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

                          E U R O P E

          Tuesday, June 18, 2024, Vol. 25, No. 122

                           Headlines



A R M E N I A

ZANGEZUR COPPER: Moody's Affirms 'B2' CFR, Outlook Remains Stable


F R A N C E

EOS FINCO: EUR475MM Bank Debt Trades at 21% Discount


G E R M A N Y

PONY SA 2024-1: Moody's Assigns (P)Ba3 Rating to Class F Notes
PROXES GMBH: EUR95MM Bank Debt Trades at 12% Discount
TELE COLUMBUS: EUR462.5MM Bank Debt Trades at 30% Discount


I R E L A N D

INVESCO EURO VIII: Moody's Gives Ba3 Rating to EUR21.4MM E-R Notes


L U X E M B O U R G

ALVOTECH SA: $65MM Bank Debt Trades at 24% Discount


N E T H E R L A N D S

PEER HOLDING: S&P Affirms 'BB' ICR, Outlook Stable


R O M A N I A

ASTRA ASIGURARI: Romania Wins Case Over Bankruptcy


S P A I N

PIQUE MIDCO 2: S&P Affirms 'B' ICR & Alters Outlook to Stable


U N I T E D   K I N G D O M

BHS GROUP: Two Ex-Directors Ordered to Pay GBP18 Million
EVERTON FOOTBALL: Creditors Battle to Acquire Club
G.E. STARR: Bought Out of Administration
GO PLANT: Recycling Services Disrupted Following Administration
PEAK JERSEY: S&P Affirms 'B-' LongTerm ICR, Outlook Negative

SCIL IV LLC: Moody's Affirms 'B1' CFR, Outlook Remains Stable
TEVVA MOTORS: Goes Into Administration
ZARA UK: S&P Affirms 'B-' Issuer Credit Rating, Outlook Stable

                           - - - - -


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A R M E N I A
=============

ZANGEZUR COPPER: Moody's Affirms 'B2' CFR, Outlook Remains Stable
-----------------------------------------------------------------
Moody's Ratings has affirmed the B2 long-term corporate family
rating and B2-PD probability of default rating of Zangezur Copper
Molybdenum Combine CJSC (ZCMC). The outlook of ZCMC remains
stable.

RATINGS RATIONALE

The affirmation of ZCMC's B2 rating reflects Moody's expectation
that the company's credit metrics will remain strong, while the
rating will remain constrained by the company's small scale,
operational concentration in a single mine and high corporate
governance risks.

ZCMC's rating factors in (1) the company's importance to the
economy of Armenia (Ba3 stable), with its export revenue
constituting up to 10% of the country's exports and the government
owning a 21.875% stake in the company; (2) the company-estimated
long life of its only mine, although that is yet to be confirmed by
an updated independent estimate of measured resources; (3) its
fairly low copper mining costs, positioning the company in the
second quartile on the global cost curve and resulting in a
Moody's-adjusted EBITDA margin of 52.5% in 2023 (calculated not
taking into account a certain portion of royalties reported as
income tax expense); (4) Moody's expectation that the company's
credit metrics will remain strong, with Moody's-adjusted gross
debt/EBITDA below 1.0x in 2024-25 assuming there is no major drop
in copper and molybdenum prices, aggressive debt-financed
investments or shareholder distributions; and (5) ZCMC's low gross
debt and assumed access to off-take financing from major trading
partners.

The rating also takes into account (1) the small scale of ZCMC's
operations, with expected production of around 238,500 tonnes of
copper concentrate and around 21,000 tonnes of molybdenum
concentrate in 2024; (2) high operational concentration, with the
only copper-molybdenum operating mine, located in Armenia; (3)
Moody's expectation that the company will increase its development
capital spending over the next 12-18 months to increase production,
which may be partly debt-financed; (4) exposure of ZCMC's credit
metrics and liquidity to the volatile metal prices, although
mitigated by its low gross debt; and (5) its high corporate
governance risks, including the risks related to its concentrated
ownership structure, lack of a track record of operating under the
current shareholder structure through the cycle, potential further
changes in the shareholder structure, uncertainty regarding the
company's ability to consistently adhere to a balanced financial
policy, its related party transactions, potential rapid changes in
strategy, investments and financial policies, lack of transparency
and information disclosure, lack of independent members on the
board of directors, and uncertainty regarding future shareholder
distributions including provision of loans to the shareholders.

RATING OUTLOOK

The stable outlook balances ZCMC's strong credit metrics against
its small scale, high operational concentration and high corporate
governance risks.

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

Moody's could upgrade ZCMC's ratings if the company significantly
increases its scale of operations and improves its operational
diversification; builds a track record of strong operating and
financial performance under the current shareholder structure
through the cycle; maintains its Moody's-adjusted gross debt/EBITDA
solidly below 2.5x on a sustainable basis under a range of metal
price scenarios; maintains robust liquidity and demonstrates
prudent liquidity management, including during an active investment
phase; adheres to balanced financial and shareholder distribution
policies; and pursues prudent corporate governance and in
particular improves transparency and information disclosure.

Moody's could downgrade the ratings if the company's leverage
increases to more than 3.5x Moody's-adjusted gross debt/EBITDA on a
sustained basis; or there is significant deterioration in its
operating performance or liquidity.

The principal methodology used in these ratings was Mining
published in October 2021.




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F R A N C E
===========

EOS FINCO: EUR475MM Bank Debt Trades at 21% Discount
----------------------------------------------------
Participations in a syndicated loan under which EOS Finco Sarl is a
borrower were trading in the secondary market around 78.8
cents-on-the-dollar during the week ended Friday, June 14, 2024,
according to Bloomberg's Evaluated Pricing service data.

The EUR475 million Term  loan facility is scheduled to mature on
October 8, 2029.  The amount is fully drawn and outstanding.

Eos Finco S.a.r.l is a France-based telecom provider.



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

PONY SA 2024-1: Moody's Assigns (P)Ba3 Rating to Class F Notes
--------------------------------------------------------------
Moody's Ratings has assigned the following provisional ratings to
Notes to be issued by Pony S.A., Compartment German Auto Loans
2024-1:

EUR[ ]M Class A Floating Rate Notes due January 2033, Assigned
(P)Aaa (sf)

EUR[ ]M Class B Floating Rate Notes due January 2033, Assigned
(P)Aa3 (sf)

EUR[ ]M Class C Floating Rate Notes due January 2033, Assigned
(P)A1 (sf)

EUR[ ]M Class D Floating Rate Notes due January 2033, Assigned
(P)Baa1 (sf)

EUR[ ]M Class E Floating Rate Notes due January 2033, Assigned
(P)Ba1 (sf)

EUR[ ]M Class F Floating Rate Notes due January 2033, Assigned
(P)Ba3 (sf)

Moody's has not assigned any rating to EUR[ ]M Class G Floating
Rate Notes due January 2033.

