/raid1/www/Hosts/bankrupt/TCREUR_Public/230714.mbx        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, July 14, 2023, Vol. 24, No. 141

                           Headlines



C R O A T I A

ZAGREBACKI HOLDING: S&P Upgrades ICR to 'B+' on Bond Refinancing


F R A N C E

CASINO GUICHARD-PERRACHON: Bidders Have Til Today to Improve Offers


G E O R G I A

GEORGIA CAPITAL: S&P Gives Prelim. BB- Rating on 2028 Unsec. Notes


I R E L A N D

GLENBROOK PARK CLO: Fitch Assigns 'B-sf' Rating to Class F Notes
GLENBROOK PARK: S&P Assigns B-(sf) Rating on Class F Notes
PALMER SQUARE 2023-2: Moody's Assigns (P)Ba3 Rating to Cl. E Notes
WILLOW PARK CLO: Moody's Affirms B2 Rating on EUR13MM Cl. E Notes


I T A L Y

SESTANTE FINANCE 2005: Moody's Ups EUR47.35MM B Notes Rating to B3


L U X E M B O U R G

SAPHILUX SARL: Moody's Rates New 1st Lien Loans B3, Outlook Stable


N E T H E R L A N D S

ACR I BV: Moody's Assigns 'B2' Corp. Family Rating, Outlook Stable


S W E D E N

FASTPARTNER AB: Moody's Lowers CFR to Ba3 & Alters Outlook to Neg.


U K R A I N E

UKRENERGO: Fitch Affirms 'CC' LongTerm IDR


U N I T E D   K I N G D O M

CO CARS: Set to Enter Into Administration, To Halt Operations
COMPASS III: Moody's Affirms 'B3' CFR, Outlook Remains Stable
ROBERT GODDARD: Creditors Back Company Voluntary Arrangement
ROYALERESORTS: Enters Administration as Part of Recapitalization
S4 CAPITAL: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable

TOGETHER ASSET 2023-1ST1: Fitch Assigns 'B-sf' Rating to F Notes
TOGETHER ASSET 2023-1ST1: S&P Assigns 'BB' Rating on X-Dfrd Notes
WILKO: Races to Secure Cash Injection as Chain Finalizes CVA


X X X X X X X X

[*] BOOK REVIEW: Management Guide to Troubled Companies

                           - - - - -


=============
C R O A T I A
=============

ZAGREBACKI HOLDING: S&P Upgrades ICR to 'B+' on Bond Refinancing
----------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating rating
on Croatian diversified utility company Zagrebacki Holding (ZGH) to
'B+' from 'B'.

S&P said, "The positive outlook mirrors that on Zagreb, indicating
that we could upgrade ZGH if we were to upgrade the city and ZGH
delivers on its strategic plan, notably with EBITDA remaining in
positive territory over 2023-2024, leading us to revise our SACP
assessment to 'b-'."

On July 11, 2023, ZGH issued a EUR305 million bond due in July 2028
to refinance its Croatian kuna (HRK) 2.30 billion (about EUR305
million) bond due on July 15, 2023. This marks the third milestone
achieved by the company's new management after refinancing
short-term loans with long-term loans in 2022 and generating
positive reported EBITDA of about EUR77 million in 2022, after two
years of losses.

ZGH's full-year results show successful delivery of management's
goals for 2022, improving S&P's view of the company's ability to
execute on planned strategy. The new management team, established
in 2021, had three main goals by midyear 2023, including: (1)
refinancing of the short-term loan portfolio into long-term debt,
(2) ensuring EBITDA of HRK500 million (about EUR66 million) by the
end of 2022, and (3) refinancing the EUR305 million bond maturing
in July 2023.

Regarding the first goal, ZGH refinanced HRK1.55 billion of its
HRK1.96 billion loan portfolio in September 2022, using part of the
proceeds from a EUR240 million loan. The new EUR240 million loan,
which is in three tranches, has an average tenor of 10 years with a
one-year grace period and an average coupon of 4.8%. This
transaction improved the company's liquidity structure, since ZGH
no longer needs to rely on refinancing short-term lines every year
to operate. From 2024, ZGH's loan amortization will total EUR20
million-EUR23 million.

S&P said, "Second, at year-end 2022, ZGH reported EBITDA of EUR77
million, exceeding its goal of about EUR66 million as well as our
forecasts. The improvement stemmed from cost-efficiency measures,
mergers of subsidiaries, and an increase in waste tariffs. We
believe ZGH's business optimization efforts will continue over the
next few years, contributing to reported EBITDA increasing to EUR80
million-EUR85 million (or S&P Global Ratings-adjusted EBITDA of
about EUR60 million). Combined with reported debt of EUR600
million, we expect ZGH to achieve its target of reported leverage
below 9.5x (equivalent to our adjusted 11x metric) over the next
few years.

"Third, the HRK2.30 billion (about EUR305 million) 3.9% bond due on
July 15, 2023, will be fully repaid using the proceeds of ZGH's
EUR305 million 4.9% bond issued on July 11, which has an
unconditional and irrevocable guarantee from the city of Zagreb.
We foresee an improvement in ZGH's liquidity following the recent
refinancing of the HRK2.30 billion bond due in 2023. The new bond
of EUR305 million, which is fully guaranteed by the city of Zagreb,
represents about 50% of the company's total financial debt. We
therefore no longer see a risk of near-term liquidity stress and
expect liquidity sources to comfortably cover uses over the next 12
and 24 months. Nevertheless, the timing of the issuance, so close
to the due date, prevents us from regarding liquidity as stronger
than less than adequate until we see a track record of successful
liquidity management. We also view as positive the strong coupon
rate of 4.9% on the new bond in the high-interest-rate
environment.

"We continue to see a very high likelihood that the city of Zagreb
would support ZGH in the event of distress, which results in three
notches of uplift from the SACP. We see ZGH as the government's
vehicle to implement its policies for the city of Zagreb. The
company benefits from its long-term contractual relationship with
the city, which protects its near monopoly in providing essential
public services and infrastructure to the population of Zagreb.
ZGH's operations range from gas distribution and supply, water
treatment and supply, waste collection and treatment, as well as
city cemeteries, pharmacies, markets, outdoor advertisements, and
municipal housing. We also believe the city's full ownership of
ZGH, and its involvement in defining and establishing the company's
strategy, investment plan, and budget, emphasize the very strong
link between ZGH and the city. This was recently demonstrated by
the city's willingness to fully guarantee ZGH's bond issuance. We
therefore continue to believe that, despite liquidity constraints
at the city, in the event of distress, the city would be willing to
support ZGH in a timely manner. This is because a default of the
company would hurt the new city administration's reputation.

"The positive outlook mirrors that on the city of Zagreb. We expect
that ZGH will continue to optimize its operations and its related
costs to ensure stable reported EBITDA of EUR65 million-EUR80
million over the next two years."

Downside scenario

A negative rating action on the city of Zagreb would trigger a
similar action on ZGH. Separately, weakening of ZGH's SACP to 'ccc'
would also trigger a downgrade of ZGH.

Upside scenario

An upgrade to 'BB-' could follow if S&P was to upgrade the city and
ZGH continues delivering on its strategy, notably with EBITDA
remaining positive over 2023-2024, leading us to revise our
assessment of its SACP to 'b-'.

ESG credit indicators: To E-2, S-2, G-4; From E-2, S-2, G-5

S&P said, "We now view governance as a negative factor in our
credit rating analysis of ZGH. Since 2022, ZGH's new management has
been working on a restructuring strategy to fully reshape the
company and we already see some positive results. The company
however continues to show difficulties in centralizing information
from its multiple segments, which we see as weighing on governance.
ZGH is a government vehicle to implement the city of Zagreb's
strategies and it operates throughout several branches, including
gas distribution and supply, waste collection and treatment, water
supply, cemeteries, publishing, city markets, and many others."




===========
F R A N C E
===========

CASINO GUICHARD-PERRACHON: Bidders Have Til Today to Improve Offers
-------------------------------------------------------------------
Irene Garcia Perez and Alexandre Rajbhandari at Bloomberg News
report that in the race to win control for debt-laden supermarket
operator Casino Guichard-Perrachon, the two bidders are working to
charm creditors, the company and the government after laying out
their initial plans.

According to Bloomberg, the groups -- 3F, formed by banker Matthieu
Pigasse, telecom billionaire Xavier Niel and retail entrepreneur
Moez-Alexandre Zouari, and a rival composed of Czech investor
Daniel Kretinsky and Marc Ladreit de Lacharriere's Fimalac -- have
until today, July 14, to improve their bids.

Mr. Kretinsky and Fimalac are trying to get enough backing from
secured creditors, as their offer involves a bigger conversion of
that type of debt into equity and less participation in the new
money than their rival's proposal, Bloomberg relays, citing people
familiar with the matter.  It's still being discussed whether that
could involve swapping less debt into equity, bigger participation
from creditors in the equity injection or a mix of both, Bloomberg
notes.

Meanwhile, 3F is looking into ways to improve what has been the
main criticism of their financial proposal: that their offer of new
equity is too small, other people familiar with the matter said,
asking not to be named discussing private information, Bloomberg
relates.

The business plan proposals differ on three main points: how to get
people back into the group's stores; the size of expansion for the
franchise network -- with Kretinsky-Fimalac more conservative,
while 3F's proposal is bigger but still less than the company's
suggestion for nearly 3,000 stores and focused on the regions where
Casino is already strong; and who is going to lead the task,
according to Bloomberg.  3F, Bloomberg says, is counting on
Zouari's experience -- including as a Casino franchisee -- while
the rival bid has lined up former Lactalis and Metro executive
Philippe Palazzi for the chief executive officer role, relying on
current management at Franprix.

Casino, as cited by Bloomberg, said it has asked for revised offers
by 9:00 p.m. CET on Friday, July 14, and that they'll be assessed
based partly on "the unconditional nature of the equity
commitments" and "the level of liquidity available to the group
following completion of the restructuring."

The rival bids are the end game in Casino's long-running collapse
under a mountain of debt, Bloomberg notes.  The company has been
seeking since 2018 to cut borrowing via asset sales, but its
concentration in areas heavily reliant on tourism backfired during
the pandemic and a strategy to raise prices more than its
competitors added to Casino's woes more recently, Bloomberg
discloses.

With the company struggling to generate enough cash, Casino in May
entered into court-supervised talks with creditors and other
stakeholders -- including the French state -- to restructure its
balance sheet, Bloomberg recounts.  The proposals would involve new
equity investments from the two bidders and others and the
conversion of a significant chunk of the company's debt into
equity, Bloomberg states.

Under the restructuring, existing shareholders would be left with
almost nothing and Casino's chairman and chief executive officer,
Jean-Charles Naouri, would lose his controlling stake, Bloomberg
notes.




=============
G E O R G I A
=============

GEORGIA CAPITAL: S&P Gives Prelim. BB- Rating on 2028 Unsec. Notes
------------------------------------------------------------------
S&P Global Ratings assigned its preliminary 'BB-' issue rating to
Georgia Capital JSC's proposed $150 million sustainability-linked
senior unsecured notes, due 2028. The company intends to use the
proceeds to help it pay down the $217 million outstanding from the
$300 million note issuance due in March 2024.

S&P said, "We placed our 'B+' issuer credit rating on Georgia
Capital on CreditWatch with positive implications to indicate that
we are likely to raise our rating on Georgia Capital by one notch,
to 'BB-', if it completes the proposed refinancing and fully
redeems the notes due in 2024."

S&P Global Ratings expects that even after Georgia Capital has
issued its proposed $150 million sustainability-linked senior
unsecured local U.S. dollar-denominated bond, its leverage will
remain low. The issuance is part of a refinancing that should
extend the company's debt maturity profile by repaying the rest of
the $300 million bond due in March 2024. Georgia Capital has
already repurchased $83 million of this bond, an amount it holds as
liquid funds. Our adjusted leverage metric was 13% on March 31,
2023. S&P said, "We calculate that it could have been as low as
9.4% on that date, assuming gross debt of $150 million and full
repayment of the outstanding shareholder loans. This calculation
incorporates the proposed issuance and the updated portfolio
valuation, adjusted to account for forecast dividend inflows of
about $48 million and inflows of about $24 million from
participation in Bank of Georgia share buyback programs. We assume
that Georgia Capital will receive these inflows prior to the
refinancing, which is to be completed by mid-September."

