---

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

                          E U R O P E

          Friday, June 14, 2024, Vol. 25, No. 120

                           Headlines



I R E L A N D

PROVIDUS CLO I: Moody's Affirms B2 Rating on EUR9.5MM Cl. F Notes


I T A L Y

AQUI SPV: Moody's Lowers Rating on EUR544.7MM Class A Notes to B2
ASTALDI: Astaris Gets 10 Letters of Interest for Toll Road Stake
TELECOM ITALIA: Moody's Hikes CFR & Senior Unsecured Debt to Ba3


L U X E M B O U R G

ALTICE FRANCE: XAI Octagon Marks $2.5MM Loan at 21% Off
NEPTUNE HOLDCO: S&P Raises LongTerm ICR to 'B', Outlook Stable


N E T H E R L A N D S

MILA BV 2024-1: Moody's Assigns Ba1 Rating to EUR5MM Class E Note


P O L A N D

CANPACK GROUP: S&P  Affirms 'BB-' ICR & Alters Outlook to Positive


S P A I N

AERNNOVA AEROSPACE: Moody's Affirms 'B3' CFR, Outlook Stable
CERVANTES BIDCO: Moody's Assigns First Time B2 Corp. Family Rating


U N I T E D   K I N G D O M

ARTEMIS ACQUISITIONS: S&P Assigns 'B' ICR, Outlook Stable
BODY SHOP: Expected to Have New Owner by End of June
CAMELOT UK: Moody's Affirms 'B2' CFR & Alters Outlook to Positive
EXMOOR FUNDING 2024-1: Moody's Gives Ba2 Rating to GBP1MM F Notes
GD&C LIMITED: Goes Into Administration

MONA ISLAND: Dairy Farmers Owed GBP1.6MM, Repayment Unlikely
OLD HOUSE: Falls Into Administration
OPX LOGISTICS: Collapses Into Administration
PREFERRED RESIDENTIAL 06-1: Moody's Ups Rating on E1c Notes to Caa3
RADICALLY DIGITAL: Falls Into Administration

REDSPUR LIMITED: Goes Into Administration
SELINA HOSPITALITY: Receives Extension From Nasdaq Hearings Panel
WEST BROMWICH: Moody's Withdraws 'Ba3' LongTerm Deposit Ratings


X X X X X X X X

[*] BOOK REVIEW: Charles F. Kettering: A Biography
[*] Willkie Adds New Lawyers to Bankruptcy Team in Germany

                           - - - - -


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

PROVIDUS CLO I: Moody's Affirms B2 Rating on EUR9.5MM Cl. F Notes
-----------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by Providus CLO I Designated Activity Company:

EUR12,250,000 Class C-1 Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to A1 (sf); previously on Jul 13, 2022
Affirmed A2 (sf)

EUR10,000,000 Class C-2 Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to A1 (sf); previously on Jul 13, 2022
Affirmed A2 (sf)

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

EUR203,000,000 (Current outstanding amount is EUR184,955,774)
Class A Senior Secured Floating Rate Notes due 2031, Affirmed Aaa
(sf); previously on Jul 13, 2022 Affirmed Aaa (sf)

EUR18,500,000 Class B-1 Senior Secured Floating Rate Notes due
2031, Affirmed Aa1 (sf); previously on Jul 13, 2022 Upgraded to Aa1
(sf)

EUR15,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2031,
Affirmed Aa1 (sf); previously on Jul 13, 2022 Upgraded to Aa1 (sf)

EUR17,750,000 Class B-3 Senior Secured Floating Rate Notes due
2031, Affirmed Aa1 (sf); previously on Jul 13, 2022 Upgraded to Aa1
(sf)

EUR19,000,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed Baa2 (sf); previously on Jul 13, 2022
Affirmed Baa2 (sf)

EUR18,750,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed Ba2 (sf); previously on Jul 13, 2022
Affirmed Ba2 (sf)

EUR9,500,000 Class F Senior Secured Deferrable Floating Rate Notes
due 2031, Affirmed B2 (sf); previously on Jul 13, 2022 Affirmed B2
(sf)

Providus CLO I Designated Activity Company, issued in April 2018,
is a collateralised loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured European and US loans. The
portfolio is managed by Permira Credit Group Holdings Limited. The
transaction's reinvestment period ended in May 2022.

RATINGS RATIONALE

The rating upgrades on the Class C-1 and Class C-2 notes are a
result of the deleveraging of the Class A notes following
amortisation of the underlying portfolio over the last 12 months
and a shorter weighted average life of the portfolio which reduces
the time the rated notes are exposed to the credit risk of the
underlying portfolio.

The affirmations on the ratings on the Class A, Class B-1, Class
B-2, Class B-3, 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.

The Class A notes have paid down by approximately EUR17.45 million
(8.6%) in the last 12 months and EUR18.04 million (8.89%) since
closing. As a result of the deleveraging, over-collateralisation
(OC) has increased. According to the trustee report dated April
2024 [1] the Class A/B and Class C ratios are reported at 138.18%
and 126.48% compared to April 2023 [2] levels of 137.30% and
126.23%, respectively. Moody's notes that the May 2024 principal
payments are not reflected in the reported OC ratios.

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: EUR328.03m

Defaulted Securities: EUR2.26m

Diversity Score: 47

Weighted Average Rating Factor (WARF): 2891

Weighted Average Life (WAL): 3.24 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.43%

Weighted Average Coupon (WAC): 3.93%

Weighted Average Recovery Rate (WARR): 43.90%

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

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
May 2024.

Counterparty Exposure:

The rating action took into consideration the notes' exposure to
relevant counterparties, such as account bank, using the
methodology "Moody's Approach to Assessing Counterparty Risks in
Structured Finance" published in 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 the collateral manager or be
delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.

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

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




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

AQUI SPV: Moody's Lowers Rating on EUR544.7MM Class A Notes to B2
-----------------------------------------------------------------
Moody's Ratings has downgraded the rating of the Class A Notes in
Aqui SPV S.r.l. This downgrade reflects lower than anticipated
cash-flows generated from the recovery process on the
non-performing loans (NPLs):

EUR544.7M Class A Notes, Downgraded to B2 (sf); previously on Aug
25, 2023 Downgraded to Ba2 (sf)

RATINGS RATIONALE

The rating action is prompted by lower than anticipated cash-flows
generated from the recovery process on the NPLs.

Lower than anticipated cash-flows generated from the recovery
process on the NPLs:

The portfolio is serviced by Prelios Credit Servicing S.p.A.
("PRECS", not rated). As of March 2024, Cumulative Collection Ratio
were at 69.4%, based on collections net of legal and procedural
costs, meaning that collections are coming significantly slower
than anticipated in the original Business Plan projections. This
compares against 84.1% at the time of the latest rating action in
August 2023, based on March 2023 data. Through the March 31, 2024
collection period, eleven collection periods since closing,
aggregate collections net of legal and procedural costs were
EUR395.9 million versus original business plan expectations of EUR
570.4 million. In terms of Cumulative Collections Ratio, the
transaction has underperformed the servicers' original expectations
starting on the 4th collection period after closing, with the gap
between actual and servicers' expected collections increasing over
time. The servicer's latest Business Plan expects total amount of
future collections lower than the outstanding amount of the Class A
Notes.

NPV Cumulative Profitability Ratio (the ratio between the Net
Present Value of collections against the expected collections as
per the original business plan, for positions which have been
either collected in full or written off) stood at 103.9%. Albeit
still good, the ratio is following a slowly declining trend.
However, it only refers to closed positions while the time to
process open positions and the future collections on those remain
to be seen.

In terms of the underlying portfolio, the reported GBV stood at
EUR1.17 billion as of March 2024 down from EUR2.1 billion at
closing. Borrowers are mainly corporate (around 83.3%) and the
underlying properties for secured positions, under Moody's
classification, are mostly concentrated in Emilia Romagna (roughly
35%).

The Unpaid interest on Class B increased to around EUR9.8 million
as of April 2024, up from EUR6.3 million as of previous interest
payment date and the interest payments to Class B are currently
being subordinated, given the subordination trigger has been hit.
The interest deferral trigger on Class B notes, which give more
benefit to the Class A notes, is stronger than the one observed in
the other NPL transactions given threshold is set at 95% Cumulative
Collection ratio compared to 90% for most of its peers.

Out of the approximately EUR893 million reduction in GBV since
closing, principal payments to Class A have been around EUR305
million. The advance rate (the ratio between Class A notes balance
and the outstanding gross book value of the backing portfolio)
stood at 20.54% as of April 2024, down from 23.21% as of the last
rating action. The rate of the advance rate decline has been slow
compared to its peers and in line with lower rated transactions.

NPL transactions' cash flows depend on the timing and amount of
collections. Due to the current economic environment, Moody's has
considered additional stresses in its analysis, including a 6
months delay in the recovery timing.

Moody's has taken into account the interest rate hedge feature of
the transaction and the Class A notes is fully hedged with the
notional of the interest rate cap exceeding class A balance even
though the difference between the two amounts is reducing.

Moody's has taken into account the potential cost of the GACS
Guarantee within its cash flow modelling, while any potential
benefit from the guarantee for the senior Noteholders has not been
considered in its analysis.

The principal methodology used in this rating was "Non-performing
and Re-performing Loan Securitizations" published in April 2024.

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

Factors or circumstances that could lead to an upgrade of the
rating include: (1) the recovery process of the non-performing
loans producing significantly higher cash-flows in a shorter time
frame than expected; (2) improvements in the credit quality of the
transaction counterparties; and (3) a decrease in sovereign risk.

Factors or circumstances that could lead to a downgrade of the
rating include: (1) significantly lower or slower cash-flows
generated from the recovery process on the non-performing loans due
to either a longer time for the courts to process the foreclosures
and bankruptcies, a change in economic conditions from Moody's
central scenario forecast or idiosyncratic performance factors. For
instance, should economic conditions be worse than forecasted and
the sale of the properties generate less cash-flows for the issuer
or take a longer time to sell the properties, all these factors
could result in a downgrade of the rating; (2) deterioration in the
credit quality of the transaction counterparties; and (3) increase
in sovereign risk.


ASTALDI: Astaris Gets 10 Letters of Interest for Toll Road Stake
----------------------------------------------------------------
Ercan Ersoy, Asli Kandemir and Giulia Morpurgo at Bloomberg News
report that Italy's Astaris SpA has received about 10 letters of
interest from potential buyers for its minority stake in a
multibillion-dollar toll road and suspension bridge in Turkey, a
person familiar with the matter said.

The company wants to sell its 18.1% stake in the
Gebze–Orhangazi–Izmir motorway and bridge and is working with
Lazard Inc., Bloomberg relays, citing the person, who asked not to
be named because the talks are private.

According to Bloomberg, the person said infrastructure and private
equity funds from the United Arab Emirates, China and Europe, and
some asset management firms from Turkey, are among the 10 groups
that have expressed interest.  Some of the would-be bidders
provided estimated value for Astaris' stake, and based on the
average of those estimates, the entire asset would be worth around
US$7 billion, the person said, Bloomberg notes.  

The deadline for the interested groups to submit their letters of
interest ended June 3, according to the terms, Bloomberg discloses.


Potential buyers have picked financial advisers, but they are yet
to begin a detailed financial and operational assessment of the
asset, several people with knowledge of the matter said, Bloomberg
notes.  The deadline for non-binding bids is July, with final bids
due in December, Bloomberg says, citing a note on Astaris' website.


Other shareholders in the project have a right of first refusal,
and depending on the price, some of them might opt to acquire
Astaris' stake, some of the people said, Bloomberg relates.
Turkish builders Nurol Insaat, Ozaltin Insaat and Makyol Insaat
each have 26% stake in Otoyol Yatirim ve Isletme AS, the venture
operating the project, while Gocay Insaat has 4%, according to
Bloomberg.

Astaldi SpA -- the original Italian contractor of the project --
entered a court-supervised debt restructuring in 2018, Bloomberg
recounts.  Following that, while the core of the company was taken
over by peer Webuild SpA, some of its non-core assets including the
stake in Otoyol were left behind in an entity renamed Astaris,
Bloomberg states.

The 420-kilometer (260-mile) toll road connects Turkey's commercial
heartland Istanbul with the Aegean port city of Izmir, and includes
a 3-kilometer, US$1.2 billion suspension bridge across the Sea of
Marmara. The concession to operate the road will end September
2035.  The government compensates operators for losses if the
number of vehicles using the toll road and the bridge falls below
an agreed threshold, making project financing easier.

The joint venture that operates the road has paid back almost half
of the original loan of around $5 billion it borrowed in 2015 for
construction, two of the people said, Bloomberg notes.


