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

                          E U R O P E

          Wednesday, July 19, 2023, Vol. 24, No. 144

                           Headlines



C Z E C H   R E P U B L I C

AI SIRONA: Moody's Affirms B3 CFR & Rates New First Lien Debt B2


G E R M A N Y

MOSEL BIDCO: Moody's Assigns B2 CFR, Rates New Sr. Secured Debt B2
PLATIN 2025: S&P Alters Outlook to Negative, Affirms 'B' LT ICR
PLATIN2025 ACQUISITION: Moody's Affirms 'B2' CFR, Outlook Now Neg.
SOFTWARE AG: S&P Assigns Prelim 'B' Long-Term ICR, Outlook Stable


I R E L A N D

ENERGIA GROUP: Moody's Ups CFR to Ba2, Rates New Secured Notes Ba2
GEDESCO TRADE 2020-1: Moody's Affirms Ca Rating on 2 Tranches
RIVER GREEN 2020: Moody's Cuts Rating on EUR34.09MM D Notes to Ba1


I T A L Y

SAN MARINO: Fitch Affirms 'BB' Long Term IDR, Outlook Stable


K A Z A K H S T A N

FINCRAFT GROUP: S&P Downgrades ICR to 'B' on Debt Accumulation
INSURANCE COMPANY: Fitch Affirms 'B' IFS Rating, Outlook Stable


L U X E M B O U R G

FUCHS & ASSOCIES: Put Into Compulsory Liquidation


N E T H E R L A N D S

E-MAC PROGRAM II: Fitch Affirms 'CCCsf' Rating on Class D Notes


P O R T U G A L

ROOT BIDCO: S&P Affirms 'B' ICR, Alters Outlook to Negative


R U S S I A

XALQ BANK: S&P Cuts Long-Term ICR to 'B', Placed on Watch Negative


S P A I N

HIPOCAT 9: Moody's Hikes Rating on EUR23.5MM Class D Notes to Ba1


S W I T Z E R L A N D

FERREXPO PLC: Fitch Affirms 'CCC+' Long Term Foreign Currency IDR


T U R K E Y

KUVEYT TURK: Fitch Affirms 'B-/B' Long Term IDRs, Outlook Negative


U K R A I N E

METINVEST BV: Fitch Affirms 'CCC' Long Term IDR, Outlook Stable


U N I T E D   K I N G D O M

ACCLAIM UPHOLSTERY: 128 Jobs Lost Following Administration
CANAL ENGINEERING: Enters Administration, Ceases Operations
CHESHIRE 2021-1: Fitch Affirms 'BB+sf' Rating on Class F Notes
DALKEITH HOTEL: Put Up for Sale Following Owner's Administration
FINSBURY SQUARE 2021-1: S&P Affirms 'CCC (sf)' Rating on D Notes

INSPIRED EDUCATION: Moody's Affirms B2 CFR, Outlook Now Stable
INSPIRED EDUCATION: S&P Affirms 'B' Rating on Proposed EUR350M Loan
MCE INSURANCE: Goes Into Administration
MIDNIGHT SUN: Promoter Goes Into Liquidation
REVOLUTION KITCHEN: Faces Closure, 169 Jobs at Risk


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C Z E C H   R E P U B L I C
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AI SIRONA: Moody's Affirms B3 CFR & Rates New First Lien Debt B2
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Moody's Investors Service has affirmed the B3 corporate family
rating and B3-PD probability of default rating of AI Sirona
(Luxembourg) Acquisition S.a.r.l. (Zentiva or the company).

At the same time, Moody's is assigning new instrument ratings to
the proposed first-lien amended and extended facilities, including
B2 instrument ratings to the EUR1,275 million senior secured
first-lien term loan B (TLB), the GBP174.5 million senior secured
first-lien TLB, and the EUR145 million senior secured first-lien
revolving credit facility (RCF), all due in 2028.

The outlook has been changed to positive from stable.

The company has launched an amend and extend transaction (A&E) to
extend the maturities of its current senior secured debt
facilities, including its EUR1,275 million senior secured
first-lien term loan B (TLB), its GBP174.5 million senior secured
first-lien TLB, due in September 2025, its EUR145 million senior
secured first-lien revolving credit facility (RCF), due in March
2025, and its EUR345 million senior secured second-lien term loan,
due in September 2026. Once the A&E transaction is closed, Moody's
will withdraw the instruments ratings to the existing facilities.

RATINGS RATIONALE

The change in outlook to positive primarily reflects Moody's
expectation that Zentiva will continue to have strong operating
performance that will lead to a continued improvement in key credit
metrics, over the next 12-18 months. Over this period of time,
Moody's forecasts that the company's Moody's-adjusted gross
leverage will trend towards 6x, with positive Moody's-adjusted free
cash flow (FCF) generation of around EUR50 million, and interest
coverage ratio, defined as Moody's-adjusted EBITA to interest
expense, trending around 2x. Moody's positively views the proactive
management of Zentiva's debt facilities well ahead of maturity.

The B3 rating affirmation considers the company's good business
profile in the European pharmaceuticals market, with number one
positions in the generics market in Czech Republic, Slovakia and
Romania, and strong positions in Germany, France, Italy and other
Central and Eastern Europe (CEE) markets, with an increasing share
of consumer healthcare and specialty products. Moody's expects the
company's top-line growth in the high single-digit range in
percentage terms over the next 12-18 months, mainly driven by the
company's pipeline of new product launches.

On the other hand, it considers the company's highly-leveraged
capital structure with a Moody's-adjusted gross leverage of 6.5x
for the last twelve months to March 2023, and an historic appetite
for debt-funded acquisitions which could delay deleveraging.
Further improvement of Zentiva's credit metrics has a level of
execution risk as it will depend on the company executing the
rolling of new product launches as planned, for which it has a good
track record.

RATING OUTLOOK

The positive outlook reflects Moody's expectation that Zentiva will
continue to have a strong operating performance, over the next
12-18 months. The outlook also reflects the rating agency's
expectations of a continued conservative M&A policy mostly focused
on organic initiatives that will support the deleveraging towards
6x (Moody's adjusted gross leverage) and increasing
Moody's-adjusted FCF generation.

LIQUIDITY PROFILE

Zentiva has an adequate liquidity through cash balances of EUR89
million as of March 31, 2023, which include EUR25 million drawn
from its EUR145 million senior secured RCF. Moody's forecasts
positive Moody's-adjusted FCF of around EUR50 million, over the
next 12-18 months.

The RCF is subject to a senior secured net leverage covenant of
10.0x, tested quarterly if more than 40% of the facility is drawn.
Moody's expects the company to continue to have significant
capacity under this threshold as it stood at 3.97x as of March 31,
2023.

STRUCTURAL CONSIDERATIONS

The B3-PD PDR is in line with the CFR and reflects a 50% family
recovery rate. The first-lien instruments, including the EUR1,275
million senior secured first-lien TLB, the GBP174.5 million senior
secured first-lien TLB, and the EUR145 million senior secured
first-lien RCF are all senior secured first-lien debt that rank
pari passu and are guaranteed by at least 80% of the group's
EBITDA. The EUR345 million senior secured second-lien term loan
ranks behind the senior secured RCF and senior secured first-lien
debt.

The senior secured first-lien term loans and RCF are rated B2, one
notch above the CFR, reflecting their senior ranking in the
waterfall.

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

Upward pressure could arise if Zentiva continues to deliver a solid
operating performance and maintains conservative and predictable
financial policies, including visibility on M&A strategy and
potential shareholder distributions. Numerically, this would
translate into the company's Moody's-adjusted gross debt/EBITDA
reducing towards 6x and a Moody's-adjusted EBITA to interest
expense of around 2x, both on a sustained basis.

Conversely, downward pressure could develop if Zentiva's operating
performance deteriorates or its financial policy becomes more
aggressive than in the recent past, leading to its Moody's-adjusted
gross debt/EBITDA increasing above 7x on a sustained basis or its
Moody's-adjusted FCF turning negative. Downward pressure could also
develop if liquidity deteriorates, or if there are large
debt-funded acquisitions or shareholder distributions.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

AI Sirona (Luxembourg) Acquisition S.a.r.l. (Zentiva) is a leading
European generics business headquartered in the Czech Republic. It
holds the number one market position in the Czech Republic,
Slovakia and Romania, and a strong market position across Central
and Eastern Europe (CEE), Germany and France. The company generated
net sales of EUR1.35 billion and company-adjusted EBITDA of EUR324
million for the 12 months that ended March 2023. Zentiva was
previously Sanofi's European generics franchise and was acquired by
Advent International (Advent) in October 2018.




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G E R M A N Y
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MOSEL BIDCO: Moody's Assigns B2 CFR, Rates New Sr. Secured Debt B2
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Moody's Investors Service has assigned a B2 corporate family rating
to Mosel Bidco SE, the holding company of German software provider
Software AG (SAG). At the same time, Moody's assigned B2-PD
probability of default rating and a B2 rating to the company's
proposed EUR1,000 million equivalent senior secured term loan B
(split in EUR and USD tranches) and EUR100 million senior secured
revolving credit facility (RCF). The outlook is positive.

Proceeds from the transaction will be part of a financing package
used by private equity sponsor Silver Lake Partners to acquire
Software AG, repay existing debt, and pay transaction fees.

RATINGS RATIONALE

Mosel Bidco SE's B2 CFR reflects the high starting leverage at
closing of the acquisition, offset by the company's highly stable
software revenues with significant customer stickiness and its
strong growth profile in the digital business platform segment.
SAG's cost reduction plans have the potential to significantly
reduce leverage and improve cash flow over the next two years. Free
cash flow has been negative in 2022 from the accelerated shift
towards the subscription offering but Moody's expect a positive
free cash flow generation going forward. Moody's expect Moody's
adjusted debt/EBITDA to reduce below 5x in 2024 while FCF/debt is
maintained above 5%. A successful execution of performance and
leverage improvements could support positive rating pressure over
the next quarters.

The credit profile benefits from SAG's entrenched position as
provider of mission critical services to a broad range of
high-quality customers and particular strength with its highly
profitable database management software that is complemented by a
portfolio of cloud-enabled software focusing on data integration
and workflows. SAG's growth profile was subdued in the past from
the transition from on-premise software licenses to a
subscription-based offering. While the transition is well-advanced
and should cater for stable mid-single digit growth rates, SAG's
profitability is weak from upfront investments into the digital
products portfolio and low sales efficiency.

Moody's does not anticipate that SAG will implement dividend
payouts or continue to make acquisitions which could delay
deleveraging plans. However, the credit facilities are expected to
have significant flexibility to upsize the facilities which could
potentially be used to fund acquisitions or distributions to
shareholders. The credit facilities are also expected to contain
aggressive covenant flexibility that could adversely affect
creditors, including the omission of certain material lender
protections, in line with most sponsor owned transactions.

OUTLOOK

The outlook of Mosel Bidco SE is positive. It reflects the
potential for positive rating pressure, provided the group will
continue to achieve revenue growth organically whilst tightly
controlling its cost base such that operating leverage will lead to
a steady decline in Moody's adjusted leverage and improvements in
free cash flow generation. The positive outlook also assumes that
SAG's customer churn rates in both of its segments remain in the
mid-single digits in percentage terms and that the company will
maintain an adequate liquidity position.

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

Moody's could consider a positive rating action over the next
quarters, should the company (1) maintain Moody's adjusted gross
debt to EBITDA below 5.5x, (2) improve free cash flow generation
such that FCF to debt moves towards 10%, and (3) maintains a solid
interest coverage such that EBITA to Interest remains consistently
above 2.0x. A positive rating action would also require
expectations for the company to sustain metrics at these improved
levels. Moody's also expect that the company executes on the
planned cost improvement program whilst not executing debt-funded
acquisitions and maintaining a good liquidity and show continued
traction in growth of the DBP business.

Conversely, the ratings would come under negative pressure if: (1)
FCF becomes negative as a result of subdued operating performance,
higher capex or restructuring payments; (2) Moody's adjusted gross
debt to EBITDA remains above 6.5x on a sustained basis; or (3)
evidence of increasing competition that result in an increase of
customer churn rates, and (4) the company's liquidity position
deteriorates.

LIQUIDITY

SAG has a good liquidity profile. Its cash sources for the next six
quarters include post transaction cash balance of EUR100 million,
funds from operation of EUR~170 million, and a fully undrawn RCF of
EUR100 million. These cash sources exceed SAG's cash requirements
for working capital investments, capital expenditures (including
lease payment), assumed bolt on acquisitions, and a working cash
requirement.

STRUCTURAL CONSIDERATIONS

SAG's capital structure consists of EUR1,000 million equivalent
term loan B and an EUR100 million RCF, both borrowed by holding
company Mosel Bidco SE. The company also has operating liabilities
like lease liability of EUR21 million and trade payable of EUR47
million. Additionally, the company also has an outstanding pension
liability of EUR12 million.

Given the weak security, which only consists of share pledges,
intercompany receivables, and material bank accounts, Moody's treat
the senior secured facilities being unsecured and in line with
trade receivable and the other non-debt liabilities.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS

SAG's ESG considerations are primarily driven by governance and
social risks. Such governance risks arise from the high starting
leverage as a result of the leveraged buy-out by private equity
owner Silver Lake Partners.

In addition, social risks stem from potential cybersecurity
breaches and access to skilled talent, only partially offset by
strong growth in demand for customer and employee experience
management software and systems. Especially for the legacy Natural
programming language, Moody's see risk that the required talent to
fulfill the 2050+ customer promise can lead to higher costs.

RATING METHODOLOGY

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

COMPANY PROFILE

Software AG (SAG), founded in 1969, is a Darmstadt based software
company providing essential infrastructure software for
enterprises. SAG operates across two business segments. Digital
Business Platform (DBP) segment develops products related to API
management, IoT, and business transformation. Adabas and Natural
(A&N) are SAG's mainframe database management product and its
accompanying development language respectively.

PLATIN 2025: S&P Alters Outlook to Negative, Affirms 'B' LT ICR
---------------------------------------------------------------
S&P Global Ratings revised its outlook on Germany-based Platin 2025
Investments (Syntegon) to negative from stable and affirmed its 'B'
long-term issuer credit rating and 'B' issue-level rating on the
company and its senior secured notes; the '3' recovery rating on
the notes is unchanged.

The negative outlook reflects the delay in deleveraging, expected
negative free operating cash flow (FOCF), and lower-than-expected
profitability in 2023 as well as the risk the company will not
reduce its leverage to below 6.5x by 2024.

Syntegon proposed the EUR100 million add-on to fund expected
negative FOCF and pay down EUR80 million of its RCF. S&P expects
the group will use the remaining EUR20 million for general
corporate purposes, increasing its cash on the balance sheet to
about EUR146 million. S&P now expects S&P Global Ratings-adjusted
debt of EUR1.2 billion, compared with EUR1.1 billion, at the end of
2023. Since 2022, overall inflation and working capital
requirements have heavily affected FOCF, reflecting supply chain
issues, particularly availability of parts for machines (for
instance, electrical components). This resulted in negative S&P
Global Ratings-adjusted FOCF of about EUR60 million in 2022 and
will result in a negative EUR50 million in 2023; S&P had expected
about positive EUR50 million in its previous forecast. S&P
understands management has mostly resolved these issues and expect
capital expenditure (capex) will increase to EUR30 million-EUR50
million in 2023 and 2024, compared with about EUR34 million in 2022
(including EUR10 million-EUR16 million of capitalized costs each
year), at 2%-3% of sales as previously forecast. The group's
capacity to generate positive FOCF is a key factor in our analysis
and successive years of negative FOCF could put pressure on the
rating.

Profitability will remain muted in 2023 with EBITDA of just 10%
before recovering toward 12% in 2024.Affecting profitability will
be missing volume combined with the underusage from volume
shortfalls in some sites, unfavorable product mix, and higher
research and development (R&D) expense due to product launches. S&P
said, "We think this relates mainly to volume shortfall in Pharma
New Equipment from the softer Chinese market and underusage in the
Food business (Food Liquid at the Konigsbrunn site and Food
Vertical) due to high competition and inflation. In addition, we
believe services transformation and restructuring costs will
continue to weigh on profitability. We estimate restructuring costs
at EUR30 million in 2023, which will weigh on our adjusted EBITDA
margin. Therefore, we revised our forecast and now estimate the S&P
Global Ratings-adjusted EBITDA margin will slightly decrease in
2023 to 9.5%-10% from 10.9% in 2022, then recovering to 11.5%-12.5%
in 2024 given the strong order intake (EUR1.5 billion at March
2023) and the resolution of supply chain issues. We previously
expected an EBITDA margin of about 12% in 2023 and 13.5% in 2024."

