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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

          Tuesday, April 23, 2024, Vol. 25, No. 82

                           Headlines



F R A N C E

ALTICE FRANCE: EUR1.72BB Bank Debt Trades at 25% Discount
ALTICE FRANCE: S&P Downgrades ICR to 'CCC+', Outlook Developing
IQERA GROUP: Moody's Lowers CFR to B3 & Alters Outlook to Negative


G E R M A N Y

MAHLE GMBH: S&P Assigns 'BB' Long-Term ICR, Outlook Stable
PROCREDIT HOLDING: Fitch Assigns 'BB-(EXP)' Rating to Sub. Notes
TUI CRUISES: Fitch Assigns Final 'B-' Sr. Unsecured Notes Rating


I R E L A N D

ADAGIO VI CLO: Moody's Affirms B1 Rating on EUR11MM Class F Notes
ARES EUROPEAN XVIII: Fitch Assigns B-sf Final Rating to Cl. F Notes
CVC CORDATUS XXX: Fitch Assigns B-sf Final Rating to Cl. F-2 Notes
CVC CORDATUS XXXI: Fitch Assigns B-(EXP)sf Rating to Cl. F-2 Notes


N E T H E R L A N D S

BRIGHT BIDCO: $300MM Bank Debt Trades at 70% Discount
INTERMEDIATE DUTCH: Fitch Affirms 'B+' LongTerm IDR, Outlook Stable


P O L A N D

INPOST SA: Moody's Affirms 'Ba2' CFR & Alters Outlook to Positive


U N I T E D   K I N G D O M

AI SILK: S&P Assigns 'B-' Ratings, Outlook Stable
ARMSTRONG CRAVEN: Bought Out of Administration
BODY SHOP: Line of Credit Withdrawal Prompted Collapse
CENTRICA PLC: Moody's Affirms 'Ba1' Jr. Subordinated Debt Rating
E MARKETING: Director Faces 13-Year Ban Following Liquidation

HELIOS TOWERS: Moody's Upgrades CFR to B1, Outlook Remains Stable
THAMES WATER: Plans to Increase Bills by 45% Over Next Five Years
TORQUAY UNITED: Withdrawal of Financial Support Prompted Collapse
TOWD POINT 2024-GRANITE 6: Moody's Assigns B2 Rating to Cl. F Notes
TRICAS CONSTRUCTION: Goes Into Liquidation

[*] Greenberg Shortlisted for Restructuring Team of the Year Award

                           - - - - -


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F R A N C E
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ALTICE FRANCE: EUR1.72BB Bank Debt Trades at 25% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Altice France
SA/France is a borrower were trading in the secondary market around
75.1 cents-on-the-dollar during the week ended Friday, April 19,
2024, according to Bloomberg's Evaluated Pricing service data.

The EUR1.72 billion Term loan facility is scheduled to mature on
August 31, 2028.  About EUR1.71 billion of the loan is withdrawn
and outstanding.

Altice France provides wireless telecommunication services. The
Company offers fiber optic network solutions for all type of media.
Altice France serves customers in France.


ALTICE FRANCE: S&P Downgrades ICR to 'CCC+', Outlook Developing
---------------------------------------------------------------
S&P Global Ratings lowered its issuer and issue credit ratings on
French telecom company Altice France S.A. and its secured debt to
'CCC+' from 'B-'. At the same time, S&P lowered its  issue credit
rating on Altice France Holding's unsecured debt to 'CCC-' from
'CCC'.

S&P said, "The developing outlook on the rating on Altice France
indicates that we could lower the rating if the risk of a
distressed exchange on the secured debt rises. Conversely, we could
raise the rating if the company deleverages by using disposal
proceeds, along with a debt tender that only includes the unsecured
debt or that includes the secured debt, but on a non-distressed
basis.

"Following management's weaker 2024 guidance, we have revised our
forecast for Altice France and now anticipate a significantly
larger FOCF deficit. In 2023, the company recorded a decline in
total reported revenues of 1.3% that was underpinned by a
contraction in the fixed and mobile customer base. Reported EBITDA
after leases declined by 4% year-on-year in 2023 as some operating
costs and rental expenses increased faster than the top line. We
revised our forecasts to consider management's more negative view
on 2024 trading." For 2024, S&P now expects Altice France will
report a revenue decline of 1%-3% and a contraction in reported
EBITDA after leases of 4%-6% because:

-- The French residential telecom market remains challenging and
flexibility to pass on inflationary cost pressures to end-customers
is limited;

-- Rental costs will continue increasing as Altice France
transitions its digital subscriber line and copper-network
customers to fiber; and

-- Construction revenues from the fiber rollout on XPFibre's
behalf will continue declining as the project approaches
completion.

A moderate decline in capital expenditure (capex) will not offset
weaker-than-expected earnings over 2023-2024 and the growing
interest burden. This will result in a large FOCF deficit of EUR500
million-EUR600 million per year over 2023-2024, calculated after
leases and cash outflows to Altice TV. Altice France has
consistently reported negative FOCF after leases over the past few
years because of high capex requirements, restructuring costs, and
substantial cash outflows to Altice TV.

S&P said, "Adjusted metrics remain weak, and we believe the
company's reduced commitment and willingness to deleverage
increases sustainability risks. We believe weak credit metrics,
relatively muted prospects, and management's reduced commitment to
further deleverage unless lenders participate increase
sustainability risks. As at end-2023, Altice France's adjusted debt
to EBITDA was about 7.0x, largely stable year-on-year. We forecast
the ratio will remain relatively stable in 2024 as declining
reported EBITDA is offset by positive contributions from our pro
rata consolidation of XPFibre. EBITDA cash interest coverage will
tighten toward 2.0x-2.2x in 2024, from 2.4x in 2023, as the
interest burden increases significantly. Additionally, the company
backtracked on its pledge to reduce debt by a turn of leverage by
August 2024. Despite progress on asset sales that will generate
proceeds that are sufficient to address the January and February
2025 debt maturities, Altice France made the use of proceeds
conditional to lenders accepting discounted tender offers that
reduce leverage to a new target of less than 4x. Finally, we
believe the company's alternative to organically deleverage to 4x
may not be achievable, given negative free cash flows and Altice
France's inability to organically reduce leverage in the past.

"We see an increased likelihood that a discounted debt tender by
Altice France will extend beyond Altice France Holding's unsecured
debt and include Altice France's secured debt, which could result
in a distressed exchange. With EUR24 billion in consolidated gross
debt between Altice France and Altice France Holding and assuming
EBITDA of approximately EUR3.5 billion, Altice France would need to
reduce debt by about EUR10 billion to achieve its new leverage
target. We do not believe this debt reduction can be achieved
through disposal proceeds alone. Barring further equity
contributions, this means secured lenders will be asked to
participate in discounted debt repurchases. We estimate the
company's announced and potential proceeds from asset disposals
could total EUR5 billion-EUR6 billion. Given our forecast for
negative cash flow generation, this leaves a shortfall of at least
EUR4 billion that the company must address through discounted debt
repurchases or further equity injections. Altice France has not
indicated that the owner will contribute capital to reduce debt
beyond the disposal proceeds, which management is currently viewing
as equity. A tender for the EUR4 billion in unsecured debt at 50%
of par would require about EUR2 billion. This would leave up to
EUR4 billion to repurchase EUR6 billion in secured debt, equating
to a discount of at least 33%. While such a scenario increases the
risk of a distressed exchange, we note that Altice France does not
yet have any of the sale proceeds to launch such tenders and that
negotiations between lenders and the company could take months.
Given that the company has not operated within its prior leverage
target for many years, we cannot rule out that leverage will end up
between the company's target of 4.0x and the 2023 reported leverage
of 6.4x. The latter could require less discounted debt repurchases
than outlined above.

"The ratings impact on Altice France depends on whether secured
lenders participate in an exchange that we view as distressed.
Since Altice France and Altice France Holding are separate issuers,
an exchange of the unsecured debt of Altice Holding that we view as
distressed and tantamount to a default would not affect our rating
on Altice France. However, if an exchange of secured debt occurs
and we consider it distressed, we would lower our issue rating on
Altice France's debt to 'D' and our issuer credit rating on Altice
France to 'SD' (selective default).

"We decide whether an exchange is distressed based on the terms if
and when lenders accept a tender offer. Depending on the final
terms of any exchange on the unsecured and secured debt, we could
determine the repurchase of one or both as distressed. Per our
criteria, we consider the circumstances, including the discount
level, the materiality of the debt being exchanged, the existing
rating levels, and the risk of a conventional default if the
exchange offer is not accepted. Our issue ratings reflect our view
that the likelihood of a tender offer that we could consider
distressed is higher for the unsecured debt, given the heavily
discounted trading level and the minimal residual equity value at
risk at Altice France Holding in the event of a default.

"The developing outlook on the rating on Altice France indicates
that we could lower the rating if the risk of a distressed exchange
on the secured debt rises. Conversely, we could raise the rating if
the company deleverages by using disposal proceeds, along with a
debt tender that only includes the unsecured debt or also includes
the secured debt, but on a non-distressed basis."

S&P could lower its rating on Altice France to 'CCC' if:

-- The risk of a conventional default increases;

-- Altice France launches tender offers for secured debt at prices
that translate into a distressed exchange; or

-- Altice France's liquidity position deteriorates. This could
happen if the company upstreams proceeds from asset sales, which
would leave it without sufficient liquidity to address current
maturities.

S&P could raise its rating on Altice France to 'B-' if:

-- S&P is confident that secured lenders will not participate in a
debt exchange that we consider distressed; and

-- The company deleverages to about 5x or lower by using any
combination of proceeds from asset sales, discounted debt
repurchases, or equity injections. S&P believes this would also
require an improvement in performance and a return to more
sustainable cash flows.

S&P said, "Altice France's coercive approach to lenders reinforces
our longer-term concerns regarding Altice France's governance and
its prioritization of shareholder interests. We continue to
classify management and governance as negative, based on the
company's track record and our view of governance as a long-term
credit risk. We think current events demonstrate Altice France's
ability and willingness to prioritize shareholder interests over
those of creditors and deleveraging. This is in line with the
company's decision in 2021 to designate SFR towers as an
unrestricted subsidiary and to upstream asset sale proceeds to
repay the debt incurred to take the company private in 2020, rather
than to reduce Altice France debt. Our assessment also reflects
Altice France's track record of consistently operating outside its
leverage target and the relatively limited disclosure of key
performance indicators, which compares negatively with most
European peers."


IQERA GROUP: Moody's Lowers CFR to B3 & Alters Outlook to Negative
------------------------------------------------------------------
Moody's Ratings downgraded iQera Group SAS's corporate family
rating and its backed senior secured debt rating to B3 from B2. The
issuer outlook was changed to negative from stable.

The downgrade reflects iQera Group's increased leverage as a result
of the declining EBITDA and weakening liquidity elevating
sensitivity of its credit fundamentals to high funding cost. The
negative outlook reflects iQera Group's constrained investment
ability due to its limited liquidity, most of which the rating
agency expects to be utilized for the repayment of the remaining
bond in September 2024.

RATINGS RATIONALE

DOWNGRADE OF THE CFR

iQera Group has a strong and long standing track record in the
French debt purchasing market  , and has also increased its
diversification into the debt servicing business and geographically
into Italy since 2018. However, the company has been experiencing
pressure on key credit metrics, particularly on profitability and
interest coverage and will need to address concentrated debt
maturities in 2027. The company's subdued profitability amid the
high interest rate and inflationary pressure on the costs makes it
more difficult for the company to restore its key credit metrics in
the current difficult macroeconomic environment.

The downgrade of the CFR to B3 reflects the company's weakened
solvency and limited available liquidity, even though presently
sufficient to repay its upcoming 2024 liabilities. iQera Group's
EBITDA has been declining since 2021 by more than half from its
peak resulting in significantly weakening gross debt to EBITDA.
Even though the company has had high leverage levels observed in
the last two years, the surge in interest rates has further
significantly weakened its debt servicing capacity measured by
EBITDA over interest expense.

The B3 CFR additionally reflects the company's limited investment
headroom in 2024 as the agency expects iQera Group to prioritise
liquidity preservation and debt repayment while focusing on
capital-light debt servicing opportunities.