Most of the forecast improvement comes from cash inflows from
dividends; the company intends to combine these with the new bond
issuance to redeem the outstanding bonds and lower its net debt.
The proposed transaction will also resolve the company's upcoming
maturities, thus reducing the pressure on liquidity. The holding
company should end up with no maturities until 2028, when the
proposed notes are due. S&P also expects Georgia Capital to
maintain relatively low leverage for the rating, which we see as
supportive for its credit profile.

Georgia Capital's intention is to redeem in full its $300 million
senior unsecured bond due in March 2024. It will achieve this by
raising new debt and generating cash from continued participation
in the Bank of Georgia share buybacks. The cash balance, as of
March 31, 2023, excluding bonds reported as liquid funds, was $63.4
million. Georgia Capital intends to combine the proceeds of both
transactions with its cash at hand and dividend inflows to repay
the outstanding $217 million of the 2024 bond. S&P's preliminary
'BB-' rating on the notes reflects Georgia Capital's new capital
structure. It anticipates that all the transactions will be closed
or settled by mid-September.

Since early in 2022, Georgia Capital's strategic priorities have
been to reduce debt at the holding company level and proactively
manage its upcoming debt maturity. It disposed of 80% of Georgian
Global Utilities JSC (GGU) at the beginning of 2022, for which it
received $180 million. In October 2022, the group tendered and
cancelled $65 million of its bonds. To date, it has also
repurchased $83 million of the bond outside the tender offer, at
93%-98% of face value. S&P did not consider the repurchases to be
distressed, given the high interest rate environment.

The Bank of Georgia is Georgia Capital's only listed asset.
Although the holding company intends to hold its 19.9% stake in
Bank of Georgia Group, it may from time to time temporarily reduce
its stake in the bank or exceed its target stake, depending on
whether it decides to participate in the bank's share buyback
programs. In 2022, Georgia Capital's holding in the bank was 20.6%,
but eventually the size of its stake reverted back to 19.9%.

Georgia Capital has already received most of the estimated $74
million in dividends which are due to be paid prior to the
refinancing. It will use these dividend inflows, which include the
share buybacks from Bank of Georgia, to cover part of the funding
gap. Other cash inflows include the repayment of a total of $11.4
million in shareholder loans, granted to its investee auto service
business and housing development business. The group has also
announced that it would reduce its minimum liquidity buffer to $30
million from $50 million because of the lower debt level. S&P
forecasts that its cash balance, after completing the refinancing,
will be about $40 million.

The transaction is not immune to execution risks. Georgia Capital
will need to quickly monetize assets, and receive some cash from
its investee assets before closing out the refinancing. S&P expects
to resolve the CreditWatch placement once the company has
successfully issued its $150 million bond and concluded the tender
offer with a full redemption of its $300 million bond due in 2024.

The preliminary ratings should not be construed as evidence of
final ratings. If S&P Global Ratings does not receive final
documentation within a reasonable time frame, or if final
documentation departs from materials reviewed, S&P reserves the
right to withdraw or revise its ratings. Potential changes include
successful repayment of Georgia Capital's $300 million notes due in
March 2024; the use of loan proceeds; the maturity and size of the
loan; and the conditions that apply, including financial and other
covenants, security, and ranking.

S&P said, "After the refinancing, we expect Georgia Capital to
maintain low leverage and that its liquidity will improve to
adequate. The group has announced a public target for reducing
leverage and we forecast that its loan-to-value ratio will drop
below 10% after the refinancing. However, the discount on the net
asset value per share remains relatively high at above 60%; we do
not exclude the possibility of material share repurchases following
completion of the refinancing. Nevertheless, we anticipate that the
holding will balance its repurchases and investments. We also
expect its net capital commitment, as calculated by the holding
company ratio, to remain below 15%, while its minimum liquidity
balance remains above $30 million.

"Cash interest and dividends for the full year, including share
buybacks from Bank of Georgia, are forecast at about Georgian lari
(GEL) 200 million ($72 million) in 2023.Given that the pharmacy
business paid an extraordinary dividend of about GEL27 million in
2023, we expect cash interest and dividends to moderate to about
GEL180 million ($69 million) in 2024. We do expect cash sources to
cover cash uses by at least 1.2x for the first 12 months after the
refinancing is completed; this implies that liquidity is adequate,
in our view."

Georgia's economy surged in 2022, which proved extraordinarily
positive, with real GDP growing by about 10.1%. Since the start of
the Russia-Ukraine conflict, the republic has benefited from a
marked uptick in tourism, as well as an influx of migrants and
capital from Russia. The positive momentum in the economy and
business environment is expected to support Georgia Capital's asset
valuations; dividend payments; and, ultimately, its leverage over
2023-2024. For 2023, S&P expects economic growth to weaken to 3.2%
as the external environment becomes less favorable amid tightening
financial conditions.

Georgia Capital's portfolio value grew by a further 2.2% to GEL3.3
billion in the first quarter of 2023. Adjusting for the net effect
of the disposal of 80% of GGU at the beginning of 2022, the
portfolio has increased in value by 4% in 2022. This is a
turnaround from the drop in value seen when the Russia-Ukraine war
began. The strong recovery has, to a large extent, been driven by
strong share price appreciation at the Bank of Georgia. Shares rose
56.2% over 2022, and a further 5.6% in the first quarter of 2023.
That said, Georgia Capital participated in the bank's first-quarter
share buybacks, resulting in a cash inflow of GEL21.1 million. As a
result, its stake in the bank had little effect on portfolio value.
Georgia Capital's private portfolio rose 3.1% in value during the
first quarter and we expect the resilient Georgian economy to
support private asset values in the near term.

CreditWatch

S&P said, "We expect to resolve the CreditWatch placement when the
refinancing closes, after we have reviewed the final terms of the
new debt. The refinancing includes full redemption of Georgia
Capital's bond due 2024 at a make-whole premium.

"Should the various transactions involved in the refinancing plan
be successfully closed and settled, we would likely raise our
issuer credit rating on Georgia Capital by one notch, to 'BB-',
because the company will have low leverage, an adequate liquidity
position, and a long-dated maturity profile."

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




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

GLENBROOK PARK CLO: Fitch Assigns 'B-sf' Rating to Class F Notes
----------------------------------------------------------------
Fitch Ratings has assigned Glenbrook Park CLO DAC final ratings.

ENTITY/DEBT    RATING               PRIOR
-----------             ------               -----
Glenbrook Park CLO DAC

A XS2633754598   LT    AAAsf   New Rating AAA(EXP)sf
B XS2633754754   LT    AAsf    New Rating AA(EXP)sf
C XS2633754911   LT    Asf  New Rating A(EXP)sf
D XS2633755132   LT    BBB-sf  New Rating BBB-(EXP)sf
E XS2633755306   LT    BB-sf   New Rating BB-(EXP)sf
F XS2633755561   LT    B-sf    New Rating B-(EXP)sf
Subordinated Notes
XS2633756379   LT    NRsf    New Rating NR(EXP)sf
Z-1 XS263375572   LT    NRsf    New Rating

Z-2 XS2633756023  LT    NRsf    New Rating

TRANSACTION SUMMARY

Glenbrook Park CLO DAC is a securitisation of mainly senior secured
obligations (at least 90%) with a component of senior unsecured,
mezzanine, second-lien loans and high-yield bonds. Note proceeds
were used to fund a portfolio with a target par of EUR350 million.
The portfolio is actively managed by Blackstone Ireland Limited.
The collateralised loan obligation (CLO) has a 4.5-year
reinvestment period and an 8.5-year weighted average life (WAL)
test.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors in the 'B' category. The Fitch
weighted average rating factor (WARF) of the identified portfolio
is 24.1.

High Recovery Expectations (Positive): At least 90% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate (WARR) of the identified portfolio is 62.3%.

Diversified Portfolio (Positive): The transaction has two matrices
effective at closing corresponding to the 10-largest obligors at
20% of the portfolio balance and two fixed-rate assets limits at 5%
and 12.5% of the portfolio. It also has two forward matrices
corresponding to the same top 10 obligors and fixed-rate assets
limits, which will be effective one year after closing, provided
the aggregate collateral balance (defaults at Fitch-calculated
collateral value) is at least at the target par.

The transaction also includes various concentration limits,
including the maximum exposure to the three-largest Fitch-defined
industries in the portfolio at 40%. These covenants are intended to
ensure the asset portfolio will not be exposed to excessive
concentration.

Portfolio Management (Neutral): The transaction has a 4.5-year
reinvestment period and includes reinvestment criteria similar to
those of other European transactions. Fitch's analysis is based on
a stressed-case portfolio with the aim of testing the robustness of
the transaction structure against its covenants and portfolio
guidelines.

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

RATING SENSITIVITIES

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

A 25% increase of the mean default rate (RDR) across all ratings
and a 25% decrease of the recovery rate (RRR) across all ratings of
the identified portfolio would lead to a downgrade of no more than
one notch for the class E and F notes, and have no impact on the
class A, B, C and D notes.

Based on the identified portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration. Due to the
better metrics and shorter life of the identified portfolio than
the stressed portfolio, the class B, D, E and F notes have a
two-notch cushion, the class C notes a one-notch cushion and the
class A notes no rating cushion.

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

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

A 25% reduction of the mean RDR across all ratings and a 25%
increase in the RRR across all ratings of the Fitch-stressed
portfolio would lead to upgrades of up to three notches, except for
the 'AAAsf' rated notes.

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, meaning the notes
are able to withstand larger-than-expected losses for the
transaction's remaining life. 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.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Structured Finance
transactions have a best-case rating upgrade scenario (defined as
the 99th percentile of rating transitions, measured in a positive
direction) of seven notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of seven notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAAsf' to 'Dsf'. Best- and worst-case scenario credit ratings
are based on historical performance.

USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10

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

DATA ADEQUACY

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, 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.


GLENBROOK PARK: S&P Assigns B-(sf) Rating on Class F Notes
----------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Glenbrook Park
CLO DAC's class A, B, C, D, E, and F notes. The issuer also issued
unrated subordinated notes.

The class F notes is a delayed draw tranche, which has a maximum
notional amount of EUR11.50 million, and a spread of
three/six-month Euro Interbank Offered Rate (EURIBOR) plus 10.00%.
They can only be issued once and only during the reinvestment
period with an issuance amount totaling EUR11.50 million. The
issuer will use the full proceeds received from the sale of the
class F notes to redeem the subordinated notes or to purchase
additional assets. Upon issuance, the class F notes' spread could
be subject to a variation and, if higher, is subject to rating
agency confirmation.

The reinvestment period will be 4.53 years, while the non-call
period will be 1.51 years after closing.

Under the transaction documents, the rated loans and notes will pay
quarterly interest unless there is a frequency switch event.
Following this, the notes will switch to semiannual payment.

The ratings assigned to the notes reflect S&P's assessment of:

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

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

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

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

-- The transaction's counterparty risks, which is in line with
S&P's counterparty rating framework.

  Portfolio benchmarks

                                                          CURRENT

  S&P Global Ratings weighted-average rating factor       2771.00

  Default rate dispersion                                  534.33

  Weighted-average life (years)                              4.44

  Obligor diversity measure                                126.66

  Industry diversity measure                                20.05

  Regional diversity measure                                 1.20

  Transaction key metrics
                                                          CURRENT

  Total par amount (mil. EUR)                              350.00

  Defaulted assets (mil. EUR)                                0.00

  Number of performing obligors                               170

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

  'CCC' category rated assets (%)                            2.00

  Actual 'AAA' weighted-average recovery (%)                36.62

  Actual weighted-average spread (%)                         4.01

  Actual weighted-average coupon (%)                         4.65

S&P said, "Our ratings reflect our assessment of the collateral
portfolio's credit quality, which has a weighted-average rating of
'B'. We consider that the portfolio to be well-diversified,
primarily comprising broadly syndicated speculative-grade senior
secured term loans and senior secured bonds. Therefore, we
conducted our credit and cash flow analysis by applying our
criteria for corporate cash flow CDOs."