S&P said, "We expect that Syntegon's leverage will stay above 7.5x
in 2023, stressing the rating.  We also anticipate debt to EBITDA
of close to 7.9x in 2023, falling toward 6.4x in 2024. In our
previous forecast from May 2023, we expected debt to EBITDA of
about 5.8x in 2023 and below 5x in 2024. Headroom is limited under
the rating and we do not expect the company will deviate from our
forecast to raise more than EUR100 million with this refinancing.
We do not expect any shareholder-friendly actions in the next two
years. However, we do not exclude Syntegon taking advantage of
bolt-on acquisitions financed from cash holdings to enlarge its
business scope."

Liquidity remains adequate, benefiting from a long-dated debt
maturity profile. Syntegon's sufficient liquidity position supports
the rating. As of March 31, 2023, the group's liquidity sources
more than covered its cash outlays for the following 12 months.
Post-transaction, Syntegon's liquidity is underpinned by its cash
balance of about EUR149 million and at least EUR150 million
available on its RCF. In addition, the group has a long-dated debt
maturity profile, with no material maturities until 2027.
Nevertheless, any worse-than-anticipated operating conditions,
resulting in weaker-than-expected cash flows, could pressure
liquidity and lead to an unsustainable capital structure. The
leverage covenant is tested only if the RCF is drawn net of cash by
more than 40%, which S&P does not expect under our base-case
scenario.

S&P said, "The negative outlook reflects the slower-than-expected
deleveraging and limited headroom under the rating. We expect
Syntegon will generate a slightly lower S&P Global Ratings-adjusted
EBITDA margin of 9.5%-10.0% in 2023. At the same time, we expect
adjusted debt to EBITDA to increase to about 7.9x in 2023 before
falling toward 6.5x by 2024. We expect the company will exhibit
negative FOCF in 2023 and funds from operations (FFO) cash interest
coverage of about 1.5x in 2023. However, we expect this will
recover in 2024, with break-even FOCF and FFO cash interest
coverage above 2.0x

"We could lower the rating if Syntegon's operating performance
would fall short of our expectations or raise more debt than
expected, leading to debt to EBITDA of more than 6.5x by 2024."

S&P could also lower the rating if:

-- FFO cash interest coverage decreases below 2.0x.

-- Syntegon cannot generate positive adjusted FOCF.

-- The company were unable to improve its profitability and reach
an EBITDA margin of toward 12% by 2024.

S&P could revise the outlook to stable if Syntegon were to improve
debt to EBITDA below 6.5x, supported by positive FOCF, an adjusted
EBITDA margin trending toward 12%, and a FFO cash interest coverage
above 2x.

ESG credit indicators: E-2, S-2, G-3 (governance structure)

S&P said, "Governance is a moderately negative consideration in our
rating analysis of Syntegon. Our assessment of the company's
financial risk profile as highly leveraged reflects corporate
decision-making that prioritizes the interests of the controlling
owners, in line with our view of the majority of rated entities
owned by private-equity sponsors. Our assessment also reflects
sponsors' generally finite holding periods and a focus on
maximizing shareholder returns. Environmental and social credit
factors have no material influence on our analysis."


PLATIN2025 ACQUISITION: Moody's Affirms 'B2' CFR, Outlook Now Neg.
------------------------------------------------------------------
Moody's Investors Service changed the outlook on Platin2025
Acquisition S.a r.l. (Syntegon or the company) to negative from
stable. Concurrently, Moody's affirmed Syntegon's B2 corporate
family rating, B2-PD probability of default rating and the B2
ratings for the backed senior secured bank credit facilities,
including the proposed EUR100 million fungible add-on. Proceeds
will be used to repay EUR80 million of revolver borrowings, to fund
transaction expenses and to put the remaining cash on balance
sheet.

RATINGS RATIONALE

The negative outlook reflects Syntegon's highly leveraged capital
structure and Moody's expectation for a delayed deleveraging
trajectory compared to Moody's previous estimates, with
Moody's-adjusted gross leverage expected to be around 8.0x in 2023
and potentially remaining above 6.0x in 2024. The negative outlook
balances the uncertain pace and degree of credit metrics recovery
to levels commensurate for its B2 rating with the adequate
liquidity program, including the absence of meaningful maturities
prior to 2028, and the favourable demand fundamentals supported by
Syntegon's focus on end market such as the pharmaceuticals and food
industries. Benefits from its profitability improvement program -
value creation plan (VCP) - support the potential improvement in
metrics, but execution risk remains.

Syntegon's B2 CFR benefits from the company's leading positions in
various product areas of the processing and packaging machinery
market; its good geographical and customer diversification; its
exposure to the fairly resilient pharmaceuticals and food
industries with attractive underlying growth fundamentals; solid
order intake of EUR1.6 billion as of 12 months that ended March
2023 (book-to-bill of 1.07x); a sizeable profitable aftermarket
business (-35% of revenue in 2022) with potential for further
expansion; and low capital intensity, which facilitates potential
for positive FCF generation.

The company's high leverage; its historically lower-than-peer
profitability, albeit noticeably improved since the ownership
change in 2020; execution risks related to the VCP; negative free
cash flow (FCF) in 2022, impacted by a material temporary negative
working capital outflow due to supply chain challenges, and likely
negative FCF in 2023; exposure to raw material price volatility;
and aggressive financial policy given its private equity ownership;
all constrain the CFR.

LIQUIDITY

Syntegon's liquidity is adequate and will benefit from the proposed
transaction. As of May 31, 2023, the group had access to around
EUR55 million of unrestricted cash on the balance sheet and will
have a fully available up to EUR200 million backed senior secured
revolving credit facility (RCF, pro forma for the up to EUR50
million upsize with the proposed transaction). Moody's forecasts
negative FCF of EUR30- EUR40 million in 2023, and FCF turning
positive from 2024 onwards on lower net working capital
consumption.

The company benefits from its long-dated maturity profile with its
RCF and backed senior secured first-lien term loan B (TLB) maturing
in 2028.

The RCF is subject to a springing first lien net leverage covenant,
tested when the facility is drawn by more than 40%. There is
currently substantial capacity under this covenant and Moody's
expects consistent compliance.

STRUCTURAL CONSIDERATIONS

The TLB, RCF and the backed senior secured guarantee facility make
up the majority of the liability structure and are rated B2 in line
with the CFR. The TLB and RCF, as well as the backed senior secured
guarantee facility (bonding facility) are guaranteed by
subsidiaries accounting for a minimum 80% of total consolidated
EBITDA and are secured mainly by share pledges and certain
intercompany receivables.

Trade payables, short-term lease commitments and pension
obligations are ranked at the same level as the senior secured
facilities. These obligations rank second only to a EUR60 million
reciprocal lending facility of Syntegon Technology GmbH, which is
secured by cash deposited at a bank in China.

OUTLOOK

The negative outlook on Syntegon's ratings reflects the weak
metrics relative to expectations for its B2 rating category with
continued risk related to its path to improvement. The current
rating has very limited capacity for operational underperformance,
debt-financed acquisitions, or other unexpected uses of cash.

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

Although an upgrade is unlikely given the negative outlook, Moody's
could upgrade ratings if (1) the company's Moody's-adjusted debt to
EBITDA declines below 5.0x; and (2) Moody's-adjusted FCF/debt in
the high single-digit percentages; and (3) EBITA margin improves
towards 14%; and (4) its liquidity position improves.

Conversely, Syntegon's ratings could be downgraded with Moody's
expectations for (1) Moody's adjusted Debt/EBITDA sustainably above
6.0x; or (2) sustained negative FCF; or (3) Moody's-adjusted
EBITA/Interest coverage sustainably below 2.0x; or (4)
deterioration of liquidity.

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

COMPANY PROFILE

Headquartered in Waiblingen Germany, Syntegon is a global leader in
the development and production of high-quality processing and
packaging machinery for the pharmaceuticals and food industries.
Besides the sale of machinery, the group provides recurring
after-sales services (including spare parts, modernisation and
field services), which accounted for around 35% of sales for 2022.
In the 12 months ended March 2023, Syntegon reported total sales of
EUR1.5 billion and company-adjusted EBITDA of EUR193 million (13.4%
margin). The company is majority owned by CVC Capital Partners
(CVC), which acquired Syntegon from Robert Bosch GmbH (unrated) in
2020.

SOFTWARE AG: S&P Assigns Prelim 'B' Long-Term ICR, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings assigned its preliminary 'B' long-term issuer
credit rating to private-equity sponsor Silver Lake which is
acquiring Germany-based software provider Software AG (SAG) and its
preliminary 'B' issue rating to the proposed term loan.

S&P said, "The stable outlook reflects our view that SAG's move to
a subscription-based business model and its cost-saving program
will materially improve its adjusted margin to about 20% in 2024,
compared with our forecast of about 14% in 2023. This should lead
to sound deleveraging toward 5x in 2024 and free operating cash
flow (FOCF) of more than EUR60 million."

Private-equity sponsor Silver Lake is acquiring Germany-based SAG
through SAG's holding company, Mosel Bidco SE, with cash on SAG's
balance sheet, equity, and a EUR1 billion term loan. As of July 14,
the sponsor controls more than 75% of shares and expects to close
the transaction by the end of the year.

S&P said, "SAG has a highly leveraged capital structure but sound
deleveraging prospects. We forecast that the company's leverage
will increase significantly to 7.9x in 2023 from 4.0x in 2022. This
mainly stems from higher debt of EUR1 billion following the buyout
and temporary pressure on EBITDA because of the company's ongoing
transition to a subscription-based business model, growth-driven
investments in its digital business platform, and high
restructuring-related costs. Since the transition to a
subscription-based model is largely complete, the private-equity
sponsor and management are shifting their focus to the company's
cost structure. SAG launched a cost-saving plan in 2022, aiming to
achieve EUR65 million of savings by 2024, mainly through a
rationalization of the research and development (R&D) and sales and
marketing functions. With SAG already having actioned more than
EUR30 million in cost savings by the end of first-quarter 2023, we
forecast that its adjusted EBITDA margin will improve materially to
about 20% in 2024, compared with our forecast of about 14% in 2023,
leading to sound deleveraging toward 5x. This, together with our
expectation that working capital will start to normalize thanks to
the move toward a subscription-based model, leads us to forecast
that the company's FOCF will increase to more than EUR60 million in
2024, with FOCF to debt of more than 5%.

"SAG's prudent financial policy limits releveraging risk. We
understand that Silver Lake's priority following the buyout will be
to improve SAG's profitability rather than growth-driven
investments or acquisitions." The sponsor also has a good track
record of maintaining relatively low leverage across its investment
portfolio. This has resulted in higher ratings in cases like that
of French software provider Cegid S.A. (BB-/Stable), compared with
most other leveraged buyout deals, where the acquired companies
typically have ratings of 'B' or 'B-'.

Growing recurring revenue supports earnings visibility. The
subscription strategy that SAG launched in 2019 has materially
improved the company's earning visibility. Its recurring revenue as
a percentage of total revenue increased to about 77% (93% of
product revenue) in 2022, compared with about 69% in 2020. The
subscription strategy, coupled with an inflation-linked price
escalator, has also helped increase customer lifetime value by a
factor of 1.4x. Additionally, the company has a diversified
customer base across various industries and geographies, with the
top 10 customers only accounting for 13% of group revenue, coupled
with a long average customer contract of about three years. In our
view, this makes the company more resilient than other niche
software providers focused on a specific country or industry.

Heavy reliance on the Adabas & Natural database management software
poses a long-term risk. Although less than 30% of group revenue
comes from Adabas & Natural, the segment accounts for more than 74%
of management-reported EBITDA. In our view, this poses a long-term
risk to the company, considering the limited prospects of Adabas &
Natural gaining new customers due to the cloudification trend. That
said, there were no customer-contract terminations in the past five
years, and the high switching costs and timescales will likely
prevent a cliff-like drop in earnings. In the meantime, the company
increased the segment's year-on-year annual recurring revenue by 7%
at constant currency in first-quarter 2023, while maintaining a net
customer-retention rate of about 107% thanks to a capacity
expansion and price increases. Additionally, the faster growth of
the company's digital business platform will gradually balance its
earnings.

SAG has limited scale and operates in highly competitive markets.
S&P thinks that the company's limited scale, with annual revenue of
about EUR1 billion, and its strategic focus on profitability under
Silver Lake's ownership limit its capacity for investment in sales,
marketing, and R&D. Exacerbating this limitation is the company's
presence in more than 70 countries and its heavy investments in its
digital business platform. As a result, the digital business
segment's profitability is much lower than for SAG's software
peers, at about 7%. Also, we think that SAG will maintain a high
level of investment despite its cost-rationalization efforts
because of the fast evolution of technology and strong competition
from other niche software players and large global technology
houses like Amazon Web Services and SAP.

The stable outlook reflects S&P's view that SAG's move to a
subscription-based business model and its cost-saving program will
materially improve its adjusted margin to about 20% in 2024,
compared with its forecast of about 14% in 2023. This will lead to
sound deleveraging toward 5x in 2024 and FOCF of more than EUR60
million.

S&P could lower the ratings if SAG faces any difficulties in
achieving its cost-saving plan, leading to:

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

-- FOCF to debt of below 5% sustainably.

S&P could raise the ratings if the company materially improves its
profitability and reduces its earnings reliance on Adabas &
Natural, leading to:

-- Adjusted debt to EBITDA decreasing below 5x, along with a
commitment to maintain a prudent financial policy regarding
acquisitions and shareholder returns and keep the ratio at this
level; and

-- FOCF to debt approaching 10%.

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

S&P said, "Governance is a moderately negative consideration in our
credit ratings analysis of SAG. Our assessment of the company's
financial risk profile as highly leveraged reflects corporate
decision-making that prioritizes the interests of the controlling
owners, in line with our view of most rated entities owned by
private-equity sponsors. Our assessment also reflects the sponsors'
generally finite holding periods and focus on maximizing
shareholder returns."




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ENERGIA GROUP: Moody's Ups CFR to Ba2, Rates New Secured Notes Ba2
------------------------------------------------------------------
Moody's Investors Service upgraded the long-term corporate family
rating of the restricted group of companies owned by Energia Group
Limited (Energia) to Ba2 from Ba3 and assigned a Ba2 rating to
EUR600 million of new backed senior secured notes to be offered by
Energia Group ROI FinanceCo DAC. Concurrently, Moody's upgraded
Energia Group Limited's probability of default rating to Ba2-PD
from Ba3-PD, upgraded the rating of Energia Group NI FinanceCo
Plc's outstanding senior secured notes due 2024 and 2025 (jointly
issued by Energia Group RoI Holdings DAC) to Ba2 from Ba3, and
affirmed the Baa3 rating of Energia Group NI Holdings Limited's
outstanding backed super senior secured Revolving Credit Facility
due 2024 (RCF). The outlooks are stable.

RATINGS RATIONALE

The upgrade of the CFR reflects the demonstrated resilience of
Energia's diversified utility business in the face of high and
volatile commodity prices. The EBITDA of the restricted group,
which excludes Energia's project-financed renewable assets, reached
a record high of EUR177 million in financial year ending March 2023
(2022-23), excluding revenue over-recoveries, as very strong
earnings from renewable power purchase agreements (PPAs) and the
Huntstown gas-fired power stations more than offset losses from
unregulated retail energy sales in the group's Customer Solutions
segment as a result of very high wholesale gas and electricity
prices in the Irish Single Electricity Market. If recent commodity
price declines are sustained, Moody's expects lower PPA and
generation profits to be balanced by a return to profitability in
Customer Solutions, with the aggregate underlying EBITDA of the
restricted group remaining close to the FY2022-23 levels. Moody's
expects reported EBITDA and cash flow to reduce temporarily in
FY2023-24 and FY2024-25 due to the return of historical revenue
over-recoveries.

The CFR of the Energia restricted group benefits from significant
regulated and contracted earnings that provide good cash flow
visibility. These include capacity contracts secured until October
2027 at the Huntstown power station, PPAs backed by government
support schemes for renewables (Renewable Energy Feed-In Tariff
revenues in the Republic of Ireland [Aa3 stable] and Renewable
Obligation Certificates in Northern Ireland), and regulated
household electricity supply operations in Northern Ireland under a
price control that runs until March 2025. In addition, Energia has
signed a contract with EirGrid, the Irish electricity system
operator, to provide emergency generation services for a period of
at least three years. In total, Moody's estimates that regulated
and contracted revenues support over 60% of the restricted group's
underlying EBITDA.

