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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, July 16, 2024, Vol. 25, No. 142

                           Headlines



G E R M A N Y

TAURUS 2021-3 DEU: S&P Lowers Class F Notes Rating to 'B-(sf)'


I R E L A N D

GOLDENTREE LOAN 7: S&P Assigns B- (sf) Rating to Class F Notes


I T A L Y

WEBUILD SPA: S&P Affirms 'BB' ICR & Alters Outlook to Positive


K A Z A K H S T A N

QAZAQGAZ NC: S&P Affirms 'BB+' ICR, Stable Outlook


N O R W A Y

KONGSBERG AUTOMOTIVE: S&P Alters Outlook to Pos., Affirms 'B-' ICR


R U S S I A

KDB UZBEKISTAN: S&P Affirms 'BB-/B' ICRs on Improved Capitalization


S W E D E N

INTRUM AB: S&P Downgrades ICR to 'CC', Outlook Negative
RAMUDDEN GLOBAL: Moody's Alters Outlook on 'B2' CFR to Negative
RAMUDDEN GLOBAL: S&P Affirms 'B' LongTerm ICR on RSG Acquisition


U N I T E D   K I N G D O M

ALPIN PMK: Kirker & Co Named as Administrators
BEDWORLD FACTORY: Opus Restructuring Appointed as Administrators
BUILDING REPAIR: RSM UK to Lead Administration Proceedings
COLLECTIF.CO.UK.LIMITED: Bailey Ahmad Named as Administrators
CONTOURGLOBAL FINANCE: S&P Lowers ICR to 'BB-', Outlook Stable

DRAGONFLY BIOSCIENCES: Leonard Curtis Named as Administrators
GOLD RUSH: S&P Assigns 'B' LT Issuer Credit Rating, Outlook Stable
KNOMA LTD: Student Loan Provider Placed in Administration
MITCHELLS & BUTLERS: S&P Affirms 'B+(sf)' Rating on Cl. C Notes
MONTREAUX CAPE: RSM UK Named as Administrators

SHERWOOD PARENTCO: Moody's Cuts CFR to B2 & Alters Outlook to Neg.

                           - - - - -


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G E R M A N Y
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TAURUS 2021-3 DEU: S&P Lowers Class F Notes Rating to 'B-(sf)'
--------------------------------------------------------------
S&P Global Ratings lowered its credit ratings on Taurus 2021-3 DEU
DAC's class A notes to 'AA (sf)' from 'AAA (sf)', B notes to 'A-
(sf)' from 'A+ (sf)', C notes to 'BBB- (sf)' from 'BBB+ (sf)', D
notes to 'B+ (sf)' from 'BB+ (sf)', E notes to 'B- (sf)' from 'B+
(sf)', and F notes to 'B- (sf)' from 'B (sf)'.

Rating rationale

S&P said, "The downgrades follow our review of the transaction's
five key rating factors (credit quality of the securitized assets,
legal and regulatory risks, operational and administrative risks,
counterparty risks, and payment structure and cash flow
mechanisms). We believe that the transaction's credit quality has
further weakened over the past year due to the worsening credit
quality of some of its key office tenants. In our view, this could
lead to an even higher office vacancy at the property, above the
submarket's average. Our S&P Global Ratings value is therefore
about 9.6% lower than at our previous review."

Transaction overview

The transaction is backed by two cross-collateralized loans, which
are secured by the Squaire, a multifunctional building comprising
primarily office space, two hotels, and parking. The loans mature
in December 2024.

The total market value is EUR829.3 million as of March 2023, which
was up from the 2022 valuation of EUR792.0 million but down from
EUR832.6 million at closing. A new valuation has been
commissioned.

The five-year loans are interest-only and include cash trap and
default covenants. Since closing, EUR9.1 million in trapped cash
was used to pay down the loans. The total loan balance has
therefore reduced to EUR530.9 million from EUR540.0 million.

As of December 2023, the transaction reported a loan-to-value (LTV)
ratio of 64.0% and a debt yield of 7.5x, compared with 67.0% and
7.6x one year ago.

Property performance

Vacancy in the office component, including available space in
retail shops, storage, and underground parking, remained at 16% as
of the fourth quarter of 2023, according to the latest investor
report. The most recent rent roll available indicates a 20%
economic vacancy, while the Frankfurt periphery submarket vacancy
reported by CBRE Research Germany for the first quarter of 2024 was
11%. In addition, based on the 2023 valuation report, S&P believes
the office space is approximately 14% overrented.

The largest tenant, KPMG AG, accounts for 53.8% of annual rental
income. Its lease expires in December 2028, three years after the
loan maturity date. The weighted-average remaining lease term for
the entire property (excluding hotels) is 4.9 years. However, two
of the other top office tenants are currently experiencing
financial and operational difficulties and are weighing on the cash
flow stability of the office component.

The second largest tenant is Atos Information Technology. S&P
lowered to 'CCC-' its rating on its parent company, Atos SE, in
April 2024 because of a likely debt restructuring, which is akin to
a default. Atos' leases represent 10.1% of total annual rent, which
could lead to an approximately 6% increase to the in-place vacancy
rate if it were to terminate all of its leases. In addition, the
fourth largest tenant, Frankfurt The Squaire BC GmbH, a
special-purpose entity (SPE) for the tenancy at this location
operated by Regus, proposed amending its leases as otherwise the
SPE would need to file for insolvency. The main agreed amendments
included fixed rent without indexation since November 2023, a
three-year partial rent-free period, and a break option in 2026.
S&P has factored these tenant risks in our analysis.

  Table 1

  Top five tenants (office component)

  NAME

     NRA     % OF NRA     LEASE EXPIRATION     % OF TOTAL RENT

  KPMG AG Wirtschaftspruefung

     46,250     32.3        Dec. 31, 2028         53

  Atos Information Technology

     7,458       5.2        Dec. 31, 2027         10

  Michelin Reifenwerke

     7,042       4.9        April 30, 2031         9

  Frankfurt The Squaire BC GmbH

     5,586       3.9        Dec. 31, 2035          4

  Nemak Europe GmbH

     2,073       1.4        Dec. 31, 2027          2

  NRA--Net rentable area


With regard to the hotel component of the property, the two hotels
continue to improve their operating performance. Based on S&P's
calculations, 2023 was the first year where total revenue reached
similar levels to pre-pandemic. Although the hotels ran a lower
occupancy rate of 86.3% (Hilton Garden Inn) and 82.0% (Hilton) as
of the fourth quarter of 2023, compared with above 95%
pre-pandemic, the average daily rate (ADR) was much higher over the
year, so the annual revenue per available room (RevPAR) matched
pre-pandemic levels.

  Table 2

  Total revenues 2023
                     HILTON GARDEN INN       HILTON        TOTAL

  Total revenue (EUR)       19,438,000    22,347,000    41,785,000

  Occupancy (%)*               86.3          82.0          83.4

  ADR (EUR)                    N/A           N/A          235.4

  RevPAR (EUR)                 N/A           N/A          196.4

*Reported as of end of the fourth quarter of 2023.
ADR--Average daily rate.
RevPAR--Revenue per available room.
N/A--Not applicable.


As for the parking component, the Squaire parking has about 2,500
spaces. These differ from parking spaces in the underground parking
garage, which are for office and hotel tenants and are considered
part of the office component. The total income has slightly
increased over the last year, up to EUR1.7 million for the fourth
quarter of 2023 from EUR1.5 million for the equivalent period in
2022. This is despite the fact that the short-term parking income
from the free-floating spots has not yet fully recovered following
the decline in air travel during the pandemic.

Credit evaluation

Office. S&P said, "We considered the office component's net cash
flow (NCF) to be EUR20.4 million on a sustainable basis. This was
based on a fully let rent of EUR37.0 million, which is lower than
the grossed-up actual rental income because we adjusted the rents
down to market. We also deducted a 26.5% vacancy. This represents
the adjusted economic vacancy as indicated by the most recent rent
roll and considers the default risk of the key tenant, Atos
Information Technology. In our analysis, we assumed that all its
space would eventually be vacated. This resulted in an increase in
our assumed vacancy rate to 26.5% from 20.0%."

The assumed vacancy is higher than 14% at S&P's previous review, at
which it expected occupancy improvement to the mid-point between
the in-place and market level, which did not happen.

S&P said, "We then deducted 25.2% nonrecoverable expenses, in line
with the appraisal report. Our S&P Global Ratings NCF is 7.3% lower
than that at our previous review. This is mostly due to our higher
vacancy assumption, but was partially offset by a higher fully let
rent as the estimated rental value (ERV) from the valuer has gone
up even though the office component remains over-rented.

"We applied a 6.0% capitalization (cap) rate against the S&P Global
Ratings NCF, which is 50 basis points higher than previously. We
believe the property's inability to lease its office space is
indicative of its limited desirability. We deducted EUR1.4 million
rent-free costs calculated on the agreed lease amendments with the
tenant Regus. Additionally, we also deducted EUR25.0 million of
capital expenditure (capex) for the office component, which is
unchanged from our previous review. This aligned to the tenant
enhancements costs and capex amounts in the latest valuation
report. We also deducted 5% purchase costs, resulting in our S&P
Global Ratings value for the office component of EUR297.7
million."

Hotels. S&P said, "For the two hotels, we assumed a combined RevPAR
of EUR190.0. It equates to a 3% haircut against the full year 2023
figure. We believe the hotels will now stabilize around
pre-pandemic levels, but quarter-on-quarter figures last year
showed some volatility. We deducted 32.4% departmental expenses and
25.2% undistributed expenses, considering the actual expense ratio
and the forecast from the valuer. We also deducted 2.5% for
management fees and 3.0% for incentive fees, in line with the
contracts and market levels. Finally, we deducted 4.0% for
fixtures, furniture, and equipment, to arrive at our S&P Global
Ratings NCF of EUR14.1 million."

S&P said, "We used a weighted-average cap rate of 7.5% (7% for
Hilton Garden Inn and 8% for Hilton), in line with our previous
review, and 5% of purchase costs to arrive at our S&P Global
Ratings value of EUR178.8 million."

Parking. S&P said, "To calculate our total revenue of EUR5.7
million for the parking component, we used the lowest of the
reported trailing-twelve-months (TTM) revenue from April 2022 to
December 2023. We then assumed a 64% (unchanged since our previous
review) net operational income (NOI) margin on the revenue, which
resulted in our S&P Global Ratings NCF of EUR3.6 million. We then
applied a cap rate of 8.5% as per our previous review and deducted
5% for purchase costs to arrive at an S&P Global Ratings value of
EUR40.5 million."

S&P's S&P Global Ratings value in total for the property is
EUR516.9 million, which is 37.7% below the appraised value.

  Table 3

  Loan and collateral summary
                                   PREVIOUS REVIEW     CLOSING
                             CURRENT   (MARCH 2023)  (APRIL 2021)

  Data as of                Q4 2023       Q3 2022      Q1 2021

  Securitized loan balance
    (mil. EUR)                530.9         530.9          540

  Debt yield (%)                7.5           7.6          5.8

  LTV ratio (%)                64.0          67.0         64.9

  Vacancy rate (%)*            16.6          16.0          6.0

  Market value (mil. EUR)     829.3         792.0        832.6

*Refer to the office component.
LTV--Loan-to-value.
Source: Investor reports.


  Table 4

  Key Assumptions


                                     PREVIOUS REVIEW (MARCH 2023)
                                    OFFICE  HOTELS  PARKING  TOTAL

  S&P Global Ratings vacancy (%)      26.5    N/A     N/A     N/A

  S&P Global Ratings expenses (%)     25.2    N/A     N/A     N/A

  S&P Global Ratings NCF (mil. EUR)   20.4   14.1     3.6    38.1

  S&P Global Ratings value (mil. EUR)297.7   178.8   40.5   516.9

  S&P Global Ratings cap rate (%)      6.0    7.5     8.5     7.4

  Haircut-to-market value (%)          N/A*   N/A*    N/A*   37.7

  S&P Global Ratings LTV ratio
  (before recovery rate adjustments, %)                     102.7


                                                   CURRENT        

                                    OFFICE  HOTELS  PARKING  TOTAL


  S&P Global Ratings vacancy (%)      14.0     N/A     25.0    N/A

  S&P Global Ratings expenses (%)     24.0     N/A     35.0    N/A

  S&P Global Ratings NCF (mil. EUR)   22.0     14.4     3.3   39.6

  S&P Global Ratings value (mil. EUR)352.6    182.6    36.5  571.7

  S&P Global Ratings cap rate (%)      5.5      7.5     8.5    6.5

  Haircut-to-market value (%)         26.5     26.4    42.9   27.8

  S&P Global Ratings LTV ratio
  (before recovery rate adjustments, %)                       92.9


*The 2023 valuation report did not break out the market value of
the office, hotels, and parking components.
NCF--Net cash flow. LTV--Loan-to-value.
N/A--Not applicable.


