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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, October 18, 2023, Vol. 24, No. 209

                           Headlines



F R A N C E

CASINO GUICHARD: To Sell Almacenes Exito Stake to Grupo Calleja
PARTS HOLDING: S&P Upgrades ICR to 'BB-' on Continued Deleveraging


G E R M A N Y

ADLER GROUP: S&P Rates EUR191MM Secured Notes Due 2023 'CCC+'
MOSEL BIDCO: S&P Assigns B' Issuer Credit Rating, Outlook Stable
SUSE: S&P Downgrades ICR to 'B+' on Debt-Funded Delisting
SYNLAB AG: S&P Puts 'BB-' ICR on Watch Neg. on Acquisition Offer


I R E L A N D

CVC CORDATUS XXIX: Fitch Assigns B-(EXP)sf Rating on Cl. F-2 Notes
INVESCO EURO XI: S&P Assigns Prelim. B-(sf) Rating on Cl. F Notes
PALMER SQUARE 2023-2: S&P Assigns Prelim. B-(sf) Rating on F Notes
RRE 16 LOAN: Fitch Assigns 'BB-sf' Final Rating on Class D Notes
RRE 16: S&P Assigns BB-(sf) Rating on EUR21.25MM Class D Notes



N E T H E R L A N D S

PEER HOLDING III: S&P Raises LongTerm ICR to 'BB', Outlook Stable


P O R T U G A L

[*] Fitch Puts 26 Portuguese ABS Tranches on Watch Positive


S W E D E N

POLYGON GROUP: Fitch Affirms 'B' LongTerm IDR, Outlook Negative


T U R K E Y

AYDEM RENEWABLES: S&P Affirms 'B' ICR & Alters Outlook to Stable
TURKIYE PETROL: Fitch Hikes Foreign Curr. IDR to B+, Outlook Stable


U N I T E D   K I N G D O M

ALBION HOLDCO: S&P Affirms 'BB-' LongTerm Issuer Credit Rating
D&J TIMBER: Goes Into Liquidation, Owes More Than GBP750,000
HARBOUR ENERGY: S&P Affirms 'BB' LongTerm ICR, Outlook Stable
ICONIC LABS: Completes Creditors Voluntary Arrangement
KBOX GLOBAL: Administrators Seek to Sell Brands, Platforms

METRO BANK: Fitch Puts 'B+' LongTerm IDR on Watch Evolving
RAC BOND: S&P Assigns 'B+(sf)' Rating on Class B2-Dfrd Notes
SKEFKO BALL: Shuts Down UK Factory, 300 Jobs Affected
TECHNIPFMC PLC: S&P Affirms 'BB+' ICR & Alters Outlook to Positive
VOLTA TRUCKS: Files for Bankruptcy, 600 British Jobs at Risk


                           - - - - -


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F R A N C E
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CASINO GUICHARD: To Sell Almacenes Exito Stake to Grupo Calleja
---------------------------------------------------------------
Sudip Kar-Gupta and Olivier Sorgho at Reuters report that indebted
French supermarket chain Casino Guichard - Perrachon said on Oct.
16 it had agreed an initial deal to sell its stake in Latin
American retailer Almacenes Exito to Grupo Calleja.

Casino's board on Oct. 13 approved a pre-agreement to sell its
entire stake in Almacenes Exito to Grupo Calleja, a leading grocery
retailer in El Salvador, it said, Reuters relates.

Casino is in the midst of a restructuring after years of
debt-fuelled acquisitions had brought it to the verge of default,
Reuters notes.

According to Reuters, it said on Oct. 16 it will receive $400
million from the sale of its stake in Almacenes Exito, at a price
of $0.9053 per share, while its unit Grupo Pao de Acucar (GPA),
which also has a stake, will receive $156 million.

Casino, as cited by Reuters, said the buyer will pay in cash.


PARTS HOLDING: S&P Upgrades ICR to 'BB-' on Continued Deleveraging
------------------------------------------------------------------
S&P Global Ratings raised its ratings on Parts Holding Europe's
(PHE) and its senior secured notes to 'BB-' from 'B+'.

The stable outlook reflects S&P's view that PHE will continue
exhibiting good revenue growth, steady adjusted EBITDA margins of
about 12%, and adjusted FOCF of about EUR75 million in 2024, such
that adjusted debt to EBITDA stays close to 4.5x absent any
sizeable debt-funded acquisition.

EBITDA expansion, on the back of market share gains, external
growth, and favorable pricing, will reduce PHE's S&P Global
Ratings-adjusted debt to EBITDA lower than 5.0x in 2023-2024. S&P
said, "We expect PHE's top line to increase by 12%-15% to EUR2,550
million-EUR2,585 million in 2023. The improvement stems from
external growth during recent years, pricing effects, and volume
growth as PHE gains additional market share in most markets where
it operates. We anticipate stronger profitability, with S&P Global
Ratings-adjusted EBITDA margins increasing to 11.5%-12.0%, since
price inflation for auto parts translates into a stronger absolute
margin per piece, thanks to higher average selling prices. As such,
we expect leverage to decrease to levels commensurate with our
'BB-' rating, of 4.5x-4.8x in 2023. We forecast that favorable
market trends will continue to sustain PHE's organic growth into
2024, since we expect independent aftermarket distributors,
including PHE, to increase their share of business over
original-equipment-manufacturer networks, thanks to better pricing
and accessibility to the final customers. Also, the number of
vehicles in use across Europe looks set to increase by about 1%
next year, according to S&P Global Mobility. Furthermore,
households are likely to hold on to their cars longer, increasing
the average age slightly, considering still-high interest rates and
macroeconomic uncertainty. These factors should underpin steady
EBITDA expansion, prompting us to forecast further deleveraging in
2024 with adjusted debt-to-EBITDA ratios of 4.3x-4.6x."

S&P said, "We see low disruption risk in PHE's operations from the
powertrain transition.Demand for spare parts relies heavily on the
older portion of registered vehicles, which will be replaced only
gradually via electric vehicles. The vehicles PHE serves are on
average more than 10 years old, leaving ample flexibility for the
company to adapt its product offering to the powertrain transition.
In addition, PHE's products directly related to internal combustion
engines (ICE) represent only about 25% of its offering, and the
remainder are not dependent on powertrain technology. Although
electric motors typically require fewer components, we expect new
parts for battery systems, electric components, advanced braking,
and thermal management will partly offset that volume decline.
These new parts are also generally less commoditized than ICE
products for now, which should support PHE's sales mix and margins
as the powertrain transition progresses.

"We expect PHE's FOCF to increase in 2023-2024, despite working
capital requirements and higher cash interest payments. PHE's
increased profitability leads us to expect higher FOCF of EUR70
million-EUR75 million in 2023 and EUR75 million-EUR80 million in
2024, compared with EUR33.4 million in 2022. Because we assume
PHE's turnover will increase, we anticipate further investments in
inventories to somewhat hinder FOCF in 2023 and 2024. Inventory
management plays a critical role in PHE's business operating model.
In addition, despite the company's continued initiatives to
optimize the procurement of parts, we expect further cash spending
on inventories owing to business expansion, inflation, and the
integration of newly acquired distributors. We estimate this will
result in working capital outflows staying high, at up to EUR70
million in 2023, close to the 2022 level of EUR77 million
(excluding factoring effects). Similarly, we expect cash interest
payments to increase to about EUR88 million in 2023 and surpass
EUR100 million in 2024, reflecting higher interest rates as well as
the expiration of certain hedging policies.

"We continue to believe that PHE's integration into D'Ieteren Group
supports the rating. We estimate D'Ieteren's group credit profile
to be stronger than PHE's stand-alone credit quality, supported by
the strong free cash flow generated by Belron (BBB-/Stable/--), a
track record of low leverage at the group level, and additional
diversity provided by the group's other operations. We estimate
that PHE is the group's second-biggest earnings and cash flow
contributor after Belron, and it operates in one of the group's key
sectors. As such, we think PHE will remain important to D'Ieteren
Group's long-term strategy and the expansion of its revenue and
earnings base. We believe PHE could receive extraordinary financial
support from the group in some foreseeable circumstances, including
temporary, moderate financial stress or pursuing its growth
strategy. Given D'Ieteren Group's stronger credit profile and lower
leverage than PHE, we believe the group would have sufficient
financial flexibility to support PHE if necessary."

Outlook

The stable outlook reflects S&P's view that PHE will continue
exhibiting good revenue growth, a stable adjusted EBITDA margin at
about 12% as the group integrates recently acquired businesses in
Spain and Italy, and adjusted FOCF of about EUR75 million in 2024.
These factors should lead to adjusted debt to EBITDA staying close
to 4.5x, absent any sizable debt-funded acquisition.

Downside scenario

S&P could lower its ratings on PHE if its debt to EBITDA exceeds 5x
or if FOCF to debt decreases below 5% for a prolonged period. This
could stem from unexpected revenue decline, looser cost management,
weakening EBITDA and FOCF, or more aggressive financial policy
including a sizable debt-funded acquisition. Although less likely,
a material weakening of D'Ieteren Group's credit profile or our
view that PHE is less likely to receive support from the group
could also lead to a downgrade.

Upside scenario

S&P could raise the ratings in the next 12-24 months if PHE's
leverage reduces faster than expected, with debt to EBITDA near
4.0x, and if a material improvement in cash flow moves FOCF to debt
closer to 10%.

Environmental, Social, And Governance

S&P said, "Governance factors are a neutral consideration in our
credit rating analysis of PHE because we expect D'Ieteren Group to
prioritize more balanced financial policies than under the
company's previous private-equity ownership. As such, we expect
corporate decision-making to be less focused on prioritizing
D'leteren Group's interests and maximizing returns within a finite
near-term holding period. We also believe D'leteren Group may
support PHE in some foreseeable circumstances, including financial
stress.

"Environmental and social factors have no material influence on our
rating analysis. We view the independent automotive aftermarket as
not materially exposed to the powertrain transition, which will
have a material impact on the product portfolio of spare parts only
in the very long term."




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G E R M A N Y
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ADLER GROUP: S&P Rates EUR191MM Secured Notes Due 2023 'CCC+'
-------------------------------------------------------------
S&P Global Ratings assigned its 'CCC+' issue rating to Adler Group
S.A.'s (CCC+/Negative/C) EUR191 million secured notes due July
2025. The '4' recovery rating indicates average recovery
expectations (30%-50%; rounded estimate: 40%) in a default
scenario. At the same time, S&P Global Ratings revised its recovery
ratings on all the group's 'CCC+' rated instruments to '4' from
'3'.

S&P understands this instrument will refinance the company's EUR165
million convertible bonds maturing Nov. 23, 2023; and EUR24.5
million of secured notes maturing Nov. 7, 2023.

Issue Ratings – Recovery Analysis

Adler Group reported 8.1% portfolio devaluation for first-half
2023, weighing on the gross enterprise value at emergence
considered in our recovery analysis. In addition, the new
instrument's 21% payment-in-kind interest increases the group's
total secured debt claims. S&P said, "As a result, we revised our
recovery ratings to '4' from '3' (50-70% recovery expectations;
rounded estimate 60%) for the group's 'CCC+' rated instruments.
These include Adler's second-lien secured 2025 bond (extended from
2024), the new EUR191 million issued secured notes, and Adler Real
Estate's 2024 and 2026 bonds. While headroom under the existing
issue ratings decreased, it remains at the 'CCC+' level. Our issue
rating on the first-lien senior secured notes due July 2025 is also
unchanged at 'B', with a recovery rating of '1'; Adler's third-lien
secured bonds at 'CCC-', with a '6' recovery rating, are unchanged
as well."

Adler Group reported a gross asset value of EUR6.4 billion (EUR4.7
billion of standing assets and EUR1.7 billion of development
pipeline) on the group's balance sheet as of June 30, 2023. S&P
estimates the group's asset values in a distressed situation and
apply different haircuts to standing assets, development projects,
and inventories, which is consistent with industry peers that we
rate. The gross enterprise value of EUR3.95 billion is after
applying its haircuts in a distressed situation.

Simulated default assumptions

-- Year of default: 2025
-- Jurisdiction: Germany

Simplified waterfall

-- Gross enterprise value at emergence: EUR3.95 billion

-- Net enterprise value (EV) at emergence after administrative
costs: EUR3.75 billion

    --Net enterprise value at Adler Group: EUR2.94 billion

    --Net enterprise value at subsidiary BCP: EUR815 million

-- Total prior-ranking debt claims at BCP: EUR627 million

-- Net EV of BCP available to first-lien debt at Adler and Adler
Real Estate: EUR187 million

-- Estimated priority debt at Adler and Adler RE (mortgages and
other secured debt): EUR1.77 billion

-- Total net EV available to first-lien debt at Adler and Adler
Real Estate: EUR1.77 billion

-- First-lien debt claims: EUR1.31 billion

    --First-lien recovery expectation: 90%-100% (rounded estimate:
95%)

-- Net EV available to second-lien debt: EUR459 million

-- Second-lien debt claims: EUR1.07 billion

    --Second-lien recovery expectation: 30%-50% (rounded estimate:
40%)

-- Net EV available to third-lien priority debt: None

-- Third-lien priority debt claims: EUR3.39 billion

    --Third-lien recovery expectation: 0%-10% (rounded estimate:
0%)

All debt amounts include six months of prepetition interest.

S&P said, "We understand that Adler Real Estate has obtained an
auditing firm to provide auditor accounts for fiscal 2022 and
after. That said, the company has still no auditor for holding
entity Adler Group S.A. We expect the group to appoint an auditor
over the next few months to produce audited financial statements
for fiscal 2022 and after. We may review our ability to maintain
our issuer credit and issue ratings on Adler Group if the company
cannot appoint an auditor over the next few months. We will
therefore monitor this situation closely."


MOSEL BIDCO: S&P Assigns B' Issuer Credit Rating, Outlook Stable
----------------------------------------------------------------
S&P Global Ratings assigned its 'B' long-term issuer credit rating
to Germany-based software provider Mosel Bidco SE (Software AG) and
its 'B' issue rating to the 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 debt to EBITDA of 5x in 2024 and free
operating cash flow (FOCF) of more than EUR60 million.

"The ratings are in line with the preliminary ratings that we
assigned on July 17, 2023. Private-equity sponsor Silver Lake
acquired 87% of Germany-based software provider Software AG (SAG)
through the holding company, Mosel Bidco SE, and is progressing to
take full ownership. There were no material changes to our base
case or the financial documentation compared with our original
review.

"The debt issuance is slightly higher than we expected in our
preliminary analysis. The company raised a EUR640 million and $405
million term loan compared with EUR1 billion, which we considered
in our analysis for the preliminary ratings. In our view, this
small amount of additional debt has a very limited impact on SAG's
credit metrics.

"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 will lead to
sound deleveraging toward debt to EBITDA of 5x in 2024 and FOCF of
more than EUR60 million."

Downside scenario

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 sustainably below 5%.

Upside scenario

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%.


SUSE: S&P Downgrades ICR to 'B+' on Debt-Funded Delisting
---------------------------------------------------------
S&P Global Ratings lowered its issuer credit and issue ratings on
SUSE and its senior secured debt to 'B+' from 'BB-', and removed
the ratings from CreditWatch negative, where it placed them on Aug.
24, 2023. Also, S&P assigned its 'B+' issue rating to the new
EUR500 million term loan.

The stable outlook reflects S&P's view that SUSE's go-to-market
strategy under the new management team and resilient end market
demand will support revenue growth of 4%-6% in fiscal 2024-2025,
coupled with moderate EBITDA margin improvement underpinned by
better sales and productivity stemming from research and
development. This would help the company steadily deleverage toward
5x by fiscal 2025 and strengthen its cash flow.