TELECOM ITALIA: Moody's Hikes CFR & Senior Unsecured Debt to Ba3
----------------------------------------------------------------
Moody's Ratings has upgraded to Ba3 from B1 the long term corporate
family rating, and to Ba3-PD from B1-PD the probability of default
rating of Telecom Italia S.p.A. ("Telecom Italia" or "the
company"), the leading telecommunications provider in Italy.
Concurrently, Moody's has upgraded to Ba3 from B1 the ratings on
the senior unsecured debt instruments and senior unsecured bank
credit facility issued by Telecom Italia, the ratings on the backed
senior unsecured debt instruments issued by its subsidiaries,
Telecom Italia Capital S.A. and Telecom Italia Finance, S.A. and to
(P)Ba3 from (P)B1 the senior unsecured Euro MTN program ratings of
Telecom Italia and the backed senior unsecured MTN program ratings
of Telecom Italia Finance, S.A. The outlook on all three entities
is positive.

This rating action concludes the review for upgrade process
initiated on 6 November 2023, when Telecom Italia announced the
disposal of its fixed network assets ("NetCo") to funds managed by
KKR & Co. Inc. ("KKR") for an Enterprise Value of EUR18.8 billion
(rising to EUR22 billion considering possible  earn-outs).

The rating upgrade follows the announcement [1] on May 30, 2024 of
the transaction approval by the European Commission. This follows
the announcement [2] in January 2024 of the transaction approval by
the Italian Government under the golden power rule. With no
additional regulatory approvals needed, Moody's believes that the
risk that the transaction will not close successfully under the
announced terms is very limited.

"The upgrade to Ba3 reflects the significant improvement in the
company's financial profile thanks to the expected debt reduction
of more than EUR14 billion, which will more than offset the
deterioration in its business profile," says Ernesto Bisagno, a
Moody's Vice President - Senior Credit Officer and lead analyst for
Telecom Italia.

"The positive outlook reflects the recent solid operating
performance and Moody's expectation that Telecom Italia's credit
metrics will improve over the next two years, supported by the
ongoing earnings recovery," added Mr Bisagno.

The rating upgrade reflects corporate governance considerations
associated with Telecom Italia's decision to pursue a more
conservative financial policy and a lower tolerance for leverage
than prior to the NetCo disposal. Financial strategy and risk
management is a governance consideration under Moody's General
Principles for Assessing Environmental, Social and Governance Risks
methodology.

RATINGS RATIONALE      

The rating upgrade primarily reflects the expected improvement in
Telecom Italia's financial profile, which will more than offset the
weaker business profile. Following the disposal, the company will
become more asset-light, because it will no longer own the
fixed-line infrastructure composed of primary, secondary and edge
networks, central office, and real estate. Given the regulated
nature of those assets, which provide a relatively stable and
predictable source of cash flows, the transaction is likely to make
Telecom Italia's business model more exposed to the volatile market
conditions in the domestic market.

However, Telecom Italia will maintain full control of the active
infrastructure of its mobile business, including ownership of the
largest share of spectrum in Italy, the core and radio access
networks, the IP Backbone, its data centres and it will also own
selected Indefeasible Rights of Use (IRUs) for backhauling. Telecom
Italia will continue to own the well performing assets in Brazil,
as well as the Enterprise business, which position it favorably
relative to other rated ServeCos in Europe.

The negative impact on the business profile is partially offset by
the fact that Telecom Italia will benefit from increased commercial
flexibility following the separation, which should support its
competitive position in the retail market.

Pro forma for the NetCo disposal and debt repayment, Telecom
Italia's Moody's-adjusted gross debt/EBITDA as of the end of 2023
decreased to 3.3x from 5.6x pre-transaction. The rating agency
expects further leverage reduction towards 3.0x by 2025, supported
by steady EBITDA growth in the mid-single-digit percentages each
year.

This EBITDA growth will be driven by (1) improving KPIs in the
consumer segment with higher ARPUs and reduced customer churn; (2)
strong growth in the Enterprise business owing to  end-to-end
connectivity, cloud, security and IoT integrated services catered
to large corporates and public administrations; and (3) the steady
revenue growth in Brazil. Telecom Italia will also benefit from
cost reductions derived from reduced headcount in the consumer
segment and an optimization of its content strategy.

However, because of high interest expenses, combined with one-off
separation costs and working capital needs, Moody's expects Telecom
Italia's free cash flow to be highly negative over 2024 at around
EUR1.2 billion and break even in 2025. At the same time, there is
potential for offsetting cash inflows linked to the monetization of
the fee dispute related to the 1998 payment to the state for fees
licensing, and the disposal of its submarine cable unit Sparkle.

Telecom Italia's Ba3 rating primarily reflects the company's scale
and position as the incumbent service provider in Italy, with
strong market shares in both the fixed and mobile segments; and its
international diversification in Brazil.

The rating is constrained by Telecom Italia's moderate leverage,
weak free cash flow and interest coverage metrics, and the
challenging competitive environment in Italy.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) CONSIDERATIONS

Governance considerations are material to the rating action, given
Telecom Italia's decision to pursue a more conservative financial
policy and a lower tolerance for leverage than prior to the NetCo
disposal. This factor has resulted in the company's Financial
Strategy and Risk Management score improving to 3 from 4, the
governance issuer profile score (IPS) moving to G-3 from G-4 and
the Credit Impact Score moving to CIS-3 from CIS-4.

LIQUIDITY

Following the NetCo disposal, Telecom Italia's liquidity is good
given pro forma cash and cash equivalents of more than EUR10
billion at transaction closing.  Moody's expects the company to use
most the existing cash to repay debt and maintain a cash balance of
approximately EUR2 billion. In addition, the company currently has
access to EUR4.0 billion available under its revolving credit
facility (RCF) due in 2026, with no financial covenants. However,
the size of the RCF might be reduced post transaction, to adjust it
to the smaller size of the company following the disposal of
NetCo.

STRUCTURAL CONSIDERATIONS

Telecom Italia's probability of default rating of Ba3-PD reflects
the use of a 50% family recovery rate assumption, given that its
capital structure comprises both bank debt and bonds. All of
Telecom Italia's debt instruments are senior unsecured and have a
Ba3 rating, at the same level as Telecom Italia's Ba3 CFR. It
reflects the absence of contractual subordination and the fact that
the credit quality of the Italian and Brazilian business is broadly
aligned, such that creditors at the Brazil level are not in a
significantly more favorable position relative to creditors at
Telecom Italia level.

RATIONALE FOR POSITIVE OUTLOOK

The positive outlook on the rating reflects  the company's recent
solid operating performance and Moody's expectation that Telecom
Italia's credit metrics will improve over the next two years,
supported by the ongoing earnings recovery.

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

Further upward pressure in the next 12-18 months could develop if
Telecom Italia's operating performance continues to strengthen,
such that its Moody's-adjusted debt/EBITDA ratio declines below
3.0x while the company demonstrates a continuous improvement in FCF
generation and interest coverage metrics.

Downward rating pressure in the next 12-18 months is unlikely but
could develop if operating performance weakens, such that its
Moody's-adjusted leverage increases above 4.0x, with persistent
negative FCF and deterioration in the interest coverage metrics.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was
Telecommunications Service Providers published in November 2023.

COMPANY PROFILE

Telecom Italia Group (comprising Telecom Italia S.p.A. and its
subsidiaries) is the largest telecommunications provider in Italy.
The company provides a full range of services and products,
including telephony, data exchange, interactive content, and
information and communications technology solutions. In addition,
the group is one of the leading telecom companies in the Brazilian
mobile market, operating through its subsidiary, TIM Brasil.
Pro-forma at December 2023 for the Netco disposal, Telecom Italia
generated net revenue of EUR14.4 billion, and EBITDA of EUR3.5
billion.




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

ALTICE FRANCE: XAI Octagon Marks $2.5MM Loan at 21% Off
-------------------------------------------------------
XAI Octagon Floating Rate & Alternative Income Trust has marked its
$2,567,500 loan extended to Altice France S.A to market at
$2,029,942 or 79% of the outstanding amount, as of March 31, 2024,
according to a disclosure contained in XAI Octagon's Form N-CSR for
the Fiscal year ended March 31, 2024, filed with the Securities and
Exchange Commission.

XAI Octagon is a participant in a Senior Secured First Lien Loan
Term B-14 Refinancing (3M SOFR + 5.50%) to Altice France S.A. The
loan matures on August 15, 2028.

XAI Octagon is a diversified, closed-end management investment
company registered under the Investment Company Act of 1940, as
amended. The Trust commenced operations on September 27, 2017.

Date of Fiscal Year End: September 30

XAI Octagon is led Theodore J. Brombach, President and Chief
Executive Officer; and Derek J. Mullins, Treasurer & Chief
Financial Officer. The fund can be reach through:

     Theodore J. Brombach
     XAI Octagon Floating Rate & Alternative Income Trust
     321 North Clark Street, Suite 2430
     Chicago, IL 60654
     Telephone: (312) 374-6930

          - and -

     Benjamin D. McCulloch, Esq.
     XA Investments LLC
     321 North Clark Street, Suite 2430
     Chicago, IL 60654
     Telephone: (312) 374-6930


Altice International S.a.r.l. is a multinational fibre,
telecommunications, content and media company, with a presence in
three key markets: Portugal, the Dominican Republic and Israel. The
company also operates globally through Teads, a media platform. The
Company’s country of domicile is Luxembourg.

NEPTUNE HOLDCO: S&P Raises LongTerm ICR to 'B', Outlook Stable
--------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating on
insulation and foam manufacturer Armacell's parent, Neptune Holdco
S.a.r.l, to 'B' from 'B-', and its issue rating on the group's
senior secured debt to 'B' from 'B-'.

The stable outlook reflects S&P's view that Armacell will continue
expanding on the back of solid demand in the commercial and
industrial segments, despite subdued activity in residential and
wind, leading to FOCF of EUR25 million-EUR30 million or higher and
adjusted leverage of about 6.0x in 2024-2025.

S&P said, "Following Armacell's robust results in 2023, we forecast
resilient performance with an uptick in sales growth in 2024. In
2023, the company's revenue was up 3.7% to EUR836 million compared
to EUR806.2 million last year, supported by volumes growth, higher
prices, and the contribution from acquisitions. Armacell is mainly
exposed to commercial and industrial end markets, which continue to
perform well. Armacell's exposure to residential construction is
only 8%, and its performance is not significantly impaired by weak
demand in residential markets. In the first three months of 2024,
net sales were down 1.6% compared to the previous year, although
less working days contributed negatively by 3.1%. In 2024, we
expect Armacell's pricing contribution to remain broadly stable or
slightly negative, due to slight price reductions in more
commoditized products and price-sensitive segments, mitigated by
some additional price increases implemented in Europe and the
Americas. We also expect volumes growth on the back of strong
demand in the core commercial, industrial, and energy market,
offset by ongoing slowdown in the residential and PET (polyethylene
terephthalate) wind segments. Overall, we forecast revenue growth
of 1%-3% in 2024."

S&P believes Armacell's significant margin improvement in 2023 will
remain into 2024-2025. In 2023, S&P's adjusted EBITDA margin for
the company improved materially to 17.4% from 12.5%, owing to:

-- The full impact of price increases, while raw material cost
increases were much lower.

-- The full integration and contribution of Austroflex and Izolir,
acquired in 2022.

-- Reduction of fixed costs and benefits from the footprint
optimization plan.

-- Lower restructuring costs, which led to much higher adjusted
EBITDA.

In the first quarter of 2024, the company's reported EBITDA margin
further increased to 17.9%, thanks to a positive price-cost spread
and additional cost efficiencies, albeit partly offset by lower
volumes due to less working days. S&P said, "In our view, the
margin improvement is structural because the company has reduced
its fixed costs by EUR12 million-EUR14 million. It achieved this
through measures such as centralizing support functions and
administrative activities, optimizing manufacturing facilities, and
consolidating smaller manufacturing plants into larger specialized
sites. In addition, the ramp-up of new products and business
development, such as Aerogel and ArmaPrene, will contribute to
sales and margin growth. We forecast our adjusted EBITDA margin for
Armacell will surpass 17.5% in 2024-2025."

S&P said, "We expect Armacell to generate FOCF of EUR25
million-EUR30 million or higher in 2024. In 2023, FOCF reached
about EUR65 million, owing to lower inventory stocks and raw
material prices, which decreased working capital requirements. In
2024, we anticipate capital expenditure (capex) of EUR35
million-EUR40 million. Although not in our FOCF calculations,
Armacell should also benefit from the proceeds from asset sales
following the consolidation of small manufacturing facilities. The
company's solid FOCF profile supports the 'B' rating.