Other analytical considerations

S&P said, "Our rating analysis covers the transaction's payment
structure and cash flow mechanics. We assess whether the cash flow
from the securitized assets would be sufficient, at the applicable
rating levels, to make timely payments of interest and ultimate
repayment of principal by the legal maturity date for each class of
notes, after taking into account available credit enhancement and
allowing for transaction expenses and external liquidity support."

The transaction maintains a EUR21.6 million liquidity facility and
there have been no liquidity draws.

S&P said, "We also analyzed the transaction's counterparty
exposure. The maximum rating achievable for this transaction under
our current counterparty criteria is 'AAA'.

"Our analysis also included a full review of the legal and
regulatory risks and operational and administrative risks. Our
assessment of these risks remains unchanged since our previous
review and is commensurate with the assigned ratings."

Rating actions

S&P said, "Our ratings in this transaction address the timely
payment of interest, payable quarterly, and the payment of
principal no later than the legal final maturity dates.

"Our opinion on the long-term sustainable value of the property is
about 9.6% lower than last year. Although the operational
performance of the whole property has remained relatively stable
since our previous review, we believe occupancy and rental rates at
the office component are under pressure. Along with the financial
difficulties facing two of the largest tenants, hybrid working has
shifted demand dynamics in the office sector.

"Therefore, we lowered our ratings on the class A to F notes.

"For the class E and F notes, even though they do not pass our 'B'
rating level stresses, we have lowered to 'B- (sf)' our ratings on
both classes of notes. In our view, the repayment of interest and
principal on the class E and F notes does not rely on favorable
economic and financial conditions."




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

GOLDENTREE LOAN 7: S&P Assigns B- (sf) Rating to Class F Notes
--------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to GoldenTree Loan
Management EUR CLO 7 DAC's class X, A-1, A-2, B, C, D, E, and F
notes. The issuer also issued unrated subordinated notes.

This is a European cash flow CLO transaction, securitizing a pool
of primarily syndicated senior secured loans or bonds. The
portfolio's reinvestment period ends approximately 4.52 years after
closing, and the portfolio's maximum average maturity date is seven
years after closing.

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

S&P said, "We consider that the portfolio is well-diversified,
primarily comprising broadly syndicated speculative-grade senior
secured term loans and senior secured bonds. Therefore, we have
conducted our credit and cash flow analysis by applying our
criteria for corporate cash flow collateralized debt obligations."

  Portfolio benchmarks

  S&P Global Ratings' weighted-average rating factor    2,708.27

  Default rate dispersion                                 596.80

  Weighted-average life (years) including
  reinvestment period                                       4.52

  Obligor diversity measure                               115.24

  Industry diversity measure                               16.71

  Regional diversity measure                                1.38


  Transaction key metrics

  Total par amount (mil. EUR)                                400

  Defaulted assets (mil. EUR)                                  0

  CCC rated assets ('CCC+','CCC', and 'CCC-')                0.5

  Number of performing obligors                              131

  Portfolio weighted-average rating
  derived from our CDO evaluator                               B

  'AAA' weighted-average recovery (%) on identified pool   39.10

  'AAA' weighted-average recovery (%) modelled             37.60

  Actual weighted-average spread
  (no credit to floors [%]) on identified pool              3.94

  weighted-average spread modelled                          3.85


S&P said, "In our cash flow analysis, we modeled the EUR400 million
target par amount, the covenanted weighted-average spread of 3.85%,
the covenanted weighted-average coupon of 4.50%, and the covenanted
weighted-average recovery rates for all rated notes. We applied
various cash flow stress scenarios, using four different default
patterns, in conjunction with different interest rate stress
scenarios for each liability rating category.

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

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

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

"The operational risk associated with key transaction parties (such
as the collateral manager) that provide an essential service to the
issuer is in line with our operational risk criteria.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe that our ratings are
commensurate with the available credit enhancement for the class X
to F notes. Our credit and cash flow analysis indicates that the
available credit enhancement for the class B to F notes is
commensurate with higher ratings than those assigned. However, as
the CLO will have a reinvestment period, during which the
transaction's credit risk profile could deteriorate, we have capped
our assigned ratings on these notes.

"In addition to our standard analysis, to indicate how rising
pressures among speculative-grade corporates could affect our
ratings on European CLO transactions, we have also included the
sensitivity of the ratings on the class X to E notes in four
hypothetical scenarios. The results are shown in the chart below.

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

Environmental, social, and governance

S&P said, "We regard the exposure to environmental, social, and
governance (ESG) credit factors in the transaction as being broadly
in line with our benchmark for the sector. Primarily due to the
diversity of the assets within CLOs, the exposure to environmental
credit factors is viewed as below average, social credit factors
are below average, and governance credit factors are average. For
this transaction, the documents prohibit assets from being related
to certain activities, including, but not limited to weapons or
firearms, illegal drugs or narcotics etc. Accordingly, since the
exclusion of assets from these industries does not result in
material differences between the transaction and our ESG benchmark
for the sector, no specific adjustments have been made in our
rating analysis to account for any ESG-related risks or
opportunities."


  Ratings
                      AMOUNT     CREDIT
  CLASS    RATING*   (MIL. EUR)  ENHANCEMENT (%)  INTEREST RATE§

  X        AAA (sf)       2.00     N/A     Three/six-month EURIBOR

                                           plus 0.50%

  A-1      AAA (sf)     244.00    39.00    Three/six-month EURIBOR

                                           plus 1.45%

  A-2      AAA (sf)       6.00    37.50    Three/six-month EURIBOR

                                           plus 1.65%

  B        AA (sf)       44.00    26.50    Three/six-month EURIBOR

                                           plus 2.10%

  C        A (sf)        23.60    20.60    Three/six-month EURIBOR

                                           plus 2.55%

  D        BBB- (sf)     26.40    14.00    Three/six-month EURIBOR

                                           plus 3.70%

  E        BB- (sf)      18.00     9.50    Three/six-month EURIBOR

                                           plus 6.69%

  F        B- (sf)       11.00     6.75    Three/six-month EURIBOR

                                           plus 7.75%

  Sub notes  NR          28.60     N/A     N/A

*S&P's ratings address payment of timely interest and ultimate
principal on the class X, A-1, A-2, and B notes and ultimate
interest and principal on rest of the notes.
§The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.

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




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

WEBUILD SPA: 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 rating on Webuild SpA.

The positive outlook reflects S&P's view that it could raise the
long-term rating to 'BB+' over the next 12 months if the group
sustains resilient EBITDA margin at 8.5%-9.0% and FFO to debt at
35%-40%. This would be supported by continued order intake and
further improved cash flow generation, leading to moderate debt
reduction.

S&P said, "We anticipate that Webuild will post further EBITDA
growth in 2024-2025 after a very solid 2023, reflecting the high
revenue visibility from its order intake. Revenue rose a sizable
22% in 2023 after 26% in 2022, and we anticipate a further 11% rise
in 2024 and 7% in 2025, significantly outperforming GDP growth.
Webuild's solid order backlog covers most of its target revenue in
2024-2026. As of Dec. 31, 2023, the construction backlog was
EUR54.9 billion. Credit improvement also reflects a progressive
growth of the EBITDA margin, which should stand 8%-9% in the
forecast period. Webuild's margin benefits from the contribution of
recently acquired contracts, as well as some contract resets that
ease cost pass-through given still-high cost inflation.

"We forecast that FFO to debt will stand at 35%-40% in 2024-2025,
notwithstanding the negative FOCF from the substantial reversal of
2023's advance payments.Webuild's credit metrics significantly
improved in 2023, with FFO reaching over 100% of adjusted debt.
This reflects a sizable amount of advance payments received,
largely in Italy, which translated into working capital cash in of
EUR1.4 billion and a temporarily lower adjusted debt. We anticipate
that much of the improvement will reverse in 2024, when we
anticipate a working capital cash absorption of EUR800
million-EUR900 million. At the same time, the company's capital
expenditure (capex) will increase to finance its business growth,
at 6%-7% of revenue compared with 4% in 2022-2023. This translates
into deeply negative FOCF in 2024 becoming largely neutral in 2025,
resulting into higher adjusted debt than in 2023. As a result, we
expect only a moderate gross debt reduction in 2024-2025 of about
EUR200 million-EUR300 million. Notwithstanding this, we expect the
FFO to debt will benefit from the progressive growth in the EBITDA
that should exceed EUR1 billion in 2025, an improving EBITDA
cash-conversion rate, and better receivables collection."

Webuild's cash flow predictability benefits from the increased use
of contract standards that allow easier cost pass-through. The
company is increasing the share of contracts in backlog that
contain price formulas to adjust for high raw material costs. For
example, Webuild reset contracts for some major projects, such as
Snowy 2.0 (Australia), the Milan-Genoa High Speed Rail (Italy) and
the Koysha Dam (Ethiopia). While most contracts in the company's
backlog have price revision formulas that would allow for inflation
cost recovery if requested, the company is increasingly relying on
new contract standards such as incentivized target costs (mainly in
Australia) or progressive design and build (mainly in North
America). Furthermore, in Italy, the Code of Public Contracts
enacted in 2023 introduced mandatory formula for price adjustments
related to inflation and labor costs, and new procedures for the
prompt resolution of disputes that would otherwise affect the
scheduled completing of projects. Finally, Webuild's solid
expertise in managing complex projects, particularly in high speed
rail and hydro energy, helps reducing margin squeeze risks as an
increasing number of acquired orders are based on best technical
offer.

Webuild has increased its presence in its key core low-risk
geographies. The company has progressively shifted its business
activity to developed countries and reduced the number of countries
it focuses on. In 2023, about 80% of the backlog and revenue were
from low-risk countries, compared with 53% in 2018. Following the
acquisition of Astaldi in 2019 and the entry of the Italian
government's financial arm, CDP Equity, in its shareholding,
Webuild is now the largest reference infrastructure construction
group in Italy, which represents about 34% of revenue and 48% of
the backlog. In Australia, the acquisition of Clough in February
2023 allowed the group to increase its local presence and gain new
projects; in 2023, Australia counted for 20% of revenue and 19% of
the backlog. In the next few years, we anticipate Webuild will
consolidate its presence in Italy and Australia, which mirrors the
increased importance of those two countries in the company's
backlog. Other key markets for the company are North America (14%
of revenue in 2023), other European countries (13%), and the Middle
East (9%). In S&P's view, Webuild's increased presence in developed
markets reduces the volatility of its profitability margin and the
risk of delayed payments from clients and litigation, as happened
in the past decade with projects in Panama and Venezuela.

At the same time, Webuild has significantly strengthened its
position in sustainable solutions. The group is among the top 10
players in highways and railways, clean hydro energy (where it is
the global leader in the water sector), and green buildings and
clean water. The company benefits from the booming market due to
the focus on energy and climate transition and on improving quality
of life. Webuild is also closely monitoring public and private
investments in water and waste treatment plants, data centers, and
hydro pumping plants.

Webuild is well managing key challenges in the sector such as
worker shortages and supply chain bottlenecks. The company is
optimizing its supply chain management through its centralized
procurement, and is adopting a more selective bidding approach to
promote engagement. The group is managing worker shortages,
particularly for engineers, through close collaboration with
universities and promoting internal development programs. In 2023,
Webuild hired about 12,000 people, and 41% of employees are below
35 years old.

Webuild's project concentration and legacy exposure to risky
markets remain rating constraints.Despite improving over the past
few years, the company's project concentration is still somewhat
high compared with industry peers, as its top 10 projects represent
about 45% of its backlog. Mitigating this risk, most of those
projects are in Italy and Australia where counterparty risk is low
and the legal framework is effective. Webuild has some projects in
Africa and central Asia, where operational, legal, and political
risks tend to be higher, which could add to cash flow volatility.

The positive outlook reflects S&P's view that it could raise the
rating to 'BB+' over the next 12 months if the group sustains a
resilient EBITDA margin at 8.5%-9.0% and FFO to debt at 35%-40%.

Upside scenario

S&P said, "A positive rating action could follow continued order
intake and further improvement in operating cash flow. While we
anticipate significant negative FOCF in 2024, we assume that FOCF
will be significantly positive overall for 2023-2025, leading to
moderate debt reduction by 2025. Furthermore, Webuild's liquidity
would remain at least adequate."

Downside scenario

S&P said, "We could revise the outlook to stable if the company
faced material project postponements or delays in collecting
payments, leading to a significant decline in operating margins and
persistent negative FOCF, or it cannot sustain FFO to debt at
35%-40%.

"A negative rating action would only follow FFO to debt falling
below 20%, with low prospects for swift recovery, or liquidity
weakening. We view this scenario as unlikely in the next 12 months,
given the company's high revenue visibility and ample rating
headroom.