S&P said, "The downgrade mainly reflects our expectation that
SUSE's credit metrics will weaken because of the higher debt issued
to support the planned delisting. Private equity firm EQT, the
majority owner of SUSE, is privatizing the publicly listed company
with funding supported by a new EUR500 million term loan. The
company has also extended the maturities of its existing debt with
slightly higher interest. We project that the increased debt will
result in S&P Global Ratings-adjusted debt to EBITDA surpassing
5.0x in fiscals 2023-2024 (ending Oct. 31), from 3.3x in fiscal
2022, and free operating cash flow (FOCF) to debt dropping below
10.0% over the same period, from 18.4% in fiscal 2022. Furthermore,
the company's topline growth is likely to continue facing headwinds
in the short term. The company's sound cash flow, however, should
underpin deleveraging prospects over the coming years.

"The stable outlook reflects our view that SUSE's go-to-market
strategy under the new management team and resilient end-market
demand will support revenue growth of 4%-6% in fiscals 2024-2025,
coupled with moderate EBITDA margin improvement on the back of
better sales and productivity stemming from research and
development (R&D). This should help the company steadily deleverage
toward 5.0x by fiscal 2025 and strengthen its cash flow.

"We could lower our rating if significantly lower-than-expected
revenue growth or EBITDA margins, or a more aggressive financial
policy, were to push adjusted leverage above 6x, or if adjusted
FOCF to debt approaches 5%.

"In our view, the company's financial-sponsor control and
medium-term leverage target limit rating upside at this stage.
However, we could raise the rating if adjusted leverage reduces
below 5x and FOCF to debt stays firmly over 10%, supported by the
company's commitment to maintain the ratios."


SYNLAB AG: S&P Puts 'BB-' ICR on Watch Neg. on Acquisition Offer
----------------------------------------------------------------
S&P Global Ratings placed on CreditWatch negative its 'BB-' ratings
on Synlab AG and the company's senior secured term loans.

On Sept. 29, 2023, Cinven, Synlab's major stakeholder, announced a
public acquisition offer to all other shareholders at a price of
EUR10 per share, and S&P expects Cinven to raise additional debt at
Synlab to fund the transaction.

S&P said, "The CreditWatch negative indicates our view that
Cinven's public acquisition will likely deteriorate Synlab's credit
profile, due to the increased leverage and a more aggressive
financial policy. We expect to resolve the CreditWatch placement as
soon as the transaction is finalized, including receipt of all
regulatory and shareholder approvals and full clarity on the new
capital structure and financial policy.

"We think that Cinven's acquisition will leave Synlab with a less
favorable credit profile as a stand-alone company. Cinven, Synlab's
major stakeholder, announced on Sept. 29 its intentions to buyout
all other shareholders at a price of EUR10 per share, having
already secured approximately 79% of Synlab's share capital and
about 80% of voting rights through its own holdings (43%),
irrevocable undertakings, and re-investment. We assume Cinven will
raise new debt at the Synlab level to finance the acquisition and
privatize Synlab. In our view, this would erode Synlab's credit
metrics and imply a more aggressive financial ownership than what
we currently incorporate in our base case.

"The negative CreditWatch placement reflects our view that Synlab
will likely have a less favorable credit profile after Cinven
successfully completes the acquisition. The potential new debt to
finance the transaction, implying an increase in the total debt and
weaker leverage metrics, is reminiscent of the approach Cinven
applied when it was the sponsor owner of the company before the IPO
in April 2021. During that time, the financial policy was more
aggressive, with an S&P Global Ratings-adjusted debt-to-EBITDA
ratio sustained substantially above 5.0x.

"We expect to resolve the CreditWatch once we are confident that
the transaction will close, when the group has obtained all
regulatory and shareholder approvals and we have better clarity on
the group's new capital structure. At this stage, we think that we
could downgrade Synlab by up to two notches once the transaction is
finalized. We will also assess the rating impact on Synlab's debt.

"If the transaction does not complete for any reason, we will
likely consider Synlab's credit quality to be in line with our
assessment prior to Cinven's announcement."




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I R E L A N D
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CVC CORDATUS XXIX: Fitch Assigns B-(EXP)sf Rating on Cl. F-2 Notes
------------------------------------------------------------------
Fitch Ratings has assigned CVC Cordatus Loan Fund XXIX DAC's notes
expected ratings. The assignment of final ratings is contingent on
the receipt of final documents conforming to information already
reviewed.

   Entity/Debt              Rating           
   -----------              ------           
CVC Cordatus Loan
Fund XXIX DAC

   Class A-1 Notes      LT AAA(EXP)sf  Expected Rating
   Class A-2 Notes      LT AAA(EXP)sf  Expected Rating
   Class B Notes        LT AA(EXP)sf   Expected Rating
   Class C Notes        LT A(EXP)sf    Expected Rating
   Class D Notes        LT BBB-(EXP)sf Expected Rating
   Class E Notes        LT BB-(EXP)sf  Expected Rating
   Class F-1 Notes      LT B+(EXP)sf   Expected Rating
   Class F-2 Notes      LT B-(EXP)sf   Expected Rating
   Subordinated Notes   LT NR(EXP)sf   Expected Rating

TRANSACTION SUMMARY

CVC Cordatus Loan Fund XXIX DAC is a securitisation of mainly
senior secured obligations (at least 90%) with a component of
senior unsecured, mezzanine, second-lien loans and high-yield
bonds. Note proceeds will be used to purchase a portfolio with a
target par of EUR375 million. The portfolio is actively managed by
CVC Credit Partners Investment Management Limited (CVC). The
collateralised loan obligation (CLO) has an approximately 4.5-year
reinvestment period and a seven-year weighted average life (WAL)
test. The WAL test can increase by one year subject to satisfaction
of the WAL step-up conditions.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors to be in the 'B'/'B-' category.
The Fitch weighted average rating factor (WARF) of the identified
portfolio is 25.3%.

High Recovery Expectations (Positive): At least 96% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate (WARR) of the identified portfolio is 62.4%.

Diversified Portfolio (Positive): The expected rating is based on a
stress portfolio analysis that corresponds to a top-10
concentration limit at 20% and a maximum fixed-rate asset limit at
10%. It has various concentration limits, including the maximum
exposure to the three-largest Fitch-defined industries in the
portfolio at 40%. These covenants ensure that the asset portfolio
will not be exposed to excessive concentration.

Portfolio Management (Neutral): The transaction has an
approximately 4.5-year reinvestment period and includes
reinvestment criteria similar to those of other European
transactions.

Fitch's analysis is based on a stressed-case portfolio with the aim
of testing the robustness of the transaction structure against its
covenants and portfolio guidelines. The transaction could extend
the WAL test by one year on the date that is one year from closing
if the aggregate collateral balance (defaulted obligations at Fitch
collateral value) is at least at the target par and all the tests
are passing.

Cash Flow Modelling (Positive): The WAL used for the transaction
stressed portfolio analysis is 12 months less than the WAL covenant
at the issue date. This reduction to the risk horizon accounts for
the strict reinvestment conditions envisaged by the transaction
after its reinvestment period. These include, among others, passing
the coverage tests, Fitch WARF and Fitch ´CCC´ tests, together
with a progressively decreasing WAL covenant. These conditions, in
the agency's opinion, reduces the effective risk horizon of the
portfolio during stress periods.

RATING SENSITIVITIES

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

A 25% increase of the mean rating default rate (RDR) across all
ratings and a 25% decrease of the rating recovery rate (RRR) across
all ratings of the identified portfolio would have no impact on the
class A notes; would lead to a downgrade of up to one notch for the
class D notes; downgrades of up to two notches for the class B, C
and E notes; and a downgrade to below 'B-sf' for the class F-1 and
F-2 notes.

Downgrades, which are based on the actual portfolio, may occur if
the loss expectation is larger than initially assumed, due to
unexpectedly high levels of default and portfolio deterioration.
Due to the better metrics and shorter life of the identified
portfolio, class B and C show a rating cushion of one notch, and
the class D to F-2 notes show a rating cushion of two notches
each.

Should the cushion between the identified portfolio and the stress
portfolio be eroded either due to manager trading or negative
portfolio credit migration, a 25% increase of the mean RDR across
all ratings and a 25% decrease of the RRR across all ratings of the
stressed portfolio would lead to a downgrade of up to four notches
for the class A to D notes, and a downgrade to below 'B-sf' for the
class E, F-1 and F-2 notes.

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

A 25% reduction of the mean RDR across all ratings and a 25%
increase in the RRR across all ratings in Fitch's stress portfolio
would lead to an upgrade of up to two notches for the rated notes,
except for the 'AAAsf' rated notes, which cannot be upgraded
further.

During the reinvestment period, upgrades, which are based on
Fitch's stress portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining WAL test, leading
to the ability of the notes to withstand larger-than-expected
losses for the remaining life of the transaction.

After the end of the reinvestment period, upgrades may occur in
case of a stable portfolio credit quality and deleveraging, leading
to higher credit enhancement and excess spread available to cover
for losses on the remaining portfolio.

DATA ADEQUACY

The majority of the underlying assets or risk presenting entities
have ratings or Credit Opinions from Fitch and/or other nationally
recognised statistical rating organisations and/or European
Securities and Markets Authority-registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk-presenting entities.

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

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


INVESCO EURO XI: S&P Assigns Prelim. B-(sf) Rating on Cl. F Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its preliminary credit ratings to
Invesco Euro CLO XI DAC's class A-1, A-2, B-1, B-2, C, D, E, and F
notes. At closing, the issuer will also issue unrated subordinated
notes.

Under the transaction documents, the rated notes will pay quarterly
interest unless a frequency switch event occurs, upon which the
notes pay semiannually.

This transaction has a two-year non-call period, and the
portfolio's reinvestment period will end approximately five years
after closing.

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

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

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

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

  Portfolio benchmarks

                                                        CURRENT

  S&P Global Ratings weighted-average rating factor    2,907.54

  Default rate dispersion                                519.78

  Weighted-average life (years)                            5.00

  Obligor diversity measure                              106.04

  Industry diversity measure                              25.65

  Regional diversity measure                               1.24


  Transaction key metrics

                                                        CURRENT

  Total par amount (mil. EUR)                            400.00

  Defaulted assets (mil. EUR)                                 0

  Number of performing obligors                             126

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

  'CCC' category rated assets (%)                          3.00

  'AAA' target portfolio weighted-average recovery (%)    36.44

  Covenanted weighted-average spread (%)                   4.05

  Covenanted weighted-average coupon (%)                   4.75


Asset priming obligations and uptier priming debt

Under the transaction documents, the issuer can purchase asset
priming (drop down) obligations and uptier priming debt to address
the risk of a distressed obligor either moving collateral outside
the existing creditors' covenant group or incurring new money debt
senior to the existing creditors.

Under the transaction documents, the issuer can also purchase up to
10% of aggregate collateral balance consisting of:

-- Obligations of an obligor that is a company in which a
collateral-manager-related person owns in aggregate more than 50%
of the share capital; or

-- Obligations originated by any collateral-manager-related
person, provided that not more than 2.5% of the aggregate
collateral balance will consist of these obligations with an
initial EBITDA of less than (i) EUR40 million of European
obligations, and (ii) $75 million of U.S. obligations.

Rating rationale

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

"In our cash flow analysis, we used the EUR400 million par amount,
the covenanted weighted-average spread of 4.05%, and the covenanted
portfolio weighted-average recovery rates for all rated notes. We
applied various cash flow stress scenarios, using four different
default patterns, in conjunction with different interest rate
stress scenarios for each liability rating category.

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

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

"We expect the transaction's legal structure to be bankruptcy
remote, in line with our legal criteria.

"Our credit and cash flow analysis indicate that the available
credit enhancement for the class B-1 to E notes could withstand
stresses commensurate with higher ratings than those assigned.
However, as the CLO is still in its reinvestment phase, during
which the transaction's credit risk profile could deteriorate, we
capped our assigned preliminary ratings on the notes. The class A-1
and A-2 notes can withstand stresses commensurate with the assigned
preliminary ratings.

"For the class F notes, our credit and cash flow analysis indicate
that the available credit enhancement could withstand stresses
commensurate with a lower rating. However, we have applied our
'CCC' rating criteria, resulting in a preliminary 'B- (sf)' rating
on this class of notes." The ratings uplift (to 'B-') reflects
several key factors, including:

-- The available credit enhancement for this class of notes is in
the same range as other recently issued European CLOs that S&P
rates.

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

-- S&P's model generated break-even default rate at the 'B-'
rating level of 27.59% (for a portfolio with a weighted-average
life of 5.01 years), versus if it was to consider a long-term
sustainable default rate of 3.1% for 5.01 years, which would result
in a target default rate of 15.53%.

-- The actual portfolio is generating higher spreads versus the
covenanted thresholds modelled in S&P's cash flow analysis.

S&P said, "For us to assign a rating in the 'CCC' category, we also
assess (i) whether the tranche is vulnerable to nonpayments in the
near future, (ii) if there is a one in two chance of this tranche
defaulting, and (iii) if we envision this tranche to default in the
next 12-18 months. Following this analysis, we consider the
available credit enhancement for the class F notes commensurate
with a preliminary 'B- (sf)' rating.

"Considering these factors and following our analysis of the
credit, cash flow, counterparty, operational, and legal risks, we
believe our preliminary ratings are commensurate with the available
credit enhancement for the class A-1, A-2, B-1, B-2, C, D, E, and F
notes.

"In addition to our standard analysis, to indicate how rising
pressures among speculative-grade corporates could affect our
ratings on European CLO transactions, we also included the
sensitivity of the ratings on the class A-1 to E notes based on
four hypothetical scenarios.

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

Invesco Euro CLO XI is a European cash flow CLO securitization of a
revolving pool, comprising euro-denominated senior secured loans
and bonds issued mainly by speculative-grade borrowers. Invesco CLO
Equity Fund IV LP will manage the transaction.

  Ratings list

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

  A-1    AAA (sf)     240.00      40.00    Three/six-month EURIBOR

                                           plus 1.70%

  A-2    AAA (sf)       6.00      38.50    Three/six-month EURIBOR

                                           plus 2.00%

  B-1    AA (sf)       30.00      28.50    Three/six-month EURIBOR

                                           plus 2.50%

  B-2    AA (sf)       10.00      28.50    6.20%

  C      A (sf)        23.60      22.60    Three/six-month EURIBOR

                                           plus 3.50%

  D      BBB- (sf)     27.60      15.70    Three/six-month EURIBOR

                                           plus 5.25%

  E      BB- (sf)      18.80      11.00    Three/six-month EURIBOR

                                           plus 7.64%

  F      B- (sf)       12.00       8.00    Three/six-month EURIBOR

                                           plus 9.63%

  Sub. Notes  NR       31.65        N/A    N/A

*The preliminary ratings assigned to the class A-1, A-2, B-1, and
B-2 notes address timely interest and ultimate principal payments.
The preliminary ratings assigned to the class C, D, E, and F notes
address ultimate interest and principal payments.
§The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.

EURIBOR--Euro Interbank Offered Rate.
NR--Not rated.
N/A--Not applicable.


PALMER SQUARE 2023-2: S&P Assigns Prelim. B-(sf) Rating on F Notes
------------------------------------------------------------------
S&P Global Ratings assigned its preliminary credit ratings to
Palmer Square European CLO 2023-2 DAC's class A, B-1, B-2, C, D, E,
and F notes. At closing, the issuer will also issue unrated
subordinated notes.

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

The transaction has a 2.02 year non-call period and the portfolio's
reinvestment period will end approximately 4.69 years after
closing.

