cover stressed senior fees,
net swap payments and senior note interest due amounts during a
minimum three month-period while an alternative servicer
arrangement is being implemented.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

- For Kutxa II class A notes, a downgrade to Spain's Long-Term
Issuer Default Rating (IDR) that could lower the maximum achievable
rating for Spanish structured finance transactions. This is because
these notes are rated at the maximum achievable rating, six notches
above the 'A-' sovereign IDR

- Long-term asset performance deterioration such as increased
delinquencies or larger defaults, which could be driven by
weakening macroeconomic conditions, interest-rate increases or
adverse changes to borrower behaviour

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

- Kutxa II class A notes are rated at the highest level on Fitch's
scale and cannot be upgraded

- For note ratings below 'AAAsf', CE ratios increase as the
transactions deleverage insofar as to fully compensate the credit
losses and cash flow stresses commensurate with higher ratings, all
else being equal

DATA ADEQUACY

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

Fitch did not undertake a review of the information provided about
the underlying asset pools ahead of the transactions' initial
closing. The subsequent performance of the transactions over the
years is consistent with the agency's expectations given the
operating environment and Fitch is therefore satisfied that the
asset pool information relied upon for its initial rating analysis
was adequately reliable.

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

ESG CONSIDERATIONS

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




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

DDM HOLDING: Fitch Affirms LongTerm IDR at 'B-', Outlook Negative
-----------------------------------------------------------------
Fitch Ratings has affirmed DDM Holding AG's (DDM) and DDM Debt AB
(publ)'s (DDM Debt) Long-Term Issuer Default Ratings (IDRs) at 'B-'
and removed them from Rating Watch Negative (RWN). The Outlooks are
Negative. Fitch has also affirmed DDM Debt's senior bonds'
(SE0015797683) long-term rating at 'B-'/'RR4' and removed it from
RWN.

KEY RATING DRIVERS

The affirmation reflects reduced liquidity risks following the
termination of a previously planned sizeable acquisition of Swiss
Bankers Prepaid Services AG, which has preserved DDM's liquidity
buffer. The Negative Outlook reflects uncertainty about DDM's
strategy in the current challenging environment, risks from
non-core investments and increased material related-party
transactions. The Outlook also factors in Fitch's reduced tolerance
for a potential leverage increase in light of DDM's evolving
strategy and business model.

Reduced Liquidity Risks: DDM's liquidity position (unencumbered
cash) was EUR58 million at end-1Q23. DDM's liquidity remains
acceptable, despite being partly consumed by the acquisition of an
additional stake in AxFina Holding S.A and a coupon payment in
2Q23. DDM's funding profile is long-term, primarily consisting of a
EUR185 million bond maturing in 2026. DDM secured a small revolving
credit facility of EUR4.5 million, fully drawn at end-1Q23.

Business Model Challenges: DDM is finding it challenging to grow
core estimated remaining collections (ERC) due to high funding
costs, low supply of non-performing loan (NPL) portfolios and
fierce price competition. Capital deployment reduced significantly
to about EUR40 million in 2020-2022, compared with almost EUR198
million invested in NPL purchases in 2017-2019. Since 2020, DDM has
made sizeable investments in financial assets of about EUR60
million, including Addiko Bank AG and Omnione S.A. (Omnio).
Compared with its core debt purchasing business, these investments
are more concentrated and rely on adequate exit prices to achieve
an expected return rather than generating recurring cash flows.

ESG - Management Strategy: DDM's frequently shifting strategic
objectives, opportunistic investments in financial assets and
challenges to deploy capital amid increased funding costs weigh on
its profitability and increase refinancing risks. Challenges with
implementing its strategy have been amplified by recent management
turnover. Fitch views corporate governance as weaker than at peers
primarily due to material related-party transactions, in particular
investments in Omnio and AxFina.

Sizeable Non-Core Investments: Asset performance is undermined by
non-core investments in financial assets, which Fitch views as
riskier than NPL portfolios. At end-1Q23, core 120-month ERC were
EUR152 million (including EUR22 million of NPL portfolios at
AxFina), while non-core investments equalled to EUR120 million. The
latter mainly comprised equity investments in Omnio and Addiko
Bank.

Weakened Profitability: DDM's profitability has been pressured by
low capital deployment and subsequent reduced collections in core
debt purchasing business, higher interest expenses, fair-value
losses from financial investments and recently increased operating
expenses from the AxFina acquisition. Fitch-adjusted EBITDA was
EUR31 million in trailing twelve months (TTM) to end-1Q23 (down
from EUR43 million in 2022). DDM's TTM EBITDA margin was 67% in
1Q23 (down from 78% in 2022) and Fitch expects the margin to
decline further post AxFina acquisition.

High Leverage: DDM's gross debt/EBITDA ratio was a high 6.8x at
end-1Q23 (5.0x based on DDM's EBITDA calculation). This is mainly
driven by weaker profitability in 1Q23. However, in the longer
term, Fitch expects leverage to remain high due to the runoff of
DDM's NPL portfolios. Gross debt was equal to 0.8x of ERC and 1.4x
of core ERC (compared with 0.7x and 1.1x at end-2021,
respectively). Balance sheet leverage deteriorated notably due to
the AxFina acquisition creating significant goodwill.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

- A marked deterioration in DDM's liquidity position,
   particularly from further investment into non-core assets.

- Further weakening of cash generating capacity, including from
   weak capital deployment and deteriorated collection
   performance, leading to inability to improve leverage and
   proactively address the 2026 bond maturity.

- Materially weaker profitability, including from higher
   operating expenses, funding costs or losses on financial
   investments.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

- The Negative Outlook reflects that upside for the ratings
   is limited.

- A revision of the Outlook to Stable would require
   improvement in DDM's capital deployment performance,
   recurring profitability and leverage metrics,
   including a gross debt/adjusted EBITDA ratio comfortably
   and sustainably below 5.0x.

DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS

DDM Debt's senior secured notes are rated 'B-'/'RR4', in line with
DDM's Long-Term IDR, which reflects Fitch's expectation of average
recoveries.

DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES

The secured notes' rating is sensitive to changes in DDM Debt's
Long-Term IDR. Worsening recovery expectations, for instance as a
result of a layer of more senior debt, could lead Fitch to notch
the secured notes' rating down from DDM Debt's Long-Term IDR.

ESG CONSIDERATIONS

DDM has an ESG Relevance Score of '4' for governance structure,
primarily reflecting the recent material increase in related-party
transactions.

DDM has an ESG Relevance Score of '5' for management strategy as
its more opportunistic and uncertain strategy when compared to
other debt purchasing peers has a negative impact on the credit
profile, and is highly relevant to the rating.

DDM has an ESG Relevance Score of '4' for financial transparency,
in view of the significance of internal modelling to portfolio
valuations and associated metrics such as estimated remaining
collections. This has a moderately negative influence on the
rating, but is a feature of the debt purchasing sector as a whole,
and not specific to DDM.

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

   Entity/Debt             Rating        Recovery   Prior
   -----------             ------        --------   -----
DDM Holding AG      LT IDR B-  Affirmed               B-

DDM Debt AB (publ)  LT IDR B-  Affirmed               B-

   senior secured   LT     B-  Affirmed     RR4       B-




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

CHRISTOPHER KANE: On Verge of Administration
--------------------------------------------
Krissy Storrar at Daily Mail reports that Christopher Kane -- who
rose from modest beginnings in a Lanarkshire village to become an
award-winning designer -- is on the verge of putting his company
into administration.

The 40-year-old founded his label along with his sister Tammy Kane
in 2006 and it became a firm favourite of some of the world's most
stylish women, counting Vogue editor-in-chief Anna Wintour among
its fans.

But the retail brand has faced financial challenges and is battling
for survival after filing its intention to appoint insolvency
experts from FTS Recovery as administrators, Daily Mail discloses.

The company announced that it had filed the notice in a last-minute
bid to help it secure a rescue plan which could involve refinancing
or a new buyer, Daily Mail relates.

According to Daily Mail, on June 21, a spokesman for Christopher
Kane Limited said: "The board of Christopher Kane Limited has
recently resolved to file a notice of intention to appoint FTS
Recovery as administrators.

This difficult decision has been reached to give the company
sufficient time to implement a rescue plan.

"Key stakeholders have been notified.  A period of accelerated
marketing activity will now follow, with a view to locating
potential interested parties to either refinance the company's
existing debt, or alternatively locate a purchaser for the business
and assets."


EG GROUP: S&P Affirms 'B-' ICR & Alters Outlook to Positive
-----------------------------------------------------------
S&P Global Ratings revised its outlook on U.K.-based global
forecourt and convenience store operator, EG Group Ltd. to positive
from stable and affirmed its 'B-' long-term issuer credit rating on
the group and its 'B-' issue ratings on its senior secured debt.
S&P also affirmed its 'CCC' issue rating on the group's second-lien
debt.

The positive outlook reflects S&P's expectation that EG Group will
fully succeed in its plans to repay debt and spread debt maturities
over a longer period, leading to sustainable deleveraging and
comfortable liquidity. An upgrade would depend on the group
achieving its ambitious business plan targets, particularly the
expected steep increase in its U.S. earnings over the next 12
months, on the group's adherence to its publicly stated financial
policy, and on a consistent track-record of robust corporate
governance.

The planned debt repayment and completion of the A&E transaction
will reduce the refinancing risk and delever the company's balance
sheet. S&P views as positive the steps EG Group has taken so far
and its intention to address the upcoming debt maturities and
reduce its very high debt burden. However, the A&E transaction is
expected to close only in the fourth quarter of 2023, once the
disposal of the U.K. and Ireland operations is completed. This will
follow the early repayment of the EUR300 million senior secured
notes due 2024 and the prepayment of 50% of the proceeds from the
sale and lease back. As well as repaying about $4.2 billion of
financial debt, the group plans to extend the maturity of its
remaining $3.5 billion term loans to 2028, for which it is
currently seeking lenders' consent. Even if both the asset sale and
A&E transactions are completed as expected, the group will still
need to address the remaining approximately $1.5 billion senior
secured notes (SSN) maturing in 2025. The group has announced that
it will do so 12-15 months before maturity, as paying interest on
the notes at their current fixed rates is beneficial in the current
market conditions.

S&P said, "We forecast leverage to fall toward 9.0x in 2023 and
8.0x in 2024 (on our adjusted basis) as a result of the debt
repayment and expected improvement in profitability margins.Pro
forma for the sale of the U.K. and Ireland operations, we expect
adjusted leverage to fall toward 9.0x in 2023 (7.0x excluding NCE)
and 8.0x (6.0x excluding NCE) by 2024 from 9.5x (7.9x excluding
NCE) at the end of 2022, thanks to the about $3.0 billion decrease
in our adjusted debt from the $15 billion as at Dec. 31, 2022, and
adjusted EBITDA margins improving to 5.5%-6.0% from 5.2% in 2022.
By the end of 2024, we estimate adjusted debt will comprise about
$2.7 billion of lease liabilities and about $3.0 billion of NCE, in
addition to about $5.8 billion of post-transaction financial debt.
Historically, we have observed volatility in total reported debt
amounts mostly driven by foreign exchange translations to the
group's reporting currency, the U.S. dollar. Considering that a
substantial part of the group's debt will remain denominated in
euros, any temporary changes in adjusted debt mostly attributable
to currency exchange volatility rather than consistent improvement
in the company's operational performance, is unlikely to lead to a
positive rating action.

"While the disposal of the majority of the U.K. and Ireland
businesses affects the group's scale and diversity in the short
term, we see its business risk as comparable to other EMEA
retailers with a satisfactory business risk profile, so long as
operating profitability and cash generation do not materially
deviate from our base case.Following the completion of the
disposal, the group will retain more than $25 billion annual
revenues and continue to build on its strong presence in its key
markets in the U.S. and Continental Europe. However, the sale of
the U.K. and Ireland businesses will reduce its geographical
diversification and lead to an about $350 million decline in
adjusted EBITDA, so that pro forma for the disposal on an
annualized basis, we forecast adjusted EBITDA of about $1.3 billion
in 2023. We think that in the short term the group's business risk
profile will weaken until EG Group advances its strategic plans and
operational initiatives to consistently post average profitability
of 5%-10% as per our criteria, and restore its annual adjusted
EBITDA to about $1.6 billion it posted in 2021 and 2022. That said,
we continue seeing the group's business risk profile as
commensurate with the current assessment of satisfactory due to its
broad geographic footprint, the track record of integrating
acquisitions and implementing synergies, and having already
advanced a number of the strategic initiatives aimed at boosting
profitability.