The restricted group also benefits from distributions from
project-financed renewable assets held outside of the restricted
group, which grew to EUR62 million in FY2022-23 but which Moody's
expects to stabilize at around EUR35 million annually. Although
these subsidiaries do not guarantee debt issued by the restricted
group, and up to 100% of proceeds from the sale of these assets
could be distributed to shareholders under the terms of outstanding
and proposed new notes, Moody's recognises the increasing
contribution of these projects to the cash flow of the restricted
group.

Energia has signed a significant agreement to lease a proposed
new-build data centre at the Huntstown site to a large,
investment-grade technology company for an initial term of 20
years. An unrestricted subsidiary of Energia will purchase each
phase of the data centre on completion, which could be as early as
FY2025-26, and will earn material and rising lease revenues
thereafter. The Energia restricted group will also benefit from
electricity sales to the data centre that are expected to be highly
profitable, supporting the Huntstown plant's long-term viability.
Moody's regards the data centre project as credit positive for
Energia, despite uncertainty over the purchase price (albeit
changes in capex cost are reflected, and ultimately recoverable, in
the lease to the tenant) and the availability and terms of
associated project finance debt. Moody's understands that companies
within the Energia restricted group are required to fulfill the
terms of the lease if the project-financed entity fails to do so.
Whilst this carries credit risks, Moody's does not expect this
situation to arise.

The upgrade of the CFR also reflects a financial policy that has
become less aggressive in recent years, demonstrated in particular
by the company's intention to refinance GBP225 million of senior
secured notes due September 2024 and EUR350 million of senior
secured notes due September 2025, a total of EUR613 million at
current exchange rates, with EUR600 million of new notes, and the
repayment of EUR80.7 million of cash drawings on its revolving
credit facility. As a result, the restricted group's gross debt
will be broadly unchanged from the previous refinancing in 2017,
despite growth in restricted group EBITDA and increasing
distributions to the restricted group from project-financed
renewables. Moody's also notes, as a positive, the company's new
financial policy, in respect to shareholder distributions at the
restricted group, which is to maintain restricted group debt below
3.5x the sum of restricted group EBITDA and distributions from
unrestricted subsidiaries. This is below the covenant of 4.0x in
the outstanding and offered notes.

Energia's CFR continues to be constrained by its small size,
relatively high leverage, exposure to volatility in Irish energy
prices and significant capital expenditure. The company also faces
social risks because of public concern about high energy prices for
consumers, which led the Irish government to impose wholesale price
caps on renewable and some thermal generators between December 2022
and June 2023. The price cap would be made permanent under the
Energy (Windfall Gains in the Energy Sector) (Cap on Market
Revenues) Bill 2023, which Moody's expects to be submitted to the
Irish parliament in September. Over time, such interventions could
reduce the profitability of Energia's wind PPAs and reduce the
benefit of the group's vertical integration to cash flow
stability.

The Ba2 rating of the proposed senior secured notes to be issued by
Energia Group ROI FinanceCo DAC and the upgrade to Ba2 of the
outstanding senior secured notes reflect guarantees from entities
within the restricted group that are not prohibited by regulation
from providing such guarantees. Although the issuer and guarantors
represented only 49% of the restricted group's EBITDA in FY2022-23,
Moody's expects this coverage to rise to around 65%, in line with
historical levels, if commodity prices stabilise. The rating of the
notes also reflects their subordinate position relative to the RCF
and an uncapped amount of commodity hedging, interest rate and
foreign exchange hedging, which have priority of claim over the
shared collateral. However, the rating of the notes is aligned with
the CFR due to relatively small size of the cash portion of the new
RCF, EUR125 million, in the context of the restricted group's
debt.

Affirmation of the Baa3 rating of the outstanding RCF, which is
expected to be discharged and terminated following completion of
the refinancing, reflects its super senior priority of claim upon
enforcement of the shared collateral.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook reflects Moody's expectation that the Energia
restricted group will maintain debt to EBITDA below 4x in FY2023-24
and FY2024-25.

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

The ratings could be upgraded if the Energia restricted group
achieves debt/EBITDA sustainably below 3x, with no increase in
business risk.

The ratings could be downgraded if restricted debt/EBITDA rises
persistently above 4.5x, if there were further adverse regulatory
or political interventions in the energy market, if significant
acquisitions or capital investments reduce the group's financial
flexibility or increase business risk, or if Energia or its
unrestricted subsidiaries (including the data centre) experienced
significant operational problems.

LIST OF AFFECTED RATINGS

Assignments:

Issuer: Energia Group RoI FinanceCo DAC

BACKED Senior Secured Regular Bond/Debenture, Assigned Ba2

Affirmations:

Issuer: Energia Group NI Holdings Limited

BACKED Senior Secured Bank Credit Facility, Affirmed Baa3

Upgrades:

Issuer: Energia Group Limited

Corporate Family Rating, Upgraded to Ba2 from Ba3

Probability of Default Rating, Upgraded to Ba2-PD from Ba3-PD

Issuer: Energia Group NI FinanceCo Plc

Senior Secured Regular Bond/Debenture, Upgraded to Ba2 from Ba3

Outlook Actions:

Issuer: Energia Group Limited

Outlook, Remains Stable

Issuer: Energia Group NI FinanceCo Plc

Outlook, Remains Stable

Issuer: Energia Group NI Holdings Limited

Outlook, Remains Stable

Issuer: Energia Group RoI FinanceCo DAC

Outlook, Assigned Stable

The principal methodology used in these ratings was Unregulated
Utilities and Unregulated Power Companies published in May 2017.

Energia is a diversified utility operating in the Republic of
Ireland and Northern Ireland. Energia is controlled by I Squared
Capital, an independent global infrastructure investment manager.

GEDESCO TRADE 2020-1: Moody's Affirms Ca Rating on 2 Tranches
-------------------------------------------------------------
Moody's Investors Service has confirmed the ratings of Class A,
Class B and Class C Notes and also affirmed the ratings of Class D,
Class E and Class F Notes in Gedesco Trade Receivables 2020-1
Designated Activity Company. The rating actions primarily reflect
the increased recoveries reported in the June 2023 cash manager
data.

EUR225 million (Outstanding current amount EUR88.4M) Class A
Notes, Confirmed at Ba3 (sf); previously on May 8, 2023 Downgraded
to Ba3 (sf) and Placed Under Review for Possible Downgrade

EUR15 million Class B Notes, Confirmed at B3 (sf); previously on
May 8, 2023 Downgraded to B3 (sf) and Placed Under Review for
Possible Downgrade

EUR15 million Class C Notes, Confirmed at Caa3 (sf); previously on
May 8, 2023 Downgraded to Caa3 (sf) and Placed Under Review for
Possible Downgrade

EUR7.5 million Class D Notes, Affirmed Ca (sf); previously on May
8, 2023 Downgraded to Ca (sf)

EUR7.5 million Class E Notes, Affirmed Ca (sf); previously on May
8, 2023 Downgraded to Ca (sf)

EUR15 million Class F Notes, Affirmed C (sf); previously on May 8,
2023 Downgraded to C (sf)

The transaction is a revolving cash securitisation of different
types of receivables (factoring, promissory notes and short-term
loans) originated or acquired by Gedesco Finance S.L. ("Gedesco",
NR) and Toro Finance, S.L.U. (NR) to enterprises and self-employed
individuals located in Spain. The revolving period of the
transaction ended in January 2023. Gedesco's proposal to extend the
revolving period by six months did not receive the required
majority noteholder approval.

RATINGS RATIONALE

The action concludes the rating review on Class A, Class B and
Class C Notes initiated on May 8, 2023, as a result of the
significant and rapid increase in defaults observed in March this
year, following the start of the amortization phase in January
2023, and the challenges faced by Gedesco Services Spain, S.A.U. as
servicer to administer the cash flows associated with the
receivables in a timely manner.

As noted in Moody's last press release, defaults had escalated
shortly after the start of the amortization period from EUR4.1m to
EUR61.5m between January and March 2023. Since that time, a peak in
terms of outstanding defaults of EUR89.4m (40.5% of outstanding
pool balance) was reached in April 2023 [1].

The most recent cash manager report obtained in June 2023 indicates
that defaults have dropped to EUR65.1m in May 2023 [2],
representing around 36.1% of the outstanding balance. This
reduction resulted from (i) increased recoveries of around EUR34.1m
in May 2023 and (ii) a decline in new defaults to around EUR11m in
May compared to new defaults of around EUR32m and EUR42m in the
earlier two months. The reserve fund, which stood fully depleted on
the May 2023 payment date has since been fully replenished as of
the June 2023 payment date.

In particular, the outstanding EUR88.4m Class A notes have better
coverage by performing assets at purchase price EUR106.6m compared
to an EUR131.8m balance with a performing asset base of EUR152.4m
at the last rating action. Class A notes will also benefit from
recoveries on existing defaults, albeit late and delayed recoveries
will erode available credit enhancement.

As of the last payment date of June 2023, EUR15m Class B notes
received full interest payment including deferred interest from the
previous month; however, Class B notes remain at risk of having an
interest shortfall as they do not benefit from the liquidity
reserve. All notes junior to Class B are not receiving interest.

Moody's understands that Gedesco Services Spain, S.A.U. has
dedicated additional resources to improve collections,
reconciliation and recoveries capacities. While this is a positive
development, it remains to be seen whether it will be sustained
over the next few months. Moody's notes that the quantum of
outstanding defaults remains uncomfortably high in relation to the
pool balance and will continue to monitor closely the performance
in terms of new defaults and recoveries.

Counterparty Exposure

The rating action took into consideration the Notes' exposure to
relevant counterparties, such as servicer and account bank.

The principal methodology used in these ratings was "SME
Asset-Backed Securitizations" published in July 2023.

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 and
(2) servicing of receivables that is better than current
performance and trends suggest.

Factors or circumstances that could lead to a downgrade of the
ratings include: (1) performance of the underlying collateral and
(2) management of receivables that is worse than suggested by the
current status and trends.


RIVER GREEN 2020: Moody's Cuts Rating on EUR34.09MM D Notes to Ba1
------------------------------------------------------------------
Moody's Investors Service has downgraded the ratings of three
classes of Notes issued by River Green Finance 2020 DAC:

EUR25.2 million (Current outstanding amount EUR24.4M) Class B
Notes, Downgraded to A2 (sf); previously on Feb 6, 2020 Definitive
Rating Assigned Aa3 (sf)

EUR23.6 million (Current outstanding amount EUR22.8M) Class C
Notes, Downgraded to Baa1 (sf); previously on Feb 6, 2020
Definitive Rating Assigned A2 (sf)

EUR34.09 million (Current outstanding amount EUR33.0M) Class D
Notes, Downgraded to Ba1 (sf); previously on Feb 6, 2020 Definitive
Rating Assigned Baa2 (sf)

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

EUR103.5 million (Current outstanding amount EUR100.1M) Class A
Notes, Affirmed Aaa (sf); previously on Feb 6, 2020 Definitive
Rating Assigned Aaa (sf)

RATINGS RATIONALE

The rating actions reflect a reassessment of the expected loss of
the underlying loan due to a lower Moody's property value and a
higher default risk during the loan term as well as at loan
maturity.

The higher default risk during the loan term arises from a weaker
credit profile of the dominant tenant; whilst the higher
refinancing default risk arises from a higher Moody's loan to value
(LTV) at maturity based on the lower Moody's property value.

A lower estimated rental value (ERV) compared to in-place rents is
the main driver of the decline in both the Moody's property value
relevant at loan maturity and the Moody's vacant possession value
relevant during the loan term if the dominant tenant defaults. The
lower ERV reflects the impact of new office supply both in the
direct submarket of Bezons as well as in the adjacent submarket
which is a superior location. Further, Moody's have increased the
cap rate to reflect the pressure from the higher interest rate
environment. However, Moody's notes that the River Ouest property
is a high quality (Grade A) office building completed in 2009 and
previously awarded a "Very Good" BREEAM certification.

The rating on the Class A notes was affirmed as this tranche has
sufficient credit enhancement to absorb the higher expected loss of
the loan.

River Green Finance DAC is a true sale transaction backed by a
single loan secured on a single property (River Ouest) located in
Bezons, Greater Paris, France. The property is predominantly
occupied by a single tenant, Atos SE, and serves as the tenant's
headquarters under a lease with a remaining term of approximately
six years to expiry. Atos SE is undergoing a corporate
restructuring involving a split into two companies and divestment
of certain non-core assets.

As of the April 2023 IPD [1], the note balance stands at EUR180.3
million compared to EUR186.4 million at closing, a decline of 3.25%
due to scheduled amortization on the underlying loan. Based on a
January 2023 valuation and as of the April 2023 IPD [1], the pool's
reported LTV has increased to 61.8% from 57.2% at closing. This
compares to a Moody's LTV ratio of 66.3% which reflects an updated
Moody's market value of EUR286.5 million.

Moody's rating action reflects a base expected loss in the range of
0-5% of the current balance. Moody's derives this loss expectation
from the analysis of the default probability of the securitised
loan (both during the term and at maturity) and its value
assessment of the collateral.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Approach to Rating EMEA CMBS Transactions" published in May 2021.

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

Main factors or circumstances that could lead to a downgrade of the
ratings are (i) a decline in the value of the property backing the
underlying loan or (ii) an increase in default risk assessment.

Main factors or circumstances that could lead to an upgrade of the
ratings are (i) an increase in the value of the property backing
the underlying loan or (ii) a decrease in default risk assessment.




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

SAN MARINO: Fitch Affirms 'BB' Long Term IDR, Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed San Marino's Long-Term Foreign-Currency
Issuer Default Rating (IDR) at 'BB' with a Stable Outlook.

The rating action described in this rating action commentary
represents a deviation from the scheduled rating publication date
in the calendar resulting from an appeal of the original committee
decision.

KEY RATING DRIVERS

Structural Strengths; Financial Vulnerabilities: San Marino's 'BB'
rating is supported by high income levels, with GDP per capita
closer to the 'AAA' than the 'BB' median, a resilient export sector
and large net external creditor position, and a stable political
system. The rating is weighed down by a high debt burden and weak
asset quality in the large banking sector. The very small size of
the economy, limited administrative capacity reflected in data
quality issues, and low growth potential are also key weaknesses.

Reduced Near-Term Rollover Risks: In May, San Marino successfully
completed the pre-financing of its 2024 Eurobond maturity. The
government issued EUR350 million notes due in January 2027 carrying
a 6.5% coupon rate, of which EUR287.5 million was tendered for
purchase to the existing holders of the 2024 Eurobond.

In Fitch view, San Marino's external financing flexibility remains
constrained by a short track record of external market access,
limited additional funding sources, and its relatively short and
concentrated debt repayment profile (bullet maturity represents 17%
of projected GDP in January 2027). Limited cash buffers and the low
development of the domestic bond market are additional structural
risks.

Fiscal Outperformance: Preliminary fiscal results for 2022 indicate
that the government managed to return to a balanced fiscal
position, following sizeable deficits in 2020-2021 as a result of
the pandemic shock. The strong results were driven by strong tax
revenue growth, while expenditure execution has been below
expectations. The government had to cover the EUR0.9 million (0.1%
of GDP) deficit of the public utility company, which was much lower
than initially expected.

For 2023, Fitch forecast a deterioration in the fiscal balance to a
deficit of 0.6% of GDP compared with a 'BB' median deficit
projection of 2.7%. The expected sharp slowdown in economic
activity is likely to lead to lower government revenue receipts,
although the net impact will be somewhat mitigated by inflationary
effects. Similar to last year, the government does currently not
foresee extraordinary measures to deal with the energy and
inflation crisis and public sector wage growth has so far remained
moderate. Fitch forecast that the deficit will narrow to 0.3% in
2024 and turn to a small surplus of 0.3% in 2025 as economic growth
picks up.

Improved Debt Trajectory: San Marino's debt trajectory has further
improved since Fitch last review and Fitch project that public debt
will fall to 65.7% in 2024, supported by higher-than-expected
nominal GDP (nominal GDP growth in 2021 amounted to 16.0%) and an
improved fiscal balance. However, debt will remain significantly
higher than the 'BB' forecast median of 53.7% of GDP.

A sizeable share of government debt carries very low interest and
long maturities. Two perpetual bonds account for 37% of total
government debt (27% of GDP), both carrying very favourable
interest rates (1.75% and 0.1%) and creating no additional
refinancing risks for the government. In addition, 15% of public
debt is converted debt due to former depositors of Banca CIS and
carries below market coupon rates and up to 20-year maturities. As
a result, the overall interest burden remains low (even after the
Eurobond issuance), with expenses/revenues forecast at 5.3% in
2023, below the forecast 'BB' median of 8.6%.