The assigned preliminary ratings reflect S&P's assessment of:

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

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

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

  Portfolio benchmarks
                   
                                                       CURRENT

  S&P Global Ratings weighted-average rating factor   2,673.90

  Default rate dispersion                               584.78

  Weighted-average life (years)                           4.69

  Obligor diversity measure                             150.91

  Industry diversity measure                             23.39

  Regional diversity measure                              1.31



  Transaction key metrics

                                                       CURRENT

  Total par amount (mil. EUR)                           400.00

  Defaulted assets (mil. EUR)                                0

  Number of performing obligors                            182

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

  'CCC' category rated assets (%)                         0.50

  'AAA' weighted-average recovery (%)                    37.69

  Actual weighted-average spread (%)                      4.11

  Actual weighted-average coupon (%)                      4.43


Rating rationale

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

"In our cash flow analysis, we used the EUR400 million par amount,
the covenanted weighted-average spread of 3.90%, the covenanted
weighted-average recovery rate at 'AAA', and actual
weighted-average recovery rates for all other rated notes. We
applied various cash flow stress scenarios, using four different
default patterns, in conjunction with different interest rate
stress scenarios for each liability rating category.

"We expect that the transaction's documented counterparty
replacement and remedy mechanisms will adequately mitigate its
exposure to counterparty risk under our current counterparty
criteria.

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

"At closing, we consider that the transaction's legal structure
will be bankruptcy remote, in line with our legal criteria.

"Our credit and cash flow analysis indicate that the available
credit enhancement for the class B-1 to E notes could withstand
stresses commensurate with higher rating levels than those
assigned. However, as the CLO is still in its reinvestment phase,
during which the transaction's credit risk profile could
deteriorate, we capped our assigned preliminary ratings.

"The class A and class F notes can withstand stresses commensurate
with the assigned preliminary ratings. Our preliminary ratings on
the class A, B-1, and B-2 notes address timely payment of interest
and principal, while our preliminary ratings on the class C, D, E,
and F notes (once drawn upon) address the payment of ultimate
interest and principal.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe that the preliminary
ratings assigned are commensurate with the available credit
enhancement for all classes of notes.

"In addition to our standard analysis, to indicate how rising
pressures among speculative-grade corporates could affect our
ratings on European CLO transactions, we have also included the
sensitivity of the preliminary ratings on the class A to E notes
based on four hypothetical scenarios.

Environmental, social, and governance (ESG) credit factors

S&P said, "We regard the transaction's exposure to ESG credit
factors as broadly in line with our benchmark for the sector.
Considering the diversity of the assets within CLOs, the exposure
to environmental credit factors is viewed as below average, social
credit factors are below average, and governance credit factors are
average.

"For this transaction, the documents prohibit assets from being
related to activities in violation of "The Ten Principles of the UN
Global Compact" and activities having corporate involvement in the
end manufacture or manufacture of intended use components of
biological and chemical weapons, anti-personnel land mines, or
cluster munitions (as defined in the Biological and Toxin Weapons
Convention of 1972, the Chemical Weapons Convention of 1993, the
Anti-personnel Landmines Convention of 1997, and/or the Convention
on Cluster Munitions of 2010). Accordingly, since the exclusion of
assets from these industries does not result in material
differences between the transaction and our ESG benchmark for the
sector, no specific adjustments have been made in our rating
analysis to account for any ESG-related risks or opportunities."

  Ratings

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

  A      AAA (sf)   248.00   38.00  Three-month EURIBOR plus 1.70%

  B-1    AA (sf)    29.50    27.00  Three-month EURIBOR plus 2.40%

  B-2    AA (sf)    14.50    27.00  6.70%

  C      A (sf)     24.00    21.00  Three-month EURIBOR plus 3.10%

  D      BBB- (sf)  24.00    15.00  Three-month EURIBOR plus 5.25%

  E      BB- (sf)   18.00    10.50  Three-month EURIBOR plus 7.65%

  F§     B- (sf)    13.00     7.25  Three-month EURIBOR plus
9.50%

  Subnotes  NR      42.90      N/A  N/A

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

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


RRE 16 LOAN: Fitch Assigns 'BB-sf' Final Rating on Class D Notes
----------------------------------------------------------------
Fitch Ratings has assigned RRE 16 Loan Management DAC final
ratings, as detailed below.

   Entity/Debt             Rating             Prior
   -----------             ------             -----
RRE 16 Loan
Management DAC

   X XS2670473169       LT AAAsf New Rating   AAA(EXP)sf

   A-1 Loans            LT AAAsf New Rating   AAA(EXP)sf

   A-1 Notes
   XS2670473326         LT AAAsf New Rating   AAA(EXP)sf

   A-2 XS2670473672     LT AAsf  New Rating   AA(EXP)sf

   B-1 XS2670473839     LT NRsf  New Rating   NR(EXP)sf

   B-2 XS2670474050     LT NRsf  New Rating   NR(EXP)sf

   C-1 XS2670474217     LT NRsf  New Rating   NR(EXP)sf

   C-2 XS2670474480     LT NRsf  New Rating   NR(EXP)sf

   D XS2670474647       LT BB-sf New Rating   BB-(EXP)sf

   Performance Notes
   XS2670474993         LT NRsf  New Rating   NR(EXP)sf

   Preferred Return
   Notes XS2670475297   LT NRsf  New Rating   NR(EXP)sf

   Subordinated Notes
   XS2670475453         LT NRsf  New Rating   NR(EXP)sf

The class B-1, B-2, C-1 and C-2 notes are not rated but would have
model-implied ratings at three notches lower than their target
ratings for the class B-1 notes, two notches lower for the class
B-2 and C-1 notes and one notch lower for the class C-2 notes.

TRANSACTION SUMMARY

RRE 16 Loan Management DAC is a securitisation of mainly senior
secured obligations with a component of senior unsecured,
mezzanine, second-lien loans and high-yield bonds. Note proceeds
were used to purchase a portfolio with a target par of EUR500
million. The portfolio is actively managed by Redding Ridge Asset
Management (UK) LLP. The collateralised loan obligation (CLO) has a
4.5 reinvestment period and a nine-year weighted average life test
(WAL test).

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors in the 'B/B-' category. The
Fitch weighted average rating factor (WARF) of the identified
portfolio is 25.75.

High Recovery Expectations (Positive): At least 95% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate (WARR) of the identified portfolio is
62.94%.

Diversified Asset Portfolio (Positive): The transaction includes
four Fitch matrices. One is effective at closing, corresponding to
a nine-year WAL; two are effective one year after closing,
corresponding to an eight-year WAL with a target par condition of
EUR500 million and EUR498 million, respectively; and one is
effective two years after closing, corresponding to a seven-year
WAL with a target par condition of EUR497.5 million. All matrices
are based on a top-10 obligor concentration limit of 20% and a
fixed-rate asset limit of 10%.

The transaction includes various concentration limits in the
portfolio, including the top-10 obligor concentration limit of 20%
and the maximum exposure to the three largest Fitch-defined
industries in the portfolio of 40%. These covenants ensure the
asset portfolio will not be exposed to excessive concentration.

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

Cash Flow Modelling (Positive): The WAL covenant for the
transaction's stressed-case portfolio and matrices analysis is 12
months less than the WAL covenant to account for structural and
reinvestment conditions after the reinvestment period, including
the satisfaction of the over-collateralisation (OC) tests and Fitch
'CCC' limit, together with a consistently decreasing WAL covenant.
These conditions would in the agency's opinion reduce the effective
risk horizon of the portfolio during stress period.

RATING SENSITIVITIES

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

A 25% increase of the mean default rate (RDR) across all ratings
and a 25% decrease of the recovery rate (RRR) across all ratings of
the identified portfolio would lead to downgrades of one notch for
the class A-1 and A-2 notes and two notches for the class D notes.

Based on the identified portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of defaults and portfolio deterioration. Due to the
better metrics and shorter life of the identified portfolio than
the Fitch-stressed portfolio, the class A-2 and D notes display a
rating cushion of two notches.

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

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

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

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

DATA ADEQUACY

RRE 16 Loan Management DAC

The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.

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

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


RRE 16: S&P Assigns BB-(sf) Rating on EUR21.25MM Class D Notes
--------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to RRE 16 Loan
Management DAC's class X to D debt. At closing, the issuer also
issued unrated subordinate, performance, and preferred return
notes.

This is a European cash flow CLO transaction, securitizing a
portfolio of primarily senior secured leveraged loans and bonds.
The transaction is managed by Redding Ridge Asset Management (UK)
LLP.

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

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

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

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

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

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

-- Under the transaction documents, the rated debt will pay
quarterly interest unless there is a frequency switch event.
Following this, the debt will permanently switch to semiannual
payment.

-- The portfolio's reinvestment period will end approximately 4.5
years after closing, and the portfolio's maximum average maturity
date is approximately nine years after closing.

  Portfolio benchmarks

                                                          CURRENT

  S&P Global Ratings weighted-average rating factor      2,843.93

  Default rate dispersion                                  476.80

  Weighted-average life (years)                              4.52

  Obligor diversity measure                                102.01

  Industry diversity measure                                17.52

  Regional diversity measure                                 1.33


  Transaction key metrics

                                                          CURRENT

  Total par amount (mil. EUR)                                 500

  Defaulted assets (mil. EUR)                                   0

  Number of performing obligors                               125

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

  'CCC' category rated assets (%)                            0.20

  'AAA' covenanted weighted-average recovery (%)            37.50

  Portfolio weighted-average spread (%)                      4.15


S&P said, "The portfolio is well-diversified, primarily comprising
broadly syndicated speculative-grade senior secured term loans and
senior secured bonds. Therefore, we have conducted our credit and
cash flow analysis by applying our criteria for corporate cash flow
CDOs. As such, we have not applied any additional scenario and
sensitivity analysis when assigning ratings to any classes of debt
in this transaction.

"In our cash flow analysis, we used the EUR500 million target par
amount, the portfolio weighted-average spread (4.15%), and the
weighted-average coupon indicated by the collateral manager
(6.00%). We assumed weighted-average recovery rates in line with
those of the identified portfolio presented to us, except for the
'AAA' level, where we have modelled a 37.50% covenanted
weighted-average recovery rate as indicated by the collateral
manager. We applied various cash flow stress scenarios, using four
different default patterns, in conjunction with different interest
rate stress scenarios for each liability rating category.

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class A-2, B-1, B-2, C-1, C-2, and D
notes could withstand stresses commensurate with higher ratings
than those assigned. However, as the CLO will be in its
reinvestment phase starting from closing, during which the
transaction's credit risk profile could deteriorate, we have capped
the ratings.

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

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

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

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe that our assigned ratings
are commensurate with the available credit enhancement for the
class X, A-1, A-2, B-1, B-2, C-1, C-2, and D debt.

"In addition to our standard analysis, we have also included the
sensitivity of the ratings on the class X to D debt to four
hypothetical scenarios."

Environmental, social, and governance (ESG) factors

S&P said, "We regard the exposure to ESG credit factors in the
transaction as being broadly in line with our benchmark for the
sector. Primarily due to the diversity of the assets within CLOs,
the exposure to environmental credit factors is viewed as below
average, social credit factors are below average, and governance
credit factors are average. For this transaction, the documents
prohibit assets from being related to certain industries,
including, but not limited: thermal-coal-based power generation,
mining or extraction; Arctic oil or gas production, and
unconventional oil or gas production from shale, tight reservoirs,
or oil sands; production of civilian weapons; development of
nuclear weapon programs and production of controversial weapons;
management of private for-profit prisons; tobacco or tobacco
products; opioids; adult entertainment; speculative transactions of
soft commodities; predatory lending practices; non-sustainable palm
oil productions; animal testing for non-pharmaceutical products;
endangered species; and banned pesticides or chemicals.

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

  Ratings assigned

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

  X         AAA (sf)    3.00    N/A    Three/six-month EURIBOR
                                       plus 0.75%

  A-1       AAA (sf)  155.00   39.00   Three/six-month EURIBOR
                                       plus 1.68%

  A-1 loans AAA (sf)  150.00   39.00   Three/six-month EURIBOR
                                       plus 1.68%

  A-2       AA (sf)    47.50   29.50   Three/six-month EURIBOR
                                       plus 2.45%

  B-1       A+ (sf)    32.50   23.00   Three/six-month EURIBOR
                                       plus 2.85%

  B-2       A (sf)      7.50   21.50   Three/six-month EURIBOR
                                       plus 3.65%

  C-1       BBB (sf)   27.50   16.00   Three/six-month EURIBOR
                                       plus 4.55%

  C-2       BBB- (sf)   5.00   15.00   Three/six-month EURIBOR
                                       plus 6.50%

  D         BB- (sf)   21.25   10.75   Three/six-month EURIBOR
                                       plus 7.20%

  Performance
  notes         NR      1.00     N/A   N/A  

  Preferred
  return notes  NR      0.25     N/A   N/A

  Sub notes     NR     48.85     N/A   N/A

*The ratings assigned to the class X, A-1 notes, A-1 loans, and A-2
notes address timely interest and ultimate principal payments. The
ratings assigned to the class B-1, B-2, C-1, C-2, and D notes
address ultimate interest and principal payments.
§The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.

NR--Not rated.
N/A--Not applicable.
EURIBOR--Euro Interbank Offered Rate.




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

PEER HOLDING III: S&P Raises LongTerm ICR to 'BB', Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit and issue
ratings on Action's parent Peer Holding III B.V. and its senior
secured debt to 'BB' from 'BB-'. Also, S&P assigned a 'BB' issue
rating and '3' recovery rating (rounded estimate 60%) to the
proposed term loan B (TLB).

The stable outlook reflects S&P's view that Action will continue to
expand its store network, resulting in consistently strong sales
growth, robust margins, and increasing cash generation while
maintaining a prudent financial policy.

S&P said, "Action's consistently solid operating performance
highlights the strength of its business model. We acknowledge
Action's business risk profile has improved over the past few years
as it has significantly enhanced its scale, geographic
diversification, and profitability. We think Action has built a
solid competitive edge based on operating efficiency and
disciplined execution. This has enabled the group to sustain its
strong operating performance through the economic cycles, with an
impressive like-for-like performance (mainly driven by volume
growth) and network expansion throughout Europe. With plans to
enter new European markets like Portugal in 2024 and its
significant white space potential in large retail markets such as
France, Germany, Spain, and Italy, we think the group has
compelling growth potential over the medium term. We forecast the
group will open approximately 300 new stores this year, expanding
the total to 2,563. Assuming sound like-for-like growth of at least
7%, we forecast revenues and S&P Global Ratings-adjusted EBITDA to
reach EUR10.5 billion and EUR1.78 billion in 2023 compared with
EUR8.86 billion and EUR1.45 billion in 2022. We anticipate the
group's S&P Global Ratings-adjusted EBITDA margin should improve to
17% from 16.3%, as topline growth allows the group to leverage its
nimble operating cost base.

"We expect Action's financial policy to remain prudent and in line
with its historical track record. Action intends to issue a $1
billion TLB and use the proceeds to fund part of the payment to its
shareholders. We anticipate that the shareholder distributions and
any share buybacks will total up to EUR1.4 billion, and will also
comprise the accumulated surplus cash of about EUR486 million. Pro
forma the transaction, we expect adjusted leverage to reach 3.0x in
2023 compared with 2.8x in 2022, which we view as relatively
conservative. This should allow Action to maintain financial
flexibility as it continues to grow. Given Action's strong
profitability and free cash flow generation, we think Action will
continue to pursue regular dividends to maximize the returns on its
investment. That said, we acknowledge the financial policy is
prudent compared with typically higher-leveraged financial
sponsor-owned issuers, and the group has a track record of rapid
deleveraging driven by a strong operating performance and growth.
As such, we anticipate the group to maintain leverage below 5.0x in
the medium term.