RATINGS RATIONALE

The Notes are backed by a 6-month revolving pool of German auto
loans originated by Hyundai Capital Bank Europe GmbH ("HCBE") (NR).
HCBE is 51% owned by Santander Consumer Bank AG (A2/P-1 Bank
Deposits; A1(cr)/ P-1(cr)) and 49% owned by Hyundai Capital
Services, Inc. (A3 LT Issuer Rating). This is the third issuance of
HCBE.

The provisional portfolio of assets amount to approximately EUR600
million as of April 30, 2024 pool cut-off date. The cash reserve
will be funded to 1.0% of the Classes A to F Notes balance at
closing and the initial total credit enhancement for the Class A
Notes will be 10.5%.

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 and additional credit
enhancement. However, Moody's notes that the transaction features
some credit weaknesses, such as (i) the percentage of balloon loans
in the pool (87.19% of the total outstanding loans are balloon
loans), (ii) an unrated servicer, (iii) 6-month revolving structure
which could increase performance volatility of the underlying
portfolio, and (iv) a complex structure including interest deferral
triggers for juniors Notes and pro-rata principal payments. Various
mitigants have been included in the transaction structure such as a
back-up servicer facilitator which is obliged to appoint a back-up
servicer if certain triggers are breached, as well as performance
triggers which will stop the revolving period or the pro-rata
amortization.

The portfolio of underlying assets was distributed through dealers
to private individuals (84.4%) and commercial borrowers (15.6%) to
finance the purchase of new (76.4%) and used (23.6%) cars. As of
April 30, 2024, the portfolio consists of 29,915 auto finance
contracts to 29,489 borrowers with a weighted average seasoning of
12.6 months. The contracts have equal instalments during the life
of the contract and a larger balloon payment at maturity. On
average, the balloon instalment portion accounts for 62.0% of the
total principal of balloon contracts and 54.0% of the entire
portfolio cash flows.

Moody's determined the portfolio lifetime expected defaults of
1.6%, expected recoveries of 40% and Aaa portfolio credit
enhancement ("PCE") of 10% related to borrower 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 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 cash flow model to rate Auto
ABS.

Portfolio expected defaults of 1.6% are lower than the EMEA Auto
ABS average and are based on Moody's assessment of the lifetime
expectation for the pool taking into account: (i) historical
performance of the book of the originator, (ii) benchmark
transactions, and (iii) other qualitative considerations, such as
the high balloon component of the portfolio.

Portfolio expected recoveries of 40% are in line with the EMEA Auto
ABS average and are based on Moody's assessment of the lifetime
expectation for the pool taking into account: (i) historical
performance of the originator's book, (ii) benchmark transactions,
and (iii) other qualitative considerations.

PCE of 10% is in line with the EMEA Auto ABS average and is based
on Moody's assessment of the pool which is mainly driven by: (i)
the exposure to balloon payments despite considering the strength
of the originator, (ii) the relative ranking to originator peers in
the EMEA market, and (iii) the weighted average current
loan-to-value of 87.05% which is in line with the sector average.
The PCE level of 10% results in an implied coefficient of variation
("CoV") of 73.52%.

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Auto Loan- and Lease-Backed ABS" published in
November 2023.

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

Factors that may cause an upgrade of the ratings of the Notes
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 currency swap
counterparty ratings; and (ii) economic conditions being worse than
forecast resulting in higher arrears and losses.


PROXES GMBH: EUR95MM Bank Debt Trades at 12% Discount
-----------------------------------------------------
Participations in a syndicated loan under which ProXES GmbH is a
borrower were trading in the secondary market around 88.1
cents-on-the-dollar during the week ended Friday, June 14, 2024,
according to Bloomberg's Evaluated Pricing service data.

The EUR95 million Term  loan facility is scheduled to mature on
July 15, 2024.  The amount is fully drawn and outstanding.

ProXES GmbH designs and manufactures industrial machinery. The
Company offers food processing, pharmaceutical, and health-care
technologies. The Company's country of domicile is Germany.


TELE COLUMBUS: EUR462.5MM Bank Debt Trades at 30% Discount
----------------------------------------------------------
Participations in a syndicated loan under which Tele Columbus AG is
a borrower were trading in the secondary market around 69.9
cents-on-the-dollar during the week ended Friday, June 14, 2024,
according to Bloomberg's Evaluated Pricing service data.

The EUR462.5 million Term loan facility is scheduled to mature on
October 16, 2028.  The amount is fully drawn and outstanding.

Tele Columbus AG provides cable services. The Company offers cable
television programming, telephone, and internet connection services
to homeowners and the housing industry. Tele Columbus operates
throughout Germany.




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

INVESCO EURO VIII: Moody's Gives Ba3 Rating to EUR21.4MM E-R Notes
------------------------------------------------------------------
Moody's Ratings announced that it has assigned the following
definitive ratings to refinancing notes issued by Invesco Euro CLO
VIII DAC (the "Issuer"):

EUR27,200,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2036, Definitive Rating Assigned Baa3

EUR21,400,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2036, Definitive Rating Assigned Ba3

At the same time, Moody's affirmed the outstanding notes which have
not been refinanced:

EUR248,000,000 Class A Senior Secured Floating Rate Notes due
2036, Affirmed Aaa (sf); previously on Jun 27, 2022 Definitive
Rating Assigned Aaa (sf)

EUR30,600,000 Class B-1 Senior Secured Floating Rate Notes due
2036, Affirmed Aa2 (sf); previously on Jun 27, 2022 Definitive
Rating Assigned Aa2 (sf)

EUR11,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2036,
Affirmed Aa2 (sf); previously on Jun 27, 2022 Definitive Rating
Assigned Aa2 (sf)

EUR20,800,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2036, Affirmed A2 (sf); previously on Jun 27, 2022
Definitive Rating Assigned A2 (sf)

EUR11,400,000 (current outstanding amount EUR8,580,346.42) Class F
Senior Secured Deferrable Floating Rate Notes due 2036, Affirmed B3
(sf); previously on Jun 27, 2022 Definitive Rating Assigned B3
(sf)

RATINGS RATIONALE

The rationale for the ratings is based on a consideration of the
risks associated with the CLO's portfolio and structure as
described in Moody's methodology.