"We believe that Armacell's adjusted leverage is commensurate with
a 'B' rating. In 2023, adjusted leverage reduced to 6.2x from 9.4x,
supported by the EBITDA improvement and reduction of gross debt
linked with the repayment of drawings on the revolving credit
facility (RCF). We forecast adjusted leverage at about 6.0x in 2024
and 5.5x-6.0x in 2025, which are in line with our expectations for
a 'B rating. At the end of 2023, our main debt adjustments
comprised about EUR27 million of factoring, EUR52 million of
leases, and EUR70 million of pension liabilities; we do net the
cash, owing to Armacell's private equity ownership.

"The stable outlook reflects our view that Armacell will continue
expanding on the back of solid demand in its commercial and
industrial segments, despite subdued activity in residential and
wind, leading to FOCF of EUR25 million-EUR30 million or higher and
adjusted leverage of about 6.0x in 2024-2025."

Downside scenario

S&P could lower the ratings if:

-- The group experienced severe margin pressure or operational
issues, leading to consistently negative FOCF;

-- Adjusted debt to EBITDA remained above 6.5x for a prolonged
period;

-- Liquidity pressure arose; or

-- Armacell and its sponsor were to follow a more aggressive
strategy regarding leverage or shareholder returns.

Upside scenario

In S&P's view, the probability of an upgrade is limited,
considering the group's high leverage. Armacell's private equity
ownership may increase the possibility of higher leverage or
shareholder returns. For this reason, S&P could consider raising
the rating if:

-- Adjusted debt to EBITDA fell and remained consistently below
5.0x;

-- Funds from operations (FFO) to debt increased and stayed above
12%; and

-- Armacell and its owners showed a commitment to maintaining
leverage metrics at these levels.

S&P said, "Governance is a negative consideration in our credit
rating analysis of Armacell, as is the case for most rated entities
owned by private-equity sponsors. We believe the company's highly
leveraged financial risk profile points to corporate
decision-making that prioritizes the interests of the controlling
owners. This also reflects equity sponsors' generally finite
holding periods and focus on maximizing shareholder returns.

"Environmental factors have an overall neutral influence on our
credit rating analysis. Its manufacturing process is less energy
intensive than for heavy materials like cement; therefore, it has
less exposure to greenhouse gas emissions. We understand that
Armacell is still in the process of setting up its greenhouse has
reduction targets. It reported 10.9 kilograms (kg) of carbon
dioxide emission per ton of finished goods in 2022, slightly down
from 11.1 kg per ton in 2021. We note that about 15% of Armacell's
purchased energy came from renewable sources in 2022. Moreover,
Armacell's portfolio has a clear focus on conserving energy and
contributing to a circular economy: its flexible insulation
materials (81% of revenue in 2023) enhance the energy efficiency of
technical equipment; its engineered foams (19% of revenue) are used
in lightweight applications; its PET foam (included in engineered
foams) is 100% produced from recycled PET bottles and shows growth
higher than 20%, although temporarily affected by reduced
government subsidies in various countries since 2021."




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

MILA BV 2024-1: Moody's Assigns Ba1 Rating to EUR5MM Class E Note
-----------------------------------------------------------------
Moody's Ratings has assigned the following definitive ratings to
Notes issued by Mila 2024-1 B.V.:

EUR211.5M Class A asset-backed notes 2024 due 2041, Definitive
Rating Assigned Aaa (sf)

EUR8.5M Class B asset-backed notes 2024 due 2041, Definitive
Rating Assigned Aa3 (sf)

EUR10M Class C asset-backed notes 2024 due 2041, Definitive Rating
Assigned A2 (sf)

EUR6.5M Class D asset-backed notes 2024 due 2041, Definitive
Rating Assigned Baa2 (sf)

EUR5M Class E asset-backed notes 2024 due 2041, Definitive Rating
Assigned Ba1 (sf)

EUR5.5M Class F asset-backed notes 2024 due 2041, Definitive
Rating Assigned B1 (sf)

Moody's has not assigned ratings to the EUR3.0M Class G
asset-backed notes 2024 due 2041 and EUR3.75M Class X Notes 2024
due 2041, which was also issued at the closing of the transaction.

RATINGS RATIONALE

The transaction is a 12-month revolving cash securitisation of
unsecured consumer loans extended by Lender & Spender B.V. (not
rated) to obligors in the Netherlands. The originator will also act
as the servicer of the portfolio during the life of the
transaction.

As of May 31, 2024, the portfolio of EUR247M shows 100% performing
contracts with a weighted average seasoning of around 7 months. The
portfolio consists of fixed rate amortizing loans (100%) which have
equal instalments during the life of the loan.

According to Moody's, the transaction benefits from credit
strengths such as (i) a granular portfolio; (ii) a simple product
mix with a portfolio of amortizing fixed rate loan products; and
(iii) a significant level of excess spread at closing. Furthermore,
the Notes benefit from a cash reserve funded at closing at 1.5% of
the initial Notes balance of Class A to G Notes. The reserve will
mainly provide liquidity to pay senior expenses, hedging costs and
the coupon on the Class A to F Notes.

However, Moody's notes that the transaction features some credit
weaknesses such as (i) a small and unrated originator, (ii) a
revolving period of 12 months; (iii) a pro rata principal
repayments of the Class A to F Notes; and (iv) a risk of potential
servicing disruption mitigated by the presence of Vesting Finance
Servicing B.V. as back-up servicer.

Moody's analysis focused, among other factors, on (1) an evaluation
of the underlying portfolio of financing agreements; (2) the
macroeconomic environment; (3) historical performance information;
(4) the credit enhancement provided by subordination, cash reserve
and excess spread; (5) the liquidity support available in the
transaction through the reserve fund; and (6) the legal and
structural integrity of the transaction.

MAIN MODEL ASSUMPTIONS

Moody's determined the portfolio lifetime expected defaults of
4.0%, a recovery rate of 20.0% and Aaa portfolio credit enhancement
("PCE") of 20.0% related to the receivables. The expected defaults
and recoveries capture Moody's expectations of performance
considering the current economic outlook, while the PCE captures
the loss Moody's expect the portfolio to suffer in the event of a
severe recession scenario. Expected defaults, recoveries and PCE
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 Consumer ABS.

Portfolio expected defaults of 4.0% are in line with the EMEA
Consumer ABS average and are based on Moody's assessment of the
lifetime expectation for the pool taking into account: (i)
historical performance of the loan book of the originator, (ii)
benchmark transactions, and (iii) other qualitative considerations,
such as the revolving period.

Portfolio expected recoveries of 20.0% are in line with the EMEA
Consumer ABS average and are based on Moody's assessment of the
lifetime expectation for the pool taking into account: (i)
historical performance of the loan book of the originator, (ii)
benchmark transactions, and (iii) other qualitative
considerations.

PCE of 20.0% is in line with the EMEA Consumer ABS average and is
based on (i) Moody's assessment of the borrower credit, (ii) the
replenishment period of the transaction, and (iii) benchmark
transactions. The PCE level of 20.0% results in an implied
coefficient of variation ("CoV") of 50.7%.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was "Moody's
Approach to Rating Consumer Loan-Backed ABS" published in December
2022.

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

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

Factors that may cause a downgrade of the ratings include a decline
in the overall performance of the portfolio and a meaningful
deterioration of the credit profile of the originator and servicer
Lender & Spender B.V.




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

CANPACK GROUP: S&P  Affirms 'BB-' ICR & Alters Outlook to Positive
------------------------------------------------------------------
S&P Global Ratings revised its outlook to positive from stable and
affirmed its 'BB-' long-term issuer credit ratings on Canpack Group
Inc. In addition, S&P affirmed its 'BB-' issue-level rating on the
company's three senior unsecured bonds.

The positive outlook reflects the possibility of an upgrade in the
next 12 months if Canpack's leverage remains below 4.0x in 2024. An
upgrade is also contingent on a supportive financial policy.

S&P Global Ratings-adjusted EBITDA recovered in 2023 to $433
million in 2023, from $369 million in 2022. The recovery reflects
selling price increases, an improved product mix, and better
performance in the U.S., partially offset by cost increases. With
forecast EBITDA to improve to $470 million-$490 million in 2024,
driven by a better fixed-cost absorption (volume growth) and a
reduction in energy costs, we expect S&P Global Ratings-adjusted
debt to EBITDA to fall to 3.0x-3.5x by year-end 2024 from 3.8x in
2023. S&P would most likely view these leverage levels as
commensurate with a higher rating category.

Although FOCF was positive in 2023, expansionary investments will
most likely pick up in 2025 and continue to undermine FOCF. FOCF
had been negative since 2020 due to Canpack's high expansionary
investments and large working capital outflows. A reduction in
capital expenditure (capex) to $301 million in 2023 (down from $504
million in 2022) and a positive S&P Global Ratings-adjusted working
capital inflow of almost $200 million led to positive adjusted FOCF
of $147 million in 2023. S&P said, "Although we expect EBITDA
growth to support FOCF, we anticipate FOCF to be minimal in 2024
due less-favorable working capital movements. We forecast an
increased level of uncommitted expansionary capex, which will lead
to negative FOCF in 2025."

S&P expects liquidity to remain adequate in the next year. At March
31, 2024, Canpack's liquidity was $705 million and constituted $450
million cash on balance sheet, and $255 million available under its
two asset-back lines (ABLs). In November 2025, Canpack intends to
repay the $400 million senior unsecured bonds from its cash
balance, provided there is no material change in market
conditions.

The positive outlook reflects the possibility of an upgrade in the
next 12 months if Canpack's leverage remains below 4.0x in 2024. An
upgrade is also contingent on a supportive financial policy.

S&P could revise the outlook to stable if:

-- Adjusted debt to EBITDA exceeds 4.0x. This could occur if
EBITDA and FOCF are weaker than we expect due to, for example,
adverse market conditions, higher working capital outflows, or
investments;

-- S&P thinks its liquidity assessment could deteriorate (such as
for example, with the repayment of its $400 million bond from cash
on balance sheet);

-- S&P believes that the group credit profile of its holding
company, Giorgi Global Holdings Inc. (GGH), has deteriorated.

S&P could raise the ratings if:

-- Adjusted debt to EBITDA remains below 4x with S&P Global
Ratings-adjusted EBITDA margins exceeding 12%;

-- FFO to debt exceeds 20%; this could occur if the company's cash
flow improves; and

-- Canpack maintains adequate liquidity.

An upgrade would also be contingent upon an improvement in GGH's
group credit profile.




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

AERNNOVA AEROSPACE: Moody's Affirms 'B3' CFR, Outlook Stable
------------------------------------------------------------
Moody's Ratings has affirmed the B3 long term corporate family
rating and the B3-PD probability of default rating of the
Spain-based design, engineering and aerostructures manufacturer
Aernnova Aerospace Corporation, S.A. (Aernnova). Concurrently,
Moody's has affirmed the B3 ratings on the backed senior secured
bank credit facilities raised by Aernnova Aerospace, S.A.U. The
company intends to upsize Aernnova Aerospace, S.A.U.'s backed
senior secured term loan B (TLB) by EUR25 million to approximately
EUR515 million. The rating outlook on both entities remains
stable.

RATINGS RATIONALE

The rating action reflects an ongoing recovery in Aernnova's
topline, earnings and credit metrics. In 2023, the company's
revenue grew by 18% due to a continued uptick in aircraft
deliveries post-pandemic, while Moody's adjusted EBITDA margin rose
by 3pp to 8.7%. However, the rating continues to be constrained by
the company's weak credit metrics. Moody's adjusted gross leverage
was close to 10x at the end of 2023, a figure that includes an
adjustment for factoring utilization (excluding factoring gross
leverage would have been 8.6x). Furthermore, the interest coverage,
defined as Moody's adjusted EBIT/ Interest, is well below 1x. In
Moody's view, it is crucial for the company to reduce leverage
below 7x to achieve a more favorable rating position.

We expect a strong growth in the global aerospace and defense
industry, with commercial aircraft production rising through
2024-25 and beyond. In line with these sector-wide trends, Moody's
also anticipate that Aernnova's revenue will grow by double-digits
in percentage terms in 2024, and by high single digits in the
subsequent years. Improved cost absorption, coupled with the
company's own efforts to enhance its competitiveness and
profitability, will contribute to further margin expansion.
However, the ANN 25 cost efficiency programme, which includes
industrial footprint optimization and other measures, will
initially result in relatively sizeable costs estimated at EUR33
million. These are costs Moody's will not adjust for. While Moody's
acknowledge the benefits of these measures in subsequent years,
additional costs in 2024 and a EUR5 million additional debt load
due to Aernnova Aerospace, S.A.U.'s TLB upsize will lead to slower
deleveraging compared to Moody's previous expectations.
Nevertheless, Moody's anticipate that the Moody's adjusted leverage
ratio will continue trending downwards, reaching 6x-7x over the
next 12-18 months.