"We anticipate the group will maintain strong cash flow generation
as it continues to successfully roll-out its model throughout
Europe. We anticipate Action's expansion strategy will incur
material capital expenditure (capex) over the medium term, but we
expect the group will be able to maintain its historically
relatively fast payback period on investment of about one year,
such that it will be able to sustain strong cash flow generation.
We forecast free operating cash flow after leases should reach
EUR720 million in 2023 compared to EUR681 million in 2022,
supported by solid profitability and efficient working capital
management. We view the consistency of the group's ample cash flow
generation as a strength compared with similarly rated peers; this
owes to Action's streamlined and disciplined business model. We
forecast that Action will distribute most excess cash after growth
investments through dividends and we project it will sustain EUR750
million dividends per year. That said, we understand there is a
degree of flexibility in shareholder returns and expect Action and
3i will maintain a prudent financial policy. Also, we expect the
group will maintain adequate liquidity with expected cash on
balance post-transaction of more than EUR500 million and about
EUR460 million available under the recently upsized EUR500 million
revolving credit facility (RCF).

"The stable outlook reflects our view that Action will continue to
expand its store network, resulting in strong sales growth, robust
margins, and increasing cash generation. It also takes into account
the group's financial policy, historical financial discipline, and
our expectation of adjusted debt to EBITDA remaining below 3.5x and
funds from operations (FFO) to debt above 20% despite frequent
shareholder returns."

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

-- Operating performance falls significantly short of S&P's base
case, such that like-for-like revenue growth falls, or
profitability or free operating cash flow generation materially
weaken on a sustainable basis.

-- A more aggressive financial policy or an unexpectedly
persistent earnings shortfall result in leverage rising to 5.0x
with no imminent deleveraging prospects.

S&P said, "Although not our central assumption in our base case,
any positive rating action would rely on our expectation that the
financial sponsor will relinquish control over the company and
reduce its ownership to less than 40%, accompanied by a strong
commitment to sustain adjusted leverage below 4x. An upgrade would
depend on the group maintaining its profitable and cash generative
growth trajectory."




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

[*] Fitch Puts 26 Portuguese ABS Tranches on Watch Positive
-----------------------------------------------------------
Fitch Ratings has upgraded two Portuguese ABS tranches and placed
26 tranches on Rating Watch Positive (RWP) following the recent
upgrade of Portugal's sovereign rating.

   Entity/Debt          Rating                  Prior
   -----------          ------                  -----
Ares Lusitani - STC, S.A. /
Pelican Finance No. 2

   A PTLSNTOM0007          LT  AA-sf   Rating Watch On   AA-sf
   B PTLSNUOM0004          LT  Asf     Rating Watch On   Asf
   C PTLSNVOM0003          LT  BBB+sf  Rating Watch On   BBB+sf
   D PTLSNWOM0002          LT  BB+sf   Rating Watch On   BB+sf

Lusitano Mortgages No. 5 plc

   Class A XS0268642161     LT AA+sf  Rating Watch On   AA+sf

Ares Lusitani - STC, S.A. /
Thetis Finance No. 2

   A PTLSNLOM0005           LT AAAsf  Upgrade           AA+sf
   B PTLSNMOM0004           LT A+sf   Rating Watch On   A+sf
   C PTLSNNOM0003           LT A-sf   Rating Watch On   A-sf
   D PTLSNOOM0002           LT BBB-sf Rating Watch On   BBB-sf
   E PTLSNPOM0001           LT BBsf   Rating Watch On   BBsf
   F PTLSNQOM0000           LT B-sf   Rating Watch On   B-sf

Atlantes Mortgages No. 2

   Class A XS0348690651     LT AA+sf  Rating Watch On   AA+sf
   Class B XS0348690735     LT AA+sf  Rating Watch On   AA+sf

Tagus, STC S.A. /
Silk Finance No. 5

   Class B PTTGUMOM0027     LT BBBsf  Rating Watch On   BBBsf  

HipoTotta No. 4 Plc

   Class C XS0237370860     LT BBB+sf Rating Watch On   BBB+sf

Sagres, STC S.A. /
Pelican Mortgages No.3 Plc

   Class A XS0293657416     LT AA+sf  Rating Watch On   AA+sf

Tagus, STC S.A. / Volta VII
Electricity Receivables

   Senior Note PTTGCEOM0011   LT A+sf   Upgrade           Asf

Gamma, STC S.A.
/ Consumer Totta 1

   B PTGAMGOM0018          LT AA-sf  Rating Watch On   AA-sf
   C PTGAMHOM0025          LT Asf    Rating Watch On   Asf
   D PTGAMIOM0024          LT BB+sf  Rating Watch On   BB+sf

Lusitano Mortgages
No.6 Limited

   Class A XS0312981649     LT AA+sf  Rating Watch On   AA+sf
   Class B XS0312982290     LT AA+sf  Rating Watch On   AA+sf
   Class C XS0312982530     LT BBBsf  Rating Watch On   BBBsf

Sagres, STC S.A. /
Pelican Mortgages No.4 Plc

   Class A XS0365137990     LT AA+sf  Rating Watch On   AA+sf
   Class B XS0365138295     LT AAsf   Rating Watch On   AAsf
   Class C XS0365138964     LT A-sf   Rating Watch On   A-sf
   Class D XS0365139004     LT B+sf   Rating Watch On   B+sf
   Class E XS0365139699     LT B-sf   Rating Watch On   B-sf

KEY RATING DRIVERS

'AAA' Maximum Achievable Rating: Thetis 2 class A note upgrade to
'AAAsf' from 'AA+sf' follows Fitch's recent upgrade of Portugal's
Issuer Default Rating (IDR) to 'A-' from 'BBB+', with a Stable
Rating Outlook. Because Fitch maintains a six-notch differential
between the sovereign IDR and the highest achievable structured
finance (SF) ratings, the sovereign upgrade implies a maximum
achievable rating for SF transactions in Portugal of
'AAAsf'/Stable, in line with Fitch's Structured Finance and Covered
Bonds Country Risk Rating Criteria. Moreover, Thetis 2
contractually defined counterparty arrangements and credit
enhancement protection are sufficient to support the stresses
commensurate with the 'AAAsf' rating scenario.

The RWP on seven 'AA+sf' RMBS tranches reflect a potential upgrade
to 'AAAsf', considering the transaction performance expectations
and the adequate counterparty provisions compatible with 'AAAsf'
category rating in line with Fitch's Structured Finance and Covered
Bonds Counterparty Rating Criteria. See "Fitch Upgrades Portugal to
'A-'; Outlook Stable" dated 29 Sept. 2023.

Recalibration of Intermediate Stresses: The RWP on mezzanine
tranches reflects the possibility of an upgrade due to the
recalibration of intermediate stresses following the new maximum
achievable SF rating in Portugal, as per Fitch's Structured Finance
and Covered Bonds Country Risk Rating Criteria. Fitch expects to
resolve the RWP within the next three months subject to Fitch's
assessment of transactions' performance.

Anchored to Sovereign Rating: Volta 7 senior notes upgrade to
'A+sf' reflects the sovereign upgrade, as the IDR serves as the
anchor point for the rating analysis. Fitch maintains a two-notch
uplift above the sovereign IDR on these notes, given the combined
assessment of the electricity system's sustainability from a credit
perspective and the regulatory framework affecting tariff
deficits.

The electricity regulator in Portugal is viewed as independent from
the government and able to set access tariffs to ensure regulated
revenues are sufficient to cover regulated costs. Nevertheless,
Fitch considers that the broad regulatory framework does not offer
the highest levels of predictability that would be commensurate
with the maximum three notches of rating uplift from the anchor
point, as per Fitch's Utility Credit Rights Securitisation Rating
Criteria.

Counterparty Arrangements: Thetis 2 includes counterparty
arrangements compatible with Fitch's criteria expectations for
ratings up to 'AAAsf', especially the inclusion of minimum
eligibility ratings of 'A' or 'F1', which are dynamically defined
for the swap provider based on the rating of the highest rated
note. After the class A note upgrade to 'AAAsf', the new applicable
swap counterparty minimum eligibility ratings are 'A' or 'F1' and
the swap counterparty is eligible (CA Consumer Finance,
A+/Stable/F1).

Similarly, RMBS Atlantes 2, Lusitano 5 and 6, Pelican 3 and 4,
operate counterparty arrangements compatible with Fitch's criteria
expectations for ratings up to 'AAAsf'.

Totta 1 and Pelican 2 have counterparty arrangements compatible
with Fitch's criteria expectations for ratings up to 'AA+sf', with
the inclusion of minimum counterparty eligibility ratings of 'A-'
or 'F1'. Moreover, Silk 5 maximum achievable rating is 'A+sf' due
to the interest rate cap provider minimum eligibility ratings of
BBB or F2, and Volta 7 and RMBS HipoTotta No. 4 maximum achievable
rating is 'A+sf' because the eligibility ratings for the
transaction account banks (A- or F2), are not compatible with
'AAsf' nor 'AAA' category ratings.

Volta 7 has an Environmental, Social and Governance (ESG) Relevance
Score of '4' for Rule of Law, Institutional and Regulatory Quality
given the performance of its underlying assets (i.e. electricity
tariff deficit receivables) is influenced by sector governance and
the credit profile of the utility system.

HipoTotta No. 4 Plc has an ESG Relevance Score of '4' for
Transaction Parties & Operational Risk due to the modification of
the transaction account bank eligibility criteria after the closing
date, which is not compatible for 'AA' nor 'AAA' rating
categories.

RATING SENSITIVITIES

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

For Thetis 2 class A notes, a downgrade to Portugal's IDR that
could lower the maximum achievable rating for Portuguese structured
finance transactions may result in a corresponding action on the
notes. This is because these notes are rated at the maximum
achievable rating, six notches above the sovereign IDR.

For Volta 7, weaker electricity sector key performance indicators
projections implying the credit profile is expected to deteriorate
and the system's sustainability is compromised.

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 credit enhancement available to the
notes.

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

Thetis 2 class A notes are rated at the highest level on Fitch's
scale and therefore cannot be upgraded.

An upgrade could be driven by the application of updated
intermediate stresses that reflect the new 'AAAsf' maximum
achievable SF rating in Portugal, for instance reduced defaults
stresses. This is subject to Fitch's assessment of transaction's
performance.

For Volta 7 and subject to modified counterparty arrangements
compatible with 'AA' category ratings, a higher level of
predictability with respect to the broader regulatory framework all
else being equal. Policymakers provide enhanced clarity and data
about the future level of access tariffs that reduce the existing
deficits down to zero. In such scenario, the securitisation notes'
ratings would be upgraded up to the maximum three-notch uplift as
defined by Fitch's Utility Credit Rights Securitisation Rating
Criteria.

DATA ADEQUACY

Ares Lusitani - STC, S.A. / Pelican Finance No. 2, Ares Lusitani -
STC, S.A. / Thetis Finance No.2, Atlantes Mortgages No. 2, Gamma,
STC S.A. / Consumer Totta 1, HipoTotta No. 4 Plc, Lusitano
Mortgages No.5 plc, Lusitano Mortgages No.6 Limited, Sagres, STC
S.A. / Pelican Mortgages No.3 Plc, Sagres, STC S.A. / Pelican
Mortgages No.4 Plc, Tagus, STC S.A. / Silk Finance No. 5, Tagus,
STC S.A. / Volta VII Electricity Receivables

Fitch has not conducted any checks on 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.

ESG CONSIDERATIONS

Volta 7 has an Environmental, Social and Governance (ESG) Relevance
Score of '4' for Rule of Law, Institutional and Regulatory Quality
due to jurisdictional legal risks and government support and
intervention, which impact the ratings in conjunction with other
factors.

HipoTotta No. 4 Plc has an ESG Relevance Score of '4' for
Transaction Parties & Operational Risk due to modification of
counterparty eligibility triggers after transaction closing, which
has a negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' 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. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.




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

POLYGON GROUP: Fitch Affirms 'B' LongTerm IDR, Outlook Negative
---------------------------------------------------------------
Fitch Ratings has affirmed Polygon Group AB's (Polygon) Long-Term
Issuer Default Rating (IDR) at 'B'. The Rating Outlook remains
Negative. Fitch has also affirmed company's EUR430 million
first-lien term loan B1 (TLB), the EUR55 million delayed draw
first-lien term loan B2 (TLB2) and EUR90 million revolving credit
facility (RCF) ratings at 'B' with Recovery Ratings of 'RR4'.

The Negative Outlook mainly reflects subdued but gradually
improving operating profitability leading to elevated leverage,
which remains outside of its negative sensitivities. The downside
risk is exacerbated by continued high interest costs and an
improving but still uncertain supply-side environment as well as
consistent significant investments required to support Polygon's
expected mid-single-digit organic growth. Fitch may change the
Outlook to Stable if Fitch sees lower risk of key ratios being weak
for the rating or downgrade the rating if the weakness proves
structural.

The rating affirmation reflects the company's solid business
profile, satisfactory liquidity supported by long-dated debt
maturity profile and structurally resilient demand supporting
consistent organic revenue growth. The rating remains constrained
by high - even if sustainable - leverage, weak interest coverage
and still limited scale.

KEY RATING DRIVERS

Subdued but Improving Margins: Fitch expects a gradual recovery in
Fitch-defined EBITDA margin to about 7% in 2024 and about 8% in
2025-2026 following its subdued level of about 6% in 2022. The
company's muted profitability in 2022 was mainly driven by various
temporary supply-side challenges, including labour shortages and
acute cost inflation in wages, energy and transport. In 1H23,
Polygon recorded lower cost inflation and declining employee
sickness ratio. Margins should also be boosted as the company is on
track to resolve its temporary local operational challenges in a
few countries.

On the downside, execution risk is exacerbated by the integration
risk related to recent acquisitions and the still uncertain
supply-side environment despite the recent improvement.

Neutral-to-Positive FCF: Fitch expects neutral-to-positive free
cash flows (FCF) in 2024-2026 following negative FCF of about 1% of
revenue in 2023 and 4% of revenue in 2022. Polygon's FCF generation
since 2022 has been affected by subdued operating margins and
elevated working capital requirements, the latter partly related to
the implementation of a new Enterprise Resource Planning (ERP)
system in 2022.

Fitch expects that improving Fitch-defined EBITDA margins in
2024-2026 will be partly offset by continued high interest costs as
well as consistent significant growth capex and working capital
investments required to support Polygon's expected mid-single-digit
organic growth.

High but Sustainable Leverage: The rating is constrained by high
leverage; however, the expected modest deleveraging implies that
outstanding debt is sustainable. Fitch expects that Fitch-defined
EBITDA leverage will be above its 7x negative sensitivity through
to end-2023. Fitch forecasts gross leverage of 6.8x in 2024 with
gradual deleveraging to about 5x by end-2026, mainly driven by
improving operating margins and revenue growth.

Resilient Demand: Fitch expects solid revenue growth in 2023-2026
from the combination of its buoyant property damage restoration
(PDR) business and acquisitions. It benefits from a high share of
long-term contracts with customers and a favourable geographic
footprint focused on Germany and the Nordics. In 1H23, Polygon had
about 8% organic growth supported by strong demand in its main
markets.

Polygon's expected mid-single-digit organic growth is mainly driven
by sector characteristics, such as an increasing number of
restorable residential and commercial properties, ageing building
stock and the increasing value of properties, which, in turn,
results in more claims for damages.

Sound Business Profile: Fitch views Polygon's business profile as
solid, with market-leading positions and a contract-based income
structure that is consistent with a 'BB' rating. It has operations
in 16 countries, providing healthy geographic diversification,
albeit with some dependence on Germany. Its service offering is
well-diversified, which should attract larger insurance-company
customers as it enters new markets.

Manageable Concentration Risk: Fitch views Polygon's dependence on
insurance companies, which generate close to two thirds of total
revenue, as a manageable concentration risk for the 'B' category
business services company. The relationships are generally balanced
(albeit with some mismatch between Polygon's cost inflation and
contractual revenue escalation), based on multi-year contracts with
a very high retention rate.