"We expect the group to focus on organic growth in the U.S. and
Continental Europe, though execution risk remains. The group will
continue to have a strong presence in the U.S. and Continental
Europe, and we expect it to focus on organic growth in those
markets. In the U.S., growth is expected to come from the
development of key brands such as Cumberland Farms and improving
the profitability of its existing offering, as well as expanding in
the foodservice segment. In Europe, we expect the group to continue
investing in the FoodService business and gradually accelerate
investments in the electric vehicle charging infrastructure (EV).
However, the softening in the trading environment, pressure on
disposable incomes expected the world over in the next 24 months,
and continuing cost inflation all contribute to elevated
uncertainty and heighten execution risk related to its strategic
plans, and in particular to the stability of the fuel income
stream, which remains core to earnings growth. For example,
earnings expansion could stall if volatility in fuel volumes or
fuel margins exceeds our expectations.

"We continue to monitor the group's progress in strengthening its
governance framework, the consistency of its financial policy, and
the impacts of its transactions with related parties. The U.K.
Competition and Markets Authority (CMA) has not raised any
competition concerns in relation to the announced sale of EG
Group's assets in the U.K. and Ireland to ASDA Group, and its
investigation related to ASDA Group acquisition by Bellis
Acquisition Company 3 was closed in 2021. Since EG Group's ultimate
shareholders (investment funds managed by TDR Capital LLP and
Mohsin and Zuber Issa) acquired the controlling stake in ASDA Group
in 2021, the two groups have been treated as related parties in
their reporting and regulatory disclosures. In addition, Lord
Stuart Rose is a chairman on both boards, and a number of
independent directors sit on both boards. As part of our rating
surveillance, we will continue assessing EG Group's consistency in
adhering to independent decision-making regarding its stated
deleveraging priorities and risk management. We acknowledge that
the group has implemented several measures over the last two years
to improve its governance framework, including the appointment of
an independent chair and directors to its board and the
establishment of a number of committees and processes, including
the independence of the audit committee. We also welcome the
recently announced financial policy commitment to keep the
company's reported net leverage at mid-4x (corresponding to our
adjusted leverage of 7.0x-7.5x excluding NCE).

"The positive outlook reflects our view that EG Group will complete
the announced asset disposal and the proceeds will be used for
deleveraging purposes. We expect this to result in deleveraging
toward 9.0x in 2023 and 8.0x in 2024 in S&P Global Ratings-adjusted
terms (7.0x in 2023 and 6.0x in 2024, excluding NCE). We believe
that the current macroeconomic environment will continue to drive
tight EBITDA margins, between 5.5% and 6.0%, over the next 12-24
months as a result of pressures on the operating expenses and lower
fuel margins. We forecast that EG Group will maintain an adequate
liquidity profile to cover mandatory cash charges, including
increasing cash interest and lease payments, in full. The outlook
also reflects our expectations that the group will adhere to its
strengthened corporate governance framework, following the changes
made during 2021."

S&P could lower its rating on EG Group over the next 12 months if
the group were unable to execute its near-term plans of resolving
its refinancing risk or if its capital structure became
unsustainable in the long term. This could happen if:

-- EG were unable to complete the announced disposal of the U.K.
and Ireland and the subsequent refinancing of the 2025 debt
maturities;

-- S&P's base case did not materialize, resulting in falling
operating margins and weakening FOCF such that it saw the capital
structure as unsustainable, with adjusted debt to EBITDA exceeding
10.0x;

-- The group's liquidity or covenant headroom diminished; or

-- The group took further aggressive actions such as debt-funded
shareholder payments or highly leveraged acquisitions.

S&P could raise its ratings on EG Group over the next 12-18 months
if:

-- Underlying organic earnings growth was such that S&P Global
Ratings-adjusted debt to EBITDA fell sustainably well below 8.0x
(below 7.0x excluding noncommon equity [NCE]); or

-- FOCF after lease payments kept expanding and reached material
levels through the cycle.

Any positive rating action would also be contingent on the timely
completion of the U.K. and Ireland business disposals (and use all
of proceeds for debt repayment) and refinancing of the debt
maturing in the upcoming 12-24 months, including the outstanding
SSN.

A positive rating action would also depend on a continuous track
record of robust governance, following the company's commitment to
keep leverage at mid-4x (which translates into S&P Global
Ratings-adjusted leverage excluding preference shares of around
7.0x-7.5x).

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

S&P said, "Environmental factors are a moderately negative
consideration in our analysis. Being a global fuel and convenience
goods retailer operating across several countries, EG Group's
exposure to environmental and social factors is in line with that
of its peers in the fuel station, retail, and restaurant sectors.
EG Group does not run any refinery operations, although it may face
some clean up or remediation costs related to its petrol filling
stations and storage facilities. The group is exposed to transition
risk as consumers switch to electric vehicles, resulting in
declining fuel volumes. We acknowledge the group strategy to invest
in EV charging infrastructure to counteract this risk. The group is
exposed to environmental and social risks around packaging, food
safety, and quality standards due to its partnerships with several
retail and restaurant chains. The group is also vulnerable to
social risk with regard to wages, labor relations, and employee
safety, through its direct and franchised retail and restaurant
network and currently does not negatively impact the social ESG
credit indicator.

"We continue to view governance factors as a negative consideration
in our analysis. The group has significantly improved its
governance framework over the last 12-24 months after the change in
auditors and delay in the release of accounts in 2020 and 2021. EG
Group has undertaken steps to strengthen its governance structure
by adding nonexecutive independent members to the board, including
naming Lord Stuart Rose as the board chair, and establishing the
audit and risk committee. We will continue to monitor the group's
track record in regard to risk management and stronger governance
practices."