"Environmental and social factors have an overall neutral influence
on our credit rating analysis of Webuild. The company focuses on
large infrastructure construction related to sustainable mobility,
water, hydroelectric energy, and green buildings. About 92% of
Webuild's construction backlog in 2023 related to projects that
target Sustainable Development Goals. Webuild's governance factors
also have an overall neutral influence on our credit rating
analysis. The company has increased its focus on low-risk regions,
such as Australia, North America, and Europe, and the progressive
adoption of cost-plus contract types is translating into lower
litigation than in the past. The company still has some litigation
outstanding, largely in legacy high-risk countries, but this has
not translated into significant cash outflows since 2021, and we
think that overall Webuild is not an outlier compared with peers.
We also consider the group's improved operational processes and
qualified management team, which is translating into better risk
management and working capital trend."




===================
K A Z A K H S T A N
===================

QAZAQGAZ NC: S&P Affirms 'BB+' ICR, Stable Outlook
--------------------------------------------------
S&P Global Ratings affirmed its 'BB+' rating on QazaqGaz NC JSC
(Qazaqgas) and on its core subsidiary Intergas Central Asia (ICA).

S&P said, "The stable outlook indicates that we expect Qazaqgas'
average funds from operations to debt over 2024-2026 will remain
above 45%, and that its liquidity will stay adequate thanks to
limited maturities and manageable spending plans over the same
period.

"Qazaqgas' business risk profile has weakened, in our view, because
the company's reported EBITDA will likely be negative over
2024-2026 due to loss-making domestic operations. Kazakhstan's gas
demand is increasing fast, jumping to about 20 billion cubic meters
(bcm) in 2023 from 15 bcm in 2021, and we anticipate further growth
to 25 bcm by 2026 in line with the government's goal to achieve 65%
gasification in 2030. To meet demand, and since local gas
production is limited, Qazaqgas has increased gas imports from
Russia as well as the purchase price of gas from subsoil users to
encourage them to ramp up gas production. As a result, the average
cost of purchasing gas is about 33 tenge per cubic meter of gas.
Domestic gas selling prices are set low by the government, at
Kazakh tenge (KZT) 22 per cubic meter (equivalent to about $45 per
thousand cubic meter), which is behind the structural losses on the
domestic business. We think that any potential efforts by the
government toward domestic operations to break-even by 2027, would
require at least a 20%-25% annual tariff growth (excluding new
projects), that could be difficult to align with the government's
affordability considerations. Higher volumes mean that domestic
market losses are no longer compensated by profitable, but
relatively moderate gas exports (5.6 bcm in 2023), even though
export prices could exceed $250 per thousand cubic meter. As a
result, we now expect Qazaqgas' reported EBITDA (corresponding to
domestic operations, i.e. before dividends from JVs) to be negative
over 2024-2026.

"We assume Qazaqgas' financial metrics will fluctuate because of
high volatility in profitability over 2024-2026. This is because
S&P Global Ratings-adjusted EBITDA and funds from operations (FFO)
depend heavily on the amount and timely receipt of dividends from
AGP (contracted) and BSHP (regulated), the company's 50% gas
pipeline joint ventures with Chinese partners. In 2023, protracted
negotiations between Chinese and Kazakh counterparts on AGP's
tariff delayed the receipt of dividends, sinking FFO to debt to
negative territory from the above 60% we had expected. At this
time, the dividends from AGP were paid in full for the year 2022 in
the amount of KZT255 billion. We expect that, over the second half
2024, Qazaqgas to receive an additional KZT269 billion related to
the 2023 dividends. Still, we cannot rule out volatility in payment
timings or amounts, because Qazaqgas does not have full control
over these joint ventures; we view this lack of EBITDA
predictability as a structural weakness of the business.

"However, we expect FFO to debt should remain relatively
comfortably above 45% on average over 2024-2026 and liquidity to be
adequate thanks to solid cash cushion and limited near-term
maturities. Due to business volatility, we now look at Qazaqgas
consolidated financial metrics (i.e. domestic business and JVs) on
a gross debt basis. Under our base case, we expect Qazaqgas to
receive KZT200 billion-KZT300 billion annual dividends from joint
venture in a broadly timely manner. Still, dividends inflows could
be delayed for reasons that are beyond Qazaqgas' control and this
lack of predictability could heighten liquidity issues, in case of
short-term debt repayments (which is not currently the case). We
also forecast limited capital expenditure (capex) of KZT100
billion-KZT150 billion, annual debt amortization of KZT25
billion-KZT50 billion as well as minimal dividends to
Samruk-Kazyna, which should enable Qazaqgas to build a significant
cash balance to fully repay its Eurobond maturing in 2027. Also, we
understand that AGP is debt-free and BSHP can service its debt from
its own cash flow without any support from Qazaqgas. We
acknowledge, however, that t uncertainty around the timing of
dividends could trigger pronounced fluctuations in the company's
credit metrics year on year.

"We continue to see it as highly likely that the government of
Kazakhstan, via Samruk-Kazyna, will provide support to Qazaqgas if
needed, translating into a one-notch of uplift to the SACP. The
increasing demand for gas, amid the government's goal for 65%
gasification of the country by 2030 from 60% in 2023, makes gas a
critical part of Kazakhstan's energy mix and decarbonization, in
our view. In November 2021, Qazaqgas officially became the national
gas company of Kazakhstan, when it was spun off from KazMunayGas,
and became a direct subsidiary of Sovereign Wealth Fund
Samruk-Kazyna. Thanks to this status, Qazaqgas has preemptive
rights to purchase the associated gas from oil producers and
develop Kazakhstan's gas fields. The company must therefore expand
its business throughout the value chain in line with the
government's objectives, which includes fulfilling social goals to
develop regional gas infrastructure, gasify cities, and replace
high-emitting coal with gas. We therefore expect a high likelihood
that the government through Samruk-Kazyna will support Qazaqgas in
times of distress as demonstrated by the KZT13 billion cash
injection in done in 2022 as well as the readily available KZT76
billion equity injection to be finalized should Qazaqgas require
funding (for example if Samruk-Kazyna require Qazaqgas to enter a
large investment project to fulfill new government objectives). In
our view, potential extraordinary government support offsets the
weaker profitability of domestic operations and increased
volatility in credit metrics.

"We align the rating on ICA with that on Qazaqgas based on our view
of the former's core status within the group.The consolidated
approach reflects the companies' close integration, Qazaqgas' 100%
ownership of ICA, financial guarantees on much of the group's debt
issued by ICA and Qazaqgas, large intragroup cash flow, and a close
management integration in the absence of effective subsidiary ring
fencing. We equalize the ratings on ICA with those on Qazaqgas,
reflecting the overall creditworthiness of the group."

The stable outlook is in line with that of Kazakhstan
(BBB-/Stable/A-3).

S&P said, "The stable outlook also incorporates our view that
Qazaqgas will receive annual dividends from AGP and BSHP of KZT200
billion-KZT300 billion in a timely manner ensuring FFO to debt
remains on average above 45%, albeit with potential volatility year
on year. We also expect Qazaqgas to build a significant cash
balance to support investments in gas production and network
enhancement as well as full repayment of the Eurobond due in
2027."

A sovereign downgrade would trigger a similar action on Qazaqgas.

On a stand-alone basis, S&P could revise down Qazaqgas' SACP if it
views liquidity constraints from interruptions in dividends from
the joint ventures or a materially enlarged investment program
squeezes FFO to debt, causes negative free operating cash flow
(FOCF), and creates a marked increase in debt.

A sovereign upgrade would prompt a similar action on Qazaqgas.

On a stand-alone basis, rating upside is limited. Revising the SACP
up to 'bb+' could stem from growth in organic EBITDA (excluding
dividends from joint ventures) despite re-routing gas flows to
domestic consumption leading to less reliance on dividends from its
joint ventures.





===========
N O R W A Y
===========

KONGSBERG AUTOMOTIVE: S&P Alters Outlook to Pos., Affirms 'B-' ICR
------------------------------------------------------------------
S&P Global Ratings revised its outlook on Norwegian automotive
parts supplier Kongsberg Automotive ASA (Kongsberg) to positive
from stable and affirmed its 'B-' long-term issuer credit rating on
the company. S&P subsequently withdraw its rating on Kongsberg at
the company's request.

Kongsberg's gross debt and interest expenses are lower following
the capital structure refinancing. The company refinanced its
capital structure by issuing EUR110 million of senior secured notes
and a EUR15 million super senior revolving credit facility. S&P
understands that the EUR36 million asset disposition offer
concluded on May 28, 2024, and Kongsberg subsequently repaid the
EUR155 million outstanding bond due in July 2025 with the net
proceeds of the new notes and cash on the balance sheet.

S&P said, "The amount of the new notes and their coupon are both
slightly lower than we anticipated. Coupled with significantly
higher EBITDA generation, we expect Kongsberg's adjusted debt to
EBITDA to fall to about 3.4x in 2024 from 7.5x in 2023. At the same
time, we expect that Kongsberg's liquidity will remain adequate,
with about EUR67 million of cash on hand following the refinancing.
Our liquidity assessment also reflects our expectation of positive
FOCF generation in 2024 and 2025.

"At the time of the withdrawal, the positive outlook mainly
reflected the positive momentum in Kongsberg's profitability and
cash conversion. We expect that Kongsberg's adjusted EBITDA margin
will improve to about 7.0% in 2024 from 4.1% last year, mainly
thanks to the benefits of its cost-optimization measures. Kongsberg
reported EUR10 million of EBIT in the first quarter of 2024,
compared with negative EUR20 million in 2023, and it expects to
improve its EBIT to about EUR34 million-EUR44 million in 2024. We
also anticipate that Kongsberg will generate EUR5 million-EUR10
million of FOCF in 2024, compared with negative EUR22 million in
2023. That should translate into adjusted FOCF to debt of 2%-5% in
2024, with a further improvement toward 5% in 2025."




===========
R U S S I A
===========

KDB UZBEKISTAN: S&P Affirms 'BB-/B' ICRs on Improved Capitalization
-------------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-/B' long- and short-term issuer
credit ratings on KDB Bank Uzbekistan JSC (KDB Uzbekistan). The
outlook is stable.

S&P said, "We expect that KDB Uzbekistan's capitalization will
remain very strong over the next 12-18 months. KDB Uzbekistan's
risk-adjusted capital (RAC) ratio improved to 17% by end-2023 from
15.2% at end-2022. This is because capital was supported by an
extraordinary level of profit, which was double the 2022 result. In
our view, the RAC ratio will decline over the next 12-18 months,
due to declining margins and resumption of balance sheet growth,
but remain robust at about 16%. Contrary to other Uzbek banks, KDB
Uzbekistan's loans accounted for only 23% of total assets at
end-2023, while overnight placements with JP Morgan comprised 22%,
other interbank placements 26%, and exposure to the Central Bank of
Uzbekistan 23% on the same date. The bank could re-allocate its
assets between classes and geographies, but we assume it will keep
its capital allocation and management unchanged (with no dividend
payout to the parent).

"In our view, KDB Uzbekistan's earnings will weaken from the high
level of 2023, due to declining margins over the next 12-18 months.
The bank generated 78% of its revenue from net interest income in
2023 with fee and commission income comprising only 8%. The net
interest margin (NIM) improved to 7.6% in 2023, up from 4.2% a year
ago, thanks to high secured overnight funding rates (SOFR) over
2023. Interest rates on most of the bank's loans and interbank
placements are linked to SOFR, while the majority of the funding
base comprises non-interest-bearing current accounts. We expect the
decline of the SOFR and the rising cost of funding related to
replacement of demand deposits by a credit line from the parent
will result in a lower NIM over the next 12-18 months. Intensifying
competition in the market, including from recently privatized
Ipoteka Bank JSCM, will also put pressure on margins in the sector.
We also expect operating expenses to grow at about 20% annually,
mostly driven by continued investments in IT infrastructure and
cyber security. As a result, we expect return on average common
equity to decline from the extraordinary 36.5% achieved in 2023 and
stabilize at about 20% over the next 12-18 months.

"We think KDB Uzbekistan's level of nonperforming loans (NPLs) will
remain one of the best in the system. KDB Uzbekistan's underwriting
standards have proven stronger than those of domestic peers. The
bank reported no NPLs since 2011, while its credit losses averaged
0.07% over the past five years. KDB Uzbekistan lends to large
corporate clients operating in many industries. At the same time
the bank has a narrow client base, with the 20 top borrowers
representing 93% of the gross loan book as of year-end 2023,
reflecting management's preference to increase exposures only to
high quality clients. We note that almost 90% of the loan book is
denominated in foreign currency, compared with 44% in the system,
which makes the bank sensitive to material devaluation of the
Uzbekistani sum. Loans in foreign currency are provided
predominantly to companies with export revenue, which we believe
partially mitigates foreign exchange risk. We therefore expect NPLs
will increase to no more than 1% in 2024-2025, staying far below
the system average.