Leading Position in Niche Market: Polygon is the dominant
participant in the European PDR market with a leading position in
Germany, the UK, Norway and Finland. Polygon estimates its share in
the key German market at 10%-13%. The sector is highly fragmented
with many smaller and often family-owned businesses. Size is an
important competitive advantage in the PDR market in winning
framework agreements with large insurance companies. Additionally,
larger participants provide a comprehensive offer with add-on
services, which is an increasingly common requirement from
insurance companies.

Industry with Low Cyclicality: Demand for property damage control
is viewed as stable and driven by insurance claims, which are
resilient to economic trends. The vast majority of Polygon's
revenue in its core German market is generated from framework
agreements with customers and can be regarded as recurring,
delivering good revenue visibility.

Claims under these types of damages follow normal seasonal
patterns, with water leaks and fires being the most important
product segments for Polygon. The remaining revenue is more
unpredictable and is related to extreme weather conditions, which
have increased over the past decade.

Continued Acquisitive Strategy: Fitch expects Polygon to continue
to pursue an M&A-driven growth strategy and continue to gain market
share in selected geographies as it broadens its services scope.
Execution risk is mitigated by the group's successful integration
record and policy of acquiring companies with a clear strategic fit
at sound valuation multiples. Nevertheless, the M&A pipeline, deal
parameters and post-merger integration remain important rating
drivers.

In 1H23, Polygon's main acquisition was the UK-based reconstruction
services company FSH Group Limited with annual revenue of about
EUR20 million. Fitch assumes the company will spend about EUR20
million on M&A per year in 2024-2026.

DERIVATION SUMMARY

Polygon is the market leader in the European PDR sector and has no
direct peers in Fitch's rating universe. Its framework agreements
with major property insurance providers and leading market
positions in Germany, the UK and the Nordics limit volatility of
profitability, provide some barriers to entry and enhance operating
leverage.

Polygon's business profile is slightly stronger than that of
Sweden-based leading provider of installation and service solutions
Apollo Swedish Bidco AB (Assemblin; B/Stable). Polygon has broader
geographic footprint and lower direct exposure to the cyclical
construction end-market. Both companies have broadly similar scale
of operations, leading market positions, a large number of
customers, a high share of contract revenue and active M&A-driven
strategy. Similarly to Assemblin, Polygon is smaller in size
compared with Nordic building products distributors Quimper AB
(Ahlsell, B/Positive) and Winterfell Financing S.a.r.l. (Stark
Group, B/Positive).

Polygon's financial profile is expected to be weaker than that of
Assemblin mainly due to higher leverage. Both companies have
broadly similar Fitch-defined EBITDA margins and generate
neutral-to-positive FCF through the cycle.

KEY ASSUMPTIONS

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

- Total revenue of about EUR1.3 billion in 2023, mid-single-digit
organic revenue growth in 2024-2026

- Total acquisition spend of about EUR25 million in 2023 and EUR20
million annually in 2024-2026 at 0.5x enterprise value (EV)/sales
multiple

- Fitch-defined EBITDA margin at 6.7%-7.1% in 2023-2024, increasing
to 7.8%-8.3% in 2025-2026

- Working capital requirement at 0.8% of revenue in 2023-2024 and
0.5%-0.6% annually in 2025-2026

- Capex at 2.3%-2.5% of revenue annually in 2023-2026

- No dividends in 2023-2026

Recovery Assumptions

The recovery analysis assumes that Polygon would be restructured as
a going concern (GC) rather than liquidated in a default. It mainly
reflects Polygon's strong market position and customer
relationships as well as the potential for further consolidation in
the fragmented PDR sector.

For the purpose of recovery analysis, Fitch assumes that
post-transaction debt comprises the first-lien EUR90 million RCF
(assumed full drawdown), EUR430 million TLB, EUR55 million delayed
draw TLB2 and a second-lien EUR120 million term loan.

Fitch applies a distressed EV/EBITDA multiple of 5.0x to calculate
a GC EV, reflecting Polygon's market-leading position, strong
operating environment, a sticky customer base and potential for
growth via the consolidation of the PDR sector. The multiple is
limited by Polygon's small size and significant reliance on
insurance companies in Germany.

The GC EBITDA estimate of EUR61 million reflects Fitch's view of a
sustainable, post-reorganisation EBITDA level on which Fitch bases
the enterprise valuation (EV). In such a scenario, stress on EBITDA
would most likely result from potential M&A integration issues
negatively affecting profitability generation, effectively
representing a post-distress cash flow proxy for the business to
remain a GC.

After deducting 10% for administrative claims, its waterfall
analysis generates a ranked recovery for the senior first-lien
secured debt in the Recovery Rating 'RR4' band, indicating a 'B'
instrument rating for the group's TLB, TLB2 and RCF. The waterfall
analysis output percentage on current metrics and assumptions is
48%.

RATING SENSITIVITIES

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

- Increasing scale with EBIT margin above 6% on a sustained basis

- Positive FCF post acquisitions

- EBITDA gross leverage below 5.0x on a sustained basis

- EBITDA interest coverage above 3.0x on a sustained basis

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

- EBITDA gross leverage above 7.0x on a sustained basis

- EBITDA interest coverage below 2.0x on a sustained basis

- Problems with integration of acquisitions leading to pressure on
margins

- Negative FCF generation

LIQUIDITY AND DEBT STRUCTURE

Satisfactory Liquidity: At 30 June 2023, liquidity mainly comprised
about EUR90 million committed RCF (EUR59 million undrawn). Polygon
has no significant short-term debt maturities as the debt structure
is concentrated on a EUR485 million senior secured TLB due 2028
(including EUR55 million delayed TLB2) and EUR120 million
second-lien credit facility due 2029. Fitch expects negative FCF of
around 1% of revenue in 2023 and neutral-to-positive FCF in
2024-2026.

ISSUER PROFILE

Polygon is a Sweden-based leading provider of PDR and control
services with a presence in 16 countries. Its service offering is
focused on water and fire damage restoration and its key direct
customers are mainly insurance companies.

ESG CONSIDERATIONS

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' 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. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt             Rating       Recovery   Prior
   -----------             ------       --------   -----
Polygon Group AB    LT IDR B  Affirmed             B

   senior secured   LT     B  Affirmed    RR4      B




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

AYDEM RENEWABLES: S&P Affirms 'B' ICR & Alters Outlook to Stable
----------------------------------------------------------------
S&P Global Ratings revised the outlook on Turkish power generator
Aydem Renewables to stable from negative and affirmed its 'B'
ratings on the company and its debt.

S&P said, "The stable outlook reflects our view of receding risks
for Aydem Renewables associated with the high inflation rate in
Turkiye and weakened local currency affecting the company's sizable
U.S. dollar-denominated debt as a result of the recent reimposition
of orthodox monetary policy settings.

"The outlook revision follows a similar rating action on the
sovereign. On Sept. 29, 2023, we revised the outlook on Turkiye to
stable from negative on the reimposition of orthodox monetary
policy settings. Because Aydem Renewables is a small renewables
electricity generator with 100% of generated electricity sold
domestically, its business operations are fully exposed to local
economic, banking, and regulatory risks. As a result, we believe
that any improvement in policymaking translates positively for the
company's operations, notably in limiting its exposure to high
inflation in Turkiye and weakened local currency affecting Aydem
Renewables' sizable U.S. dollar-denominated debt.

"We think credit metrics in 2023-2024 will remain adequate for the
rating, with adjusted FFO to debt at 10%-20%.We think 2023 results
will be affected by low hydro generation due to poor precipitation
in the first three months of the year. Still, we think EBITDA for
2023 might be about $150 million, improving to about $200 million
next year on better hydro output and rising contribution from
hybrid capacities and wind farms expansion."

Investment plans of $220 million for 2023-2025 include adding 310
megawatts (MW) in hybrid solar and wind capacities. This expansion
will help the company mitigate volatility in the hydro generation
observed in 2021-2023. S&P thinks another 500 MW ambitious solar
and wind generation plus battery storage project eyed for 2025 is
too large for the company to exercise fully on its own, especially
in the light of Eurobond amortization starting in February 2025.

S&P said, "The stable outlook reflects our view of receding risks
associated with the high inflation rate in Turkiye and weakened
local currency affecting Aydem Renewables' sizable U.S.
dollar-denominated debt as a result of the recent reimposition of
orthodox monetary policy settings. We also think credit metrics FFO
to debt of 10%-20%."

Downside scenario

S&P could lower the rating if:

-- S&P lowered its foreign currency rating on Turkiye or revised
downward our transfer and convertibility (T&C) assessment on
Turkiye to 'B-' from 'B' currently;

-- Aydem Renewables' operational performance is weaker than S&P
currently assumes because of prolonged lackluster precipitation or
delays in adding new capacity;

-- There are unexpected, unfavorable regulatory revisions of the
YEKDEM tariffs (for example, not protecting the company from
foreign exchange fluctuations) or material payment collectability
issues that weaken the company's liquidity;

-- There are negative group interventions, such as cash
upstreaming, imposed assets acquisitions, or merger and acquisition
(M&A) transactions, that weigh on the company's liquidity or
leverage, especially in light of a total of about $135 million debt
amortization payment due in 2025; or

-- A deterioration in the parent's credit quality from materially
higher leverage, liquidity stress, or weaker performance

Upside scenario

Ratings upside is very limited in the next 12 months, given that
the rating is constrained by the 'B' foreign currency rating and
transfer and convertibility (T&C) assessment on Turkiye at 'B'
because S&P doesn't expect to rate Aydem Renewables above the
sovereign.

S&P said, "The current rating also incorporates our 'b' group
credit profile assessment for Aydem Enerji Group, which is unlikely
to deleverage quickly from its high levels and thereby constrains
further upside in the next 12 months. We might, however, consider
upgrading Aydem Renewables if the group shows a sustained track
record of deleveraging with debt to EBITDA improving to below 5x
without any liquidity stresses, and we take a similar rating action
on Turkiye."


TURKIYE PETROL: Fitch Hikes Foreign Curr. IDR to B+, Outlook Stable
-------------------------------------------------------------------
Fitch Ratings has upgraded Turkiye Petrol Rafinerileri A.S.'s
(Tupras) Long-Term Foreign-Currency Issuer Default Rating (IDR) and
senior unsecured rating to 'B+' from 'B'. The Outlook is Stable.
The Recovery Rating is 'RR4'.

The upgrade follows the strengthening of Tupras's credit profile
and its record in maintaining offshore structural enhancements. The
rating reflects its assessment of a one-notch uplift above the
Turkish Country Ceiling of 'B' due to the increase in cash holdings
and cash generation capabilities abroad via growing trading
operations in the United Kingdom and the company's commitment to
consistently apply this business practice. Tupras also had reached
a net cash position as of end-June 2022, and Fitch expects it to
maintain a strong financial profile at least until 2026.

Tupras's rating is supported by the company's leadership in the
Turkish refined product market, the operation of some of the most
complex set of refineries in EMEA and its ability to access and
process cheaper, heavier and sour crudes from several suppliers.
However, the rating is limited by volatile refining margins, the
company's focus on fuels production with limited business
integration and domestic market and challenging operating
environment in Turkiye. Tupras relies on uninterrupted access to
local bank funding to support its liquidity, similar to other
Turkish corporates.

KEY RATING DRIVERS

One Notch Above Country Ceiling: Tupras's offshore structural
enhancements, including cash held in the UK's trading subsidiary,
support a sufficient debt-service coverage ratio over the forecast
horizon for the rating to be one notch above the Country Ceiling in
line with Fitch's Corporates Exceeding the Country Ceiling Rating
Criteria. Fitch expects the offshore cash balance to remain
relatively stable over the next three-five years and for the
company to consistently apply its financial policy.

Strong Crack Spreads: European refining companies continue to have
exceptionally high margins in 2H23. Shut-downs of refining capacity
during the pandemic, lower availability of medium-sour Russian
crude for European refiners and high temperatures during the summer
affecting capacity utilisation have contributed to the current
market situation. The recently announced ban of fuel exports from
Russia may further tighten global markets.

Net Capacity Additions: Tupras estimates net global refining
capacity additions of 400,000 barrels per day (bbl/d) in 2022
followed by an increase of 1.0 million bbl/d in 2023 and a stronger
addition of 1.9 million bbl/d in 2024. The capacity additions may
start to affect refining margins in 2H24.

Strong Financial Profile: Fitch rates refining companies on a
through-the-cycle basis given the inherent volatility of refining
margins. Its forecasts, based on moderating refining margins to
mid-cycle levels and dividend payments in line with the company's
policy, still point to a very strong financial profile for Turpas
with EBITDA net leverage below 1.0x in 2023-2026.

Low Capex, High Dividends: Tupras has a low maintenance capital
expenditure (capex) of about USD200 million a year. Spending will
increase due to the planned energy transition investments, but
Tupras plans for a gradual transition, so Fitch expects that
overall capex will remain low compared with peers. Historically,
Tupras has paid 80% of net profit in dividends, but dividends in
2020-2022 were effectively suspended due to market volatility.
Fitch expects dividend payouts at 80% of net profit from 2024, in
line with the company's policy.

Carbon Neutral in 2050: Tupras's strategy assumes a focus on
investing in biofuels, green hydrogen generation and renewables in
response to long-term changes in demand. Tupras expects that a
material amount of vehicle park will only begin running on
electricity and hydrogen in Turkiye in late 2030. The company plans
to spend an average of USD350 million a year on energy transition
by 2030.

Fitch views Tupras's targets as less ambitious than its European
peers', although demand dynamics for fuel in Turkiye are more
positive than in Europe until 2040, supporting Tupras's more
cautious investment plans.

DERIVATION SUMMARY

Tupras's closest EMEA peers are Compania Espanola de Petroleos,
S.A.'s (CEPSA; BBB-/Stable) and MOL Hungarian Oil and Gas Company
Plc (MOL; BBB-/Stable). The two peers have stronger credit
profiles, benefiting from integrated and diversified businesses
characterised by CEPSA's 41 thousand barrels of oil equivalent per
day (kboe/d) and MOL's 83kboe/d upstream production and sizeable
fuel marketing and petrochemical operations that provide
countercyclical cash flow, while Tupras primarily focuses on the
refining business.

However, this is counterbalanced by Tupras's larger refining
capacity of 612kbbl/d exceeding CEPSA's 486kbbl/d and MOL's
380kbbl/d. In addition, unlike CEPSA and MOL, Tupras operates in a
deficit fuel market, while the coastal location of its two
principal refineries allows it to actively manage crude feedstock
supplies. Tupras's leverage is currently lower than that of MOL
thanks to the continued high refining margins since 2022. Tupras
also has lower capital intensity than its peers, yet its rating is
constrained by a lack of diversification, focus on domestic market
and weak operating environment in Turkiye.

KEY ASSUMPTIONS

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

- Brent oil price of USD80/bbl in 2023, USD75/bbl in 2024, and
USD70/bbl in 2025, USD65/bbl in 2026, USD60/bbl in 2027.

- Refining margins trending towards mid-cycle level from 2024.

- Growing capex on increasing investment on ESG projects.

- Large dividend in 2023 based on the solid performance in 2022 and
80% of prior net profit distributed from 2024 in line with Tupras's
financial policy.

Recovery Analysis Assumptions

Its recovery analysis is based on a liquidation value approach,
which yields a higher value than a going-concern approach. It
assumes Tupras will be liquidated in a bankruptcy rather than
reorganised.

The liquidation estimate reflects Fitch's view of the value of
balance-sheet assets that can be realised in a sale or liquidation
conducted during a bankruptcy or insolvency proceedings and
distributed to creditors.

- Fitch has applied a 100% discount to cash held.

- Fitch has applied a 25% discount to account receivables based on
the analysis of Tupras's receivables portfolio and peer analysis.

- Fitch has applied a 25% discount to inventory, lower than the
usual 50% discount as Fitch considers commodities to be more
readily marketable.