ILKE HOMES: Tamdown Stands to Lose GBP2MM if Firm Collapses
-----------------------------------------------------------
Aaron Morby at Construction Enquirer reports that groundworks
contractor Tamdown stands to lose GBP2 million if modular housing
contractor ilke Homes falls into administration.

Its AIM-listed parent company Nexus issued a profit warning to the
market following the Enquirer's report on June 20 that Ilke Homes
has filed a notice of intention to appoint an administrator.

According to the Enquirer, the notice holds creditors at bay for 10
days while the business fights for its survival to find an investor
to save the modular business.

Many other contractors and suppliers are warning they will be hit
if the firm does fall into administration, the Enquirer's
discloses.

Several volume house builders are also said to be owed cash by
ilke, the Enquirer notes.

Tamdown said the total amount overdue from ilke Homes to Tamdown
stood at GBP835,000, the Enquirer relates.  A further GBP962,000
will become due shortly in relation to work delivered up to the end
of May with further work in progress in June totalling GBP250,000
until sites were stopped last week, the Enquirer notes.

The groundwork firm had also been anticipating additional turnover
amounting to GBP4 million over the remainder of the current
financial year, the Enquirer relays.

"Given developments regarding a potential administration of ilke
Homes, there is a risk that Tamdown will be unable to collect these
amounts, which would have a significant impact on group profit
during the current financial year," the Enquirer quotes a statement
as saying.


JOULES: Owes Unsecured Creditors GBP112 Million
-----------------------------------------------
Rahmah Ghazali at The Shields Gazette reports that Joules, a
popular clothing brand that fell into administration last year,
still owes its suppliers, landlords and the holders of gift cards
more than GBP100 million.

Joules, a favourite of the Prince and Princess of Wales and of TV
presenter Holly Willoughby, collapsed as it was unable to repay a
bank loan after having faced huge increases in shipping and other
costs, The Shields Gazette relays, citing The Times.

The retailer, which sells clothing and homewares inspired by
British coastal and countryside living, was bought out of
administration by Next, saving 1,450 jobs and 100 stores, The
Shields Gazette recounts.  Next teamed up with Tom Joule, the
retailer's founder and they respectively own 74% and 26% of the
business, The Shields Gazette notes.

According to the most recent progress report from the
administrators, unsecured creditors -- companies without collateral
against the debt owed to them, are owed a substantial amount of
GBP112 million due to the fallout, The Shields Gazette discloses.

Additionally, clothing and fabric suppliers are owed GBP38.6
million, associated property companies are owed GBP3.8 million, and
gift card holders are owed GBP1.3 million, The Shields Gazette
states.  The remaining debt is owed to other connected companies
and creditors, The Shields Gazette relays. Unfortunately, the
statement of affairs suggests that these parties will only receive
a fraction of what they are owed, according to The Shields
Gazette.


MACQUARIE AIRFINANCE: Fitch Affirms BB LongTerm IDR, Outlook Stable
-------------------------------------------------------------------
Fitch Ratings has affirmed at 'BB' the Long-Term Issuer Default
Ratings (IDRs) of Macquarie AirFinance Holdings Limited (MAHL) and
its rated subsidiaries, Macquarie Aircraft Leasing Inc. (MAL) and
Macquarie Aerospace Finance UK Limited (MAFU). The Rating Outlook
is Stable. Fitch has also affirmed at 'BB+' the senior secured debt
ratings of MAFU and Macquarie Aerospace Holdings Inc. and MAHL and
MAL's senior unsecured debt at 'BB'.

These rating actions are being taken in conjunction with Fitch's
global aircraft leasing sector review, covering 10 publicly rated
firms.

KEY RATING DRIVERS

MAHL's ratings reflect its moderate position as a global lessor of
midlife and older commercial aircraft, appropriate current and
targeted leverage, absence of material orderbook purchase
commitments, the long-erm equity holders, lack of near-term debt
maturities, and solid liquidity metrics. The ratings also consider
MAHL's affiliation with Macquarie Group Limited (A/Stable), its
management team's depth, experience, and track record in managing
aircraft assets.

Rating constraints include near-term integration risks associated
with the portfolio acquisition from ALAFCO Aviation Lease and
Finance Company K.S.C.P. (ALAFCO) and longer-term execution risks
with the aggressive, albeit potentially attainable growth targets
and accompanying financing objectives. Additional rating
constraints include elevated exposure to older aircraft relative to
Fitch-rated peers, a focus on the sale-leaseback market, which is
highly competitive, a largely secured funding profile, a weaker
earnings profile, a notable amount of upcoming lease maturities,
and a largely secured funding profile. Fitch also notes potential
governance risks relative to larger, public peers including lack of
independent board members and partial ownership by pension funds.

Rating constraints applicable to the aircraft leasing industry more
broadly include the monoline nature of the business; vulnerability
to exogenous shocks; potential exposure to residual value risk;
sensitivity to oil prices, inflation and unemployment, which
negatively impact travel demand; reliance on wholesale funding
sources; and meaningful competition.

Fitch views MAHL's asset quality to be weaker than peers given the
older, current technology portfolio, with a weighted average (WA)
age of 12 years, which is among the oldest compared to Fitch-rated
peers. Asset quality was also negatively impacted by the
recognition of $17.6 million of impairments on aircraft and leases
in 9M23, or 1.7% of book value, driven by the residual impact from
the pandemic on aircraft on the ground and leases written in early
FY21. The ALAFCO transaction should increase diversification and
scale, reduce the WA age and improve portfolio liquidity. The
expected reduction in the average age, in line with management's
target of below 10 years, would be more in line with rated peers.

Fitch anticipates that MAHL's aggressive growth strategy and focus
on sale-leaseback transactions will have a negative impact on
near-term profitability. Fitch expects the company's annual pre-tax
returns on average assets will remain below 1% within the Outlook
horizon, which is commensurate with Fitch's 'b and below' category
earnings and profitability benchmark for balance sheet intensive
leasing companies with a sector risk operating environment (SROE)
score in the 'bbb' category. MAHL's annualized net spreads (lease
yield - funding costs) were 5.4% in 9M23, below the average of 8.6%
from 2019-2022.