"Our ratings on KDB Uzbekistan are capped at the level of the
sovereign ratings on Uzbekistan. We currently see KDB Uzbekistan's
SACP assessment at 'bb'. We also consider KDB Uzbekistan a
strategically important subsidiary of its higher-rated foreign
parent, Korea Development Bank (AA/Stable/A-1+). However, ratings
upside is limited and constrained by Uzbekistan's creditworthiness.
Although KDB Uzbekistan has some geographically diverse exposures,
its major exposures are in Uzbekistan, with funding sources
predominantly denominated in foreign currency. We therefore think
that in the stress scenario that would likely accompany a sovereign
default, the bank would face substantial impairments that would
erode its capital base and it would not be able to fulfil its
obligations in full and on time if capital and currency control
measures were imposed.

"The stable outlook on KDB Uzbekistan mirrors that on the sovereign
and includes our view that, in the next 12-18 months, the bank will
adhere to its business model and maintain a low risk profile, while
it continues displaying solid profitability and very strong
capitalization.

"We could take a negative rating action on the bank if we took a
similar action on Uzbekistan."

A positive rating action on KDB Uzbekistan would hinge on a
positive rating action on the sovereign, assuming that either its
parent Korea Development Bank maintains its commitment to provide
extraordinary support to its Uzbekistani subsidiary if needed, or
the bank's creditworthiness remains the same.




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

INTRUM AB: S&P Downgrades ICR to 'CC', Outlook Negative
-------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
Nordic debt collector Intrum AB (publ) to 'CC' from 'CCC'.

The negative outlook reflects the increased likelihood that Intrum
will undertake an exchange S&P would deem as distressed.

Intrum's announcement of a binding lock-up agreement with the
majority of its noteholders further increases the likelihood of an
exchange we would deem as distressed. The company recently
announced the agreement with 50.1% of its 2025-2028 noteholders.
The agreement's terms are broadly in line with what Intrum
previously announced in June 2024 and, in S&P's view, the
likelihood of the transaction proceeding has increased. However,
the exchange still depends on Intrum's capability of reaching an
amendment and extension of its revolving credit facility (RCF).
Finally, the company is offering additional fees to incentivize
remaining noteholders to accept the lock-up agreement.

If the transaction occurs under the proposed terms, S&P will deem
the exchange as below par and consider it distressed and a breach
of the bonds' imputed promise. Our key rationale for considering
the potential exchange as distressed is the proposed 10% equity
conversion on the notes, which is negative for bondholders, in its
view. Additionally, S&P thinks that in the current market, the
proposed step-up on the coupons of nearly 300 basis points on a
blended basis, accompanied by a two-year extension, would not
offset the increase in Intrum's credit risk.

The negative outlook reflects the increased likelihood that Intrum
will undertake an exchange that S&P would deem as distressed.

S&P could lower the ratings to 'SD' (selective default) if Intrum
undertakes the proposed debt exchange under the announced terms to
the market, or any other alternative exchange that would breach the
bonds' imputed promise.

While S&P sees it as highly unlikely, S&P could raise the ratings
if the company announced a final restructuring plan that offered
adequate compensation for debtholders, achieving a conventional
refinancing for its debt maturities.


RAMUDDEN GLOBAL: Moody's Alters Outlook on 'B2' CFR to Negative
---------------------------------------------------------------
Moody's Ratings affirmed the B2 long term corporate family rating
and the B2-PD probability of default rating of Ramudden Global AB
(Ramudden or the company). Moody's also assigned B2 ratings to the
backed senior secured first lien term loan due 2029 and the backed
senior secured revolving credit facility (RCF) due 2029 issued by
Ramudden Global (Group) GmbH. The outlook on both entities changed
to negative from stable.

In this proposed amend-and-extend transaction Ramudden will extend
maturities on Ramudden Global (Group) GmbH's backed senior secured
first lien term loan and the backed senior secured RCF to 2029 from
2026. Furthermore, the company plans to raise an incremental term
loan add on of EUR210 million, which together with rollover equity
of EUR155 million from the existing shareholders of the target will
be used to fund acquisition of RSG International, a family-owned
Canadian-based leader in infrastructure safety services, to pay for
transaction expenses and to provide some cash overfunding.

RATINGS RATIONALE

The proposed transaction enhances the business profile, with larger
scale and a more diversified regional business footprint, reduces
leverage and extends maturity profile, which supports the
affirmation of the B2 CFR despite the company's weaker operating
performance compared to Moody's expectations. In 2023, Ramudden had
negative Moody's adjusted Free Cash flow (FCF), Moody's adjusted
EBITA/Interest at 1.4x and Moody's adjusted Debt / EBITDA of around
6.0x. In 2023, FCF was negative primarily due to capital
expenditures aimed at supporting the growth of the business.

The proposed transaction includes an equity component and results
in leverage reduction of approximately 0.5x to around 5.5x Moody's
adjusted Debt / EBITDA as of last twelve months ended March 2024,
which however still remains at higher end of expected range of
4.5x-5.5x for B2. The future deleveraging relies on profitability
enhancements post the integration of RSG and other recent
acquisitions, which are subject to execution risk.

While the business have been acquisitive historically, Ramudden has
delivered high single digit organic revenue growth over the past 3
years. That said, Ramudden's margins have gradually declined over
the past 3 years, with Moody's adjusted EBITA of 10.4% in 2023,
down from 13.6% in 2021. This was mostly due to rising overhead
costs for business expansion, while its gross margins improved over
the same period. The company continues its efforts to continually
improve the revenue mix and gain operational leverage on recent
investments in overhead costs as the business expands. Furthermore,
the RSG acquisition enhanced group's margins, with a
Moody's-adjusted EBITA margin of around 12% as of last twelve
months March 2024 on a pro forma basis.

The outlook change to negative reflects Moody's expectation that
credit metrics, in particular interest coverage and FCF, will
remain weak for its B2 rating in the next 12-18 months, despite the
deleveraging impact of the proposed transaction. Moody's project
Moody's adjusted EBITA/Interest expense will remain tight at around
1.5x-1.7x in the next 12-18 months. Moody's also project Moody's
adjusted FCF/Debt will remain muted in the 0 to 2% range, including
assumption of around EUR70 million of annual capital spending, of
which EUR40 million relates to expansionary capital spending to
support business growth. These metrics are weak relative to Moody's
expectations for its B2 rating of at least 1.7x coverage and
positive free cash flow.

Moody's projections also include EUR70-100 million annual smaller
bolt-on acquisitions that may require debt funding. Incremental
debt-funded acquisitions in a higher interest rate environment
could limit deleveraging and FCF.

More generally, the B2 CFR reflects Ramudden's leading position in
traffic safety services in its core markets of Germany, Belgium,
the UK and the Nordics/Baltics, Austria and increased presence in
Canada and access to the US market with the proposed acquisition;
the the relative stability of the traffic safety services market;
group's integrated business model, which includes the design and
partially manufacturing of traffic safety products such as mobile
barriers, presenting some barriers to entry.

Ramudden's high leverage and an M&A-driven growth strategy that
limits the potential to improve credit metrics, lack of positive
FCF generation historically, due to margin erosion due to
investment in overheads and high capital spending to support
business growth; all constrain its B2 CFR.

Historically, capital expenditure has put a significant burden on
the company's FCF. The majority of the capital expenditure related
to expansionary capex can be deferred if necessary without
affecting service delivery. The business also has potential to
reduce maintenance capital spending investments on better
utilization of asset base as business grows, and given a relatively
young fleet (2-3 years on average).

LIQUIDITY

Ramudden's liquidity is adequate and will benefit from the
extension of the debt maturity profile as part of the proposed
transaction. It is supported by a cash balance of EUR68 million as
of March end 2024 pro forma the proposed transaction and the EUR144
million availability of the total EUR215 million of RCF due 2029
pro forma the proposed transaction. Moody's expect modest positive
FCF in the next 12-18 months. These sources are also sufficient to
accommodate seasonality of the cash flows. Yet Moody's expect the
company to continue its aggressive acquisitive growth, which can
result in further drawings under the RCF or potential future add on
issuances. The RCF contains a springing leverage financial covenant
tested only when the facility is more than 40% drawn. Moody's
expect ample headroom under this covenant in the next 12-18
months.

STRUCTURAL CONSIDERATIONS

The proposed backed senior secured first lien term loan B and the
RCF issued by Ramudden Global (Group) GmbH rank pari passu and
share the same security interest, including mainly share pledges
and intercompany receivables. These backed senior secured bank
credit facilities are rated B2 in line with the CFR because they
account for the large majority of debt.

RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook reflects weak credit metrics, in particular
interest coverage and FCF, for the current B2 rating and the
execution challenge to restore metrics back to the requirements for
the B2 rating category given weak historical track record. The
negative outlook reflects the reduced headroom in the current
rating category in case of further debt-funded acquisitions in a
higher interest rate environment that reduce FCF.

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

Moody's could upgrade Ramudden's ratings if (1) Moody's adjusted
debt / EBITDA reduces and remains below 4.5x on a sustained basis;
and (2) the company builds a track record of generating substantial
positive FCF, with FCF/Debt in high single digits, and (3) Moody's
adjusted EBITA/interest cover increases above 2.5x on a sustained
basis, while (4) the company maintains an adequate liquidity
profile.

Moody's could downgrade Ramudden's ratings with expectations for
(1) Moody's adjusted debt / EBITDA above 5.5x on a sustained basis;
or (2) Moody's adjusted EBITA/interest below 1.7x on a sustained
basis; or (3) FCF towards zero on a sustained basis; or (4) if the
liquidity profile weakens.

PRINCIPAL METHODOLOGY

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

COVENANTS

Moody's has reviewed the draft terms of 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. Companies
incorporated in Russia, China and Turkey are not required to
provide guarantees and security.

Incremental facilities are permitted up to the greater of EUR211
million and 1.0x consolidated EBITDA, plus unlimited amounts up to
a senior secured leverage ratio (SSLR) of 5.0x.

Unlimited pari passu debt is permitted up to a SSLR of 5.0x, and
unlimited unsecured debt is permitted subject to 6.5x total net
leverage ratio (TNLR) or a 2.0x fixed charge coverage ratio.
Unlimited restricted payments are permitted if TNLR is 4.0x or
lower, and unlimited restricted investments are permitted if SSNLR
is 5.0x or lower. The requirement for asset sale proceeds to be
applied under the agreement is subject to a leverage ratio test,
with 50% being applied where SSNLR is 4.0x or greater.

Adjustments to consolidated EBITDA include the full run rate of
cost savings and synergies, capped at 25% of consolidated EBITDA
and believed to be realisable within 24 months of the relevant
event.

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

COMPANY PROFILE

Ramudden Global AB (Ramudden) is a provider of traffic safety
services predominantly in Germany, Belgium, the Netherlands, the
UK, the Nordics/Baltics, Canada, United States  and Austria. In the
fragmented traffic safety services segment, the group holds
leadership positions in its core markets. On a pro forma basis,
Ramudden Global including RSG International achieved revenue of
EUR1billion and an adjusted EBITDA of EUR198 million (c.20% margin)
in 2023. Ramudden is majority owned by the private equity firm
Triton Partners.


RAMUDDEN GLOBAL: S&P Affirms 'B' LongTerm ICR on RSG Acquisition
----------------------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term issuer credit rating
on Swedish infrastructure safety services provider Ramudden Global
AB and its financing subsidiary Ramudden Global (Group) GmbH, and
our 'B' issue rating and '3' recovery rating on its senior secured
debt.

S&P said, "The stable outlook reflects our expectation that
Ramudden Global will generate organic growth of about 3%-4% and
improve S&P Global Ratings-adjusted margins to 21%-23%, FFO cash
interest coverage around 2.0x, and moderately positive underlying
FOCF in 2024 and 2025."

Ramudden Global AB is looking to acquire Canadian infrastructure
safety services provider RSG International, funding the acquisition
with a EUR210 million first-lien term loan and EUR155 million
rolled over equity from RSG International's existing shareholders.

S&P said, "We forecast Ramudden Global's adjusted leverage will be
around 8.0x in 2024, including preferred equity that we treat as
debt (7.1x when including 12 months earnings contribution from RSG
International), and reduce below 6.5x in 2025 supported by revenue
growth and margin expansion. RSG International's acquisition will
be funded by a EUR210 million first-lien term loan and EUR155
million rolled over equity from RSG's existing shareholders. The
equity is contributed in the form of exchangeable shares. We
understand these will be converted to common and preferred equity
in proportion similar to Ramudden's existing equity. We continue to
treat preferred equity as debt. Additionally, the company also
plans to extend its debt maturities due in 2026 and upsize its RCF
to EUR215 million from EUR140 million. We forecast leverage of 7.9x
in 2024 when consolidating RSG International's EBITDA from the
expected closing date, or around 7.1x pro forma for the full-year
consolidation of RSG International, declining below 6.5x in 2025.
This compares with our calculation of 8.0x in 2023. Future
deleveraging will be supported by Ramudden Global's continued
organic growth that will come from footprint expansion, especially
in urban areas, broadening of its client base, and price increases.
We also expect the EBITDA margin will improve to 21%-22% in 2024
versus 19.5% in 2023, mainly thanks to absence of investments made
in 2023 in order to strengthen the organization for future growth,
which we expect will not reoccur. We forecast EBITDA margins of
about 23%-24% in 2025 fueled by full consolidation of RSG
International and efficiencies due to increasing scale of
operations."