- Fitch has applied a 50% discount to net property, plant and
equipment based on the quality of the company's assets and peer
analysis.

- All loans and bonds are unsecured and rank pari passu.

- After a deduction of 10% for administrative claims, and taking
into account Fitch's Country-Specific Treatment of Recovery Ratings
Criteria, its waterfall analysis generated a waterfall-generated
recovery computation (WGRC) in the 'RR4' band, indicating a 'B+'
instrument rating. The WGRC output percentage on current metrics
and assumptions was 50%.

RATING SENSITIVITIES

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

- Strengthening of Tupras's business profile

- EBITDA net leverage below 3.5x on a sustained basis

- Upward revision in Turkiye's Country Ceiling

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

- EBITDA net leverage consistently above 4.0x

- Worsening liquidity

- Consistently negative free cash flow (FCF)

- A lowering of Turkiye's Country Ceiling or deterioration of
hard-currency debt service ratio below 1.5x on a sustained basis

LIQUIDITY AND DEBT STRUCTURE

Liquidity Subject to Bank Funding: At June 2023, Tupras's liquidity
profile was primarily represented by its unrestricted cash balance
of TRY39.6 billion, of which TRY38.6 billion are a time deposit
with a maturity of less than a month. Fitch considers the liquid
assets and solid FCF in 2023 as sufficient to cover Tupras's
short-term debt of TRY11.5 billion, adjusted for the factoring of
TRY1.4 billion.

ISSUER PROFILE

Tupras is the largest Turkish refiner with a capacity of 612kbbl/d,
operating four plants across the country (in Izmit, Izmir,
Kirikkale and Batman). The group's weighted Nelson complexity index
of 9.5 is largely in line with EMEA peers. Its largest refinery in
Izmit has completed a residuum upgrade project in 2014 and has a
Nelson complexity index of 14.5, making it one of the most complex
assets in Europe and the Middle East. Tupras is 53% owned by KOC
Holding, an investment holding of the Koc family.

Apart from the refining assets, Tupras also holds a 42% stake in
Opet, which is the second largest petroleum products distribution
company in Turkiye in terms of sales volumes.

ESG CONSIDERATIONS

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' 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. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt              Rating           Recovery   Prior
   -----------              ------           --------   -----
Turkiye Petrol
Rafinerileri A.S.
(Tupras)            LT IDR     B+        Upgrade           B

                    LC LT IDR  B+        Upgrade           B

                    Natl LT    AAA(tur)  Upgrade           A(tur)

   senior
   unsecured        LT         B+        Upgrade   RR4     B




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

ALBION HOLDCO: S&P Affirms 'BB-' LongTerm Issuer Credit Rating
--------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' long-term issuer credit
rating on modular power provider Albion HoldCo Ltd. (Aggreko).

S&P said, "We also affirmed our 'BB-' issue rating and '3' recovery
rating (rounded recovery prospects: 55%) on the senior secured term
loan B -- which now includes the EUR300 million raise -- and the
senior secured debt, and our 'B' issue rating and '6' recovery
rating on the senior debt.

"The stable outlook indicates that we believe Aggreko's revenue and
profitability will continue to increase, with organic growth
complemented by the completed acquisitions earlier this year and
the future acquisitions that it expects to fund using the proceeds
of the add-on. Strong demand in Aggreko's key end-markets will
support its operations, and we expect S&P Global Ratings-adjusted
EBITDA margins will increase to 34%-35%, supporting deleveraging.

Aggreko is raising EUR300 million through an add-on to its term
loan B. The add-on will increase Aggreko's gross adjusted debt to
about $4.1 billion in 2023, including the $130 million of preferred
equity from Oaktree Capital Management. The add-on follows the
capital raises earlier this year, which were used to support the
acquisitions of Crestchic Ltd. and Resolute Industrial and also to
repay drawings under the revolving credit facility (RCF). S&P
expects that Aggreko will use most of the add-on for more bolt-on
acquisitions.

S&P said, "The add-on will initially weaken the adjusted credit
metrics, but we expect they will improve once Aggreko has completed
its planned acquisitions. As a result of the debt increase, we
expect Aggreko's adjusted debt to EBITDA will weaken slightly,
compared with previous forecasts, to about 4.7x in 2023, before
improving to about 4.0x in 2024. Since the potential acquisitions
are not yet contracted, we have not included in our forecast any
accretive revenue or EBITDA from the target businesses. We forecast
adjusted EBITDA will rise to about $870 million in 2023, at
significantly improved margins of above 34.0%, compared with 28.1%
in 2022. This improvement results from the enhanced pricing on
contracts throughout 2023 and more than offsets any potential
adverse effects from inflation, as well as from more complex,
higher-margin projects, and -- despite the acquisitions -- lower
one-off costs anticipated in 2023. The lower one-off costs stem
from the many organizational changes and spending to improve
operational efficiency starting to tail off. Margins are also
supported by the integration of Crestchic and Resolute Industrial,
which both originally operated at higher margins relative to
Aggreko.

"We expect Aggreko's funds from operations (FFO) to debt will dip
slightly to about 10.8% this year and about 12.9% in 2024, compared
with previous forecasts of about 14% and 16%, respectively. The
reduction of the company's FFO to debt is driven by higher cash
interest costs that result from the debt increase, the exposure to
floating rates on its term loan B, and the higher cash taxes
expected this year as the business grows. Assuming Aggreko will use
the proceeds from the EUR300 million add-on to fund mergers and
acquisitions (M&As) and considering the margins that Aggreko's M&A
targets typically exhibit, we expect in our base case that the
company's EBITDA generation will increase by up to $20 million in
the first year, supporting slightly better credit metrics.

"The repricing partially offsets the debt increase, but Aggreko is
exposed to floating rates. We expect cash interest costs will rise
to just above $270 million in 2023 and about $300 million in 2024.
This will have a slightly negative effect on the group's FFO cash
interest cover, which we expect will soften slightly from previous
expectations but increase from 2022 levels to about 2.7x this year
and in 2024. Despite these revisions, credit metrics remain
commensurate with the 'BB-' rating.

"Free operating cash flow (FOCF) will likely remain negative, but
this is common for rental equipment issuers, especially those
following a strategy of rolling bolt-on M&As to build scale. We
anticipate negative adjusted FOCF of more than $100 million this
year, driven by high capital expenditure (capex), which we
anticipate will be about $480 million in 2023 and about $580
million in 2024. The increase in capex results from spending to
integrate acquisitions and the expenditure to ramp up projects in
the transactional rental business. We note that Aggreko has some
flexibility when it comes to its capex, with about 40% of the total
spend being maintenance capex, where the company has more
discretion. The remainder is mainly growth capex. We also expect
working capital outflows of up to $80 million this year, after
outflows of $100 million in the first half of 2023 that mainly
related to the movement in payables."

Aggreko's operating performance continues to improve organically
and through acquisitions, with growth coming from its largest
regions. Aggreko's operating performance remains strong, as it
grows through new contracts and through inorganic revenue and
profitability accretion. North America, its largest market, saw
revenue grow by 28% in the first half of this year, versus the same
period in 2022, with growth across all sectors. Europe increased
its revenue by 22%, mainly through operations across manufacturing,
utilities, and the oil and gas sector. Aggreko's other regions also
experienced some growth, although at more subdued levels.

S&P said, "The company is looking to expand through consolidation
and has completed three acquisitions in the year to date, with more
opportunities in the pipeline. As was the case with Crestchic and
Resolute Industrial, we expect the company will be able to
successfully integrate any further targets and support its revenue
and EBITDA growth. Currently, we expect revenue will rise to almost
$2.5 billion in 2023 and increase to above $2.7 billion in 2024. We
expect adjusted EBITDA margins will improve further in 2024, with
absolute EBITDA generation of over $1 billion.

"The stable outlook indicates that we believe Aggreko's revenue and
profitability will continue to increase, with organic growth
complemented by the completed acquisitions earlier this year and
the acquisitions Aggreko expects to complete using the new capital.
Strong demand in Aggreko's key end-markets will support its
operations, and we expect adjusted EBITDA margins will increase to
34%-35%, supporting deleveraging."

S&P could lower the ratings on Aggreko if it expected:

-- Revenue to decline or margins to drop below 30% on a sustained
basis;

-- Leverage to trend sustainably upward toward 5x;

-- FFO cash interest coverage to remain sustainably below 3x; and

-- FOCF generation to remain deeply negative, without expectations
of recovery, potentially because of higher capex or weak working
capital management.

The above could occur if an economic downturn and lower industrial
production weaken the rental market more than S&P currently
expects, or if Aggreko's M&A strategy leads to significant
increases in debt such that credit metrics weaken sustainably.

S&P said, "We are unlikely to take a positive rating action, given
the company's acquisitive nature and the potential for further
bolt-on acquisitions. We could raise the ratings on Aggreko if we
thought that it was committed to and highly likely to shrink
leverage, including substantially reducing gross financial debt,
resulting in debt to EBITDA below 4x and FFO to debt well above
20%. Furthermore, an upgrade would be contingent on sustained FOCF
generation and Aggreko's EBITDA margins increasing to 35%."


D&J TIMBER: Goes Into Liquidation, Owes More Than GBP750,000
------------------------------------------------------------
Sam Greenway at Worcester News reports that a Worcester city timber
firm which closed suddenly in the summer owes more than GBP750,000
to companies and individuals across the UK, the Worcester News can
reveal

D&J Timber, based at the Blackpole Trading Estate East, has
officially been liquidated new documents published Companies House
show, Worcester News relates.

The firm was last open for trading on Friday, Aug. 11, but, after
locking the site up a day later, it has not been open since,
Worcester News notes.

The door of the firm, which supplied sheds, garden buildings,
landscape products, fencing, Durapost and decorative garden
products, were bolted shut with bailiffs posting a Forfeiture
Notice on behalf of landowners Lansdowne Rodway Estates Limited,
Worcester News discloses.

Daniel Cox ran the company with his mother Joy Cox until documents
were posted on Companies House stating she would no longer be a
person of significant control on Sept. 20.

A meeting was held earlier this month and now the firm's listing on
Companies House has been updated confirming the firm has gone into
liquidation, Worcester News relays.

The published creditors list reveals the extent of the company's
troubles, Worcester News states.

The list, signed by firm owner Mr. Cox on September 22, shows D&J
owed GBP773,585.47 to 31 firms and individuals, according to
Worcester News.


HARBOUR ENERGY: S&P Affirms 'BB' LongTerm ICR, Outlook Stable
-------------------------------------------------------------
S&P Global Ratings affirmed its 'BB' long-term issuer credit rating
on U.K.-based oil and gas producer Harbour Energy PLC and its 'BB-'
issue rating on its $500 million senior unsecured notes due 2026.

The stable outlook reflects that S&P expects Harbour to maintain
funds from operations (FFO) to debt well above its
rating-commensurate level of 30%, supported by strong oil and gas
prices and its financial policy.

S&P said, "High oil and gas prices will continue to support credit
metrics in 2023-2024. Favorable industry conditions in the past
12-18 months allowed Harbour to generate significant cash flow and
reduce debt. As a result, its net debt reached zero at the end of
first-half (H1) 2023 and we expect net debt to remain low. Under
our Brent oil price assumption of $85 per barrel (/bbl) for the
rest of 2023 and 2024, and Title Transfer Facility (TTF) gas price
assumption of $14 per one million British thermal units (/mmBtu)
for the rest of 2023 and 2024, we expect Harbour Energy to maintain
FFO to debt at about 50%. This indicates comfortable rating
headroom against FFO to debt above 30%, which we see as the minimum
level commensurate with the 'BB' rating. Our adjusted debt of $3.5
billion is on a net basis, but also includes considerable debt-like
items, such as asset retirement obligations and leases. Although
our debt is adjusted upward as a result, we acknowledge that these
items are naturally long term and do not put significant pressure
on the company's free operating cash flow (FOCF) or liquidity."

S&P said, "Harbour is building a solid financial policy track
record with net debt to EBITDAX of zero at the end of first-half
2023, well below its target of 1.5x Our rating reflects that we
expect Harbour to maintain comfortable headroom against its net
debt to EBITDA and exploration expense (EBITDAX) target of 1.5x;
the company has been in line with this expectation. We expect that
Harbour may re-leverage in the coming 12 months or so, because it
is not optimal to maintain large cash balances. We assume that the
company will either invest in growth or distribute the funds to the
shareholders. Its financial policy assumes a $200 million dividend
per year, and ad-hoc share buybacks."

Tax payments related to the energy profit levy (EPL) will remain a
substantial outflow, making investment prospects in the U.K.
uncertain. EPL will last until 2028, translating into a 75%
corporate income tax for exploration and production companies in
the U.K., compared with the usual 40%. This is a substantial
outflow for Harbour and highlights the weakness of asset
concentration in the U.K., where close to 95% of its production is
based. The company is looking at ways to diversify internationally
as part of its long-term strategy, but absent material
acquisitions, the U.K. will remain an important contributor to the
company's results for several years. S&P said, "Based on our oil
and gas price deck, we estimate that Harbour will pay annual cash
tax of $0.8 billion-$1 billion. Corporate income tax may normalize
to 40% sooner than 2028 if the oil price stays below $71.4/bbl, and
gas below £0.54 per 100 cubic feet of natural gas (/therm) for two
consecutive quarters. Although our mid-cycle Brent oil price of
$55/bbl is below this level, our TTF gas price of $8/mmBtu
(equivalent to about £0.65 p/therm) is not. We therefore do not
expect the EPL to go away even if prices decline to our mid-cycle
assumptions. Under these price assumptions, we believe the headroom
under Harbour's rating will be limited, with FFO to debt close to
the 30% rating threshold."

S&P said, "Our view on Harbour's business and uncertainty around
its potential acquisitions continue to limit rating upside. The
company has stated that it is focusing on expanding acquisitions,
which it has been doing. This introduces an element of uncertainty
around our expected leverage metrics, even though the metrics are
strong thanks to supportive oil and gas prices. At the same time,
our rating continues to reflect limited growth opportunities in the
existing business. Harbour's reserve life is about five years on a
proved and probable (2P) basis, which is among the lowest across
our rated exploration and production companies. This level is not
only insufficient to increase production but may limit Harbour's
ability to maintain it at the current level. In 2023, Harbour
expects production to decline to 185,000 boepd-195,000 boepd
compared with 208,000 boepd in 2022. We anticipate that production
will continue to decline absent acquisitions, which would pressure
the rating over time.

"The stable outlook reflects that we expect Harbour to maintain
headroom under the 'BB' rating over the next 12 months, as it
benefits from strong oil and gas price environment, resulting in
highly positive FOCF.

"Under our oil and gas price deck, we expect Harbour to generate
S&P Global Ratings-adjusted EBITDA of about $2.5 billion in 2023,
and close to $3.2 billion in 2024. This should translate into FFO
to debt of about 50% in 2023-2024.

"We may lower the rating on Harbour if its FFO to debt declined and
stayed below 30% for a long time. This would be accompanied by a
more aggressive financial policy, with net debt to EBITDAX staying
close to the company's 1.5x target with no headroom, or due to
debt-funded mergers and acquisitions (M&A) that push the company's
net debt to EBITDAX above 1.5x without a clear deleveraging path.
Materially lower oil and gas prices without any countermeasures to
protect credit metrics could also lead to a downgrade.

"We may also downgrade Harbour if its production declined
meaningfully from the current levels, even if FFO to debt stayed
above 30%. Such a scenario could be due to insufficient organic
reserve replacement or absent meaningful acquisitions. We see this
scenario as unlikely in the next 12 months, but it could develop
over the next 24 months."

S&P may consider an upgrade if:

-- The company profitably expanded its business, increasing
production toward 250,000 boepd and reducing operating costs.

-- FFO to debt moved above 45% on a sustainable basis (at a Brent
crude oil price of $55/bbl), with clarity on the capital allocation
priorities.