Banking Sector Improves, Challenges Remain: San Marino's financial
sector has weathered the recent international financial market
turbulence well. Deposits remained stable during the bout of
banking sector stress in other developed markets earlier this year.
Supported by higher interest rate margins, the sector is currently
on track to report a small profit for a third consecutive year,
following 11 years of losses. The sector's solvency ratio has
strengthened over recent years, reaching 14.6% by end-2022 (up from
9.5% in 2019), exceeding the minimum requirements.

Despite recent improvements, non-performing loans (NPL) remain
exceptionally high, reaching 55% of gross loans by April 2023
(26.8% net of provisions). The government has passed legislation to
reduce NPLs through securitisation, and envisages that a sizeable
share of NPLs could be transferred by the end of the year. If
realised as planned, this could bring the NPL ratio closer to 14%
of net loans, but uncertainty remains about the market value of the
underlying assets, the actual share of NPLs that can be offloaded
and the implications for public finances. Calendar provisioning, in
line with EU regulation, has been introduced, incentivising banks
to quickly offload NPLs by imposing higher capital charges on
delayed NPL transfers.

Economic Slowdown; Elevated Inflation: Real GDP is expected to grow
by 0.8% in 2023 (unchanged from Fitch last forecast) as Fitch
expect a subdued performance in manufacturing as decelerating
growth in Italy and the rest of the eurozone negatively impacts San
Marino's small and open economy. Growth is upheld by continued
strong performance in the tourism sector, with tourist arrivals 6%
higher during the first five months of the year compared with the
same period in 2019. Fitch forecasts real GDP growth to rebound by
1.3% in 2024.

Under Fitch baseline scenario, CPI inflation will average 5.8% in
2023, before easing to 4.2% in 2024. Food and service price
inflation have been the key drivers of inflation this year. Wage
growth has remained moderate so far, limiting risks from a
wage-price spiral, despite a buoyant labour market with
unemployment falling 3.5% in June (close to pre-2008 levels). Fitch
estimate of core inflation has averaged 3.7% so far this year
(2022: 2.4%), well below the eurozone average of 5.6%.

Further EU Integration: After delays due to the pandemic, San
Marino is negotiating an Association Agreement with the European
Commission, which could be ratified and implemented in 2024. This
agreement could give San Marino broader and deeper access to the
EU's Single Market and could also facilitate the movement of
cross-border workers and support financial integration and
supervisory cooperation.

Increased Political Uncertainty: The government's political
position has weakened after the RETE Movement party decided to
leave the coalition government in May. The governing coalition
parties continue to hold a majority in parliament with 58.3% of all
seats, down from 73.3%. While political uncertainty could further
slow the reform progress in the banking and tax system, the
Sammarinese government generally follows a prudent fiscal policy
strategy and Fitch currently do not expect that next year's general
election will significantly alter domestic fiscal or economic
policies.

ESG - Governance: San Marino has an ESG Relevance Score (RS) of
'5[+]' for both Political Stability and Rights and for the Rule of
Law, Institutional and Regulatory Quality and Control of
Corruption. Theses scores reflect the high weight that the World
Bank Governance Indicators (WBGI) have in Fitch proprietary
Sovereign Rating Model. San Marino has a high WBGI ranking at 71.3,
reflecting its long track record of stable and peaceful political
transitions, well established rights for participation in the
political process, strong institutional capacity, effective rule of
law and a low level of corruption.

RATING SENSITIVITIES


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

-- Structural: Failure to address banking sector vulnerabilities,
for example, in terms of weak asset quality and low liquidity,
which creates risks for financial stability and for public
finances.

-- Public Finances: Failure to place debt on a sustained downward
path over the medium term, for example, due to the crystallisation
of additional significant contingent liabilities from the financial
sector, a sustained period of low growth, or inability to
consolidate fiscal accounts.

-- External: Heightened external refinancing risks, for example,
due to reduced access to external bond markets.

-- Macro: A large adverse macroeconomic shock, for example,
triggered by a sharp economic contraction among neighbouring
countries.

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

-- Structural Features: Continued progress in reducing banking
sector vulnerabilities, via a sustained improvement in asset
quality, liquidity, capitalisation and profitability.

-- Public Finances: Faster reduction of public debt over the
medium term, for example, through sustained fiscal consolidation,
stronger economic growth, and a reduction of contingent liabilities
related to the banking sector.

-- External: Continued progress in diversifying external sources
of financing, for example, through continued international market
access and reducing refinancing risks, for example, by extending
and smoothing the sovereign's external debt repayment profile

SOVEREIGN RATING MODEL (SRM) AND QUALITATIVE OVERLAY (QO)

Fitch's proprietary SRM assigns San Marino a score equivalent to a
rating of 'BBB-' on the Long-Term Foreign-Currency (LT FC) IDR
scale.

Fitch's sovereign rating committee adjusted the output from the SRM
to arrive at the final LT FC IDR by applying its QO, relative to
SRM data and output, as follows:

-- Structural: -1 notch, to reflect that banking sector risks
remain high due to very weak asset quality from legacy NPLs (55% of
total gross loans), the risk that further state recapitalisations
of the sector will be required given large NPLs adjusted for
write-downs (19% of GDP) and the absence of an effective 'lender of
last resort'.

-- External Finances: -1 notch, to reflect San Marino's limited
external sources of financing, its short track record of
international market access and refinancing risks derived from the
sovereign's relatively short (3.5 years) and concentrated (17% of
projected GDP bullet payment) external debt repayment profile.

Fitch's SRM is the agency's proprietary multiple regression rating
model that employs 18 variables based on three-year centred
averages, including one year of forecasts, to produce a score
equivalent to a LT FC IDR. Fitch's QO is a forward-looking
qualitative framework designed to allow for adjustment to the SRM
output to assign the final rating, reflecting factors within Fitch
criteria that are not fully quantifiable and/or not fully reflected
in the SRM.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Sovereigns, Public Finance
and Infrastructure issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three 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 three notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.

SUMMARY OF DATA ADJUSTMENTS

The World Bank governance indicators are only available for two of
the six input factors for San Marino. For the remaining four input
factors, Fitch has used Italy's score as a proxy. The data used was
deemed sufficient for Fitch's rating purposes because it expects
that the margin of error related to the estimates would not be
material to the rating analysis.

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

Balance of payments estimates by the authorities and IMF are only
available for 2017-2021. Fitch has estimated historical and latest
data with reasonable confidence using national accounts data and
IFS international liquidity data. The data used was deemed
sufficient for Fitch's rating purposes because it expects that the
margin of error related to the estimates would not be material to
the rating analysis.

ESG CONSIDERATIONS

San Marino has an ESG Relevance Score of '5[+]' for Political
Stability and Rights as World Bank Governance Indicators have the
highest weight in Fitch's SRM and are therefore highly relevant to
the rating and a key rating driver with a high weight. As San
Marino has a percentile rank above 50 for the respective Governance
Indicator, this has a positive impact on the credit profile.

San Marino has an ESG Relevance Score of '5[+]' for Rule of Law,
Institutional & Regulatory Quality and Control of Corruption as
World Bank Governance Indicators have the highest weight in Fitch's
SRM and are therefore highly relevant to the rating and are a key
rating driver with a high weight. As San Marino has a percentile
rank above 50 for the respective Governance Indicators, this has a
positive impact on the credit profile.

San Marino has an ESG Relevance Score of '4[+]'for Human Rights and
Political Freedoms as the Voice and Accountability pillar of the
World Bank Governance Indicators is relevant to the rating and a
rating driver. As San Marino has a percentile rank above 50 for the
respective Governance Indicator, this has a positive impact on the
credit profile.

San Marino has an ESG Relevance Score of '4[+]' for Creditor Rights
as willingness to service and repay debt is relevant to the rating
and is a rating driver for San Marino, as for all sovereigns. As
San Marino has track record of 20+ years without a restructuring of
public debt and captured in Fitch SRM variable, this has a positive
impact on the credit profile.

Except for the matters discussed, the highest level of ESG credit
relevance, if present, 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 to the way in which they are being
managed by the entity.  



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

FINCRAFT GROUP: S&P Downgrades ICR to 'B' on Debt Accumulation
--------------------------------------------------------------
S&P Global Ratings revised its long-term global scale issuer credit
rating on Kazakh investment company Fincraft Group LLP to 'B' from
'B+'. The outlook on the long-term global scale rating is stable.

At the same time, S&P affirmed its 'B' short-term issuer credit
rating on Fincraft and lowered its Kazakhstan national scale rating
to 'kzBB+' from 'kzBBB'.

Fincraft's stressed leverage worsened materially in the first half
of 2023 due to issuance of new debt and reduction of assets.
Fincraft's debt increased to Kazakhstani tenge (KZT) 57.4 billion
($125 million) as of June 30, 2023, from KZT32 billion as of Dec.
1, 2022. In April 2023, Fincraft repaid its KZT32 billion bond in
full and on time. Fincraft's current debt includes a new KZT21
billion bond maturing in April 2026, a new $21 million bond
maturing in December 2025, a new $50 million five-year bank loan,
and a KZT2 billion bond maturing in 2029. At the same time, its
assets decreased to KZT190 billion as of midyear 2023, from KZT258
billion as of year-end 2022. As a result, its stressed leverage
weakened to a moderate 1.6x at midyear 2023, from a very strong
3.7x as of Dec. 1, 2022.

S&P said, "We expect that Fincraft will improve its stressed
leverage over the next 12 months to an adequate level. In our base
case, we assume that Fincraft will execute its plan to bring new
assets to its balance sheet over the next 12 months. Thus, we
estimate that its stressed leverage could improve to an adequate
1.75x-2.5x by midyear 2024. Although we do not yet include it in
our base case, we understand that Fincraft plans to redeem early
its KZT18 billion of tenge debt in the second half 2023 with
proceeds received from selling assets. It also plans to repay over
KZT5 billion of bank loan over the next 12 months. It therefore
targets to reduce its debt to KZT34.7 billion by midyear 2024.

"Fincraft's liquidity remains weak. We expect that Fincraft's
liquidity ratio will remain in the range of 0.5x-1.0x over the next
12 months. To repay debt, Fincraft remains structurally reliant on
asset sales and balance-sheet cash because its investments generate
limited cash flow. Its main dividend inflows come from oil assets,
which we discount at 50% in our liquidity analysis. We understand
that Fincraft's planned sale of assets is close to completion, and
therefore also include this in our base case.

"The stable outlook reflects our expectation that, over the next 12
months, Fincraft is likely to bring more assets to its balance
sheet, improving its stressed leverage to an adequate level.
Actions to reduce debt would also support the rating, although we
do not assume them in our base case."

S&P may take a negative rating action over the next 12 months if
Fincraft:

-- Delays transferring assets to its balance sheet or sells assets
at materially lower prices than their current valuation;

-- Accumulates additional debt; or

-- If its liquidity weakens.

A positive rating action is unlikely over our 12-month horizon.
Over the long term, S&P could upgrade Fincraft if it demonstrates a
track record of consistently maintaining very strong stressed
leverage ratios or improves its liquidity to moderate levels,
thereby reducing volatility and increasing the strength of its
balance sheet.


INSURANCE COMPANY: Fitch Affirms 'B' IFS Rating, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed Kazakhstan-based Insurance Company
Centras Insurance JSC's (Centras) Insurer Financial Strength (IFS)
Rating at 'B' and its National IFS Rating at 'BB+(kaz)'. The
Outlooks are Stable.

The ratings reflect the insurer's 'Less Favourable' company
profile, weakened capital position, good financial performance and
high investment risk.

KEY RATING DRIVERS

'Less Favourable' Company Profile: Fitch scores Centras's company
profile at 'b' under its credit factor scoring guidelines. This
considers Centras's 'Less Favourable' business profile score than
other Kazakh insurers', which in turn reflects its less favourable
competitive positioning and business risk profile, and moderate
diversification.

Competitive Positioning Drives Company: The insurer's competitive
positioning has remained broadly unchanged after it completed its
acquisition of Kommest-Omir's insurance portfolio in November 2022.
After a peak of 3.6% of non-life gross written premiums (GWP) in
2022, Centras's market share decreased to 2.1% in 1Q23, in line
with its pre-acquisition figure of 2.5% in 2021.

Despite the acquisition, the company's operating scale metrics
remained limited, underlined by GWP of KZT19 billion in 2022 (USD40
million based on the average official exchange rate). Centras has a
moderately diversified insurance portfolio and maintains a
prominent focus on motor lines, which accounted for 56% of net
written premiums in 2022.

Weakened Capital Position: Centras's capital position, as measured
by Fitch's Prism Factor-Based Model (FBM), weakened to 'Somewhat
Weak' at end-2022 from 'Adequate' at end-2021. Portfolio
acquisition and higher asset risk owing to prominent equity
holdings increased its target capital requirements, while available
capital remained broadly stable.

Centras has remained compliant with the regulatory minimum capital
requirements in 5M23. The regulatory solvency margin stood at a
comfortable 177% at end-5M23 and 166% at end-2022.

Lower Investment Drives Weaker Income: In 2022 Centras reported
KZT799 million net income and 8% return on equity (ROE), down from
KZT2.2 billion and of KZT1.5 billion in 2021 and in 2020,
respectively. The reduction was mainly driven by its investment
result, as the company reported significantly smaller realised
gains on its available-for-sale investment portfolio (2022: loss of
KZT27 million; 2021: gains of KZT1.3 billion).

Reserve Releases Support Underwriting Profitability: The insurer's
loss ratio worsened to 64% in 2022, from 26% in 2021, led by the
motor lines, where the underwriting result was deeply negative. The
overall underwriting result was counterbalanced by the releases of
the unearned premium reserve, the occurred claims reserve, the
incurred-but-not-reported claims reserve for the run-off portfolio
of Kommesk-Omir all amounting to KZT1.2 billion, which resulted in
a reported combined ratio of 95% in 2022 (2021: 93%).

High Investment Risk: Fitch views Centras's investment risk as high
due to its historically prominent exposure to equity instruments in
its investment portfolio. Equities as a share of capital amounted
to 61% at end-5M23, down from 95% at end-2022 and at end-2021.
Fixed-income instruments of mixed credit quality accounted for 73%
at end-5M23, a slight increase from 67% at end-2022.

RATING SENSITIVITIES

International IFS Rating

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

-- Significant strengthening of Centras's business profile
assessment, while maintaining at least a 'Somewhat Weak' capital
position and profitable financial performance

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

-- A breach of prudential capital metrics without it being
restored within a reasonable timeframe

National IFS Rating

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

-- Significant strengthening of Centras's business profile
assessment, while maintaining at least a 'Somewhat Weak' capital
position and profitable financial performance

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

-- A breach of prudential capital metrics without it being
restored within a reasonable timeframe

-- Weakening of Centras's business profile, as reflected in a
reduction of market share

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Financial Institutions and
Covered Bond issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three 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 four notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.

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.



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

FUCHS & ASSOCIES: Put Into Compulsory Liquidation
-------------------------------------------------
Luxembourg Times reports that Luxembourg investment firm Fuchs &
Associes Finance has been placed into compulsory liquidation, the
country's financial regulator said.

The court ruling comes just a week after the struggling firm had
its license revoked by the financial regulator, Luxembourg Times
relates.




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

E-MAC PROGRAM II: Fitch Affirms 'CCCsf' Rating on Class D Notes
---------------------------------------------------------------
Fitch Ratings has placed E-MAC Program II B.V. - Compartment NL
2007-IV's class C notes and E-MAC Program III B.V. Compartment NL
2008-I's class D notes on Rating Watch Positive (RWP) and affirmed
the remaining tranches. Fitch has also affirmed E-MAC Program II
B.V. Compartment NL 2008-IV.