The rating affirmation of the Class A Notes, Class B-1 Notes, Class
B-2 Notes, Class C Notes and Class F Notes are a result of the
refinancing, which has no impact on the ratings of the notes.
Moody's notes that the Class C Notes are expected the be refinanced
on or about July 25, 2024. The Class C-R Notes were assigned
provisional ratings on June 03, 2024.

As part of this refinancing, the Issuer has also amended minor
features.

The Issuer is a managed cash flow CLO. At least 90% of the
portfolio must consist of secured senior loans or senior secured
bonds and up to 10% of the portfolio may consist of unsecured
senior loans, second-lien loans, high yield bonds and mezzanine
loans. The underlying portfolio is expected to be fully ramped as
of the closing date and to comprise of predominantly corporate
loans to obligors domiciled in Western Europe.

Invesco CLO Equity Fund IV L.P. ("Invesco") will continue to manage
the CLO. It will direct the selection, acquisition and disposition
of collateral on behalf of the Issuer and may engage in trading
activity, including discretionary trading, during the transaction's
remaining three-year reinvestment period.

Thereafter, subject to certain restrictions, purchases are
permitted using principal proceeds from unscheduled principal
payments and proceeds from sales of credit risk obligations credit
improved obligations.

The transaction incorporates interest and par coverage tests which,
if triggered, divert interest and principal proceeds to pay down
the notes in order of seniority.

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.

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.

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in May 2024.

Moody's used the following base-case modeling assumptions:

Reinvestment Target Par Amount: EUR397.18 million

Defaulted Par: none

Diversity Score: 48

Weighted Average Rating Factor (WARF): 3119

Weighted Average Spread (WAS): 4.38%

Weighted Average Coupon (WAC): 4.72%

Weighted Average Recovery Rate (WARR): 43.72%

Weighted Average Life (WAL): 6.25 years

Moody's has addressed the potential exposure to obligors domiciled
in countries with local currency ceiling (LCC) of A1 or below.

As per the portfolio constraints and eligibility criteria,
exposures to countries with LCC of A1 to A3 cannot exceed 10% and
obligors cannot be domiciled in countries with LCC below A3.




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

ALVOTECH SA: $65MM Bank Debt Trades at 24% Discount
---------------------------------------------------
Participations in a syndicated loan under which Alvotech SA is a
borrower were trading in the secondary market around 75.8
cents-on-the-dollar during the week ended Friday, June 14, 2024,
according to Bloomberg's Evaluated Pricing service data.

The $65 million Delay-Draw Payment in kind Term loan facility is
scheduled to mature on June 7, 2029.  

Alvotech S.A. operates as a a global biotech company. The Company
focuses on development and manufacturing of biosimilar medicines
for the treatment of patients with autoimmune disorders, eye
disorders, osteoporosis, and cancer. Alvotech serves customers
worldwide. It is based in 9 Rue de Bitbourg Luxembourg, 1273
Luxembourg.




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

PEER HOLDING: S&P Affirms 'BB' ICR, Outlook Stable
--------------------------------------------------
S&P Global Ratings affirmed its 'BB' long-term issuer credit and
issue ratings on Peer Holding III B.V., the parent company of the
Netherlands-based discount retailer Action, and its senior secured
debt, and assigned its 'BB' issue rating and '3' recovery rating to
the proposed term loan B (TLB).

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

S&P said, "Despite frequent shareholder distributions, we expect
Action's financial policy to remain prudent and in line with its
track record. Action intends to issue a EUR1.75 billion
euro-equivalent TLB, with proceeds funding a financing-related
distribution to shareholders. We anticipate that the distribution
will total up to EUR2 billion, and sources of funding will include
surplus cash of about EUR245 million. Pro forma the transaction, we
expect S&P Global Ratings-adjusted leverage to reach 3.4x in 2024
from 3.1x in 2023, which we view as relatively conservative. This
should allow Action to maintain financial flexibility as it
continues to expand. Given the company's strong profitability and
free cash flow, we think Action's controlling shareholder, 3i Group
and its affiliated funds, will continue to pursue regular dividends
to maximize returns on its investment. Still, the financial policy
is prudent compared with typically higher-leveraged financial
sponsor-owned issuers, and the group has a track record of rapid
deleveraging from strong operating performance and earnings growth.
We anticipate the group to maintain leverage meaningfully below
5.0x in the medium term.

"Action reported strong earnings growth in 2023, and we expect this
will continue in the medium term. Revenue reached EUR11.3 billion
in 2023, up 27.8% from 2022 levels. This was underpinned by 303 net
new stores (including the first one in Slovakia) and an increase in
like-for-like sales of 16.7% year on year, fueled by higher
customer footfall and volume. Performance was strong in all
regions, both established and new. S&P Global Ratings-adjusted
EBITDA reached EUR1.9 billion in 2023, up 34% year on year, with
the margin improving to 17.1% from 16.3% in 2022, benefiting from
operating leverage as it grows in scale and the group's stringent
control over its costs and focus on profitability. With plans to
enter new European markets in 2024, such as Portugal, and
significant white space potential in its existing large retail
markets such as France, Germany, Spain, and Italy, we think the
group has strong growth capacity. We forecast Action will open
approximately 325 new stores per year in the next two years,
expanding the total to 3,216 by the end of 2025. Assuming sound
like-for-like growth of at least 7% largely driven by volume, we
forecast revenue to reach EUR13.7 billion in 2024 and EUR16 billion
in 2025. We anticipate margins will stay close to the current
17.0%-17.5% level in 2024 and 2025, with adjusted EBITDA reaching
EUR2.4 billion in 2024 and EUR2.8 billion in 2025.

"We anticipate the group will maintain sound cash flow and adequate
liquidity. Action reported strong free operating cash flow after
leases of about EUR1.1 billion in 2023 compared with EUR682 million
in 2022, supported by continued earnings growth, disciplined
capital expenditure (capex), and positive working capital inflow
due to a drop in inventory from its prudently elevated position at
the end of 2023. We forecast capex will continue to increase in
absolute terms to finance new stores, new distribution centers, and
investments in IT, although capex as a percentage of sales will
likely decline, given scale and operational leverage. We expect the
group will maintain its historically relatively fast payback period
on investments of about one year, such that it will sustain strong
cash flow. We forecast free operating cash flow (FOCF) after leases
of about EUR940 million in 2024 and EUR1.1 billion in 2025,
assuming that working capital normalizes. We view the consistency
of the group's ample cash flow as a strength compared with
similarly rated peers. This is due to Action's business model with
streamlined operational efficiency and capital allocation
discipline. We forecast that the company will distribute most
excess cash after growth investments through dividends and we
project it will sustain EUR850 million dividends per year.
Nevertheless, we understand there is flexibility in shareholder
returns and expect Action and financial sponsor 3i will maintain a
prudent financial policy. Also, we expect the group will maintain
adequate liquidity with about EUR400 million of cash and EUR460
million availability under the EUR500 million revolving credit
facility (RCF) expected post-transaction.