Operating performance could also be pressured in the near-term
given the amount of upcoming lease maturities, as the WA remaining
lease term was only 3.7 years, increasing remarketing. The
lengthening of the lease maturity profile to 5.6 years, proforma,
in connection with the ALAFCO transaction, would be viewed
positively by Fitch.

The company has articulated a leverage target, on a gross debt to
tangible equity basis, of 3.0x. MAHL's leverage target is
appropriate in the context of the liquidity of the fleet profile,
as 61.9% of the portfolio (74.6% proforma) is considered tier 1,
which is relatively consistent with peers.

As of Dec. 31, 2022, unsecured debt represented 28%, but increased
to 45%, pro forma, following the completion of its inaugural $500
million, five-year, 8.375% senior unsecured debt issuance and
paydown of debt outstanding. This is consistent with Fitch's 'bb'
category funding, liquidity, and coverage benchmark range of
20%-75% for balance sheet intensive leasing companies with a SROE
score in the 'bbb' category.

Fitch anticipates that MAHL will have solid near-term liquidity,
including $154 million of cash on hand and $130 million of undrawn
committed capacity under its revolving credit facility. Fitch
projects operating cash flows in the range of $274 million
depending on portfolio expansion, deferrals and collections for the
next 12 months.

Fitch's sensitivity analysis for MAHL incorporated quantitative
credit metrics for the company under the agency's base case and
adverse case assumptions. These included slow or negative projected
growth, lower aircraft disposal gains, additional equipment
depreciation, higher interest expenses, and additional impairment
charges. Fitch believes MAHL will have sufficient liquidity
headroom to withstand near-term reductions in operating income in
both scenarios before temporarily breaching Fitch's liquidity
coverage threshold of 1.0x. Fitch expects sufficient capitalization
headroom relative to the 4.0x downgrade trigger under both
scenarios.

The Stable Outlook reflects Fitch's expectation that MAHL will
manage its balance sheet growth in order to maintain sufficient
headroom relative to its leverage target and Fitch's negative
rating sensitivities over the Outlook horizon. The Stable Outlook
also reflects expectations for the maintenance of impairments below
1%, enhanced earnings stability, and a strong liquidity position,
given the lack of material orderbook purchase commitments with
aircraft manufacturers.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

A weakening of the company's long-term cash flow generation,
profitability, and liquidity position, and/or a sustained increase
in leverage above 4.0x would be viewed negatively. Macroeconomic
and/or geopolitical-driven headwinds that pressure airlines and
lead to additional lease restructurings, rejections, lessee
defaults, and increased losses would be also be negative for the
ratings.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

MAHL's ratings could be, over time, positively influenced by solid
execution with respect to planned growth targets and outlined
long-term strategic financial objectives, including maintenance of
leverage below 3.0x and achieving a sustained pre-tax return on
average assets above 1.5%. Ratings could also benefit from enhanced
scale and improved risk profile of the portfolio, as exhibited by
the successful integration of the expected ALAFCO transaction, in
addition to reduced exposure to weaker airlines, maintenance of
impairment ratio below 1%, and increases in the proportion of tier
1 aircraft while maintaining its new technology, narrowbody focus.

An upgrade would also be contingent upon lengthening of the WA
lease profile and a reduction in the WA age of the fleet more in
line with peers, and unsecured debt approaching 40% of total debt,
while achieving and maintaining unencumbered assets coverage of
unsecured debt in excess of 1.0x.

DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS

The senior secured debt facility rating is one notch above MAHL's
Long-Term IDR and reflects the aircraft collateral backing these
obligations, which suggest good recovery prospects.

The equalization of the unsecured debt ratings with MAHL's
Long-Term IDR reflects sufficient unsecured debt as a percentage of
total debt, as well as the availability of sufficient unencumbered
assets, which provide support to unsecured creditors and suggest
average recovery prospects in a stressed scenario.

DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES

The senior secured debt ratings are primarily sensitive to changes
in MAHL's Long-Term IDR and secondarily to the relative recovery
prospects of the instruments.

The senior unsecured debt ratings are primarily sensitive to
changes in MAHL's Long-Term IDR and secondarily to the relative
recovery prospects of the instruments. A decline in unencumbered
asset coverage, combined with a material increase in secured debt,
could result in the notching of the unsecured debt down from the
Long-Term IDR.

SUBSIDIARY AND AFFILIATE RATINGS: KEY RATING DRIVERS

The Long-Term IDRs assigned to MAL and MAFU are equalized with that
of MAHL given that they are wholly owned subsidiaries of the
company.

SUBSIDIARY AND AFFILIATE RATINGS: RATING SENSITIVITIES

The ratings assigned to MAL and MAFU are primarily sensitive to
changes in MAHL's Long-Term IDR and are expected to move in
tandem.

ADJUSTMENTS

The Standalone Credit Profile has been assigned in line with the
implied Standalone Credit Profile.

The Business Profile score has been assigned below the implied
score due to the following adjustment reason: Market position
(negative).

The Asset Quality score has been assigned below the implied score
due to the following adjustment reason: Concentrations; asset
performance (negative).

The Earnings & Profitability score has been assigned below the
implied score due to the following adjustment reason: Earnings
stability (negative).

The Capitalization & Leverage score has been assigned below the
implied score due to the following adjustment reason: Risk profile
and business model (negative).

The Funding, Liquidity & Coverage score has been assigned in line
with the implied score.

ESG CONSIDERATIONS

MAHL has an ESG Relevance Score of '4' for Management Strategy due
to the execution risk associated with operational implementation of
the company's outlined strategy. This has a negative impact on the
credit profile and is relevant to the ratings in conjunction with
other factors.

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

   Entity/Debt             Rating        Prior
   -----------             ------        -----
Macquarie
AirFinance
Holdings Limited     LT IDR BB  Affirmed   BB

   senior
   unsecured         LT     BB  Affirmed   BB

Macquarie
Aerospace
Holdings Inc.

   senior secured    LT     BB+ Affirmed   BB+

Macquarie Aircraft
Leasing Inc.         LT IDR BB  Affirmed   BB

   senior
   unsecured         LT     BB  Affirmed   BB

Macquarie Aerospace
Finance UK Limited   LT IDR BB  Affirmed   BB

   senior secured    LT     BB+ Affirmed   BB+


PLAYTECH PLC: S&P Rates New EUR300MM Senior Secured Notes 'BB'
--------------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue rating to Playtech PLC's
proposed offering of up to EUR300 million of senior secured notes.
The recovery rating is '3' indicating its expectation of meaningful
recovery (50%-70%; rounded estimate 65%) in the event of payment
default.