Overall, Moody's expects iQera Group to meet its outstanding EUR100
million debt due in September 2024 on the back of estimated liquid
resources of EUR160 million, mainly following an EUR90 million
Asset Back Securitization (ABS) financing in January 2024, some
limited remaining availability under its revolving credit facility
after additional EUR50 million was utilized in October 2023 for
portfolio acquisitions and an EUR69 million cash position that was
reported as of September 2023. However, available liquidity to
invest for future portfolio purchases is constrained and mostly
available via further limited ABS transactions which will delay its
EBITDA recovery, slow its deleveraging and increase asset
encumbrance to very high levels.

DOWNGRADE OF THE BACKED SENIOR SECURED DEBT RATING TO B3

iQera Group's backed senior secured debt rating downgrade to B3
reflects the downgrade of its CFR and application of Moody's Loss
Given Default (LGD) analysis, which reflects the priorities of
claims and asset coverage in the company's liability structure.

OUTLOOK

The negative outlook reflects the weak solvency and tight liquidity
profile of the company, elevated funding costs and limited access
to senior secured markets and Moody's expectation that the
company's leverage will remain elevated over the next 12-18 months.
Furthermore, the negative outlook reflects constrained investment
ability and low visibility in relation to a dedicated deleveraging
and growth strategy. During the outlook period, the agency will
evaluate the company's ability to restore adequate liquidity to
continue maintaining its investment activities without depleting
its liquid resources after meeting refinancing due in September
2024 and also to address the upcoming 2027 maturities in a timely
manner, i.e. 12 months before these debts mature.

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

A rating upgrade is unlikely, given the negative outlook. The
outlook could be changed to stable if iQera Group demonstrates a
clear path to sustainable financial and operating performance, with
improvement in its revenue generation that will result in iQera
Group returning to profits and gradual improvement in its Moody's
adjusted gross leverage below 5x, debt servicing metrics above 2x
with comfortable access to market funding.

iQera Group's CFR could be further downgraded if its gross debt to
EBITDA remains above 5x or if its credit metrics  are expected to
deteriorate further, including material weakening of its liquidity
and a lack of credible plans to enhance its EBITDA and achieve
deleveraging. A downgrade of the CFR would likely lead to a
corresponding change in iQera Group's backed senior secured debt
rating.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Finance
Companies Methodology published in November 2019.



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G E R M A N Y
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MAHLE GMBH: S&P Assigns 'BB' Long-Term ICR, Outlook Stable
----------------------------------------------------------
S&P Global Ratings assigned its 'BB' long-term issuer credit rating
to German autoparts supplier MAHLE GmbH. The stable outlook
indicates its expectations that the company's S&P Global
Ratings-adjusted EBITDA margin will improve toward at least 8%-9%
over 2024-2025, from 6.8% in 2023, and that MAHLE will reduce its
debt further through free operating cash flow (FOCF) generation and
asset disposals. S&P therefore expects a substantial improvement in
credit metrics in 2024, with adjusted funds from operations (FFO)
to debt of about 25% and FOCF to debt of about 5% in 2024, with
incremental improvements thereafter.

S&P said, "Our analysis of MAHLE balances the company's top market
position as a supplier of engine components, filtration systems,
and thermal modules against several key constraints. With reported
revenues of about EUR12.8 billion in 2023, MAHLE is a leading
provider of pistons, oil filter modules, and thermal modules. It
also exhibits a moderately diversified customer base, with the top
three customers accounting for 24% and the and top 10 customers for
47%. On the other hand, about 40% of MAHLE's sales rely on
conventional internal combustion engines (ICEs) for light vehicles
(LVs), while its adjusted EBITDA margin of about 6%-8% in the past
five years was below the sector average of 9%-15%. In our base
case, we expect the company's cost optimization efforts and the
reduction in ramp-up losses for new EV-related products will
improve margins to 8%-9% over 2024-2025."

The gradual transfer of MAHLE's production to best-cost countries
will mitigate the commoditization trend some of its products are
exposed to. As part of its restructuring program, MAHLE is cutting
production capacity in higher-cost countries, such as Western
Europe, North America, and Japan. Instead, it is building new
production capacity and R&D centers in best-cost countries in
Eastern Europe, Asia, and Mexico. MAHLE plans that most of its
direct personnel and indirect employees will operate in best-cost
countries by 2025. S&P's base case assumes that MAHLE will execute
the plan successfully. This will help the company mitigate pricing
pressure from automakers on products that are at risk of
commoditization, especially engine components and filtration
systems, whose current contribution to EBITDA (about 68% in 2023)
and cash flows is significant.

High competition in e-mobility could challenge MAHLE's plans to
reduce its sales dependency on ICEs for LVs from about 40%. MAHLE
can advance e-mobility, thanks to its in-house core technical
competencies, its global footprint--with plants in Europe, North
America, and Asia, including several low-cost manufacturing
sites--and its long-term relationships with automakers. The
company's product offering in e-mobility includes traction drives
and electric compressors, as well as conductive and inductive
charging solutions. Nevertheless, S&P notes that it will likely
take time for MAHLE to build a profitable portfolio in e-mobility.
This is because of fierce competition from other suppliers,
including Valeo, BorgWarner, and Bosch, and because of still low
volumes as battery electric vehicles (BEV) penetration ramps up
gradually. The current volatility in BEV demand in certain European
markets will make it difficult for MAHLE to cover its fixed costs
in 2024, but original equipment manufacturers' (OEMs') compliance
with stricter CO2 emission levels in Europe from 2025 could improve
profitability. However, absent a substantial improvement in demand
for BEVs, MAHLE could struggle to make its electronics and
mechatronics division profitable, in S&P's view.

After a very weak operating performance in the first half 2022,
MAHLE improved its earnings and cash flows in 2023. This reflects
management's success in offsetting input cost inflation through
price recovery and cost discipline. MAHLE renegotiated with OEMs
the pricing of certain loss-making contracts it inherited from the
acquisition of Delphi's thermal assets in 2015. Besides, the
company implemented new processes in its best performing plants to
improve the contribution of loss-making production sites. This
increased the reported EBITDA margin in the thermal management
division to about 3% in 2023, from breakeven levels in 2022. Over
the next couple of years, management will further improve the
earnings contribution of the thermal management division by
optimizing manufacturing and purchasing, tightening control on
launch costs, and standardizing components. At the group level,
MAHLE's adjusted EBITDA margin increased to 6.8% in 2023, from 5.9%
in 2022. FOCF benefited significantly from a working capital
reduction in 2022 and increased markedly to about EUR220 million in
2023, from negative EUR440 million in 2022. S&P anticipates solid
FOCF of EUR100 million-EUR200 million over 2024-2025, mainly
because of higher earnings. Working capital movements will be
insignificant.

S&P said, "We think MAHLE will focus on deleveraging, in line with
its conservative financial policy. MAHLE's shareholders, consisting
of non-profit entities MAHLE Stiftung and MAHLE Beteiligungen GmbH
(MABEG), will continue to support prudent dividend distributions.
We therefore expect dividends of EUR30 million over 2024-2025.
Additionally, we believe the company will only consider small
bolt-on acquisitions. Management targets a reported net debt to
EBITDA ratio of 1.0x, compared with 2.5x at the end of 2023. In our
base case, we expect adjusted debt to EBITDA of 2.5x-3.0x in 2024
and 2.0x-2.5x in 2025, down from 3.6x in 2023. Apart from higher
earnings, the deleveraging in 2024 is also supported by disposals,
for example MAHLE's sale of its stake in Behr-Hella Thermocontrol
GmbH (BHTC) for about EUR200 million in April 2024. The 1.1x
difference between MAHLE's reported leverage and the adjusted
leverage mainly stems from our adjustments related to operating
lease and pension obligations, as well as outstanding receivable
financing. We also exclude some cash balances that we consider are
not immediately available for debt repayment.

"The stable outlook indicates our expectations that the
profitability of MAHLE's thermal management business will gradually
improve, which--together with steady profits from its established
products and cost optimizing efforts--will more than offset ramp-up
losses in the electronics and mechatronics segment, which is
suffering from still low and volatile EV production volumes. We
expect this will support an improvement in its overall earnings and
FOCF, leading to FFO to debt above 25% and FOCF to debt above 5% by
2025."

S&P could lower its rating on MAHLE if operating setbacks or
higher-than-expected losses in the electronics and mechatronics
segment, coupled with weaker auto production volumes, led to:

-- Adjusted FFO to debt increasing to only about 20%-25%;
-- Adjusted debt to EBITDA remaining at 3.5x-4.0x; and
-- Adjusted FOCF to debt decreasing below 5%.

S&P could raise its rating on MAHLE if the company:

-- Improved its credit metrics such that its FOCF to debt improved
to about 10%, while maintaining debt to EBITDA below 2.5 and FFO to
debt well above 30%; or

-- Demonstrated a track record of increasing
profitability--reflected in the EBITDA margin increasing toward 12%
and evidencing the successful and profitable growth of
non-ICE-related products--the the capacity to mitigate material
operating issues, and the ability to offset price pressure from
OEMs.

S&P said, "Environmental factors are a negative consideration in
our credit rating analysis of Mahle because the company relies on
conventional ICEs for about 40% of its sales. The company faces
substitution risks from electrification, and its ability to offset
potential losses in its combustion engine-related businesses
largely depends on higher content per vehicle in its electronics
and mechatronics business. A faster-than-expected transition to
BEVs and the slow adoption of the company's technology still
represents a meaningful downside risk at this stage, despite the
company's efforts to expand and improve the profitability of its
EV-related product portfolio. We positively note that the company
has the technological capability to support the increased
electrification of vehicle powertrains at a competitive cost.
However, we expect high R&D costs of about 5%-6% of sales over the
next two to three years will likely constrain an EBITDA margin
expansion."


PROCREDIT HOLDING: Fitch Assigns 'BB-(EXP)' Rating to Sub. Notes
----------------------------------------------------------------
Fitch Ratings has assigned ProCredit Holding AG's (PCH) upcoming
issue of euro-denominated subordinated notes an expected long-term
rating of 'BB-(EXP)'. The final rating is contingent on the receipt
of final transaction documents conforming to information already
received.

All other issuer and debt ratings are unaffected.

KEY RATING DRIVERS

The subordinated notes' expected rating is one notch below PCH's
Viability Rating (VR) of 'bb'. The VR, which reflects its
assessment of the entity's standalone strength, is used as the
anchor rating for this instrument as it best indicates the risk of
the issuer becoming non-viable, and reflects its view that
extraordinary support from PCH's international financial
institutions (IFIs) shareholder (which drives its Long-Term Issuer
Default Rating of BBB) is less likely to fully extend to non-senior
obligations. However, the expected rating is notched down once for
loss severity, rather than its baseline two notches, from the VR to
reflect its view that a large or full loss is likely to be
mitigated by institutional support.

Fitch does not additionally notch the subordinated notes for
non-performance risk because write-down of the notes will only
occur once the point of non-viability is reached and there is no
coupon flexibility before non-viability. According to the
transaction documents, the notes may be subject to bail-in action
at the point of non-viability, including conversion, write-down of
bondholder claims or any other resolution measure in accordance
with the EU recovery and resolution legislation.  The subordinated
bond will rank (i) junior to all PCH's senior obligations, (ii)
equally with all other subordinated obligations of PCH, and (iii)
in priority to PCH's more junior obligations.

The proposed fixed-rate subordinated notes are expected to have a
maturity in 2034, with a call right in 2029, and will constitute
direct, unsecured, unconditional and subordinated obligations of
PCH. The notes are expected to qualify as Tier 2 regulatory
capital. The size of the issuance is expected to be between EUR100
million and EUR125 million. The net proceeds from the issue of the
notes will be used for activities as described in PCH's green bond
framework, including green project financing, and to prudently
manage regulatory capital ratios.

RATING SENSITIVITIES

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

PCH's subordinated debt rating is primarily sensitive to a change
in the anchor rating. It is also sensitive to a revision in Fitch's
assessment of potential loss severity in case of non-performance,
including its view that partial support could mitigate losses.

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

An upgrade of the bank's VR would lead to an upgrade of the
expected subordinated debt rating.

