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

                          E U R O P E

          Thursday, October 19, 2023, Vol. 24, No. 210

                           Headlines



A Z E R B A I J A N

EXPRESSBANK OPEN: Fitch Affirms 'B' LongTerm IDR, Outlook Positive


G E O R G I A

HALYK BANK: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable


G E R M A N Y

SCHAEFFLER AG: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable


I R E L A N D

AURIUM CLO XI: Fitch Assigns 'B-(EXP)sf' Rating on Class F Notes
CARLYLE GLOBAL 2016-1: Fitch Affirms Bsf Rating on Class E-R Notes
CONTEGO CLO VI: Fitch Affirms 'B-sf' Rating on Class F-R Notes
JUBILEE CLO 2019-XXII: Moody's Ups Class F Notes Rating to B1
PALMER SQUARE 2023-2: Fitch Assigns B-(EXP)sf Rating on Cl. F Notes

SEGOVIA EUROPEAN 6-2019: Moody's Affirms B2 Rating on Cl. F Notes


N E T H E R L A N D S

PEER HOLDING III: Moody's Ups CFR to Ba2 & Alters Outlook to Stable


T U R K E Y

YAPI KREDI: Fitch Assigns 'BB+' Final Rating on 2 Tranches


U N I T E D   K I N G D O M

ALBION HOLDCO 3: Fitch Rates EUR300MM Term Loan 'BB+(EXP)'
BRAWSOME BAGELS: Enters Liquidation, Owes GBP177,113
GENESIS SPECIALIST: Moody's Rates $600MM Secured Loan 'Caa1'
JAMES KILLELEA: Goes Into Administration, 92 Jobs Affected
MARK STEWART: Enters Administration Due to Bibby Financial Charge

MJ LONSDALE: Mace Takes on More Than 20 Staff Following Collapse
OVERHYPE LTD: Put Into Creditors' Voluntary Liquidation

                           - - - - -


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A Z E R B A I J A N
===================

EXPRESSBANK OPEN: Fitch Affirms 'B' LongTerm IDR, Outlook Positive
------------------------------------------------------------------
Fitch Ratings has revised Expressbank Open Joint Stock Company's
(EB) Outlook to Positive from Stable. Fitch has also affirmed the
bank's Viability Rating and Long-Term Issuer Default Ratings (IDRs)
at 'B'.

KEY RATING DRIVERS

EB's Long-Term IDRs are derived from its Viability Rating (VR) of
'b', which is in line with the implied VR. The Positive Outlook on
the bank's IDRs reflects its expectations that EB's asset quality,
profitability and capital buffer are likely to remain strong in the
medium term, underpinned by the improving operating environment for
Azerbaijani banks.

Banking Sector Improving: Fitch has revised the Outlook on the 'b+'
operating environment score for Azerbaijani banks to Positive from
Stable. This captures its expectation that financial stability in
the highly cyclical Azerbaijani economy will continue to improve,
due to the stronger financial profiles of domestic banks and
tighter regulatory oversight. The latter also results in an ongoing
moderation of legacy asset-quality risks in the banking sector.

Small Bank, Retail Lending Focus: EB is a small privately owned
bank, ranked 17th out of 24 in Azerbaijan, with a 1% market share
by total assets at end-1H23. The bank runs a universal business
model and is focused on retail lending (end-1H23: 70% of gross
loans). The remaining portion of the loan book mainly includes
exposures to micro-, small- and medium-sized enterprises (MSME).

Rapid Loan Growth, Low Dollarisation: EB's loan growth averaged 19%
in 2021-1H23, outpacing the sector's 15%. Fitch expects the bank's
loan book to grow rapidly in 2023-2024, with a continued focus on
unsecured consumer lending and gradual expansion in microlending to
individual entrepreneurs. Loan dollarisation was a marginal 7% of
gross loans at end-1H23, well below the sector average of 20%.

Reduced Impaired Loans, Worse Coverage: The bank's impaired loans
(Stage 3 loans under IFRS 9) decreased to a low 2.6% of gross loans
at end-2022 (end-2021: 5.4%), supported by their work-out and
write-offs. The coverage of impaired loans by total loan loss
allowances reduced to 64% at end-2022 (end-2021: 76%), which Fitch
views as weak, given the bank's risk profile. Fitch expects the
bank's asset quality to remain adequate, with the impaired loan
ratio below 5% in 2023-2024, underpinned by loan growth and some
write-offs.

Good Profitability: EB's performance was strong in 2022, with
operating profit/risk-weighted assets (RWA) at a high 4.8% in 2022
(2021: 4.4%). This was largely driven by a wide net interest margin
(2022: 10.9%) and limited loan impairment charges (LICs). EB
reported a notable AZN6.3 million net profit in its prudential
accounts in 1H23, translating into an annualized return on average
equity of 10% (2022: 10%). Fitch expects an increase in LICs in
2023-2024 to weigh on the bank's performance, but the operating
profit/RWA ratio to remain reasonable at 2.5%-3%.

High Capital Buffer: The bank's end-1H23 regulatory Tier 1 (26%)
and total capital (29%) ratios were comfortably above the statutory
minimums of 5% and 10%. Fitch expects EB's capital buffer to remain
solid, despite Fitch Core Capital ratio (end-2022: 33%) reducing to
24% by end-2024, owing to considerable RWA growth and material
dividend payments.

Wholesale Funding, Modest Liquidity Buffer: The bank is largely
funded by customer deposits (end-1H23: 54% of total liabilities),
but it has high reliance on wholesale funds (39%). These are mostly
cheap long-term loans from state development institutions
(end-1H23: 22% of total liabilities) and short-term repurchase
obligations (12%). At end-1H23, EB's liquid assets, excluding
pledged securities, equalled a modest 12% of total assets and
covered about 30% of customer deposits.

RATING SENSITIVITIES

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

Fitch would be likely to revise the Outlook on EB to Stable from
Positive as a result of material asset-quality deterioration
leading to a substantial increase in impairment charges and lower
operating profitability compared to its projections. In addition,
the Outlook could be revised to Stable if rapid loan growth and/or
dividend pay-outs result in weaker capitalisation, with the Fitch
Core Capital ratio falling significantly below 20%.

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

An upgrade of the bank's IDRs and VR would require further
improvements in the local operating environment. This should also
be accompanied by an extended record of reasonable asset quality,
with the impaired loan ratio below 5%, and robust profitability,
with the operating profit/RWA ratio exceeding 2%.

An upgrade of Azerbaijan's sovereign rating is not likely to result
in immediate upgrade of the bank's ratings.

VR ADJUSTMENTS

The operating environment score of 'b+' is below the 'bb' category
implied score because of the following adjustment reasons:
regulatory and legal framework (negative) and financial market
development (negative).

The capitalisation & Leverage score of 'b+' is below the 'bb'
category implied score because of the following adjustment reason:
size of capital base (negative).

ESG CONSIDERATIONS

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

   Entity/Debt                          Rating           Prior
   -----------                          ------           -----
Expressbank Open
Joint Stock Company   LT IDR              B    Affirmed    B
                      ST IDR              B    Affirmed    B
                      Viability           b    Affirmed    b
                      Government Support  ns   Affirmed    ns




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G E O R G I A
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HALYK BANK: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed JSC Halyk Bank Georgia's (HBG) Long-Term
Issuer Default Rating (IDR) at 'BB+' with a Stable Rating Outlook.
Fitch has also affirmed HBG's Viability Rating (VR) at 'b+'.

KEY RATING DRIVERS

HBG Long-Term IDR is driven by potential support, in case of need,
from its parent, Kazakhstan's JSC Halyk Bank (HBK; BBB-/Stable), as
reflected in the Shareholder Support Rating (SSR) of 'bb+'.

The 'b+' VR captures the bank's modest franchise, high lending
dollarisation and asset quality weaknesses. The rating also
reflects improved profitability metrics, good capitalisation and a
stable funding profile.

Shareholder Support: Fitch Ratings believes HBK's propensity to
support its subsidiary is high given its full ownership, common
branding, a record of capital and liquidity support, and
reputational risks in case of the subsidiary's default. HBG's small
size relative to the parent underpins its view that the cost of
support would be manageable for HBK. The one-notch difference
between the IDRs of HBG and HBK reflects the cross-border nature of
their relationship and the subsidiary's limited role and modest
contribution to the group's performance.

Favourable Macroeconomic Environment: Georgia's high economic
growth, strengthening sovereign credit profile and improved
external finances support the banking sector's operating
environment and banks' credit metrics. Fitch forecasts GDP to grow
by 6.9% in 2023 (2022: 10.1%), with domestic demand underpinned by
a surge in migrants, a sharp increase in transportation, and a
rapid tourism recovery.

Limited Franchise: HBG has a modest domestic franchise with a 1.5%
market share by loans (at end-1H23) in the concentrated Georgian
banking sector. The business model is focused around corporate and
SME lending, with a limited presence in the retail segment.

High Dollarisation, Material Concentrations: Foreign-currency loans
were a high 71% of total loans at end-1H23, which is above the
sector average of 46%, due to HBG's focus on corporate and SME
lending. The loan book is concentrated, with the largest 25 groups
of borrowers amounting to around 1x of Common Equity Tier 1 (CET1)
capital.

Weak Asset Quality: Stage 3 loans accounted for 11.6% of gross
loans at end-1H23 (2022: 12.4%), which is higher than domestic
peers due to HBG's conservative classification policies and high
exposure to vulnerable industries. Coverage of impaired loans by
total loan loss allowances (LLAs) remains low at 23% due to the
bank's reliance on collateral. Fitch expects asset quality to
improve moderately in 2H23-2024 on the back of the favourable
operating environment.

Improved Profitability: Performance has improved with operating
profit at 3.5% of risk-weighted assets (RWAs) in 1H23 (annualised),
up from 2.2% in 2022, helped by increased FX gains related to
cross-border trade operations of the bank`s corporate clients,
wider net interest margin and post-pandemic reversals of loan
impairment charges.