Playtech, a U.K.-based software and gaming company, intends to use
the proceeds from this issuance to refinance the remaining EUR200
million of existing senior secured notes due October 2023, to pay
down its revolving credit facility and for general corporate
purposes. The proposed transaction improves the group's liquidity
profile and provides Playtech flexibility to pursue strategic
structured agreements and for potential upfront lump sum payments
for Italian concession license renewal fees.

The proposed new notes will rank at the same seniority as the
existing EUR350 million senior secured notes due Mar 2026 and the
EUR277 million revolving credit facility due October 2025. All
other ratings on Playtech are unaffected by the transaction. S&P
said, "Playtech's 2022 trading performance, particularly its cash
flow operation, was better than our previous expectation. Based on
the current trading performance for 2023, we expect the group to
outperform our previous published expectation as it continues to
report good growth, particularly in its business-to-business
segment. We understand that the group's policy is net debt to
adjusted EBITDA of 1.0x-2.0x, which translates into S&P Global
Ratings-adjusted debt to EBITDA of 1.3x-2.3x. Despite the
additional debt incurred through the proposed transaction, we
anticipate the group's debt to EBITDA will remain below 1.5x."

Key Analytical Factors

-- The issue rating on the group's existing EUR350 million senior
secured bond and new EUR300 million senior secured bond is 'BB'.
S&P's '3' recovery rating on these instruments indicates its
expectation of meaningful recovery prospects (50%-70%; rounded
estimate: 65%) in the event of default.

-- The recovery rating is supported by the lack of prior-ranking
debt, but partly constrained by the significant expected amount of
equally ranked senior debt.

-- The security package comprises share pledges and intercompany
loan receivables. The guarantors represent about 79% of
consolidated group EBITDA and 76% of consolidated group net
assets.

-- S&P's hypothetical default scenario envisages a combination of
adverse regulatory changes and market dynamics that lead to
heightened competitive and pricing pressures and a loss of market
share.

-- S&P values Playtech as a going concern because of its
recognized brands in the global gaming software industry and the
Italian gambling market, its established relationships with major
gambling operators, and its geographic diversification.

Simulated default assumptions

-- Year of default: 2028
-- Jurisdiction: U.K.

Simplified waterfall

-- Emergence EBITDA after recovery adjustments: EUR112.5 million

-- Implied enterprise value multiple: 6x

-- Gross enterprise value: EUR674.8 million

-- Net enterprise value after administrative costs (5%): EUR641.1
million

-- Estimated senior secured debt claims: EUR953 million

-- Recovery expectations: 50%-70% (rounded estimate 65%)

*All debt amounts include six months of prepetition interest.


TRILEY MIDCO 2: Fitch Affirms LongTerm IDR at 'B', Outlook Positive
-------------------------------------------------------------------
Fitch Ratings has affirmed Triley Midco 2 Limited's (Clinigen)
Long-Term Issuer Default Rating (IDR) at 'B' and its senior secured
instrument rating at 'B+' with a Recovery Rating of 'RR3'. The
Outlook on the IDR remains Positive.

Clinigen's rating reflects the group's niche scale but
well-entrenched position in a defensive market that is structurally
correlated to pharma innovation, with moderate profitability and
free cash flow (FCF) generation. These strengths are balanced by
contained execution risk in its anticipated strategic move towards
a greater contribution of services.

The Positive Outlook reflects its view that Clinigen should benefit
from strong organic and profitable organic growth prospects, and
its high resilience to the economic cycle. This, in combination
with a successful strategic realignment of the business to
services, should lead to leverage metrics trending below its
sensitivities for a 'B+' IDR over the next two years.

Fitch has withdrawn the second-lien term loan instrument
'CCC+'/'RR6' rating after its repayment with proceeds from
Clinigen's Proleukin divestment.

KEY RATING DRIVERS

Leverage-Neutral Proleukin Divestment: Fitch believes that the
recent divestment of its Proleukin product (which accounted for 20%
of consolidated EBITDA) fits the group's strategic focus on its
services business, where it has a greater competitive advantage
than its more generic products division. The divestment proceeds
have allowed Clinigen to repay its expensive second-lien loan and
also increased its liquidity buffer, including further royalty cash
flows expected over the rating horizon, but the loss of Proleukin
EBITDA means the disposal is neutral to leverage.

Expected Deleveraging Supports Positive Outlook: Following the
divestment, Fitch projects that EBITDA leverage will temporarily go
up to 6.0x in the financial year to June 2024, before it improves
towards 5.4x in FY25 and steadies at around 5.0x thereafter on
slightly higher organic EBITDA. Fitch estimates that Clinigen will
use the spare cash to partially fund future bolt-on M&A.

Fitch rating case assumes the steady deleveraging as Clinigen
focuses on implementing its organic growth strategy. The Positive
Outlook reflects its view that the leverage will trend towards its
positive sensitivity at 5.5x over the next two years, which in
combination with gradually growing earnings and cash flows would be
consistent with a higher rating.

Specialist Pharmaceutical Services: Clinigen has strong positions
in the niche pharmaceutical markets of formulation, medical access,
and clinical trial support, offering a specialist service to
pharmaceutical companies, which provides good revenue defensibility
and visibility. Management´s priority is to develop the services
business, which is supported by solid distribution capabilities,
over its owned product portfolio. The clinical services business is
the key source of its organic growth assumptions with 7.5% CAGR
over 2023-2026 in its rating case.

Stable, Cash-Generative Business: Based on its organic growth
assumptions, EBITDA margins will remain steady at around 19%
through to FY26. Fitch estimates that the implementation of a more
service-led strategy will dilute profitability but stronger organic
growth prospects in the segment should improve visibility around
Clinigen's earnings quality. Its profitability assumptions lead to
improving cash conversion with its FCF margin trending towards 5%
over the same period, which is moderately strong for the rating and
is aided by the recent repayment of the group´s expensive
second-lien loan.