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           
   -----------              ------           
ProCredit Holding AG

   Subordinated         LT BB-(EXP)  Expected Rating

TUI CRUISES: Fitch Assigns Final 'B-' Sr. Unsecured Notes Rating
----------------------------------------------------------------
Fitch Ratings has assigned TUI Cruises GmbH's (TUI) EUR350 million
five-year senior 6.25% unsecured notes a final rating of 'B-'. The
Recovery Rating is 'RR6'. The transaction's final terms are in line
with its expectations.

The 'B-' senior unsecured rating is two notches below TUI's Issuer
Default Rating (IDR) of 'B+', reflecting material prior-ranking
debt, which is mostly related to secured financing of vessels.

TUI's 'B+' rating balances its still high leverage with solid
business fundamentals. The company has a strong market position as
the second-largest cruise line in Europe, a diversified offering,
one of the industry's youngest and most efficient fleets, and a
significant share of advance bookings supporting high operating
margins.

The Positive Outlook on the IDR reflects its expectation that
EBITDA leverage will return to below 5x in 2025, after temporarily
increasing in 2024 to 6x due to debt raised to finance two new
vessel deliveries. Deleveraging will be driven by Fitch's
expectations of continued EBITDA growth due to a recovery in
occupancy to pre-pandemic levels and the ramp-up of new vessels, as
well as price increases offsetting cost inflation. Fitch also
forecasts TUI's pre-dividend FCF generation to improve once capex
normalises.

KEY RATING DRIVERS

Refinancing to Extend Maturities: Proceeds from the new EUR350
million notes have been used to partially repay TUI's KfW loan, ECA
vessel financing deferrals, existing notes and a secured term loan,
extending TUI's debt maturity profile. The next large maturity is
in May 2026, when EUR473.5 million (pro-forma for a EUR50 million
redemption) notes are due. Fitch assumes refinancing will be
supported by expected deleveraging and business growth.

Solid Revenue Recovery: In 2023, TUI demonstrated a strong
post-pandemic recovery, with a ramp-up of occupancies, translating
into revenue of EUR1.9 billion and Fitch-adjusted EBITDA of EUR599
million, ahead of Fitch's forecast. Fitch expects TUI to maintain
this performance, as advance bookings already provide a good level
of visibility for revenue in 2024.

Improved Deleveraging Prospects: TUI has made significant progress
on deleveraging as its EBITDA leverage declined to 4.9x in 2023
(2022: 10.1x), below its positive rating sensitivity of 5x. Fitch
expects the spike in TUI's EBITDA leverage to around 6x in 2024 to
be temporary as it will be driven by new debt to finance its two
vessel deliveries. As new vessels start contributing to EBITDA,
Fitch expects EBITDA leverage to fall back to below 5.0x in 2025,
which, in combination with TUI's steady operating profile, supports
the Positive Outlook.

Conversely, a delayed ramp-up of added capacity, occupancies
trending below Fitch's assumptions or weaker-than-expected margins
could disrupt the deleveraging path and weaken the prospect of the
rating upgrade.

New Vessels to Support Growth: The Positive Outlook hinges on TUI's
capacity expansion with the addition of three new ships for
2024-2026. Supportive demand and constrained global cruise ship
supply due to delivery times should underpin TUI's ramp-up of
operations in these new additions. Fitch expects these to be as
profitable as the current fleet in light of proven synergies, lower
fuel consumption and economies of scale. Delayed vessel deliveries
or postponed itineraries would, however, derail the deleveraging
path and may negatively affect the rating.

Strengthened Cash Generation: TUI generated positive FCF of EUR436
million in 2023 and Fitch expects strong cash generation to resume
in 2025 after being negative in 2024 due to significant capex
related to fleet expansion. Fitch does not rule out that positive
FCF could be allocated to shareholder remuneration as dividends
have been suspended since the beginning of the pandemic. However,
the rating assumes these would be reasonable and aligned with TUI's
net debt/EBITDA target of 3.5x-4x.

Strong Business Profile: TUI has a strong market position as the
second-largest German cruise line with a market share of around
30%. Its concentrated customer base enables it to better adapt its
product offering to customer preferences, resulting in a high level
of repeat bookings at around 60% of total customers in 2023. This
allows TUI to maintain its current market position, while growing
via additions of new ships from 2024.

Moderated Margin Amid Luxury Integration: TUI's premium product
offering enabled it to generate an industry-leading EBITDA margin
of close to 40% in 2019. However, due to the integration of the
luxury segment (Hapag-Lloyd Cruises acquired in 2020) and ongoing
inflation, Fitch assumes EBITDA margins will trend lower to
30%-33%, albeit remaining strong for the industry.

Standalone Rating: TUI is rated on a standalone basis despite its
50% ownership each by TUI AG and Royal Caribbean. Both the
shareholders reflect TUI as a joint venture in their financial
accounts with no relevant contingent liabilities or cross
guarantees between the owners and TUI. TUI manages its funding and
liquidity independently. Operational related-party transactions
with the owners, primarily in marketing and technical operations,
are conducted on an arms-length basis.

DERIVATION SUMMARY

Fitch does not have a specific Ratings Navigator framework for
cruise operators. Fitch rates TUI based on its Hotels Navigator due
to their similarity in key performance indicators and demand
drivers.

TUI has a weaker market position than major cruise operators, such
as Royal Caribbean, Carnival and NCL Corporation (Norwegian
Cruises), whose fleet capacity and EBITDAR are significantly
higher. However, TUI benefits from recognised brand awareness and
diversification into the luxury segment, where competition is less
intense.

TUI showed a faster recovery than peers, as it returned to
pre-pandemic occupancy levels in 2023 despite exposure to its core
German market. TUI has also deleveraged faster than its
competitors: it was one of the first cruise operators to resume
operations during the pandemic, which led to lower liquidity needs
and better sourcing of staff, which benefited margins.

KEY ASSUMPTIONS

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

- Low single-digit ticket price growth for 2024-2027

- Occupancies of 98.5% for Mein Schiff and 77% for Hapag-Lloyd
Cruises in 2024, and improving marginally for 2024-2026

- EBITDA margin at 31.7% in 2024 and improving gradually to 32.8%
in 2027

- Restricted cash of EUR40 million

- Major one-off capex cash outlay for fleet expansion of EUR1.4
billion in 2024

RECOVERY ANALYSIS

The recovery analysis assumes that TUI would be reorganised as a
going-concern (GC) in bankruptcy rather than liquidated. Ships can
be sold for scrap but this typically does not occur until near the
end of its useful life (30-40 years) and at a much greater discount
than mid-life ships. This is due to the inherent cash flow
generating ability of the ships, even older ones, which can be
moved into cheaper/ less favourable locations as they age.

Fitch has assumed a 10% administrative claim.

Fitch assesses TUI's GC EBITDA at EUR632 million, which is higher
than its EUR599 million Fitch-adjusted EBITDA in 2023, as Fitch
incorporates the contribution of new vessels.

The GC EBITDA estimate reflects Fitch's view of a stressed but
sustainable, post-reorganisation EBITDA level on which Fitch bases
the enterprise valuation (EV).

An EV multiple of 6.5x EBITDA is applied to the GC EBITDA to
calculate a post-reorganisation EV. This reflects market M&A
multiples for cruise operators of 9x-20x over the last 20 years,
though these assets typically do not change hands frequently.

TUI's KfW loan, vessel-backed loans (including loans scheduled to
be drawn for new vessels over 2024 and 2025) and revolving credit
facilities (RCFs, including a term loan that will be converted into
a new RCF) are secured and rank ahead of the senior unsecured debt
in its waterfall-generated recovery computation. The senior
unsecured debt includes existing EUR473.5 million (pro-forma for
the EUR50 million redemption) notes and new EUR350 million notes,
which rank equally among each other. The RCFs are assumed to be
fully drawn in a default.

Its waterfall analysis generates a ranked recovery for senior
unsecured notes in the 'RR6' band. As a result, Fitch rates new and
existing notes at 'B-', two notches below TUI's 'B+' IDR. The
waterfall analysis output percentage on current metrics and
assumptions is 0%.

RATING SENSITIVITIES

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

− Timely and profitable capacity growth with occupancy and cost
control leading to growing EBITDA and EBITDA margin trending
towards 33%

− EBITDA leverage sustained below 5.0x, supported by a consistent
financial policy

− Positive pre-dividend FCF generation trough the capex cycle

Factors that Could, Individually or Collectively, Lead to a
Revision of the Outlook to Stable:

- Lack of visibility of EBITDA leverage declining towards 5.0x
after 2024

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

- Pricing power and occupancy weakness leading to EBITDA margin
below 28%

− EBITDA leverage sustained above 6.0x

- EBITDA interest coverage below 3.5x

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: Fitch assesses TUI's liquidity at end-2023 as
adequate, despite insufficient Fitch-adjusted cash and cash
equivalents of EUR80 million and EUR342 million undrawn credit
lines to cover EUR502 million of short-term debt and expected
negative FCF. Negative FCF is driven by high capex related to new
vessels, for which funding has been pre-arranged. TUI plans to draw
down EUR1,272 million from the vessel funding in 2024.

Fitch also sees liquidity improvement following the bond placement
as proceeds have been used to repay part of its near-term debt. The
company also intends to convert the remaining part of the term loan
into an RCF, thereby increasing the total amount of RCFs to EUR592
million (of which EUR261 million will be drawn post-transaction)
until December 2025 (with a one-year extension option).

ISSUER PROFILE

TUI Cruises is a medium-sized cruise ship business with two brands,
Mein Schiff and Hapag-Lloyd Cruises, operating in the premium and
luxury/expedition segments of the market, respectively. Its
customer base is primarily in Germany.

DATE OF RELEVANT COMMITTEE

05 April 2024

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
   -----------            ------        --------   -----
TUI Cruises GmbH

   senior unsecured   LT B-  New Rating   RR6      B-(EXP)



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

ADAGIO VI CLO: Moody's Affirms B1 Rating on EUR11MM Class F Notes
-----------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by Adagio VI CLO Designated Activity Company:

EUR32,000,000 Class B-1 Senior Secured Floating Rate Notes due
2031, Upgraded to Aaa (sf); previously on Mar 4, 2022 Upgraded to
Aa1 (sf)

EUR10,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2031,
Upgraded to Aaa (sf); previously on Mar 4, 2022 Upgraded to Aa1
(sf)

EUR29,500,000 Class C Deferrable Mezzanine Floating Rate Notes due
2031, Upgraded to A1 (sf); previously on Mar 4, 2022 Affirmed A2
(sf)

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

EUR205,000,000 000 (Current outstanding amount EUR196,826,287)
Class A Senior Secured Floating Rate Notes due 2031, Affirmed Aaa
(sf); previously on Mar 4, 2022 Affirmed Aaa (sf)

EUR19,000,000 Class D Deferrable Mezzanine Floating Rate Notes due
2031, Affirmed Baa2 (sf); previously on Mar 4, 2022 Affirmed Baa2
(sf)

EUR17,300,000 Class E Deferrable Junior Floating Rate Notes due
2031, Affirmed Ba2 (sf); previously on Mar 4, 2022 Affirmed Ba2
(sf)

EUR11,000,000 Class F Deferrable Junior Floating Rate Notes due
2031, Affirmed B1 (sf); previously on Mar 4, 2022 Affirmed B1 (sf)

Adagio VI CLO Designated Activity Company, issued in December 2017,
is a collateralised loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured European loans. The portfolio is
managed by AXA Investment Managers US Inc. The transaction's
reinvestment period ended in May 2022.

RATINGS RATIONALE

The rating upgrades on the Class B-1, Class B-2 and Class C notes
are the results of a shorter weighted average life of the portfolio
which reduces the time the rated notes are exposed to the credit
risk of the underlying portfolio combined with the deleveraging of
the Class A notes following amortisation of the underlying
portfolio since the last rating review in September 2023.

The affirmations on the ratings on the Class A, Class D, Class E
and Class 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.

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: EUR329.7m

Defaulted Securities: EUR8.6m

Diversity Score: 55

Weighted Average Rating Factor (WARF): 2915

Weighted Average Life (WAL): 3.56 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.65%

Weighted Average Coupon (WAC): 4.15%

Weighted Average Recovery Rate (WARR): 44.35%

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.