Healthy Capitalisation: The Common equity Tier 1 (CET1) ratio was a
high 19.8% at end-1H23, comfortably above the total minimum
requirement of 12.7%, helped by internal capital generation and a
decrease in risk weighted assets (RWAs) caused by asset structure
optimisation and local currency appreciation. Capitalisation is
undermined by the high, albeit decreased, amount of unreserved
impaired loans, which were at 36% of CET1 capital at end-1H23
(end-2022: 43%).

Reliance on Related-Party Funding: HBG is primarily funded by HBK
(end-1H23: 60% of liabilities), followed by customer deposits
(33%). Liquidity metrics are strong, with a cushion of highly
liquid assets (comprising cash, placements with the National Bank
of Georgia net of obligatory reserves, short-term interbank, and
securities and loans eligible for repo) covering 56% of customer
accounts, while refinancing risks are low.

RATING SENSITIVITIES

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

HBG's IDRs and SSR could be downgraded if Georgian country risks
increase materially or if Fitch revises down its assessment of
support from the parent bank.

The VR could be downgraded if the bank's capitalisation metrics
decline as a result of asset quality deterioration, rapid credit
growth or weakening profitability, leading to net losses, if not
addressed in a timely manner by the shareholder.

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

Fitch caps HBG's IDR at one notch above the sovereign rating to
capture country risks. An upgrade of the IDR would require both an
upgrade of Georgia's sovereign rating and an upgrade of HBK's
rating.

A positive action on the bank's VR would require a material
strengthening of the bank's franchise, coupled with the moderation
of asset quality risks.

VR ADJUSTMENTS

The earnings and profitability score of 'b+' has been assigned
below the implied score of 'bb' due to: revenue diversification
(negative).

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

HBG's IDR is linked to HBK's IDR.

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           Prior
   -----------                         ------           -----
JSC Halyk Bank
Georgia             LT IDR              BB+  Affirmed   BB+
                    ST IDR              B    Affirmed   B
                    Viability           b+   Affirmed   b+
                    Shareholder Support bb+  Affirmed   bb+




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

SCHAEFFLER AG: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed Schaeffler AG's Long-Term Issuer Default
Rating (IDR) at 'BB+' with a Stable Outlook. Schaeffler's senior
unsecured instrument rating has been affirmed at 'BB+' with a
Recovery Rating of 'RR4'. Fitch has also affirmed Schaeffler's
immediate parent IHO Verwaltungs GmbH's (IHO-V) IDR at 'BB' with a
Stable Outlook. IHO's senior secured rating has been affirmed at
'BB' with a Recovery Rating of 'RR4'.

The affirmations reflect Fitch's expectation that IHO's
consolidated financial profile could benefit from the proposed
Schaeffler takeover on Vitesco. Schaeffler's business profile would
also improve through having a larger scale with a wider and
growth-oriented product offering.

Fitch expects the target consolidation in November 2024 to push
Schaeffler EBITDA net leverage to 2.3x, and for it to come down to
1.3x within a year. Fitch also expects that Schaeffler's EBIT
margins to be slightly diluted in 2025 during the integration of
Vitesco, but to remain above the negative rating sensitivity of 6%.
Despite execution risks, the transaction overall supports the
Stable Outlooks.

IHO's IDR continues to reflect its consolidated profile while
Schaeffler's IDR is constrained at one notch above IHO's IDR
reflecting their parent and subsidiary links.

KEY RATING DRIVERS

Business Profile Enhanced: Fitch believes the proposed merger with
Vitesco will strengthen Schaeffler's market and strategic position.
It will create a top 10 worldwide auto supplier based on 2022
pro-forma revenue. Complementary technology know-how would improve
the value proposition of the new Schaeffler alongside the
automotive value chain, particularly given move towards
electrification, which requires fewer parts but more integration of
modules.

The geographical and customer diversification remains well-balanced
for the new group, and the industrial business and aftermarket
which are not OEM-dependent and tends to be less cyclical still
comprises about 40% of pro-forma revenue, unchanged from the
pre-merger composition.

Room for Synergies: Schaeffler expects to accrue EUR600 million
synergies per annum from 2029 and one time integration-related
expenses of EUR665 million between 2024 and 2026. Beside
procurement savings, Fitch expects the combined entity to benefit
in the medium term from cost synergies from common R&D spending and
reduced overhead costs. However, Fitch did not incorporate the
impact of the synergies in its forecast due to a lack of details.

Minority Voting Rights: Schaeffler's new shareholder structure will
introduce 30% voting rights from the free-float shareholders, which
Fitch considers positive in terms of corporate governance, albeit
IHO-V will retain a majority of the votes. Fitch expects that
minority interests will have a certain representation in
Schaeffler´s governance, reducing pre-merger ownership
concentration and suggesting greater external supervision over the
board and management.

IHO Room for Deleveraging: Fitch expects IHO's consolidated
financial profile to benefit from the takeover, although this will
be subject to the successful takeover and subsequent integration of
Vitesco into Schaeffler. Should synergies and integration
materialise as planned, Vitesco consolidation could push IHO
leverage metrics towards positive rating sensitivities from 2025.

Schaeffler has offered to purchase up to 50.1% of Vitesco for a
maximum amount of around EUR1.8 billion. Following completion, it
will fully own the target as Schaeffler's immediate parent IHO-V
and its parent IHO-Beteiligungs, which jointly own 49.9% in
Vitesco, signed a non-tender commitment and would effectively
contribute their stakes to Schaeffler. Following the successful
takeover and integration, IHO will own 70% stake in Schaeffler.

Potential for Wider Margin: Fitch expects Vitesco's consolidation
to result in limited margin dilution for Schaeffler before
synergies accrual. In 2025, the first year of full consolidation,
Fitch expects Schaeffler's EBIT margin to be diluted by 0.9% from
Vitesco's lower profitability. At the same time, Fitch expects
Schaeffler's margin to remain above its negative sensitivities over
the rating horizon and to see EBIT margin to return to above 7%
from 2026, when the integration will be completed.

Parent-Subsidiary Linkage Limits Schaeffler: Fitch continues to
apply its Parent and Subsidiary Linkage (PSL) Rating Criteria to
the ratings. Fitch views Schaeffler's IDR as constrained by IHO-V
ownership at one notch above IHO-V's IDR (the consolidated group
profile). Fitch deems the linkage between Schaeffler and IHO-V to
be porous, even though the free-float shareholders will have voting
rights in the new structure.

The consolidated group profile combines IHO-V, the full
consolidation of Schaeffler and the dividend stream from IHO-V's
36% direct holding in Continental AG (BBB/Stable), which is
included in its funds from operations (FFO).

Limited documentary constraints on upstreaming of dividends do not
ring-fence Schaeffler from additional leverage at IHO-V. Fitch
expects dividend payments to IHO-V to remain in line with the
stipulated dividend pay-out policy, without material impact on
Schaeffler's deleveraging capacity.

DERIVATION SUMMARY

Schaeffler's business profile compares adequately with auto
suppliers in the 'BBB' rating category. Schaeffler benefits from
stronger business and customer diversification than peers in
Fitch's portfolio of publicly rated auto suppliers, outranked only
by Robert Bosch GmbH (A/Stable) and Continental. Like other large
and global suppliers, including Continental and Aptiv PLC
(BBB/Stable), Schaeffler has a broad and diversified exposure to
large international OEMs. However, the share of its aftermarket
business is smaller than tyre manufacturers, such as Compagnie
Generale des Etablissements Michelin (A-/Stable), but greater than
Faurecia S.E. (BB+/Negative).

Schaeffler also has stronger operating margins than typical auto
suppliers as they do not benefit from exposure to tyre businesses.
However, its free cash flow (FCF) and financial structure is
moderately weaker than peers in the 'BBB' category. Overall,
Schaeffler's Standalone Credit Profile is above its IDR, because,
using Fitch's PSL criteria, the IDR is constrained by Schaeffler's
weaker parent IHO-V.

IHO-V's IDR of 'BB' reflects its consolidated group profile and
Schaeffler's IDR is constrained one notch higher at 'BB+'. No
Country Ceiling or operating environment aspects affect the
rating.

KEY ASSUMPTIONS

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

- Vitesco takeover and merger executed as proposed.

- 2022-2026 revenue CAGR of 17.8% led by full Vitesco consolidation
in 2025.

- Fitch EBIT/margin declining to 7.5% in 2023-2024 on easing cost
inflation and margin recovery in the automotive technology
division. Fitch expects margin to flex slightly below 7% in 2025
driven by Vitesco first-time full consolidation before recovering
above 7% in 2026.

- Dividends received from Continental averaging EUR160 million a
year to 2026. Net working capital needs to moderate after 2023 to
0.5% of sales.

- Capex to average 5.7% of sales a year in 2023-2026.

- Schaeffler dividend payout of at around 48% over the rating
horizon.

- IHO-V cumulative dividends of around EUR450 million between 2023
and 2026.

RATING SENSITIVITIES

IHO-V

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

- Net debt/EBITDA below 2.5x.

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

- Net debt/EBITDA above 3.5x.

- Weakening of formal ties between Schaeffler and IHO-V without
adequate deleveraging.

- A reduction in IHO-V's stake in Continental without adequate
deleveraging.

Schaeffler AG

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

- Positive rating action on IHO-V or weakening of formal ties with
IHO-V combined with an EBIT margin above 8%, FCF margin of more
than 1.5%, FFO net leverage below 2.5x and net debt/EBITDA below
2.0x.

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

- Negative rating action on IHO-V or strengthening of formal ties
between Schaeffler and IHO-V.

- EBIT margin below 6%.

- FCF neutral to negative.

- FFO net leverage above 3.0x and net debt/EBITDA above 2.5x.