Aernnova's sizable order backlog of $4.8 billion as of March 2024
substantially contributes to its revenue visibility. The backlog,
equivalent to 4.9x the revenue of the last 12 months, now exceeds
the previous peak level in 2019 by 14%. Although the backlog is
still heavily reliant on Airbus SE' programmes, accounting for a
68% share, the acquisition of Evora in 2022 has diversified
Aernnova's customer base. This is due to a long-term supply
agreement with Embraer S.A., which contributed to 20% of sales in
2023. Moreover, the concentration on Airbus SE is mitigated by its
public commitment to increase production rates on A350 and A220/
A320 programmes in the upcoming years.

The rating is mainly supported by (1) the fundamentally positive
outlook for the global aerospace and defense sector with increasing
aircraft production and higher defense budgets globally; (2)
Aernnova's  well-established and long-term cooperation with
aerospace original equipment manufacturers (OEMs), especially with
its main customer Airbus SE (A2 positive), responsible for 44% of
its sales in 2023 and almost ¾ of its order backlog; (3) its
solid competitive position, underpinned by Aernnova's in-house
composite capabilities and its role as a sole source supplier for
almost all of its contracts; and (4) its improved business
diversification over the last few years with increased exposure to
narrowbody, business jets and defense segments.

The rating is primarily constrained by (1) still weak credit
metrics with around 10x Moody's adjusted gross leverage in December
2023; (2) Aernnova's modest scale and the cyclical nature of the
commercial aerospace industry; (3) risks of slower production
ramp-up in commercial aerospace due to potential bottlenecks in the
broader value chain; and (4) sizeable restructuring costs
contributing to slower than previously expected deleveraging in
2024.

RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects Moody's expectation that Aernnova will
continue to restore its credit metrics due to a positive earnings
trajectory, allowing a further reduction of Moody's adjusted gross
leverage to a range of 6x - 7x over the next 12-18 months.

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

Positive rating pressure could arise if:

-- Further stabilization of operating environment with increasing
aerospace production rates;

-- Moody's-adjusted gross debt/ EBITDA below 6x on a sustained
basis;

-- Consistently positive free cash flow generation;

-- Absence of major execution challenges in key platforms.

Conversely, negative rating pressure could arise if:

-- Inability to reduce Moody's-adjusted gross debt/ EBITDA below
7x;

-- Moody's-adjusted EBIT/ Interest remaining below 1x;

-- Deterioration in liquidity profile as a result of negative free
cash flow, acquisition or shareholder remuneration;

-- Execution challenges which could materially distort earnings
and cash generation.

LIQUIDITY

Aernnova's liquidity profile is adequate. As of December 31, 2023,
the company had EUR42 million in cash on its balance sheet, in
addition to a fully available EUR100 million backed senior secured
revolving credit facility (RCF) maturing in 2026 issued by Aernnova
Aerospace, S.A.U. The upsize of Aernnova Aerospace, S.A.U.'s TLB
will be used to repay the seasonal EUR15 million RCF drawdown,
leaving the cash position as of March 2024 relatively unchanged at
EUR33 million. In 2024, Moody's expect weaker cash generation
compared to the last three years in a range of - EUR30 to
break-even level. This is largely due to the costs associated with
the ANN 25 cost optimization programme that the company quantified
as EUR33 million one-off cash costs. However, as these costs phase
out and earnings grow in subsequent years, Moody's expect the FCF
to become positive once again. Conversely, the company is due to
make debt repayments of EUR47 million and EUR21 million in 2024 and
2025, respectively.

STRUCTURAL CONSIDERATION

In the loss-given-default (LGD) assessment for Aernnova, Moody's
ranks pari passu the proposed upsized EUR515 million backed senior
secured term loan B, which maturity is proposed to be extended to
2030 from 2027, as well as the backed senior secured EUR100 million
RCF maturing in 2026. The backed senior secured bank credit
facilities are issued by Aernnova Aerospace, S.A.U. and guaranteed
by the parent company Aernnova Aerospace Corporation, S.A., and its
material subsidiaries, representing at least 80% of consolidated
EBITDA. The security package includes pledges over shares, bank
accounts and intragroup receivables. These backed senior secured
bank credit facilities are rated B3 in line with the corporate
family rating. Moody's assume a standard family recovery rate of
50%, which reflects the covenant-lite nature of the loan
documentation, and this results in a B3-PD probability of default
rating.

The capital structure also includes approximately EUR77 million of
unsecured institutional debt as of December 31, 2023, mostly
non-interest-bearing and amortizing, as well as EUR28 million bank
loans and EUR28 million bilateral credit facilities that Moody's
ranks junior to senior secured instruments. However, the existence
of unsecured instruments does not lead to an uplift for senior
secured instrument given their relatively small share in the
capital structure. Moreover, their amortisation over time reduces
the extent of loss absorption in case of financial difficulties.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Aerospace and
Defense published in October 2021.

COMPANY PROFILE

Headquartered in Alava, Spain, Aernnova Aerospace Corporation, S.A.
(Aernnova) is a leading Tier 1/ Tier 2 supplier of metallic and
composite aerostructures and components such as wings, empennages
and fuselage sections for original equipment manufacturers (OEMs)
in the aeronautical sector (e.g. Airbus SE (A2 positive), Embraer
S.A. (Ba1 stable) etc.). In addition, the company provides
engineering services to the main aircraft manufacturers and other
Tier 1 suppliers. Aernnova is also involved in the manufacturing of
welding products for the automotive sector and general industrial
use. The group owns production facilities in Spain, the UK,
Portugal, Romania, Mexico, Brazil and the US, which along with the
commercial office in China support its global activities across 30
aerospace programmes. In 2023, Aernnova generated EUR877 million of
revenue.  


CERVANTES BIDCO: Moody's Assigns First Time B2 Corp. Family Rating
------------------------------------------------------------------
Moody's Ratings has assigned a first-time B2 long-term corporate
family rating and a B2-PD probability of default rating to
Cervantes Bidco, S.L.U. (Cervantes), the vehicle that will acquire
Europa University Education Group, S.L.U. (Europa University
Education), a leading private higher education provider in Spain
and Portugal.

Concurrently, Moody's has also assigned a B2 instrument rating to
the proposed EUR675 million senior secured term loan B (TLB) due
2031 and to the EUR85 million senior secured revolving credit
facility (RCF) due 2030, both to be borrowed by Cervantes. The
outlook is stable.

In April 2024, funds advised by private equity group EQT
Infrastructure entered into an agreement to purchase a 65% stake in
Europa University Education  from private equity sponsor  Permira,
in a transaction that values the group at EUR2.3 billion,
equivalent to an EV/EBITDA multiple of 18x on a Moody's-adjusted
EBITDA basis for the last 12 months to June 2024. Following the
transaction, Permira will retain a stake of approximately 34%,
while the management team will hold 1%. The acquisition is subject
to regulatory and antitrust approvals and is expected to close in
October 2024.

The acquisition financing which includes a EUR675 million term loan
B, a EUR85 million revolving credit facility, and  an equity
contribution of EUR1,675 million, will be used to refinance the
company's existing EUR625 million senior secured term loan B due in
2029, pay the acquisition cost of EUR2,300 million, provide EUR10
million of cash overfunding, and cover transaction fees and
expenses of approximately EUR40 million.

"The B2 rating balances Europa University Education's leading
position in the private higher education market in Iberia,  its
track record of solid operating performance and profit growth, the
high revenue and earnings visibility and its solid cash flow
generation, with its high initial leverage, still relatively small
scale of operations, its campus concentration and its vulnerability
to shifts in the political, regulatory, and economic landscape,"
says Víctor García Capdevila, a Moody's Vice President - Senior
Analyst, and lead analyst for Europa University Education.

RATINGS RATIONALE      

Europa University Education's B2 long-term corporate family rating
reflects its (1) leading and well established position in the
fragmented private higher education market in Iberia; (2) high
revenue and earnings visibility, supported by committed student
enrolments with predominantly pre-paid tuition fees and a favorable
underlying growth rate in enrolments; (3) a proven track record of
organic revenue and earnings growth, sustained throughout economic
cycles; (4) high entry barriers created by regulatory and
accreditation requirements; (5) high and stable profit margins; and
(6) strong cash flow generation.

However, the rating is constrained by (1) the company's high
Moody's-adjusted gross leverage; (2) the relatively small scale of
operations; (3) its dependence on the two main campuses in Madrid
that together account for approximately 53% of revenue and 50% of
EBITDA; (4) a relatively high concentration on health sciences,
representing around 40% of total tuition revenue; (5) the negative
free cash flow generation owing to high capital spending in 2023
and 2024; and (6) vulnerability to shifts in the political,
regulatory, and economic landscape.

Europa University Education has a good track record of solid and
resilient operating performance underpinned by a combination of
strong growth in new enrolments (24% in 2023), increased tuition
fees, low and stable attrition rates (around 5%) and a strict and
disciplined management of operating expenses. The company recorded
revenue and Moody's-adjusted EBITDA growth of 19% to EUR344 million
and 12% to EUR99 million, respectively, in 2023.

The company's Moody's-adjusted gross leverage proforma for the
transaction is estimated at 6.2x in 2024, but the rating agency
expects leverage to reduce towards 5.0x in 2025. This leverage
reduction will be driven by sustained Moody's-adjusted EBITDA
growth, from EUR99 million in 2023 to  around EUR130 million in
2024 and EUR157 million in 2025. This growth will be supported by a
20% annual increase in new enrolments and an average mid-single
digit growth in tuition fees per year.

Moody's expects Europa University Education's capital spending,
including leases, to remain very high in 2024 at around EUR88
million (2023; EUR76 million) driven by an ambitious expansion
plan. Execution risks of this  growth plan is limited because it is
focused primarily on existing locations where the company already
has a long-standing presence, including the Canary Islands, Madrid
and Valencia. The main expansion risk comes from the construction
and opening of a new greenfield project in Malaga where the company
is not currently present.

Due to the extensive capital expenditure program and increased
interest payments, which will double from  EUR28 million in 2023 to
EUR59 million in 2024, Moody's base case assumes that Europa
University Education will report a negative free cash flow of
approximately EUR40 million in 2024. This is expected to shift to a
positive free cash flow of around EUR30 million in 2025, primarily
owing to lower capex needs once the current expansion plan is
completed.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) CONSIDERATIONS

Governance risks as per Moody's ESG framework were considered key
rating drivers of this first-time rating assignment. Governance
risks reflect the company's financial policy, characterized by a
high tolerance for leverage and an ambitious  organic growth
strategy that leads to negative free cash flow generation, at least
in 2024. It also reflects its controlled ownership, as the company
is owned by private equity sponsors EQT (64%) and Permira (35%).

LIQUIDITY

Europa University Education's liquidity is adequate. At transaction
closing, the company will have a cash balance of EUR10 million and
full availability under its new EUR85 million revolving credit
facility due in 2030. The revolver is subject to a springing
financial covenant of net debt/EBITDA of 10.2x tested when drawings
exceed 40% of the total.

The company's cash flow is seasonal and linked to the academic
year. Although working capital is structurally negative at
year-end, there is considerable quarter-on-quarter seasonality.

The company will have no debt maturities until 2030 and 2031, when
the RCF and the TLB mature, respectively.

STRUCTURAL CONSIDERATIONS

The B2-PD probability of default rating is in line with the B2
corporate family rating (CFR), reflecting the 50% family recovery
rate.  This is consistent with Moody's standard approach for all
covenant-lite TLB capital structures and takes into account the
shared security and guarantor package, as well as the pari passu
ranking of both instruments. The EUR675 million TLB and the EUR85
million RCF are rated B2, in line with the company's CFR.

COVENANTS

Moody's has reviewed the marketing draft terms for the new credit
facilities. Notable terms include the following:

Guarantor coverage will be at least 80% of consolidated EBITDA
(determined in accordance with the agreement) and include all
companies representing 5% or more of consolidated EBITDA. Only
companies incorporated in Spain, and borrowers, are required to
provide guarantees and security. Security will be granted over key
shares and receivables.