Moderate Execution Risks, Limited M&A: Fitch sees moderate
execution risks in the gradual development of Clinigen's strategy
as it is already present in many service categories. Its rating
case sees Clinigen prioritising organic growth, accompanied by
selective bolt-on M&A of up to GBP40 million a year from FY24
onwards, to complement its service offering. Fitch would treat
higher-than-expected M&A spend during this period as event risk.

Favourable Trends Aid Business Model: As a partner in clinical
trials, licensed, and unlicensed medicines, Clinigen's business
model is aligned with trends in the global pharma industry,
characterised by innovation and partnerships/outsourcing, in
addition to favourable demographic and regulatory developments. All
this supports its organic growth assumptions underpinning
Clinigen's business profile.

DERIVATION SUMMARY

Fitch rates Clinigen according to its global Generic Rating
Navigator. Under this framework, Clinigen's business profile is
supported by its strong market positions within niche segments,
resilient end-market demand, continued outsourcing by big pharma,
and moderate geographical and business diversification. The rating
is, however, constrained to the 'B' rating category by its overall
limited size versus broader healthcare issuers', and temporarily
high financial leverage following its acquisition by Triton.

Given few rated outsourced pharmaceutical service providers, Fitch
has compared Clinigen against niche pharmaceutical product
companies within the broader sector, such as ADVANZ Pharma Holdco
Limited (B/Stable), CHEPLAPHARM Arzneimittel GmbH (B+/Stable) and
Pharmanovia Bidco Limited (B+/Stable).

Cheplapharm, Pharmanovia and Advanz contrast with Clinigen in their
more asset-light business model, given their focus on the lifecycle
management of typically off-patented drugs in targeted therapeutic
areas, with R&D, marketing, distribution and manufacturing
functions mostly outsourced. This results in profitability metrics
that are among the strongest in the sector and higher FCF margins
versus Clinigen's, although the latter benefits from solid cash
conversion despite its lower EBITDA margin.

Clinigen benefits from a more integrated service-orientated
business model with higher business diversification, which provides
downside protection as well as cross-selling opportunities and
higher organic growth prospects.

Fitch views Clinigen as firmly placed against 'B' rated names, such
as Advanz, which display a solid business model and good
profitability, but whose credit profile is held back by high
leverage and a propensity for M&A. Compared with 'B+' rated peers,
such as Cheplapharm and Pharmanovia, Fitch assesses the overall
business risk and financial leverage as similar to Clinigen's but
recognise the significant difference in profitability and FCF
generation metrics, which justifies the one-notch rating
differential.

KEY ASSUMPTIONS

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

- Organic sales CAGR of 7% to FY25, supported by new contract
   wins, cross-selling opportunities and continued outsourcing
   of services from big pharmas

- EBITDA margin stable at around 19% to FY25

- Working-capital cash outflow of GBP45 million in FY23 and
   broadly neutral thereafter to FY25

- Capex at 4%-5% of sales a year to FY25

- Bolt-on acquisitions of around GBP5 million in FY23 and
   GBP40 million per annum in FY24-FY25; pre-synergy
   enterprise value (EV)/EBITDA purchase multiple of 10x

- No shareholder distributions

Key Recovery Rating Assumptions

Clinigen's recovery analysis is based on a going-concern (GC)
approach, reflecting its asset-light business model supporting
higher realisable values in financial distress compared with
balance-sheet liquidation. Distress could arise primarily from
material revenue contraction following volume losses and price
pressure given Clinigen's exposure to generic pharmaceutical
competition, possibly together with an inability to provide
services or maintain service capabilities in its key regions.

For the GC EV calculation, Fitch estimates an EBITDA of about GBP80
million, which is lower than its prior estimate of GBP90 million,
following the divestment of Proleukin. This post-restructuring GC
EBITDA reflects organic earnings post-distress and implementation
of possible corrective measures.

Fitch has applied a 5.0x distressed EV/EBITDA multiple, in line
with its close peer group's and to reflect Clinigen's minimum
valuation multiple.

After deducting 10% for administrative claims, its principal
waterfall analysis generated a ranked recovery in the 'RR3' band,
resulting in a senior secured debt rating of 'B+' for the
first-lien euro term loan B (TLB), as well as a GBP75 million
secured revolving credit facility (RCF), which Fitch assumes to be
fully drawn prior to distress. The RCF ranks pari passu with the
TLB, with a waterfall-generated recovery computation output
percentage of 51% based on current metrics and assumptions.

RATING SENSITIVITIES

Factors That Could, Individually or Collectively, Lead to an
Upgrade:

- Successful implementation of the organic growth strategy
   focused on growing the service business leading to
   steady growth in operating profitability

- Continued strong cash generation with FCF margins
   sustained in the mid-single digits

- EBITDA gross leverage at or below 5.5x

- EBITDA interest coverage trending above 2.5x

- Evidence of a conservative financial policy, with no
   debt-funded M&A or shareholder distributions

Factors That Could, Individually or Collectively, Lead to a
Downgrade:

- Unsuccessful implementation of the organic growth
   strategy, with operational underperformance relative
   to the business plan, leading to sustained erosion
   in EBITDA and margins

- Weakening cash generation, with FCF margins declining
   towards low single digits or zero

- EBITDA gross leverage above 7.0x on a sustained basis

- Evidence of an aggressive financial policy, including
   debt-funded M&A or shareholder distributions

- EBITDA interest coverage below 2.0x

Factors That Could, Individually or Collectively, Lead to the
Outlook Being Revised to Stable:

- Delayed execution of the organic growth strategy,
   with operational underperformance relative to the
   business plan, leading to mild erosion in EBITDA and margins

- Weakening cash generation, with FCF margins declining
   towards low single digits

- Evidence of an aggressive financial policy, including
   debt-funded M&A or shareholder distributions, leading
   to a lack of deleveraging with EBITDA gross leverage
   above 5.5x by FY25

LIQUIDITY AND DEBT STRUCTURE

Comfortable Liquidity: Fitch assesses Clinigen´s liquidity buffer
as comfortable following the recent disposal of Proleukin, which
provided it with sizeable cash proceeds that were used to repay the
second-lien loan and excess cash that Fitch expects will fund
future bolt-on M&A. Subsequent milestone and royalty payments from
the Proleukin disposal should provide further cash buffer over
time.