The transaction includes an amortizing reinvestment target par
amount, which is a predetermined reduction in the value of the
transaction's target par amount unrelated to the principal payments
on the notes. This may allow for the principal proceeds to be
characterized as interest proceeds when the collateral par exceeds
this amount, subject to a limit, and affect the reinvestment
criteria, among others. This feature allows some excess par to be
released to equity during benign times, which may lead to a
reduction in the amount of losses that the transaction can sustain
during an economic downturn. Hence, in S&P's cash flow analysis, it
assumed a starting collateral size of EUR339.00 million (i.e., the
EUR350 million target par minus the maximum reinvestment target par
adjustment amount of EUR11.00 million).

S&P said, "In our cash flow analysis, we also modeled the
covenanted weighted-average spread of 4.01%, and the covenanted
weighted-average recovery rates as indicated by the collateral
manager. We applied various cash flow stress scenarios, using four
different default patterns, in conjunction with different interest
rate stress scenarios for each liability rating category.

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

"Following the application of our structured finance sovereign risk
criteria, we consider the transaction's exposure to country risk to
be limited at the assigned ratings, as the exposure to individual
sovereigns does not exceed the diversification thresholds outlined
in our criteria.

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

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class B, C, and D notes could withstand
stresses commensurate with higher ratings than those we have
assigned. However, as the CLO will be in its reinvestment phase
starting from the effective date, during which the transaction's
credit risk profile could deteriorate, we have capped our ratings
assigned to the notes.

"The class A and E notes can withstand stresses commensurate with
the assigned ratings. In our view, the portfolio is granular in
nature, and well-diversified across obligors, industries, and asset
characteristics when compared with other CLO transactions we have
rated recently. As such, we have not applied any additional
scenario and sensitivity analysis when assigning our ratings to any
classes of notes in this transaction.

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

The ratings uplift for the class F notes reflects several key
factors, including:

-- The class F notes' available credit enhancement, which is in
the same range as that of other CLOs S&P has rated and that have
recently been issued in Europe.

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

-- S&P's model generated break-even default rate at the 'B-'
rating level of 22.69% (for a portfolio with a weighted-average
life of 4.525 years), versus if it was to consider a long-term
sustainable default rate of 3.1% for 4.525 years, which would
result in a target default rate of 14.03%.

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

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

-- Following this analysis, S&P considers that the available
credit enhancement for the class F notes is commensurate with the
assigned 'B- (sf)' rating.

-- Following S&P's analysis of the credit, cash flow,
counterparty, operational, and legal risks, it believes that its
ratings are commensurate with the available credit enhancement for
the class A, B, C, D, E, and F notes.

-- In addition to S&P's standard analysis, it has also included
the sensitivity of the ratings on the class A to E notes, based on
four hypothetical scenarios.

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

Environmental, social, and governance (ESG)

S&P said, "We regard the exposure to ESG credit factors in the
transaction as being broadly in line with our benchmark for the
sector. Primarily due to the diversity of the assets within CLOs,
the exposure to environmental credit factors is viewed as below
average, social credit factors are below average, and governance
credit factors are average." For this transaction, the documents
prohibit assets from being related to the following industries:

-- Production of biological, nuclear, chemical or similar
controversial weapons, anti-personnel land mines, or cluster
munitions.

-- More than 5% of revenue from harmful activities affecting
animal welfare.

-- More than 10% of revenue from trade in weapons or firearms.

-- More than 50% of revenue from the speculative extraction of oil
and gas, trade in hazardous chemicals, pesticides and wastes,
ozone-depleting substances; trade in predatory or payday lending
activities; trade in tobacco; pornography or prostitution; and the
trade in cannabis or opioids.

-- Activities that are in violation of the UN Global Compact's Ten
Principles.

Accordingly, since the exclusion of assets from these industries
does not result in material differences between the transaction and
S&P's ESG benchmark for the sector, no specific adjustments have
been made in our rating analysis to account for any ESG-related
risks or opportunities.

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

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

  Corporate ESG credit indicators

                                 ENVIRONMENTAL  SOCIAL  GOVERNANCE

  Weighted-average credit indicator*     2.11    2.15    2.88

  E-1/S-1/G-1 distribution (%)           0.57    0.54    0.00

  E-2/S-2/G-2 distribution (%)          78.62   77.57   16.36

  E-3/S-3/G-3 distribution (%)          10.07    8.43   69.61

  E-4/S-4/G-4 distribution (%)           0.00    2.73    0.86

  E-5/S-5/G-5 distribution (%)           0.00    0.00    2.44

  Unmatched obligor (%)                 10.74   10.74   10.74

  Unidentified asset (%)                 0.00    0.00    0.00

  *Only includes matched obligor.

Glenbrook Park CLO is a European cash flow CLO securitization of a
revolving pool, comprising euro-denominated senior secured loans
and bonds issued mainly by speculative-grade borrowers. Blackstone
Ireland Ltd. will manage the transaction.

  Ratings list

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

  A         AAA (sf)    217.00    38.00   Three/six-month EURIBOR
                                          plus 1.85%

  B         AA (sf)      34.30    28.20   Three/six-month EURIBOR
                                          plus 3.05%

  C         A (sf)       18.90    22.80   Three/six-month EURIBOR  

                                          plus 3.90%

  D         BBB- (sf)    22.00    16.51   Three/six-month EURIBOR
                                          plus 5.75%

  E         BB- (sf)     16.25    11.87   Three/six-month EURIBOR
                                          plus 7.58%

  F§        B- (sf)      11.50     8.59   Three/six-month EURIBOR

                                          plus 10.0%

  Sub       NR          30.675      N/A   N/A

*The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.

§The class F notes is a delayed drawdown tranche, which is not
issued at closing.
EURIBOR--Euro Interbank Offered Rate.
NR--Not rated.
N/A--Not applicable.


PALMER SQUARE 2023-2: Moody's Assigns (P)Ba3 Rating to Cl. E Notes
------------------------------------------------------------------
Moody's Investors Service announced that it has assigned the
following provisional ratings to notes to be issued by Palmer
Square European Loan Funding 2023-2 Designated Activity Company
(the "Issuer"):

EUR238,000,000 Class A Senior Secured Floating Rate Notes due
2033, Assigned (P)Aaa (sf)

EUR31,700,000 Class B Senior Secured Floating Rate Notes due 2033,
Assigned (P)Aa2 (sf)

EUR17,700,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2033, Assigned (P)A2 (sf)

EUR17,200,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2033, Assigned (P)Baa3 (sf)

EUR16,300,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2033, Assigned (P)Ba3 (sf)

RATINGS RATIONALE

The rationale for the rating is based on a consideration of the
risks associated with the CLO's portfolio and structure as
described in Moody's methodology.

The Issuer is a static CLO. The issued notes will be collateralized
primarily by broadly syndicated senior secured corporate loans.
Moody's expect the portfolio to be 100% ramped as of the closing
date.

Palmer Square Europe Capital Management LLC ("the Servicer") may
sell assets on behalf of the Issuer during the life of the
transaction. Reinvestment is not permitted and all sales and
unscheduled principal proceeds received will be used to amortize
the notes in sequential order.

In addition, the Issuer will issue EUR27,500,000 of Subordinated
Notes due 2033 which are not rated.

The transaction incorporates interest and par coverage tests which,
if triggered, divert interest and principal proceeds to pay down
the notes in order of seniority.

Methodology Underlying the Rating Action:

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

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

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in December 2021.

Moody's used the following base-case modeling assumptions:

Par Amount: EUR350,000,000

Diversity Score: 59

Weighted Average Rating Factor (WARF): 2715

Weighted Average Spread (WAS): 4.13% (actual spread vector of the
portfolio)

Weighted Average Coupon (WAC): 4.59% (actual spread vector of the
portfolio)

Weighted Average Recovery Rate (WARR): 44.19%

Weighted Average Life (WAL): 4.25 years (actual amortization vector
of the portfolio)

Moody's base case assumptions are based on an identified
provisional portfolio provided by the manager.


WILLOW PARK CLO: Moody's Affirms B2 Rating on EUR13MM Cl. E Notes
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the following
notes issued by Willow Park CLO Designated Activity Company:

EUR40,750,000 Class A-2A Senior Secured Floating Rate Notes due
2031, Upgraded to Aaa (sf); previously on Jun 9, 2022 Upgraded to
Aa1 (sf)

EUR12,000,000 Class A-2B Senior Secured Fixed Rate Notes due 2031,
Upgraded to Aaa (sf); previously on Jun 9, 2022 Upgraded to Aa1
(sf)

EUR22,750,000 Class B Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to Aa3 (sf); previously on Jun 9, 2022
Upgraded to A1 (sf)

EUR21,250,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to Baa1 (sf); previously on Jun 9, 2022
Affirmed Baa2 (sf)

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

EUR239,000,000 (Current outstanding amount EUR208.8 millions)
Class A-1 Senior Secured Floating Rate Notes due 2031, Affirmed Aaa
(sf); previously on Jun 9, 2022 Affirmed Aaa (sf)

EUR25,250,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed Ba2 (sf); previously on Jun 9, 2022
Affirmed Ba2 (sf)

EUR13,000,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed B2 (sf); previously on Jun 9, 2022
Affirmed B2 (sf)

Willow Park CLO Designated Activity Company, issued in November
2017, is a collateralised loan obligation (CLO) backed by a
portfolio of mostly high-yield senior secured European loans. The
portfolio is managed by Blackstone Ireland Limited. The
transaction's reinvestment period ended in July 2022.

RATINGS RATIONALE

The rating upgrades on the Class A-2A, A-2B, B and C Notes are
primarily a result of the deleveraging of the Class A-1 notes
following amortisation of the underlying portfolio since the last
rating action in June 2022 and a shorter weighted average life of
the portfolio which reduces the time the rated notes are exposed to
the credit risk of the underlying portfolio.

The Class A-1 notes have paid down by approximately EUR30.2 million
(12.7%) since the last rating action in June 2022. As a result of
the deleveraging, over-collateralisation (OC) has increased.
According to the trustee report dated June 2023 [2] the Class A,
Class B, Class C and Class D OC ratios are reported at 139.88%,
128.68%, 119.73% and 110.59% compared to May 2022 [1] levels of
137.49%, 127.55%, 119.47% and 111.12%, respectively.

In light of reinvestment restrictions during the amortisation
period, and therefore the limited ability to effect significant
changes to the current collateral pool, Moody's analysed the deal
assuming a higher likelihood that the collateral pool
characteristics would maintain an adequate buffer relative to
certain covenant requirements.

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

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

Performing par and principal proceeds balance: EUR365.07m

Defaulted Securities: EUR3,387,771

Diversity Score: 51

Weighted Average Rating Factor (WARF): 2882

Weighted Average Life (WAL): 3.7 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.45%

Weighted Average Coupon (WAC): 3.04%

Weighted Average Recovery Rate (WARR): 44.93%

Par haircut in OC tests and interest diversion test: none

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

Methodology Underlying the Rating Action:

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

Counterparty Exposure:

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

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

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

Additional uncertainty about performance is due to the following:

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

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

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




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

SESTANTE FINANCE 2005: Moody's Ups EUR47.35MM B Notes Rating to B3
------------------------------------------------------------------
Moody's Investors Service has upgraded the ratings of the Class C
Notes in Sestante Finance S.r.l. and the Class B Notes in Sestante
Finance S.r.l. – Series 2005. These rating actions reflect the
increased levels of credit enhancement for the affected notes as
well as better than expected collateral performance.

Moody's affirmed the ratings of the notes that had sufficient
credit enhancement to maintain the current rating on the affected
notes.

Issuer: Sestante Finance S.r.l.