ICONIC LABS: Completes Creditors Voluntary Arrangement
------------------------------------------------------
Iconic Labs PLC on Oct. 13 disclosed that the Creditors Voluntary
Arrangement ("CVA") has been completed and the relevant documents
have been filed at and accepted by Companies House.

Brad Taylor, Chief Executive Officer of Iconic Labs, commented:

"The successful completion of the CVA marks an important step
towards Iconic Labs' financial stability.  Now that the CVA is
discharged, Iconic Labs has removed historic debts and is well
positioned to progress with growth opportunities and focus on its
strategic goals.

"We look forward to updating shareholders and the market on our
further activity in due course."

Iconic (LSE: ICON) -- https://www.iconiclabs.co.uk/ -- is a media
and technology business focused on the identification, acquisition
and growth of technology driven companies in the online media,
artificial intelligence, and big data gathering, processing and
analysis sectors.


KBOX GLOBAL: Administrators Seek to Sell Brands, Platforms
----------------------------------------------------------
Business Sale reports that dark kitchen firm KBox Global has fallen
into administration as a result of ongoing trading difficulties.

According to Business Sale, with no solvent solution available to
the business, administrators from Interpath Advisory will now seek
to sell its brands and platforms.

The firm began to experience increasing difficulties over recent
years, with founder Salima Vellani leaving the business last year,
Business Sale relates.  Like many other food sector businesses, the
company was also impacted by rising cost inflation, Business Sale
notes.

Interpath Advisory's Nick Holloway and Will Wright were appointed
as joint administrators on Oct. 11, Business Sale discloses.  All
18 of the company's employees were made redundant, with the joint
administrators saying it was apparent that "a solvent solution was
not available".

In the company's most recent accounts, for the period December 28
2020 to December 26 2021, its turnover was slightly over GBP5
million, but it incurred a GBP10.1 million pre-tax loss, Business
Sale states.  At the time, its net current assets amounted to
GBP5.9 million and it had net liabilities of GBP17.4 million,
according to Business Sale.

KBox Global worked with restaurants, hotels and kitchens, using
spare kitchen capacity to operate "dark kitchens" and licensing a
suite of delivery-only brands.


METRO BANK: Fitch Puts 'B+' LongTerm IDR on Watch Evolving
----------------------------------------------------------
Fitch Ratings has placed Metro Bank PLC's (Metro Bank) Long-Term
Issuer Default Rating of 'B+' and Metro Bank Holdings PLC's (MBH)
Long-Term IDR of 'B' on Rating Watch Evolving (RWE) from Rating
Watch Negative (RWN) following the announcement of measures to
strengthen the bank's capitalisation. Fitch has also downgraded
Metro Bank's and MBH's Viability Ratings (VRs) to 'c' from 'b' and
removed them from RWN.

The RWEs on Metro Bank's and MBH's Long-Term IDRs reflect Fitch's
view that the measures announced to strengthen Metro Bank's
capitalisation through the injection of fresh capital, the partial
write-down of Tier 2 debt and the extension of the maturity of
MREL-eligible holding company (holdco; MBH) debt could result in an
upgrade of the bank once the transaction is completed, which is
expected in 4Q23.

The RWE also reflects downside risks to the rating if the
transaction does not proceed, which, in Fitch's opinion, could
result in a regulatory intervention.

Fitch expects to resolve the RWE when the transaction is completed.
In case of a successful closing, Fitch expects to upgrade Metro
Bank's and MBH's VRs immediately after their downgrade to 'f' to
reflect the improved capitalisation after the injection of GBP150
million fresh equity capital and the issuance of GBP175 million new
senior holdco debt together with the GBP600 million debt
refinancing, as this should help the bank to strengthen its
business profile.

Rating Withdrawals

Fitch has withdrawn Metro Bank's senior preferred and senior
non-preferred debt programme ratings as the programme has expired.

KEY RATING DRIVERS

IDRs Above VR: Metro Bank's and MBH's Long-Term IDRs are now
several notches above their VRs because Fitch believes that their
senior creditors benefit from protection provided by the buffer of
junior debt. Metro Bank's Long-Term IDR is one notch above MBH's as
Metro Bank's senior creditors benefit from the buffer of senior
debt issued by MBH. Consequently, the IDRs reflect its view that
the default risk for the bank's and holdco's senior creditors is
lower than the risk reflected in the VRs.

Current Capitalisation Drives VRs: Metro Bank's and MBH's VRs are
below the implied 'b' VRs because its assessment of the group's
capitalisation and leverage prior to the completion of the measures
announced to strengthen capital has a high influence on the VRs.
These measures involve a partial write-down of Tier 2 debt and an
extension of the maturity of holdco senior debt.

Capitalisation Likely to Improve: A completion of the announced
capital measures would result in pro-forma end-June 2023 common
equity Tier 1 (CET1) and Tier 1 ratios of above 13%. As a result,
the bank would no longer be operating within regulatory buffers for
its Tier 1 ratio. After the extension of the holdco's existing
GBP350 million senior bond and the issuance of additional GBP175
million senior debt by the holdco, the bank will also meet its MREL
buffer requirements on a more sustainable basis.

The strengthened capitalisation should enable the bank to stabilise
and improve its business profile, which until now has been under
pressure given capital constraints. Conversely, failure to complete
the transaction would, in Fitch's opinion, likely result in a
materially impaired business profile.

Evolving Business Profile: The VRs also reflect the group's weak
profitability, healthy asset quality and a funding and liquidity
profile that has remained resilient to date, but, which, in its
opinion, could come under pressure if the bank experiences deposit
instability.

Weak Profitability: MBH's operating profit/risk-weighted assets
improved to 0.4% in 1H23 after an operating loss in 2022, helped by
higher interest rates and improved cost controls, and the bank
disclosed that it made a statutory post-tax profit in 3Q23.
However, Fitch believes that MBH's profitability is exposed to
rising deposit costs and increased wholesale funding costs,
including for Tier 2 and senior holdco debt. Over time, the
stronger capitalisation could help the bank to generate stronger
earnings and to reach its return on tangible equity target of above
9% in 2025.

Deposit-Based Funding: MBH's funding benefits from a large customer
deposit base, which Fitch, however, considers as vulnerable to
deposit instability until the bank successfully completes its
recapitalisation. The planned sale of up to GBP3 billion
residential mortgage loans would reduce funding needs and
risk-weighted assets. Metro Bank's and MBH's Short-Term IDRs of 'B'
are the only options that correspond to the entities' Long-Term
IDRs.

RATING SENSITIVITIES

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

On completion of the exchange for the Tier 2 debt, which Fitch
considers a distressed debt exchange (DDE), Fitch expects to
downgrade Metro Bank's and MBH's VR to 'f' to reflect its view that
the DDE is a failure of the bank according to its definitions.
Immediately afterwards, Fitch expects to upgrade the ratings to a
level consistent with the group's subsequently improved financial
and risk profiles, including its strengthened capitalisation.

Failure to complete the announced capital measures would likely
result in a downgrade of Metro Bank's and MBH's IDRs in the absence
of an alternative solution as this would likely increase the risk
of regulatory intervention materially. Metro Bank's and MBH's
Long-Term IDRs could also be downgraded on completion of the
capital measures if Fitch believes its franchise is durably
weakened, which would make it more difficult for the bank to
strengthen its profitability, or if the bank suffers deposit
instability.

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

Metro Bank's and MBH's VRs are likely to be upgraded immediately
after the completion of the DDE and their downgrade to 'f',
primarily to reflect the bank's improved capitalisation. The VRs
would likely be rated in the 'b' range as Fitch expects the
stabilisation of the bank's business profile to take some time.

Fitch expects MBH's Long-Term IDR to be rated in line with its VR
and Metro Bank's Long-Term IDR to be one notch above its VR to
reflect junior debt buffers.

Further upgrades would require a clear and sustainable path to
sound profitability and a strengthened business profile.

OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS

MBH's senior unsecured debt is rated in line with MBH's Long-Term
IDR, with a Recovery Rating of 'RR4', reflecting its expectations
of average recoveries.

Metro Bank's Tier 2 bond was downgraded to 'C'/'RR6' from
'CCC+'/'RR6' and removed from RWN to reflect its view that the
liability management exercise for the Tier 2 debt, which foresees a
40% haircut for bondholders, constitutes a non-performance of the
notes.

MBH's Government Support Rating (GSR) of 'no support' reflects
Fitch's view that senior creditors cannot rely on extraordinary
support from the UK authorities in the event that it becomes
non-viable. This is due to UK legislation and regulations that
provide a framework requiring senior creditors to participate in
losses after a failure, and to the bank's low systemic importance.

OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES

MBH's senior unsecured debt rating is mainly sensitive to changes
in its Long-Term IDR. The debt rating could also be notched below
the Long-Term IDR if its loss-severity expectations increased.

Metro Bank's Tier 2 debt rating is mainly sensitive to changes in
the bank's VR or changes in expected recoveries.

An upgrade of MBH's GSR would be contingent on a positive change in
the sovereign's propensity to support banks, which Fitch believes
is highly unlikely in light of the prevailing resolution regime.

VR ADJUSTMENTS

MBH and Metro Bank's VRs have been assigned below the implied VRs
due to the following adjustment reason: capitalisation and leverage
(negative).

The operating environment score of 'aa-' is in line with the 'aa'
implied category score, but Fitch adjusts it downward for the
following reason: sovereign rating (negative). This is to reflect
the score is constrained by the UK sovereign rating
(AA-/Negative).

The business profile score of 'b' has been assigned below the 'bbb'
implied category score due to the following adjustment reasons:
business model (negative), strategy and execution (negative).

The asset quality score of 'bbb' has been assigned below the 'a'
implied category score due to the following adjustment reasons:
underwriting standards and growth (negative).

The capitalisation & leverage score of 'c' has been assigned below
the 'a' implied category score due to the following adjustment
reasons: internal capital generation and growth (negative) and
regulatory capitalisation (negative).

The funding & liquidity score of 'b-' has been assigned below the
'a' implied category score due to the following adjustment reasons:
non-deposit funding (negative) and historical and future metrics
(negative).

Sources of Information

In accordance with Fitch's policies, the issuer appealed and
provided additional information to Fitch that resulted in a rating
action that is different from the original rating committee
outcome.

ESG CONSIDERATIONS

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' 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. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt             Rating                 Recovery  Prior
   -----------             ------                 --------  -----
Metro Bank
Holdings PLC  LT IDR        B  Rating Watch Revision        B
              ST IDR        B  Affirmed                     B
              Viability     c  Downgrade                    b
              Gov’t Support ns Affirmed                     ns

   senior
   unsecured  LT            B  Rating Watch Revision  RR4   B

Metro Bank
PLC           LT IDR        B+ Rating Watch Revision        B+
              ST IDR        B  Affirmed                     B
              Viability     c  Downgrade                    b
              Gov’t Support ns Affirmed                     ns

   subordinated  LT         C  Downgrade              RR6   CCC+

   Senior
   preferred     LT         WD  Withdrawn                   B+

   Senior
   non-preferred LT         WD  Withdrawn                   B

   Senior
   preferred     ST         WD  Withdrawn                   B


RAC BOND: S&P Assigns 'B+(sf)' Rating on Class B2-Dfrd Notes
------------------------------------------------------------
S&P Global Ratings assigned its 'BBB (sf)' credit rating to RAC
Bond Co. PLC's class A3 notes. At the same time, S&P affirmed its
'BBB (sf)' and 'B+ (sf)' ratings on the existing class A2 and
B2-Dfrd notes, respectively.

The class A3 notes' expected maturity date (EMD) is in November
2028. At closing, the issuance's proceeds were used to redeem
GBP200 million of a 2022 senior term facility (STF) with an EMD in
May 2025, therefore extending the maturity of the issuer's debt.
Under the refinancing, S&P expects the senior debt's cost to
relatively increase, as the new class A3 notes' coupon exceeds the
existing STF's coupon. The company also intends to use excess
proceeds from the issuance to repay debt.

RAC Bond Co. is a whole business securitization of RAC Bidco Ltd.'s
(RAC) operating businesses. RAC Bond Co.'s financing structure
blends a corporate securitization of RAC's U.K. operating business
with a subordinated high-yield issuance. The transaction is backed
by the operating businesses' future cash flows, which include
roadside, insurance, and financial services, but exclude RAC
Insurance Ltd. and RACMS (Ireland) Ltd.

In S&P's opinion, the transaction will likely qualify for the
appointment of an administrative receiver under the U.K. insolvency
regime. An obligor default would allow the noteholders to gain
substantial control over the charged assets before an
administrator's appointment, without necessarily accelerating the
secured debt, both at the issuer and borrower level.

In May 2023, RAC used GBP100 million of excess cash proceeds and
drew GBP200 million of the 2022 STF facility to repay the class A1
notes on their EMD in May 2023. At the same time, GBP100 million of
undrawn 2022 STF was canceled.

S&P said, "Our base-case forecasts of cash flow available for debt
service (CFADS) reflect our higher EBITDA expectation, due to
assumed organic revenue growth of 3.4% in financial year(FY) 2023
and about 3% in FY2024. Growth in the breakdown services segment
mostly comes from the business to consumer side, where we expect a
steady retention rate coupled with membership growth, whereas on
the business-to-business side we expect the company to retain all
its key customers. We also anticipate S&P Global Ratings-adjusted
margins of 34%-35% over our forecast horizon, on the back of
significant efficiency initiatives in operations, such as reduced
reliance on third-party garage contractors.

"Our higher EBITDA expectations are coupled with higher capital
expenditure expectations (including customer acquisition costs).
The net effect modestly reduces our projected cash flow available
for debt service in FY2023. Consequently, our minimum debt service
coverage ratios (DSCRs) in our base-case, which is driven by the
near-term CFADS, have decreased slightly. Long term, our higher
EBITDA expectation means higher average DSCRs in both the base-case
and downside-case scenarios. That said, they remain above middle
range for a 'bbb' anchor in our base-case analysis, and above the
breakpoint between a strong and a satisfactory resilience score in
our downside analysis. Our satisfactory business risk profile (BRP)
remains unchanged.

The long-term issuer credit ratings on the counterparties --
including the liquidity facility, derivatives, and bank account
providers -- do not constrain our rating on the class A3 notes."

"Under the transaction documents, the counterparties can invest
cash in short-term investments with a minimum required rating of
'BBB+'. Given the substantial reliance on excess cash flow as part
of S&P's analysis and the possibility this could be invested in
short-term investments, the transaction can only fully rely on
excess cash flows in rating scenarios up to 'BBB+'.

Rating Rationale For The Class A2 And A3 Notes

RAC Bond Co.'s primary sources of funds for principal and interest
payments on the class A notes are the loan interest and principal
payments from the borrower and amounts available from the liquidity
facility, which is shared with the borrower to service STFs 2020
and 2021.

S&P said, "Our ratings on the class A notes address the timely
payment of interest and the ultimate payment of principal due. They
are based primarily on our ongoing assessment of the borrowing
group's underlying BRP, the integrity of the transaction's legal
and tax structure, and the robustness of operating cash flows
supported by structural enhancements.

"Our cash flow analysis serves to both assess whether cash flows
will be sufficient to service debt through the transaction's life
and to project minimum DSCRs in base-case and downside scenarios.
In our analysis, we excluded any projected cash flows from the
underwriting part of the RAC's insurance business, which is not
part of the restricted borrowing group (only the insurance
brokerage part is).

"As discussed in our criteria, we typically consider that liquidity
facilities and trapped cash (either due to a breach of a financial
covenant or following an expected repayment date) must be kept in
the structure if: (1) the funds are held in accounts or may be
accessed from liquidity facilities; and (2) we view it as dedicated
to service the borrower's debts, specifically that the funds are
exclusively available to service the issuer/borrower loans and any
super senior or pari passu debt, which may include bank loans.