ENTITY/DEBT     RATING   PRIOR
----------                      ------          -----
E-MAC Program II B.V.
Compartment NL 2008-IV

Class A XS0355816264 LT  AAsf    Affirmed AAsf
Class B XS0355816421 LT  AA-sf   Affirmed AA-sf
Class C XS0355816694 LT  AA-sf   Affirmed AA-sf
Class D XS0355816934 LT  BBB+sf  Affirmed BBB+sf

E-MAC Program II B.V. –
Compartment NL 2007-IV

A XS0325178548  LT  A-sf    Affirmed A-sf
B XS0325183464  LT  BBB-sf  Affirmed BBB-sf
C XS0325183621  LT  B+sf    Rating Watch On B+sf
D XS0325184355  LT  CCCsf   Affirmed CCCsf

E-MAC Program III B.V.
Compartment NL 2008-I

Class A2 XS0344800957 LT AA+sf   Affirmed AA+sf
Class B XS0344801765 LT AA+sf   Affirmed AA+sf
Class C XS0344801922 LT AAsf     Affirmed AAsf
Class D XS0344802060 LT A-sf  Rating Watch On A-sf

TRANSACTION SUMMARY

E-MAC is a special-purpose company incorporated under the laws of
the Netherlands with limited liability as a besloten vennootschap
met beperkte aansprakelijkheid and registered on the Commercial
Register of the Chamber of Commerce of Amsterdam. Its shares are
owned by Stichting E-MAC NL Holding, established under the laws of
the Netherlands as a foundation.

At closing, the issuer acquired a portfolio of residential
mortgages from the seller that forms the collateral for the notes.
The portfolio consists of first-ranking or first- and sequentially
lower-ranking fixed- and variable-rate mortgages secured over
residential property located in the Netherlands.

KEY RATING DRIVERS

Post Swap Income Adjustments: The RWP indicates the upgrade
potential resulting from the higher expected post swap income
available to the SPV once subordinated swap payments are excluded
from the total swap payment amounts. The current reporting
available to Fitch does not isolate these payments, potentially
overestimating payments due. The notes on RWP could be upgraded
once Fitch receives a detailed breakdown of the swap payments from
CMIS, as the transactions' servicer, confirming higher post swap
income are available to the issuers.

Fitch also expects the transactions' liquidity positions to improve
as they move in their tail periods with the liquidity reserves
amounts, which are at their floor, increasing as a proportion of
the notes' balances.

Stable Transaction Performance: The transactions' performance has
been largely stable since the last review without any significant
deterioration due to the inflationary pressure and macroeconomic
deterioration in the past year. Late stage arrears have remained
below 1% for all three transactions and defaults have stabilised.
The foreclosure frequencies of all three transactions have
decreased in light of the improved performance.

Pro-Rata Structures Limit CE: As of the April 2023 payment date,
all transactions were amortising pro-rata. Some transactions paid
sequentially during some periods, but reverted to pro-rata,
reversing the credit enhancement (CE) build-up for the senior notes
as per the amortisation mechanism in the documentation. This
feature has been factored into the rating analysis to the extent
that the relevant pro-rata triggers are captured by Fitch's
modelling assumptions.

Fitch note that there are no conditions that would result in an
irreversible switch to sequential note amortisation after
amortisation has crossed a certain threshold, which Fitch deem a
non-standard structural feature. Where appropriate, Fitch has
assigned ratings that are different to those derived by its
cash-flow model. This reflects the fact that the ratings could be
lower if performance is better than assumed in the respective
rating scenarios and thereby principal payments continue to be
pro-rata.

Interest-only Concentration: The interest-only concentrations in
the transactions range between 83% (2007-IV) and 88% (2008-I and
2008-IV) of the outstanding portfolio, which are high compared with
other Fitch-rated Dutch RMBS. According to Fitch criteria, Fitch
assume a 50% weighted average foreclosure frequency (WAFF) for the
peak concentration at the 'AAA' level (lower WAFF assumptions are
applied at lower rating stresses) and the 'B' WAFF to the remainder
of the pool.

RATING SENSITIVITIES


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

Adverse macroeconomic factors may affect asset performance. An
increase in foreclosures and losses beyond Fitch's stresses may
erode CE, leading to negative rating action.

The ratings are also sensitive to the information on swap payments
breakdown that will be provided to Fitch. The RWP indicates
potential for upgrades assuming an increase in available funds once
subordinated swap payments are excluded from the total swap
payments. However, if available funds were lower than expected or
did not increase the ratings would not be upgraded.

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

Due to the lack of a hard switch-back to sequential amortisation, a
slight increase in delinquencies and losses might also be
beneficial to the senior notes, as this would cause the transaction
to switch to sequential amortisation and increase CE for these
notes.

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

E-MAC Program II B.V. - Compartment NL 2007-IV, E-MAC Program II
B.V. Compartment NL 2008-IV, E-MAC Program III B.V. Compartment NL
2008-I

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

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

Overall, and together with any assumptions, 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.

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.



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

ROOT BIDCO: S&P Affirms 'B' ICR, Alters Outlook to Negative
-----------------------------------------------------------
S&P Global Ratings affirmed its issuer credit rating on Root Bidco
S.a.r.l. (Rovensa) and the issue rating on its senior secured term
loan at 'B'.

The negative outlook indicates that S&P could lower the ratings if
the recovery in EBITDA and FOCF were slower than we expected such
that leverage remained above 7x S&P Global Ratings-adjusted debt to
EBITDA or FOCF stayed negative in the next 12 months.

Root Bidco's rating headroom has been exhausted given its very high
leverage and negative FOCF in fiscal 2023 (ending June 30, 2023).
Weaker demand and increasing pricing pressure have weighed on its
performance in a challenging market with destocking along the
supply chain. Extreme weather conditions have also affected key
regions, namely Southern Europe (drought) and the western region of
the U.S. (excessive rain). The integration of acquired businesses
and the reorganization of the Rovensa Next segment, in which the
sales team has been scaled up to accommodate future organic growth,
have also temporarily depressed earnings.

S&P said, "As a result, we expect S&P Global Ratings-adjusted
EBITDA to reach EUR135 million-EUR145 million pro forma the
full-year contribution of the Cosmocel acquisition in fiscal
2023.This falls short of our previous estimate of EUR155
million-EUR165 million. Its S&P Global Ratings-adjusted debt also
increased by almost EUR480 million, driven by a EUR427.5 million
higher term loan (a EUR387.5 million new tranche of the term loan
issued in September 2022 to partly finance the Cosmocel acquisition
as expected, and a EUR40 million recent tap to strengthen
liquidity). Higher short-term debt including using a revolving
credit facility (RCF) to finance temporarily higher working capital
has also added to its leverage. Accordingly, we anticipate that the
company's S&P Global Ratings-adjusted gross debt to EBITDA has
deteriorated to a very high 8.3x-8.5x at the end of fiscal 2023,
from 7.7x in fiscal 2022.

"We also expect FOCF to remain negative in fiscal 2023.This is due
to unusually high working capital driven by high prices and safety
stock given soaring cost inflation and supply chain disruptions in
2022. FOCF was also negative in the previous two fiscal years
because of various one-off costs related to the change in the
shareholder structure, and the acquisition of Oro Agri in fiscal
2021. Logistics constraints in China and Spain and costs related to
the Cosmocel acquisition and business reorganization kept FOCF
negative in fiscal 2022. This indicates no rating headroom given
our view that leverage of well below 7x and FOCF of no less than
EUR10 million is commensurate with the rating.

"We expect leverage to swiftly improve from fiscal 2024 as EBITDA
recovers from one-off factors, supported by continuous solid
organic growth and improving margins. We forecast a recovery in
sales volumes and profitability. We also think Rovensa's earnings
will continue to increase, reflecting its good organic growth
potential and increasing profitability. Recent acquisitions
underpin these trends, especially Oro Agri and Cosmocel with their
high margins and the gradual realization of synergies. We expect
Rovensa will maintain above-GDP organic growth thanks to favorable
long-term demand growth in its agricultural end-market, especially
for sustainable solutions. Management is also keen to reinforce
cost controls and operating efficiencies. As a result, we expect
our adjusted EBITDA to improve to EUR160 million-EUR170 million in
fiscal 2024 and to EUR170 million-EUR180 million the following
year. We therefore forecast leverage to swiftly improve to
7.1x-7.3x S&P Global Ratings-adjusted debt to EBITDA by fiscal 2024
and to below 7x in fiscal 2025, at the latest.

"We expect FOCF to turn positive from fiscal 2024, as working
capital normalizes, and strengthen further to above EUR10 million
in fiscal 2025. This will reflect an expected earnings recovery,
the Cosmocel contribution (which has shown healthy cash flow
generation in recent years), controlled increases in capital
spending, and a gradual unwinding of working capital. Working
capital normalization will stem mainly from a reduction of safety
stocks given supply-chain easing and efforts to improve receivables
collection. Current higher interest rates and the larger debt load
to finance the Cosmocel acquisition will see interest expenses
almost double from fiscal 2024, reducing cash conversion in the
future. This is the main reason for the recent fungible tap of an
additional EUR40 million term loan to support liquidity, turning
part of its short-term debt (RCF drawings) into long-term debt.

"The company has improved its portfolio size and quality via a
series of acquisitions with a consistent shift to businesses with
higher market growth and higher margins. Rovensa has more than
doubled in size compared to 2020 with revenues of EUR760
million-EUR770 million expected for fiscal 2023. Moreover, recent
acquisitions have focused on segments like biostimulants and
biocontrol, with high growth and good margins. We have seen about
12% organic sales growth and continually increasing S&P Global
Ratings-adjusted EBITDA margins to 18.0%-18.5% in fiscal 2023 from
15.8% in fiscal 2020. We forecast margins of 19%-20% in fiscals
2024 and 2025. Most acquisitions are outside Europe and contribute
to geographic diversification, with sales from Iberia declining to
28% in fiscal 2022 from 54% two years ago. The Americas now
accounts for about 35% of group sales, with about 34% from the rest
of EMEA and the remaining 3% from Asia-Pacific. Despite resilient
demand growth in the long run, the company's historical performance
has been affected by the inherent volatility in its key agriculture
market, which is exposed to seasonality, weather-related events,
and demanding regulation.

"We assume that the financial policy will focus on organic growth
and deleveraging in the next one-to-two years. We understand
management seeks integration and synergy realization from the
Cosmocel acquisition, which completed in February 2023, as well as
leverage reduction and cash-flow improvement. Currently, no other
large acquisitions or dividend payments are planned. That said,
further small bolt-ons cannot be ruled out in the coming years.
Integration risks, which are not uncommon for larger acquisitions
like Cosmocel, could also lead to slower-than-expected
deleveraging. The company completed six bolt-on acquisitions over
fiscals 2019-2023, resulting in total cash outflows exceeding
EUR850 million, including earn-out payments. These acquisitions
have grown the company and improved its business profile but have
also led to higher debt and additional transaction-related and
integration costs, which have ultimately slowed its deleveraging
more than we expected.

"The negative outlook reflects that we could lower the rating if
the recovery in EBITDA and FOCF are sluggish and fall short of our
base case.

"We could lower the rating if leverage remains above 7x, or if FOCF
stays negative in the next 12 months. This could result from a
slower-than-expected recovery in EBITDA due to, among others,
prolonged weakness in market demand, unexpected adverse weather
conditions, higher-than-anticipated one-off costs from integration
and restructuring, or further sizeable debt-financed acquisitions.
If liquidity significantly weakens, this could also weigh on the
rating.

"We could stabilize the outlook if the company reduces its leverage
to well below 7x S&P Global Ratings-adjusted debt to EBITDA and
strengthens FOCF to above EUR10 million."

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




===========
R U S S I A
===========

XALQ BANK: S&P Cuts Long-Term ICR to 'B', Placed on Watch Negative
------------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
Xalq Bank to 'B' from 'B+' and placed it on CreditWatch with
negative implications. We also affirmed our 'B' short-term issuer
credit ratings on Xalq Bank.

Xalq Bank recently reported that its 2022 results under
International Financial Reporting Standards (IFRS) were materially
worse than expected due to the weak asset quality performance of
its legacy loan portfolio, leading to a negative impact on its
capital.

S&P said, "We think that Xalq's slower-than-expected progress with
legacy portfolio recovery will continue pressuring the bank's
ability to attract new business and compete in the Uzbek market. We
believe management faces a prolonged challenge to expand healthy
new business while allocating substantial resources to recover a
legacy problem portfolio that accounted for more than a quarter of
total loans under IFRS as of end-2022. We therefore lowered our
assessment of the bank's business position, resulting in its
stand-alone credit profile lowered to 'b' from 'b+'.

The downgrade and CreditWatch placement follow Xalq's reporting
materially worse-than-expected 2022 results, leading to a
significant negative impact on its capital. S&P said, "We
understand that recovering legacy problem loans was more
challenging for the bank in 2022 than we expected. The management
team dedicated substantial efforts and resources in 2022 for
problem loan recovery." Due to these efforts, Xalq brought its
nonperforming loans under IFRS down to 27% as of end-2022
(estimated sector average: 7.4%) from 32.2% a year earlier. The
management team revised downward its views on the portfolio quality
and expected recovery estimates, and created additional provisions
of Uzbeki sum (UZS) 1.67 trillion (EUR139.6 million), translating
into a net loss of UZS359 billion reported for 2022 that negatively
affected the bank's capital.

The restatement of 2021 and 2020 figures resulted in a further
material negative impact on Xalq's capital. According to the bank,
the previously published reports materially overstated capital
because they didn't reflect correctly the asset quality and the
amount of provisions Xalq should have created. As a result of this
and corrective measures, the bank's capital base decreased to
UZS2.74 trillion as of end-2022. This has a pronounced negative
impact on our risk-adjusted capital (RAC) calculation for 2022 and
forecast for 2023-2024.

S&P said, "We consider that the restatement of 2021 figures
highlights deficiencies in the bank's corporate governance,
transparency, and reporting. We understand that management has been
working on improving its internal capacity of producing IFRS
reports. However, the repeated restatements highlight that more
need to be done to improve quality of reporting and internal credit
control.

"Given that Xalq Bank continues to be the agent of pension and
social benefits distribution in the country, we believe the
government will likely provide capital support to the bank to
restore its capital buffers. Because of the importance of this
function for the government, we think the bank will likely receive
government support, as it was the case before. However, currently,
we do not have clarity on any potential government support,
including the amount and timing."

If the government's capital support is sufficient, Xalq's forecast
capitalization (as measured by our RAC ratio) could return to
strong levels. S&P believes the bank will continue its efforts on
recovery of its legacy problem portfolio, increasing new better
quality lending, and performing its important function of
distributing pensions and social benefits. However, timely and
sufficient extraordinary capital support will be essential for its
ability to maintain strong capital buffers and level of
creditworthiness comparable with peers'.

The CreditWatch placement reflects that Xalq's ability to maintain
its strong capital buffers and creditworthiness depends on the
government's ability and willingness to provide sufficient and
timely capital support. S&P expects to resolve the CreditWatch once
it receives information regarding the government's decision on
potential extraordinary capital support.

S&P said, "We will monitor developments related to changes in asset
quality and provisioning needs in 2023, because these could further
affect the capital base.

"We could consider lowering the ratings if timely and sufficient
capital support does not materialize or we see material downward
pressure on Xalq's financial risk and business risk profiles. This
could happen if we anticipate the bank's liquidity and funding
profile materially deteriorates or Xalq's capital faces further
stress while we considered that its government-related entity
status weakened, and the probability of extraordinary government
support diminished."

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

S&P said, "Governance factors are now a very negative consideration
in our credit rating analysis of Xalq. This is because we consider
governance and transparency in the Uzbek banking system weak and we
think that transparency and reporting at Xalq are below
international standards, with repeated restatements, reporting done
under IFRS produced only annually, and a still-weak ability to
produce transparent and reliable interim IFRS reports. The bank is
working on developing its internal capacity to produce these
reports. Frequent changes in top management in the past several
years also affect quality of its governance. Like other
government-owned banks in Uzbekistan, Xalq is exposed to government
influence, which could diminish its ability to execute its strategy
in a purely business-oriented manner."

Environmental, social, and governance (ESG) credit factors for this
change in credit rating/outlook and/or CreditWatch status:

-- Governance structure
-- Risk management, culture, and oversight
-- Transparency and reporting




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

HIPOCAT 9: Moody's Hikes Rating on EUR23.5MM Class D Notes to Ba1
-----------------------------------------------------------------
Moody's Investors Servicehas upgraded the ratings of 7 notes in FTA
SANTANDER HIPOTECARIO 3 and HIPOCAT 9, FTA. The rating action
reflects better than expected collateral performance and the
increased levels of credit enhancement for the affected notes.