LIQUIDITY AND DEBT STRUCTURE

Healthy Liquidity: At end-2022, Schaeffler's liquidity was
supported by readily available cash of slightly less EUR700 million
including Fitch's adjustment of around EUR400 million. The company
has EUR2 billion committed and undrawn revolving credit facilities
(RCFs) and bilateral credit lines of EUR118 million. In addition,
Schaeffler has an uncommitted commercial paper programme of EUR1
billion, (EUR50 million utilisation at end-2022), and a factoring
programme of EUR200 million (EUR166 million drawn at end-2022).

In 1H23, Schaeffler drew a new EUR500 million loan to fund the
acquisition of Ewellix. To fund the Vitesco takeover, Schaeffler
has secured financing to cover the maximum tender volume. Vitesco
has a net cash position, which, if maintained after the takeover,
would reduce the transaction's net cash outflow.

IHO-V's liquidity is also healthy, benefiting from the absence of a
material maturity before 2026 and access to an EUR800 million
undrawn and committed RCF available until December 2024. IHO debt
is secured by a pledge on Schaeffler, Continental and Vitesco
shares.

ISSUER PROFILE

Schaeffler is a leading global automotive and industrial supplier.
The group divides its business activities into three divisions. The
automotive technologies division delivers high-precision components
and systems in engine, transmission and chassis applications for
ICE and E-mobility. Automotive aftermarket manages the distribution
of spare parts to repair shops. The industrial division supplies
bearings, drive technology and components, and services to
industrial companies.

Schaeffler this month said it would launch a public offer to
acquire and fully consolidate Vitesco, a German company active in
electrification and powertrains with sales in 2022 of around EUR9
billion. The new entity has pro-forma 2022 revenue of around EUR25
billion and will comprise four divisions - electric drivetrain; ICE
powertrain and chassis; aftermarket; and industrial and automotive
bearings. It will remain well-diversified across regions and by
customer base.

ESG CONSIDERATIONS

IHO-V has an ESG Relevance Score of '4' for Governance Structure,
reflecting the limited number of independent directors as a
constraining factor for board independence and effectiveness. This
has a negative impact on the credit profile, and is relevant to the
rating[s] in conjunction with other factors.

Schaeffler has an ESG Relevance Score of '4' for Governance
Structure, reflecting concentrated ownership and the lack of voting
rights for minority shareholders. This has a negative impact on the
credit profile, and is relevant to the rating[s] 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.

   Entity/Debt                  Rating        Recovery   Prior
   -----------                  ------        --------   -----
Schaeffler AG           LT IDR   BB+  Affirmed            BB+

   senior
   unsecured            LT       BB+  Affirmed   RR4      BB+

IHO Verwaltungs GmbH    LT IDR   BB   Affirmed            BB

   senior secured       LT       BB   Affirmed   RR4      BB




=============
I R E L A N D
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AURIUM CLO XI: Fitch Assigns 'B-(EXP)sf' Rating on Class F Notes
----------------------------------------------------------------
Fitch Ratings has assigned expected ratings to Aurium CLO XI DAC.

   Entity/Debt              Rating           
   -----------              ------           
Aurium CLO XI DAC

   Class A Loan          LT  AAA(EXP)sf  Expected Rating
   Class A 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 Notes         LT  B-(EXP)sf   Expected Rating
   Subordinated Notes    LT  NR(EXP)sf   Expected Rating

TRANSACTION SUMMARY

Aurium CLO XI DAC is a securitisation of mainly senior secured
obligations (at least 90%) with a component of senior unsecured,
mezzanine, second-lien loans, first-lien last-out loans and
high-yield bonds. Note proceeds will be used to fund a portfolio
with a target par of EUR400 million. The portfolio will be actively
managed by Spire Management Limited. The collateralised loan
obligation (CLO) has a 4.7-year reinvestment period and an 8.5-year
weighted average life (WAL) test.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors to be in the 'B'/'B-' category.
The Fitch weighted average rating factor of the identified
portfolio is 24.02.

High Recovery Expectations (Positive): At least 90% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 61.49%.

Diversified Portfolio (Positive): Exposure to the 10 largest
obligors and fixed-rate assets for assigning the expected ratings
is limited at 23% and 12.5%, respectively, and the transaction has
an 8.5-year WAL test.

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

Portfolio Management (Neutral): The transaction has a 4.7-year
reinvestment period and includes reinvestment criteria similar to
those of other European transactions. Fitch's analysis is based on
a stressed-case portfolio with the aim of testing the robustness of
the transaction structure against its covenants and portfolio
guidelines.

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

RATING SENSITIVITIES

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

An increase of the default rate (RDR) at all rating levels by 25%
of the mean RDR and a decrease of the recovery rate (RRR) by 25% at
all rating levels would have no impact on any of the rated notes.

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

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

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

A reduction of the RDR at all rating levels by 25% of the mean RDR
and an increase in the RRR by 25% at all rating levels would result
in an upgrade of up to three notches depending on the notes, except
for the class A notes, which are already at the highest rating on
Fitch's scale and cannot be upgraded.

Upgrades may occur on better-than-expected portfolio credit quality
and deal performance, leading to higher credit enhancement and
excess spread available to cover losses in 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.


CARLYLE GLOBAL 2016-1: Fitch Affirms Bsf Rating on Class E-R Notes
------------------------------------------------------------------
Fitch Ratings has revised the Rating Outlooks on Carlyle Global
Market Strategies Euro CLO 2016-1 DAC's class D-R and E-R notes to
Negative from Stable.

   Entity/Debt                Rating           Prior
   -----------                ------           -----
Carlyle Global Market
Strategies Euro CLO
2016-1 DAC

   A-1-R XS1813993091     LT AAAsf  Affirmed   AAAsf
   A-2-A-R XS1813993760   LT AA+sf  Affirmed   AA+sf
   A-2-B-R XS1813994149   LT AA+sf  Affirmed   AA+sf
   A-2-C-R XS1815318867   LT AA+sf  Affirmed   AA+sf
   B-1-R XS1813994578     LT A+sf   Affirmed   A+sf
   B-2-R XS1815315418     LT A+sf   Affirmed   A+sf
   C-R XS1813994735       LT BBB+sf Affirmed   BBB+sf
   D-R XS1813994909       LT BB+sf  Affirmed   BB+sf
   E-R XS1813992366       LT Bsf    Affirmed   Bsf

TRANSACTION SUMMARY

Carlyle Global Market Strategies Euro CLO 2016-1 DAC is a cash-flow
collateralised loan obligation. The underlying portfolio of assets
mainly consists of leveraged loans and is managed by CELF Advisors
LLP. The deal exited its reinvestment period in November 2022.

KEY RATING DRIVERS

Par Erosion; High Refinancing Risk: Since Fitch's last rating
action in November 2022, the portfolio has experienced par erosion
to 2.8% below par as of September 2023 from 1.8% below par in
October 2022 (as calculated by the trustee). This is partly driven
by additional defaults. As of September 2023, the trustee reported
EUR8.2 million of defaults.

The Negative Outlook on the class D-R and E-R notes reflects a
moderate default-rate cushion against credit quality deterioration.
Fitch believes uncertain macroeconomic conditions could lead to
further deterioration of the portfolio, with an increase in
defaults in conjunction with heightened refinancing risk.

Failing WAL: The transaction is failing the weighted average life
(WAL) test, but can reinvest and has been reinvesting, on the basis
it will maintain or improve the WAL test. As a result, the analysis
is based on a portfolio where Fitch stresses the transaction's
covenants to their limits. The weighted average recovery rate
(WARR) has also been reduced by 1.5% to address the inflated WARR,
as the transaction uses an old WARR definition that is not in line
with Fitch's latest criteria.

Sufficient Cushion for Senior Notes: Despite the par erosion, the
class A-1-R to C-R notes have retained sufficient default-rate
buffers to support their ratings and should withstand further
defaults in the portfolio. This is reflected by their Stable
Outlooks.

'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the obligors at 'B'/'B-'. The Fitch-calculated weighted average
rating factor of the current portfolio was 26.11 as of 11 of
September 2023. For the Fitch-stressed portfolio, for which the
agency has notched down the ratings of entities with Negative
Outlooks, it was 27.1.

High Recovery Expectations: Senior secured obligations comprise
98.9% of the portfolio. Fitch views the recovery prospects for
these assets as more favourable than for second-lien, unsecured and
mezzanine assets. The Fitch-calculated WARR of the current
portfolio as reported by the trustee was 65.6%, based on outdated
criteria. Under the current criteria, the Fitch-calculated WARR is
63.2%.

Diversified Portfolio: The top-10 obligor concentration as
calculated by the trustee is 14.8%, which is below the limit of
20%, and no obligor represents more than 1.7% of the portfolio
balance.

Deviation from MIR: The class A-2-A-R to A-2-C-R notes' ratings are
a notch lower than their model-implied ratings (MIR). The deviation
reflects their limited cushion in the Fitch-stressed portfolio at
their MIRs.

RATING SENSITIVITIES

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

An increase of the default rate (RDR) by 25% of the mean RDR and a
decrease of the recovery rate (RRR) by 25% at all rating levels in
the current portfolio would have no impact on the class A-1-R to
C-R notes, and would imply a downgrade of three notches for the
class D-R notes and to below 'B-sf' for the class E-R notes.

Based on the current portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration. Due to the
better metrics and shorter life of the current portfolio than the
Fitch-stressed portfolio, the class A-2-A-R to A-2-C-R, B-1-R, D-R
and E-R notes display a rating cushion of one notch, the class C-R
notes of three notches and the class A-1-R, B-1-R and B-2-R notes
display no rating cushion.

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

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

A reduction of the RDR at all rating levels by 25% of the mean RDR
and an increase in the RRR by 25% at all rating levels in the
stressed portfolio, would result in upgrades of up to four notches
for all notes, except for the 'AAAsf' notes, which are at the
highest level on Fitch's scale and cannot be upgraded, and the
class B-1-R and B-2-R notes.

Further upgrades may occur if the portfolio's quality remains
stable and the notes start to amortise, leading to higher credit
enhancement across the structure.