"In this transaction, we gave credit to trapped cash in our DSCR
calculations as we concluded it is required to be kept in the
structure and is dedicated to debt service.

"Although both the borrower and issuer may draw on the liquidity
facility, our treatment of the liquidity facility differs from
other transactions where the liquidity facility covers both
borrower and issuer shortfall amounts. In the case of Arqiva
Financing PLC, for example, the liquidity facility covers the
issuer/borrower loans as well as pari passu bank debt. However, in
the case of RAC Bond Co., although the borrower and issuer share
the liquidity facility, the borrower's ability to draw is limited
to liquidity shortfalls related to the STFs (2020 and 2021) and
does not cover the issuer/borrower loans. This is why we do not
give credit to the liquidity facility in our base-case DSCR
analysis for RAC Bond Co, while we do give credit to it other
transactions where the borrower may draw on the liquidity facility
to service issuer/borrower loans as well."

DSCR analysis

S&P's cash flow analysis serves to both assess whether cash flows
will be sufficient to service debt through the transaction's life
and to project minimum DSCRs in our base-case and downside
scenarios.

Base-case forecast

S&P said, "Our base-case forecasts of cash flow available for debt
service (CFADS) reflect our higher EBITDA expectation, due to
assumed organic revenue growth of 3.4% in financial year (FY) 2023
and about 3% in FY2024. Growth in the breakdown services segment
mostly comes from the business-to-consumer side, where we expect a
steady retention rate coupled with membership growth, whereas on
the business-to-business side we expect the company to retain all
its key customers. We also anticipate S&P Global Ratings-adjusted
margins of 34%-35% over our forecast horizon, on the back of
significant efficiency initiatives in operations, such as reduced
reliance on third-party garage contractors.

"Our higher EBITDA expectations are coupled with higher capital
expenditure expectations (including customer acquisition costs).
The net effect modestly reduces our projected cash flow available
for debt service in FY2023. Consequently, our minimum DSCRs in our
base-case, which is driven by the near-term CFADS, have decreased
slightly. Long term, our higher EBITDA expectation means higher
average DSCRs in both the base-case and downside-case scenarios.
That said, they remain above middle range for a 'bbb' anchor in our
base-case analysis, and above the breakpoint between a strong and a
satisfactory resilience score in our downside analysis. Our
satisfactory BRP remains unchanged."

Downside DSCR analysis

S&P said, "Our downside DSCR analysis tests whether the
issuer-level structural enhancements improve the transaction's
resilience under a moderate stress scenario. Considering RAC Ltd.'
business and services' historical performance during the financial
crisis of 2007-2008, in our view a 30% decline in EBITDA from our
base case is appropriate for the borrower's particular business. We
applied this 30% decline to the base-case at the point where we
believe the stress on debt service would be greatest.

"Our downside DSCR analysis resulted in a strong resilience score
for the class A2 and A3 notes. This reflects the headroom above a
1.80:1 DSCR threshold that is required under our criteria to
achieve a strong resilience score after considering the level of
liquidity support available to each class."

Liquidity adjustment

S&P said, "The GBP99 million liquidity facility balance represents
about 7.9% of the total senior (class A) debt, including the STFs
(2020 and 2021), which is below the 10% threshold we typically
consider for significant liquidity support. Therefore, we have not
considered any further uplift adjustment to the resilience-adjusted
anchor for liquidity."

Modifier analysis

S&P said, "Considering the proximity of the EMDs for the class A2
notes, we believe the issuer is likely to lead refinancing
operations in the short to medium term. In our view, this could
potentially lower our base-case anchor. We also considered the
possibility the issuer would issue longer-dated senior debt. To
account for this structural configuration and the proximity of our
current base-case anchor to the lower part of the base-case DSCR
range, we lowered our resilience adjusted anchor by one notch."

Comparable rating analysis

Under S&P's corporate securitization criteria, it considered
comparable peers' credit characteristics in the business sector and
by structure type (cash-sweep transactions).

RAC Ltd. is the second-largest U.K. car breakdown services provider
in terms of EBITDA, after its main competitor, the AA. Together
they represent about 75% of the market by revenue share while both
transactions have comparable leverage ratios and similar repayment
structures. RAC generates 25% less EBITDA than the AA and its S&P
Global Ratings-adjusted EBITDA margin is about the same as AA. S&P
said, "We considered the smaller EBITDA scale of the business for
RAC compared with market leader AA. We also compared RAC Bond's
class A notes' leverage to CPUK Finance Ltd.'s (a cash-sweep
transaction)--the former's class A notes are leveraged marginally
higher. Overall, we decreased by one notch our resilience-adjusted
anchor on the class A notes' rating as part of the comparable
rating analysis."

Counterparty Risk

S&P's ratings on the counterparties--including the liquidity
facility, derivatives, and bank account providers--do not constrain
our ratings on the class A2 and A3 notes.

Eligible Investments

Under the transaction documents, the counterparties are allowed to
invest cash in short-term investments with a minimum required
rating of 'BBB+'. Given the substantial reliance on excess cash
flow as part of S&P's analysis and the possibility that this could
be invested in short-term investments, full reliance can be placed
on excess cash flows only in rating scenarios up to 'BBB+'.

Rationale For The Class B2-Dfrd Notes

The class B2-Dfrd notes are structured as soft-bullet notes due in
2046. Under the transaction documents, if either the class B2 loan
or any class A loan is not repaid on its respective final maturity
date (aligned with the EMD of the corresponding class of notes),
interest due on the class B2-Dfrd notes will no longer be payable
and will be deferred. The deferred interest, and the interest
accrued thereon, becomes due and payable on the final maturity date
of the class B2-Dfrd notes in 2046. S&P said, "Our analysis focuses
on scenarios in which the loans underlying the transaction are not
refinanced at their EMDs. We therefore consider the class B2-Dfrd
notes as deferring accruing interest following the earliest class A
term loan's EMD and receiving no further payments until the class A
debt is fully repaid."

Under the transaction documents, further issuances of class A notes
are permitted without considering the potential effect on the then
current rating on the outstanding class B2-Dfrd notes.

S&P said, "Both the extension risk stemming from the deferability
of the notes, which we view as highly sensitive to the borrowing
group's future performance, and the ability to issue more senior
debt without considering the class B2-Dfrd notes may adversely
affect the issuer's ability to repay the class B2-Dfrd notes. As a
result, the uplift above the borrowing group's creditworthiness
reflected in our rating is limited. Consequently, we affirmed our
'B+ (sf)' rating on the class B2-Dfrd notes.

"Operating cash flows from RAC Bidco Ltd. (the holdco) and its
subsidiaries (the obligors), which include the borrower, are
available to service the borrower's financial obligations. In our
analysis, we excluded any projected cash flows from RAC Insurance,
which has not granted security due to regulatory considerations.
The obligors jointly and severally guarantee each other's
obligations.

"The covenants in the class B2-Dfrd issuer-borrower loan agreement
contain some provisions we consider nonstandard. First, the
covenant package allows for various forms of permitted indebtedness
(e.g., lease obligations, credit facilities, debt, etc.),
investments, and liens that may be related to "similar businesses,"
which the agreement defines fairly broadly and whose contributions
to the obligor group are unclear. Second, the class B2-Dfrd notes'
covenant package permits establishing a receivables financing
program. Lastly, it is our understanding that the change of control
provisions and the associated rights granted to the class B2-Dfrd
noteholders following a change of control may contain a carve-out
limiting the determination to instances where a downgrade has
occurred within 60 days of the change of control event itself."

Outlook

A change in S&P's assessment of the company's BRP would likely lead
to a rating action on the class A2 and A3 notes as it would require
higher DSCRs for a weaker BRP to achieve the same anchor.

Upside scenario

S&P said, "For the class B2-Drfd notes, we do not see any upside
scenario relating to the borrowing group's creditworthiness, as it
is constrained by financial policy, and our assessment of the
borrowing group's BRP. The BRP is constrained by the group's weak
geographic and service diversification, and its exposure to the
insurance broker business. Furthermore, our ratings on the class A2
and A3 notes would be limited to 'BBB+ (sf)' under our eligible
investments criteria."

Downside scenario

S&P said, "We could lower our anchor or the resilience-adjusted
anchor for the class A notes if we revise the borrowing group's BRP
to fair from satisfactory, or lower our anchor or the
resilience-adjusted anchor for the class B2-Dfrd notes if the
financial sponsor pursued a more aggressive financial policy. This
could occur if trading conditions in its core roadside service
market deteriorate, causing significant customer losses and/or
lower revenue per customer. Under these scenarios, we would likely
observe margins falling below 25% with little prospect for rapid
improvement.

"We could also lower our anchor or the resiliency-adjusted anchor
for the class A2 and A3 notes if the business' minimum projected
DSCR falls in the lower range of 3.25x-1.40x in our base-case DSCR
analysis, or 1.8:1 in our downside scenario. This could also happen
if a deterioration in trading conditions reduces cash flows
available to the borrowing group to service its rated debt."

  Ratings list

  CLASS     RATING     BALANCE (MIL. GBP)

  RATINGS ASSIGNED

   A3        BBB (sf)       250

  RATINGS AFFIRMED

   A2        BBB (sf)       600

   B2-Dfrd   B+ (sf)        345


SKEFKO BALL: Shuts Down UK Factory, 300 Jobs Affected
-----------------------------------------------------
Danny Fullbrook at BBC News reports that a Swedish-based business
has confirmed it is closing a UK factory with the loss of 300 jobs
after more than a century of manufacturing.

SKF began production in Luton in 1911, under the name Skefko Ball
Bearing Company, the company's first site outside Sweden.

According to BBC, closure of the site was first proposed in May,
and now the business says there is "no viable alternative".

SKF, as cited by BBC, said it would be closed for production by the
end of 2024 in a staged process.

The company, which used to be Luton Town FC's shirt sponsor, said
the closure was part of a "consolidation of the group's spherical
roller bearing manufacturing to secure the long-term
competitiveness on the European markets", BBC notes.

David Johansson, president of the company's Industrial Region
Europe Middle East and Africa, said that after a consultation
process "no viable alternative to closing the Luton factory has
been found", BBC relates.


TECHNIPFMC PLC: S&P Affirms 'BB+' ICR & Alters Outlook to Positive
------------------------------------------------------------------
S&P Global Ratings revised its outlook on TechnipFMC PLC, a
U.K.-based oilfield services and equipment provider, to positive
from stable and affirmed its 'BB+' issuer and issue-level credit
ratings.

The positive outlook reflects S&P's view that TechnipFMC's credit
measures will continue to improve over the next 12-24 months, with
funds from operations (FFO) reaching 55%-60% in 2024 and exceeding
70% in 2025.

S&P expects TechnipFMC's credit measures will improve over the next
12-24 months, supported by its $13.3 billion order backlog.

Tendering activity and offshore project awards have continued to
pick up during the first half of 2023, as reflected in the
company's growing project backlog which reached a company-record
$13.3 billion as of June 30, 2023, following $7.3 billion of order
inbound in the first half of 2023. The backlog provides good
visibility into revenues and margin improvement, which supports our
near-term projections; the company expects it will convert about $5
billion of backlog to revenues in 2024. S&P said, "We expect
TechnipFMC's subsea business segment, which accounts for more than
80% of revenues and about $12.1 billion of its backlog, to drive
much of the improvement in credit measures. We anticipate FFO/debt
will improve from around 45% in 2023 to the 55%-60% range in 2024
and surpass 70% in 2025."

S&P anticipates international subsea activity will lead increased
demand for TechnipFMC over the near-term.

S&P said, "Based on recent subsea project awards, we expect Brazil,
Africa, and Europe to be the largest growth areas for the company.
For its surface business, we expect increased activity in the
Middle East will support near-term growth and offset any slowdown
in the U.S. land market."

The company's pivot from debt reduction to shareholder returns will
likely slow the pace of improvement in credit measures.

TechnipFMC reinstated its common dividend in the second half of
2023, in addition to a share repurchase program and commitment to
return at least 60% of free operating cash flow (FOCF) to
shareholders. The company completed $100 million of share
repurchases in the first half of 2023 and, as of June 30, has$600
million remaining under the current authorization. S&P said, "We
expect it will use the remaining 40% of FOCF primarily to build
cash to address future debt maturities but note that larger payouts
to shareholders will slow the improvement in credit measures. The
company reduced debt by about $1.2 billion over the past two years,
primarily using the proceeds from the monetization of its 49.9%
stake in TechnipEnergies, which provided it with proceeds of about
$1.2 billion. In our current projections, we assume the company
repays its $276 million of notes maturing in mid-October 2023."

An upgrade to investment-grade would require credit measures to
improve from current levels, including FFO/debt sustained
comfortably above 60%, and an ongoing track record of a
conservative financial policy.

S&P said, "Our rating on TechnipFMC is supported by its fair
business risk assessment, which reflects its broad scale and global
diversification, technological differentiation, and unique suite of
integrated product and service offerings. We view TechnipFMC's
integrated offerings such as iEPCI and its innovative solutions
like Subsea 2.0 as competitive advantages compared with peers, and
expect these to be important drivers of the projected improvement
in credit measures.

"The positive outlook reflects our view that TechnipFMC's credit
measures will continue to improve, based on our expectation of
supportive commodity prices and a continued uptick in offshore
activity, as well as TechnipFMC's large project backlog. We expect
FFO/debt in the 55%-60% range in 2024, improving further in 2025.

"We could revise the outlook to stable if we expected credit
measures to weaken, such that we expect FFO/debt to approach 45% on
a sustained basis. This would most likely occur because of a
decrease in commodity prices that reduces the demand for offshore
drilling and completion activity, which--in turn--would reduce the
demand for the company's products and services and weaken its
pricing and margins.

"We could raise the rating within the next 12-24 months if FFO to
debt reached 60% for a sustained period, which would most likely
occur if offshore activity strengthens in line with or ahead of our
expectations, leading to stronger revenue growth and improved
margins. In addition, we would expect the company to maintain a
conservative financial policy, keeping shareholder distributions
within cash flows. While less likely, we could also raise the
rating if we revised our assessment of TechnipFMC's business risk
profile upward, while the company maintains FFO to debt well above
45%."


VOLTA TRUCKS: Files for Bankruptcy, 600 British Jobs at Risk
------------------------------------------------------------
Matthew Field at The Telegraph reports that hundreds of British
jobs are at risk after a Swedish electric truck start-up filed for
bankruptcy.

Volta Trucks, which had been developing a 16-tonne all-electric
vehicle, said it had filed for bankruptcy in Sweden after its main
battery supplier collapsed, The Telegraph relates.

According to The Telegraph, its UK division is also applying for
administration and intends to appoint insolvency experts Alvarez &
Marsal.  The collapse puts roughly 600 British jobs at risk,
Telegraph says.  The majority of Volta's 850 staff were based in
the UK, largely in the Midlands, The Telegraph states.

It is the latest electric vehicle company to run into difficulties,
The Telegraph notes.

Volta had raised more than EUR360 million (GBP312 million) for its
electric truck technology, including grant funding from the German
government, The Telegraph recounts.  Its Volta Zero truck was
designed to conduct inner city deliveries and had a range of up to
125 miles.

It had leased a 30,000 square foot service hub near Tottenham Court
Road in London, which was announced in June at an event with Mayor
Sadiq Khan.

According to The Telegraph, while production of its first electric
trucks had begun at a factory in Austria in April, Volta's plans
were thrown into doubt after its battery-maker also filed for
bankruptcy protection in the US.

Supplier Proterra filed for Chapter 11 protection in August, which
Volta said had "a significant impact on our manufacturing plans",
The Telegraph relays.

The failure reduced the volume of vehicles it could produce and
made it difficult to raise additional funding, the company said,
The Telegraph notes.



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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-
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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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