Moody's notes that the March 2024 trustee report was published at
the time it was completing its analysis of the February 2024 data.
Key portfolio metrics such as WARF, diversity score, weighted
average spread and life, and OC ratios exhibit little or no change
between these dates.

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 methodology" published in October 2023. Moody's
concluded the ratings of the notes are not constrained by these
risks.

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

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

Additional uncertainty about performance is due to the following:

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

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

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

ARES EUROPEAN XVIII: Fitch Assigns B-sf Final Rating to Cl. F Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Ares European CLO XVIII DAC final
ratings, as detailed below.

   Entity/Debt              Rating           
   -----------              ------           
Ares European
CLO XVIII DAC

   A XS2784658531       LT AAAsf  New Rating

   B-1 XS2784659000     LT AAsf   New Rating

   B-2 XS2784659851     LT AAsf   New Rating

   C XS2784660511       LT Asf    New Rating

   D XS2784661089       LT BBB-sf New Rating

   E XS2784661832       LT BB-sf  New Rating

   F XS2784662301       LT B-sf   New Rating

   Subordinated Notes
   XS2784662996         LT NRsf   New Rating

   X XS2784654977       LT AAAsf  New Rating

TRANSACTION SUMMARY

Ares European CLO XVIII 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 have been used to fund a portfolio with a target par of
EUR440 million. The portfolio is actively managed by Ares
Management Limited. The CLO has a 4.5-year reinvestment period and
an 8.5-year weighted average life (WAL) test at closing.

KEY RATING DRIVERS

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

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 of the identified portfolio is 62.1%.

Diversified Asset Portfolio (Positive): The transaction includes
two matrices covenanted by a top-10 obligor concentration limit at
16% and fixed-rate asset limits of 12.5% and 7.5%. It has various
concentration limits, including the maximum exposure to the
three-largest Fitch-defined industries in the portfolio at 40%.
These covenants ensure that the asset portfolio will not be exposed
to excessive concentration.

Portfolio Management (Neutral): The transaction has a reinvestment
period of about 4.5 years 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 for the transaction's
Fitch-stressed portfolio analysis is 12 months less than the WAL
covenant. This is to account for the strict reinvestment conditions
envisaged by the transaction after its reinvestment period, which
include passing the coverage tests, the Fitch WARF test and the
Fitch 'CCC' bucket limitation test after reinvestment as well as a
WAL covenant that progressively steps down, before and after the
end of the reinvestment period. Fitch believes these conditions
would reduce the effective risk horizon of the portfolio during the
stress period.

RATING SENSITIVITIES

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

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

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

A 25% reduction of the mean RDR across all ratings and a 25%
increase in the RRR across all ratings of Fitch's stress portfolio
would lead to upgrades of up to three notches, 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 Fitch's stress portfolio,
upgrades may occur on better-than-expected portfolio credit quality
and a shorter remaining WAL test, meaning the notes are able to
withstand larger than expected losses for the transaction's
remaining life. After the end of the reinvestment period, upgrades
may occur in case of stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread available to cover 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.

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

Fitch does not provide ESG relevance scores for Ares European CLO
XVIII DAC. In cases where Fitch does not provide ESG relevance
scores in connection with the credit rating of a transaction,
programme, instrument or issuer, Fitch will disclose in the key
rating drivers any ESG factor which has a significant impact on the
rating on an individual basis.

CVC CORDATUS XXX: Fitch Assigns B-sf Final Rating to Cl. F-2 Notes
------------------------------------------------------------------
Fitch Ratings has assigned CVC Cordatus Loan Fund XXX DAC final
ratings.

   Entity/Debt              Rating             Prior
   -----------              ------             -----
CVC Cordatus Loan
Fund XXX DAC

   A XS2774947282       LT AAAsf  New Rating   AAA(EXP)sf

   B-1 XS2774947795     LT AAsf   New Rating   AA(EXP)sf

   B-2 XS2774947878     LT AAsf   New Rating   AA(EXP)sf

   C XS2774948090       LT Asf    New Rating   A(EXP)sf

   D XS2774948173       LT BBB-sf New Rating   BBB-(EXP)sf

   E XS2774948413       LT BB-sf  New Ratin    BB-(EXP)sf

   F-1 XS2774948769     LT B+sf   New Rating   B+(EXP)sf

   F-2 XS2778925706     LT B-sf   New Rating   B-(EXP)sf

   Subordinated Notes
   XS2774948843         LT NRsf   New Rating   NR(EXP)sf

TRANSACTION SUMMARY

CVC Cordatus Loan Fund XXX DAC is a securitisation of mainly (at
least 90%) senior secured obligations with a component of senior
unsecured, mezzanine, second lien loans and high-yield bonds.
Proceeds have been used to purchase a portfolio with a target par
of EUR400 million. The portfolio is actively managed by CVC Credit
Partners Investment Management Limited (CVC) and the collateralised
loan obligation (CLO) has about a 4.6-year reinvestment period and
a 7.5-year weighted average life (WAL) test.

KEY RATING DRIVERS

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

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 60.5%.

Diversified Portfolio (Positive): The transaction includes two
matrices covenanted by a top-10 obligor concentration limit at 20%
and fixed-rate asset limits of 5% and 12.5%. It has various
concentration limits, including the maximum exposure to the
three-largest Fitch-defined industries in the portfolio at 40%.
These covenants ensure that the asset portfolio will not be exposed
to excessive concentration.

WAL Step-Up Feature (Neutral): The transaction can extend the WAL
by one year, to 8.5 years, on the step-up date, which can be one
year after closing at the earliest. The WAL extension is at the
option of the manager but subject to conditions including passing
the collateral-quality, portfolio-profile, and coverage tests and
the aggregate collateral balance (defaulted obligations at the
Fitch-calculated collateral value) being at least at the target
par.

Portfolio Management (Neutral): The transaction has an
approximately 4.6-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 for the transaction's
Fitch-stressed portfolio analysis is 12 months less than the WAL
covenant. This is to account for the strict reinvestment conditions
envisaged by the transaction after its reinvestment period, which
include passing the coverage tests, the Fitch WARF test and the
Fitch 'CCC' bucket limitation test after reinvestment as well as a
WAL covenant that progressively steps down, before and after the
end of the reinvestment period. Fitch believes these conditions
would reduce the effective risk horizon of the portfolio during the
stress period.

RATING SENSITIVITIES

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

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

Downgrades, which are based on the identified portfolio, may occur
if the loss expectation is larger than initially assumed, due to
unexpectedly high levels of defaults and portfolio deterioration.
Due to the better metrics and shorter life of the identified
portfolio than the Fitch-stressed portfolio, the class F-1 notes
have a rating cushion of three notches, the class B, C, D, E and
F-2 notes of two notches and the class A notes have no rating
cushion.

Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded due to manager trading
post-reinvestment period 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 result in
downgrades of up to four notches for the class A to D notes and to
below 'B-sf' for the class E, F-1 and F-2 notes.

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

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

During the reinvestment period, based on the Fitch-stressed
portfolio, upgrades may occur on better-than-expected portfolio
credit quality and a shorter remaining WAL test, allowing the notes
to withstand larger-than-expected losses for the remaining life of
the transaction. After the end of the reinvestment period, upgrades
may result from stable portfolio credit quality and deleveraging,
leading to higher credit enhancement and excess spread available to
cover losses in 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
recognised statistical rating organisations and/or European
securities and markets authority-registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk-presenting entities.

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

ESG CONSIDERATIONS

Fitch does not provide ESG relevance scores for CVC Cordatus Loan
Fund XXX DAC. In cases where Fitch does not provide ESG relevance
scores in connection with the credit rating of a transaction,
programme, instrument or issuer, Fitch will disclose in the key
rating drivers any ESG factor which has a significant impact on the
rating on an individual basis.

CVC CORDATUS XXXI: Fitch Assigns B-(EXP)sf Rating to Cl. F-2 Notes
------------------------------------------------------------------
Fitch Ratings has assigned CVC Cordatus Loan Fund XXXI DAC expected
ratings.

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

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

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

TRANSACTION SUMMARY

The CVC Cordatus Loan Fund XXXI DAC is a securitisation of mainly
(at least 96%) senior secured obligations with a component of
senior unsecured, mezzanine, second lien loans and high-yield
bonds. Note proceeds will be used to purchase a portfolio with a
target par of EUR440 million.

The portfolio will be actively managed by CVC Credit Partners
Investment Management Limited (CVC) and the collateralised loan
obligation (CLO) will have about a 4.5-year reinvestment period and
a seven- year weighted average life (WAL) test at closing, which
can be extended one year after closing, subject to conditions.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'/'B-'. The Fitch-weighted
average rating factor (WARF) of the identified portfolio is 25.1.

High Recovery Expectations (Positive): At least 96% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second lien, unsecured and mezzanine assets. The Fitch-weighted
average recovery rate (WARR) of the identified portfolio is 60.6%.

Diversified Portfolio (Positive): The transaction will include
various concentration limits in the portfolio, including a
fixed-rate obligation limit at 12.5%, a top 10 obligor
concentration limit at 20% and a maximum exposure to the
three-largest Fitch-defined industries at 40%. These covenants
ensure the asset portfolio will not be exposed to excessive
concentration.

WAL Step-Up Feature (Neutral): One year after closing, the
transaction can extend the WAL test by one year. The WAL extension
is at the option of the manager, but subject to conditions
including passing the Fitch collateral-quality tests and the
aggregate collateral balance with defaulted assets at their
collateral value being equal or greater than the reinvestment
target par.

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

Cash Flow Modelling (Positive): The WAL for the transaction's
Fitch-stressed portfolio analysis is 12 months less than the WAL
covenant. This is to account for the strict reinvestment conditions
envisaged by the transaction after its reinvestment period, which
include passing the coverage test, the Fitch WARF test and the
Fitch 'CCC' bucket limitation test after reinvestment as well as a
WAL covenant that progressively steps down, before and after the
end of the reinvestment period. Fitch believes these conditions
would reduce the effective risk horizon of the portfolio during the
stress period.

RATING SENSITIVITIES

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

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

Downgrades, which are based on the identified portfolio, may occur
if the loss expectation is larger than initially assumed, due to
unexpectedly high levels of defaults and portfolio deterioration.
Due to the better metrics of the identified portfolio than the
Fitch-stressed portfolio, the rated notes display a rating cushion
to a downgrade of up to three notches, larger than the cushion on
the Fitch-stressed portfolio.

Should the cushion between the identified portfolio and the
Fitch-stressed portfolio erode due to manager trading
post-reinvestment period 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 result in
downgrades of up to four notches to the class B notes; three
notches for the class A, C and E notes; two notches for the class D
notes; and to below 'B-sf' for the class F-1 and F-2 notes.

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

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

During the reinvestment period, based on the Fitch-stressed
portfolio, upgrades may result from better-than-expected portfolio
credit quality and a shorter remaining WAL test, allowing the notes
to withstand larger-than-expected losses for the remaining life of
the transaction. After the end of the reinvestment period, upgrades
may result from stable portfolio credit quality and deleveraging,
leading to higher credit enhancement and excess spread available to
cover losses in 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
recognised statistical rating organisations and/or European
securities and markets authority-registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk-presenting entities.

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

ESG CONSIDERATIONS

Fitch does not provide ESG relevance scores for CVC Cordatus Loan
Fund XXXI DAC. In cases where Fitch does not provide ESG relevance
scores in connection with the credit rating of a transaction,
programme, instrument or issuer, Fitch will disclose in the key
rating drivers any ESG factor which has a significant impact on the
rating on an individual basis.



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

BRIGHT BIDCO: $300MM Bank Debt Trades at 70% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Bright Bidco BV is
a borrower were trading in the secondary market around 29.6
cents-on-the-dollar during the week ended Friday, April 19, 2024,
according to Bloomberg's Evaluated Pricing service data.

The $300 million Payment-in-kind Term loan facility is scheduled to
mature on October 31, 2027.  About $299.3 million of the loan is
withdrawn and outstanding.