DATA ADEQUACY

Carlyle Global Market Strategies Euro CLO 2016-1 DAC

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

The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
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.


CONTEGO CLO VI: Fitch Affirms 'B-sf' Rating on Class F-R Notes
--------------------------------------------------------------
Fitch Ratings has revised the Rating Outlook on four tranches of
Contego CLO VI DAC to Positive from Stable and affirmed all notes.

   Entity/Debt             Rating           Prior
   -----------             ------           -----
Contego CLO VI DAC

   A-R XS2315796560     LT AAAsf Affirmed   AAAsf
   B-1-R XS2315797378   LT AAsf  Affirmed   AAsf
   B-2-R XS2315797964   LT AAsf  Affirmed   AAsf
   C-R XS2315798699     LT Asf   Affirmed   Asf
   D-R XS2315799234     LT BBBsf Affirmed   BBBsf
   E-R XS2315799317     LT BBsf  Affirmed   BBsf
   F-R XS2315799580     LT B-sf  Affirmed   B-sf

TRANSACTION SUMMARY

Contego CLO VI DAC is a securitisation of mainly senior secured
loans (at least 90%) with a component of senior unsecured,
mezzanine and second-lien loans. The portfolio is actively managed
by Five Arrows Managers LLP. The transaction will exit its
reinvestment period in July 2025.

KEY RATING DRIVERS

Decreasing Weighted Average Life: The stable performance of the
underlying assets combined with the decreasing weighted average
life of the portfolio result in larger break-even default-rate
cushions than at the last review in November 2022. This should
allow the notes to withstand unexpected losses, given the small
amount of near-term loan maturities in the transaction.

Given the manager's ability to reinvest, Fitch's analysis is based
on a stressed portfolio using the agency's collateral quality
matrix specified in the transaction documentation. Fitch used the
matrices with the 16% and 23% limit on the 10 largest obligors and
7.5% limit on fixed-rate obligations, with respect to the current
portfolio's 12.9% and 7.5% respective shares.

Stable Asset Performance: The rating actions reflect a shorter WAL
and therefore shorter risk horizon, as well as good asset
performance. The transaction is currently 0.15% above par and is
passing all collateral-quality, portfolio-profile and coverage
tests. Exposure to assets with a Fitch-derived rating of 'CCC+' and
below is 3%, according to the latest trustee report, and the
portfolio no defaulted assets.

In addition, the transaction has a small proportion of assets with
near-term maturities, with approximately 1.6% of the portfolio
maturing before end-2024, and 7% maturing in 2025, which means it
is less vulnerable to near-term refinancing risk.

'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the obligors at 'B'/'B-'. The Fitch-calculated weighted average
rating factor (WARF) of the current portfolio is 25.7. The WARF
metric of the Fitch-stressed portfolio, for which the agency has
notched down entities on Negative Outlook by one notch, was 26.8.

High Recovery Expectations: Senior secured obligations comprise
95.5% of the portfolio as calculated by the trustee. Fitch views
the recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch-calculated
WARR of the current portfolio is 62.1%.

Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. No obligor represents more than
1.7% of the portfolio balance, as reported by the trustee. The
exposure to the three-largest Fitch-defined industries is 33.8% as
calculated by Fitch.

Deviation from MIRs: The class B to E notes' ratings are one notch
below their model-implied ratings (MIR). The deviations reflect
uncertain macroeconomic conditions and the transaction's
potentially deteriorating portfolio credit profile. The transaction
has more than one year of reinvestment period remaining.

RATING SENSITIVITIES

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

A 25% increase of the mean default rate (RDR) and a 25% decrease of
the recovery rate (RRR) across all ratings of the current portfolio
would have no impact on any notes except for class D and E, which
would see a downgrade of no more than one notch.

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

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

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

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

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

DATA ADEQUACY

Contego CLO VI DAC

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

The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
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.


JUBILEE CLO 2019-XXII: Moody's Ups Class F Notes Rating to B1
-------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the following
notes issued by Jubilee CLO 2019-XXII DAC:

EUR44,500,000 Class B-1 Senior Secured Floating Rate Notes due
2031, Upgraded to Aa1 (sf); previously on May 31, 2019 Definitive
Rating Assigned Aa2 (sf)

EUR14,500,000 Class B-2 Senior Secured Fixed Rate Notes due 2031,
Upgraded to Aa1 (sf); previously on May 31, 2019 Definitive Rating
Assigned Aa2 (sf)

EUR18,000,000 Class C-1 Deferrable Mezzanine Floating Rate Notes
due 2031, Upgraded to A1 (sf); previously on May 31, 2019
Definitive Rating Assigned A2 (sf)

EUR10,000,000 Class C-2 Deferrable Mezzanine Fixed Rate Notes due
2031, Upgraded to A1 (sf); previously on May 31, 2019 Assigned A2
(sf)

EUR6,500,000 Class F Deferrable Junior Floating Rate Notes due
2031, Upgraded to B1 (sf); previously on May 31, 2019 Definitive
Rating Assigned B2 (sf)

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

EUR228,000,000 Class A Senior Secured Floating Rate Notes due
2031, Affirmed Aaa (sf); previously on May 31, 2019 Definitive
Rating Assigned Aaa (sf)

EUR25,500,000 Class D Deferrable Mezzanine Floating Rate Notes due
2031, Affirmed Baa3 (sf); previously on May 31, 2019 Definitive
Rating Assigned Baa3 (sf)

EUR19,000,000 Class E Deferrable Junior Floating Rate Notes due
2031, Affirmed Ba2 (sf); previously on May 31, 2019 Definitive
Rating Assigned Ba2 (sf)

Jubilee CLO 2019-XXII DAC, issued in May 2019, is a collateralised
loan obligation (CLO) backed by a portfolio of mostly high-yield
senior secured European loans. The portfolio is managed by Alcentra
Limited. The transaction's reinvestment period will end in November
2023.

RATINGS RATIONALE

The rating upgrades on the Class B-1, B-2, C-1, C-2 and F notes are
primarily a result of the benefit of the shorter period of time
remaining before the end of the reinvestment period in November
2023.

The affirmations on the ratings on the Class A, D and E notes are
primarily a result of the expected losses on the notes remaining
consistent with their current rating levels, after taking into
account the CLO's latest portfolio, its relevant structural
features and its actual over-collateralisation ratios.

The over-collateralisation ratios of the rated notes have improved.
According to the trustee report dated September 2023 [1] the Class
A/B, Class C, Class D, Class E and Class F OC ratios are reported
at 140.6%, 128.1%, 118.5%, 112.3% and 110.3% compared to September
2022 [2] levels of 139.9%, 127.5%, 117.9%, 111.7% and 109.7%
respectively.

In light of reinvestment restrictions during the amortisation
period, and therefore the limited ability to effect significant
changes to the current collateral pool, Moody's analysed the deal
assuming a higher likelihood that the collateral pool
characteristics would maintain an adequate buffer relative to
certain covenant requirements. In particular, Moody's assumed that
the deal will benefit from a shorter amortisation profile and
higher spread levels than it had assumed at the closing of the
transaction in May 2019.

Key model inputs:

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

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

Performing par and principal proceeds balance: EUR403.6 m

Defaulted Securities: None

Diversity Score: 57

Weighted Average Rating Factor (WARF): 2865

Weighted Average Life (WAL): 4.2 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 4.0%

Weighted Average Recovery Rate (WARR): 44.3%

Par haircut in OC tests and interest diversion test:  None

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

Methodology Underlying the Rating Action:

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

Counterparty Exposure:

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

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

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

Additional uncertainty about performance is due to the following:

-- Portfolio amortisation: Once reaching the end of the
reinvestment period in November 2023, the main source of
uncertainty in this transaction is the pace of amortisation of the
underlying portfolio, which can vary significantly depending on
market conditions and have a significant impact on the notes'
ratings. Amortisation could accelerate as a consequence of high
loan prepayment levels or collateral sales by the collateral
manager or be delayed by an increase in loan amend-and-extend
restructurings. Fast amortisation would usually benefit the ratings
of the notes beginning with the notes having the highest prepayment
priority.

-- Weighted average life: The notes' ratings are sensitive to the
weighted average life assumption of the portfolio, which could
lengthen as a result of the manager's decision to reinvest in new
issue loans or other loans with longer maturities, or participate
in amend-to-extend offerings.

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


PALMER SQUARE 2023-2: Fitch Assigns B-(EXP)sf Rating on Cl. F Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Palmer Square European CLO 2023-2 DAC
notes expected ratings.

The assignment of final ratings is contingent on the receipt of
final documents conforming to information already reviewed.

   Entity/Debt                Rating           
   -----------                ------           
Palmer Square European
CLO 2023-2 DAC

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

TRANSACTION SUMMARY

Palmer Square European CLO 2023-2 DAC is a securitisation of mainly
senior secured obligations (at least 90%) with a component of
senior unsecured, mezzanine, second-lien loans and high-yield
bonds. Note proceeds were used to purchase a portfolio with a
target par of EUR400 million. The portfolio is actively managed by
Palmer Square Europe Capital Management LLC. The collateralised
loan obligation (CLO) has an about 4.5-year reinvestment period and
seven year weighted average life (WAL) test. The WAL can step up to
the initial seven years level subject to conditions 1.5 years from
closing.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch places the
average credit quality of obligors in the 'B'/'B-' category. The
Fitch weighted average rating factor (WARF) of the identified
portfolio is 23.89.

High Recovery Expectations (Positive): At least 90% of the
portfolio comprises 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
64.63%.

Diversified Asset 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 assets limit at
15%. The transaction also includes various concentration limits,
including the maximum exposure to the three largest (Fitch-defined)
industries in the portfolio at 40%. These covenants ensure the
asset portfolio will not be exposed to excessive concentration.