Unlimited pari passu debt is permitted up to the opening senior
secured net leverage ratio, and unlimited unsecured debt is
permitted subject to total net leverage being less than 1.0x above
opening or a 2.0x fixed charge coverage ratio (FCCR). Any permitted
senior secured debt can be made available as an incremental
facility. Unlimited restricted payments are permitted if total net
leverage is lower than 0.75x above opening, and any restricted
investments are permitted if total leverage is below opening or
FCCR is not less than 2.0x. Application in full of asset sale
proceeds is not subject to a leverage test.

Adjustments to consolidated EBITDA include the full run rate of
cost savings and synergies, uncapped and with no deadline for
realisation.

The proposed terms, and the final terms may be materially
different.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook reflects Moody's expectations that Europa
University Education will continue to record strong organic growth
over the next 12-18 months, resulting in a rapid reduction in
leverage towards 6.2x in 2024 and 5.0x in 2025. The stable outlook
does not factor in any substantial debt-funded acquisition,
incorporates Moody's expectation of adequate liquidity at all times
and assumes that the EBITA/interest expense ratio will improve
towards 2.0x over the next 12-18 months.

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

Upward pressure on the ratings could arise if the company
demonstrates a continued increase in its scale of operations and
geographic diversification, while it keeps its Moody's-adjusted
gross leverage below 4.5x on a sustained basis and generates solid
free cash flow (FCF).

Downward pressure on the ratings could arise as a result of a
deterioration in operating performance, debt-funded acquisitions or
shareholder distributions, keeping its Moody's-adjusted gross
leverage above 6.0x on a sustained basis. Moody's could also
downgrade the ratings if liquidity deteriorates; FCF remains
negative for an extended period; or changes in the accreditation or
regulatory landscape significantly weaken the company's business
prospects. A sustained Moody's-adjusted EBITDA/interest expense
ratio below 2.0x could also exert negative pressure on the rating.

PRINCIPAL METHODOLOGY

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

CORPORATE PROFILE

Cervantes Bidco, S.L.U., the top holding company within the
restricted group of Europa University Education Group, S.L.U.,
holds a leading position as a private higher education provider in
Spain and Portugal. The company offers both accredited and
non-accredited undergraduate and postgraduate degrees, as well as
vocational and professional qualifications, delivered both on-site
(representing 84% of tuition revenue in 2023) and online (16%). The
group serves more than 46,000 students across 500 programs,
including over 200 accredited programs in four main disciplines:
health science (37% of 2023 tuition revenue); social science (29%);
sports (15%); and architecture, engineering, and design (13%).
Although the group primarily operates in Madrid, where it generates
around 53% of revenue and 50% of EBITDA, it also operates campuses
in Valencia, Alicante, Tenerife, Porto and Lisbon. International
students comprise about 33% of the total student population. In
2023, the company reported EUR344 million of revenues and
Moody's-adjusted EBITDA of EUR99 million. Ownership is split among
funds advised by private equity firms EQT (64%), Permira (35%) and
the management team (1%).




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

ARTEMIS ACQUISITIONS: S&P Assigns 'B' ICR, Outlook Stable
---------------------------------------------------------
S&P Global Ratings assigned its 'B' issuer credit rating to Artemis
Acquisitions (UK) Ltd., parent of European pet food manufacturer
Partner in Pet Food (PPF), and its 'B' issue rating to the proposed
EUR750 million senior secured TLB with a '3' recovery rating that
reflects its expectation of about 50% recovery in the event of
default.

The stable outlook reflects S&P's view that PPF's operating
performance should be supported by adjusted debt leverage around
6.0x-6.5x and positive free operating cash flow (FOCF) over the
next 12 months.

The 'B' rating reflects PPF's highly leveraged capital structure
following the refinancing. Under the proposed capital structure,
the group will operate with an upsized RCF of EUR93 million,
maturing in 2027, and a EUR750 million TLB with an anticipated
seven-year maturity. S&P said, "Assuming robust operational
performance following the transaction, we think PPF can maintain
stable credit metrics with S&P Global Ratings-adjusted debt to
EBITDA at 6.0x-6.5x and funds from operations (FFO) cash interest
coverage at 2.2x-2.4x in 2024, before gradually deleveraging to
5.5x-6.0x in the next 12-24 months. We view the ownership by a
financial sponsor with a limited track record of maintaining
adjusted leverage below 5.0x as a key constraint to the rating.
Post refinancing, we expect the RCF to remain undrawn in the short
term, ensuring the group is adequately funded for its business
needs. That said, we expect PPF to bear increased interest costs,
considering the larger debt quantum in the capital structure,
although we understand the group will continue to prudently manage
interest rate risk."

S&P said, "We forecast adjusted EBITDA margins of 15.5%-16.0% in
2024, with continued positive FOCF , fueled by value focus and
growth investment.For the next two years, we expect revenue growth
of 7%-9% as prices stabilize, while volumes should gradually
recover along with a higher penetration in markets where PPF's
presence is less dominant. Additionally, the company's category
investment in higher-margin products and its previous stock keeping
unit (SKU) clean-up have enabled a better position to grow through
mix management. While key input prices, such as energy and cereals,
have come down from the peak, some key raw material prices remain
high. As a result, we anticipate adjusted EBITDA will grow to
EUR130 million-EUR150 million in 2024, given that PPF will also
continue to manage elevated labor cost impacts. We see PPF able to
generate positive FOCF of EUR35 million-EUR40 million. This
includes increased capital expenditure (capex) yearly of EUR40
million-EUR45 million to support expansion of the pouch line's
capacity as the group looks to capture further organic growth
opportunities in the premium pouch segment. In addition, consistent
improvements in working capital management, along with the use of
the factoring program, will also help support FOCF generation.

"We assume PPF will continue to pursue acquisitions to consolidate
its European footprint and support its strategic positioning
towards premiumization.Such opportunities align with PPF's
objectives toward increasing scale in terms of production footprint
and geographical diversification in the European pet food market.
We also think acquisitions could occur to support the shift to
premiumization, including towards branded categories and commercial
partnerships in new markets. We have thus factored EUR30
million-EUR50 million of acquisitions each year in our base case.
We note as positive the track record of successful acquisition
integration over the past years, with the ability to deliver
commercial and manufacturing synergies, despite inflationary
pressures."

PPF's focus on the private label segment (approximately 70%-75% of
net sales in 2023) and balanced geographic exposure in Europe help
offset the company's relatively limited scale. PPF posted strong
growth performance in 2023, with revenue growth of 15.4% to EUR795
million, underpinned by strong price contribution amid continued
high inflation. S&P Global Ratings-adjusted EBITDA at year-end 2023
was EUR120 million. This follows a solid track record of organic
growth, with sales increasing at a compound annual growth rate
(CAGR) of about 19% in 2020-2023 and S&P Global Ratings-adjusted
EBITDA rising by 32% CAGR. Private-label business contribute around
70%-75% of net sales and continues to remain the main segment for
the group. That said, the branded segment is expected to increase
in significance as the company shifts toward higher-value
propositions. The group has also strengthened its leading position
in the private label pet food segment, especially in key Eastern
European regions such as Hungary, Poland, and the Czech Republic,
and has diversified its geographic footprint away from Central and
Eastern Europe. PPF's exposure to Western Europe has substantially
increased, now accounting for roughly 46% of sales. This helps to
reduce regional concentration risk, even though PPF remains smaller
in scale, and better positions PPF to capture increasing
premiumization opportunities in Western Europe.

Strong penetration in the resilient pet food category, supported by
increasing premiumization, will support PPF's organic growth.The
pet food industry has always demonstrated resilience during
economic downturns, thanks to a continued rise in the pet
population alongside an increasing tendency to attribute human
qualities to pets. The European pet food market is expected to grow
4% CAGR to about EUR31 billion by 2027, supported by increasing
premium share across Europe. PPF is poised to capture these growth
opportunities, having shifted focus toward premium categories with
higher margins. This has been driven primarily through the pouch
format, having more than doubled pouch manufacturing capacity in
the past five years, as well as in the snacking category, which the
company entered in 2020 through its buy-and-build strategy. The
ramp-up of Kollmax, the Hungarian pet treat manufacturer acquired
in September 2023, will also drive volume growth in snacking. The
premium segments now contribute 52% of total contribution margin to
the group, with PPF expecting to increase this further.
Furthermore, PPF has been diversifying its distribution channel
mix, strategically shifting toward pet specialists, the online
channel, and co-manufacturing, which offer faster growth and higher
margins. Retailers and discounters remain the largest channels of
contribution for PPF, although the group benefits from established
relationships with retailers, enabling more price pass through
flexibility.

S&P said, "The stable outlook reflects our view that PPF should
post stable operating performance in 2024 and 2025 with adjusted
EBITDA of EUR130 million-EUR150 million, supported by the drive
toward premiumization, the group's leadership as a pan-European
private label pet food manufacturer, and slowing operating cost
inflation. We expect adjusted debt to EBITDA of 6.0x-6.5x before
the company gradually deleverages toward 5.5x-6.0x in the next
12-24 months, with recurring positive FOCF.

"We could lower the rating on PPF if adjusted debt to EBITDA rises
above 7x on a sustained basis, with no prospects of deleveraging in
the next 12 months, and the company displays neutral or negative
FOCF. This could result from declining EBITDA due to a sharp volume
contraction causing a reduced market share or failure to stabilize
profitability due to high price pressure from retailers. In
addition, we would view negatively larger-than-expected
discretionary spending, such as the group entering a sizable
debt-financed acquisitions, which would pressure credit metrics.

"We could raise the rating if we see continuous improvement in
credit metrics such that adjusted debt to EBITDA decreases below 5x
on a sustained basis, with clear financial policy commitment to
maintain leverage at such levels permanently. This could occur if
PPF is able to generate much stronger EBITDA and FOCF versus our
base case, which could stem from strong organic growth and
successful expansion in new markets, category premiumization, and
continued successful integration of new acquisitions.

"Governance factors are a moderately negative consideration in our
credit rating analysis of PPF. We view financial sponsor-owned
companies with highly leveraged financial risk profiles as
demonstrating corporate decision-making that prioritizes the
interests of the controlling owners. This also reflects the
generally finite holding periods and a focus on maximizing
shareholder returns."


BODY SHOP: Expected to Have New Owner by End of June
----------------------------------------------------
Samantha Conti at WWD reports that The Body Shop could have a new
owner by the end of June after the deadline for bids set by the
company's U.K. administrators, FRP Advisory, closed earlier this
week.

FRP had originally planned on a CVA, or Company Voluntary
Agreement, which would have seen The Body Shop exit administration,
and return to trading, with creditors paid over a fixed period, WWD
notes.

That plan didn't work out, so FRP pivoted to a sale process, WWD
states.  Potential owners have now submitted their bids for all or
parts of The Body Shop International, which has 112 stores and
various subsidiaries worldwide, WWD discloses.

The names of the bidders could not be learned, WWD states.
However, it is understood that Aurelius, which purchased The Body
Shop in late 2023 and placed the company into administration three
months later, is not among them, says.

According to WWD, potential buyers could include Marks & Spencer
and Next plc, both of which have large, third-party ecommerce
platforms and robust beauty businesses.

A source familiar with the administration process said the
overarching goal "is to get The Body Shop out of administration as
soon as possible, and to secure the best outcome for the
creditors", WWD relates.

FRP said in a statement it remains "encouraged by the level of
interest received to date from interested parties, WWD notes.  The
Body Shop remains an iconic brand, and following the structural
changes we have made to the business since our appointment, we
consider it has a viable future."

Aurelius, the largest secured creditor, placed The Body Shop into
administration in February, claiming it could not turn the business
around fast enough given weak trading over the 2023 holiday season
and the cost-of-living crisis in the U.K., WWD recounts.


CAMELOT UK: Moody's Affirms 'B2' CFR & Alters Outlook to Positive
-----------------------------------------------------------------
Moody's Ratings affirmed Camelot UK Holdco Limited's (Camelot
Holdco) B2 corporate family rating and B2-PD probability of default
rating. Camelot Holdco's subsidiaries ratings including, Camelot US
Acquisition LLC's B1 backed senior secured bank credit facility,
Camelot Finance SA's B1 backed senior secured note, and Clarivate
Science Holdings Corporation's B1 backed senior secured notes and
Caa1 senior unsecured notes ratings were also affirmed and each
subsidiary was assigned a positive rating outlook. Moody's also
assigned a speculative grade liquidity (SGL) rating of SGL-1 to
Camelot Holdco and the outlook was changed to positive from
stable.

The affirmation of the ratings and positive outlook reflect the
decreasing leverage level (4.7x as of Q1 2024 including Moody's
standard adjustments) which Moody's expects to continue to decline
to the 4.5x range in 2024 driven by additional debt reduction. The
SGL-1 rating reflects Camelot Holdco's strong free cash flow (FCF)
of $370 million LTM Q1 2024, substantial cash balance, and access
to an undrawn $700 million revolving credit facility.