Amsterdam, The Netherlands-based Bright Bidco B.V. designs and
manufactures discrete semiconductor devices and circuits for light
emitting diodes (LEDs). The Company's country of domicile is the
Netherlands.


INTERMEDIATE DUTCH: Fitch Affirms 'B+' LongTerm IDR, Outlook Stable
-------------------------------------------------------------------
Fitch Ratings has affirmed at 'B+' the Long-Term Issuer Default
Rating for Intermediate Dutch Holdings (NielsenIQ) and its
subsidiaries Indy US Bidco, LLC and Indy Dutch Bidco B.V. Fitch has
also affirmed the company's existing senior secured issue ratings
at 'BB'/'RR2'. The Rating Outlook is Stable.

The affirmation reflects Fitch's expectation that NielsenIQ can
continue to execute on its integration and cost savings plan
following the merger with GfK. The combined company is well
positioned to capture market share in the consumer intelligence
sector, and their investments in the technology platforms should
also begin to show returns. The company has the potential to
generate significant cash flow as they continue to expand EBITDA
margins. Execution over the past several years has been strong and
supports Fitch's expectation that management will continue to
deliver, especially on its EBITDA margin expansion targets leading
to lower gross leverage.

KEY RATING DRIVERS

Leverage Profile: NielsenIQ finished 2023 with leverage above
Fitch's negative sensitivity of 5.0x, although the Fitch
calculation is higher than the company's calculation. Fitch takes a
more conservative view on the cost efficiency program and merger
synergies, resulting in a lower adjusted EBITDA metric. However,
Fitch expects leverage to fall during 2024 as the company realizes
benefits of the cost savings that have already been executed. Even
without the full benefit of projected synergies, leverage should
improve and be back within an acceptable range for the rating.

Operating Performance: As of Q3 2023 NielsenIQ had executed cost
savings of $275 million on a run-rate basis and expects to add more
than $50 million to the total. Given the company's success to date
with the cost savings program, which is ahead of schedule, Fitch
expects management will be able to execute on additional savings.
Fitch also expects better operating performance in 2024, since the
delay of the merger by regulators was at least a distraction during
2023.

Even if NielsenIQ does not achieve its full targets for cost
savings and synergies, Fitch projects that the company would still
improve its adjusted EBITDA margin to the high teens. This margin
level would be in line with Fitch's expectations but well below the
roughly 40% average among data analytics and processing (DAP)
peers. Fitch places higher importance on NielsenIQ's profitability
navigator factor given its relevance to the company's financial
structure. Profitability is a limiting factor for the rating at
current expected levels.

Cash Flow Metrics: NielsenIQ's cash flow metrics warrant scrutiny
because the acquisition of GfK was underwritten in a lower interest
rate environment. The company's hedging mitigates the risk of
higher interest rates lasting longer, but this does not completely
eliminate the risk. Fitch expects the company's FCF margin will be
between 1% and 2% in 2024 but then improve significantly in 2025.
Fitch has similar expectations for the ratio of CFO less capex to
debt. These projections include various Fitch assumptions,
especially regarding capex needs and interest rate reductions over
the next 12 to 18 months. The company projects it will be able to
reduce capex below its base case assumption, which will bolster its
cash flows.

NielsenIQ's FCF-based leverage metrics remain in line with the 'B'
category, reflecting mid- to high-single digit capex intensity in
conjunction with weaker margins relative to business service DAP
peers broadly. As a result, NielsenIQ's navigator factor financial
structure (assigned higher importance) compares favorably with the
high-'B'/low-'BB' rating categories, affording the company
flexibility to sustainably invest in its capabilities through a
cycle.

Potentially Stronger Combined Company: Fitch continues to view the
acquisition of GfK positively, despite the delay of the transaction
by regulators. The combined company could become a market leader in
the retail measurement sector. Its global footprint should be
attractive for global consumer packaged goods brands and for
leading retailers. The respective strengths of NielsenIQ in
consumer goods and GfK in technology and durables are
complementary. Management anticipates an increase in their total
addressable market of 40%.

DERIVATION SUMMARY

While not a direct peer, NielsenIQ compares with Boost Parent, LP
(d/b/a Autodata; B/Stable), which has smaller revenue scale but
stronger margins. Autodata had higher leverage than NielsenIQ
before the GfK transaction. Another indirect peer, The Dun &
Bradstreet Corporation (BB-/Positive), has larger revenue scale,
materially higher margins and more conservative leverage.

Consumer research and measurement companies must acquire data
continuously. Accordingly, their margin profiles are lower than
their business services data & analytics peers; this is a
structural difference that will persist.

KEY ASSUMPTIONS

KEY MODEL ASSUMPTIONS

- Revenue growth in 2024 of approximately 4.5% reducing over the
next several years as a conservative estimate;

- EBITDA expansion as the cost savings program takes effect with
margins approaching 20%;

- Capital intensity falling 1% per year as the company's investment
in technology platforms tapers;

- No acquisitions, dividends, or share repurchases modelled.

RECOVERY ANALYSIS

KEY RECOVERY RATING ASSUMPTIONS

The recovery analysis assumes that NielsenIQ would be reorganized
as a going concern (GC) in bankruptcy rather than liquidated. Fitch
has assumed a 10% administrative claim.

NielsenIQ's GC EBITDA assumption includes pro forma adjustments for
cash flows added via acquisition and/or reduced by asset
dispositions. The delta between PF LTM EBITDA and the GC EBITDA
assumption is an output of the analysis, not a starting point or
input that drives the GC assumption. The GC EBITDA estimate
reflects Fitch's view of a sustainable, post-reorganization EBITDA
level upon which Fitch bases the enterprise valuation.

A distressed scenario is envisioned in which several material
clients of NielsenIQ and GfK leave as a result of missteps during
the business combination, and at the same time the company begins
to lose incremental market share to its competitors. As a result of
the client losses combined revenue for the business is estimated in
the range of $3.9 billion. Fitch assumes the missteps lead to
margin erosion and the company fails to achieve its cost cutting
goals, reducing EBITDA margin to 15%. These assumptions result in a
GC EBITDA estimate of $590 million.

An enterprise value (EV)/EBITDA multiple of 6.5x is used to
calculate a post-reorganization valuation, above the 5.5x median
TMT emergence EV/forward EBITDA multiple. The 6.5x multiple is
below recovery assumptions that Fitch employs for other data
analytics companies with high recurring revenue streams, and 1.5x
below IRI, NielsenIQ's chief competitor.

The multiple is further supported by Fitch's positive view of the
data analytics sector including the high proportion of recurring
revenues, the contractual rights to proprietary data and the
inherent leverage in the business model. Recent acquisitions in the
data and analytics subsector have occurred at attractive multiples
in the range of 10x-20x+. Current EV multiples of public data
analytics companies trade even higher.

Fitch assumes a fully drawn revolver in its recovery analysis, as
credit revolvers are tapped as companies approach distress
situations. Fitch assumes a full draw on NielsenIQ's upsized $638
million revolver (expected to be undrawn at the close of the
merger). Fitch further assumes the A/R receivable sales facility is
super senior to the first lien claims.

The recovery analysis results in a 'BB'/'RR2' issue and Recovery
Ratings for the first-lien credit facilities, implying expectations
for 71%-90% recovery.

RATING SENSITIVITIES

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

- FCF margin expected to be sustained at 3.5% or higher;

- Cash flow from operations (CFO) less capex/total debt expected to
be sustained above 4.5%;

- Continued and sustained operational success, measured by
achieving the company cost savings plan, improved customer
retention rates, organic revenue growth, and EBITDA margin
expansion;

- Maintaining EBITDA leverage below 4.5x.

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

- FCF margin expected to be sustained approaching neutral;

- EBITDA leverage expected to be sustained above 5x;

- CFO less capex/total debt expected to be sustained below 2.5%;

- Neutral to negative organic revenue growth potentially reflecting
share losses, declining retention and increased competitive
pressure or sustained end-market weakness.

ISSUER PROFILE

NielsenIQ is a data and analytics provider for fast-moving consumer
good brands. In July 2023, the company expanded its international
market presence and strengthened some offerings through a merger
with GfK.

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
   -----------                ------        --------   -----
Indy Dutch Bidco B.V.   LT IDR B+  Affirmed            B+

Indy US Bidco, LLC      LT IDR B+  Affirmed            B+

Intermediate Dutch
Holdings B.V            LT IDR B+  Affirmed            B+

   senior secured       LT     BB  Affirmed   RR2      BB



===========
P O L A N D
===========

INPOST SA: Moody's Affirms 'Ba2' CFR & Alters Outlook to Positive
-----------------------------------------------------------------
Moody's Ratings has affirmed the Poland-based provider of parcel
delivery services InPost S.A.'s Ba2 long-term corporate family
rating and Ba2-PD probability of default rating. Concurrently,
Moody's has affirmed the Ba2 backed senior unsecured instrument
rating on the company's EUR490 million and PLN500 million notes due
in 2027. Moody's has changed the outlook to positive from stable.

RATINGS RATIONALE      

The affirmation of InPost's Ba2 rating and outlook change to
positive reflect the company's strong operating performance and
Moody's expectation that its credit metrics will continue to
improve on the back of solid revenue and EBITDA growth in the next
18 months.

The company's business model, which is predominantly based on
parcel delivery to automated parcel machines (APMs) and pick-up
drop-off (PUDO) points, is more efficient than traditional to-door
parcel delivery. As a result, InPost has been able to outperform
the parcel delivery market, with its parcel volumes increasing by
20% in 2023. In addition, economies of scale and the better
utilization of the delivery network support operating leverage. The
company's revenue increased by 25% in 2023, with its operating
profit reaching  PLN1.5 billion (+59% from 2022). Moody's forecasts
that InPost revenue will continue to grow at low double-digit
annual rates through 2025, with operating profit further improving
towards PLN2 billion.

Improvement in the operating performance will support the still
elevated expansionary investments for the continued rollout of the
APM network in international markets (mainly France and the UK).
Despite increasing capital expenditure, Moody's expects that the
company's FCF will remain positive in the next two years.

InPost's Moody's-adjusted debt/EBITDA has been constantly improving
from the 3.9x peak in 2021 and reduced to 2.7x in 2023, driven by
EBITDA growth. Moody's expects leverage to further reduce towards
2.0x in the next 12 to 18 months.

While InPost's strategy includes opportunistic acquisitions to
support organic growth, the company has a prudent financial policy
and targets to reduce net leverage below 2.0x. The rating assumes
that any future dividend or M&A transactions will happen only if
sufficient financial capacity develops.

The rating also reflects InPost's modest scale and narrow business
focus, compared with those of some of its international peers, and
some degree of customer and geographical concentration, although
this concentration should gradually reduce over time, as the
international business grows.

RATIONALE FOR POSITIVE OUTLOOK

The positive rating outlook reflects Moody's expectation that the
company will continue to demonstrate strong and profitable growth,
consistent positive free cash flow and leverage reduction, with its
Moody's-adjusted debt/EBITDA reducing towards 2.0x through 2025.

LIQUIDITY

InPost maintains adequate liquidity, supported by around PLN565
million of cash as of December 2023 and PLN577 million availability
under the PLN800 million revolving credit facility maturing in
2026. Moody's expects InPost to generate operating cash flow of
between PLN2.3 billion and PLN2.6 billion per year in the next two
years, which should cover the expected increase in capital spending
to sustain growth. The senior facility agreement and the Poland
zloty-denominated notes are subject to a maximum net leverage
maintenance covenant of 4.25x. Moody's expects InPost to maintain
ample capacity under this covenant. Moody's also notes that the
company's term loan will mature in January 2026 and expects the
company to address this maturity in a timely manner.

STRUCTURAL CONSIDERATIONS

The Ba2 rating on to the EUR600-million-equivalent (EUR490 million
euro notes and EUR110-million-equivalent Poland zloty notes) senior
unsecured notes due 2027 is in line with the CFR, reflecting the
fact that these instruments rank pari passu among themselves and
with the rest of the group's senior unsecured debt, including a
PLN1.95 billion Term Loan B and the PLN800 million revolving credit
facility, both due in 2026. The notes are unsecured and are
guaranteed by all material subsidiaries with a guarantor coverage
of at least 80% of the group's EBITDA.