"The stable outlook reflects our view that Action will continue to
expand its store network and maintain solid like-for-like growth,
resulting in consistently strong sales growth, robust margins, and
sound cash generation while maintaining a prudent financial policy
commensurate with its track record to date."

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

-- Operating performance falls significantly short of our
base-case scenario, such that like-for-like revenue growth falls,
or profitability or free operating cash flow materially weaken for
a prolonged period.

-- A more aggressive financial policy or an unexpectedly
persistent earnings shortfall result in leverage rising close to
5x, with no imminent deleveraging prospects.

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




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R O M A N I A
=============

ASTRA ASIGURARI: Romania Wins Case Over Bankruptcy
--------------------------------------------------
Alexandru Cristea at SeeNews reports that Romania has won a case
filed by Netherlands-based Nova Group Investments, owned by
Romanian businessman Dan Adamescu, over the bankruptcy of Romanian
insurance company Astra Asigurari at the International Centre for
Settlement of Investment Disputes (ICSID), the finance ministry
said.

According to SeeNews, the ICSID ruled that Romania did not violate
its obligations under an investment agreement with the Netherlands
and does not have to pay a compensation of about EUR330 million
(US$321.3 million) requested by Nova in 2019.

In 2015, the Bucharest Court approved a request submitted by
Romania's financial supervision authority, ASF, for the bankruptcy
Astra Asigurari, SeeNews recounts.  Earlier that year, ASF had
revoked Astra's operating licence and declared it insolvent after
its financial recovery plan had failed to achieve its main
objective of increasing its capital by RON425 million (US$91.2
million/EUR85.4 million), SeeNews notes.

In the year preceding its bankruptcy, Astra was Romania's third
largest insurer in terms of gross written premiums with a market
share of 9.6%.  Astra Asigurari had operated Romania since 1991 and
was controlled by Adamescu through majority stakeholder Nova.

Following the bankruptcy, Nova sued Romania, claiming that ASF's
actions and the prosecution of Adamescu violated Romania's
obligations under the investment agreement with the Netherlands,
SeeNews discloses.




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

PIQUE MIDCO 2: S&P Affirms 'B' ICR & Alters Outlook to Stable
-------------------------------------------------------------
S&P Global Ratings revised its outlook on Spain-based medical
technology (MedTech) distributor Pique Midco 2 S.a.r.l. (Palex) to
stable from negative and affirmed its 'B' long-term issuer credit
rating. S&P assigned its 'B' issue rating, with a '3' recovery
rating, to the group's new proposed EUR390 million first-lien term
loan B3 due in December 2030.

S&P said, "The stable outlook reflects our expectation that Pique
Midco will smoothly integrate Izasa and Duomed and benefit from the
solid top-line growth of its enhanced highly complementary
portfolio. In our view, the company is committed to reducing debt
to EBITDA to below 7.0x by the end of 2024.

"We forecast good deleveraging prospects after the transactions
close, with S&P Global Ratings-adjusted debt to EBITDA below 7x in
the next two years. After revising our base case to encompass the
recent developments, we project an improvement in credit metrics as
we gain more clarity on highly complementary acquisitions and the
scope of the integration. We now anticipate Pique Midco's debt to
EBITDA will decrease to below 7x due to higher volume and
profitability gains supported by enhanced diversification. We
forecast that S&P Global Ratings-adjusted debt to EBITDA will
decrease to 6.7x in 2024 and 5.8x in 2025, with modest, but
positive S&P Global Ratings-adjusted FOCF in 2024 of about EUR4.3
million and EUR16.4 million in 2025. Additionally, we anticipate
EBITDA interest coverage of 2.3x in 2024 and 2025. We also
anticipate that Pique Midco's profitability will improve by
13%-14%, supported by Duomed branded products. However,
higher-than-anticipated operating and integration costs, as well as
market volatility, could weaken its credit metrics.

"We think Palex's acquisition of Izasa and Duomed will accelerate
its scale and diversification. The consolidated group will help
Pique Midco to position itself as a key MedTech distributer, with
unrivalled scale and reach, thanks to its diversification across
OEMs, customers, geographies, and therapeutic areas. Its
geographical presence will expand to 12 countries from three, while
reducing Spain's revenue contribution to 43% (at year-end 2023)
from 67%. Moreover, we view positively the expansion of the
customer base with no dependency on any key customer. We believe
that both acquisitions will highly complement Palex's OEM
relationships, providing an ideal market platform to establish
further cross- and upselling opportunities. We expect the group
will benefit from Izasa's leading position in Portugal where Palex
has limited presence. On the other hand, we believe that Izasa will
gain from the investment and focus needed to develop the business,
which was not the case under the previous structure.

"We understand the Izasa will be a simple plug-in acquisition and
will be fully integrated within 12-18 months. We recognize that the
Duomed portfolio provides valuable exposure to its own brand
(VYTIL), which is largely responsible for higher EBITDA margins
than the rest of the group, as well as key therapeutic areas
endoscopy and hospital solution, where Palex has a relatively
restricted presence. Overall, we anticipate limited integration
risk and believe that the company can benefit from a strengthened
product portfolio and cost synergies, subject to effective
integration.

"We expect acquisitions will continue to be part of Pique Midco's
growth story, and seamless integration of acquisition targets will
be key for maintaining credit metrics in line with rating
thresholds. The recent transformative acquisitions of Duomed and
Izasa have been considered due to their exceptionally complementary
business nature and have been supported by a significant equity
injection from the financial sponsor. Whereas we do not expect
major integration costs, we assume some uncertainty around related
costs and sales and margin synergies to be realized. We currently
do not anticipate any further transformative acquisitions. We
understand that in terms of future merger and acquisition (M&A)
strategy, the company will be prudent and focus on bolt-on M&A
acquisitions of smaller distributors with high synergy potential,
which can be self-funded. Headroom for additional M&A will depend
on the company's performance, the pace of integration, and
restructuring. However, we think that if the company engages in
further M&A in 2024, it might lead to a further deviation from our
base-case assumptions. In our view, the rating is well placed
within the 'B' category, given our expectation of debt to EBITDA
below 7x and sound self-funding capacity.