Camelot Holdco is a wholly-owned direct subsidiary of Clarivate Plc
(Clarivate), which is the entity that is owned by public
shareholders and files the group's consolidated financial
statements. Clarivate is a holding company with no material assets
other than the capital stock of its subsidiaries, and conducts
substantially all of its operations through its subsidiaries.
Clarivate is not an issuer or guarantor of the existing debt
instruments, but the company's consolidated financial results of
operations substantially reflect the financial condition and
results of operations of Camelot Holdco.

RATINGS RATIONALE

Camelot UK Holdco Limited's B2 CFR reflects the leading global
market positions across Clarivate's core scientific/academic
research and intellectual property businesses. The credit profile
also considers the high proportion of subscription revenue (62% of
revenue LTM Q1 2024) and high switching costs derived from
Clarivate's proprietary data extraction methodology, which
facilitates development of high quality value-added databases.
Given that Clarivate's mission critical subscription products are
embedded in customers' core operations and research workflows,
customer renewals and retention rates on a weighted average basis
have remained above 90% and have been improving in recent periods.
Clarivate also benefits from good diversification across end
markets, geography and customers with EBITDA margins in the high
30% range (Moody's adjusted). The company's low net working capital
and asset lite operating model facilitates a high conversion of
EBITDA to FCF with FCF as a percentage of debt of 8% LTM Q1 2024.
Clarivate will continue to pursue a more moderate financial policy
and use a significant portion of FCF to repay debt.  At the same
time, acquisition activity will likely to be relatively modest in
the near term.

Clarivate's ratings are constrained by weak organic revenue growth
in recent periods, although Moody's expects top line growth will
increase slightly during the second half of 2024. Operating
performance has the potential to be impacted by more volatile
transactional revenue (about 21% of revenue LTM Q1 2024). In
addition, the possibility remains that subscription and
re-occurring revenue may decline slightly during weak macroeconomic
periods as some clients reduce spending on ancillary features to
offset pressures in other parts of their budgets. Clarivate also
faces competitive challenges from industry players that have been
amassing scale and new technology entrants.

Camelot Holdco's SGL-1 liquidity rating reflects the company's very
good liquidity profile over the next 12-15 months supported by a
cash balance of about $362 million and access to an undrawn $700
million revolving credit facility ($9 million of L/Cs) as of Q1
2024. In January 2024, Camelot US Acquisition LLC reduced the size
of the revolver to $700 million from $750 million. The revolver
matures in January 2029, but is subject to a springing maturity
date 91 days prior to the maturity date of the senior secured notes
due 2026 and 2028 issued under other subsidiaries if the debt
remains outstanding.

Capex was $248 million as of LTM Q1 2024 and Moody's expects
spending to remain above historical levels as the company increases
investments in product innovation to improve growth. Free cash flow
after capex and $76 million in dividends on the mandatory
convertible preferred shares was $370 million LTM Q1 2024 and will
continue to increase. The preferred shares converted to equity in
June 2024 and FCF will benefit from the elimination of $76 million
in annual dividends to preferred shareholders going forward.
Following $300 million in debt repayment in 2023 and $47 million as
part of the refinancing transaction in January 2024, Moody's
projects a significant portion of Clarivate's expanding FCF to be
used for debt reduction in 2024. Clarivate also bought back $100
million in stock in 2023 and additional buybacks are likely in
2024. Camelot Holdco will continue to consider additional
acquisitions in the near term, but Moody's expects that they will
be relatively modest in size.

The term loans are covenant lite. The revolving credit facility is
subject to a springing maximum First lien Net Leverage maintenance
covenant of 7.25x (as defined) when more than 35% of the revolver
is drawn. To the extent Clarivate were to draw more than 35% over
the next 12-15 months, Moody's expects the company will have a
substantial cushion with the springing covenant.

The positive outlook reflects Moody's view that Camelot Holdco's
organic revenue will be flat to modestly positive in 2024 supported
by slightly improved performance during the second half of 2024.
Updates to existing service offerings and additional enhancements
to other product offerings will contribute to growth while a
significant portion of FCF will continue to be used for debt
reduction. Moody's expects pro forma leverage will decrease to the
mid 4x range in FY 2024 from 4.7x as of LTM Q1 2024 driven by debt
repayment. While the business model will be relatively resilient to
a slow down in the economy, transaction and recuring related
revenue may be negatively impacted by weak economic conditions.

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

Camelot Holdco's ratings could be upgraded if organic revenue
growth improves to the mid-single digit range and leverage is
sustained below 4.5x (Moody's adjusted). A very good liquidity
position would also be required with FCF as a percentage of debt of
over 5% (Moody's adjusted). The company would need to maintain
prudent financial policies consistent with a higher rating.

Camelot Holdco's ratings could be downgraded if leverage was
sustained above 6.5x (Moody's adjusted) due to weak operating
performance, debt-financed acquisitions, or other debt-funded
shareholder friendly transactions. A deterioration in the company's
liquidity position could also lead to negative rating pressure.

Headquartered in London, United Kingdom, Camelot UK Holdco Limited
("Camelot Holdco") is a wholly-owned subsidiary of Clarivate Plc
(the "parent"), which provides comprehensive intellectual property
and scientific information, decision support tools and services
that enable academia, corporations, governments and the legal
community to discover, protect and commercialize content, ideas and
brands. Formerly the Intellectual Property & Science unit of
Thomson Reuters Corporation, Clarivate was a carveout purchased by
Onex and Baring Asia for approximately $3.55 billion in October
2016. Following the May 2019 merger with Churchill Capital Corp., a
special purpose acquisition company (SPAC), Clarivate operates as a
publicly traded company. Revenue as of LTM Q1 2024 was $2.6
billion.

LIST OF AFFECTED RATINGS

Issuer: Camelot UK Holdco Limited

Affirmations:

  Corporate Family Rating, Affirmed B2

  Probability of Default, Affirmed B2-PD

Assignments:

Speculative Grade Liquidity Rating, Assigned SGL-1

Outlook Actions:

Outlook, Changed To Positive From Stable

Issuer: Camelot Finance SA

Affirmations:

  Backed Senior Secured Regular Bond/Debenture, Affirmed B1

Outlook Actions:

Outlook, Changed To Positive From No Outlook

Issuer: Camelot US Acquisition LLC

Affirmations:

  Backed Senior Secured Bank Credit Facility, Affirmed B1

Outlook Actions:

Outlook, Changed To Positive From No Outlook

Issuer: Clarivate Science Holdings Corporation

Affirmations:

  Backed Senior Secured Regular Bond/Debenture, Affirmed B1

  Backed Senior Unsecured Regular Bond/Debenture, Affirmed Caa1

Outlook Actions:

Outlook, Changed To Positive From No Outlook

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


EXMOOR FUNDING 2024-1: Moody's Gives Ba2 Rating to GBP1MM F Notes
-----------------------------------------------------------------
Moody's Ratings has assigned definitive ratings to Notes issued by
Exmoor Funding 2024-1 Plc:

GBP183.1M Class A Floating Rate Mortgage Backed Notes due March
2094, Definitive Rating Assigned Aaa (sf)

GBP7.3M Class B Floating Rate Mortgage Backed Notes due March
2094, Definitive Rating Assigned Aa2 (sf)

GBP6.2M Class C Floating Rate Mortgage Backed Notes due March
2094, Definitive Rating Assigned A1 (sf)

GBP4.7M Class D Floating Rate Mortgage Backed Notes due March
2094, Definitive Rating Assigned Baa1 (sf)

GBP2.1M Class E Floating Rate Mortgage Backed Notes due March
2094, Definitive Rating Assigned Baa3 (sf)

GBP1.0M Class F Floating Rate Mortgage Backed Notes due March
2094, Definitive Rating Assigned Ba2 (sf)

GBP2.1M Class X Floating Rate Mortgage Backed Notes due March
2094, Assigned B3 (sf)

Moody's has not assigned ratings to the subordinated GBP 3.6M Class
Z Mortgage Backed Notes due March 2094.

RATINGS RATIONALE

The notes are backed by a static pool of owner-occupied prime and
near prime borrowers aged 50-90+ years old located in the UK and
originated by LiveMore Capital Limited. This represents the first
securitisation by the originator which is unrated by us. LiveMore
Capital Limited specializes in later life lending to borrowers aged
50 to 90+, who are generally underserved by mainstream lenders.

The portfolio of assets consists of 1,226 loans with approximately
GBP 208.1 million current balance as of March 31 pool cut-off date.
Its weighted average current loan-to-value (WACLTV) ratio is 49%,
as adjusted by Moody's and the WA borrower age is 68.7 years. The
LTV ratios calculated by Moody's include a 10% haircut on the
valuations of the RIO loans to reflect the risk of deferred capital
expenditure to maintain the property. The pool comprises of 64%
retirement interest-only (RIO) mortgages without a specified
maturity date, 32% standard interest-only (IO) mortgages and 4% are
annuity mortgages.

The RIO mortgage maturity date is the earlier of the specified life
events (1) sale of the property, (2) death of the borrower, or of
the last living of two co-borrowers (mortality event) and (3) the
borrower or both borrowers as the case may be, moving into
long-term care (morbidity event). Moody's estimate the probability
of maturity of each RIO mortgages in each year by taking into
account mortality and morbidity events. Moody's mortality
assumptions are based on Institute of actuaries immediate annuitant
mortality tables as of 2002 adjusted by ONS data mortality
improvement factors since 2002. For loans that have joint obligors,
Moody's calculate the mortality rate for the couple, which is the
joint probability of the death of both obligors. Moody's have used
market benchmarking data to derive morbidity assumptions.

Similar to reverse mortgages, mortgages which extend well into
retirement are exposed to social risks related to demographic and
social trends. In particular, exposure to potentially vulnerable
borrowers is a key rating driver as it may lead to longer recovery
lag. In addition, mortality and morbidity events determine the
timing of maturity of retirement interest only mortgages.

100% of the pool comprises fixed interest rate loans with a
weighted average reset date in approximately 6 years. All loans
will reset to floating interest rate equal to the LiveMore Capital
Limited standard variable rate (LSVR) plus a contractual margin.
LSVR is reset quarterly, and it tracks historical compound
three-month SONIA plus a margin between 0% and 1%. Non-payment of
the monthly interest due on the RIO loans is an event of default on
the mortgage and the servicer has recourse to the borrowers'
estates. A fixed to floating swap will mitigate the interest rate
mismatch between the fixed rate loans and the floating rate notes.
After the transaction's pricing the annualized excess spread
calculated by Moody's in a zero default scenario using Moody's
stressed asset yield and fees assumptions has increased to 0.47%.
This has resulted in higher ratings on mezzanine and junior notes
compared to the provisional ratings assigned on the 20th of May
2024.

The Reserve Fund will be funded to 1% of the asset pool balance at
closing and will replenish to 1.25% of the asset pool balance from
available revenues in the revenue priority of payments. It starts
amortising on or after the first optional redemption date in June
2028 interest payment date. This reserve fund will be available to
cover senior expenses and interest on Class A. The total credit
enhancement for the Class A Notes will be 13.28%.

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 a granular portfolio, low LTV, full valuations
and no history of adverse credit. However, Moody's notes that the
transaction features some credit weaknesses such as a new unrated
originator and servicer, unrated delegated servicer without a
back-up servicer appointed at closing, limited historical data on
RIO mortgages, low seasoning and higher exposure to vulnerable
borrowers that might increase the time to foreclosure.
Additionally, the nature of the later life lending products makes
income affordability assessments complex. Various mitigants have
been included in the transaction structure such as (1) delegation
of day-to-day servicing to Pepper (UK) Limited (unrated), (2) a
continuing servicing agreement between Pepper (UK) Limited and the
issuer, (3) a back-up servicer facilitator CSC Capital Markets UK
Limited (unrated), (4) reserve fund to cover 3 months of senior
expenses and interest on Class A and (5) independent cash manager
and estimation language in order to ensure continuity of payments
in case of a servicer interruption event.

Principal will be available to cover interest on Classes A to F
when they are respectively most senior. In addition, principal will
be available to cover interest on the subordinated Classes B to F
when they are not the most senior, but subject to a 10% principal
deficiency ledger condition and a cap of such subordinated
principal addition amount of 1% of the closing pool balance.

The borrowers pay into the servicer collection account at National
Westminster Bank plc (A1/P-1 deposit rating). There is a
declaration of trust over the collection account and a trigger to
replace the collection account bank should its deposit rating fall
below A2/P-1. In addition, the funds are swept at least every 5
days into the issuer account bank. Moody's have not modelled
commingling risk.