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

Issuer: FTA SANTANDER HIPOTECARIO 3

EUR613M Class A1 Notes, Upgraded to Aa3 (sf); previously on Feb 2,
2022 Upgraded to Baa2 (sf)

EUR1540M Class A2 Notes, Upgraded to Aa3 (sf); previously on Feb
2, 2022 Upgraded to Baa2 (sf)

EUR420M Class A3 Notes, Upgraded to Aa3 (sf); previously on Feb 2,
2022 Upgraded to Baa2 (sf)

EUR79.2M Class B Notes, Upgraded to Caa1 (sf); previously on Feb
2, 2022 Upgraded to Caa3 (sf)

Issuer: HIPOCAT 9, FTA

EUR500M Class A2a Notes, Affirmed Aa1 (sf); previously on Apr 20,
2021 Affirmed Aa1 (sf)

EUR236.2M Class A2b Notes, Affirmed Aa1 (sf); previously on Apr
20, 2021 Affirmed Aa1 (sf)

EUR22M Class B Notes, Upgraded to Aa1 (sf); previously on Apr 20,
2021 Upgraded to Aa2 (sf)

EUR18.3M Class C Notes, Upgraded to Baa3 (sf); previously on Apr
20, 2021 Upgraded to Ba2 (sf)

EUR23.5M Class D Notes, Upgraded to Ba1 (sf); previously on Apr
20, 2021 Upgraded to Ba3 (sf)

Maximum achievable rating is Aa1 (sf) for structured finance
transactions in Spain, driven by the corresponding local currency
country ceiling of the country.

RATINGS RATIONALE

The rating action is prompted by decreased key collateral
assumption, namely the portfolio Expected Loss (EL) assumption in
FTA SANTANDER HIPOTECARIO 3 due to better than expected collateral
performance, and an increase in credit enhancement for the affected
tranches.

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.

The performance of the transactions has continued to be stable in
the past year. Total delinquencies have increased in the past year,
with 90 days plus arrears currently standing at 0.49% of current
pool balance in FTA SANTANDER HIPOTECARIO 3 and at 0.28% of current
pool balance in HIPOCAT 9, FTA. In FTA SANTANDER HIPOTECARIO 3,
cumulative defaults currently stand at 8.85% of original pool
balance, up from 8.80% a year earlier. In HIPOCAT 9, FTA,
cumulative defaults remain unchanged at 11.6% of original pool
balance.

In FTA SANTANDER HIPOTECARIO 3, Moody's decreased the expected loss
assumption to 6.50% as a percentage of original pool balance from
6.55% due to the improving performance. The revised expected loss
assumption corresponds to 3.55% as a percentage of current pool
balance.

In HIPOCAT 9, FTA, Moody's maintained the expected loss assumption
at 5.63% as a percentage of original pool balance, which translates
to an expected loss assumption of 2.90% as a percentage of current
pool balance.

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 maintained the MILAN CE assumption
at 14% in FTA SANTANDER HIPOTECARIO 3 and at 12% in HIPOCAT 9,
FTA.

Increase in Available Credit Enhancement:

In FTA SANTANDER HIPOTECARIO 3, sequential amortization led to the
increase in the credit enhancement available in this transaction.
For instance, the credit enhancement for the most senior tranche
affected by the rating action increased to 12.71% from 9.98% since
the last rating action.

In HIPOCAT 9, FTA, a non-amortizing reserve fund led to the
increase in the credit enhancement available in this transaction.
For instance, the credit enhancement for the most senior tranche
affected by the rating action increased to 59.91% from 54.41% since
the last rating action. While the notes are currently paid pro
rata, upon the pool factor decreasing below 10% of original pool
balance, this will trigger sequential amortization.

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, (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.



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

FERREXPO PLC: Fitch Affirms 'CCC+' Long Term Foreign Currency IDR
-----------------------------------------------------------------
Fitch Ratings has affirmed Ferrexpo plc's Long-Term
Foreign-Currency Issuer Default Rating (IDR) at 'CCC+'.

The rating reflects heightened operating risk for Ferrexpo since
Ukraine's military invasion by Russia, including severe logistical
constraints and reduced utilisation levels. It also reflects the
group's sufficient funding at least over the next one year, aided
by cash flow generation from limited but ongoing export sales, and
a lack of material financial debt.

KEY RATING DRIVERS

Deteriorated Operating Conditions: The rating reflects high
uncertainty over Ferrexpo's operational and financial performance
while the war in Ukraine continues. However, its net cash position
and the absence of material financial debt make it more resilient
than other Ukrainian corporates. Ferrexpo's assets have not been
damaged and are located in the Poltava region, which is fairly far
from the current front line.

Exports Re-routed: Ferrexpo has been using railway and river barges
as its main export avenues since the outbreak of the war and
subsequent closure of Black Sea ports, which used to account for
50% of its export sales. Ferrexpo's export capacity has reduced
materially from pre-war levels while logistical costs have
increased due to these bottlenecks.

Limited but Increasing Utilisation: Ferrexpo restarted operations
at the second of its pelletiser lines in late February following
stabilisation of Ukraine's electricity network. The group is now
fully operating two of its four pelletiser lines compared with just
one in 4Q22 during the first wave of Russian attacks on the
Ukrainian energy infrastructure. Fitch expects Ferrexpo to operate
between one and three of its pelletiser lines in the foreseeable
future to adjust for decreased export capacity amid logistical and
energy constraints.

Fairly Resilient Performance So Far: Ferrexpo's 2022 results were
affected by the war but also demonstrated the group's resilience.
EBITDA almost halved year-on-year to USD757 million in 2022, and
its pre-dividend free cash flow (FCF) was fairly strong at USD136
million. In 2H22 in particular, when operations were significantly
interrupted by logistical and energy supply bottlenecks, Ferrexpo's
Fitch-adjusted EBITDA and pre-dividends FCF were still positive at
USD25 million and USD8 million, respectively.

Near-Term Cash Flow Uncertain: Fitch estimate that the group should
be able to generate neutral-to-positive pre-dividend FCF in 2023,
helped by reduced capex and improved utilisation. Ferrexpo's
longer-term cash flow forecasts are less certain at this stage,
amid unclear duration and severity of the war with Russia.

DERIVATION SUMMARY

Ferrexpo's 'CCC+' rating reflects high operational risks in Ukraine
balanced against export sales and a lack of material financial
debt, which makes it more resilient than other Fitch-rated
Ukrainian corporates such as Metinvest B.V. (CCC) and Interpipe
Holdings plc (CCC-).

KEY ASSUMPTIONS

Key Rating Assumptions Within The Rating Case for the Issuer:

-- Average realised pellet price of USD145/tonne in 2023, falling
to USD120/tonne in 2024 USD103/tonne in 2025 and USD92/tonne in
2026;

-- Pellet production of 4.9 million tonne (mt) in 2023, with a
gradual recovery to 6.5 mt in 2024;

-- Capex averaging around USD155 million per annum in 2023-2026;

-- No dividends to 2026.

RATING SENSITIVITIES

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

-- De-escalation of Russia's military operations in Ukraine
allowing the re-opening of logistical routes and reducing operating
risks.

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

-- Significant operational disruptions or loss of assets due to
the war.

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three 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 four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.

LIQUIDITY AND DEBT STRUCTURE

Minimal Debt: At end-2022, Ferrexpo had available cash and cash
equivalents of USD113 million. It only has minimal debt linked to
leases, which allows it to maintain a net cash position. Operations
are managed on a day-to-day basis with operating cash flow and
existing cash balances.

The group maintains its offshore cash position primarily in US
dollars, while, in Ukraine, cash is held primarily in hryvnia.
Ferrexpo targets to maintain around 80% of cash offshore (primarily
in US dollars), with the remainder in Ukraine to support daily
operations and general requirements.

ISSUER PROFILE

Ferrexpo is an iron ore pellet producer with all of its assets
located in the Poltava region of central Ukraine.

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

Ferrexpo has an ESG Relevance Score of '4' for group structure and
governance structure for related-party transactions, which has a
negative impact on the credit profile, and is relevant to the
rating in conjunction with other factors.

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



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

KUVEYT TURK: Fitch Affirms 'B-/B' Long Term IDRs, Outlook Negative
------------------------------------------------------------------
Fitch Ratings has affirmed Kuveyt Turk Katilim Bankasi A.S.'s
Long-Term Foreign-Currency (LTFC) Issuer Default Rating (IDR) at
'B-' and Long-Term Local-Currency (LTLC) IDR at 'B'. The Outlooks
are Negative. Fitch has also affirmed the bank's Viability Rating
(VR) and Shareholder Support Rating (SSR) at 'b-'.

KEY RATING DRIVERS

Intervention Risk Caps IDR: Kuveyt Turk's LTFC IDR is underpinned
by its VR and SSR. The LTFC IDR is capped at 'B-', one notch below
Turkiye's LTFC IDR, despite a high propensity of support from its
62% shareholder, Kuwait Finance House (K.S.P.C.) (KFH; A/Stable),
due to government intervention risk. The LTLC IDR is one notch
above its LTFC IDR, reflecting lower intervention risk in LC. The
Negative Outlooks mirror those on the sovereign, while that on the
LTFC IDR also reflects operating environment pressures. The bank's
'B' Short-Term IDRs are the only option mapping to LT IDRs in the
'B' category.

Operating Environment Conditions VR: The VR reflects the
concentration of Kuveyt Turk's operations in the challenging
Turkish market, and the bank's only adequate capitalisation. It
also reflects its reasonable business profile, underpinned by its
leading position in the niche participation banking segment despite
its small market share, adequate FC liquidity, and reasonable
profitability, supported by its high net financing margin.

Shareholder Support Capped: The SSR reflects potential support from
KFH, reflecting its strategic importance to KFH, role within the
wider KFH group and reputational risks to KFH. However, the SSR is
capped at one notch below the sovereign rating, reflecting Fitch
view that the likelihood of government intervention that would
impede Kuveyt Turk's ability to service its FC obligations is
higher than that of a sovereign default.

Leading Participation Bank: Kuveyt Turk is the largest
participation bank in Turkiye - benefiting the bank's franchise and
business model. Nevertheless, it has a small market share among
Turkish banks (end-1Q23: 3% of banking sector assets).
Participation banking is a strategically important segment to the
authorities.

Risks to FC Liquidity: Kuveyt Turk's main source of funding is
customer deposits (end-1Q23: 86% of total non-equity funding). High
deposit dollarisation (end-1Q23: 47% of customer deposits) creates
FC liquidity risks in case of sector-wide deposit instability.
Refinancing risks are mitigated by modest FC wholesale funding
exposure (end-1Q23: 12% of total non-equity funding) and potential
FC liquidity support from KFH. FC liquidity was sufficient to fully
cover maturing FC debt due within 12 months and 28% of FC deposits
at end-1Q23.

Only Adequate Capitalisation: Kuveyt Turk's common equity Tier 1
(CET1) of 14.6% at end-1Q23 (12.1%, excluding forbearance) is only
adequate, given relatively low equity/ assets ratio (end-1Q23:
7.3%; sector: 10.1%). Its reported capital ratios are uplifted by
the 50% reduction in risk weighting on assets financed by profit
share accounts that applies to Islamic banks. Capitalisation is
supported by high pre-impairment operating profit (1Q23: equal to
11% of average loans, annualised), full reserves coverage of
impaired financing, and ordinary support from KFH, but remains
sensitive to the economic outlook, lira depreciation and asset
quality risks.

Risks to Asset Quality: Kuveyt Turk's impaired (Stage 3) financing
ratio improved to 1.3% at end-1Q23 (end-2022: 1.6%), reflecting
strong financing expansion (1Q23: 23%, 22% FX-adjusted; 2022: 58%,
32% FX-adjusted) and a limited increase in impaired financing.
Credit risks remain, given macro uncertainty, high exposure to SMEs
(end-1Q23: 55% of gross financing, including micro SME) and high FC
financing (end-1Q23: 37%), as not all borrowers are likely to be
fully hedged against lira depreciation.

Reasonable Profitability: Kuveyt Turk's high operating profit
/risk-weighted assets ratio of 10.4% in 1Q23 remained supported by
returns on CPI-linked securities and strong financing expansion.
The bank's net financing margin (1Q23: 9.3%) benefits from material
demand deposits (end-1Q23: 50% of customer deposits). Fitch expect
profitability to weaken in 2023, including due to slower GDP growth
and lower CPI-linked gains, while remaining sensitive to asset
quality weakening and potential macro and regulatory developments.

RATING SENSITIVITIES

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

A downgrade of the bank's LTFC IDR would follow a downgrade of both
the VR and SSR. A downgrade of the bank's LTLC IDR would follow a
downgrade of the SSR.

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

The SSR is sensitive to Turkiye's sovereign rating or Fitch view of
government intervention risk in the banking sector. The SSR is also
sensitive to KFH's ability and propensity to support Kuveyt Turk,
in case of need.

The Short-Term IDRs are sensitive to changes in the bank's
Long-Term IDRs.

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

Upgrades are unlikely in the near term, given heightened
operating-environment risks and market volatility, the Negative
Outlook on Turkiye's rating, and Fitch view of government
intervention risk in the banking sector.

OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS

Kuveyt Turk's subordinated debt rating (issued through its
special-purpose vehicle KT21 T2 Company Limited) is one notch below
the bank's 'B-' LTFC IDR anchor rating. Fitch uses Kuveyt Turk's
LTFC IDR as the anchor rating as shareholder support is likely to
be extended to the subordinated notes.

The notching for the subordinated notes includes one notch for loss
severity and zero notches for non-performance risk relative to the
anchor rating. The one notch for loss severity, rather than Fitch
baseline two notches, reflects Fitch view that shareholder support
(as reflected in the bank's LTFC IDR) could help mitigate losses
and incorporates the cap on the bank's LTFC IDRs at 'B-' by Fitch
view of government intervention risks. There is no additional
notching for non-performance risks, as the notes do not incorporate
going-concern loss-absorption features.

The notes' 'RR5' Recovery Rating reflects below average recovery
prospects in a default.

Kuveyt Turk's National Rating reflects Fitch view that the bank's
creditworthiness in LC relative to other Turkish issuers is
unchanged. The National Rating is underpinned by support from its
parent KFH and is in line with foreign-owned peers.

OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES

The subordinated debt rating is sensitive to a change in Kuveyt
Turk's LTFC IDR anchor rating. The rating of the subordinated notes
is also sensitive to a revision in Fitch's assessment of potential
loss severity and incremental non-performance risk.

The National Rating is sensitive to an adverse change in the bank's
creditworthiness in LC relative to that of other Turkish issuers.

VR ADJUSTMENTS

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

The earnings & profitability score of 'b' is lower than the implied
score of 'bb' due to the following adjustment reason: Risk-weight
calculation (negative).

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Financial Institutions and
Covered Bond issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three 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 four notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.

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.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

Kuveyt Turk's ratings are linked to its parent, KFH.

ESG CONSIDERATIONS

Fitch has revised Kuveyt Turk's ESG Relevance Score for Management
and Strategy to '4' from '3' to reflect an increased regulatory
burden on all Turkish banks. Management ability across the sector
to determine their own strategy and price risk is constrained by
increased regulatory interventions and also by the operational
challenges of implementing regulations at the bank level. This has
a moderately negative impact on the credit profile and is relevant
to the rating in combination with other factors.

As an Islamic bank, Kuveyt Turk needs to ensure compliance of its
entire operations and activities with sharia principles and rules.
This entails additional costs, processes, disclosures, regulations,
reporting and sharia audit. This results in a Governance Structure
relevance score of '4' for the bank (in contrast to a typical ESG
relevance score of '3' for comparable conventional banks), which
has a negative impact on its credit profile in combination with
other factors.

In addition, Kuveyt Turk has an exposure to social impacts
relevance score of '3' (in contrast to a typical ESG relevance
score of '2' for comparable conventional banks), which reflects
that Islamic banks have certain sharia limitations embedded in
their operations and obligations, although this only has a minimal
credit impact on the entities.

Unless otherwise disclosed in this section, the highest level of
ESG credit relevance, if present, is a score of '3' - 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 K R A I N E
=============

METINVEST BV: Fitch Affirms 'CCC' Long Term IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed Metinvest B.V.'s Long-Term Foreign- and
Local-Currency Issuer Default Ratings (IDR) and senior unsecured
rating at 'CCC'. The Recovery Rating is 'RR4'. Fitch have also
downgraded Metinvest's National Long-Term rating to 'BBB(ukr)' from
'AA+(ukr)' and its National Short-Term rating to 'F3(ukr)' from
F1+(ukr)'. The Outlook for the National Long-Term Rating is
Stable.

The 'CCC' IDR reflects heightened operating risk for Metinvest
since Ukraine's military invasion by Russia, including the
occupation or damage of some of its assets, as well as severe
logistical constraints. Fitch estimate that around 30% of the
group's 2022 EBITDA was generated by international assets.