"We view Pique Midco's liquidity as adequate for the next 12
months. The company maintains strong liquidity with an upsized
EUR135 million undrawn RCF, with a long-dated debt maturity profile
across the capital structure. We think Pique Midco can handle its
working capital requirements, capital expenditure (capex), and
interest payments over the next year. We also view the lack of
significant debt maturities until the first term loan B (TLB)
matures in 2030 as positive. We anticipate the company will
maintain sufficient room to meet its covenant test requirements.

"The stable outlook reflects our view that Pique Midco will
successfully integrate the acquisitions of Izasa and Duomed and
continue to increase its sales and EBITDA, benefiting from the
naturally highly complementary acquisitions, leading to sound
profitability and positive FOCF over the next two years. In our
revised base-case forecast, we foresee the S&P Global
Ratings-adjusted EBITDA margin at around 13% in 2024 and 14% in
2025, debt to EBITDA at 6.7x in 2024 and 5.8x in 2025, and EBITDA
cash interest coverage of 2.3x over the next two years."

Downside scenario

S&P could take a negative rating action if it saw:

-- A series of debt-funded acquisitions leading to a material
increase in leverage, higher-than-anticipated extraordinary
expense, or investment needs resulting from integrating
acquisitions.

-- Weaker sales and margins development, due to pricing pressure
and loss of key relationships with customers and OEMs.

-- The above factors combined leading to S&P Global
Ratings-adjusted debt to EBITDA of above 7x and FFO cash interest
coverage of below 2x on a sustained basis, or negative FOCF.

Upside scenario

Although we consider an upgrade unlikely in the coming 12 months,
S&P could raise the rating if the group demonstrated continual
strong growth in sales, as well as EBTDA and FOCF generation,
combined with a prudent financial policy maintaining S&P Global
Ratings-adjusted debt to EBITDA below 5x, including a commitment to
keep leverage at this level.

S&P said, "Governance factors are a moderately negative
consideration in our credit rating analysis of Pique Midco 2,
because of the controlling financial sponsor ownership. We view
financial sponsor-owned companies with aggressive or 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.




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

BHS GROUP: Two Ex-Directors Ordered to Pay GBP18 Million
--------------------------------------------------------
Sarah Butler at The Guardian reports that two former directors of
the collapsed department store chain BHS have been ordered to pay
at least GBP18 million after the pair were found liable for
wrongful trading and breaching their corporate duties.

The ruling against Lennart Henningson and Dominic Chandler, members
of the Retail Acquisitions team that bought BHS for GBP1 from
Philip Green in 2015, comes eight years after the retailer
collapsed into administration owing creditors, including its
pension fund, more than GBP1 billion, The Guardian notes.

A hearing relating to a further director, Dominic Chappell -- the
thrice-bankrupt leader of Retail Acquisitions who spent millions of
pounds from BHS on a yacht, a Bentley Continental and other
luxuries -- is expected later this month, The Guardian discloses.
He was jailed for six years in 2020 over "brazen" non-payment of
tax, The Guardian recounts.

He was released late last year but returned to prison in March
after breaching his licence conditions by partnering with the chef
Marco Pierre White and his son to set up a trio of restaurants, The
Guardian relays.

FRP Advisory, the firm acting as liquidator to BHS, brought the
case against the directors on behalf of creditors and said the
GBP13 million wrongful trading award it had won from Mr. Henningson
and Mr. Chandler was the largest since the introduction of the
Insolvency Act 1986, The Guardian discloses.

According to The Guardian, a 533-page high court judgment by
Justice Leech indicates that, on top of the GBP13 million, the pair
have been ordered to pay a further GBP5 million for breaching their
corporate duties.  FRP said the GBP5 million is the first time a
claim of so-called misfeasance trading has been successfully
recognised in the UK, The Guardian notes.

Mr. Henningson and Mr. Chandler -- along with Mr. Chappell -- may
have to pay an even larger amount of up to GBP133.5 million
combined, which would ultimately be handed to creditors, The
Guardian discloses.

That award, which Justice Leech said Mr. Chappell could be liable
for half of, relates to the directors breaching their fiduciary
duties by continuing to trade rather than putting BHS into an
insolvency process, thus failing to promote the success of the
company in not considering the interests of their creditors, The
Guardian relates.

A final decision on the overall amount the former directors will
have to pay will be made after a further hearing later this month,
The Guardian states.  The retailer's creditors include the
employees' pension fund and its former suppliers, The Guardian
notes.

According to The Guardian, Mr. Henningson and Mr. Chandler said
they had GBP20 million of insurance cover including defence costs.
Justice Leech, as cited by The Guardian, said he recognised this
would not be sufficient to cover the amount they had to pay,
including costs.


EVERTON FOOTBALL: Creditors Battle to Acquire Club
--------------------------------------------------
Samuel Agini and James Fontanella-Khan at The Financial Times
report that Everton Football Club's creditors are battling to buy
the Premier League side from its British-Iranian owner Farhad
Moshiri, in the latest twist following the collapse of 777
Partners' takeover deal.

Stockbroker entrepreneur Andy Bell and property magnate George
Downing are competing against US firm MSP Sports Capital to enter
exclusive talks with Moshiri, said people with knowledge of the
matter, the FT relates.

According to the FT, while Mr. Bell, Mr.Downing and MSP are central
figures because of the loans they have provided to help fund the
club's new stadium, the people said Everton has received other
investment proposals.

The Liverpool-based club has been in limbo since September, when
777 agreed to become its next owner. However, the Miami investment
firm failed to meet conditions required for the league's approval
and its deal with Moshiri expired, the FT notes.

BDT & MSD Partners, the merchant bank and investment firm, is ready
to provide financing to the club as part of a takeover, said people
with knowledge of the matter, the FT relates.  The US bank has not
agreed to back either of the creditors yet, those people said, but
is willing to support the most credible buyer, the FT notes.

US insurance group Advantage Capital Holdings, a big lender to 777,
has made a separate proposal, the FT relays, citing a person with
knowledge of the matter.  Bloomberg earlier reported A-Cap had
offered to refinance all of Everton's existing debt and take a
minority equity position, with Moshiri retaining a majority stake,
the FT recounts.

A-Cap did not comment on the proposal but previously told the FT it
was now a "senior secured creditor of the club".

Following its bid in September 2023, 777 provided more than US$200
million of loans to Everton, the FT discloses.  The apparent shift
of the debt to A-Cap follows the Miami firm's move to appoint an
outside restructuring firm after clashes with 777's creditors and
the unravelling of its Bermudian reinsurance funding structure, the
FT notes.

A-Cap has been slashing its exposure to 777 after US state
regulators and rating agencies raised concerns, the FT states.