EUR351.22M A1 Notes, Affirmed Aa3 (sf); previously on Oct 6, 2022
Affirmed Aa3 (sf)

EUR17.17M B Notes, Affirmed Aa3 (sf); previously on Oct 6, 2022
Affirmed Aa3 (sf)

EUR13.36M C Notes, Upgraded to A2 (sf); previously on Oct 6, 2022
Upgraded to Baa3 (sf)

Issuer: Sestante Finance S.r.l. - Series 2005

EUR791.9M A Notes, Affirmed Aa3 (sf); previously on Oct 6, 2022
Upgraded to Aa3 (sf)

EUR47.35M B Notes, Upgraded to B3 (sf); previously on Oct 6, 2022
Affirmed Caa2 (sf)

Maximum achievable rating is Aa3 (sf) for structured finance
transactions in Italy, driven by the corresponding local currency
country ceiling of the country.

RATINGS RATIONALE

The upgrade is prompted by an increase in credit enhancement for
the affected tranches as well as better than expected collateral
performance.

Increase in Available Credit Enhancement

The excess spread guaranteed by the swap agreements in place
supported the replenishment of the reserve fund in Sestante Finance
S.r.l. and the reduction in unpaid PDL in Sestante Finance S.r.l.
– Series 2005. This together with sequential amortization led to
the increase in the credit enhancement available to certain notes
in these transactions.

For the Class C Notes of Sestante Finance S.r.l. upgraded in the
action, the credit enhancement increased to 19.89% from 14.92%
since the last rating action in October 2022.

For the Class B Notes of Sestante Finance S.r.l. – Series 2005
upgraded in the action, the credit enhancement increased to 2.49%
from almost zero since the last rating action in October 2022.

Revision of Key Collateral Assumptions

As part of the rating action, Moody's reassessed its lifetime loss
expectation for the portfolio reflecting the collateral performance
to date.

60 days plus arrears continued to trend down in the portfolio
backing Sestante Finance S.r.l. standing at 2.65% of the current
pool balance compared to 2.98% at the time of the previous rating
action. Cumulative defaults have remained quite stable at 10.29% of
original pool balance compared to 10.23% at the time of the
previous rating action.

60 days plus arrears reduced also in the portfolio backing Sestante
Finance S.r.l. – Series 2005 standing at 3.62% of the current
pool balance compared to 4.15% at the time of the previous rating
action. Cumulative defaults have increased, but at a lower pace, to
14.10% of original pool balance compared to 13.96% at the time of
the previous rating action.

Moody's reduced the expected loss assumption for Sestante Finance
S.r.l. and Sestante Finance S.r.l. – Series 2005 to 5.80% as a
percentage of the current balance from 7.60% and to 8.0% from
9.01%, respectively due to improving performance.  This revised
expected loss assumptions corresponds to 8.10% and 11.35%,
respectively as a percentage of original pool balance for Sestante
Finance S.r.l. and for Sestante Finance S.r.l. – Series 2005.

Moody's has also assessed loan-by-loan information as a part of its
detailed transaction review to determine the credit support
consistent with target rating levels and the volatility of future
losses. As a result, Moody's has decreased the Sestante Finance
S.r.l. MILAN CE assumptions to 21% from 22% and maintained Sestante
Finance S.r.l. – Series 2005 MILAN CE assumption  at 24.50%.

The principal methodology used in these ratings was Moody's
Approach to Rating RMBS Using the MILAN Framework published in July
2022.

The analysis undertaken by Moody's at the initial assignment of
ratings for RMBS securities may focus on aspects that become less
relevant or typically remain unchanged during the surveillance
stage.

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

Factors or circumstances that could lead to an upgrade of the
ratings include (1) performance of the underlying collateral that
is better than Moody's expected, (2) an increase in available
credit enhancement and (3) improvements in the credit quality of
the transaction counterparties and (4) a decrease in sovereign
risk.

Factors or circumstances that could lead to a downgrade of the
ratings include (1) an increase in sovereign risk, (2) performance
of the underlying collateral that is worse than Moody's expected,
(3) deterioration in the notes' available credit enhancement and
(4) deterioration in the credit quality of the transaction
counterparties.




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

SAPHILUX SARL: Moody's Rates New 1st Lien Loans B3, Outlook Stable
------------------------------------------------------------------
Moody's Investors Service assigned B3 instrument ratings to the
proposed senior secured first lien term loans B due 2028 and the
senior secured Revolving Credit Facility (RCF) due 2028, all issued
by Saphilux S.a.r.l. (IQ-EQ). Concurrently, Moody's affirmed
IQ-EQ's B3 long term corporate family rating and B3-PD probability
of default rating. The outlook remains stable.

The proposed amend-and-extend transaction and the proceeds from the
new issuance will be used to refinance IQ-EQ's existing backed
senior secured first lien term loans due in 2025, the backed senior
secured RCF due in 2024 and to pay down a portion of senior secured
second lien term loan due in 2026 (the maturity of the remaining
second lien term loan extended to 2029), as well as to provide
additional cash on balance sheet (to be deployed for future M&A)
and to pay associated expenses.

RATINGS RATIONALE

The rating action reflects:

The proposed transaction incorporates an upsizing of first lien
debt facilities, which results in a capital structure with a
relatively small amount of the second lien debt. The reduced
portion of junior debt does not provide sufficient loss absorption
for the first lien instruments to be rated a notch above the B3
CFR.

-- The favourable extension of maturity profile, balanced against
the moderate increase in gross debt, as well as higher interest
costs which will weaken its Free Cash Flow (FCF) generation and
interest coverage.

-- Moody's adjusted Debt / EBITDA of around 7.4x pro forma the
transaction (and reflecting cash overfunding to be deployed in the
future) as of the 12 months ended May 2023 (including around EUR35
million one-off costs which are deducted from Moody's adjusted
EBITDA), and Moody's expectation for adjusted leverage to decline
towards 6.4x in the next 12-18 months driven by earnings growth.
However, the pace of deleveraging will continue to depend on the
level of M&A activity, valuation multiples and cash/equity/debt
funding split, considering the company's acquisitive growth
strategy.

-- Low historical and expected FCF generation. Moody's expects
that FCF will remain slightly negative in 2023 and will turn
positive from 2024 onward, driven by organic growth and the
realized profitability improvements from the offshoring program,
partly offset by higher interest expense. IQ-EQ generated Moody's
adjusted FCF/ debt in low single digits in 2019-2020 period and
slightly negative FCF in 2022, burdened by significant one-off
expenses including acquisition and integration costs.

IQ-EQ's B3 CFR continues to reflect the company's resilient
business model, with long-standing customer relationships and high
switching costs, resulting in close to 100% of recurring revenue.
The company has  significant exposure (around 60% of revenue) to
the funds segment, which has good mid-term growth prospects,
underpinned by an increasing share of outsourcing of fund
administration services. Its track record of solid organic growth
as well as integration of acquisitions, and its demonstrated
ability to pass through wage inflation also support IQ-EQ's CFR.

At the same time, IQ-EQ's elevated leverage; the slow pace of
leverage reduction given its M&A activity in the environment of
relatively high valuation multiples and rising cost of debt; its
exposure to legal and regulatory risks inherent to the industry;
and low historical and expected FCF generation, all constrain the
B3.

LIQUIDITY

IQ-EQ's liquidity is good and will benefit from the extension of
the debt maturity profile, cash overfunding, as well as the
repayment and upsizing of the RCF as part of the proposed
transaction. Pro forma for the transaction, its liquidity  is
supported by a cash balance of around EUR90 million (net of
restricted cash) and the expectation of EUR137 million of fully
undrawn RCF, as well as Moody's expectation for positive FCF in the
next 12-18 months. The RCF contains a springing leverage financial
covenant tested only when the facility net of cash is more than 40%
drawn.

STRUCTURAL CONSIDERATIONS

The proposed senior secured first lien term loans B and the RCF
rank pari passu and share the same security interest, including
mainly share pledges and intercompany receivables. These
instruments are rated B3, in line with the CFR because they account
for the majority of debt. First lien lenders rank senior to the
EUR115 million equivalent guaranteed senior secured second-lien
facility, which is secured by the same collateral and shares the
same guarantors as the senior secured credit facilities on a
subordinated basis. The second lien debt is not sizeable enough to
justify an instrument rating on the senior secured first lien bank
credit facility above the B3 CFR.

OUTLOOK

The stable rating outlook includes Moody's expectations that the
company will grow double digits, continue to pass through most wage
price increases to its customers, leverage its offshoring centers,
and will continue to increase its earnings, supporting a gradual
reduction in leverage from the currently high level. The stable
outlook includes Moody's expectation of interest coverage of around
1.7x Moody's adjusted EBITA / Interest in 2023/2024 and that FCF
will turn positive but remain low in 2024. Furthermore, it
incorporates Moody's expectation that the company will remain
acquisitive, which could result in a delay in deleveraging
trajectory if acquisitions are funded with debt.

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

The ratings could be upgraded if earnings growth, combined with a
commitment to deleveraging and a prudent approach towards future
M&A activity, results in Moody's adjusted Debt/EBITDA sustainably
below 6.5x, EBITA / Interest towards 2.0x, and positive FCF, while
the company maintains good liquidity. Moreover, an upgrade would
require the absence of any adverse changes in regulation.

Moody's would consider a rating downgrade with expectations for
Moody's adjusted debt/EBITDA above 8.0x, or Moody's adjusted EBITA
/ Interest below 1.5x, or sustained negative FCF. The ratings could
also be downgraded if the company's liquidity deteriorated to weak
levels.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Saphilux S.a.r.l. (IQ-EQ), is one of the largest independent fund
and corporate services providers globally. Headquartered in
Luxembourg, it has also developed a strong market presence in North
America, the Netherlands, Mauritius, France, the UK, the Crown
Dependencies, Belgium, Singapore and Hong Kong. IQ-EQ provides a
comprehensive range of value-added services and tailored solutions
for funds, companies, and private clients with pro forma revenue of
EUR0.6 billion with a company-adjusted EBITDA of EUR212 million
(based on IFRS) as of 12 months ended May 2023. The company is
majority-owned by the private-equity firm Astorg Partners. In
January 2022, Astorg Partners transferred IQ-EQ to a newly
established Continuation Fund, which closed at EUR1.3 billion.




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

ACR I BV: Moody's Assigns 'B2' Corp. Family Rating, Outlook Stable
------------------------------------------------------------------
Moody's Investors Service assigned a B2 corporate family rating and
B2-PD probability of default rating to ACR I B.V. (AnQore or the
company). Moody's also assigned B2 ratings to the legacy and the
proposed amended and extended senior secured bank credit facilities
issued at AnQore B.V., a subsidiary of ACR I B.V. The outlook on
both AnQore and AnQore B.V. is stable.

The rating assumes AnQore successfully executes on its proposed
amend and extend (A&E) transaction to address the upcoming
maturities of its senior secured term loan B (TLB) due December
2024 and senior secured revolving credit facility (RCF) due July
2024, such that no material stub debt remains outstanding.
Following this transaction, the maturity of the TLB will be
December 2027 and the RCF will be September 2027. The ratings of
the legacy instruments will be withdrawn upon full repayment.

RATINGS RATIONALE

The proposed transaction prolongs the maturity of the majority of
the company's debt from December 2024 to December 2027 but will
result in higher interest costs. Moody's estimates that adjusted
EBITDA/interest expense would decrease significantly to 2x to 2.5x
over the next two years, from around 5x for 2022. The impact could
change pending on the final interest rate. Furthermore, Moody's
expects significant growth investments to result in negative free
cash flow consumption in 2023, and non-recurring items including
contract penalties and a plant turnaround significantly depressed
EBITDA for the last twelve months through May 2023. These
considerations leave AnQore weakly positioned relative to Moody's
expectations for its B2 rating. Nevertheless, AnQore's good
liquidity, track record of positive free cash flow, and
expectations for gross leverage, on a Moody's adjusted and defined
basis, of around 5x or lower and positive free cash flow in 2024
and 2025 support the rating.

More generally, AnQore's rating reflects positively its strong
European market positioning; the strategic focus on the value buyer
market, which offers better visibility on volumes and prices
compared to the spot market; and good liquidity. Its track record
of generating FCF over the last three years further supports the
credit profile.