Moody's determined the portfolio lifetime expected loss of 1.8% and
MILAN Stressed Loss of 9.2% 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 1.8%: This is higher than the UK prime
RMBS sector and is based on Moody's assessment of the lifetime loss
expectation for the pool taking into account: (i) the portfolio
characteristics, including WACLTV of 49% and longer recovery lag
due to exposure to potentially vulnerable borrowers; (ii) absence
of historical data from the new originator and on the RIO product;
(iii) benchmarking to other transactions with high exposure to IO
loans and complex income borrowers; and (iv) the current
macroeconomic environment in the UK and the impact of future
interest rate rises on the performance of the mortgage loans.

MILAN Stressed Loss of 9.2%: This is higher than the UK prime
sector average and follows Moody's assessment of the loan-by-loan
information taking into account the following key drivers: (i)
collateral pool characteristics including 49% WACLTV, IO repayment
of the loans, some borrower concentration with the top 20 borrowers
representing 9.2% of the pool, high exposure to pensioner and
self-employed employment status of the borrowers, full valuation of
the properties and the borrowers' option to request a one off
six-month payment holiday in certain circumstances; and (ii) small
and new originator with limited historical book performance.

The principal methodology used in these ratings was "Residential
Mortgage-Backed Securitizations" published in May 2024.

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. Please see "Residential Mortgage-Backed Securitizations" for
further information on Moody's analysis at the initial rating
assignment and the on-going surveillance in RMBS.

FACTORS THAT WOULD LEAD 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
of (a) servicing or cash management interruptions and (b) the risk
of increased swap linkage due to a downgrade of a swap counterparty
ratings; (ii) significantly worse than expected performance of the
pool, and (iii) economic conditions being worse than forecast
resulting in higher arrears and losses.


GD&C LIMITED: Goes Into Administration
--------------------------------------
Business Sale reports that GD&C Limited, a Manchester-based cafe
operator trading as Gooey, fell into administration at the end of
May, with Richard Williamson and Christopher Brindle of Campbell,
Crossley & Davis appointed as joint administrators.

According to Business Sale, in its accounts for the year to March
31, 2023, the firm's fixed assets were valued at GBP327,164 and
current assets at GBP64,156.  However, the company's debts left it
with liabilities totalling nearly GBP65,000, Business Sale
discloses.


MONA ISLAND: Dairy Farmers Owed GBP1.6MM, Repayment Unlikely
------------------------------------------------------------
Craig Duggan and Paul Pigott at BBC News report that dozens of
dairy farmers owed a total of GBP1.6 million are unlikely to be
repaid, the co-founder of a failed cheese plant has said.

The GBP20 million Mona Island Dairy opened at Gwalchmai, Anglesey,
in 2022, employing 51 people making Welsh and continental cheeses
with milk from the area.

The owners confirmed it had gone into administration on June 10,
adding there was only a "very small" chance their suppliers would
be paid, BBC relates.

According to BBC, joint administrators Anthony Collier and
Phil Reynolds of FRP Advisory were appointed on June 7 and said
they were "exploring options" and would be in contact with all
known creditors "in due course".

Ronald Akkerman, the dairy's chief executive and co-founder, said
administrators have two large, secured creditors so "the likelihood
of any distribution to unsecured creditors is very small", BBC
notes.

He added that plans were under way for a "rescue plan" with the aim
being "an offer to farmers for full settlement, conditions to be
confirmed".

He said about GBP1.6 million was still owed to farmers for three
weeks of milk supply, adding: "We will do whatever is in our power
to take the business out of administration and back into
operation."

Mona Dairy described itself as "a new generation of cheese
production business" when it opened and got a GBP3 million Welsh
government grant to help build a new factory, BBC states.

Since going into administration, it slashed the number of employees
from 51 to 24, BBC discloses.


OLD HOUSE: Falls Into Administration
------------------------------------
Business Sale reports that Old House Group Limited, a construction
developer based in London, fell into administration at the end of
May, with Andrew Andronikou and Michael Kiely of Quantuma Advisory
appointed as joint administrators.

According to Business Sale, in the company's accounts for the year
to February 28 2023, its fixed assets were valued at GBP2.36
million and current assets at GBP3.75 million.  However, its net
liabilities at the time totalled close to GBP2 million, Business
Sale notes.


OPX LOGISTICS: Collapses Into Administration
--------------------------------------------
Carol Millett at MotorTransport reports that Swindon-based OPX
Logistics has become the latest haulage company to fall into
administration.

The company appointed Andrew Beckingham and Sean Ward of Leonard
Curtis as joint administrators on June 5, MotorTransport relates.

OPX Logistics specialises in haulage services to the retail sector
and has operating licences for 91 trucks and 92 trailers.

OPX Logistics' most recent accounts, for the five-month period from
August 1, 2022 to December 31, 2022, revealed turnover falling to
GBP6.5 million, compared to GBP15.5 million in the year to July 31,
2022, MotorTransport discloses.

In the same period the company reported a pre-tax loss of
GBP55,624, down from GBP1.1 million in the previous 12 months,
MotorTransport states.

According to MotorTransport, in its strategic report to the
accounts the company said 2022 had been a challenging year,
following the Covid-19 pandemic and a period of strong growth.

However, the report added that OPX Distribution had been generating
revenue since its launch and the directors were optimistic about
its potential to grow revenue from new and existing customers,
MotoTransport notes.

In an official statement, Leonard Curtis, as cited by
MotorTransport, said: "The administrators are assessing the
financial position of the company and its associates, OPX
Recruitment Limited and OPX Distribution Limited, and will report
further to the companies' creditors in due course.

"It has not been possible for the group's haulage operations to be
maintained although options are being explored to sustain the
group's storage facilities."


PREFERRED RESIDENTIAL 06-1: Moody's Ups Rating on E1c Notes to Caa3
-------------------------------------------------------------------
Moody's Ratings has upgraded the ratings of fifteen notes in
Preferred Residential Securities 05-2 Plc, Preferred Residential
Securities 06-1 Plc, Southern Pacific Financing 05-B Plc, Southern
Pacific Financing 06-A Plc and Southern Pacific Securities 06-1
Plc. The rating action reflects the reassessment of the financial
disruption risk in these deals, the increased levels of credit
enhancement for the affected notes and better than expected
collateral performance.

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

Preferred Residential Securities 05-2 Plc

EUR12.0M Class C1a Notes, Upgraded to Aaa (sf); previously on Jul
27, 2017 Upgraded to Aa1 (sf)

GBP4.0M Class C1c Notes, Upgraded to Aaa (sf); previously on Jul
27, 2017 Upgraded to Aa1 (sf)

GBP12.6M Class D1c Notes, Affirmed Ba3 (sf); previously on Oct 14,
2015 Upgraded to Ba3 (sf)

Preferred Residential Securities 06-1 Plc

EUR17.0M Class C1a Notes, Upgraded to Aaa (sf); previously on Jul
27, 2017 Upgraded to Aa1 (sf)

GBP6.5M Class C1c Notes, Upgraded to Aaa (sf); previously on Jul
27, 2017 Upgraded to Aa1 (sf)

EUR15.1M Class D1a Notes, Upgraded to Ba2 (sf); previously on Oct
14, 2015 Upgraded to Ba3 (sf)

GBP10.0M Class D1c Notes, Upgraded to Ba2 (sf); previously on Oct
14, 2015 Upgraded to Ba3 (sf)

GBP8.1M Class E1c Notes, Upgraded to Caa3 (sf); previously on Oct
14, 2015 Upgraded to Ca (sf)

Southern Pacific Financing 05-B Plc

GBP34.6M Class B Notes, Upgraded to Aaa (sf); previously on Jul
28, 2023 Affirmed Aa1 (sf)

GBP19.2M Class C Notes, Upgraded to Aaa (sf); previously on Jul
28, 2023 Affirmed Aa1 (sf)

GBP21.6M Class D Notes, Upgraded to Baa1 (sf); previously on Jul
28, 2023 Upgraded to Baa3 (sf)

GBP7.2M Class E Notes, Upgraded to B3 (sf); previously on Jul 28,
2023 Affirmed Caa1 (sf)

Southern Pacific Financing 06-A Plc

GBP14.7M Class B Notes, Upgraded to Aaa (sf); previously on Jul
28, 2023 Affirmed Aa1 (sf)

GBP19.1M Class C Notes, Upgraded to A1 (sf); previously on Jul 28,
2023 Upgraded to A3 (sf)

GBP9.5M Class D1 Notes, Affirmed Ba3 (sf); previously on Jul 28,
2023 Upgraded to Ba3 (sf)

GBP3.8M Class E Notes, Affirmed Caa2 (sf); previously on Jul 28,
2023 Affirmed Caa2 (sf)

Southern Pacific Securities 06-1 Plc

EUR16.2M Class C1a Notes, Upgraded to Aaa (sf); previously on Oct
4, 2021 Upgraded to Aa1 (sf)

GBP3.2M Class C1c Notes, Upgraded to Aaa (sf); previously on Oct
4, 2021 Upgraded to Aa1 (sf)

EUR3.0M Class D1a Notes, Affirmed Baa3 (sf); previously on Oct 4,
2021 Upgraded to Baa3 (sf)

GBP7.0M Class D1c Notes, Affirmed Baa3 (sf); previously on Oct 4,
2021 Upgraded to Baa3 (sf)

RATINGS RATIONALE

The rating action is prompted by the updated view on the credit
quality of the servicer, Kensington Mortgage Company Limited
("KMC", fully owned subsidiary of Barclays Bank UK Plc (Aa3(cr))
leading to reduced counterparty risk related to financial
disruption risk in these deals.

Counterparty Exposure

The rating actions took into consideration the notes' exposure to
relevant counterparties, such as servicer, account banks or swap
providers.

Moody's considered how the liquidity available in the transactions
and other mitigants support continuity of note payments, in case of
servicer default, using the CR assessment as a reference point for
servicers.

KMC is not rated but the parent company, Barclays Bank UK Plc, is
rated Aa3(cr) (Counterparty Risk Assessment). Moody's assessment
took into account the rating of the parent entity of KMC as well as
the extensive experience and the relative size and market share of
this servicer in the UK mortgage market. The updated assessment of
the servicer credit quality and the associated probability of the
servicer default together with other mitigants in the transactions
such as back-up servicer, independent cash manager and liquidity,
has resulted in an increase of the maximum achievable rating for
Preferred Residential Securities 05-2 Plc, Preferred Residential
Securities 06-1 Plc, Southern Pacific Financing 05-B Plc, Southern
Pacific Financing 06-A Plc and Southern Pacific Securities 06-1 Plc
to Aaa (sf) from Aa1 (sf), due to the associated decrease in the
financial disruption risk.

Increase in Available Credit Enhancement

Sequential amortization and a non-amortizing reserve fund led to
the increase in the credit enhancement available in this
transactions.

For instance in Preferred Residential Securities 06-1 Plc, the
credit enhancement for tranches D1a and D1c increased to 26.64%
from 10.59% since the last rating action. Similarly, in Southern
Pacific Financing 05-B Plc, the credit enhancement for tranches D
and E increased to 27.59% and 15% from 24.9% and 13.56%
respectively since the last rating action. Additionally, in
Southern Pacific Financing 06-A Plc, the credit enhancement for
tranche C increased to 41.71% from 38.8% since the last rating
action.

These levels of credit enhancement are somewhat muted by structure
costs, high fixed fees, and high arrears, leading to negative
excess spread in some of these transactions.

Revision of Key Collateral Assumptions

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

Moody's decreased the expected loss assumption to 4.21% as a
percentage of original balance (OB) from 4.33% in Preferred
Residential Securities 05-2 Plc, to 4.25% OB from 4.34% in
Preferred Residential Securities 06-1 Plc, and to 4.54% OB from
4.57% in Southern Pacific Securities 06-1 Plc, due to better than
expected collateral performance. Moody's expected loss assumption
as a percentage of current balance for Preferred Residential
Securities 05-2 Plc is 8.55%, for Preferred Residential Securities
06-1 Plc is 7.15%, and for Southern Pacific Securities 06-1 Plc is
10.73%.

The principal methodology used in these ratings was "Residential
Mortgage-Backed Securitizations" published in May 2024.

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

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

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

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


RADICALLY DIGITAL: Falls Into Administration
--------------------------------------------
Business Sale reports that Radically Digital Limited, a digital
consultancy based in Berkshire, fell into administration at the
start of June, with Irvin Cohen and Kirstie Provan of Begbies
Traynor appointed as joint administrators.