With the exception of FY23 during which Fitch projects one-off
negative FCF generation on the back of a significant
working-capital cash outflow, Fitch forecasts mid-single-digit FCF
margins over FY24-FY25, which should be sufficient to cover
working-capital movements, internal capex requirements and small
bolt-on M&As. Fitch projects Clinigen to close FY23 with about
GBP100 million of freely available cash, excluding GBP20 million
that Fitch treats as not readily available for debt service.

Clinigen also has a fully undrawn GBP75 million RCF available to
support liquidity. It benefits from long-dated RCF and term loan
due May 2028 and 2029, respectively.

ISSUER PROFILE

Clinigen is a UK-headquartered pharmaceutical services and products
company focused on distributing unlicensed and trial drugs to
markets where they are unavailable through local health systems.

ESG CONSIDERATIONS

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

   Entity/Debt             Rating        Recovery   Prior
   -----------             ------        --------   -----
Triley Midco 2
Limited             LT IDR B   Affirmed              B

   senior secured   LT     B+  Affirmed     RR3      B+

   Senior Secured
   2nd Lien         LT     WD  Withdrawn             CCC+


VERDANT SPIRITS: Enters Liquidation Due to Cash Flow Problems
-------------------------------------------------------------
Rob McLaren at The Courier reports that award-winning Dundee gin
firm Verdant Spirits has into liquidation.

According to The Courier, Covid, Brexit and cash flow problems
contributed to the demise of firm that created Scotland's gin of
the year and supplied the House of Commons.

The company's founder Andrew Mackenzie says he personally stands to
lose GBP200,000.


[*] UK: Liquidations in South Lanarkshire Hit Four Year High
------------------------------------------------------------
Shannon Milmine at Daily Record reports that the number of
businesses entering liquidation across South Lanarkshire hit a four
year high last year.

The number of local businesses that went into voluntary liquidation
in 2022 was 32, Daily Record relays, citing new figures from the
Shared Data Unit.

In 2019, the number of companies entering liquidation was 11, in
2020 it was nine and in 2021 it was 26, Daily Record states.

There are a few reasons as to why so many businesses went into
liquidation across South Lanarkshire last year, including the
conflict in Ukraine which pushed up the price of both oil and
grain, increasing costs for businesses, as well as soaring fuel
costs and drastically higher energy bills, Daily Record discloses.

According to Daily Record, Regional managing partner for the
southwest region at insolvency experts Begbies Traynor, Julie
Palmer, said: "Energy and the cost of energy is only going one way
at the moment. Energy is going to remain a very real problem for
business and will affect supply prices right across the board.

"We see it when we look at the prices in our shopping basket at the
moment. Some businesses are actually reporting increased turnover,
but lower profits.  If you look at the food retail market the
figures might look good on the face of it because spend is up, but
actually spend is up for much fewer items in the basket.  I can't
think of a single sector where rising prices aren't an issue."




===============
X X X X X X X X
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[*] BOOK REVIEW: Transnational Mergers and Acquisitions
-------------------------------------------------------
Author: Sarkis J. Khoury
Publisher: Beard Books
Softcover: 292 pages
List Price: $34.95
Order your personal copy today at http://is.gd/hl7cni

Transnational Mergers and Acquisitions in the United States will
appeal to a wide range of readers. Dr. Khoury's analysis is
valuable for managers involved in transnational acquisitions,
whether they are acquiring companies or being acquired themselves.
At the same time, he provides a comprehensive and large-scale look
at the industrial sector of the U.S. economy that proves very
useful for policy makers even today. With its nearly 100 tables of
data and numerous examples, Khoury provides a wealth of information
for business historians and researchers as well.

Until the late 1960s, we Americans were confident (some might say
smug) in our belief that U.S. direct investment abroad would
continue to grow as it had in the 1950s and 1960s, and that we
would dominate the other large world economies in foreign
investment for some time to come. And then came the 1970s, U.S.
investment abroad stood at $78 billion, in contrast to only $13
billion in foreign investment in the U.S. In 1978, however, only
eight years later, foreign investment in the U.S. had skyrocketed
to nearly #41 billion, about half of it in acquisition of U.S.
firms. Foreign acquisitions of U.S. companies grew from 20 in 1970
to 188 in 1978. The tables had turned an Americans were worried.
Acquisitions in the banking and insurance sectors were increasing
sharply, which in particular alarmed many analysts.

Thus, when it was first published in 1980, this book met a growing
need for analytical and empirical data on this rapidly increasing
flow of foreign investment money into the U.S., much of it in
acquisitions. Khoury answers many of the questions arising from the
situation as it stood in 1980, many of which are applicable today:
What are the motives for transnational acquisitions? How do foreign
firms plans, evaluate, and negotiate mergers in the U.S.? What are
the effects of these acquisitions on competition, money and capital
markets; relative technological position; balance of payments and
economic policy in the U.S.?

To begin to answer these questions, Khoury researched foreign
investment in the U.S. from 1790 to 1979. His historical review
includes foreign firms' industry preferences, choice of location in
the U.S., and methods for penetrating the U.S. market. He notes the
importance of foreign investment to growth in the U.S.,
particularly until the early 20th century, and that prior to the
1970s, foreign investment had grown steadily throughout U.S.
history, with lapses during and after the world wars.

Khoury found that rates of return to foreign companies were not
excessive. He determined that the effect on the U.S. economy was
generally positive and concluded that restricting the inflow of
direct and indirect foreign investment would hinder U.S. economic
growth both in the short term and long term. Further, he found no
compelling reason to restrict the activities of multinational
corporations in the U.S. from a policy perspective. Khoury's
research broke new ground and provided input for economic policy at
just the right time.

Sarkis J. Khoury holds a Ph.D. in International Finance from
Wharton. He teaches finance and international finance at the
University of California, Riverside, and serves as the Executive
Director of International Programs at the Anderson Graduate School
of Business.



                           *********


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

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

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

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000.


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