The ratings also reflect the group's sufficient funding over
2023-2024, aided by cash flow generation from an international
asset base and Ukrainian operations, a lack of material debt
maturities prior to June 2025, and its existing cash position.

The downgrade of Metinvest's National Long-Term Rating reflects
ongoing uncertainty around Russia's military invasion and its
impact on the company's operations and liquidity relative to other
Ukrainian corporates'.

KEY RATING DRIVERS

Performance Comparable to 2019-2020: Metinvest's operations have
been significantly hit by Russia's invasion. Its production
facilities in Ukraine located in Mariupol and Avdiivka (which based
on Fitch's estimates accounted for around one-third of EBITDA in
2021) are damaged or not operational at present. Other assets in
Ukraine, including Kamet Steel and iron ore and coking coal assets,
remain operational but most of them are under-utilised.

However, the group reported 2022 results that are broadly on a par
with 2019-2020 with Fitch-adjusted EBITDA of around USD1.4 billion
and pre-dividend free cash flow (FCF) of around USD750 million.
Fitch forecast EBITDA of around USD920 million and over USD200
million of FCF in 2023.

Near-Term Cash Flow Uncertain: Ongoing developments in Ukraine have
resulted in uncertainty over Metinvest's cash flows. However, Fitch
estimate that the group should be able to generate positive
pre-dividend FCF in 2023, assuming fairly improved utilisation and
normalised electricity supply. Reduced capex and cash generation at
international assets will support constrained domestic operations
and help soften the impact of lower steel, iron ore and
metallurgical coal prices. Metinvest's longer-term cash flow
forecasts are also uncertain at this stage, amid unclear duration
and severity of the war with Russia.

Access to Ports Constrained: Proximity to the Black Sea and Sea of
Azov ports had traditionally allowed Metinvest to benefit from
cheaper steel and iron ore exports and seaborne coal import
logistics, but its access to ports is now constrained. It now has
to primarily rely on exports by rail through western Ukraine or
barges, which may be subject to logistical bottlenecks, leading to
volatility in utilisation and cash flows.

DERIVATION SUMMARY

The 'CCC' rating reflects Metinvest's heightened operational and
financial risks. Immediate peer Ferrexpo plc is rated higher at
'CCC+' due to the absence of financial debt. Metinvest's business
profile benefits from production assets outside Ukraine, which
supports its higher rating than Interpipe Holdings plc's 'CCC-', as
the latter has assets fully concentrated in Ukraine.

KEY ASSUMPTIONS

Fitch's iron ore price deck: USD105/tonne for 2023, USD85/tonne for
2024, USD75/tonne in 2025 and USD70/tonne in 2026

Fitch's met coal price deck: USD220/tonne for 2023, USD150/tonne
for 2024, USD150/tonne for 2025 and USD140/tonne in 2026

Production volumes in Ukraine broadly at around 50% of pre-war
levels in 2023, with a moderate recovery in 2024-2026

Capex averaging around USD350 million per annum in 2023-2026

No dividends to 2026

RECOVERY ANALYSIS ASSUMPTIONS:

The recovery analysis assumes that Metinvest would be considered a
going concern (GC) in bankruptcy and that it would be reorganised
rather than liquidated.

Metinvest's GC EBITDA of USD600 million reflects war-related
disruption to exports and local operations.

Fitch uses an enterprise value/EBITDA multiple of 3.0x to calculate
a post-reorganisation valuation, reflecting the presence of key
manufacturing assets in a territory with military conflict.

Taking into account Fitch's "Country-Specific Treatment of Recovery
Ratings Criteria" and after deducting 10% for administrative
claims, Fitch's analysis generated a waterfall-generated recovery
computation (WGRC) in the 'RR4' band, indicating a 'CCC' instrument
rating for the group's senior unsecured notes. The WGRC output
percentage on current metrics and assumptions is 50%.

RATING SENSITIVITIES

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

De-escalation of Russia's military operations in Ukraine allowing
the re-opening of logistical routes and reducing operating risks

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

Increased signs of a probable default, for instance from liquidity
stress, inability to service debt or failing operations and
depleted cash flow

BEST/WORST CASE RATING SCENARIO

International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three 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 four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.

LIQUIDITY AND DEBT STRUCTURE

Adequate Near-Term Liquidity: Metinvest's cash balance at end-2022
(USD349 million) and Fitch-projected positive FCF were sufficient
to cover its debt maturities in 2023 (USD193 million). Its USD145
million bond was redeemed by Metinvest in April 2023. The next
major maturity is in June 2025.

ISSUER PROFILE

Metinvest is a vertically integrated Ukrainian mining and steel
company, with operations in Ukraine (steel, iron ore and met coal
assets) and abroad (re-rolling facilities in the UK, Italy and
Bulgaria; met coal assets in the US).

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

Metinvest has an ESG Relevance Score of '4' for Group Structure due
to historically sizeable related-party transactions, which has a
negative impact on the credit profile, and is relevant to the
rating in conjunction with other factors.

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



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

ACCLAIM UPHOLSTERY: 128 Jobs Lost Following Administration
----------------------------------------------------------
Sam Metcalf at TheBusinessDesk.com reports that all 128 jobs have
been lost at a stricken Long Eaton upholstery manufacturer, it has
emerged.

As TheBusinessDesk.com exclusively revealed on June 10, Acclaim
Upholstery, which has its head office in Long Eaton, has called in
joint administrators Martin Buttriss and Carol Best from Begbies
Traynor.

The move came two weeks after Acclaim filed a notice of intention
(NOI) to appoint administrators, TheBusinessDesk.com notes.

Inflationary pressure saw the bespoke furniture manufacturer
struggle with rising costs and the impact of finance repayments,
alongside a drop in sales, TheBusinessDesk.com relays, citing the
joint administrators.

The administrators have put the business up for sale and say there
has been "healthy" interest, TheBusinessDesk.com discloses.


CANAL ENGINEERING: Enters Administration, Ceases Operations
-----------------------------------------------------------
Sam Metcalf at TheBusinessDesk.com reports that a Nottingham
metalwork firm which was established 99 years ago has fallen into
administration.

Canal Engineering, based on Lenton Lane, has ceased trading with
all jobs at the firm lost, TheBusinessDesk.com relates.

The firm's latest accounts, made up to the end of August last year
show the firm had assets of GBP4.5 million and owed creditor almost
GBP3 million, TheBusinessDesk.com discloses.

Canal Engineering employed around 85 people at the time.

According to TheBusinessDesk.com, a spokesperson for the firm told
Nottinghamshire Live: "On behalf of the directors, it is with deep
regret that Canal Engineering has ceased trading, as a result of
market forces and unsustainable inflationary costs across all areas
of the business."


CHESHIRE 2021-1: Fitch Affirms 'BB+sf' Rating on Class F Notes
--------------------------------------------------------------
Fitch Ratings has upgraded Cheshire 2021-1 PLC's class B notes and
affirmed the others.

ENTITY/DEBT    RATING        PRIOR  
-----------             ------               -----
Cheshire 2021-1 PLC

A XS2386503721    LT  AAAsf   Affirmed     AAAsf
B XS2386503994    LT  AAsf    Upgrade     AA-sf
C XS2386504026    LT  A+sf    Affirmed     A+sf
D XS2386504299    LT  A-sf    Affirmed     A-sf
E XS2386504372    LT  BBBsf   Affirmed     BBBsf
F XS2386504455    LT  BB+sf   Affirmed     BB+sf

TRANSACTION SUMMARY

Cheshire 2021-1 PLC is a multi-originator securitisation of legacy
owner-occupied and buy-to-let mortgages. The three largest lenders
are GMAC-RFC Limited, Future Mortgages Limited and Mortgages 1
Limited. The transaction is a refinancing of the Dukinfield II PLC
issuance.

KEY RATING DRIVERS

Deteriorating Asset Performance: There has been a material increase
in arrears since the last review. One-month plus arrears have
increased to 31.06% from 17.79%. Given Fitch's current asset
outlook for the sector, Fitch believe asset performance could
further deteriorate.

Fitch factored a potential worsening of asset performance into its
analysis when determining the ratings. This led to the class B, D
and E notes being constrained one notch below their respective
model-implied rating (MIR). Worsening asset performance could lead
to a lower MIR in future model updates through the application of
Fitch's foreclosure frequency (FF) floors for loans in arrears.

Increased CE: Credit enhancement (CE), has increased since the last
review, supporting the upgrade of the class B notes and affirmation
of the other classes. CE has risen to 20.89% from 18.08% for the
class B notes and to 28.98% from 25.14% for the class A notes.

Asset Analysis Assumptions: Certain loan-level attributes that
attract a FF adjustment (in relation to adverse credit history,
employment type and income verification) were not provided to
Fitch, but were reported in the Dukinfield II PLC prospectus. In
its analysis, Fitch used these reported proportions to apply
pool-level data adjustments to capture the relevant FF
adjustments.

Rental income data was not provided to Fitch. Fitch assumed that
the rental income was sufficient to meet the minimum interest
coverage ratio defined in the underwriting policy at the time of
origination. This assumption is consistent with Fitch approach in
the initial analysis.

Originator Adjustment: In its initial analysis, when setting the
originator adjustment for the portfolio, Fitch considered factors
including the historical performance and average annualised
constant default rate since closing of Dukinfield II PLC. This
resulted in an originator adjustment of 1.0x for the owner-occupied
sub-pool and 1.5x for the buy-to-let sub-pool. Fitch have
maintained these assumptions in the analysis for this rating
action.

Payment Interruption Risk Constrains Ratings: The interest payments
for all notes other than class A are deferrable at all times. In
its analysis, Fitch tested the class A and B notes' ratings on a
timely basis and assessed the materiality of the interest
deferability exposure for the class C to F notes. Fitch considers
the liquidity protection in the structure adequate for the
respective ratings. Nonetheless, the class C to F notes' ratings
are constrained to the 'Asf' category due to a lack of dedicated
liquidity.

RATING SENSITIVITIES


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

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

Additionally, unanticipated declines in recoveries could also
result from lower net proceeds, which may make certain notes
susceptible to negative rating action depending on the extent of
the decline in recoveries. Fitch conducts sensitivity analyses by
stressing both a transaction's base-case FF and recovery rate (RR)
assumptions, and examining the rating implications on all classes
of issued notes. A 15% increase in the weighted average (WA) FF and
a 15% decrease in the WA RR indicates model-implied downgrades of
no more than four 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 and potential upgrades.

Fitch tested an additional rating sensitivity scenario by applying
a decrease in the WAFF of 15% and an increase in the WARR of 15%.
The results indicate model-implied upgrades of up to four notches.

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

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

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

Overall, and together with any assumptions, 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.

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

Cheshire 2021-1 PLC has an ESG Relevance Score of '4' for Customer
Welfare - Fair Messaging, Privacy & Data Security due to exposure
to compliance risks including fair lending practices, mis-selling,
repossession/foreclosure practices, consumer data protection (data
security), which has a negative impact on the credit profile, and
is relevant to the ratings in conjunction with other factors.

Cheshire 2021-1 PLC has an ESG Relevance Score of '4' for Human
Rights, Community Relations, Access & Affordability due to exposure
to accessibility to affordable housing, which has a negative impact
on the credit profile, and is relevant to the ratings in
conjunction with other factors.

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

DALKEITH HOTEL: Put Up for Sale Following Owner's Administration
----------------------------------------------------------------
Brian Donnelly at The Herald reports that a hotel that "currently
operates very profitably" and has a government accommodation
contract has been put up for sale after its owner fell into
administration.

The Dalkeith Hotel is described as a well-presented town centre
aparthotel, with a prominent high street position.

UK property firm Graham and Sibbald have brought the property at
152 High Street, Dalkeith, to the market on the instructions of Ian
Wright and Scott Milne, Quantama Advisory Limited, joint
administrators of Dalkeith Apartments Ltd., The Herald relates.

The Dalkeith Hotel has been extensively refurbished and provides 33
letting rooms as well as a coffee lounge, breakfast/dining room and
function room.

On the ground floor there is a 60-cover restaurant which is
currently leased to Slumdog.

The owning company of the Dalkeith Hotel has fallen into
administration with the hotel currently operating under management,
The Herald discloses.

According to The Herald, Peter Seymour, director at Graham and
Sibbald, said: "The Dalkeith Hotel currently operates very
profitably with a government accommodation supply contract.

"New owners, if they wish, will be able to continue this contract
with the possibility of the contract term being extended."

Graham and Sibbald are inviting offers around GBP3 million for the
Dalkeith Hotel, The Herald states.


FINSBURY SQUARE 2021-1: S&P Affirms 'CCC (sf)' Rating on D Notes
----------------------------------------------------------------
S&P Global Ratings raised to 'A (sf)' from 'BB (sf)' and to 'BBB+
(sf)' from 'B (sf)' its credit ratings on Finsbury Square 2021-1
Green PLC's class X1-Dfrd and X2-Dfrd notes, respectively. At the
same time, S&P affirmed its 'AAA (sf)', 'AA (sf)', 'A+ (sf)', and
'CCC (sf)' ratings on the class A, B-Dfrd, C-Dfrd, and D-Dfrd
notes, respectively.

The upgrades reflect the significant paydown of the class X1-Dfrd
notes and high excess spread since closing. Once the class X1-Dfrd
notes are redeemed, excess spread will be used to pay interest and
principal on the class X2-Dfrd notes.

Loan-level arrears have increased since closing and stand at 2.5%.
Arrears exceeding 90 days stand at 1.6%. Both total arrears and
arrears exceeding 90 days exceed our U.K. prime index, which S&P
reflected in its originator adjustment. No losses have been
recorded since closing.

S&P's weighted-average foreclosure frequency (WAFF) assumptions
have increased at all rating levels since closing, amid increased
loan-level arrears. The pool's weighted-average current
loan-to-value (LTV) ratio declined by 4.0 percentage points over
the same period, driven by a steady increase in house prices,
decreasing our weighted-average loss severity (WALS) assumptions.

  Credit analysis results

  RATING LEVEL   WAFF (%)   WALS (%)   CREDIT COVERAGE (%)

    AAA          29.23      51.31      15.00

    AA           20.51      44.55       9.14

    A            15.94      33.62       5.36

    BBB          11.58      26.90       3.12

    BB            7.00      21.94       1.54

    B             5.96      17.35       1.03

Counterparty risk does not constrain the ratings on the notes. The
replacement language in the documentation is in line with S&P's
counterparty criteria.

The class X1-Dfrd notes have paid down by GBP32.8 million since
closing. S&P said, "Our credit and cash flow results indicate that
these notes can withstand stresses at a higher rating level than
that previously assigned. We therefore raised our rating to 'A
(sf)' from 'BB (sf)'. Although the rating remained robust to our
higher prepayments sensitivity testing, we limited the upgrade
considering the notes' relative position in the capital structure,
and because excess spread may decrease due to macroeconomic
factors."

While the class X1-Dfrd notes do not benefit from any hard credit
enhancement, total credit enhancement requirements are fully met
through soft credit enhancement (excess spread). Tail-end risk is
limited given this class of notes' relatively short
weighted-average life.

Given the class X2-Dfrd notes are paid down via excess spread once
the X1-Dfrd notes have redeemed, the significant pay down since
closing on the class X1-Dfrd notes means these notes can withstand
stresses at a higher rating level than that previously assigned.
S&P said, "We therefore raised our rating to 'BBB+ (sf)' from 'B
(sf)'. Although the rating remained robust to our higher
prepayments sensitivity testing, we limited the upgrade considering
the notes' relative position in the capital structure, and because
excess spread may decrease due to macroeconomic factors. We also
considered the time horizon we need to assess excess spread
volatility."

S&P said, "We affirmed our ratings on the class A, B-Dfrd, C-Dfrd,
and D-Dfrd notes, as our cash flow results indicate that the
available credit enhancement continues to be commensurate with the
assigned ratings.

"In our standard cash flow analysis, the class D-Dfrd notes faced
principal shortfalls at all rating levels. Under a steady state
scenario (where the current level of stress shows little to no
increase and collateral performance remains steady), the notes
continue to face shortfalls at the 'B' rating level. Therefore, in
our view, the payment of interest and principal on the class D-Dfrd
notes depends on favorable business, financial, and economic
conditions."

Macroeconomic forecasts and forward-looking analysis

S&P said, "We expect U.K. inflation to remain high for the rest of
2023 and house prices to decline by 3.5% in 2023 (see "Economic
Research: European Housing Prices: A Sticky, Gradual Decline,"
published Jan. 11, 2023). Although high inflation is overall credit
negative for all borrowers, inevitably some borrowers will be more
negatively affected than others, and to the extent inflationary
pressures materialize more quickly or more severely than currently
expected, risks may emerge.