The acquisition of RSG International will increase Ramudden
Global's scale and geographic diversification while strengthening
its market position in North America. Canada based RSG
International covers all areas of road safety infrastructure
including installation, new product development, product
distribution and traffic management. The acquisition will take the
revenue of the group above EUR1 billion and increase the North
American region's contribution to total sales to about 27% from 7%,
thanks to RSG International's strong market positions in Ontario
(Canada) and Pennsylvania (U.S.). S&P expects limited integration
risk as Ramudden Global operates under a decentralized model, and
expects limited synergies, mainly comprising purchasing synergies
with global vendors and some efficiency measures. RSG International
operates as a vertically integrated provider of infrastructure
safety services, primarily used for highways road works. This along
with the scale (compared with local operators) and brand reputation
provide it with competitive advantage and good profitability.

Rating headroom is constrained by Ramudden Global's limited cash
flow generation and tighter FFO cash interest coverage. Despite a
meaningful growth in revenue and EBITDA, the FOCF generation was
weak in the last two years. This was driven by increased capital
expenditure (capex) investment to increase capacity via fleet
expansion and develop new products. Cash flows were further
impacted by higher interest costs and tax payments. S&P said,
"While we expect the tax payments and interest expense to remain
elevated because of higher debt and earnings, we expect capex
investments (as % of revenue) to decline somewhat to about 6.4% in
2024 and around 6.0% in 2025, from 7.0%-9.0% in 2022-2023. This is
supported by our expectation that the company will benefit from
higher density of depots leading to better utilization of fleet and
equipment. In addition, RSG International's fleet is relatively new
and maintenance capex is expected to be modest. We forecast
negative FOCF of about SEK67 million in 2024 (or an inflow of
SEK167 million when excluding transaction costs) increasing to an
inflow of SEK450 million in 2025. We also note that Ramudden
Global's assets are relatively young, and the company has
flexibility to reduce capex to preserve cash flows in a downturn,
without impairing its operations, like it did during covid. We note
that Ramudden Global's FFO cash interest coverage has tightened
because of the higher interest rate environment, but we expect it
to remain around 2.0x."

S&P said, "We expect the company to partially hedge the currency
risk associated with its debt. With the increased geographic
diversification, Ramudden Global's share of euro-denominated EBITDA
will decline to about 31% while almost its entire debt is
denominated in euro. Therefore, adverse exchange rate movements
could increase its interest burden and weaken its cash flow and
leverage ratios. We understand the company plans to enter hedging
agreements to manage this risk.

"The stable outlook indicates our expectation that Ramudden Global
will generate organic growth of 3%-4% and improve S&P Global
Ratings-adjusted margins back to 21%-23%, supporting deleveraging,
FFO cash interest coverage around 2.0x, and positive underlying
FOCF in 2024 and 2025."

Downside scenario

S&P said, "We could lower the rating if Ramudden Global's
performance lagged our forecasts resulting in negative FOCF for a
prolonged period or FFO cash interest coverage declining below
2.0x. This could happen if there was a delay in new projects
because of budget restrictions associated with a potential
macroeconomic recession, acceleration of cost inflation,
higher-than-expected profit volatility, and exceptional costs
associated with acquisitions including RSG International.

"We could also lower the rating if the group undertook material
debt-financed acquisitions or cash returns to shareholders,
resulting in materially higher leverage than we currently
project."

Upside scenario

S&P said, "We see limited near-term upside potential for the rating
given Ramudden Group's high adjusted leverage and relatively
aggressive financial policies. However, we could consider raising
the rating if EBITDA growth was stronger than expected, such that
our adjusted leverage ratio fell and stayed below 5x, combined with
solid and stable positive FOCF. For us to consider an upgrade,
these improved credit metrics would also have to be consistent with
our view of the long-term financial policy.

"Governance is a moderately negative consideration in our credit
rating analysis of Ramudden Global. Our assessment of the group's
financial risk profile as highly leveraged reflects corporate
decision-making that prioritizes the interests of the controlling
owners, in line with our view of the majority of rated entities
owned by private-equity sponsors. Our assessment also reflects
generally finite holding periods and a focus on maximizing
shareholder returns."




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

ALPIN PMK: Kirker & Co Named as Administrators
----------------------------------------------
Alpin PMK Limited was placed in administration proceedings in the
High Court of Justice, Business and Property Courts of England and
Wales, Court Number: CR-2024-003171, and Kirker & Co was appointed
as administrators on June 7, 2024.

Alpin PMK Limited is an operator of Italian restaurants under the
L'Osteria brand.  It was previously known as Alpin P M K Limited
and L'Osteria (UK) Limited.  Its registered office and principal
trading address is at Units Su3 to Su5, Quaker Friars, Cabot
Circus, Bristol, BS1 3BU.

The Administrator may be reached at:

     Edwin D S Kirker
     Kirker & Co
     Centre 645, 2 Old Brompton Road
     London SW7 3DQ.
     Tel: 020 7580 6030
     E-mail: edwin@kirker.co.uk

The administration proceedings come after the dismissal of a
petition by the Commissioners for HM Revenue and Customs to wind up
the Company.  The petition was filed in December 2023 and dismissed
in April 2024.

HM Revenue and Customs also filed petitions to wind up the Company
in January 2020, and in April and July 2019.  Those petitions have
been dismissed.


BEDWORLD FACTORY: Opus Restructuring Appointed as Administrators
----------------------------------------------------------------
Bedworld Factory Shop Limited was placed in administration
proceedings in the High Court of Justice of London, Court Number:
CR-2024-000417, and Opus Restructuring LLP was appointed as
administrators on July 10, 2024.

Established in 1999, Bedworld Factory Shop Limited is an
independent business based in West Yorkshire, supplying beds,
mattresses and bedroom furniture across the UK.  Its registered
office and principal trading address is at Express House, Station
Road, Bradley, Huddersfield, HD2 1UW.

The Administrators may be reached at:

     Colin Wilson
     Opus Restructuring LLP
     1 Radian Court, Knowlhill
     Milton Keynes, MK5 8PJ

          - and -

     Emma Mifsud
     Opus Restructuring LLP
     4th Floor, One Park Row
     Leeds, West Yorkshire, LS1 5HN

For further details, contact:

     Zoe Nelsey
     E-mail: Zoe.nelsey@opusllp.com
     Tel: 01908 087 222

Alternative contact:

     Sakshi Mehta
     E-mail: Sakshi.mehta@opusllp.com

BUILDING REPAIR: RSM UK to Lead Administration Proceedings
----------------------------------------------------------
Building Repair Solutions Limited was placed in administration
proceedings in the High Court of Justice, Business and Property
Courts of England and Wales, Court Number: CR-2024-003974, and RSM
UK Restructuring Advisory LLP was appointed as administrators on
July 5, 2024.

Building Repair Solutions Limited provides building repair
services.  Its registered office and principal trading address is
at Eltime House, Hall Road, Heybridge, Maldon, CM9 4NF.

The Administrators may be reached at:

     James Hawksworth
     RSM UK Restructuring Advisory LLP
     First Floor, Davidson House
     Forbury Square, Reading
     Berkshire, RG1 3EU
     Tel: 0118 953 0350

          - and -

     Deviesh Raikundalia
     RSM UK Restructuring Advisory LLP
     Suite A, 7th Floor, East West Building
     2 Tollhouse Hill
     Nottingham, NG1 5FS
     Tel: 0116 282 0550

          - and -

     James Dowers
     RSM UK Restructuring Advisory LLP
     25 Farringdon Street
     London EC4A 4AB
     Tel: 0203 201 8000

Correspondence address and contact details of case manager:

     Rob Hart
     RSM UK Restructuring Advisory LLP
     Third Floor, One London Square
     Cross Lanes
     Guildford, GU1 1UN
     Tel: 0161 830 4000

COLLECTIF.CO.UK.LIMITED: Bailey Ahmad Named as Administrators
-------------------------------------------------------------
Collectif.Co.UK.Limited was placed in administration proceedings in
the High Court of Justice - Business and Property Courts in
Manchester, Court Number: CR-2024-MAN-00875, and Bailey Ahmad
Limited was appointed as administrators on July 9, 2024.

Collectif.Co.UK.Limited is a wholesaler and retailer of clothing
and footwear in specialized stores or via mail order houses or via
Internet. Its registered office is at Palmerston House, 814
Brighton Road, Purley, Surrey, United Kingdom, CR8 2BR. Its
principal trading address is at Unit R2B, Warehouse K 2 Western
Gateway, London, E16 1DR.

The Joint Administrator may be reached at:

     Tommaso Waqar Ahmad
     Kirren Keegan
     Bailey Ahmad Limited
     c/o SIC, 12-16 Addiscombe Road
     Croydon, CR0 0XT
     Tel: 020 8662 6070
     E-mail: muzz.ahmad@babr.co.uk

CONTOURGLOBAL FINANCE: S&P Lowers ICR to 'BB-', Outlook Stable
--------------------------------------------------------------
S&P Global Ratings lowered its issue rating on ContourGlobal Power
Holdings' (CGPH) existing senior secured debt to 'BB-' from 'BB',
revised down its recovery ratings and prospects on this debt to '4'
from '2', and affirmed its 'BB-' issuer credit ratings on CG and
its subsidiary CGPH.

The stable outlook reflects S&P's view that the group's portfolio
will continue to perform strongly, allowing CG to finance its
ambitious growth strategy in such a way that its debt to EBITDA
remains about 5x and funds from operations (FFO) to debt above
12%.

ContourGlobal Finance Holding (MidCo), a newly created intermediate
holdco and a subsidiary of ContourGlobal Ltd. (CG), raised EUR800
million to repay the financing put in place during the KKR & Co.
acquisition. The transaction is mostly leverage-neutral and is
backed by shares in most of the existing assets.

Recovery prospects for CGPH's lenders were negatively affected by
the senior debt that has been issued at the MidCo level

The modified group structure increases the risk of cash flow
interruption to CGPH since assets generating distributions to the
developer would now flow through MidCo for debt service payments,
and proceeds would then be distributed to CGPH. This means that,
under a scenario of default, the MidCo debt will rank senior to the
senior bonds issued by CGPH, thus reducing CGPH's recovery
prospects. Therefore, S&P has revised down its recovery rating to
'4' from '2'. This effectively removes its previous upside and
leaves its issue rating at 'BB-', the level of the issuer credit
rating.

S&P said, "We consolidate MidCo debt into our developer analysis on
CG because we think CG is unlikely to be willing to walk away from
MidCo, considering its strategic importance to the group. MidCo's
debt facilities have been structured as typical asset portfolio
financing and are guaranteed by shares on the assets' ultimate
holding companies, except for the coal assets. There are no
cross-default provisions or acceleration clauses in the
documentation. That said, we think MidCo is strategically important
to the group because it has the ability to prevent dividends from
being passed through to CGPH. Structurally, it prevents the group
from detaching from MidCo under a stressed scenario and increases
the risk associated with the developer structure. Therefore, we
have consolidated the MidCo debt to calculate S&P Global
Ratings-adjusted corporate metrics. Our earlier base-case scenario
included part of the refinanced amount, since we were expecting
refinancing to occur by issuing US$750 million at the CGPH level,
instead of issuing about US$870 million in MidCo financing."

US$100 million is expected to be raised to finance growth over the
coming months. CG plans to raise an additional US$50 million at the
MidCo level and draw US$50 million on the available revolving
credit facility (RCF) to finance a fully operational asset
currently under negotiations. This would raise total corporate debt
to around US$1.7 billion. S&P said, "We expect distributions from
the acquired asset, together with the repayment of the RCF and
amortization payments of MidCo starting in 2026, to partially
compensate the impact on weighted average credit metrics.
Therefore, we expect the group to be able to maintain debt to
EBITDA near 5x and FFO to debt above 12% while executing its
business strategy."