According to Business Sale, in its accounts for the year to
December 31, 2022, the company's fixed assets were valued at
GBP1.28 million and current assets at GBP1.08 million, with net
assets amounting to GBP1.3 million.

REDSPUR LIMITED: Goes Into Administration
-----------------------------------------
Business Sale reports that Redspur (Arundel) Limited, a
London-based construction and real estate developer, fell into
administration in late May, with Robert Horton of R2 Advisory
appointed as the company's administrator.

According to Business Sale, in its accounts for the year to
December 31, 2022, its current assets were valued at GBP6.2
million.  However, its total liabilities stood at more than
GBP680,000, Business Sale states.


SELINA HOSPITALITY: Receives Extension From Nasdaq Hearings Panel
-----------------------------------------------------------------
As previously announced on May 23, 2024, Selina Hospitality PLC had
received a notice from The Nasdaq Stock Market LLC, dated May 20,
2024, informing the Company that it was delinquent in filing its
Form 20-F for the year ended December 31, 2023, that the
delinquency served as an additional basis for delisting the
Company's securities from The Nasdaq Stock Exchange, and that the
Company had seven days, or until May 28, 2024, to request an
additional stay beyond the standard 15 calendar-day period. This
request was made on May 28, 2024.

The Company already had requested a hearing with the Nasdaq
Hearings Panel regarding a previous notice of delisting
determination, provided by the Nasdaq staff pursuant to Listing
Rule 5810(c)(3)(A)(iii) due to the Company's ordinary shares
trading below $0.10 for 10 consecutive trading following the
Company's violation of Listing Rule 5450(a)(1) resulting from the
bid price of the Company's listed securities closing at less than
$1.00 per ordinary share over a period of 30 consecutive business
days, and the hearing has been scheduled for June 4, 2024. In light
of this, on May 29, 2024, the Company was notified that the Nasdaq
Hearings Panel had granted the Company's request to extend the
automatic 15-day stay of suspension, which originally was set to
end on June 12, 2024, pending the conclusion of the hearing and a
final determination by the Hearings Panel regarding the Company's
listing status.

The Company has submitted to the Hearings Panel a proposed
compliance plan to address the Reporting Delinquency and
delinquencies relating to the Low Price Stock Requirement and
Minimum Bid Price Requirement, and the Hearings Panel has decided
to maintain the status quo of the Company's securities pending the
hearing, so that a final decision about the Company's listing can
be made on a full and complete record at that time.

There can be no assurances about the outcome of the hearing with
the Hearings Panel and the Company will provide a further update on
this matter in due course. In the event the Hearings Panel
determines to proceed with the delisting of the Company's
securities from The Nasdaq Stock Exchange, the securities may
continue to trade on one of the Over-the-Counter Bulletin Board
markets administered by the OTC Markets Group Inc., including the
OTCQX Best Market, the OTCQB Venture Market, or the Pink Open
Market.

                   About Selina Hospitality

Headquartered in London, England, Selina Hospitality PLC is an
operator of lifestyle and experiential Millennial- and Gen
Z-focused hotels, with 118 destinations opened in 24 countries
across 6 continents.

Tysons, Virginia-based Baker Tilly US, LLP, the Company's auditor
since 2021, issued a "going concern" qualification in its report
dated April 28, 2023, citing that the Company has suffered
historical losses from operations, has a net capital deficiency,
negative working capital and cash outflows from operations that
raise substantial doubt about its ability to continue as a going
concern.

In December 2023, the Company missed certain payments due under an
Indenture with Wilmington Trust, National Association, as trustee,
dated as of Oct. 27, 2022, in respect of 6% Convertible Senior
Notes due 2026.  The Company announced on Feb. 5, 2024, that it had
received a notice from a holder of more than 25% of the principal
amount of the 2026 Notes informing the Company that the holder was
purporting to exercise its right under the Indenture to accelerate
the outstanding principal amount of, premium (if any) on and
accrued and unpaid interest due under all of the 2026 Notes.  The
Company said in March it has engaged with relevant noteholders to
discuss potential settlement arrangements and is assessing its
legal position. "There can be no assurances that such discussions
will result in a successful outcome and the Company may need to
consider formal restructuring options in relation to the
indebtedness due under the 2026 Notes and its other liabilities,"
the Company warned.

WEST BROMWICH: Moody's Withdraws 'Ba3' LongTerm Deposit Ratings
---------------------------------------------------------------
Moody's Ratings has withdrawn West Bromwich Building Society's
("West Brom") Ba3/NP deposit ratings, ba3 Baseline Credit
Assessment (BCA) and Adjusted BCA, Ba1(cr)/NP(cr) Counterparty Risk
(CR) Assessments, Ba2/NP CR Ratings and B3(hyb) Permanent Interest
Bearing Shares (PIBS) rating. The outlook on the long-term deposits
prior to the withdrawal was stable.

RATINGS RATIONALE

Moody's has decided to withdraw the ratings for its own business
reasons.

West Brom was formed in 1849, with its headquarters in West
Bromwich, England. As of end of March 2024, West Brom had GBP6.0
billion of assets, where mortgage portfolio amounted to GBP4.7
billion. West Brom's core business is providing residential
lending, approximately three quarters is owner occupied, and
remaining is legacy buy-to-let, savings and investment products,
and general insurance products to retail customers. The Society's
other activities include finance for commercial real estate
investments and management of a portfolio of residential
properties.




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

[*] BOOK REVIEW: Charles F. Kettering: A Biography
--------------------------------------------------
Author:     Thomas Alvin Boyd
Publisher:  Beard Books
Softcover:  280 pages
List Price: $34.95

Order your personal copy at
http://amazon.com/exec/obidos/ASIN/1587981335/internetbankrupt  

Charles Kettering was born on a farm in northern Ohio in 1876.  He
once said, "I am enthusiastic about being an American because I
came from the hills in Ohio.  I was a hillbilly.  I didn't know at
that time that I was an underprivileged person because I had to
drive the cows through the frosty grass and stand in a nice warm
spot where a cow had lain to warm my (bare) feet.  I thought that
was wonderful.  I walked three miles to the high school in a little
village and I thought that was wonderful, too.  I thought of all
that as opportunity.  I didn't know you had to have money.  I
didn't know you had to have all these luxuries that we want
everybody to have today."

Charles Kettering is the embodiment of the American success story.
He was a farmer, schoolteacher, mechanic, engineer, scientist,
inventor and social philosopher.  He faced adversity in the form of
poor eyesight that plagued him all his life.  He was forced to drop
out of college twice due to his vision before completing his
electrical engineering degree.

Kettering went on to become a leading researcher for the U.S.
automotive industry.  His company, Dayton Engineering Laboratories,
Delco, was eventually sold to General Motors and became the
foundation for the General Motors Research Corporation of which
Kettering became vice president in 1920.  He is best remembered for
his invention of the all-electric starting, ignition and lighting
system for automobiles, which replaced the crank.  It first
appeared as standard equipment on the 1912 Cadillac.

Kettering held more than 300 patents ranging from a portable
lighting system, Freon, and a World War I "aerial torpedo," to a
device for the treatment of venereal disease and an incubator for
premature infants. He conceived the ideas of Duco paint and ethyl
gasoline, pursued the development of diesel engines and solar
energy, and was a pioneer in the application of magnetism to
medical diagnostic techniques.

This book shows the wisdom and common sense of Kettering's approach
to engineering and life.  It received favorable reviews when was
first published in 1957.  The New York Times called it an
"old-fashioned narrative biography, written in clean, straight-line
prose-no nuances, no overtones, .but with enough of Kettering's
philosophy and aphorisms, his tang and humor, to convey his
personality."  The New York Herald Tribune Book Review said,
"(t)his lively book is particularly successful in its reflection of
Kettering's restless, searching mind and tough persistence."

Kettering once showed a passing tramp the "fun" of digging holes
properly and gave him a job.  The man, then promoted to foreman,
later told Kettering, "(i)f only years ago someone had taught me
how much fun it is to work, when a fellow tries to do good work, I
would never have become the bum I was."  Kettering once advised,"
whenever a new idea is laid on the table it is pushed at once into
the wastebasket. (i)f your idea is right, get to that wastebasket
before the janitor.  Dig your idea out and lay it back on the
table.  Do that again and again and again.  And after you have
persisted for three or four years, people will say 'Why, it does
begin to look as through there is something to that after all.'"

Charles Kettering died on November 24, 1958.

Thomas Alvin Boyd was a chemical engineer and a member of Charles
Kettering's research staff for more than 30 years.


[*] Willkie Adds New Lawyers to Bankruptcy Team in Germany
----------------------------------------------------------
Willkie Farr & Gallagher LLP on June 11 disclosed that prominent
bankruptcy and restructuring lawyers Joern Kowalewski, Ulrich
Klockenbrink and Hendrik Hauke have joined the firm as partners in
Germany. They will be accompanied by Jan-Philipp Prass as counsel,
and a team of seven associates.

Dr. Kowalewski is a top-ranked restructuring attorney known for his
entrepreneurial and pragmatic approach to complex corporate
restructurings and distressed M&A transactions. Dr. Klockenbrink
also is recognized as a first-class-strategist and negotiator with
a great sense for solutions in highly contested transactions. They,
along with Dr. Hauke, are renowned for advising creditors, debtors
and shareholders on major restructurings, particularly in the
automotive, manufacturing, energy, transportation, real estate and
travel sectors. Dr. Prass was recently part of the team that
advised on one of Germany's most prominent cases under the new
restructuring regime. They join from Latham & Watkins LLP.  

Their additions support Willkie's steady growth strategy in Germany
and Europe over the past four years, during which time the firm has
nearly tripled its size in the German market to approximately 85
lawyers. The announcement also follows the opening of Willkie's
Munich office and addition of new partner Dr. Nils Roever earlier
this year. It further expands the capabilities of the firm's global
Business Reorganization & Restructuring Department, and comes after
the addition of Simon Baskerville in London.  

"Joern, Ulrich, Hendrik and Jan-Philipp are regarded in the market
as being among the top practitioners in their field in Germany,"
said Rachel Strickland, Chair of Willkie's Business Reorganization
& Restructuring Department. "Their skills and experience will be
valuable to our clients worldwide, particularly as restructuring
and special situations transactions are often cross-border and are
increasingly active during all economic cycles."

Georg Linde, Managing Partner of Germany, and Kamyar Abrar,
Co-Managing Partner of Germany, commented: "Expanding our
transactional bench in Germany is a key area of focus, and Jörn,
Ulrich, Hendrik and Jan-Philipp are top-notch practitioners who
will add significant restructuring experience to our growing team
in the region. We are thrilled to welcome them to Willkie."

Dr. Kowalewski commented: "Willkie's dynamic global platform,
strong growth trajectory in Germany and Europe, and leading global
restructuring practice made this an opportunity for our team that
we could not pass up. We are excited to join Willkie and look
forward to working alongside our new colleagues in Germany and
across the firm."

Biographical Information

Dr. Kowalewski regularly advises distressed investors, lenders and
steering committees, as well as debtors, shareholders and
management in out-of-court restructurings, distressed M&A and
debt-to-equity transactions. He has received numerous accolades and
awards for his work, including top tier rankings in national and
international legal directories for restructuring and
reorganization. Prior to his legal career, Jörn led a midsized
international trading company and served as a research fellow at
the Max Planck Institute for Comparative and International Private
Law.

Dr. Klockenbrink advises clients on complex restructuring,
distressed M&A, and enforcement situations, both in-court and
out-of-court. He has authored numerous articles on restructuring,
insolvency, and distressed investment topics and is ranked amongst
Germany's best restructuring lawyers. Ulrich served in various
leadership roles at Latham & Watkins LLP.   

Dr. Hendrik Hauke advises German and international clients in a
variety of cross-border distressed situations, including complex
restructurings and acquisitions of distressed companies, as well as
acquisition financing transactions. He was most recently named
rising star for restructuring in Germany by Legal 500 and also at
the IFLR Europe Awards 2024.

Dr. Prass represents clients in complex domestic and cross-border
restructurings inside and outside of insolvency proceedings and
distressed M&A. He has authored numerous publications on
restructuring, insolvency, corporate, and legal profession law.

The team practices in Hamburg and is based in the firm's Frankfurt
office.

Willkie Farr & Gallagher LLP -- http://www.willkie.com-- provides
leading-edge legal solutions on complex, business critical issues
spanning markets and industries. Its approximately 1,200 attorneys
across 15 offices worldwide deliver innovative, pragmatic and
sophisticated legal services across approximately 45 practice
areas.



                           *********


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

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

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

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000.


                * * * End of Transmission * * *