The probability of default rating of Ba2-PD reflects Moody's
assumption of a 50% family recovery rate, consistent with a debt
structure including both bank debt and bonds.

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

Upward pressure on the rating could develop if (1) the company's
maintains strong operating performance and successfully continues
to grow in international markets, improving its diversification;
(2) its Moody's-adjusted debt/EBITDA improves towards 2.0x on a
sustained basis; and (3) it improves its liquidity profile.

Failure to further reduce leverage towards 2.0x could lead to a
stabilisation of the outlook. In addition, negative pressure on the
rating could develop in case of (1) a significant deterioration in
the company's operating performance, with its operating margin
falling below 10%; (2) its Moody's-adjusted debt/EBITDA
deteriorating above 3.5x; (3) its FCF turning negative on a
sustained basis; and (4) a deterioration in liquidity.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Surface
Transportation and Logistics published in December 2021.

COMPANY PROFILE

Headquartered in Poland, InPost provides delivery services to
e-commerce merchants. The group focuses mainly on out-of-home
parcel delivery through a network of more than 35,000 APMs (that
is, lockers) and 30,000 PUDO points across nine countries. InPost
employs approximately 7,000 people. In 2023, the company generated
PLN8.8 billion (EUR2.1 billion) of sales and PLN2.5 billion (EUR575
million) of EBITDA (Moody's-adjusted).



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

AI SILK: S&P Assigns 'B-' Ratings, Outlook Stable
-------------------------------------------------
S&P Global Ratings assigned its 'B-' ratings to AI Silk Midco Ltd.,
parent of integrated software solutions provider Planet, and to the
term loan B (TLB) and revolving credit facility (RCF). The '3'
recovery rating on the facilities reflects its expectation of
meaningful (50%) recovery.

At the same time, S&P withdrew its ratings on Franklin Ireland and
its debt.

The outlook is stable because we expect Planet will generate
12%-13% net revenue growth, materially reduce exceptional costs
from mid-2024, with adjusted debt peaking at about 12x in 2024 and
reducing toward 7x in 2025, and its FOCF turning positive in 2025,
all while Planet maintains adequate liquidity.

AI Silk Midco has refinanced the capital structures of its
operating subsidiaries Franklin Ireland Topco and the hospitality
software group of entities, with Planet henceforth operating as one
combined company.

Planet issued a EUR143 million revolving credit facility (RCF) and
EUR910 million senior secured term loan B (TLB) and redeemed the
debt issued by Franklin Uk Bidco and AI SILK UK Midco 1.

The ratings are in line with the preliminary ratings S&P assigned
on Feb. 6, 2024.

Planet, an integrated payments processor, has refinanced the debt
outstanding at its operating subsidiaries and now operates as a
combined group. Over the past two years Planet has expanded its
operations in payments processing and software by acquiring
hospitality software companies (Protel, Datatrans, Hoist Group,
Avantio, and Rebag Data) and integrating into Planet the operations
across the two parts of the group. It now operates as an integrated
solutions provider of payment services, business management
software (BMS), and value-added services (VAS). It has refinanced
the debt outstanding at its two main operating subsidiaries on a
consolidated basis: the parent of the combined group, AI Silk Midco
Ltd., issued a EUR910 million senior secured TLB due in 2031 and a
EUR143 million RCF due in 2031. It used the proceeds to redeem the
outstanding EUR457 million TLB issued by Franklin Uk Bidco and
EUR254 million facility issued by the unrated software group AI
SILK UK Midco 1.

Following this transaction, the consolidated group's adjusted
leverage will be very high, at about 12x in 2024, but S&P forecasts
it should reduce toward 7x the following year thanks to a ramp-up
in adjusted EBITDA.

The combined group is better diversified and could achieve higher
and more stable profits and cash flows than Franklin Ireland, the
parent of Planet's payments business. Following the integration of
recent acquisitions in the software space, Planet has become a
vertically integrated provider of integrated payments, BMS, and VAS
to high-end retailers and operators in the hospitality sector. It
provides global merchants and those operating in multiple countries
with a single point of contact and a sole technology in payments
and offers other business-to-business services including
value-added tax (VAT) refunding and constant currency conversion
across geographies. Planet also offers white-labelled products
(when one company brands another company's product as its own) in
the currency conversion space to third parties, mainly to financial
institutions and global payments companies. S&P said, "We view the
combined group's offering as more resilient to merchant churn and
providing additional cross-sell opportunities to existing
customers. The group's diversification into retail and hospitality
verticals reduced its dependency on international travel, as the
integrated payments software is exposed to domestic purchases. We
also note that about 24% of the combined group's revenue is
subscription based, 4% coming from the high-end retail vertical
sales of BMS, and the remainder from BMS contracts sold to the
hospitality vertical. This should support the stability and
predictability of the group's net revenue and profits over the
medium term. Also, Planet benefits from operating in two regulated
markets (VAT-refund and payments), providing barriers to entry for
new competition."

S&P said, "We anticipate Planet's profitability will improve over
the next 24 months. Over the past two years net revenue growth has
not picked up as projected due to a slower travel recovery and
softer ramp-up in revenue generation from contracted merchants.
This is due to some merchants' preference in going live with Planet
products gradually, in particular for those merchants operating
globally with multiple domestic retail stores and hotels. We
believe net revenue growth will accelerate in 2024, backed by
already booked contracts and increased cross-selling opportunities
thanks to product integration.

"In 2022-2023 Planet incurred very high exceptional costs, which in
2022 related mainly to integration of acquisitions. In 2023 the
group undertook an operational efficiency program that led to high
severance payments and consultancy costs, and we understand this
has been largely completed. We therefore expect the exceptional
costs that weigh on adjusted EBITDA to materially reduce in 2024
and further in 2025, supporting adjusted EBITDA to improving to
about EUR100 million in 2024 and above EUR150 million in 2025 from
only EUR13 million in 2023. Planet's leaner and largely fixed cost
base should also support probability improvement as net revenue
growth continues. We expect adjusted EBITDA margins to rise toward
25% in 2025 from about 16% in 2024.

"We expect Planet's FOCF will improve toward break-even during the
next 18 months. In 2024 we forecast the group's FOCF will be
negative, due to remaining exceptional costs that will be mainly
incurred in the first quarter of 2024 and due to an increase in
lease payments related to the data center migration. The reduction
in exceptional costs and only minimal working capital outflows of
about EUR10 million per year should help improve FOCF to EUR50
million-EUR60 million in 2025. We assume the group will continue
investing in its payments technology, with annual adjusted capital
expenditure (capex) of EUR30 million-EUR35 million but no material
one-off investments. We also assume Planet will not make any
material debt-funded acquisitions in the near term, as it focuses
on continued integration and efficient operation of its existing
portfolio.

"The stable outlook reflects our expectations that in 2024-2025
Planet will generate 10%-15% net revenue growth by pursuing
cross-selling opportunities across hospitality and high-end retail
verticals, while its exceptional costs will materially reduce from
mid-2024, leading adjusted EBITDA and FOCF generation to strongly
improve in 2025. As such, we expect adjusted debt to peak at about
12x in 2024 and reduce toward 7x in 2025, and its FOCF to turn
positive in 2025. We also factor into the outlook our assumption
that the group will maintain adequate liquidity.

"We could lower the rating if Planet's operating performance and
credit metrics do not improve as we expect, for example because of
a slower ramp-up from merchants and persistently high exceptional
costs. This could lead to FOCF remaining negative and very high
leverage beyond 2024, making its capital structure unsustainable.
We could also lower the rating if the group's liquidity weakens due
to materially weaker cash flows.

"We see an upgrade as unlikely over the next 12 months. Beyond the
coming year, we could raise the rating if Planet continues to
operate successfully and adjusted EBITDA strongly improves on the
back of materially lower exceptional costs, with EBITDA margins
exceeding 30%. An upgrade would also require a reduction in
adjusted debt to EBITDA to below 7x and FOCF to debt to
consistently exceed 5%.

"Governance and social factors are a moderately negative
consideration in our credit analysis of Planet. Our assessment of
the company's financial risk profile as highly leveraged reflects
corporate decision-making that prioritizes the interests of the
controlling owners, which is the case for most rated entities owned
by private-equity sponsors. Our assessment also reflects their
generally finite holding periods and a focus on maximizing
shareholder returns. At the same time, we see social risks as an
inherent part of the travel industry, which is exposed to health
and safety concerns, terrorism, cyberattacks, and geopolitical
unrest."


ARMSTRONG CRAVEN: Bought Out of Administration
----------------------------------------------
Business Sale reports that Armstrong Craven Limited, a recruitment
services firm based in Altrincham, has been acquired out of
administration.

The firm provides talent mapping services for customers including
FTSE and Global Fortune 500 companies in more than 120 countries
worldwide.

As of 2022, the company employed 102 staff, with offices in London,
Geneva, Singapore, Zurich and New York.  However, it had suffered
in recent years as a result of an "uncertain economic
environment".

In Armstrong Craven's last available set of accounts, for the year
end December 2022, it reported turnover of GBP9.4 million, but fell
to a loss of around GBP287,000, Business Sale  discloses.  In the
accounts, the company stated that trading had remained tough at the
outset of 2023 and that its net liabilities totalled slightly over
GBP2.18 million, Business Sale notes.

According to Business Sale, the company stated: "Due to the
uncertain economic environment the company has seen a reduction in
revenue subsequent to the year end, which has seen increases in the
losses within the company.  The directors have taken action to
reduce costs and return the company to profitability."

The company fell into administration on March 22, with joint
administrators Martyn Rickels and Anthony Collier of FRP Advisory
immediately securing a sale of the business and its assets to
Colvill Banks Limited, a recruitment research firm that forms part
of the Mumbai-headquartered WhiteCrow Research Group, Business Sale
relates.

The acquisition sees all 67 members of staff transfer to the buyer,
while customer contracts will continue to be serviced, with the
firm operating independently within the WhiteCrow group, Business
Sale states.


BODY SHOP: Line of Credit Withdrawal Prompted Collapse
------------------------------------------------------
Austyn King at Cosmetics Business reports that The Body Shop fell
into administration after its new owner failed to secure fresh
funding following HSBC withdrawing its line of credit.

Aurelius purchased the British beauty brand for GBP207 million in
November 2023 from Brazilian cosmetics giant Natura, Cosmetics
Business recounts.

HSBC withdrew its line of credit following The Body Shop's sale
which contributed to a shortfall of at least GBP100 million,
Cosmetics Business relays, citing The Telegraph.

According to Cosmetics Business, the financial gap is said to have
caused the 48-year-old brand to fall into administration in
February just three months after the purchase.

HSBC gave The Body Shop at least 18 months' notice following its
withdrawal, during which time Aurelius did not secure new funding
for the business, Cosmetics Business notes.

However, a source told The Telegraph that Aurelius was never made
aware of HSBC's decision to stop lending and only discovered the
extent of The Body Shop's financial troubles after completing the
acquisition in January 2024, Cosmetics Business relates.

"Following completion of the sale, the company was informed by its
bankers that they intended to cease providing banking facilities,"
stated documents released by The Body Shop's administrators FRP.

The Body Shop was subsequently cut off from tens of millions of
pounds of credit, which was said to result in a "substantial
unplanned cash outflow from the business", according to Cosmetics
Business.

"These events combined gave rise to a forecast peak funding
requirement for the company in excess of GBP100 million,
significantly greater than the requirement identified as part of
the acquisition process," Cosmetics Business quotes the
administrators as saying.

"The substantial difference between the anticipated funding
requirements and the reality of the company's position, combined
with the business' poor trading performance, meant the shareholders
could not commit to the required level of funding."

The news follows claims that millions of pounds were taken out of
the business before its collapse into administration, which FRP is
currently investigating, Cosmetics Business notes.

The Body Shop's downfall has seen the retailer shutter 197 stores
across the UK, resulting in approximately 489 job losses, Cosmetics
Business discloses.


CENTRICA PLC: Moody's Affirms 'Ba1' Jr. Subordinated Debt Rating
----------------------------------------------------------------
Moody's Ratings has affirmed the Baa2 long-term issuer and senior
unsecured ratings, and the Ba1 junior subordinated debt rating of
Centrica plc. Concurrently, Moody's has also affirmed Centrica's
Prime-2 short-term Commercial Paper rating. The outlook remains
stable.