Non-recourse asset-level debt will be raised to foster further
growth, increasing dividend interruption risk. S&P said, "Market
sentiment and delays on closing power purchase agreement (PPA)
contracts drove management to postpone the asset-level leveraging
we incorporated in our previous base case. Current expectations
include monetizing the U.S. and Mexico portfolios, targeting
proceeds around US$200 million to be used to finance growth. We
think the assets have sufficient room for increasing debt (some
U.S. assets are currently unleveraged), thanks to CG's strong
operating performance, supported by favorable PPAs with
creditworthy counterparties. However, the financing structure
typically includes covenants and a distribution test that would
impede dividends if covenants were not met. Although we don't see a
material asset quality deterioration considering current asset
headroom, our business risk assessment could be affected if assets
were to be highly leveraged. Our forecast accounts for assets'
refinancing and expected lower dividend distribution. Therefore, we
will continue to monitor leverage at the asset level and its impact
on the amount and quality of dividend distributions to CG."

The phase-out of Bulgarian coal-fired plant Maritsa could impact
distributions if timely portfolio growth doesn't succeed, although
we see increasing diversification in creditworthy countries as
potentially credit positive. Maritsa is being progressively
repurposed for photovoltaic (PV) and battery energy storage systems
on the site to benefit from the existing interconnections and
low-cost land sites. There are 200 megawatts (MW) under development
and 200MW additional capacity expected. Two of the coal units would
remain operational for the winter months until 2027 which provides
around US$35 million-US$45 million in distributions. That said,
Maritsa distributions have historically represented around 15%-20%
of CG's total dividends, and the PVs are expected to cover only
around half of the contribution. Therefore, additional investments
would have to be made to compensate for the expected loss of
distributions.

Cash flows will remain predictable, thanks to active recontracting
and extension of PPAs, as well as the contracted nature of targeted
mergers and acquisitions (M&As). As of 2023, around 88% of the
group's total generated revenue came from contracted and regulated
cash flows. The weighted-average remaining contract tenure is about
seven years, backed by investment-grade offtakers. S&P understands
commercial strategy will be to maintain an 80% contracted and 20%
merchant profile to benefit from high market prices during the
energy transition. At the same time, the renewable portfolio is
expected to remain fully contracted and M&A investments are
targeted to projects with existing PPAs or regulated contracts
already allocated, which provides visibility on dividend
distribution. This strategy should allow for a significant degree
of confidence in the future cash flow stability of a majority of
CG's earnings.

Ongoing greenfield development and a clear M&A pipeline will
support capacity and distributions, but rating headroom is still
too limited to fund M&A through debt. Investments at existing
assets would increase capacity by around 150MW and extend the
technical lifespan of some assets, especially on renewable assets
including solar, wind, and battery projects. Meanwhile, the M&A
pipeline is about 4 gigawatts (GW) in the medium term, with a focus
on operating renewable assets in investment-grade countries with
long-term offtake contracts. S&P said, "We see execution risk as
limited considering the group's positive and successful track
record. We see strong free operating cash flow generation around
US$300 million (including distribution from monetized assets) as
supportive of investments and we expect debt-funded acquisitions to
be timely compensated by acquired operating assets so as to be able
to maintain debt to EBITDA of at least 5x and FFO to debt above
12%."

Outlook

S&P said, "The stable outlook reflects our expectation that
adjusted holdco debt to EBITDA will be no higher than 5x and FFO to
debt will be above 12% over our forecast period while CG develops
its growth plan.

"We also expect acquisitions and greenfield investments to increase
CG's energy capacity and respective distributions to CGPH. This
should compensate for the phase-out of the Maritsa coal plant by
2028, which represents 15%-20% of total distributions. We expect
the growing portfolio will continue to operate under long-term
contracts with mostly investment-grade counterparties and generate
fairly predictable cash flows to support its debt obligations."

Downside scenario

S&P could downgrade CG and CGPW by one notch if:

-- S&P sees an increase in debt at CGPH such that adjusted holdco
debt to EBITDA increases above 5x and FFO to debt above 12% in the
next two years;

-- There is a material falloff in distributions from the asset
portfolio. This could happen because of inappropriately managing
growth while phasing out coal or significant operating
underperformance.

S&P said, "Against our expectations, we see the new sponsor
maximizing shareholders' returns to the detriment of CG's credit
quality.

"We could lower the debt ratings by one or two notches if we lower
the issuer credit rating by one notch, and if we estimate recovery
prospects for holdco creditors have fallen below 30% because of the
additional debt, or lower or deteriorated quality of
distributions."

Upside scenario

S&P sees an upgrade in the short to medium term as unlikely. S&P
could consider raising the rating if the company reduced expected
leverage, with adjusted holdco debt to EBITDA declining to below 4x
and FFO to debt above 20%.

Environmental factors are a moderately negative consideration in
our credit rating analysis of CG, namely because of its exposure to
coal-fired and fuel oil plants, which represent 20% of installed
capacity. Furthermore, just above 20% of total revenue come from
Maritsa, a coal-fired plant in Bulgaria.

The group has committed not to invest in any new coal-fired plants.
S&P said, "We also acknowledge that such exposure would start to
reduce in the future as CG successfully executes its investment
strategy to net-zero carbon emissions by 2050, which focuses on
renewable energy and low-carbon thermal production and the
deployment of carbon technology and energy storage. However,
considering the sizable exposure to carbon-intensive energies in
cash flow generation, such as Maritsa, which represents 20% of
total distributions, we expect the transition to be demanding and
weigh on CG's credit quality."

Regarding social factors, CG carefully assess environmental and
social impact in project selection and continuously engages with
the government and local communities, even at an asset level, such
as Kivuwatt in Rwanda to extract methane from the depths of Lake
Kivu to generate electricity for nearby households and reduce
environmental hazards. From an operational performance, the company
is leading the sector in health and safety performance, it has
achieved the target of zero on lost time incidents rate (LTIR) in
2022, after consistent decrease in the past years.


DRAGONFLY BIOSCIENCES: Leonard Curtis Named as Administrators
-------------------------------------------------------------
Dragonfly Biosciences Limited was placed in administration in the
High Court of Justice, Business and Property Courts of England and
Wales, Insolvency & Companies List (ChD), Court Number:
CR-2024-003682, and Leonard Curtis was appointed as administrators
on July 4, 2024.

Dragonfly Biosciences Limited, doing business under Dragonfly and
Dragonfly CBD, is a European producer of premium Cannabidiol (CBD).
Its registered office is at Kingsbury House, Church Lane, London,
NW9 8UA.

The Administrators may be reached at:

     Dane O'Hara
     Neil Bennett
     Leonard Curtis
     5th Floor, Grove House
     248a Marylebone Road
     London, NW1 6BB
     Tel: 020 7535 7000
     E-mail: recovery@leonardcurtis.co.uk

Alternative contact: Aron Williams.

Petitions to wind up the Company were filed by R.S. Brown Holdings
Limited, an Ontario, Canada-based creditor, in April this year and
by the Commissioners for HM Revenue and Customs in May.

R.S. Brown Holdings' Solicitor may be reached at:

     Sean Moran
     Shakespeare Martineau LLP
     1st Floor, One Colton Square
     Leicester, LE1 1QH
     E-mail: sean.moran@shma.co.uk
     Tel: 0116 257 4410

HM Revenue and Customs' Solicitor may be reached at:

     HM Revenue and Customs
     Solicitor's Office & Legal Services
     14 Westfield Avenue
     Stratford, London, E20 1HZ
     Tel: 0300 058 9239


GOLD RUSH: S&P Assigns 'B' LT Issuer Credit Rating, Outlook Stable
------------------------------------------------------------------
S&P Global Ratings assigned its 'B' long-term issuer credit rating
to Gold Rush Bidco Ltd., the new parent of All3Media. At the same
time, S&P assigned its 'B' issue and '3' recovery ratings to the
senior secured term loan. The '3' recovery rating indicates its
expectation of meaningful (50%-70%) recovery in the event of a
default.

At the same time, S&P withdrew its ratings on DLG Acquisitions Ltd.
and its debt.

The stable outlook indicates that, over the next 12 months,
All3Media's revenue and EBITDA will increase due to the ramp up in
production, leading to FOCF to debt comfortably above 5% and
adjusted debt to EBITDA of around 7.0x in 2024, falling below 6.0x
afterward.

RedBird IMI acquired U.K.-based independent content producer DLG
Acquisitions Ltd. (All3Media) from Warner Bros Discovery and
Liberty Global for GBP976 billion, financing it with GBP675 million
equity and by issuing a EUR505 million (GBP426 million) senior
secured term loan B (TLB). At the same time, it repaid the
first-lien and second-lien term loans--together equivalent to
GBP422 million--issued by DLG Acquisitions Ltd.

The ratings are in line with the preliminary ratings we assigned on
April 5, 2024.

S&P said, "The 'B' rating and stable outlook on All3Media reflects
our expectation that its leverage will decline and it will generate
sustainable positive FOCF in 2024-2025, supported by EBITDA
expansion.On Feb. 16, 2024, RedBird IMI, a joint venture between
private equity company RedBird Capital Partners and International
Media Investments, announced it had agreed to acquire All3Media
from Warner Bros Discovery and Liberty Global for GBP1.15 billion.
The transaction completed on May 16, 2024. It was financed with
GBP675 million equity and a EUR505 million (equivalent to GBP426
million) senior secured TLB issued by All3Media's new parent, Gold
Rush Bidco Ltd.

"We expect that in 2024-2025, All3Media's revenue and EBITDA will
steadily increase due to a ramp up in production and deliveries of
its high-quality scripted and non-scripted shows and growing
distribution and digital revenue, despite the intense competition
and challenging conditions in the content production industry."

All3Media's and its new owner's focus on operational cost
efficiency and free cash flow generation should support
deleveraging and the company's ability to self-fund the upcoming
earnout payments over the forecast period. S&P projects All3Media's
S&P Global Ratings-adjusted debt to EBITDA will be about 7.0x in
2024 and improve below 6.0x in 2025, compared with 7.5x in 2023.
The company also benefits from an enhanced liquidity position, with
about 148 million cash (including company and production cash) on
balance sheet and a fully undrawn GBP50 million revolving credit
facility (RCF) as of June 30, 2024.

S&P said, "We expect demand for All3Media's content to remain
robust despite lower growth expectations in the industry. In our
view, operating conditions in the content production industry will
remain difficult over the coming one to two years as the global
media ecosystem continues to adjust to rapidly declining linear TV
viewing and the shift to digital content distribution. We expect
more cautious spending and tighter content investment by streaming
platforms as they focus on achieving profitability. At the same
time, high operating costs and very intense competition are
suppressing production margins.

"However, we believe All3Media is well positioned as one of the
world's leading independent TV and digital content producers and
distributors and will continue to benefit from robust demand for
its widely diversified portfolio of successful shows. We expect
All3Media will deliver about 5% average revenue growth in 2024-2026
thanks to steady organic growth in production and more rapid growth
in distribution and digital content by Little Dot Studios. This is
up from 2023, when revenue moderately contracted by less than 2% on
the back of some long-term deals signed in 2022.

"All3Media's profitability should improve. We expect All3Media's
EBITDA margin will improve over the next two to three years
compared with historical periods thanks to a ramp up in production
and delivery of shows in the domestic and international markets,
expanding share of higher-margin distribution revenue in the mix,
and increased focus on operating efficiencies. The adjusted EBITDA
margin already improved in 2023 to about 10% following depressed
margins of 8% after the height of the pandemic when the production
business was disrupted. We expect the margin will temporarily dip
to about 9% in 2024, incorporating restructuring and other one-off
costs related to the transaction, and recover to 10% from 2025.

"Earnings growth and limited working capital outflows should
support sustainably positive free cash flow. We project All3Media
will generate about GBP40 million-GBP60 million of adjusted free
cash flow annually in 2024-2026. This will reflect steadily
increasing earnings and modest working capital outflows of about
GBP10 million per year. At the same time, we do not expect FOCF to
materially improve any further beyond our forecast in the next two
to three years, as expanding production--especially of scripted
content--will require a higher working capital investment. This is
because some deals have longer payment terms where cash is received
later than earnings are recognized.

"We view All3Media's new owner as a financial sponsor but assume it
will implement a more balanced financial policy than we usually
observe for private equity firms.In our view, RedBird IMI is a
private-equity-like fund. At the same time, we expect its
investment strategy and financial policy to be somewhat less
aggressive in the longer-term compared with what we generally
observe for private equity sponsors. RedBird IMI is deeply involved
and has expertise in the media and entertainment industry, and we
believe it could expand All3Media's business inorganically by
supporting acquisitions or mergers with other content-producing
companies that it owns. In our view, the relatively large equity
component of the transaction funding, the higher cash balance, and
the fully undrawn RCF all support All3Media's liquidity position.