However, the company's high point-in-time gross leverage; small
scale with 2022 revenues of around EUR600 million; operational
concentration risks because AnQore operates only a single
production facility in the Netherlands; narrow product portfolio;
exposure to cyclical end markets; and high degree of customer
concentration with value buyers constrain the CFR. Some execution
risk related to the construction and operation of the new C3
pipeline also weighs negatively on the credit profile.

In 2022, AnQore's reported EBITDA declined to around EUR70 million
from EUR83 million during the year-earlier period, mainly because
of lower volumes, high raw material prices which could not be fully
passed through and contract penalties to its main propylene
supplier partly offset by the sale of some emission rights.
AnQore's performance continued to deteriorate in early 2023 leading
to a Moody's-adjusted gross leverage of around 9x (including
contract penalties and not adjusted for the earnings impact from
its turnaround in 2023; or 6x excluding contract penalties and
adjusted for the turnaround) which positions the company weakly in
its B2 rating. During the period of 2019 to 2022, AnQore's gross
leverage ranged between 4x to 5.2x (based on full year numbers).
The sizeable impact of the turnaround, albeit in line with
management expectations, demonstrates the credit challenge related
to its single site.

OUTLOOK

The stable outlook reflects Moody's expectation that over the next
12-18 months the company increases its earnings leading to a gross
leverage below 5x and that free cash flow will return to positive
territory in 2024. The stable outlook also assumes the company
executes on the proposed extension such that no material stub debt
remains outstanding.

LIQUIDITY PROFILE

AnQore's liquidity is good. Liquidity sources consist of an undrawn
EUR55 million RCF, and around EUR130 million cash on its balance
sheet as of the end of March 2023. Moody's forecasts AnQore's cash
balance to decrease materially to around EUR55 million by the year
end 2023, which remains comfortable. The cash amount could change
pending on transactions fees (including original issue discount).
In addition, the company has also access to a non-recourse
factoring program.

STRUCTURAL CONSIDERATIONS

Moody's rates the proposed amended and extended senior secured bank
credit facility at B2 because the senior secured instruments have a
dominant position in the capital structure. The term loan B and
revolving credit facility rank pari passu and share the same
security package and guarantor coverage. Entities representing a
minimum of 75% of consolidated pro-forma EBITDA, under the
definition of the senior facility agreement, will guarantee the
senior secured debt.

ESG CONSIDERATIONS

AnQore has historically operated with moderate leverage relative to
many other firms with a private equity backing and has typically
maintained a good liquidity position. However, the high tolerance
for leverage, as indicated by the weak metrics on a last twelve
months basis, weight negatively on the rating. Furthermore, CVC's
control creates the potential for event risk and decisions that
favor shareholders over creditors such as future dividend
payments.

AnQore is co-owned by private equity firm CVC Capital Partners
(65%) and DSM-Firmenich AG (35%). The board to be composed of six
individuals: three CVC representatives, including the Chairman, two
DSM representatives and one independent member.

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

Positive rating pressure is unlikely absent greater scale and
diversification. Factors that could contribute positively to the
company's credit profile include: i) increased scale and
operational diversification; ii) Moody's-adjusted debt/EBITDA below
4x on a sustained basis; iii) Moody's-adjusted FCF/debt would be
consistently in the high single digits (%).

Factors that could lead to a downgrade of AnQore's rating include:
i) inability to generate positive free cash flow or its liquidity
profile deteriorates more significantly than expected; ii)
meaningful delays or disruptions in the construction of the
company's new C3 pipeline; iii) EBITDA/interest expense declines
below 2x on a sustainable basis; iv) Moody's-adjusted debt/EBITDA
remains above 5x; v) the enactment of more aggressive financial
policies which would favor shareholder returns over creditors.

Moody's would likely tolerate metrics temporarily exceeding these
ranges, provided Moody's expect management to take action to
preserve credit quality and for metrics to return to levels
commensurate with B2 rating.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Chemicals
published in June 2022.

COMPANY PROFILE

Headquartered in the Netherlands, AnQore is a European producer of
acrylonitrile (ACN) and cyanides (HCN). The company operates a
275kt ACN plant at the Chemelot site in in Geleen (Netherlands)
with two identical lines. The company has also a 46% ownership in
Sitech Services BV which provides a broad range of services, such
as waste water services or facility & waste services, to the
companies operating in the Chemelot chemical site in Geleen. In
2022, AnQore generated revenues of EUR600 million and Moody's
adjusted EBITDA of EUR74 million (12.4% EBITDA margin). The company
is jointly owned by the private equity firm CVC Capital Partners
(65%) and DSM-Firmenich AG (A3 stable) (35%).




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

FASTPARTNER AB: Moody's Lowers CFR to Ba3 & Alters Outlook to Neg.
------------------------------------------------------------------
Moody's Investors Service has downgraded to Ba3 from Ba1 the
corporate family rating of Fastpartner AB, a Swedish listed real
estate company focused on office rental properties. The outlook has
been changed to negative from ratings under review.

This rating action concludes the review for downgrade initiated on
June 16, 2023.

RATINGS RATIONALE

The downgrade to Ba3 reflects Fastpartner's rising challenges from
increased interest rates, weakening the outlook for property values
and increasing the marginal cost of debt, resulting in interest
coverage ratios and asset coverage ratios below Moody's
requirements for the previous rating category. At the same time,
the downgrade considers Fastpartner's upcoming refinancing
challenges over the next years.

The rating action considers Fastpartner's challenges to strengthen
the balance sheet and to improve the rapidly decreasing EBITDA
interest coverage, driven by ongoing interest rate increases and a
relatively low level of hedging, 9% 2023, 4% 2024 and 2% 2025. The
financial metrics have further declined in LTM Q2 2023. The EBITDA
interest coverage declined to 2.2x in LTM Q2 2023 from 2.5x LTM Q1
2023 due to low share of hedges and refinancing. Interest cover is
expected to further deteriorate towards 1.8x in the next 18 months
driven by high refinancing costs. Effective leverage increased to
48.5% in Q2 2023 due to continued yield widening compared to 46.8%
in Q1 2023. Unencumbered assets declined to 29.6% in Q2 2023 due to
Fastpartner reverting to secured bank borrowing from 33.1% in LTM
Q1 2023. Net debt to EBITDA improved to 12x mainly in LTM Q2 2023
due to indexation from 13x in LTM Q1 2023.

The rating action further considers a tightening headroom under
financial covenants in bank loan documentations, in particular the
interest coverage ratio. Moody's understand that this will be
measured on the latest 12 months. Moody's rating action is based on
the expectation that banks would request amortization rather than
drawing back the loan, however funding costs could be negatively
impacted. Refinancing needs are significant, Fastpartner is
required to refinancing the SEK1.1 bond and to extend the maturity
of the RCFs maturing in 2024 and 2025.

The majority owner Compactor Fastigheter could technically support
Fastpartner to some extent, however the action hasn't factored in
the assumption of shareholder support or a reduction of dividend
payouts over the next years.

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

LIQUIDITY

Fastpartner is facing significant liquidity outflows over the next
18 months of in total around SEK2.5 billion (largely maturing a
bond, bank debt, commercial paper, dividends, and capex).
Fastpartner has debt maturities of SEK1.9 billion corresponding to
11% of total debt during the next 18 months.  Estimations of Q2
2023 include access to around SEK3.5 billion of liquidity,
including cash of SEK135.1 million (including late payments),
SEK2.2 million of undrawn committed facilities and Moody's expect
the company to generate cash flow of about SEK1.3 million. which
covers the liquidity outflows mentioned. However, there is a
sizeable maturity wall starting from 2025, which needs to be
addressed early on – and which could put further pressure on
coverage ratios in case capital markets have not improved, and
interest rates have not eased from current levels.

OUTLOOK

The negative outlook reflects the changed business environment for
property markets in Sweden, with increased interest rates weakening
the outlook for property values and increasing the marginal cost of
debt, which will put pressure on interest cover and make
deleveraging highly challenging. The negative outlook also reflects
the limited time for Fastpartner to implement asset disposals or
alternatively raise equity over the next few quarters to deleverage
and strengthen the interest coverage to build buffer towards the
covenants in bank loan documentation. Moody's expect effective
leverage increasing to 51% due to continued yield widening in the
next 18 months.

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

A rating upgrade is unlikely at this stage and will require a track
record of strong operating performance including decreasing vacancy
and continued, significant like-for-like rental growth ahead of
inflation-linked adjustments and limited market value declines.

In addition, an upgrade could result from Fastpartner achieving and
sustaining leverage, as measured by total debt/gross assets, below
50% and a corresponding decline in debt/ EBITDA towards 10x.

Additionally, a higher rating would require the company's
Moody's-adjusted fixed-charge coverage ratio to be well above 2.5x,
a significantly higher degree of hedging and an increase in the
pool of unencumbered assets to well above 30% of total assets.

With regard to the company's debt maturity profile, a higher rating
would require an extended debt maturity schedule, with liquidity
resources covering the next 18 months uses.

Factors that could lead to a downgrade

The rating could be downgraded if:

-- The company do not make timely and material progress in
addressing its upcoming debt maturities, especially its unsecured
borrowings

-- Moody's-adjusted fixed charge coverage is not maintained at
above 1.8x

-- Moody's-adjusted gross debt/total assets rise above 60% level

-- Weak operating performance and a vacancy rate that is
persistently and materially above market levels

ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS

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




=============
U K R A I N E
=============

UKRENERGO: Fitch Affirms 'CC' LongTerm IDR
------------------------------------------
Fitch Ratings has affirmed Private Joint Stock Company National
Power Company Ukrenergo's (Ukrenergo) Long-Term Issuer Default
Rating (LT IDR) at 'CC'. Fitch has also affirmed Ukrenergo's
state-guaranteed notes' senior unsecured rating at 'CC' with a
Recovery Rating at 'RR4'. Ukrenergo's Long-Term IDR is at the
company's Standalone Credit Profile (SCP) of 'cc'.

KEY RATING DRIVERS

Operating Activity Distorted: Fitch's base case is for the
Ukraine/Russia war to extend into 2024. Fitch expect electricity
consumption to recover slightly in 2023 and further in 2024 in
comparison to 2022, but remaining significantly lower than in
pre-war times, limiting Ukrenergo's revenue from transmission and
dispatch.

With Russian forces targeting energy infrastructure in Ukraine
since October 2022, there have been shortages in power supply, with
emergency and scheduled consumer curtailments to stabilise the
system and match demand with the reduced energy supply. Since
mid-February 2023, the Ukrainian energy system has been working
without consumer restrictions, with a capacity reserve.

Lower Collection of Trade Receivables: Fitch expect reduced
collection of trade receivables to continue in 2023, leading to
accumulation of trade payables, as the company prioritises crucial
spending items over others. A reversal of working-capital outflows
is more likely from 2024.

EBITDA Recovery in 2023: Fitch expects Ukrenergo's EBITDA to
recover in 2023, exceeding 2021's level and from a loss of UAH8.1
billion in 2022, the latter due to UAH10.5 billion of impairments
of trade receivables. Fitch assume a further recovery of EBITDA in
2024 and 2025, in line with some recovery in energy volumes
transmitted through Ukrenergo's transmission network and expected
increases in "cost plus" tariffs. The tariff increases will reflect
growing debt repayments scheduled for those years and rising
operating expenditure.

Restoration of Critical Infrastructure: Repairing and keeping the
electricity network operational is absorbing Ukrenergo's available
resources and weighing on its liquidity. Ukrenergo is responsible
for maintaining and rebuilding the country's power network at the
time of war. In line with management projections, Fitch expects
capex to double in 2023 and 2024, from a low UAH1.8 billion on
average (as reported in its cash flow statement) in 2020-2022, due
to high maintenance and reconstruction needs, as well as
development projects to improve the interregional connection and
interconnectors with EU countries.

Stressed Standalone Liquidity: Ukrenergo's liquidity, although
improved due to a change of bond terms in August 2022, remains
tight given stressed operating cash flows and remaining debt
service. Fitch see tight liquidity constraining Ukrenergo's ratings
and its SCP at their current levels. In 2022 Ukrenergo actively
worked on repurposing its available credit lines initially for
investment to general use, with EUR197.15 million loans from
international financial institutions (IFIs) being repurposed.