The lossmaking, indebted club has struggled since its finances were
dealt a blow by the coronavirus pandemic, which meant matches had
to take place in empty stadiums, the FT discloses.  Another blow
came when Russia invaded Ukraine, forcing Everton to cut ties to
sponsors connected to oligarch Alisher Usmanov, Moshiri's former
business partner, who was placed under sanctions, the FT relays.

Meanwhile, Everton has had to finance the construction of a
waterfront stadium that is designed to increase its match day
takings in comparison with its current home ground, Goodison Park,
the FT notes.

Everton's net debt increased to roughly GBP330 million at the end
of June 2023 from GBP141 million a year earlier, the FT discloses.
Those figures do not include the debt associated with A-Cap and
777, the FT states.


G.E. STARR: Bought Out of Administration
----------------------------------------
Business Sale reports that G.E. Starr, an engineering company that
provides services for the automotive sector, has been acquired out
of administration.

Wolverhampton-based G.E. Starr Limited fell into administration
last month after nearly 50 years of trading, Business Sale relates.


The company provided specialist engineering services in metal
forming, assemblies, laser work, toolmaking and prototype projects,
serving an array of clients in the automotive sector, including
Aston Martin, Lotus and Morgan.

Despite its prominent position in the market, the company had
encountered challenging trading conditions over recent years,
similar to many businesses in the UK engineering and automotive
sectors, Business Sale discloses.  These challenges were
exacerbated by delays experienced on some orders, which created
difficulties for the company in managing its cash flow and debt,
Business Sale notes.

It was ultimately placed into administration at the end of May,
with Craig Povey and Gareth Prince of Begbies Traynor appointed as
joint administrators, Business Sale recounts.  The joint
administrators subsequently completed a sale of the business to GE
Starr Engineering on June 6, in a deal that secures the company's
position in the supply chain and enabled most of its staff to be
re-employed, Business Sale relays.

In G.E. Starr Limited's most recent accounts at Companies House,
its fixed assets were valued at slightly more than GBP298,000, with
current assets valued at approximately GBP2 million and net assets
amounting to around GBP300,000, Business Sale states.


GO PLANT: Recycling Services Disrupted Following Administration
---------------------------------------------------------------
BBC News reports that recycling points across a borough may not be
emptied for some time as a company entered into administration, a
council warned.

According to BBC, Cumberland Council is warning residents of the
disruption to nine sites in Copeland.

It comes after Go Plant Fleet Services, the company that previously
managed the specialised vehicle that handles the large skips at
these sites, entered administration, BBC notes.

"The specialised vehicle provided by Go Plant Fleet Services has
been removed, making it difficult to continue the service," BBC
quotes a council spokesman as saying.

They added services from the Carlisle depot would help empty some
of the skips and hoped the service would resume "within a couple of
weeks".

The affected sites are: Cleator Moor Co-op; Distington car park;
Gosforth car park; Haverigg Foreshore; Millom Tesco; Seascale
Foreshore; St Bees Foreshore; Whitehaven Morrisons; Whitehaven
Tesco, BBC discloses.


PEAK JERSEY: S&P Affirms 'B-' LongTerm ICR, Outlook Negative
------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' long-term issuer credit rating
and issue rating on sport data firm Peak Jersey Holdco (Stats
Perform) and removed the ratings from CreditWatch with negative
implications, where S&P placed them on Aug. 30, 2023.

The negative outlook reflects the risk that the company's capital
structure could become unsustainable if the underlying revenue
growth doesn't translate into meaningful earnings, thereby
resulting in sustained negative FOCF and diminished liquidity. The
negative outlook also incorporates the refinancing risk associated
with the company's GBP50 million RCF and $500 million bank loans,
which mature in early 2026.

Investment in the early renewal of sports rights has reduced the
potential cash flow benefits from strong revenue performance
achieved in the past three quarters. WTA and La Liga are key
strategic rights in Stats Perform's sports rights portfolio. The
company opted to proactively renew these rights through the end of
the decade in 2023. This renewal provides management with strategic
certainty, enabling investments in Gen AI-enabled products and the
offering of more value-added services based on these rights. This
strategy aims to secure price increases during renewal negotiations
with customers. S&P said, "However, we expect that the upfront cash
payments and the increased costs associated with these renewed
rights will reduce operating margins and cash flow in 2024. As a
result, we forecast S&P Global Ratings-adjusted leverage will
remain elevated through 2024. This poses the risk of an
unsustainable capital structure if a material improvement in the
group's earnings doesn't materialize."

S&P said, "We expect the group to maintain its revenue growth
trajectory in 2024. Interest in live sports and sports betting
remains robust, and there is increasing demand for products that
enhance the overall customer experience during live sporting
events. Stat Perform's new offering of affordability checks to
betting operators, in collaboration with Equifax, introduces a
fresh revenue stream. We anticipate Stats Perform will leverage
significant historical data and the strong Opta brand to sustain
revenue growth of more than 10% in 2024. However, we consider Stats
Perform's business profile to be relatively weaker than that of
peer Sportradar (BB-/Stable/--), which benefits from a broader
revenue base, higher contributions from revenue-sharing products,
and a larger presence in the expanding U.S. sports betting
market."

Lack of material progress in the group's refinancing efforts in the
coming months could pressure the rating. S&P said, "The group
extended its GBP50 million RCF maturity to April 2026, providing
financial flexibility for the next 12 months, leading us to revise
our liquidity assessment to adequate from less than adequate. This
prompted our rating affirmation and removal from CreditWatch
negative. However, the group continues to struggle to translate its
revenue growth into profitability and it now faces significant debt
maturities in 2026, with both the GBP50 million RCF and a $500
million bank loan coming due. The company's inability to achieve
profitable growth over the second half of 2024 and failure to
address its debt maturities before they become current could lead
us to view its liquidity as less than adequate, versus adequate
currently, and put pronounced pressure on the rating."

The negative outlook reflects the risk that the company's capital
structure could become unsustainable if the underlying revenue
growth doesn't translate into meaningful earnings, thereby
resulting in sustained negative FOCF and diminished liquidity. The
negative outlook also incorporates the refinancing risk associated
with the company's GBP50 million RCF and $500 million notes, which
mature in 2026.

Downside scenario

S&P could lower the rating within the next few months if the
company:

-- Experienced a material liquidity shortfall arising from working
capital investments associated with sport rights or exceptional
costs; or

-- Failed to address during the next few months its upcoming debt
maturities including its RCF maturing in the first half of 2026;
or

-- Failed to translate its revenue growth into increased EBITDA
and FOCF, thereby resulting in a lack of financial deleveraging
from current very high levels. This lower-than-expected EBITDA
growth could be due to a lower-than-projected uptake of its new
products.