RATINGS RATIONALE

The rating action reflects strong financial performance by
Centrica, evidenced in reported adjusted operating profit of
GBP2,752 million in 2023, and robust balance sheet with Moody's
adjusted net cash of GBP2.3 billion at December 2023. It further
takes into account the company's strategic ambition to make
material investments in low-carbon infrastructure. Whilst the
company also intends to increase shareholder distributions,
targeted investments will, in time, replace some of the earnings
stream from its upstream business that has a declining asset life.

Over the five-year period 2024-28, Centrica expects to invest
GBP3-4 billion in assets that meet internal hurdle rates of return,
complement its existing capabilities, diversify its portfolio and
align to the needs of the energy transtion. Whilst this investment
programme is material in the context of an asset-light group,
existing businesses can be highly cash flow generative,
particularly at elevated commodity prices (notwithstanding the high
tax rates on upstream operations). Even with the group's
progressive dividend policy – the company expects to move to two
times dividend cover over time – Centrica could be only modestly
free cash flow negative over 2024-28.

Given its sizeable net cash position, Centrica has significant
headroom to its stated financial policy target of net debt / EBITDA
of below 1x, with the group's sizeable decommissioning provisions
and pension liabilities (the latter on an acturial basis) excluded
from the calculation. Indeed, Moody's estimates that Centrica could
make further sizeable one-off distributions to shareholders without
breaching this limit. The rating agency anticipates, however, that
further buybacks will be calibrated against potential investments
including, for example, in the 3.2GW Sizewell C nuclear project in
order to maintain credit quality consistent with the current
rating.

Centrica's ratings are also supported by (1) its strong liquidity;
(2) a degree of business diversification that has enabled the
company to deliver strong results in both 2022 and 2023; and (3)
the company's prudent hedging policies and track record, as well as
its stated commitment to strong credit quality. These factors are
balanced by (1) Centrica's exposure to competition across its
different business segments of operations and the company's
relatively asset-light business model with fairly low margins
compared with utility businesses; (2) the company's exposure to
commodity markets and weather patterns that bring a material
volatility to cash flows; and (3) the expected reduction in
earnings from Centrica's Upstream assets as they approach their
end-life.

The Ba1 long-term rating on the junior subordinated (hybrid
securities), which is two notches below the long-term issuer rating
of Baa2 for Centrica, reflects the features of the hybrids that
receive basket 'M' treatment.

RATIONALE FOR THE STABLE OUTLOOK

The stable rating outlook reflects Moody's expectation that
Centrica will continue to manage its capital structure and
financial profile in line with its stated commitment to strong
credit quality.

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

A rating upgrade is unlikely in the near term, given Centrica's
business mix and the finite life of some of its assets. However,
upward rating pressure could develop over time if there was greater
visibility on the company's earnings and their longer-term
sustainability in the context of the evolving energy markets and
Centrica's financial and liquidity profile remained strong.

A rating downgrade is unlikely in the near term, given the
company's very strong balance sheet and liquidity. However,
downward rating pressure could arise if Centrica appeared unlikely
to maintain a financial profile in line with the current ratings,
namely funds from operations (FFO)/net debt above 35% on a
sustainable basis. This ratio guidance could, however, be revised
in the context of the expected evolution of Centrica's business
mix.

In addition, Centrica's rating could come under downward pressure
if (1) the company's liquidity were to materially deteriorate; (2)
there were adverse regulatory, policy or market developments in
Centrica's main markets of operations; or (3) the size of the
decommissioning liabilities were to increase relative to the size
of the company's earnings.

LIST OF AFFECTED RATINGS

Issuer: Centrica plc

Outlook Actions:

Outlook, Remains Stable

Affirmations:

LT Issuer Rating, Affirmed Baa2

Junior Subordinated, Affirmed Ba1

Senior Unsecured Bank Credit Facility, Affirmed Baa2

Commercial Paper, Affirmed P-2

Other Short Term, Affirmed (P)P-2

Senior Unsecured Medium-Term Note Program, Affirmed (P)Baa2

Senior Unsecured, Affirmed Baa2

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Unregulated
Utilities and Unregulated Power Companies published in December
2023.

Centrica supplies energy and provides energy-related services to
10.3 million customers across the UK and Ireland. It also
undertakes energy, marketing and activities in European and global
gas and power markets. The company holds a 69% stake in the gas
production business Spirit Energy, owns 100% of the Rough gas
storage facility, and has a 20% interest in five nuclear power
stations in the UK.

Centrica is listed on the London stock exchange. As of end-March
2024, its market capitalisation stood at over GBP6.8 billion.

E MARKETING: Director Faces 13-Year Ban Following Liquidation
-------------------------------------------------------------
The Insolvency Service on April 18 disclosed that the director of
an IT and software development company has been given a 13-year
directorship ban after applying for two Covid Bounce Back Loans and
hiding the existence of one when his company went into
liquidation.

Syzmon Jastrzebski was the sole director of E Marketing Ltd, a
company incorporated to provide software development and IT
support.

He was handed the disqualification order at the Bristol Business
and Property Court on Tuesday, March 26.

The order, which began on Tuesday, April 16, prevents the
24-year-old from becoming involved in the promotion, formation or
management of a company, without the permission of the court.

Mr. Jastrzebski was also ordered to pay costs of GBP3,566 to be
paid by the start of his disqualification.

Kevin Read, Chief Investigator at the Insolvency Service, said:

"Syzmon Jastrzebski caused his E Marketing business to breach the
conditions of the Bounce Back Loan Scheme, designed to support
business during the pandemic."

"Mr. Jastrzebski applied for two Bounce Back Loans when the rules
of the scheme were very clear that only one application could be
made for an individual business.  He compounded this by failing to
disclose the existence of the first loan he secured when his
company went into liquidation.

"Tackling Bounce Back Loan misconduct is a key priority for the
Insolvency Service.  The 13-year disqualification order made
reflects the serious nature of the breach of acceptable behaviour
for any company director by Jastrzebski and means he cannot be
involved in the promotion, formation or management of a company in
the UK for that period."

Mr. Jastrzebski, whose last known address was Buxton Road, Luton,
applied for two Bounce Back Loans worth the maximum GBP50,000 each
in May 2020.

However, E Marketing ceased trading just one month later and was
liquidated in July 2021.

Mr. Jastrzebski did not inform insolvency practitioners of the
existence of the first loan, which only came to light during
investigations into his conduct by the Insolvency Service.

E Marketing failed to maintain adequate accounting records from its
incorporation in October 2019 until liquidation.

Investigators were subsequently unable to confirm if the loans were
used for the economic benefit of the business.

Payments of more than GBP500,000 to third parties between March
2020 and June 2021 were also not explained by Mr. Jastrzebski.

Mr. Jastrzebski did not contest the proceedings and was not present
at the final disqualification hearing.


HELIOS TOWERS: Moody's Upgrades CFR to B1, Outlook Remains Stable
-----------------------------------------------------------------
Moody's Ratings has upgraded Helios Towers plc's corporate family
rating to B1 from B2. At the same time, the probability of default
rating was upgraded to B1-PD from B2-PD and the rating of the
outstanding $650 million backed senior unsecured notes issued by
HTA Group, Ltd. and due in 2025 was upgraded to B1 from B2.  The
outlook remains stable for both entities.

RATINGS RATIONALE

The rating action reflects Moody's view that Helios Towers' credit
profile has sustainably improved, following the company's
successful deleveraging over 2023 and its announced plan to slow
down expansion through acquisitions over the next 2 years, which
Moody's expects will lead to positive free cash flow generation
from 2024 onwards. Moody's adjusted debt to EBITDA reduced to 5.1x
at the end of 2023 from 6.4x a year earlier and Moody's expects it
will further reduce to 4.5x by the end of 2024.

In addition, the company has established a track record over the
past years of consistent strong organic growth in dollar-terms
through tenancy ratio expansion. At the same time it has
effectively mitigated depreciation of local currencies through
denominating contracts either directly in dollar or hard-currencies
or through automatic escalators linked to currency depreciation,
inflation or power price increases.

Through acquisitions, including of a portfolio of towers in Oman
(Ba1 stable) at the end of 2022, Helios Towers has also diversified
its geographic exposure to lowly rated sovereigns. At the same time
the sovereign credit profiles of Helios Towers' main countries of
operation, Tanzania (B1 stable) and Democratic Republic of the
Congo (DRC, B3 stable) have improved over the past 18 months.

The company's liquidity is good with no material maturities until
December 2025 and ample liquidity sources including a cash balance
of $107 million and $391 million available undrawn credit
facilities as of December 2023. The remaining outstanding $650
million under the company's $975 million international bond becomes
due in December 2025 and Moody's expects Helios Towers will
refinance this maturity well ahead of time.

The B1 CFR continues to be supported by (1) the company's
operations of telecom towers across nine countries in Sub-Saharan
Africa and the Middle East, with strong market positions in seven
of those countries; (2) its track record of strong tower and
co-location growth resulting in strong Moody's adjusted EBITDA
margin of 51.1% in 2023; (3) an annuity-like contracted cash flow
stream underpinned by long term contracts (average remaining
contract life of 7.8 years representing $5.4 billion in future
revenue) with leading mobile network operators (MNO) that benefit
from automatic price escalators for increasing power prices,
inflation or foreign currency depreciation; (4) moderate leverage
for the telecom tower industry of 5.1x as of 2023 that Moody's
expects to reduce to 4.5x by the end of 2024; and (5) Moody's
expectation that the company will become free cash flow generative
in 2024 as it reduces spending on expansion and refocuses on
organic growth through colocations.

The rating is constrained by the high risk sovereign environments
where the company operates, notably the Democratic Republic of the
Congo (DRC — B3 stable), Ghana (Ca stable) and the Republic of
the Congo (ROC — Caa2 stable), which account for around 40% of
EBITDA as of 2023, as well as its mid-tier scale with a tower
portfolio of 14,097 sites generating revenue of $721 million for
2023.

STABLE OUTLOOK

The stable rating outlook assumes that Helios Towers will continue
to deleverage further towards 4x over the next 1-2 years, as the
company reduces acquisition spending and starts generating positive
free cash flow. The outlook also assumes successful refinancing of
the company's debt maturities well ahead of time, as well as
supportive regulatory, political and economic environments and
unrestricted ability to repatriate funds from the countries of
operations.

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

A rating upgrade is unlikely at this point because of Helios
Towers' operational exposure to countries with low ratings. In the
absence of sovereign considerations, upward rating pressure would
develop if debt / EBITDA is sustainably below 4.0x, (EBITDA-capex)
/ interest expense sustainably trends towards 2.0x and there is a
track record of free cash flow generation.

Moody's would consider a negative rating action if the sovereign
credit profile of one of the company's key markets materially
deteriorated or if the company's ability to regularly upstream cash
to its holding company became restricted. Downward pressure on the
ratings could also emanate from adjusted debt /EBITDA continuing to
exceed 5.0x or (EBITDA - capex)/ interest expense remaining below
1.0x, both on a sustainable basis; sustained negative free cash
flow generation or weakening liquidity.

The principal methodology used in these ratings was Communications
Infrastructure published in February 2022.

THAMES WATER: Plans to Increase Bills by 45% Over Next Five Years
-----------------------------------------------------------------
Chris Price at The Telegraph reports that Thames Water aims to
increase bills by 45% over the next five years as it seeks to shore
up its finances amid mounting debt pressures.

The beleaguered utility company has set out plans to spend nearly
GBP20 billion fixing leaks and sewage spills under a new business
plan sent to regulators on April 22.

It comes as the company battles to avoid a taxpayer-backed special
administration regime that could lead to some creditors losing as
much as 40% of their money, The Telegraph notes.

According to The Telegraph, the new proposal, known as PR24, aims
to increase bills to an average of GBP52.25 a month by 2030, up
from GBP36 now.

This would take annual water bills to GBP627 a year, boosting
revenues for the business amid strain from its GBP18 billion debt
pile, The Telegraph states.

However, this is subject to approval by regulator Ofwat, which has
vowed to shield customers from unnecessary bill increases,
according to The Telegraph.