Major Bond Extended: Following the change in terms of Ukrenergo's
USD825 million 6.875% note on August 9, 2022, the bond maturity has
been extended by two years to November 9, 2028 and its bi-annual
coupon payments falling due between November 9, 2022 and November
9, 2024 are deferred to end-2024. At end-2022 the bonds accounted
for around half of Ukrenergo's gross debt.

Ukrenergo's Notes Guaranteed by Ukraine: The ratings reflect the
strong links of Ukrenergo with Ukraine (CC) under Fitch's
Government-Related Entities (GRE) Criteria, with Ukraine being also
the guarantor of almost all of Ukrenergo's debt. The USD825 million
notes are unconditionally and irrevocably guaranteed by the state.
The guarantee provided to the notes constitute direct,
unconditional and unsecured obligations of Ukraine and rank
pari-passu with all its other unsecured debt.

Strong Links with Ukraine: Fitch views the status, ownership and
control links between Ukrenergo and Ukraine as 'Strong'. Ukrenergo
is solely owned by the state and is strategically important to
Ukraine in ensuring national energy security. Ukrenergo is critical
in the integration of Ukraine's power system into the European
network of transmission system operators for electricity and,
consequently, Ukraine's strategic objective of integration into the
EU.

The support track record is 'Very Strong', underpinned by state
guarantees covering almost 100% of Ukrenergo's debt. Fitch deem the
socio-political and financial implications of a default as
'Strong'.

DERIVATION SUMMARY

Ukrenergo's 'CC' IDR and senior unsecured rating reflect strong
links with Ukraine under Fitch GRE Criteria and stressed standalone
liquidity from operational disruptions, an uncertain macro
environment and financial risks.

KEY ASSUMPTIONS

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

-- Fitch assume the war to extend into 2024 but with no escalation
of hostilities, with operations and available assets maintained at
current levels

-- Electricity consumption to recover slightly in comparison to
2022 but remaining significantly lower than in pre-war times

-- Growing working-capital needs following lower collection of
receivables in 2023, before reversing in 2024-2025

-- Accumulation of payables in view of lower collection of
receivables and limited available liquidity sources from banks

-- EBITDA recovering in 2023, exceeding 2021 level, from a UAH8.1
billion loss in 2022. Fitch assume a further recovery of EBITDA in
2024 and 2025 in line with the expected rises in "cost plus"
tariffs in view of rising debt and operating costs of Ukrenergo and
recovering volumes

-- Capex doubling in 2023 and 2024, from a low average UAH1.8
billion in 2020-2022 (as reported in its cash flow statement)

Assumptions for Recovery Analysis:

The recovery analysis assumes that Ukrenergo would be considered a
going-concern (GC) in bankruptcy and that it would be reorganised
rather than liquidated. The GC EBITDA estimate reflects Fitch's
view of a sustainable, post-reorganisation EBITDA level on which
Fitch base the enterprise valuation (EV).

Fitch used a distressed EV/EBITDA multiple of 4.0x to calculate
post-reorganisation valuation. It captures higher-than-average
business risks in Ukraine and reflects Ukrenergo's weaker business
profile than peers'.

Guaranteed bank loans and unsecured debt rank equally with each
other. After the deduction of 10% for administrative claims, Fitch
waterfall analysis generated a waterfall-generated recovery
computation (WGRC) in the 'RR4' band, indicating a 'CC' rating for
Ukrenergo's notes. The WGRC output percentage on current metrics
and assumptions is 31%.

RATING SENSITIVITIES

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

-- Positive rating action on Ukraine

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

-- The rating would be downgraded on signs that a renewed
default-like process has begun, for example, a formal launch of a
debt exchange proposal involving a material reduction in terms and
to avoid a traditional payment default

-- Negative rating action on Ukraine

The following rating sensitivities are for Ukraine (June 23,
2023):

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

-- The Long-Term Foreign-Currency IDR would be downgraded on signs
that a renewed default-like process has begun, for example, a
formal launch of a debt exchange proposal involving a material
reduction in terms and to avoid a traditional payment default

-- The Long-Term Local-Currency IDR would be downgraded to 'CC' on
increased signs of a probable default event, for example from
severe liquidity stress and reduced capacity of the government to
access financing, or to 'C' on announcement of restructuring plans
that materially reduce the terms of local-currency debt to avoid a
traditional payment default

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

-- The Long-Term Foreign-Currency IDR would be upgraded on
de-escalation of conflict with Russia that markedly reduces
vulnerabilities to Ukraine's external finances, fiscal position and
macro-financial stability, reducing the probability of commercial
debt restructuring

-- The Long-Term Local-Currency IDR would be upgraded on reduced
risk of liquidity stress, potentially due to more predictable
sources of official financing, greater confidence in the ability of
the domestic market to roll over government debt, and/or lower
expenditure needs

LIQUIDITY AND DEBT STRUCTURE

Weak Liquidity: Despite the deferral of coupon payments on bonds
until 2024 and the repurposing of EUR197.15 million loans,
Ukrenegro's liquidity remains constrained, with limited access to
liquidity financing for operating purposes.

As of end-December 2022, Ukrenergo had UAH3.7 billion of
unrestricted cash and cash equivalents, down from UAH9.6 billion at
end-2021. The company has access to committed funding facilities
totalling UAH28 billion maturing beyond end-2023, but only UAH5.5
billion is for liquidity purposes (liquidity loan from EBRD of
EUR150 million, which was incurred in 1Q23) with the remainder
being investment loans for dedicated investment projects to be
implemented over the next five years.

Debt Service to Double: Ukrenergo debt service obligations in 2023
are moderate, including cash interest of UAH3.8 billion (in 60%
relating to domestic loans, and in 40% to loans from IFIs) and loan
repayments of UAH2.4 billion (mainly investment loans from IFIs).

In 2024, Ukrenergo's financial obligations will almost double to
UAH12.8 billion, with debt repayments of UAH7.8 billion (half
relating to domestic loans and the other half from IFIs) and cash
interest of UAH5 billion once Ukrenergo decides to accumulate
deferred interest costs on the bonds (about UAH4 billion) rather
than paying them in cash.

ISSUER PROFILE

Ukrenergo is the 100% state-owned (through Ministry of Energy)
national electricity transmission system owner and operator in
Ukraine.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

Ukrenergo's IDR is linked to Ukraine's IDR.

ESG CONSIDERATIONS

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




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

CO CARS: Set to Enter Into Administration, To Halt Operations
-------------------------------------------------------------
Mary Stenson at DevonLive reports that Co Cars and Co Bike, a bike
and car hire company that serves Exeter and parts of East Devon,
will cease operating this week.

The business has been unable to cover costs and says it has been
"severely affected" by the pandemic, cost of living crisis, high
fuel prices and vandalism to bikes.

The non-profit company, which offered a short-term car and bike
hire service, has confirmed its collapse. In recent weeks, users
have reported to DevonLive that they have noticed fewer available
bikes across Exeter and East Devon.

On July 13, managing director Nic Eversett has said in a statement
that Co Cars and Co Bikes will cease operation from July 14.  He
says the business has suffered from a turbulent few years,
including the suspension of services during the pandemic, changes
in travel habits and increased costs which has meant they have
spent recent months fighting for additional funding but to no
avail.

In a full statement, Mr. Eversett said: "This is to inform you of
the sad news that Co Cars and Co Bikes will shortly cease trading.

"Despite everyone working extremely hard to provide shared mobility
services for Exeter and the wider South West, it has been
increasingly difficult to generate sufficient income to cover our
costs.

"Initially, we were severely affected by the suspension of our
services for long periods of time during Covid.  Post-Covid,
changes in travel habits, exacerbated by the cost-of-living crisis
and drop in demand for business travel, have significantly impacted
utilisation and revenue.

"These factors have been aggravated by high fuel prices and energy
costs, contributing to greatly increased internal costs.
Furthermore, vandalism of the bikes and supply chain issues
(especially for e-bikes) have made it impossible for us to keep
enough of the fleet on the road to make the business viable.

"During the last few months, the Board and management team have
focussed on seeking additional funding to allow us to make the
necessary changes to our business model to safeguard its viability.
Unfortunately, we have been unable to attract the level of funding
needed.  Sadly, this means Co Cars and Co Bikes will cease to
operate car and bike services by July 14, 2023.

"The Board has engaged the services of insolvency experts from
Milsted Langdon LLP who have assisted the Board in seeking a
purchaser for all or part of the business and who will be managing
the process of taking the company, Co Cars Limited, into
Administration.  We expect that this will happen by the end of week
commencing July 17."


COMPASS III: Moody's Affirms 'B3' CFR, Outlook Remains Stable
-------------------------------------------------------------
Moody's Investors Service has affirmed the B3 long term corporate
family rating and B3-PD probability of default rating of Compass
III Limited (Awaze or the company), a leading European manager of
holiday rentals. At the same time, Moody's downgraded to B3 from B2
the ratings of the backed senior secured revolving credit facility
(RCF) and the backed senior secured first lien term loan issued by
Awaze Limited. The outlook on both entities remains stable.

The rating action follows the EUR1.18 billon sale of the Landal
business that owned and managed holiday parks, with proceeds used
for (1) a EUR716 million distribution to shareholder (2) a
mandatory EUR271 million repayment of the backed senior secured
first lien term loan (3) a full repayment of the EUR167 million
backed senior secured second lien term loan.

RATINGS RATIONALE

The ratings affirmation is supported by (1) Awaze's still solid
position in the fragmented rental agency market with broad service
offerings and track record of more than 80% annual retention rate
after the sale of the Landal business (2) Moody's expectations of
improved credit metrics and positive free cash flow (FCF) in the
next 12-18 months. However, the company needs to refinance all its
debt by May 2025, which is a key risk and a constraint for the
ratings.

In Q1 2023, the company's revenue from continuing operations that
excludes Landal was EUR115.6 million. This reflected an increase of
EUR4.0 million (3.6%) compared to Q1 2022. However, company
reported adjusted EBITDA for Q1 2023 of EUR29.6 million for
continuing operations was down -15.4% year-on-year. This was
primarily due to increased marketing expenses and ongoing
investments in the technical platform and property recruitment,
which are essential for driving future growth.

Moody's adjusted Debt/EBITDA for the last twelve months to March
31, 2023 stood at 8.2x, proforma for the sale of the Landal
business and repayments of the first and second lien debt. The
rating agency expects this ratio to improve to around 6x over the
next 12-18 months. Moody's adjusted EBITA/Interest is expected to
reach 1.5x by year end 2023 and further improve to around 2x by
year end 2024, although this metric will likely weaken when the
company refinances its upcoming maturities. FCF is expected to be
positive in 2024 at around the EUR15 million level.

The rating agency expects the company to address its backed senior
secured bank credit facility maturity due in May 2025 well ahead of
its due date, and to extend its currently undrawn EUR105 RCF due in
May 2024 should a full refinancing of the capital structure not be
completed by then.

The downgrade of Awaze Limited's backed senior secured bank credit
facility ratings to B3 from B2 brings it in line with the company's
B3 CFR and follows the repayment of the backed senior secured
second lien loan which will result in the company's capital
structure becoming all senior and pari passu.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) CONSIDERATIONS

Moody's considers certain governance considerations related to
Awaze as the company is controlled by Platinum Equity which, as is
common for private equity firms, has a high tolerance for leverage
and M&A activity and potentially high appetite for
shareholder-friendly actions as demonstrated by the recent
substantial shareholder distribution.

RATING OUTLOOK

The stable outlook reflects Moody's expectation that the company
will address it debt maturities in a timely manner and sustain good
operating performance leading to improved credit metrics and
positive FCF in the next 18 months while maintaining adequate
liquidity at all times.

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

Moody's could upgrade the ratings if Awaze builds a track record of
growth and profitability following the sale of the Landal business
and addresses its upcoming debt maturities in 2024 and 2025.

Quantitatively, an upgrade would require Moody's adjusted
Debt/EBITDA to decline sustainably around 5.5x while maintaining a
consistently positive free cash flow and a Moody's adjusted
EBITA/Interest above 1.5x.