Upside scenario

Although less likely within the next 12 months, S&P could revise
the outlook to stable if:

-- Stats Perform achieved a track record of sustained profitable
growth, stemming from its new material contracts that leveraged its
existing sports rights and successfully passed through cost
increases, and this translated into improving gross and operating
margins; and

-- The above resulted in an improved generation of sustainable and
material positive FOCF, and thereby in a reduction of the company's
S&P Global Ratings-adjusted leverage; and

-- Liquidity remained adequate. For this, S&P would expect
refinancing of the 2026 debt maturities, both the RCF and bank
loans.


SCIL IV LLC: Moody's Affirms 'B1' CFR, Outlook Remains Stable
-------------------------------------------------------------
Moody's Ratings affirmed SCIL IV LLC's (Polynt) B1 long-term
Corporate Family Rating and B1-PD Probability of Default Rating.
Concurrently Moody's affirmed Polynt's B1 backed senior secured and
senior secured ratings. The outlook remains stable.

RATINGS RATIONALE

The ratings affirmation reflects Polynt's leading position in
unsaturated polyester resins (UPRs) in North America and Western
Europe and Moody's expectation for good pricing power to continue
following a period of consolidation and capacity rationalization.
These factors contribute to an EBITDA margin in the high-teens to
low-twenties in percentage terms. Polynt's credit quality also
benefits from its limited investment needs, resulting in capital
spending/sales typically around 2%-3% and modest Moody's-adjusted
gross leverage.

However, the high cyclicality of the main end-user markets, namely
infrastructure/construction and transportation/automotive, and its
exposure to volatile raw material prices derived from oil and other
petroleum feedstock, constrain the rating. Furthermore, SCIL IV
LLC's private equity ownership allows Black Diamond Capital
Management to drive decision making, which creates the potential
for decisions that favor shareholders over creditors, as indicated
by the approximately EUR750 million of dividend payments over 2022
and 2023 (funded with a combination of debt and cash).

For the twelve months ended March 2024, Moody's estimates Polynt's
Moody's adjusted debt/EBITDA to be around 3.5x, with
EBITDA/interest coverage around 4.0x. Moody's expects that over the
next 12-18 months Polynt will maintain its leverage around
3.5x-4.0x depending on any recovery in volumes, which have been
weak over the last several quarters due to destocking which has
impacted the broader chemical sector.

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

Factors that could lead to an upgrade of Polynt's ratings include:
(i) A track record of more conservative financial policies,
including a public commitment to achieve and maintain a specific
and lower target leverage, (ii) increased product and end-market
diversification which leads to improved revenue, volume and EBITDA
visibility and stability, (iii) Moody's-adjusted debt/EBITDA below
3.25x on a sustained basis, and (iv) FCF/Debt consistently in the
low double digits in percentage terms.

Factors that could lead to a downgrade of Polynt's ratings include:
(i) deterioration in end markets or a substantial decline in
GVA/ton, translating into significant operational and financial
underperformance, (ii) adjusted gross debt/EBITDA exceeding 4.75x
on a sustained basis, (iii) FCF/debt in the mid-single digits in
percentage terms, or (iv) the enactment of more aggressive
financial policies which would favor shareholder returns over
creditors.

LIQUIDITY

Polynt has good liquidity. As of the end of March 2024, the company
reported $430 million of unrestricted cash on balance sheet. The
company also had full availability on both its EUR105 million
revolving facility and $100 million asset-based lending (ABL)
facility. These sources, in combination with expected FFO
generation are more than sufficient to cover scheduled capital
spending and swings in working capital.

The company faces no imminent maturities, but its revolver is due
in May 2026, the ABL facility in October 2026, its senior secured
notes in November 2026, and backed senior secured in July 2028
respectively. Moody's expect these maturities to be extended well
in advance of them becoming current.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Chemicals
published in October 2023.

CORPORATE PROFILE

SCIL IV LLC (Polynt) is a large global supplier of composite
resins, with strong market shares in UPRs in both the US and
Europe. The company is 100% owned by funds associated with Black
Diamond Capital Management LLC. For the twelve months ended March
31, 2024 the company generated revenue of EUR2.3 billion and
company adjusted EBITDA of EUR507 million.


TEVVA MOTORS: Goes Into Administration
--------------------------------------
Business Sale reports that Tevva Motors Limited, a manufacturer of
electric trucks headquartered in Essex, fell into administration
last week, with Lee Manning, Ben Woodthorpe and Cameron Gunn of
Resolve Advisory appointed as joint administrators.

The company, which began production of its 7.5 tonne electric truck
last year, filed a notice of intention (NOI) to appoint
administrators in May, Business Sale relates.  This came several
months after a proposed merger with US firm ElectraMeccanica
collapsed, leading to a lawsuit between the companies, Business
Sale notes.

According to Business Sale, at the time of filing the NOI, the
company said that despite "positive consumer interest [. . .]
current global economic conditions have created a challenging
environment for electric vehicle startups."

Its most recent accounts at Companies House cover the year to
December 31, 2020, during which time the company reported audited
revenue of GBP377,021, down from GBP1.18 million a year earlier,
while incurring a GBP4.77 million post-tax loss, Business Sale
discloses.  At the time, its net liabilities totalled GBP706,322,
Business Sale states.


ZARA UK: S&P Affirms 'B-' Issuer Credit Rating, Outlook Stable
--------------------------------------------------------------
S&P Global Ratings affirmed the 'B-' issue ratings on Zara UK Topco
Ltd.'s EUR15 million revolving credit facility (RCF) due 2027 and
EUR236 million term loan B (TLB) due 2028, with a recovery rating
of '3' indicating meaningful recovery prospects of 50%-70% (rounded
estimate: 65%).

The stable outlook reflects S&P's expectation that Flamingo Group
will perform in line with its base case, with an adjusted EBITDA
margin of around 9.5%, adjusted debt to EBITDA of about 4.5x, and
negative adjusted FOCF over the next 12 months.