It is expected to publish its draft decision in June, The Telegraph
relays.

Thames Water's need for greater revenues follows a decision by
shareholders last month to row back on plans to inject GBP500
million, which formed part of a planned GBP3.75 billion funding
package designed to see the company through to 2030, The Telegraph
notes.

Thames Water said the latest GBP627 figure would be met if it is
allowed by Ofwat to invest an extra GBP1.9 billion in fixing storm
overflows and pollution, The Telegraph states.

If the regulator does not agree to this additional investment,
Thames said bills will rise to GBP608 a year, according to The
Telegraph.

However, this would still represent an increase of GBP175 a year
compared to the GBP433 paid on average in 2024, The Telegraph
states.

According to The Telegraph, an Ofwat spokesman said: "Since October
we have been in discussions with all companies, checking on their
proposed plans and seeking further information.

"There has also been further information published in the last few
months clarifying companies' statutory commitments.

"Both these factors have required companies to review their
proposed plans and revise their expenditure forecasts to reflect
what would be required to fully comply with all statutory
requirements."


TORQUAY UNITED: Withdrawal of Financial Support Prompted Collapse
-----------------------------------------------------------------
Daniel Wood at Swindon Advertiser reports that accounts for a
Swindon business has shed a light on why a football club in the
South West was placed into administration.

Torquay United owner Clarke Osborn shocked many earlier this year
when he announced he was placing the club into administration,
Swindon Advertiser relates.

The announcement in February cited "circumstances beyond his
control" forcing him into the position where he was "unable to
continue financial support for the club and had that day filed an
intention to appoint an administrator", Swindon Advertiser
recounts.

While the announcement from Mr. Osborn didn't go into detail about
what these circumstances were, he did add "The prospect of creating
a new stadium and commercial facility was the driver for the
investment, the excitement to deliver something truly
transformative for the Club and Torbay."

Now, accounts recently posted for one of Osborn's many other
businesses, Swindon-based Gaming International (GI), which
currently operates greyhound racing and the town's Abbey Stadium,
and is looking at a new venue for the Swindon Robins speedway team,
have shed some light on the matter, Swindon Advertiser discloses.

According to Swindon Advertiser, in the "Related Party Disclosures"
section of the latest accounts posted on April 16, it said:
"Riviera Stadium Limited is incorporated in England and Wales and
is controlled by Mr C A Osborn who is director.

"The company was engaged in property development and also held a
controlling interest in the Torquay United Football Club Limited.

"Property funding partners of the company withdrew financial
support during March 2024, and the result of this was that the
[football club] was appointed an administrator on April 5."


TOWD POINT 2024-GRANITE 6: Moody's Assigns B2 Rating to Cl. F Notes
-------------------------------------------------------------------
Moody's Ratings has assigned definitive ratings to Notes issued by
Towd Point Mortgage Funding 2024 - Granite 6 PLC:

GBP1258.2M Class A1 Asset Backed Floating Rate Notes due July
2053, Definitive Rating Assigned Aaa (sf)

GBP59.2M Class B Asset Backed Floating Rate Notes due July 2053,
Definitive Rating Assigned Aa2 (sf)

GBP48.1M Class C Asset Backed Floating Rate Notes due July 2053,
Definitive Rating Assigned A3 (sf)

GBP29.6M Class D Asset Backed Floating Rate Notes due July 2053,
Definitive Rating Assigned Baa3 (sf)

GBP22.2M Class E Asset Backed Floating Rate Notes due July 2053,
Definitive Rating Assigned Ba2 (sf)

GBP18.5M Class F Asset Backed Floating Rate Notes due July 2053,
Definitive Rating Assigned B2 (sf)

GBP51.8M Class XA1 Asset Backed Floating Rate Notes due July 2053,
Definitive Rating Assigned Ca (sf)

Following the pricing of the notes the transaction benefit from a
higher than previously assumed excess spread. Moody's has not
assigned ratings to the GBP44.4M Class Z Asset Backed Notes due
July 2053, GBP29.6M Class XA2 Asset Backed Floating Rate Notes due
July 2053, and the Class XB Certificates.

RATINGS RATIONALE

The Notes are backed by a static pool of residential mortgage loans
as well as unsecured personal loans extended to borrowers located
in the UK originated by Landmark Mortgages Limited ("Landmark",
formerly NRAM plc and Northern Rock plc). This transaction is the
refinancing of the outstanding portfolio securitised in Towd Point
Mortgage Funding 2019-Granite4 Plc and Towd Point Mortgage Funding
2019-Granite 5 Plc. This represents the tenth securitisation by the
originator that is rated by us.

The portfolio of assets amount to approximately GBP1,480.2 million
as of March 31, 2024 pool cutoff date. At closing, a 364 day
revolving liquidity facility equal to 1.7% of the Class A1
outstanding balance will be provided by Wells Fargo Bank, N.A.,
(Aa1/P-1; Aa1(cr)/P-1(cr)) acting through its London Branch and
will be available to pay senior fees and interest on the Class A1
Notes. It can be drawn in the event revenue and principal proceeds
as well as funds held in the Class A1 liquidity reserve fund are
insufficient. 6 years from closing, the facility will be reduced by
the amounts held in the Class A1 liquidity reserve fund and
terminates if the Class A1 liquidity reserve fund is funded at its
target. The credit enhancement for the Class A1 Notes will be 15%.

The ratings are primarily based on the credit quality of the
portfolio, the structural features of the transaction and its legal
integrity.

According to Moody's, the transaction benefits from various credit
strengths such as (i) a granular portfolio; (ii) the 18.3 years
seasoning of the pool is significantly higher than the average of
UK RMBS transactions; (iii) the secured residential mortgage pool
has a low WA current loan-to-indexed value ratio of 47.6% as
calculated by Moody's; (iv) the liquidity facility and the
liquidity reserve fund will provide liquidity support for Class A1
Notes.

However, Moody's notes that the transaction features some credit
weaknesses such as: (i) high arrears, reflecting the non-conforming
nature of the borrowers. The unsecured consumer loans pool which
represents 3.5% of the total pool historically has shown high level
of arrears and losses. The 90 day plus arrears are currently
standing at 32.1% of the unsecured portion of the current pool.
(ii) 65.4% of the loans in the secured mortgage pool have bullet
repayments; (iii) the whole portfolio is exposed to floating rate
loans and has shown a deterioration of performance in the current
interest rate environment and (iv) an unrated servicer (Landmark).
Various mitigants have been included in the transaction structure
such as a back-up servicer facilitator which is obliged to appoint
a back-up servicer if necessary, an independent cash manager and
estimation language.

Moody's determined the portfolio lifetime expected loss of 3.6% and
MILAN Stressed Loss of 15.6% related to borrower receivables. The
expected loss captures Moody's expectations of performance
considering the current economic outlook, while the MILAN Stressed
Loss captures the loss Moody's expect the portfolio to suffer in
the event of a severe recession scenario. Expected loss and MILAN
Stressed Loss are parameters used by Moody's to calibrate its
lognormal portfolio loss distribution curve and to associate a
probability with each potential future loss scenario in the ABSROM
cash flow model to rate RMBS.

Portfolio expected loss of 3.6%: This is higher than the UK
non-conforming RMBS sector average and is based on Moody's
assessment of the lifetime loss expectation for the pool taking
into account: (i) the collateral performance of the Landmark
originated loans to date, as observed in the previously securitised
portfolios; (ii) the current macroeconomic environment in the UK;
(iii) the fact that 15.9% of the pool was in arrears for more than
3 months as of the pool cutoff date; and (iv) benchmarking with
comparable transactions in the UK non-conforming sector.

MILAN Stressed Loss of 15.6%: This is higher than the UK
non-conforming RMBS sector average and follows Moody's assessment
of the loan-by-loan information taking into account the following
key drivers: (i) the collateral performance of the underlying loans
to date as described above; (ii) the weighted average current
loan-to- value of 78.9% in the secured mortgage pool; (iii) the
average seasoning of the pool of 18.3 years, which is significantly
higher than the UK RMBS sector; (iv) interest-only loans comprise
65.4% of the pool; (v) the loan characteristics including 3% of the
total pool being together loans for which an unsecured loan balance
is outstanding. These are loans where the borrower obtained a
secured and an unsecured loan.

The principal methodology used in these ratings was "Residential
Mortgage-Backed Securitizations methodology" published in October
2023.

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

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS:

Factors that would lead to an upgrade of the ratings include
significantly better than expected performance of the pool together
with an increase in credit enhancement of Notes.

Factors that would lead to a downgrade of the ratings include: (i)
increased counterparty risk leading to potential operational risk
due to a servicing or cash management interruptions and (ii)
economic conditions being worse than forecast resulting in higher
arrears and losses.

TRICAS CONSTRUCTION: Goes Into Liquidation
------------------------------------------
Ellen Knight at BBC Radio Shropshire reports that residents living
near a half-finished housing development have been left frustrated
after learning the company building it has gone into liquidation.

Tricas Construction was employed by Shropshire Towns and Rural
Housing to build 13 houses off Racecourse Crescent in Shrewsbury,
BBC Radio Shropshire discloses.

But work stopped in February when Tricas went out of business and
one resident told BBC Radio Shropshire it was "very disconcerting",
BBC Radio Shropshire relates.

According to BBC Radio Shropshire, Shropshire Towns and Rural
Housing, also known as STAR, said it was disappointed at the
liquidation of Tricas and had tried to support it beforehand.

Legal issues were being addressed and efforts were under way to
find a new contractor to finish the project, a spokesperson added,
BBC Radio Shropshire notes.


[*] Greenberg Shortlisted for Restructuring Team of the Year Award
------------------------------------------------------------------
Greenberg Traurig, LLP's London Restructuring & Bankruptcy Practice
is shortlisted for the Restructuring Team of the Year category at
The Lawyer Awards 2024, which will be hosted at London's JW
Marriott Grosvenor House Hotel June 18.

The category focuses on standout restructuring deals completed in
2023, with shortlisted entries demonstrating "excellence and
innovation in the team's work." The London Restructuring &
Bankruptcy Practice was nominated for its work advising the debtor
in the high-profile Prezzo Part 26A restructuring plan, sanctioned
by the High Court in July 2023.

The Lawyer's recognition caps a highly successful year for the
team.  Alongside the firm's other Europe, Middle East, and Africa
(EMEA) offices, the team earned the top spot in Reorg's EMEA
Advisor Rankings 2023 as the most engaged legal advisor for
mid-market restructurings, and is ranked in the top 10 for
large-cap restructurings that have a total debt size of over EUR250
million.  The team also made a rapid ascent into the GRR 30 2023
ranking of the world's leading restructuring advisors, described by
GRR as a "stunning debut," and was shortlisted for Corporate
(Restructuring) Team of the Year at the British Legal Awards 2023.

About Greenberg Traurig's London Office: Greenberg Traurig, LLP in
London has established itself as a multidisciplinary law firm, with
more than 140 lawyers and growing. The London office provides
partner-led advice to domestic and international clients on a range
of matters across the legal spectrum. Lawyers at Greenberg Traurig
in London advise U.K. and multinational clients operating in many
different sectors, including chemicals, pharmaceuticals, life
sciences, energy, real estate, financial, automotive, retail, and
communications. For additional information, please visit
http://www.gtlaw.com.

                    About Greenberg Traurig

Greenberg Traurig, LLP has more than 2750 attorneys in 47 locations
in the United States, Europe and the Middle East, Latin America,
and Asia. The firm is a 2022 BTI "Highly Recommended Law Firm" for
superior client service and is consistently among the top firms on
the Am Law Global 100 and NLJ 500. Greenberg Traurig is Mansfield
Rule 6.0 Certified Plus by The Diversity Lab. The firm is
recognized for powering its U.S. offices with 100% renewable energy
as certified by the Center for Resource Solutions Green-e(R) Energy
program and is a member of the U.S. EPA's Green Power Partnership
Program. The firm is known for its philanthropic giving,
innovation, diversity, and pro bono. Web: http://www.gtlaw.com.



                           *********


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

Troubled Company Reporter-Europe is a daily newsletter co-
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Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

Copyright 2024.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed to
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