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

Cash Flow Modelling (Positive): The WAL used for the transaction's
stress portfolio analysis is 12 months less than the WAL test. This
reduction to the risk horizon accounts for the strict reinvestment
conditions envisaged after the reinvestment period. These include
passing both the coverage tests, Fitch WARF test and the Fitch
'CCC' bucket limitation, together with a progressively decreasing
WAL covenant. In Fitch's opinion these conditions reduce 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 the ratings of the identified portfolio would have no impact on
class A to D notes, would lead to a downgrade of up to one notch
for the class E notes and downgrade to below 'B-sf' for the class F
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, D, E and F notes show a rating cushion of two
notches each while the class C notes shows a rating cushion of one
notch and class A displays no rating cushion.

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 the ratings of
the stressed portfolio would lead to a downgrade of up to two
notches for the class A to D notes and to below 'B-sf' for the
class E and F 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's stress portfolio
would lead to an upgrade of up to three 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 the
Fitch's stress portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining weighted average
life 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.

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

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

DATA ADEQUACY

The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
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.

SEGOVIA EUROPEAN 6-2019: Moody's Affirms B2 Rating on Cl. F Notes
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the following
notes issued by Segovia European CLO 6-2019 Designated Activity
Company:

EUR20,000,000 Class B-1-R Senior Secured Floating Rate Notes due
2032, Upgraded to Aaa (sf); previously on Jul 20, 2021 Definitive
Rating Assigned Aa2 (sf)

EUR15,000,000 Class B-2-R Senior Secured Fixed Rate Notes due
2032, Upgraded to Aaa (sf); previously on Jul 20, 2021 Definitive
Rating Assigned Aa2 (sf)

EUR6,500,000 Class C-1-R Senior Secured Deferrable Floating Rate
Notes due 2032, Upgraded to Aa3 (sf); previously on Jul 20, 2021
Definitive Rating Assigned A2 (sf)

EUR15,000,000 Class C-2-R Senior Secured Deferrable Fixed Rate
Notes due 2032, Upgraded to Aa3 (sf); previously on Jul 20, 2021
Definitive Rating Assigned A2 (sf)

EUR21,000,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2032, Upgraded to Baa1 (sf); previously on Jul 20, 2021
Definitive Rating Assigned Baa3 (sf)

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

EUR214,000,000 Class A-R Senior Secured Floating Rate Notes due
2032, Affirmed Aaa (sf); previously on Jul 20, 2021 Definitive
Rating Assigned Aaa (sf)

EUR22,500,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2032, Affirmed Ba2 (sf); previously on Jul 20, 2021
Affirmed Ba2 (sf)

EUR8,000,000 Class F Senior Secured Deferrable Floating Rate Notes
due 2032, Affirmed B2 (sf); previously on Jul 20, 2021 Upgraded to
B2 (sf)

Segovia European CLO 6-2019 Designated Activity Company, originally
issued in May 2019 and refinanced in July 2021, is a collateralised
loan obligation (CLO) backed by a portfolio of mostly high-yield
senior secured/mezzanine European loans. The portfolio is managed
by Segovia Loan Advisors (UK) LLP. The transaction's reinvestment
period will end in October 2023.

RATINGS RATIONALE

The rating upgrades on the Class B's, Class C's and Class D notes
are primarily a result of the benefit of the shorter period of time
remaining before the end of the reinvestment period in October 2023
as well as the benefit of the recent Euribor increase given the
size of the fixed rate tranches in the capital structure.

The affirmations on the ratings on the Class A-R, E and F notes are
primarily a result of the expected losses on the notes remaining
consistent with their current rating levels, after taking into
account the CLO's latest portfolio, its relevant structural
features and its actual over-collateralisation ratios.

In light of reinvestment restrictions during the amortisation
period, and therefore the limited ability to effect significant
changes to the current collateral pool, Moody's analysed the deal
assuming a higher likelihood that the collateral pool
characteristics would maintain an adequate buffer relative to
certain covenant requirements. In particular, Moody's assumed that
the deal will benefit from a shorter amortisation profile and
higher spread levels than it had assumed at refinancing.

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

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

Performing par and principal proceeds balance: EUR346,864,925

Defaulted Securities: EUR3,145,773

Diversity Score: 64

Weighted Average Rating Factor (WARF): 3,001

Weighted Average Life (WAL): 4.1 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.92%

Weighted Average Coupon (WAC): 4.90%

Weighted Average Recovery Rate (WARR): 44.8%

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

Methodology Underlying the Rating Action:

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

Counterparty Exposure:

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

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

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

Additional uncertainty about performance is due to the following:

-- Portfolio amortisation: Once reaching the end of the
reinvestment period in October 2023, the main source of uncertainty
in this transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.

-- Weighted average life: The notes' ratings are sensitive to the
weighted average life assumption of the portfolio, which could
lengthen as a result of the manager's decision to reinvest in new
issue loans or other loans with longer maturities, or participate
in amend-to-extend offerings.

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

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




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

PEER HOLDING III: Moody's Ups CFR to Ba2 & Alters Outlook to Stable
-------------------------------------------------------------------
Moody's Investors Service has upgraded Dutch retailer Peer Holding
III B.V.'s (Action or the company) long term corporate family
rating to Ba2 from Ba3 and its probability of default rating to
Ba2-PD from Ba3-PD. At the same time, Moody's upgraded the
company's instrument ratings on the EUR3,125 million backed senior
secured term loans B (TLB) and EUR500 million guaranteed senior
secured first lien revolving credit facility (RCF) to Ba2 from Ba3.
Concurrently, Moody's has assigned a Ba2 rating to the proposed $1
billion backed senior secured term loan B due in 2030, to be issued
by Peer Holding III B.V. The outlook was changed to stable from
positive.

Action intends to borrow a new USD backed senior secured term loan
B of $1 billion under its existing credit facilities agreement. The
c. EUR933 million equivalent proceeds will be used alongside an
estimated EUR486 million of cash to fund a shareholder
distribution, through combination of dividends and/or share
buybacks of approximately EUR1.4 billion to Action's shareholders
and the related transaction fees. The transaction represents the
seventh dividend recapitalisation since the company was acquired by
3i Group plc (3i, Baa1 stable) and funds managed/advised by 3i in
2011.

"Moody's decision to upgrade Action reflects the company's very
strong operating performance in the last two years, which has been
well above Moody's initial expectations and that of retail peers"
says Guillaume Leglise, a Moody's Vice President-Senior Analyst and
lead analyst for Action. "The upgrade also reflects Action's still
moderate leverage pro-forma for the proposed dividend-recap
transaction and its significant size within the investment
portfolio of 3i, which suggests a prudent financial policy
vis-a-vis Action" adds Mr. Leglise.

RATINGS RATIONALE

The rating action reflects Action's strong credit metrics, which
are well within Moody's guidance for an upgrade to Ba2. The
company's proposed transaction will have a modest impact on
Action's credit profile. The new incremental debt of $1 billion
will translate into only 0.6x increase on Moody's-adjusted gross
debt to EBITDA leverage, which will stand at 3.0x pro forma the
transaction, and will thus remain modest for the rating category.
The debt increase is largely mitigated by the company's strong
earnings growth. Action has again recorded very strong growth so
far this year, with sales up 31% (20% on a like-for-like basis)
during the first nine months of the year (to 17 September 2023) and
EBITDA of c.EUR1.530 million in the last 12 months to 17 September
2023 (+48% year-on-year).  

Moody's expects that Action's leverage will trend below 3.0x over
the next 12-18 months, driven by continued positive customer demand
for the company's value proposition across all geographies and
continued store expansion. The company's interest cover ratio
(measured as Moody's-adjusted EBIT to interest expense) will reduce
owing to the increased debt quantum but will remain healthy at
around 5.0x compared to over 7.0x currently, supported by expected
earnings growth and the company's interest rate hedging policy.  

Historically Action's rating has been constrained by the
shareholder-friendly financial policies of the controlling private
equity owner, 3i, which has a track record of raising debt to fund
shareholder distributions. While 3i does not have a formal
financial policy in respect to leverage tolerance vis-à-vis
Action, Moody's believes that the step down in leverage in the
proposed transaction compared to the levels in previous dividend
recapitalizations evidences a more prudent financial policy. At the
same time, Action's debt appetite is driven to a certain degree by
the depth of the loan market that the company targets. However, in
light of the increased scale of Action, which represented 62.5% of
3i's total investment portfolio as of June 2023, the rating agency
assumes that 3i is unlikely to undertake transactions that would
materially increase leverage causing a deterioration in the
company's credit quality in the future. Moody's expects Action to
continue paying cash dividends, via excess cash flows, as seen in
2021, 2022 and early in 2023.

Governance considerations were an important driver of the rating
action. Moody's believes that the company's maintenance of a
moderate leverage since 2020, including as part of the proposed
transaction, is evidence of a balanced financial policy. As a
consequence, Moody's assessment of the company's Financial Strategy
and Risk Management was changed to 3, from 4. As a result, the
overall exposure to governance risks (Issuer Profile Score or IPS)
was changed to G-3, from previous G-4, and Action's Credit Impact
Score to CIS-3, from CIS-4.

Action's Ba2 CFR reflects (i) the company's solid track record of
sales and earnings growth in the last decade, supported by a
well-executed store roll-out strategy; (ii) its established
position in several European markets, such as Benelux, France,
Germany, Austria, Czechia and Poland; (iii) its increasing
geographical diversification, with a growing presence in Italy,
Spain and Slovakia; (iv) its successful business model, which
supports strong like-for-like (LFL) sales and earnings growth, and
the high returns on investment associated with new store openings;
(v) the positive trading momentum experienced by discount
retailers, whose simple low-cost approach resonates well with
customers, especially at a time of high inflation; and (vi) its
strong credit metrics and cash flow generation for the rating
category, and good liquidity.

LIQUIDITY PROFILE

Pro forma the proposed transaction, Action's liquidity profile is
very good, supported by an initial cash balance of more than EUR500
million following the proposed transaction and c. EUR460 million
available under the EUR500 million RCF. Moody's expects these
resources to be more than sufficient to cover working capital and
investment needs in the next 12-18 months. Moody's expects the RCF
to remain largely undrawn, with only EUR40 million used for store
rental guarantees.