"All3Media operates in a highly competitive and fragmented content
production and distribution market. The group's modest size
compared with larger independent and vertically integrated peers
translates into relatively low EBITDA margins of around 10% and is
therefore a rating constraint. All3Media is much smaller than its
rated peers, which include independent studios Banijay
(B+/Stable/--) and Lions Gate (B/Stable/--) and studio operations
of large integrated media companies such as ITV PLC
(BBB-/Stable/A-3; owner of ITV Studios) and Bertelsmann
(BBB+/Stable/--, owner of Fremantle Studios). Lions Gate (for which
we forecast EBITDA margins of 11%-13% for financial-year 2024) and
ITV (15%-16% for financial-year 2024) benefit from the vertical
integration of their in-house content production and linear
broadcast and over-the-top (OTT) streaming operations. Banijay
benefits from a much larger scale and scope of operations and has a
more favorable revenue mix, with about 80% coming from unscripted
shows, which drives higher profitability. At the same time,
All3Media's diversified intellectual property library supports its
credit quality. The company has 50 labels, 22 global formats, and
its distribution catalogue is more than 30,000 hours."

The stable outlook indicates that, over the next 12 months,
All3Media's revenue and EBITDA will steadily increase, leading to
FOCF of GBP40 million-GBP60 million and its adjusted debt to EBITDA
will improve to 7.0x in 2024 and below 6.0x afterwards. The outlook
also assumes the group will maintain FOCF to debt of above 5% and
adjusted EBITDA-to-cash-interest-coverage ratio comfortably above
2.0x, while liquidity will remain adequate.

S&P could lower the rating over the next 12 months if All3Media's
FOCF to debt reduced to less than 5% and adjusted debt to EBITDA
remained above 6.5x. This could happen if:

-- The company's revenue and EBITDA fall significantly below S&P's
base case due to weaker demand for content or the company's
inability to deliver successful shows, or working capital outflows
are materially higher than we currently assume; or

-- The company pursues material debt-funded acquisitions or
shareholder returns leading to higher leverage.

In S&P's view, an upgrade is unlikely over the near term. Over the
longer term, it could raise the rating if:

-- The shareholder demonstrates a track record of a more balanced
financial policy that would support the company reducing and
maintaining adjusted debt to EBITDA at less than 4.5x, and FOCF to
debt meaningfully above 10% on sustainable basis; and

-- The company expands its revenue and earnings and maintains
EBITDA margin above 10% on a sustainable basis.

S&P said, "Governance factors are a moderately negative
consideration in our credit analysis of All3Media. Our assessment
of the company's financial risk profile as highly leveraged
reflects corporate decision-making that prioritizes the interests
of the controlling owners, which is the case for most rated
entities owned by private-equity sponsors. Our assessment also
reflects their generally finite holding periods and a focus on
maximizing shareholder returns."


KNOMA LTD: Student Loan Provider Placed in Administration
---------------------------------------------------------
Knoma Ltd was placed in administration proceedings in the High
Court of Justice, Business & Property Court of London, Insolvency &
Companies List, Court Number: CR-2024-003842, and Evelyn Partners
LLP was appointed as administrators on July 8, 2024.

Knoma Ltd operates a financial marketplace intended to provide
loans for educational courses. Its principal trading address is at
Runway East, 18 Crucifix Lane, London, SE1 3JW.

The Administrators may be reached at:

     Adam Henry Stephens
     Martyn Ewing
     Evelyn Partners LLP
     c/o RRS Department
     45 Gresham Street
     London, EC2V 7BG
     Tel: 020 7131 4000

Alternative contact: Dipesh Gurung

MITCHELLS & BUTLERS: S&P Affirms 'B+(sf)' Rating on Cl. C Notes
---------------------------------------------------------------
S&P Global Ratings affirmed its 'BBB+ (sf)', 'BBB (sf)', 'BB (sf)',
'B+ (sf)', and 'B+ (sf)' credit ratings on Mitchells & Butlers
Finance PLC's class A, AB, B, C, and D notes, respectively.

Mitchells & Butlers Finance is a corporate securitization of the
U.K. operating business of managed pub estate operator Mitchells &
Butlers Retail Ltd. (Mitchells & Butlers Retail or the borrower).
It originally closed in November 2003 and was subsequently tapped
in September 2006.

The transaction features five classes of notes (A, AB, B, C, and
D), the proceeds of which have been on-lent by Mitchells & Butlers
Finance, the issuer, to Mitchells & Butlers Retail, via
issuer-borrower loans. The operating cash flows generated by
Mitchells & Butlers Retail are available to repay the issuer's
borrowings that, in turn, uses those proceeds to service the notes.
Each class of notes is fully amortizing, and S&P's ratings address
the timely payment of interest and principal due on the notes,
excluding any subordinated step-up interest. Our ratings do not
consider the deferability of the class AB, B, C, and D notes.

Business risk profile

S&P said, "We applied our corporate securitization criteria as part
of our rating analysis on the notes in this transaction. In our
analysis, we assess whether the borrower's generated operating cash
flows are sufficient to make the payments required under the notes'
loan agreements by using a debt service coverage ratio (DSCR)
analysis, under a base-case and a downside scenario. Our view of
the borrower's potential to generate cash flows is informed by our
base-case operating cash flow projection and our assessment of its
business risk profile (BRP), which we derive using our corporate
methodology."

Recent performance and events

In fiscal year 2023 (ending September 2023) Mitchells & Butlers
Retail disposed of seven pubs from its securitized portfolio.

Total revenue of GBP1,848 million surpassed pre-pandemic levels for
the first time, increasing by about 10.4% from fiscal year 2019.
Reported EBITDA was 24.2% lower while the reported EBITDA margin
decreased to 15.1% from 21.9%. Over the same period, revenue per
pub increased by about 13% and EBITDA per pub fell by about 23%.

Trading through the first half of fiscal year 2024 (six months
ending April 2024) was positive year-over-year, benefiting from an
increase in average spend per head and ongoing pub estate
improvement that offset some volume pressure.

Parent Mitchells & Butlers PLC reported a like-for-like sales
increase of 7.0% in the period, of which food went up by 7.7% and
drinks by 6.0%, all of which we consider representative of
Mitchells & Butlers Retail's performance. Notwithstanding the
industry's premiumization trend, S&P anticipates average spend per
head to stabilize as consumer inflation in the U.K. decelerates,
resulting in slower like-for-like growth in the second half of the
year. Maintaining attractive premises and product mix at
competitive prices will be crucial to drive volumes and, in turn,
topline growth. However, Mitchells & Butlers Retail's scale, the
brand diversity of its mainly suburban estate of 1,316 pubs, and
investments in tailoring its estate and menu propositions to
consumer preferences will support the company's topline
performance.

The overall hospitality sector's profitability however sits at a
new, lower equilibrium, and S&P forecasts that EBITDA margins for
companies operating fully-managed business model will not fully
recover to pre-pandemic levels in the next two to three years. The
cost base has structurally changed since the pandemic. Regional
conflicts, weak economic growth, and a period of high inflation
have disrupted supply chains and kept input and operating costs
elevated.

Inflation headwinds, specifically labor costs, continue to pose a
major challenge to the hospitality sector, even as energy costs
stabilize and food prices fall. Headline inflation just reached the
Bank of England's (BoE) target of 2% in May, but this is mainly
linked to a falling energy bill and less dynamic prices for food
and non-energy goods. While this suggests goods prices are
normalizing, services prices continue to rise quickly, at 5.7% year
over year in May. Wage increases, the main drivers of those
underlying price pressures, at 5%-6% year over year are falling
only slowly and still putting pressure on prices. S&P said, "As a
result, we expect inflation to be marginally higher in 2024 (2.8%),
before receding to 2.4% in 2025. Price increases and cost
efficiency initiatives have absorbed some of the cost inflation for
pub operators and helped topline expansion, although a more gradual
recovery in consumer confidence and tight discretionary spending
continues to constrain volumes. We think soft volumes will consume
headroom by absorbing higher fixed costs as price increases slow
down, which will dampen the pace of earnings and margin recovery.
We expect volatility of profitability to remain higher than
historical levels."

Visibility for fiscal 2025 and beyond remains opaque. Part of the
uncertainty derives from the pace of BoE rate cuts and their
effects on the labor market and consumer price inflation, as well
as still elevated concerns about energy supply and security. This
could further delay the pub industry's recovery in earnings and
cash flows. Pub operators that mostly run their own estates,
directly employ staff, and have minimal franchise or tenanted
portfolio, such as Mitchells & Butlers, are particularly exposed to
the risk of cost pressure outpacing price increases. Heightened
geopolitical tensions may also continue to restrain consumer
sentiment and pressure global supply chains.

S&P said, "With that we believe a recovery in profitability and
cash generation for Mitchells & Butlers Retail will remain slow,
offsetting some of the cost benefits from lower energy prices and
consumption, improved labor productivity, and procurement
strategies in the first half of fiscal 2024.

"We continue to assess the borrower's BRP as fair, supported by the
group's strong position as one of the top three pub operators in
the U.K., its well invested estate, and its family-friendly
offering with drinks generating just over half of its revenue."

Issuer's liquidity position

Based on the fiscal year 2024 second-quarter investor report, the
borrower is current on principal payments due under the
issuer/borrower loans, as well as other payments due to the issuer
under the pre-enforcement priority of payments. The committed
liquidity facility remains fully undrawn with GBP295 million
available to the issuer.

Rating Rationale

Mitchells & Butlers Finance's primary sources of funds for
principal and interest payments on the outstanding notes are the
loan interest and principal payments from the borrower, which are
ultimately backed by future cash flows generated by the operating
assets. S&P's ratings address the timely payment of interest and
principal due on the notes.

DSCR analysis

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

"Currently we estimate that the EBITDA per pub will recover to near
2019 levels by the end of 2025.

"We forecast weak economic growth and a gradual reduction in
inflation in the U.K. on the back of a tight labor market and our
expectation that the BoE will not cut rates before August 2024. As
such, the economy will remain weak in 2024, and we forecast GDP
growth of 0.6%."

The long-term creditworthiness of the companies in the sector will
hinge on their ability to expand top line without compromising
profitability while sustaining cash flow generation.

S&P said, "Our downside analysis provides a unique insight into a
transaction's ability to withstand liquidity stress precipitated by
subdued consumption and the cost pressures on pubs in the U.K. as
recent inflation shocks subside. Given those circumstances, the
outcome of our downside analysis alone determines the
resilience-adjusted anchor. As a result, our analysis begins with a
base-case projection from which we derive a downside case. However,
in this case, we have not determined our anchor. This is because
the anchor does not reflect the issuer's liquidity support, which
we see as a mitigating factor to liquidity stress from ongoing
inflationary pressures and the challenging macroeconomic
conditions. Rather, we developed the downside scenario from the
base case to assess whether the prevailing inflationary
macroeconomic environment would have a negative effect on the level
of each class of notes' resilience-adjusted anchor.

"That said, we performed our base-case analysis to assess whether,
after the current stressed economic period, the anchor would be
adversely affected given the long-term prospects currently assumed
under our base-case forecast."

Base-case forecast

S&P said, "We typically do not give credit to growth after the
first two years. However, in our previous review we considered the
growth period to continue through fiscal year 2025 to accommodate
both the duration of the effect from inflationary pressures and the
subsequent recovery. We continue to expect the growth period to
remain through fiscal year 2025. On this basis, we have now given
credit to growth only for the next two years."

Mitchells & Butlers Retail's earnings depend mostly on general
economic activity and discretionary consumer demand. Considering
the economic outlook, S&P continues to forecast a delay in
recovery.

S&P's current assumptions for the U.K. are:

-- The U.K. economic outlook continues to face challenges from
still elevated prices and muted consumer demand compared to the
pre-pandemic peak, amid a slowing labor market despite a recent
recovery in purchasing power. S&P revised down its GDP growth
forecast for 2024 which is now 0.6%, before returning to 1.2% in
2025 and 1.7% in 2026-2027.

-- High labor cost is still the main challenge to profitability
and cash generation, even as food inflation eases and energy prices
stabilize. S&P said, "We revised up our projection of inflation for
Q4 2024 to 2.7%, before dropping to an average of about 2.3% in
2025 and slightly lower of about 2.0% in 2026-2027. We expect the
BoE to refrain from any potential rate cuts until August 2024 and
proceed cautiously by incremental step-downs over Q4 2024 until
end-2025."

-- S&P said, "Downside risks to our forecasts continue. Risks
remain elevated to global sentiment from the ongoing Russia-Ukraine
conflict and destabilization in the Middle East. Considering our
macroeconomic outlook and current expectations for the recovery
prospects of the sector, we revised our forecasts through to
financial year 2025."

S&P said, "We expect Mitchells & Butlers Retail's fiscal year 2024
revenue to increase by about 4% from the previous year, which is
about 15% higher than pre-pandemic levels. We expect further
premiumization to support revenue growth and increase spend per
head. Rising costs may be offset to a certain extent by a more
margin-focused product mix and efforts in improving operating
efficiency. Sales volumes are expected to continue to stabilize,
supported by the company's ongoing investment in its pub estate
portfolio. Revenue per pub is already higher than 2019 levels, and
we expect this trend to continue.