Moody's could downgrade the ratings if the company does not address
its debt maturities well before their due date or if slower than
anticipated demand or higher costs lead to a material deterioration
in credit metrics and liquidity relative to Moody's current
expectations. Over the longer-term operational difficulties that
lead to slow EBITDA growth or persistently negative free cash flow
generation could lead to negative rating pressure.

LIST OF AFFECTED RATINGS

Issuer: Compass III Limited

Affirmations:

LT Corporate Family Rating, Affirmed B3

Probability of Default Rating, Affirmed B3-PD

Outlook Actions:

Outlook, Remains Stable

Issuer: Awaze Limited

Downgrades:

BACKED Senior Secured Bank Credit Facility, Downgraded to B3 from
B2

Outlook Actions:

Outlook, Remains Stable

PRINCIPAL METHODOLOGY

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

CORPORATE PROFILE

Awaze is one of the leading managed vacation and rental parks
groups in Europe with over 4,000 employees and a presence in 30
countries offering 105,000 accommodation choices that receive over
eight million holiday makers every year. Following the sale of the
Landal business the company operates across the following
segments:

-- Awaze UK – operating a number of well-recognised and
established brands within the vacation rental market, including
Hoseasons, cottages.com, and James Villa Holidays, and offering
access to properties across the UK and continental Europe.

-- Awaze AS (Novasol)– a vacation rental company featuring
properties in continental European countries with exclusive holiday
homes available for rent through well-recognised and established
brands such as Novasol, Dansommer, Ardennes Etape and Fincallorca.


ROBERT GODDARD: Creditors Back Company Voluntary Arrangement
------------------------------------------------------------
Your Harlow, citing costar.com, reports that fashion group Robert
Goddard's company voluntary arrangement (CVA) has been approved,
with backing from 90% of its creditors.

CoStar News revealed this week that the group was pursuing the
first use of the contentious restructuring procedure in two years,
Your Harlow relates.

Robert Goddard has 10 stores at Water Gardens Shopping Centre in
Harlow, plus Biggleswade, Huntingdon, Wisbech, Camberley, Hitchin,
Newbury, and Peterborough, Your Harlow discloses.

According to Your Harlow, there will be no store closures as a
result of the CVA and the 100 staff at the businesses across the
south east will be unaffected.

Robert Goodard says it needs to reduce its fixed costs and
overheads and the CVA batches the stores into different categories
where it is seeking different concessions and rent reductions from
landlords,
Your Harlow notes.

At its Category A stores at Harlow, Wisbech, Spalding, Peterborough
and Newbury, where landlords include Standard Life, Invesco,
Hitchin Property Trust and Midland Bridge it will continue to pay
rents as before as well as arrears, Your Harlow states.


ROYALERESORTS: Enters Administration as Part of Recapitalization
----------------------------------------------------------------
Burnham-On-Sea.com reports that Burnham-On-Sea's Lakeside holiday
park has been placed into administration, its owner has confirmed
this week -- but the company is reassuring holidaymakers that the
park will continue to "operate as usual".

The announcement from RoyaleGroup comes as it undertakes "a
recapitalisation of the business" across the country,
Burnham-On-Sea.com notes.

It says Lakeside holiday park, which is located off Westfield Road
in Burnham, remains open for business, Burnham-On-Sea.com relates.

In a statement to Burnham-On-Sea.com, a spokeswoman says:
"RoyaleGroup, owner of RoyaleLife, is Britain's largest provider of
bungalow living for the over 45s.  RoyaleLife is building in 64
different residential bungalow communities with 40 more in planning
and development."

"Currently, a recapitalisation of the business is taking place with
the aim of installing 1000 new bungalows across the UK, starting
later this year.  RoyaleGroup also fully owns the highly successful
RoyaleResorts, whose holiday parks have thrived since the
popularity of staycations."

"As part of the recapitalisation process Lakeside has been placed
into administration and while all staff continue to be employed and
continue to operate the business as usual, the involvement of
RoyaleLife and RoyaleResorts will be limited."


S4 CAPITAL: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
-----------------------------------------------------------
Fitch Ratings has affirmed S4 Capital Plc's (S4C) Long-Term Issuer
Default Rating (IDR) at 'BB' with a Stable Outlook and its senior
secured debt rating at 'BB+' with a Recovery Rating of 'RR2'. The
debt is issued by S4C's subsidiary S4 Capital LUX Finance S.a r.l.
S4C's ratings reflect its healthy financial profile, good growth
prospects, a record of acquiring and integrating businesses into
its digital media business segments (content, data and digital
media, technology) and a focus on the technology sector and other
sectors with above-average advertising and marketing growth
prospects. It has good financial transparency, including a target
equity contribution in mergers, a measured approach to acquisition
valuations, and net debt/EBITDA target of 1.5x-2x.

Fitch expect the company to continue outperforming the overall
digital advertising market, albeit at lower rates than historical
levels, reflecting the current economic slowdown, growth from a
large base and competitive pressures. Fitch see some execution risk
for growth from acquisitions, and potential earnings and cash flow
volatility from organic growth as evident in 2021-2022 margin
pressures.

KEY RATING DRIVERS

Profitability Pressures: S4C's profitability was under pressure in
2022 with its Fitch-defined EBITDA declining to 11.4% of total
revenues, from 14.5% in FY21, and compares with a forecast 15.5% in
Fitch previous rating case for 2022. Margin compression was a
result of increased investments in personnel being ahead of revenue
growth as well as higher costs incurred to improve financial
management following last year's delayed audit of its FY21
results.

EBITDA Margin to Gradually Improve: The company tightened cost
control in 2022, which should support a gradual improvement in
EBITDA margin. It is guiding to a margin expansion to historical
levels (equivalent to around 18% Fitch-defined EBITDA margin) in
the longer term, higher than Fitch's forecast of a near 14% by
FY25.

Slower Growth Prospects: Fitch expect S4C's net revenue growth to
slow to 9.5% in 2023 (adjusted for 2022 acquisitions and for
reduced activity on Mondelez) from 27% in 2022 (also on a pro-forma
basis) as a result of weaker global economic conditions affecting
advertising/marketing spend. This will partly be offset by the
technology services segment, which increased 57% in 1Q23 on a
like-for-like basis and which Fitch expect to be relatively
resilient in a recessionary environment.

Fitch expect growth to slightly improve from 2024, albeit remaining
at around 10%-11% per year on a like-for-like basis, as recovery of
the advertising market and strong performance of the technology
services segment are partly offset by competitive pressures. The
slower growth versus historical levels also reflects the natural
effects of growth from a larger base. Fitch do not include M&A
activities in Fitch base case.

Comfortable Leverage, Positive FCF: Fitch see healthy leverage
headroom with forecast net debt/EBITDA at 1.5x in 2023, before it
declines to 0.5x in 2025 in Fitch base case on the back of growing
EBITDA margin and positive free cash flow (FCF) generation. Fitch
expect a slightly negative FCF margin in 2023 as a result of high
non-recurring acquisition and restructuring-related costs. However,
Fitch expect a FCF margin in the mid-single digits starting from
2024, supported by growing EBITDA, fairly low capex requirements
and stabilised working-capital outflow that is partly offset by
increased cash interest payments.

Sound Interest Coverage: S4C's debt is at floating rates with
margins ranging from 2.25% to 3.75% over EURIBOR and SOFR and Fitch
expect cash interest payments to increase to GBP31 million in 2023
and GBP26 million-GBP28 million in 2024-2025, from GBP14 million in
2022, as a result of higher interest rates. However, Fitch expect
EBITDA interest cover to remain healthy at 4.9x in 2023 and to
improve to 8.1x in 2025 on the back of increasing EBITDA.

Disruptive Digital Business Model: S4C is a purely digital-based
advertising practice, which in Fitch view has a very different
business model from the global agency holding companies (GHCs) that
dominate the traditional ad industry. The GHCs face secular shifts,
including the established threat from search engines, social media,
ad tech and other digital platforms, as well as competition from
consultancies and more nimble competitors such as S4C.

Industry research points to growth of digital advertising of above
20% over the past three to four years and future growth in high
single-to-low double digits. Fitch believe S4C has positioned
itself well both in its digital-only strategy and the high-profile
accounts (particularly within the tech sector) it has developed so
far.

AI Risks and Opportunities: Fitch see operational efficiencies that
S4C can derive from artificial intelligence (AI), including
automated data analysis, personalised content creation, predictive
analytics, social media management and automated ad optimisation
solutions. Fitch expect these tech developments to support S4C's
revenues and margins in the short-to-medium term, but over the
longer term a risk of a structural shift in the sector. Many
medium-sized to large corporates are eager to implement new
technologies and optimise marketing processes internally, in turn
reducing marketing budgets in the long run. This will depend on
factors like technical challenges, ethical concerns and ability to
upskill the workforce.

Key Person Risk: Fitch view the S4C founder Sir Martin Sorrell, a
key figure in the global advertising space, as crucial to
attracting other founding investors, in making the company
attractive to merger targets and industry talents and in providing
access to key client accounts. At end-2022, Sir Martin owned 9.4%
of S4C and the only "B" share (providing veto rights and the right
to appoint either himself or another to the board). He has
assembled a strong leadership team, a number of whom Fitch view
also as key personnel.

DERIVATION SUMMARY

S4C has few comparable rated peers, given that it is a recently
founded digital-based advertising and marketing agency. Fitch do
not believe it is relevant to benchmark S4C to the large GHCs,
given the maturity and scale of the latter's business model and the
secular risks they face, including competition from disruptive
challengers such as S4C.

Fitch see similarities with digital advertising platforms such as
Adevinta ASA (BB+/Stable), Axel Springer (which underpins Traviata
B.V.'s 'B'/Stable rating) and Speedster Bidco GmbH (B/Stable). Each
of these peers were affected by Covid-19-related business
disruptions and are more cyclically exposed than S4C. Nonetheless,
they are recovering well and exhibit growth driven by embedded
contracts and, to some extent, post-pandemic price inflation. They
typically have higher margins and a higher component of contracted
revenue than S4C, leading to higher rating thresholds - Adevinta
has net debt/EBITDA thresholds of 3x -3.5x and Speedster has a
gross debt/EBITDA band of 5x-7x.

A less immediate peer is Stan Holdings SAS (Voodoo; B/Stable), the
largest publisher of mobile hyper-casual games. Voodoo's business
is very different to S4C's. However, games monetisation is driven
by in-app advertising. Its rating is constrained by its small
absolute scale, high targeted growth, as well as execution and some
key person risks. These factors lead to a gross debt/EBITDA band of
4x-5.5x, with the similarities to S4C helping to explain Voodoo's
tighter rating thresholds.

KEY ASSUMPTIONS

-- Net revenue growth of 9.5% in 2023 on a pro-forma basis and
10%-11% per annum thereafter to 2026

-- Fitch-defined EBITDA margin gradually recovering towards 14% by
2025

-- Change in working capital flat at 1% of total revenue
throughout rating horizon

-- Capex of about 1.7% of revenue to 2026

-- Non-recurring acquisition and restructuring-related costs in
2023 of GBP60 million

-- Share buyback in 2023 of GBP8 million

-- No dividends and no M&A to 2026

RATING SENSITIVITIES

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

-- Operational performance consistent with management's growth
ambitions, including a continued record of execution and financial
discipline in targeted merger activity. This will be measured,
among other things, by sustained performance in key profitability
and cash flow margins

-- Net debt/EBITDA expected to remain consistently below 1.5x

-- FCF margin expected to remain consistently above 9%

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

-- Operational performance that materially underperforms
management's ambitions in organic growth and forecast EBITDA
margins. Failure to integrate merger companies, as manifested in
meaningful margin dilution and/or a tangible divergence from stated
financial policies (ie valuation discipline and leverage ceiling),
is a key downgrade trigger

-- Net debt/EBITDA expected to remain consistently above 2.5x

-- FCF margin expected to remain consistently below 3%

LIQUIDITY AND DEBT STRUCTURE

Strong Liquidity: S4C had GBP223 million of cash and cash
equivalents at end- 2022. It has access to a GBP100 million undrawn
revolving credit facility, and refinancing risk is limited with its
term loan B maturing only in 2028. S4C's liquidity profile is also
supported by an expected mid-single-digit FCF margin over the
rating horizon.