S&P said, "Flamingo Group International showed resilient operating
performance in 2023 and first-quarter 2024, but we anticipate
challenges from second-quarter 2024.Despite a decline of about 9%
in sales in 2023, mainly due to declining market demand and the
loss of two important flowers contracts with large retailers in the
U.K., S&P Global Ratings-adjusted EBITDA rose to GBP54.2 million
from GBP50.6 million in 2022, due to improved productivity in
Flowers driven by cost control initiatives and farm efficiencies
and contribution from pricing. Our adjusted metric takes into
consideration any recurring costs such as those related to
transformation initiatives, but we exclude from EBITDA in 2023
about GBP6 million of costs related to the refinancing transaction
as we view these as nonrecurring. This translated into a margin
improvement of 130 basis points (bps) to 9% in 2023. For
first-quarter 2024, Flamingo posted sales of about GBP183 million,
a 3.6% rise year on year. Revenue was bolstered by a strong
performance in flowers both in U.K. and European markets, supported
by favorable consumer demand during Valentine's week, International
Women's Day, and U.K. Mother's Day, as well as higher farm yields
and increased prices. For produce, sales slightly declined year on
year as a result of price deflation linked to foreign exchange
movements. The company's underlying EBITDA margin improved
significantly by about 390 bps year on year on the back of positive
volumes, mix, and pricing effect, foreign exchange, and inclusion
of Bigot Kenya operations, but was partly offset by wage inflation
and disruption to the Red Sea transportation route. We now expect
some challenges from second-quarter 2024, stemming from lower
production levels because of adverse weather conditions in Kenya,
including flooding and severe rainfall. The Red Sea shipping
disruption will also limit the possibility of moving the group's
freight to sea from air, which had been planned and would result in
transportation cost savings.

"We anticipate sales will rise by 1%-2% in 2024 and 2%-3% in 2025.
We expect the weather conditions in Kenya will depress flower
production volumes in 2024 compared with our previous forecasts.
Nevertheless, we expect Flamingo's sales to benefit from the impact
of higher pricing and from a rebound in consumer demand during the
year. For 2025, we expect a further rebound in consumer demand and
farm yield gains to drive sales growth. S&P Global Ratings-adjusted
EBITDA is set to rise to around EUR57 million-EUR60 million and
margin to rise by about 50bps in 2024. Despite the sluggish revenue
growth, we anticipate cost control and efficiency initiatives and a
slowdown in raw material inflation will allow for profitability
gains. Flamingo recently announced the closure of one of its four
U.K. sites for growing flowers and plants--the Plants
site--effective July this year. The decision was taken due to
unused capacity following the loss of two large contracts in the
U.K. in 2023. The measure will reduce overheads and increase direct
labor efficiency, which we expect will lead to cost savings. For
2025, we anticipate further adjusted EBITDA margin improvement of
about 50 bps.

"We forecast adjusted leverage of about 4.5x in 2024, declining to
about 4.1x-4.3x in 2025. In 2023, adjusted debt to EBITDA stood at
5.5x, improving from 5.9x in 2022, driven by earnings growth as
adjusted debt was broadly stable. We anticipate a further decline
in leverage in 2024 mainly due to repayment of about GBP44 million
of debt following the GBP50 million capital injection from the
parent in January 2024. At the same time, in January 2024, Flamingo
successfully completed the refinancing of its TLB and RCF,
alleviating near-term refinancing risks and liquidity issues.

"For 2023, the group generated GBP0.7 million of adjusted FOCF,
driven by earnings, lower capital expenditure (capex) compared with
previous years and small working capital inflows. For 2024, we
forecast negative adjusted FOCF at about -GBP15 million to -GBP10
million driven by an increase in capex to support development
projects and drawings under Flamingo's supply chain finance
agreement. We anticipate FOCF returning to slightly positive
territory in 2025. We also saw an improvement in FFO cash interest
coverage, above 2x in 2023 and we expect this to continue in 2024
and 2025.

"At the same time, we note Flamingo operates in the agribusiness
sector, which means there are inherent risks to the business such
as adverse weather conditions and global prices fluctuations, which
are difficult to predict and therefore could create volatility in
revenue and earnings.

"We now see liquidity as adequate. Flamingo Group's liquidity
position has improved significantly after the refinancing of its
capital structure. Previous pressures we had identified on the
liquidity position due to the TLB and RCF becoming current have now
disappeared and we have revised our liquidity score to adequate
from less than adequate. We estimate the liquidity ratio at above
1.2x over the next 12 months. The group has solid cash on balance
sheet, a EUR15 million undrawn bank facility, and expected to
generate positive FFO."

Recent changes to the business strategy and management team,
coupled with strengthened internal controls, should support
Flamingo's business ambitions. The group has transitioned into a
farm-led vertical operating model to realize end-to-end advantages,
focusing on growth, sustainability, improving productivity, and
restructuring the cost base. The business strategy sits on four
development pillars: Farming & Product Development, Supply Chain,
On-Shore Operation, and Customer Growth. Within Farm & Product
Development, Flamingo targets an improvement in farm yields,
increased product reliability, and an expanding farming footprint,
which could be supported by small, strategic acquisitions. Within
Supply Chain, the objective is to switch air freight into sea
freight, thereby lowering costs and carbon footprint, although the
plan has been delayed due to the Red Sea disruption. Within
On-Shore Operations, the group looks to right-size operations and
streamline them to lower costs. Finally, within Customer Growth, it
targets volumes growth, by building on existing and new
partnerships across its markets--farm-direct bouquets are seen as a
big opportunity. The business strategy has been developed by the
management team which took over in second-half 2023, including new
CEO Olivia Streatfeild and CFO Steven Nuttall. So far, the team has
been able to make good progress across the strategic transformation
and has also been able to strengthen the group's financial
controls.

S&P said, "The stable outlook reflects our expectation that
Flamingo Group will perform in line with our base case, with an
adjusted EBITDA margin of around 9.5%, adjusted leverage of about
4.5x, and negative adjusted FOCF over the next 12 months. In our
base case, we factor in operational headwinds from adverse weather
conditions in Kenya depressing revenue growth and still some
inflationary pressures on costs, namely salaries, mitigated through
cost control and efficiency measures.'

Downside scenario

S&P said, "We could lower the rating on Flamingo over the next 12
months if EBITDA generation decreased sharply versus our
expectations, leading to a significant increase in leverage and an
unsustainable capital structure in the long term. This could happen
in the case of deterioration of the operating performance, with
strong accelerated volume decline, in addition to inability to
maintain profitability due to adverse events such as deteriorating
weather conditions in Kenya, a meaningful decline in consumer
demand or significantly higher freight costs."

Upside scenario

S&P said, "We could raise the rating if the group generates
positive FOCF on a sustained basis. We believe this could come from
Flamingo posting significantly higher volume growth overall while
increasing profitability more than expected, meaning it had capably
managed current challenges including adverse weather conditions and
disruption in the Red Sea. FFO cash interest coverage should also
be comfortably above 2x."



                           *********


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.

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