"We consider the borrowers to be prime and as such are expected to
demonstrate some resilience to inflationary pressures. Of the
collateral, 31.7% is BTL and, although underlying tenants may be
affected by inflationary pressures, these borrowers may benefit
from diversification of properties and rental streams.”

Of the borrowers, 26% are paying a fixed rate of interest on
average until 2025. As a result, in the short to medium term, these
borrowers are protected from rate rises, but will be affected by
cost-of-living pressures.

Given S&P's current macroeconomic forecasts and forward-looking
view of the U.K. residential mortgage market, it has performed
additional sensitivities related to higher defaults due to
increased arrears and house price declines. The assigned ratings
are relatively robust to a 10% increase in defaults and a house
price decline of 10%, with a maximum deterioration of one notch.
The assigned ratings are also relatively robust to an extended
recovery timing of nine months for owner-occupied properties and
six months for BTL properties, with a maximum one notch
deterioration. In all of these sensitivities, the failures are
limited to one scenario with maximum principal shortfalls of 2%.

Finsbury Square 2021-1 Green PLC is a revolving RMBS transaction
that securitizes a portfolio of owner-occupied and BTL mortgage
loans secured on properties in the U.K.


INSPIRED EDUCATION: Moody's Affirms B2 CFR, Outlook Now Stable
--------------------------------------------------------------
Moody's Investors Service has affirmed Inspired Education Holdings
Limited's (Inspired or Inspired Education) B2 corporate family
rating and B2-PD probability of default rating. Concurrently,
Moody's has assigned a B2 instrument rating to the contemplated
EUR350 million senior secured term loan with maturity in 2028 to be
issued by Inspired Finco Holdings Limited, and affirmed the
existing B2 instrument ratings of the EUR1,045 million senior
secured term loan B due 2026 (split into two tranches) and EUR155
million senior secured revolving credit facility (RCF) due 2025,
also issued by Inspired Finco Holdings Limited. The outlook has
changed to stable from positive for both entities.

The proceeds of the additional EUR350 million debt issuance,
together with the EUR125 million of new equity raised from existing
shareholders, will mainly be used to finance the acquisition of
Alpha Plus Group (APG) and a number of smaller acquisitions for a
combined consideration of around EUR400 million. The remainder of
funds raised will be used to repay drawings under its RCF and add
to cash on balance sheet.

RATINGS RATIONALE

The affirmation of Inspired's B2 CFR and the outlook change to
stable from positive reflects the about 0.7x increase in leverage
that results from the proposed transaction, with the
Moody's-adjusted Debt/EBITDA increasing to 6.8x pro forma and based
on the 6.1x leverage at the end of the twelve months period to May
2023. While the impact on Inspired's credit metrics is moderate, it
means that leverage will likely remain above 6.0x for the next 12
months and represents a deviation from Moody's expectations from
when the outlook was changed to positive in November 2022.

Although Moody's acknowledges Inspired's ability to rapidly reduce
leverage again through good organic growth towards 6.0x within
12-18 months, it also considers Inspired's financial policy that
continues to be focused on rapid expansion. This includes planned
capital spending for capacity expansion projects of around EUR150
million in financial year 2024 alone, after nearly EUR100 million
expected to be spent in 2023, and potentially additional bolt-on
acquisitions, which in both cases will likely require additional
debt funding in the future, but Moody's understands the group could
also consider to raise more equity.

Inspired's B2 CFR further reflects (1) its position as an
established operator in the fragmented private-pay K-12 education
market, with a geographically diversified portfolio of more than
100 schools; (2) the predictable and stable revenue streams with
strong margins, robust demand and good revenue visibility; (3) the
group's track record of good organic growth and successful
integration of acquired schools; and (4) the barriers to entry
through regulatory requirements, brand reputation and purpose-built
real-estate in attractive locations.

Conversely, the CFR is constrained by (1) Inspired's elevated
financial leverage with periodical re-leveraging as a result of
debt-funded M&A; (2) the group's risk exposure to changes in the
political, legal and economic environment in emerging markets; (3)
the expectation of continued negative free cash flow for at least
the next 12-18 months, driven by substantial capital spending for
capacity expansion; and (4) some governance risk related to the
concentration of decision-making power around the founder and CEO.

ESG CONSIDERATIONS

Inspired's rating factors in certain governance considerations such
as the group's ownership structure and a degree of key man risk and
concentration of power around the founder and CEO. Inspired's
financial policy is characterised by a tolerance of high financial
leverage linked to a debt-funded expansion strategy. However, more
recently the group has also raised new equity to partly finance
acquisitions.

RATING OUTLOOK

The stable outlook reflects Moody's expectation that Inspired will
continue to achieve good organic revenue and EBITDA growth,
combined with the successful integration of acquired schools which
will deliver additional EBITDA growth. The outlook further assumes
that Inspired will continue to follow a balanced financial policy
and reduce its leverage again over the next 12-18 months whilst
maintaining a good liquidity.

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

Upward pressure on the rating could occur if Moody's adjusted
Debt/EBITDA declines and is sustained below 6.0x, Moody's-adjusted
EBITA/Interest sustainably increases towards 2.5x, a track record
of Free Cash Flow generation is established, resulting in a
Moody's-adjusted Free Cash Flow/Debt ratio sustained above 5%, and
liquidity remains good.

Downward pressure on the rating could develop if Moody's adjusted
Debt/EBITDA sustainably increases above 7.0x, Free Cash Flow/Debt
remains negative for a sustained period or liquidity weakens. Any
materially negative impact from a change in any of the group's
schools' regulatory approval status could also pressure the
ratings.

LIQUIDITY ANALYSIS

Moody's considers Inspired's liquidity to be good. At the end of
May 2023, the group had around EUR118 million of cash on balance
sheet, of which around EUR3 million was considered as restricted.
The group's liquidity is further supported by its EUR155 million
RCF due in May 2025, which was drawn by EUR20 million at the end of
May 2023 but will be fully repaid following the contemplated
transaction. The RCF is subject to a springing senior secured net
leverage covenant, tested when drawn down for more than 40%.
Moody's expects the group to retain sufficient headroom under the
covenant.

STRUCTURAL CONSIDERATIONS

The B2 instrument ratings of the EUR1,045 million senior secured
term loan B due 2026, the contemplated EUR350 million senior
secured term loan due 2028 and the EUR155 million senior secured
RCF due 2025 are in line with the CFR and reflect the all-senior
secured capital structure, besides some local debt of around EUR77
million.

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

PRINCIPAL METHODOLOGY

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

CORPORATE PROFILE

Headquartered in the UK, the group was founded in 2013 by Nadim M
Nsouli and has grown organically and through acquisitions to
generate EUR815 million of revenue during the twelve months period
to May 2023. Inspired operates 105 schools across 25 countries with
over 80,000 students (including recently signed acquisitions),
ranging from early learning schools to secondary schools.

Inspired is controlled by the CEO and founder, Mr Nsouli, with
certain minority shareholders having economic interests in the
group. The group's strategy for market penetration and expansion is
based on acquisitions of well-established local brands and
subsequent capacity expansions at those locations, either at their
existing premises or through greenfield expansions.

INSPIRED EDUCATION: S&P Affirms 'B' Rating on Proposed EUR350M Loan
-------------------------------------------------------------------
S&P Global Ratings affirmed its 'B' ratings on Inspired Education
Holdings Ltd. and its outstanding debt and assigned its 'B' rating
to the proposed EUR350 million term loan B, with the recovery
rating of '3' reflecting its expectation of about 60% recovery
(rounded estimate) in a default scenario.

The stable outlook reflects S&P's expectation that Inspired will
successfully finalize and integrate the announced acquisitions and
continue to deliver organic growth thanks to its predictable
earnings base, with S&P Global Ratings-adjusted leverage lower than
6.0x from 2024 and adequate liquidity despite the drop in FOCF in
2023 and 2024.

Inspired Education Group's plans to fund EUR410 million of
acquisitions--Alpha Plus Group for about EUR270 million and other
small bolt-on assets--using a new EUR350 million loan and EUR125
million of new equity will result in leverage slightly over 6.0x in
2023, but S&P expects a decline to 5.5x–6.0x in 2024 after the
new schools are integrated.

The acquisitions of Alpha Plus Group in the U.K. and schools in
Western Europe will increase the group's scale and diversity.
Inspired Education Group's acquisition of a 100% stake in premium
school operator--London-based Alpha Plus Group--includes the
freehold property for some schools. This acquisition is subject to
a number of preconditions, including regulatory approval. If
completed, it will add capacity for approximately 5,000 students
and is expected to generate more than EUR15 million of EBITDA once
synergies are realized toward the end of 2024. The group has also
announced bolt-on acquisitions that will allow it to expand its
presence in high-potential regions such as Western Europe. The
group has a good track record of expanding into new territories and
integrating acquisitions while realizing synergies within the first
12-18 months of the transaction.

The group will fund these acquisitions via a new EUR350 million
loan B, alongside a EUR125 million equity injection from existing
investors, which will delay deleveraging. S&P said, "We expect S&P
Global Ratings-adjusted debt to EBITDA to increase beyond 6.0x in
2023 before decreasing to 5.5x-6.0x in 2024 as the group benefits
from the EBITDA contribution from the acquired business and
realization of synergies. This represents a one-year delay in
deleveraging versus our projections in May 2022 when we estimated
leverage to be in the 5.5x-6.0x range by the end of 2023. The
additional debt will also raise the group's reported net leverage
to 4.8x, slightly higher than its long-term target of 4.5x, which
translates into our adjusted leverage ratio of around 6.0x. This
leverage remains below that of some peers, such as Nord Anglia
(Bach Finance Ltd.)'s, which we estimate at 7.0x-7.5x (excluding
NCE), and Cognita (Lernen Bondco PLC)'s, at close to 10.0x for
2023."

S&P said, "We expect 2023 results to surpass our initial
expectations with total revenue at about EUR900 million and S&P
Global Ratings-adjusted EBITDA at EUR290 million-EUR300 million.
During 2023, the group has continued to deliver organic growth and
integrate the large acquisition it made in Brazil in 2022.
Macroeconomic challenges in Brazil have, however, hindered the
growth expectations the group had at the time of the acquisition,
and the group has delayed a few projects. Despite this, the group
has continued to report year-on-year growth and positive EBITDA in
that country. The business enjoys good visibility of revenue and,
with the school year also over in the northern hemisphere, the
group reported revenue of EUR687 million for the period Sept. 1,
2022, to May 31, 2023. We expect student occupancy to be close to
83% by year-end 2023 and fee increases across all geograhies will
lead to total revenue of approximately EUR900 million. Higher staff
costs per pupil, other inflationary pressures, and short-term
margin dilution from the acquisitions are expected to lead to
EBITDA margins dropping by approximately 150 basis points in 2023.
With good visibility on enrolments and fee increases into 2024, we
expect the group to deliver revenue close to EUR1 billion and
recovery of EBITDA margins closer to 2022 levels at 34%.

"We anticipate high investment in greenfield projects and
increasing interest rates to erode FOCF. Despite the increase in
EBITDA metrics projected in our base case, we expect FOCF after
leases to turn negative in 2023 and 2024 as a result of the group's
ambitious greenfield project development, resulting in capex
surpassing EUR150 million per year. We also expect total cash
interest expense (including on leases) to more than double as a
result of the higher Euro Interbank Offered Rate, following the
European Central Bank's rate hikes and higher debt and leases on
the balance sheet following the debt issuance. We expect FOCF after
leases to rapidly recover toward EUR70 million-EUR80 million as the
group scales down the number of greenfield projects and turns its
focus to organic growth. We note, however, that some of these
projects are discretionary and the group would be able to delay or
stop them if necessary, albeit at the detriment of potential
additional earnings growth. We do not expect this, in our base
case, since the group has adequate liquidity thanks to its cash
reserves and full availability of its revolving credit facility
(RCF).

"The stable outlook reflects our expectation that Inspired
Education will successfully finalize and integrate the announced
acquisitions and continue to deliver organic growth. This is
supported by predictable earnings and the group's ability to pass
on fee increases in all geographies, offsetting inflationary
pressures.

"Moreover, we believe the group can maintain S&P Global
Ratings-adjusted leverage below 6.0x from 2024 following a minor
increase above 6.0x in 2023. We also expect Inspired Education to
maintain adequate liquidity despite the drop in FOCF in 2023 and
2024 thanks to cash reserves exceeding EUR100 million and full
availability of the EUR155 million RCF maturing in May 2025."

S&P could lower the rating if one or more of the following occurs:

-- FOCF (after leases) remained negative for a prolonged period,
resulting in weaker liquidity;

-- The group failed to successfully integrate the acquired
business, with exceptional costs proving more significant than
expected, or deliver organic growth, leading to suppressed
profitability metrics; or

-- Inspired Education pursued a debt-financed acquisition or
shareholder returns that eroded its credit metrics, including debt
to EBITDA above 7.0x.

Although unlikely at this stage, S&P could raise the ratings if
Inspired Education demonstrated a track record of prudent financial
policy regarding acquisitions, greenfield projects, and shareholder
distributions, and achieved adjusted debt to EBITDA of less than
5.0x, while consistently generating materially positive FOCF (after
leases). This scenario would be supported by higher-than-expected
growth of school utilization rates, combined with an improvement in
adjusted margins beyond its expectations.


MCE INSURANCE: Goes Into Administration
---------------------------------------
Saxon East at Insuranceage reports that Motorbike broking
specialist MCE Insurance Limited entered into administration on
July 17, it has been confirmed.

The Northamptonshire-based broker places its motorbike customers
into Sabre Insurance, Insuranceage discloses.

According to Insuranceage, Sabre released a statement saying an
independent expert would now review if the business it underwrites
can continue to either trade, be sold or arrange an orderly wind
down.  

Customer policies will remain in force and all claims will be paid,
Insuranceage notes.



MIDNIGHT SUN: Promoter Goes Into Liquidation
--------------------------------------------
Scott Wright at The Herald reports that the promoter of the
Midnight Sun Weekender, a music festival which was due to take
place in Stornoway in May, has gone into liquidation, with returns
to creditors not anticipated.

The move comes after directors cancelled the event in mid-May,
citing a range of "unexpected and late-arising operational
challenges", leaving cancellation the "only option", The Herald
relates.

According to The Herald, in a statement on July 18, joint
liquidators Graham Smith and Michelle Elliot of FRP Advisory, who
have been appointed to Midnight Sun Festivals Limited, have urged
ticket holders to check with debit and credit card providers to see
if refunds can be secured, and with any home or travel insurance
policies which may cover such losses.

Mr. Smithm as cited by The Herald, said: The Midnight Sun Festival
was going to be an exciting event on the music festival calendar.
However, despite their best efforts, the organisers were confronted
with unexpected and late-arising operational and logistical
problems, which left them with no option other than cancellation.

"We will then be in a position to determine if there are any funds
available for redistribution to ticket holders. However, we would
also encourage ticket holders to check with credit and debit card
providers/bank and insurance companies as this might be the most
effective way of securing a refund."

The festival had been scheduled to take place in the Western Isles
on May 25 to 27, The Herald notes.

A dedicated email address (midnightsun@frpadvisory.com) has been
set up for ticket holders wishing to contact FRP to register
claims, The Herald discloses.


REVOLUTION KITCHEN: Faces Closure, 169 Jobs at Risk
---------------------------------------------------
Sam Metcalf at TheBusinessDesk.com reports that
Leicestershire-based food giant Samworth Brother could close its
plant-based Revolution Kitchen arm in a move which could put
hundreds of jobs at risk.

Samworth Brothers has started a consultation with 169 staff at its
Melton Mowbray factory, which makes plant-based own-label food for
the likes of Tesco, TheBusinessDesk.com relays, citing trade title
The Grocer.

According to TheBusinessDesk.com, a statement seen by The Grocer
from Samworth MD Lee Sullivan, reads: "It is with regret that we
are beginning a formal consultation with our colleagues regarding
the potential closure of Revolution Kitchen in Melton Mowbray.

"Unfortunately, the market in which Revolution Kitchen operates in
is in decline and several other suppliers have already exited the
market due to this.

"In addition, despite significant financial investment and the
commitment and hard work of everyone, Revolution Kitchen has
continued to make significant losses, and this is not sustainable
for the group."

Samworth said it would look to redeploy staff to its other
factories in Leicestershire if it decided to close Revolution
Kitchen, TheBusinessDesk.com notes.



                           *********


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

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

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

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