ISSUER PROFILE

S4C was the result of a merger of MediaMonks (content practice) and
MightyHive (data and digital media practice). In 2022 S4C acquired
TheoremOne, a provider of digital transformation services including
AI process implementation.

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

The principal sources of information used in the analysis are
described in the Applicable Criteria.

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.


TOGETHER ASSET 2023-1ST1: Fitch Assigns 'B-sf' Rating to F Notes
----------------------------------------------------------------
Fitch Ratings has assigned Together Asset Backed Securitisation
2023-1ST1 PLC final ratings.

ENTITY/DEBT    RATING    PRIOR  
-----------             ------                  -----
Together Asset Backed
Securitisation 2023-1ST1
PLC

A XS2622217250 LT     AAAsf     New Rating AAA(EXP)sf
B XS2622218225 LT     AA-sf     New Rating AA-(EXP)sf
C XS2622218571 LT     A-sf      New Rating A-(EXP)sf
D XS2622218738 LT     BBB-sf    New Rating BBB-(EXP)sf
E XS2622218811 LT     BBsf      New Rating BB(EXP)sf
F XS2622218902 LT     B-sf      New Rating B-(EXP)sf
X XS2622219033 LT     BB+sf     New Rating BB+(EXP)sf
Z GB00BRS8NH26 LT     NRsf      New Rating NR(EXP)sf

TRANSACTION SUMMARY

The transaction is a securitisation of buy-to-let (BTL) and
owner-occupied (OO) mortgages backed by properties in the UK,
originated by Together Personal Finance and Together Commercial
Finance, two fully-owned subsidiaries of Together Financial
Services Limited (Together; BB-/Stable/B). The transaction includes
recent origination up to January 2023.

KEY RATING DRIVERS

Specialised Lending: Together takes a manual approach to
underwriting, focusing on borrowers who do not necessarily qualify
on the automated scorecard models of high-street lenders. It
attracts a higher proportion of borrowers with complex income,
notably self-employed and borrowers with adverse credit histories,
than is typical for prime UK lenders. It allows more underwriting
flexibility than other specialist lenders by permitting
interest-only OO lending flexible exit strategies (such as
downsizing). It also uses BTL borrowers' personal income for
affordability calculations without minimum rental income coverage.

The performance of Together's books has generally been volatile
since 2004 but has stabilised recently. It is worse than that of
prime lenders but generally in line with specialist lenders. Fitch
has applied an originator adjustment of 1.5x on its prime and 1.4x
BTL assumptions, resulting in foreclosure frequency (FF)
assumptions comparable with other specialist lenders. The BTL
originator adjustment has been lowered from 1.5x compared to the
previous transaction.

Low LTVs Driving Recoveries: The pool comprises first-lien mortgage
loans, 33.8% of which are FCA-regulated. It includes small portions
of less than 5% of OO right-to-buy loans, OO shared ownership loans
and consumer BTL. The remaining portfolio comprises BTL loans
(66.2%). Seasoning is low as the majority of the loans were
originated in 2021 and 2023.

The WA original loan-to-value (LTV) of the portfolio is 68.3%,
lower than that of comparable specialist lenders, for which Fitch
usually see values of 70%-75%, but higher than the predecessor deal
(62.2%). This is the main driver of Fitch's recovery rates, which
are significantly higher than those of peers.

High-yield Assets: The assets in this portfolio earn higher
interest rates than is typical for prime mortgage loans and can
generate substantial excess spread to cover losses. The weighted
average (WA) yield at closing was 6.8%. Prior to the step-up date,
excess spread is used to pay down the class X notes. On and after
the step-up date, the available excess spread is diverted to the
principal waterfall and can be used to amortise the rated notes.

Fixed Interest-rate Hedging Schedule: Fixed loans make up 52.3% of
the pool (reverting to a variable rate, on a WA of 9.8%), hedged
through an interest rate swap. The swap features a scheduled
notional balance that could lead to over-hedging in the structure
due to defaults or prepayments. Over-hedging results in additional
available revenue funds in rising interest rate scenarios but
reduced available revenue funds in decreasing interest rate
scenarios.

RATING SENSITIVITIES

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

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

Additionally, unanticipated declines in recoveries could result in
lower net proceeds, which may make certain notes susceptible to
negative rating action depending on the extent of the decline in
recoveries. Fitch found that a 15% increase in the WAFF and 15%
decrease in the WA recovery rate (RR) would result in downgrades of
up to three notches.

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

Stable to improved asset performance driven by stable delinquencies
and defaults would lead to increasing CE levels and potentially
upgrades. A decrease in the WAFF of 15% and an increase in the WARR
of 15% would result in upgrades of up to three notches.

USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10

Fitch was provided with Form ABS Due Diligence-15E ("Form 15E") as
prepared byKPMG. The third-party due diligence described in Form
15E focused on the data provided in the loan level pool tape
against the original loan files. Fitch considered this information
in its analysis and it did not have an effect on Fitch's analysis
or conclusions.

DATA ADEQUACY

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

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.


TOGETHER ASSET 2023-1ST1: S&P Assigns 'BB' Rating on X-Dfrd Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Together Asset
Backed Securitisation 2023-1ST1 PLC's class A and B notes and to
the interest deferrable class C-Dfrd to X-Dfrd notes. At closing
the issuer issued unrated class Z notes and residual certificates.

The transaction is a static RMBS transaction, which securitizes a
portfolio of up to GBP425.5 million first-lien mortgage loans, both
owner-occupied and buy-to-let (BTL), secured on properties in the
U.K. originated by Together Personal Finance Ltd. and Together
Commercial Finance Ltd.

Together Personal Finance Ltd. and Together Commercial Finance Ltd.
are wholly owned subsidiaries of Together Financial Services Ltd.

Product switches and loan substitution are permitted under the
transaction documents.

Together Personal Finance Ltd. and Together Commercial Finance Ltd.
originated the loans in the pool between 2017 and 2023.

S&P considers the collateral to be nonconforming based on the
prevalence of loans to borrowers with adverse credit history, such
as prior county court judgments (CCJs), bankruptcy, and mortgage
arrears.

Credit enhancement for the rated notes consists of subordination,
excess spread, and overcollateralization following the step-up
date, which will result from the release of the excess spread
amounts from the revenue priority of payments to the principal
priority of payments.

Liquidity support for the class A and B notes is in the form of an
amortizing liquidity reserve fund. Principal can also be used to
pay interest on the most-senior class outstanding (for the class A
to F-Dfrd notes only).

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

  Ratings

  CLASS        RATING*     CLASS SIZE (GBP)

   A           AAA (sf)     365,930,000

   B           AA (sf)       21,275,000

   C-Dfrd      A (sf)        12,765,000

   D-Dfrd      BBB (sf)      12,765,000

   E-Dfrd      BB+ (sf)       3,191,000

   F-Dfrd      B (sf)         4,255,000

   X-Dfrd      BB (sf)        5,614,000

   Z           NR             5,319,000

  Residual certs  NR           N/A

*S&P's ratings address timely receipt of interest and ultimate
repayment of principal on the class A and B notes, and the ultimate
payment of interest and principal on the other rated notes.
NR--Not rated.
N/A--Not applicable.


WILKO: Races to Secure Cash Injection as Chain Finalizes CVA
------------------------------------------------------------
Mark Kleinman at Sky News reports that Wilko, one of Britain's
biggest discount retailers, is racing to secure a cash injection as
it prepares to launch a financial restructuring aimed at securing
its future.

Sky News has learnt that Wilko, which is owned by its founding
family and employs about 12,000 people, is working with advisers to
raise tens of millions of pounds of new equity in the coming
weeks.

The hunt for additional funding comes as the chain finalises a
company voluntary arrangement (CVA) -- a mechanism that would
trigger steep rent cuts at hundreds of stores, Sky News notes.

City sources said on July 7 that Wilko had approached a number of
prospective financial investors for funds to support its CVA
proposal, Sky News relates.

The company and PricewaterhouseCoopers (PwC) which is overseeing
the proposed restructuring, are in talks with a range of turnaround
investors which are used to providing capital in situations such as
this, Sky News discloses.

It is expected that any new equity funding would result in the
dilution of the Wilkinson family's ownership of the company, Sky
News states.

One insider said that a minority stake sale was a likely outcome,
although all options were on the table, Sky News relays.

Wilko has been working on a CVA for some time, and is not thought
to be planning to close any of its roughly 400 stores across
Britain as part of the proposal, Sky News discloses.

However, one landlord warned that if it was unable to secure new
funding, the company was likely to face falling into
administration, according to Sky News.

Wilko previously secured a GBP40 million loan from Hilco UK, the
specialist retail investor and lender which owns Homebase, Sky News
recounts.

However, it is understood that new funding is required in the form
of equity rather than debt.




===============
X X X X X X X X
===============

[*] BOOK REVIEW: Management Guide to Troubled Companies
-------------------------------------------------------
Taking Charge: Management Guide to Troubled Companies and
Turnarounds

Author: John O. Whitney
Publisher: Beard Books
Softcover: 283 Pages
List Price: $34.95
Order a copy today at:
http://beardbooks.com/beardbooks/taking_charge.html  

Review by Susan Pannell

Remember when Lee Iacocca was practically a national hero? He won
celebrity status by taking charge at a company so universally known
as troubled that humor columnists joked their kids grew up thinking
the corporate name was "Ayling Chrysler." Whatever else Iacocca may
have been, he was a leader, and leadership is crucial to a
successful turnaround, maintains the author.

Mediagenic names merit only passing references in Whitney's book,
however. The author's own considerable experience as a turnaround
pro has given him more than sufficient perspective and acumen to
guide managers through successful turnarounds without resorting to
name-dropping. While Whitney states that he "share[s] no personal
war stories" in this book, it was, nonetheless, written from inside
the "shoes, skin, and skull of a turnaround leader." That sense of
immediacy, of urgency and intensity, makes Taking Charge compelling
reading even for the executive who feels he or she has already
mastered the literature of turnarounds.

Whitney divides the work into two parts. Part I is succinctly
entitled "Survival," and sets out the rules for taking charge
within the crucial first 120 days. "The leader rarely succeeds who
is not clearly in charge by the end of his fourth month," Whitney
notes. Cash budgeting, the mainstay of a successful turnaround, is
given attention in almost every chapter. Woe to the inexperienced
manager who views accounts receivable management as "an arcane
activity 'handled over in accounting.'" Whitney sets out 50
questions concerning AR that the leader must deal with -- not
academic exercises, but requirements for survival.

Other internal sources for cash, including judiciously managed
accounts payable and inventory, asset restructuring, and expense
cuts, are discussed. External sources of cash, among them banks,
asset lenders, and venture capital funds; factoring receivables;
and the use of trust receipts and field warehousing, are handled in
detail. Although cash, cash, and more cash is the drumbeat of Part
I, Whitney does not slight other subjects requiring attention. Two
chapters, for example, help the turnaround manager assess how the
company got into the mess in the first place, and develop
strategies for getting out of it.

The critical subject of cash continues to resonate throughout Part
II, "Profit and Growth," although here the turnaround leader
consolidates his gains and looks ahead as the turnaround matures.
New financial, new organizational, and new marketing arrangements
are laid out in detail. Whitney also provides a checklist for the
leader to use in brainstorming strategic options for the future.

Whitney's underlying theme -- that a successful business requires
personal leadership as well as bricks and mortar, money and
machinery -- is summed up in a concluding chapter that analyzes the
qualities that make a leader. His advice is as relevant in this
1999 reprint edition as it was in 1987 when first published.

John O. Whitney had a long and distinguished career in academia and
industry. He served as the Lead Director of Church and Dwight Co.,
Inc. and on the Advisory Board of Newsbank Corp. He was Professor
of Management and Executive Director of the Deming Center for
Quality Management at Columbia Business School, which he joined in
1986.  He died in 2013.



                           *********


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.


                * * * End of Transmission * * *