Action has a long track record of solid free cash flow (FCF)
generation, with EUR660 million of Moody's-adjusted FCF (before
dividends) in FY2022, and Moody's forecasts this will be sustained
at a level of at least EUR500 million (before dividends) per year
going forward.

The company's next debt maturity is in January 2027 when the
company's existing TLB-2 tranche of EUR625 million is due, while
the RCF facility is due in June 2028, the TLB-3 of EUR2.5 billion
is due in September 2028 and the proposed $1 billion new TLB-4 will
be due in 2030.

The RCF is subject to a springing senior net leverage covenant,
with a limit of 8.21x, tested on a quarterly basis, only when the
RCF is drawn more than 40%, with ample capacity (pro forma net
leverage of 2.3x as of September 2023).

RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects Moody's expectations that Action's
product offering and value proposition will continue to appeal to
consumers, helping sustain the company's long track record of
strong financial performance. It also assumes that the company will
maintain good FCF generation, good liquidity, and will maintain a
prudent financial policy.  

STRUCTURAL CONSIDERATIONS

Pro forma the proposed transaction, Action's debt capital structure
will comprise the new $1 billion backed senior secured term loan B,
the existing backed senior secured term loans B (TLBs) for a total
of EUR3.125 billion and a EUR500 million backed senior secured RCF.
The backed senior secured TLBs and backed senior secured RCF
benefit from the same maintenance guarantor package, including
upstream guarantees from guarantor subsidiaries, representing 93%
of the company's consolidated EBITDA and 96% of consolidated gross
assets. However there is a cap on the value of guarantee security
provided by Action Holding B.V. and its subsidiaries at EUR905
million. The new USD backed senior secured term loan B as well as
the existing bank credit facilities benefit from security
assignments over share pledges, intercompany receivables, material
bank accounts and insurance claims. Action's Ba2 backed senior
secured bank credit facilities rating is in line with the CFR. The
probability of default rating (PDR) of Ba2-PD reflects the use of a
50% family recovery rate resulting from a lightly covenanted debt
package.

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

A further upgrade will be contingent on a continued good execution
of the company's store roll out strategy, notably in countries
where Action has limited presence, such as in Italy, Spain,
Slovakia and Portugal. Moody's would also expect the company to
continue its strong organic growth performance in a post-covid
environment, pressured by higher inflation and cost of funding. An
upgrade would also require more visibility in respect to leverage
tolerance and the maintenance of a prudent financial policy,
balancing the interests of creditors and shareholders.
Quantitatively, Moody's could upgrade the rating if the company's
Moody's-adjusted debt/EBITDA were to be sustained below 3.0x and
retained cash flow/net debt to remain above 20%.

Moody's could downgrade the rating if Action is unable to maintain
an adequate liquidity buffer or if its operating performance
deteriorates materially (because of negative LFL sales growth or a
material decrease in profit margins). Moody's could also downgrade
the rating if Action's financial policy becomes more aggressive,
such that its Moody's-adjusted FCF becomes negative, its
Moody's-adjusted (gross) debt/EBITDA rises above 4.0x or adjusted
EBIT/interest expense falls below 3.0x, both on a sustained basis.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Peer Holding III B.V. (Action), established in the Netherlands in
1993, is a nonfood discount retailer with revenue of around EUR8.8
billion and operating EBITDA of EUR1.2 billion (excluding unusual
items, before IFRS 16) in FY2022. As of January 2023, Action
operated 2,263 stores. The company's wide product range includes
branded and private-label everyday items such as housekeeping and
cleaning products; personal care products; and more infrequently
purchased items such as office supplies, toys, clothing, multimedia
and raw materials for DIY, among others. The company facilitates a
treasure-hunt type of shopping experience by offering 150-200 new
products per week.
3i Group plc and funds managed/advised by 3i are the majority
shareholders of Action since 2011.




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

YAPI KREDI: Fitch Assigns 'BB+' Final Rating on 2 Tranches
----------------------------------------------------------
Fitch Ratings has assigned Yapi Kredi Diversified Payment Rights
Finance Company Ltd's (Yapi Kredi DPR) series 2023-D and 2023-H
final ratings. The Outlook is Stable. The agency has also affirmed
Yapi Kredi DPR's outstanding notes.

   Entity/Debt               Rating         Prior
   -----------               ------         -----
Yapi Kredi Diversified
Payment Rights Finance
Company Ltd

   2013-D XS0950411834   LT BB+  Affirmed   BB+
   2014-A XS1118209375   LT BB+  Affirmed   BB+
   2015-B XS1199023638   LT BB+  Affirmed   BB+
   2015-F XS1261205915   LT BB+  Affirmed   BB+
   2017-G XS1739387642   LT BB+  Affirmed   BB+
   2018-A XS1760837275   LT BB+  Affirmed   BB+
   2018-B XS1777290278   LT BB+  Affirmed   BB+
   2018-C XS1924942060   LT BB+  Affirmed   BB+
   2019-A XS1957348367   LT BB+  Affirmed   BB+
   2019-B XS1957348441   LT BB+  Affirmed   BB+
   2019-C XS1957348797   LT BB+  Affirmed   BB+
   2021-A TR009A70V301   LT BB+  Affirmed   BB+
   2021-B TR009A70V2R8   LT BB+  Affirmed   BB+
   2021-E TR009A70V4W4   LT BB+  Affirmed   BB+
   2021-G TR009A70V4Y0   LT BB+  Affirmed   BB+
   2021-H TR009A70V6A5   LT BB+  Affirmed   BB+
   2021-I TR009A70V6J6   LT BB+  Affirmed   BB+
   2022-A KY009A7B9SL4   LT BB+  Affirmed   BB+
   2023-A KYMM004U64H3   LT BB+  Affirmed   BB+
   2023-B KY009A8LE1M9   LT BB+  Affirmed   BB+
   2023-C KYMM004U64J9   LT BB+  Affirmed   BB+
   2023-D KY009A8MXNP3   LT BB+  New Rating
   2023-E KYMM004U64P6   LT BB+  Affirmed   BB+
   2023-F KYMM004U64Y8   LT BB+  Affirmed   BB+
   2023-G KY009A8LDVF1   LT BB+  Affirmed   BB+
   2023-H KYMM004V5UV5   LT BB+  New Rating

TRANSACTION SUMMARY

Yapi Kredi DPR is a future flow transaction of current and future
diversified payment rights (DPRs) originated by Yapi ve Kredi
Bankasi A.S. (YKB; B-/Stable) and denominated in US dollars, euros
and sterling. DPRs are essentially payment orders processed by
banks, which can arise for a variety of reasons but mainly reflect
payments due on the export of goods and services, capital flows and
personal remittances. The DPRs settled by YKB are mostly
denominated in US dollars and euros.

KEY RATING DRIVERS

Originator Credit Quality: YKB's Long-Term Local-Currency Issuer
Default Rating (IDR) of 'B' is driven by its Viability Rating of
'b' and is one notch above its Long-Term Foreign-Currency IDR of
'B-', reflecting lower government intervention risk in local
currency than in foreign currency. Fitch affirmed YKB's Local
Currency IDR at 'B' in September 2023, while revising its Outlook
to Stable from Negative, in line with its rating action on
Turkiye's IDR.

GCA Score Supports Rating: Fitch has maintained the going-concern
assessment (GCA) score of 'GC1' for YKB. The GCA score is a
measurement of the likelihood of the business remaining a going
concern and of underlying cash flow being generated if the company
defaults on other liabilities.

Limited Upgrade Potential: Fitch views the overall current risks of
the Yapi Kredi DPR programme as being on a par with its GC1 peers
in the Turkish market. However, the new issuance has increased the
programme's share of the originator bank's long-term funding to
42.9%, which is the higher end of Fitch-rated Turkish DPR
programmes. As long as this share remains at current levels, it
likely to limit rating upside.

Sufficient Coverage: Fitch calculates the monthly debt service
coverage ratio (DSCR) for the programme at 50x, based on the
average monthly offshore flows processed through designated
depositary banks (DDBs) in the past 12 months, after incorporating
interest-rate stresses.

Fitch also tested the sufficiency and sustainability of the DSCRs
under various scenarios, including foreign-exchange stresses, a
reduction in payment orders based on the top 20 beneficiary
concentrations and a reduction in remittances based on the sharpest
quarterly decline in the last five years. The results confirm
sufficient DSCRs to support the assigned ratings.

Diversion Risk Reduced: The transaction's structure, like those of
peers, mitigates certain sovereign risks by keeping DPR flows
offshore until scheduled debt service is paid to investors,
allowing the transaction to be rated above Turkiye's Country
Ceiling. Fitch believes diversion risk is materially reduced by the
acknowledgement agreements signed by DDBs.

RATING SENSITIVITIES

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

Significant variables affecting the rating of the transaction are
the originator's credit quality, the GCA score, DPR flow
development and debt service coverage. Fitch would analyse a change
in any of these variables for the impact on the transaction's
ratings.

Another important consideration that could lead to rating action is
the level of future flow debt as a percentage of the originating
bank's overall liability profile, its non-deposit funding and
long-term funding. This is factored into Fitch's analysis to
determine the maximum achievable notching differential, given the
GCA score. Yapi Kredi DPR programme debt represents a significant
share of YKB's funding profile, particularly long-term funding. A
significant increase of programme size could translate into rating
pressure.

In addition, the ratings of The Bank of New York Mellon
(AA/Stable/F1+) as the issuer's account bank may constrain the
ratings of DPR debt should Bank of New York Mellon be rated below
the then ratings of the DPR debt and no remedial action is taken.

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

Fitch does not anticipate developments triggering an upgrade. The
main constraint on DPR notes' ratings is the originator's credit
quality and the market conditions in Turkiye, which are relevant to
DPR flows performance. Increased economic stability could benefit
DPR flow performance and hence the rating.