"Considering cost pressures, we expect slower margin recovery
compared to our last review. For fiscal 2024 we expect an S&P
Global Ratings-adjusted EBITDA of GBP338 million with a 17.6%
EBITDA margin, representing an increase of about GBP40 million and
150 basis points (bps), respectively, from fiscal 2023. Compared to
2019 pre-pandemic levels, we expect the fiscal 2024 adjusted EBITDA
and EBITDA margin to be about GBP50 million and 560 bps lower. We
expect both metrics will remain below 2019 levels over the next two
to three years due to persistently fierce competition, structural
changes in the cost base, and ongoing inflationary pressures on
operating costs."

Downside DSCR analysis

S&P said, "Our downside DSCR analysis tests whether the
issuer-level structural enhancements improve the transaction's
resilience under a moderate stress scenario. Mitchells & Butlers
Retail falls within the pubs, restaurants, and retail industry.
Considering U.K. pubs' historical performance during the financial
crisis of 2007-2008, in our view, a 15% decline in EBITDA from our
base case is appropriate for the managed pub subsector.

"Cost pressures from the prevailing macroeconomic and industry
environment have delayed recovery, causing EBITDA to remain at a
level close to the 15% decline we would normally assume under our
downside stress. Hence, our downside scenario comprises both our
short- to medium-term EBITDA projections during the liquidity
stress period and our long-term forecast, but with the level of
ultimate recovery limited to 15% lower than what we would assume
for a base-case forecast over the long term.

"Our downside DSCR analysis resulted in an excellent resilience
score for the class A notes and strong resilience scores for the
class AB and B notes, unchanged since our previous review (see
"Mitchells & Butlers U.K. Corporate Securitization Notes Ratings
Affirmed Following Review," published on May 30, 2023). The
excellent resilience score reflects the headroom above the 4.0 to 1
DSCR threshold required under our criteria after considering the
level of liquidity support available to the class A notes. The
strong resilience score reflects headroom above a 1.80 to 1 DSCR
threshold after considering the level of liquidity support
available to the class AB and B notes. For both the class C and D
notes, our downside DSCR analysis resulted in a satisfactory
resilience score, which reflects headroom above a 1.30 to 1 DSCR
threshold after considering the level of liquidity support
available to senior and mezzanine notes.

"Although our assumptions for cash flow available for debt service
were revised downwards due to deleveraging, the available liquidity
facility helped to maintain the DSCRs for senior and mezzanine
notes and improve the resilience score for junior notes."

The class C and D notes have limits on the amount of the liquidity
facility they may use to cover liquidity shortfalls, and the limits
vary over the transaction's life. Moreover, more-senior classes may
draw on those same amounts, making determining the amount of
liquidity support available to the class C and D notes dynamic.

Each class's resilience score corresponds to rating
categories--excellent at 'AAA' through vulnerable at 'B'. Within
each category, the recommended resilience-adjusted anchor reflects
notching based on where the downside DSCR falls within a range for
the outstanding classes of notes. As a result, the
resilience-adjusted anchors for each class of notes would not be
adversely affected under S&P's downside scenario.

Liquidity facility adjustment

As S&P gave full credit to the liquidity facility amount available
to each class of notes, a further one-notch increase to any of the
resilience-adjusted anchors is not warranted.

Modifiers analysis

S&P applied a one-notch downward adjustment to the class D notes to
reflect their subordination and weaker access to the security
package compared to the class C notes.

Comparable rating analysis

Comparing the potential ratings (following the modifiers analysis)
for notes issued by Mitchells & Butlers Finance and the ratings on
the comparable class (by seniority) issued by Greene King Finance
PLC shows that the relative ratings for the class A and AB notes
are commensurate with the relative strengths and weaknesses between
the borrowers in each transaction. The relative ratings assigned to
the class B notes show an inverse relationship to the relative
strengths and weaknesses between the two borrowers. However, the
class AB notes issued by Greene King Finance are significantly
thinner than the class AB notes issued by Mitchells & Butlers
Finance, resulting in a one-notch differential between the class AB
and B ratings, in the case of Greene King Finance, compared to a
three-notch differential in the case of Mitchells & Butlers
Finance.

Based on those comparisons, S&P does not apply any additional
adjustment due to our comparable rating analysis.

Counterparty risk

S&P said, "We do not consider the liquidity facility and bank
account agreements to be in line with our counterparty criteria,
due to the weakness of the contractual remedies provided in the
documentation. Therefore, our ratings on the notes in this
transaction are capped at the weakest issuer credit rating (ICR)
among the bank account providers (Barclays Bank PLC and Santander
U.K. PLC) and the liquidity facility providers (Lloyds Bank
Corporate Markets PLC and HSBC Bank PLC)."

The notes are supported by hedging agreements with NatWest Markets
PLC (interest rate swaps for all the floating rate notes and
cross-currency swap on the class A3N notes) and the Citibank N.A.
London branch (interest rate swaps on the class A4, AB, C2, and D1
notes). S&P said, "We assess the collateral framework as weak under
our counterparty criteria, notably due to the length of the remedy
period to begin collateral posting, while the replacement
commitment is robust enough that we give credit to it. As the swaps
in this transaction are collateralized, we consider the resolution
counterparty rating (RCR) on the swap counterparty as the
applicable counterparty rating."

This combination of factors results in a maximum supported rating
on the notes at the level of the lowest applicable rating among the
ICR on the account banks, the ICR on the liquidity facility
providers, and the RCR on the swap counterparties. The current
minimum applicable rating is at least equal to the ratings on the
senior notes, so they do not currently constrain our ratings.

Outlook

S&P said, "We expect the pub sector's earnings volatility to remain
elevated over the next 12-24 months as the sector grapples with
several issues. The U.K. national living wage soared by another 10%
in April 2024 and food and energy costs remain elevated compared
with pre-pandemic levels despite a sharp year-on-year decline in
inflation. We think the sector's average EBITDA per pub will
recover to near 2019 levels by 2025, with pub operators
prioritizing agility to meet shifting consumer preferences,
efficiency of their operations, and cash generation. We expect that
the sector will take time to recover covenant headrooms to 2019
levels. Our expectations of a recovery in profitability and credit
metrics in 2024 and 2025 will shape our view of issuers' underlying
credit quality, and will be the main reason for any rating
actions."

For many rated pub operators, their significant freehold property
portfolios offer substantial operational and financial flexibility,
and proceeds generated from disposals provide an additional source
of funding for capital investment underpinning strategic
initiatives. Mitchells & Butlers PLC has generated about GBP21
million from disposals since 2019, adding to its track record of
selling noncore businesses since 2010. That said, S&P expects
earnings quality to remain the defining factor in pub operators'
credit profiles compared with their real estate ownership.

Downside scenario

S&P said, "We may consider lowering our ratings on the notes if
their minimum projected DSCRs in our downside scenario have a
material, adverse effect on each tranche's resilience-adjusted
anchor.

"We could also lower our ratings on the class A, AB, B, C, or D
notes if a deterioration in trading conditions related to a general
weakness in consumer spending reduces cash flows available to the
borrowing group to service its rated debt. However, the quality of
earnings will, in our view, be largely driven by industry trading
conditions and the pubs' ability to manage competitive and cost
pressures amid consumer demand volatility. Consequently, should
cost headwinds persist, a slower than expected recovery in earnings
and cash flows by 2025 compared to our current forecasts could
potentially have a negative effect on our ratings on the notes. A
more tepid recovery than our forecasts may indicate that the
overall hospitality sector's earnings performance could potentially
sit at a new, lower equilibrium, in our view, and may not fully
recover to pre-pandemic levels in our forecast periods."

Upside scenario

S&P said, "Due to the current economic situation, we do not
anticipate raising our assessment of Mitchells & Butlers Retail's
BRP over the near to medium term. We could raise our ratings on the
class B, C, or D notes if our assessment of the borrower's overall
creditworthiness improves, which reflects its financial and
operational strength over the short to medium term. In particular,
we would consider lower leverage and the ability to generate higher
cash flows, as well as higher covenant headroom, when evaluating
the scale of any improvement."


MONTREAUX CAPE: RSM UK Named as Administrators
----------------------------------------------
Montreaux Cape Limited was placed in administration proceedings in
the High Court of Justice, Business and Property Work, Insolvency
and Companies List, Court Number: CR-2024-004000, and RSM UK
Restructuring Advisory LLP was appointed as administrators on July
8, 2024.

Montreaux Cape Limited is a property developer.  Its registered
office and principal trading address is at Montreaux House, The
Hythe, Staines-Upon-Thames, TW18 3JQ.

The Administrators may be reached at:

     Lee Van Lockwood
     James Miller
     RSM UK Restructuring Advisory LLP
     Central Square, 5th Floor
     29 Wellington Street
     Leeds, LS1 4DL

Correspondence address & contact details of case manager:

     Kirsty Baillie
     RSM Restructuring Advisory LLP
     Central Square, 5th Floor
     29 Wellington Street
     Leeds, LS1 4DL
     Tel: 0131 659 8382
     Tel: 0113 285 5000

SHERWOOD PARENTCO: Moody's Cuts CFR to B2 & Alters Outlook to Neg.
------------------------------------------------------------------
Moody's Ratings has downgraded Sherwood Parentco Limited's
("Sherwood") corporate family rating and Sherwood Financing plc's
senior secured debt rating to B2 from B1. The issuer outlooks
changed to negative from stable.

RATINGS RATIONALE

The downgrade of the CFR to B2 from B1 reflects Sherwood's weakened
financial performance, characterized by reduced collections from
its balance sheet business and delays in increased income
contribution from its fee-based integrated fund management segment
and related higher cost, further exacerbated by the increased cost
of funding. Contrary to Moody's previous expectations, Sherwood's
deleveraging has been further delayed, driven by lower EBITDA and
lack of a reduction in borrowings.

Whilst Sherwood continues to make progress in developing its
integrated fund management business, its gross Debt/EBITDA leverage
remains elevated and exceeded 5x as of March 31, 2024 based on last
twelve-month EBITDA, mostly unchanged from the levels a year ago.
Furthermore, the company's interest coverage deteriorated to 2.6x
versus 3.3x during the same period. The company has continued to
report financial losses, which further widened its already
significant tangible equity deficit. As a result, Moody's consider
Sherwood's stretched financial profile more commensurate with a B2
CFR.

At the same time, the B2 CFR incorporates Moody's expectations for
improvement in Sherwood's EBITDA, which should lead to a decline in
gross leverage levels to 4x or slightly below, as well as for
improvement in its interest coverage to at least 3.5x over the next
twelve months. This expectation is subject to the company
continuing expanding its diversification, complementing its
non-performing loan (NPL) investments segment by accelerating
successfully its co-investing with the managed funds business,
supported by the firm's asset management and servicing
capabilities. Furthermore, the B2 CFR reflects Sherwood not facing
any imminent refinancing needs, but also its material debt maturity
concentrations in 2026/2027, which are elevating its refinancing
risk. Sherwood Financing plc's bonds amounting to GBP350 million at
a 6% fixed rate and EUR400 million at a 4.5% fixed rate are due in
November 2026, and its EUR640 million floating rate bond is due in
November 2027. Its EUR285 million revolving credit facility (RCF)
has a maturity in April 2026.

The downgrade to B2 from B1 of Sherwood Financing plc's senior
secured debt reflects their priorities of claims in Sherwood's
liability structure.

OUTLOOK

The negative issuer outlooks reflect uncertainties related to
Sherwood's deleveraging and pace of growth in its less capital
intensive, fee-based integrated fund management business in the
currently challenging operating environment, characterized by
increased refinancing costs and stiff competition in the NPL
investment and servicing sector, particularly given its upcoming
debt maturities in 2026.

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

Given the negative outlook, there is no upward pressure on
Sherwood's ratings.

However, positive pressure on the ratings could develop if the
firm's profitability and interest coverage levels sustainably
improve as it continues to expand its integrated fund management
business, while achieving Debt/EBITDA leverage of approximately
3.5x on a gross debt basis and successfully refinances its RCF and
2026 bond maturities at least twelve months prior to due date.

Sherwood Financing plc's senior secured ratings could be upgraded
following an upgrade of the CFR and changes to the liability
structure that would decrease the amount of debt considered senior
to the notes.

Sherwood's CFR could be downgraded if the firm continues to exhibit
high earnings volatility in combination with slower deployment of
capital in its discretionary funds, thereby delaying the
anticipated deleveraging. Further downward pressure could develop
from the company's other asset classes, including real estate
assets, which in Moody's opinion could present additional credit
risks given these assets' characteristics, that may not be
commensurate with the B2 rating. The ratings could also be
downgraded if Sherwood does not extend its RCF at least 12 months
prior to its maturity in April 2026.

Sherwood Financing plc's senior secured ratings could be downgraded
if the firm does not reduce relative volume of debt that is
considered senior to the notes or its CFR is downgraded.

PRINCIPAL METHODOLOGY

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



                           *********


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