An increase in the level of future flow debt as a percentage of the
originating bank's overall liability profile, its non-deposit
funding and long-term funding could limit the maximum achievable
notching differential, given the GCA score. Currently, the
programme has a high DPR debt size as a percentage of originator's
long-term funding.

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

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

DATA ADEQUACY

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

Prior to the transaction closing, Fitch did not review the results
of a third-party assessment conducted on the asset portfolio
information.

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

ESG CONSIDERATIONS

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.




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

ALBION HOLDCO 3: Fitch Rates EUR300MM Term Loan 'BB+(EXP)'
----------------------------------------------------------
Fitch Ratings has assigned Albion Financing 3 S.a.r.l.'s EUR300
million non-fungible incremental term loan an expected rating of
'BB+(EXP)' with a Recovery Rating of RR2.

Fitch has also affirmed Albion HoldCo Limited's (Albion) Long-Term
Issuer Default Rating (IDR) at 'BB-', the senior secured notes
issued by Albion Financing 1 S.a.r.l and the senior secured term
loan issued by Albion Financing 3 S.a.r.l. at 'BB+'/'RR2', and the
senior unsecured debt issued by Albion Financing 2 S.a.r.l. at
'BB-'/'RR4'. The Outlook is Stable.

The use of the proceeds is to fund future acquisitions or general
corporate purposes. The incremental term loan will have terms that
are substantially similar to the existing senior secured
facilities.

Fitch expects there to be limited impact of the add-on on Albion's
credit metrics with leverage only slightly increasing from its
previous forecast.

The Stable Outlook reflects its expectation that Albion's revenue
and profitability will continue to increase supporting EBITDA
growth, which will lead to gross leverage gradually declining to
under 3x over its rating horizon. The rating reflects Albion's
strong business profile which is offset by a highly leveraged
financial structure and pressured free cash flow (FCF).

KEY RATING DRIVERS

New Loan to Fund Acquisitions: Albion Holdco Limited is the owner
of UK-based temporary power and energy supply provider, Aggreko
Limited.

Fitch expects Albion to use the new term loan B (TLB) to fund
additional, unspecified acquisitions following the four already
made this year. The TLB add-on follows funding (EUR 335million and
USD300 million) raised earlier this year to support the
acquisitions of Crestchic Ltd. and Resolute Industrial, as well as
to repay drawings under its revolving credit facility (RCF).

Weakened Credit Metrics in Short Term: The new loan will initially
weaken leverage metrics but these should improve over the rating
horizon as acquisitions and expansionary capex are completed. Fitch
estimates that EBITDA leverage will be 4.5x at the end of 2023,
which is more in line with the 'B' category for the sector.
However, Fitch expects leverage to gradually improve to around 2.9x
by the end of 2026 as a result of continued EBITDA growth.

FCF Pressured: Fitch anticipates some pressure on free cash flow
(FCF) generation through 2025 as of the company expands its
existing fleet across most segments while gradually replacing
diesel engines with gas engines. The company has planned for large
discretionary, capital spending (around 60%-65% of total) over its
rating horizon to support its expansion plans, amounting to an
average of about 21% of revenue over its forecast period. Fitch
notes that this sustained deficit could reduce the liquidity
headroom and put pressure on the rating if forecast growth is not
achieved.

Solid Liquidity: Albion reported USD147 million of total cash as at
end-June 2023. It also has access to a GBP300 million revolving
credit facility, of which GBP 238 million remains undrawn.
Liquidity should be sufficient to comfortably cover forecast
negative free cash flow while the expansionary capex plan is
underway. Albion has no short-term refinancing risk as its first
debt maturity is in 2026.

Operational Improvements Boost Profitability: Albion's operational
performance improved in 1H23 and Fitch forecasts EBITDA to reach
USD870 million with an EBITDA margin of 35%, up from 30.6% on FY22.
Fitch forecasts a steady EBITDA margin improvement throughout the
forecast period, reaching 39% by 2026. This has been mainly from
price revisions on contracts throughout 2023 and initiatives to
reduce costs. These include exiting some lower-return projects,
depots and geographies in its emerging markets power projects
business.

It undertook an organisational review, which has reduced headcount
and overhead costs along with freeing up its fleet to be deployed
elsewhere. The company has upgraded key IT systems and is using
more data analytics and predictive maintenance to drive down
costs.

Revenue Grew: Revenue increased 15% in 1H23, mainly from organic
growth and price rises. North America grew 12% mainly from oil &
gas quarrying, mining and utilities. Europe rose 17% from
manufacturing, utilities and oil & gas. In Latin America, revenue
increased 20% supported by new projects in Brazil and a large
emergency job in Argentina.

Attractive Underlying Market: Fitch believes that the market has
long-term attractive structural drivers as electrical
infrastructure ages against the backdrop of the transition to
renewable energy. Global electricity demand is expected to rise 70%
by 2050 to 37,000 terawatt hours, according to Albion, driven by
population growth and increasing urbanisation. The gap between
power supply and demand is increasing as governments remain
reluctant make large investments in fossil fuel-based power plants
in the middle of the energy transition.

DERIVATION SUMMARY

Albion's rating reflects the company's global leading position in
the provision of temporary power and energy services, which has
supported strong profitability and margins. The rating profile also
considers the relative short-term nature of the company's
underlying contract length. Profitability generation has returned
to pre-pandemic levels and is forecast to continue to increase,
aided by underlying markets, cost-savings initiatives and recent
acquisitions.

Albion's revenue is slightly higher then Boels Topholding B.V.
(BB-/Positive) and BCP V Modular Services Holdings III Limited
(B/Stable) but less than half of Ashtead Group plc (BBB/Stable).
Albion's EBITDA margin is in line with Boels and Modulaire.
Allowing for the recent acquisitions, forecast EBITDA leverage will
be between that of Boels and Modulaire.

KEY ASSUMPTIONS

Fitch has factored in -low double-digit revenue growth through the
forecast period, driven the company's expansionary capex to meet
increasing demand and acquisitions Fitch expects the consolidated
EBITDA margin to improve throughout its forecast horizon following
the number of key cost-savings initiatives the company has
launched, focus on pricing opportunities and potential synergies
stemming from acquisitions.

Fitch has assumed no dividend distribution in line with management
expectations throughout its forecast period. Fitch has assumed
capex in line with management's expectations throughout its
forecast period. Fitch has assumed the EUR300m TLB to be used to
fund acquisitions.

RATING SENSITIVITIES

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

- EBITDA leverage below 4.0x on a sustained basis

- EBITDA interest coverage above 5.0x

- Improvement of FCF margin above 3%

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

- EBITDA leverage above 5.0x

- EBITDA interest coverage below 3.5x

- FCF below 1%

LIQUIDITY AND DEBT STRUCTURE

Solid Liquidity: At end-June 2023, Albion reported having total
cash of USD147 million (excludes cash of USD46 million to
discontinued operations in Eurasia). Albion has access to a GBP300
million revolving credit facility, of which GBP238 million remains
undrawn. Albion has no short-term refinancing risk as its first
debt maturity is in 2026.

ISSUER PROFILE

Albion Holdco Limited is the owner of UK-based temporary power and
energy supply provider, Aggreko Limited.

Aggreko provides mobile modular power, temperature control and
energy services across 170 locations in 80 countries. The company
operates through two complementary business units: transactional
rental and power projects, which share fleet and infrastructure.

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
   -----------            ------                --------   -----
Albion Financing 3
S.a.r.l.

   senior secured   LT      BB+(EXP)  Expected Rating  RR2

   senior secured   LT      BB+  Affirmed           RR2     BB+

Albion Financing 2
S.a.r.l.

   senior
   unsecured        LT      BB-  Affirmed           RR4     BB-

Albion HoldCo
Limited             LT IDR  BB-  Affirmed                   BB-

Albion Financing 1
S.a.r.l

   senior secured   LT      BB+  Affirmed           RR2     BB+


BRAWSOME BAGELS: Enters Liquidation, Owes GBP177,113
----------------------------------------------------
James Walker at The National reports that bakery firm Brawsome
Bagels has gone bust, leaving the business with a six-figure debt
trail.

Brawsome Bagels entered financial trouble earlier this year,
leading to the closure of its takeaway in Glasgow's west end, The
National relates.

According to The National, owner Ian Brooke blamed rising costs,
technical issues and change in consumer spending.

It isn't clear how many jobs were affected by the closure, The
National notes.

But Brooke's firm, Southside Bagels, now has huge debts and owes
money to a range of investors, banks and the HMRC, The National
states.

Documents seen by The Daily Record show that Southside Bagels went
into liquidation in May with debts of GBP177,113, The National
relays.

The bakery currently operates under a different company, BBHQ Ltd,
and is still open to customers.

Southside Bagels' assets are currently being assessed by insolvency
experts Begbies Traynor to see how much money can be recovered, The
National discloses.


GENESIS SPECIALIST: Moody's Rates $600MM Secured Loan 'Caa1'
------------------------------------------------------------
Moody's Investors Service has assigned ratings to the USD800
million debtor-in-possession (DIP) super priority term loan
financing of Genesis Specialist Care Finance UK Limited (DIP) and
co-borrower GenesisCare USA Holdings, Inc. (DIP).  Moody's has
assigned a B1 senior secured rating to the USD200 million tranche
comprised of new money, and Caa1 senior secured rating to the
USD600 million tranche comprised of roll-up loans. These ratings
are assigned on a point-in-time basis and will be withdrawn as soon
as practicable, until which point they are subject to monitoring.


On June 2, 2023, the United States Bankruptcy Court Southern
District of Texas approved on an interim basis the USD800 million
DIP loan facility [1].  On June 19, 2023, the Court approved a
final order of USD826 million (including fees).  The DIP facility
will mature on the earliest of a) May 31, 2024, b) the effective
date of any Chapter 11 plan for the reorganization of the Borrower
or any other Debtor, c) the sale of all or substantially all of the
Debtors' assets or d) the acceleration of the loans and termination
of the DIP Facility in accordance with the terms thereof.

Genesis Care Finance Pty Ltd ("Genesis" or "the company"), Genesis
Specialist Care Finance UK Limited, GenesisCare USA Holdings, Inc.
and other subsidiaries all filed for voluntary petitions under
Chapter 11 of the US Bankruptcy Code on June 1, 2023.  Moody's
subsequently withdrew all the ratings on the three subsidiaries.

RATINGS RATIONALE

The B1 and Caa1 ratings to the DIP loan facility primarily reflect
the collateral coverage available to lenders and the structural
features of the DIP facility. The collateral consists of mostly
intangible assets and subsidiary interests. Asset values for such
assets depend on a number of variables that can lead to a broad
range of outcomes. In terms of structure, the new money loans have
senior payment priority over the roll-up loans.

The ratings reflect the risks associated with the complexity of
execution of the reorganization. Complexities include the sale
and/or wind-down of the US business in the current economic
environment, allocating value among pre-petition debt under
multiple facilities, as well as any other regulatory considerations
or approvals. Moody's estimates revenues from Australia will be
impacted by the regulatory changes and a new pricing model, with a
recovery in revenues from 1H2024 (December 2023), and a further
increase in revenues from FY2025.

The ratings also consider the cause of the bankruptcy, which was a
high debt load due to the leveraged acquisition of the US business,
combined with underperformance during the pandemic. The company was
unable to address the execution and integration risks associated
with the acquisition, as well as other issues in the US business,
including revenue cycle management and competitive pressures.
Management continued with growth initiatives, including opening new
sites, while the company was underperforming during the pandemic,
when demand for its services decreased and costs increased.

The company is now under new management. To emerge from bankruptcy,
the company plans to sell or wind down the US business and simplify
its operations in the remaining jurisdictions, with a
nationally-led strategy. The remaining businesses in Australia, the
UK and Spain are performing well, with an increase in patient
numbers post pandemic. Moody's also considers the longer-term
demand for oncology services will only continue to increase as the
population ages. GenesisCare has a strong market position in
Australia, and good market positions in the UK and Spain.

The ratings also consider that the USD800 million DIP facility and
USD26 million of fees represent 46% of pre-petition debt (where
pre-petition debt comprises total reported debt liabilities and
lease liabilities as of June 30, 2023).

The DIP loan facility is a super-priority senior secured priming
multi-draw facility. Of the total USD826 million DIP facility,
USD200 million of new money will be used to repay critical vendors,
service linac leases, sale and lease-back facilities, and to
finance strategic alternatives for the sale of the US business and
other business purposes. There is an additional USD26 million of
pari new money loans for fees at issuance that were paid in kind.
The USD600 million of roll-up loans allowed new money DIP lenders
to roll a portion of their existing pre-petition secured debt into
the DIP facility. The loan facility is secured by the assets of
Genesis Care Finance Pty Ltd and each of its direct and indirect
subsidiaries that are Obligors under and as defined in the
pre-petition syndicated facility agreement.

In assigning the ratings, Moody's considered various valuation
estimates, including asset liquidation and EBITDA multiples, and
assumed guarantees are included in the collateral package. The B1
rating for the new money tranche is based on the assumption that
the DIP term loan collateral coverage will fall within a range of
1.25-2x. Moody's believes there is potential for higher asset
valuations in a reorganization, however Moody's also considers that
the valuation of the intangible assets and equity interests
providing the bulk of collateral support is highly sensitive to
earnings and multiple estimates in the current economic
environment.

The Caa1 rating for the roll-up tranche is based on the assumption
that the remaining collateral cover, once the new-money tranche is
paid, will fall below 1x.  

The principal methodology used in these ratings was
Debtor-in-Possession Lending published in June 2018.


JAMES KILLELEA: Goes Into Administration, 92 Jobs Affected
----------------------------------------------------------
Amy Farnworth at Lancashire Telegraph reports that a 53-year-old
steelwork specialist has called in the administrators after its
annual turnover plummeted by 50%.

Rossendale's James Killelea and Co was closed on Friday, with a
former employee saying staff turned up to work on Oct. 13 and
couldn't get in the building, Lancashire Telegraph relates.

James Killelea and Co, based in Stoneholme Road, Crawshawbooth, has
been in business since 1970 providing structural engineering
services including 3D building design, structural steel fabrication
and erection.

In a financial statement for the year ending May 2022, the firm
recorded a turnover of £11.4m, which was a decrease of 50 per cent
from 2021, Lancashire Telegraph discloses.

The company also generated a pre-tax loss of GBP772,000 for the
year to May 2022, Lancashire Telegraph states.

It is believed administrators Leonard Curtis Recovery Limited are
dealing with the administration process, Lancashire Telegraph
notes.

According to Lancashire Telegraph, a spokesperson for James
Killelea and Co, which is believed to have employed around 92
staff, said: "It is with great sadness that we announce the closure
of James Killelea & Co. Ltd.

"The Company had enjoyed 53 years of uninterrupted trading to
become a major supplier throughout the UK of numerous steel framed
structures for a wide range of sectors such as, stadia, commercial,
retail, transport, industrial and warehousing.

"We have been privileged to assist in the building of the
infrastructure of our country and this could only have been
possible with the talent and dedication of our loyal staff, many of
whom we had drawn from our local community. None of what we have
achieved would have been possible without them.

"However, the business whilst operating within a highly competitive
industry has been severely financially affected by the impact of
Covid, fluctuating markets, escalating material prices and rising
energy costs.

"The current downturn in the construction industry has resulted in
this unfortunate situation and despite the best efforts of the
directors to rectify matters administration was the only option.

"It is with a heavy heart and great regret that this decision was
taken, and we take this opportunity to thank all our staff, past
and present for the commitment they have shown whilst in our
employment and we wish them the very best for their future."

The steel fabrication firm was founded in 1970 by James Killelea
and his son Robert.


MARK STEWART: Enters Administration Due to Bibby Financial Charge
-----------------------------------------------------------------
Business Sale reports that Mark Stewart Limited, a transport and
logistics firm based in North Lincolnshire, has fallen into
administration.

The company, which is headquartered in North Killingholme, filed a
notice of intention to appoint administrators earlier this week,
Business Sale relates.

The same day, the company moved to formally appoint Philip Pierce
and Mark Hodgett of FRP Advisory as joint administrators and they
have now assumed control over the firm's day-to-day operations,
Business Sale notes.  The company fell into administration as a
result of a charge held over it by Bibby Financial Services,
Business Sale relays, citing a report in TheBusinessDesk.com.

The company trades as Mark Stewart International Transport and has
operating licenses for a fleet of 53 trucks and 23 trailers.  The
firm was founded in 2009 and has a team of around 25 staff.

During the year to the end of October 2022, Mark Stewart Limited
reportedly registered a loss of around GBP200,000, Business Sale
recounts.  At the time, the firm's fixed assets were valued at
close to GBP2.2 million, while net assets amounted to nearly GBP1.4
million, Business Sale states.  However, the firm had significant
creditor debts at the time, leaving it with net assets of
GBP591,835, Business Sale notes.

Distress has been high for some time in the UK's logistics
industry, with companies being impacted by issues ranging from
COVID-19 and Brexit to skills shortages, supply chain disruption
and cost inflation, Business Sale relates.  However, despite this,
M&A activity has remained strong, with many more well-capitalised
operators using acquisitions to help them build scale, expand
geographically into underserved parts of the country and to add new
technologies that improve their operations, according to Business
Sale.


MJ LONSDALE: Mace Takes on More Than 20 Staff Following Collapse
----------------------------------------------------------------
Dave Rogers at Building reports that Mace has taken on more than 20
staff left stranded by the collapse of MJ Lonsdale last week.

Building understands the M&E firm had seven jobs with Mace with a
further two a couple of weeks away from completion.

Mace has hired around 25 staff from Lonsdale which sank into
administration at the start of last week after nearly 40 years in
business, Building discloses.  More arrivals are expected to
follow, Building notes.

The new recruits will work predominantly at three sites -- the 81
Newgate Street scheme in the City that Mace is developing into the
new headquarters for HSBC once the bank moves out of its current
Canary Wharf premises which is due to be wrapped up by 2027,
according to Building.

And the former Lonsdale staff will remain at Mace's Woolgate
Exchange job for Stanhope, also in the City, and the scheme to
build a new entrance at Paddington underground station for London
Underground as part of Mace's Paddington Square scheme, Building
says.

The GBP250 million Berkshire-based Michael J Lonsdale was set up in
1986 but on Oct. 2 Begbies Traynor was appointed administrator of a
company that in its last set of accounts employed close to 250
people, Building recounts.


OVERHYPE LTD: Put Into Creditors' Voluntary Liquidation
-------------------------------------------------------
Sarah Peddie at The Scottish Sun reports that a Scottish fashion
firm has been put in liquidation after falling into financial
crisis.

According to The Scottish Sun, Overhype, the sneaker reselling firm
in Aberdeen, has shut down after the company was found to be
insolvent.

Owner Samuel Rattray, 21, specialised in reselling sought-after
trainers and branded clothes such as Burberry, Stone Island, and
Moncler.

In the past month, Overhype Ltd has appointed liquidators and the
store located in The Green has closed down, The Scottish Sun
relays, citing The Press and Journal.

The unit at The Green is being offered for sale or rent through
estate agents Ryden, The Scottish Sun discloses.

Kenneth Wilson Pattullo and Kenneth Craig, both of Begbies Traynor
in Aberdeen, have been appointed joint liquidators, The Scottish
Sun relates.

"The director reviewed the company's financial position which
confirmed that the company was insolvent," The Scottish Sun quotes
a spokesperson for Begbies Traynor as saying.

"The company was, therefore, placed into a creditors' voluntary
liquidation on October 3, 2023."



                           *********


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

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

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

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