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

                          E U R O P E

          Thursday, March 27, 2025, Vol. 26, No. 62

                           Headlines



B E L G I U M

ONTEX GROUP: S&P Rates New EUR400MM Senior Unsecured Notes 'B+'


D E N M A R K

TDC NET: Fitch Affirms 'BB' Long-Term IDR, Outlook Stable


F R A N C E

FNAC DARTY: Fitch Affirms 'BB+' IDR, Outlook Stable
FNAC DARTY: S&P Rates New EUR300MM Senior Unsecured Notes 'BB+'
OPAL HOLDCO 4: Fitch Assigns 'B+' Long-Term IDR, Outlook Stable


G R E E C E

GRIFONAS FINANCE 1: Moody's Ups EUR28.5MM C Notes Rating from B1


I R E L A N D

ARBOUR X: Fitch Affirms B-sf Rating on F Notes, Outlook Now Pos.
ARCANO EURO I: Fitch Assigns 'B-(EXP)sf' Rating to Class F Notes
AVOCA CLO XX: Fitch Hikes Rating on Class E Notes to 'BB+sf'
CANYON EURO 2025-1: Fitch Assigns 'B-(EXP)sf' Rating to Cl. F Notes
CVC CORDATUS XII: Fitch Affirms 'Bsf' Rating on Class F Notes

CVC CORDATUS: Fitch Assigns 'B+sf' Final Rating on Class F-R Notes


I T A L Y

ITELYUM REGENERATION: S&P Affirms 'B' ICR on Debt Refinancing


L U X E M B O U R G

ALTISOURCE PORTFOLIO: Deer Park Holds 17.3% Equity Stake
ALTISOURCE PORTFOLIO: PhenixFIN Holds 5.03% Equity Stake
CHRYSAOR BIDCO: Moody's Hikes CFR to B2 & Alters Outlook to Stable
RADAR BIDCO: Moody's Affirms 'B2' CFR & Alters Outlook to Positive


M A C E D O N I A

NORTH MACEDONIA: Fitch Affirms 'BB+' Long-Term IDR, Outlook Stable


N E T H E R L A N D S

AMG CRITICAL: Moody's Affirms B1 CFR & Alters Outlook to Negative


S P A I N

LSF11 BOSON: DBRS Confirms BB(low) Rating on Class C Notes
MEIF 5 ARENA: S&P Affirms 'BB' ICR on Proposed Refinancing
SANTANDER HIPOTECARIO 3: Fitch Hikes Rating on Cl. B Notes to B+sf


S W E D E N

POLYGON GROUP: Fitch Affirms 'B' LT IDR, Alters Outlook to Neg.


T U R K E Y

DENIZBANK A.S: Fitch Affirms 'BB-' Long-Term IDR, Outlook Stable
ING BANK: Fitch Affirms 'BB-' Long-Term IDR, Outlook Stable
QNB BANK: Fitch Affirms 'BB-' Long-Term IDR, Outlook Stable
SASA POLYESTER: Fitch Lowers Long-Term IDR to 'B-', Outlook Stable
TURK EKONOMI: Fitch Affirms 'BB-' Long-Term IDR, Outlook Stable



U N I T E D   K I N G D O M

ATG ENTERTAINMENT: S&P Assigns Prelim 'B' LT ICR, Outlook Stable
CASTELL 2023-1: DBRS Confirms BB(high) Rating on 2 Note Classes
ORBIT PRIVATE: S&P Affirms 'B' Long-Term ICR, Outlook Stable
TRINITY SQUARE 2021-1: Fitch Alters 'B-sf' Rating Outlook to Neg.
VENATOR MATERIALS: S&P Lowers LT ICR to 'CCC', Outlook Negative

VIRIDIS: DBRS Keeps BB Rating on Class D Notes Under Review

                           - - - - -


=============
B E L G I U M
=============

ONTEX GROUP: S&P Rates New EUR400MM Senior Unsecured Notes 'B+'
---------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue rating and '3' recovery
rating to Belgium-based personal hygiene product manufacturer Ontex
Group N.V.'s (Ontex's) proposed EUR400 million senior unsecured
notes due in 2030.

Together with the proposed issuance, Ontex will launch a tender
offer to repurchase up to EUR400 million of the existing EUR580
million senior unsecured notes maturing in 2026. S&P said, "We
understand the company intends to redeem the remaining EUR180
million by July 2025 (given the par call date specified in the
existing indenture), using about EUR80 million from the disposal of
its Brazilian operations and about EUR100 million in cash from the
balance sheet. Overall, we view Ontex's liquidity as adequate, with
EUR124.2 million in cash on the balance sheet as of Dec. 31, 2024,
and EUR246 million available under its EUR270 million revolving
credit facility (RCF) due in 2029. On top of this, Ontex will
receive a further EUR100 million in net proceeds in 2025 from the
disposals of its assets in Brazil and Türkiye."

S&P said, "In our base case, we factor in revenue of about EUR2.0
billion in 2025 and EUR1.96 billion in 2026, moderately down from
EUR2.16 billion as of year-end 2024. This is primarily driven by a
change in consolidation as Ontex gradually exits its operations in
Brazil and Türkiye, with expected closures in the second and the
third quarters of 2025, respectively. This offsets the 2.5%-3.5%
organic growth we expect in Ontex's core markets (Europe and North
America) in 2025 and 2026. We also expect all product categories,
namely baby care, feminine care, and adult care, to contribute to
top-line expansion.

"We anticipate sequential improvement in the S&P Global
Ratings-adjusted EBITDA margin, expanding to 10.5%-11.0% in 2025
and about 13.0%-14.0% in 2026, up from about 8.5% in 2024. This
profitability increase is primarily due to Ontex's ongoing cost
discipline, significant reduction in restructuring charges--which
are expected to be about EUR10 million in 2024, down from about
EUR70 million-EUR75 million as of year-end 2024--and improved fixed
cost absorption in North America, where we anticipate increased
sales volumes in baby care starting 2025.

"We forecast Ontex will generate positive free operating cash flow
(FOCF) of EUR50 million-EUR55 million in 2025 and above EUR65
million in 2026. This is primarily supported by expanding
profitability and a decrease in cash outflows related to
restructuring, with the remaining cash impact expected to be in
2025 and only partially in 2026. We assume a neutral impact on cash
interest expenses from the proposed transaction and anticipate
capital expenditures (capex) will remain elevated at about EUR100
million-EUR110 million in 2025, before reverting to about 4% of
revenues in 2026 as the company completes its expansionary projects
in the U.S. and in Europe.

"The anticipated improvements in profitability and positive FOCF
generation will help keep S&P Global Ratings-adjusted debt to
EBITDA between 3.0x-3.5x in 2025. In our debt calculation for 2025,
we include the EUR400 million senior unsecured notes, about EUR24
million drawn from the EUR270 million RCF, EUR180 million-EUR190
million in factoring utilization, EUR108.5 million in lease
liabilities, and about EUR10.3 million in pension liabilities. We
think about 10% of cash on the balance sheet is not immediately
available for debt repayment, thus we exclude it from our
calculation of accessible cash.

"We note Ontex is committed to maintaining leverage, under its own
definition, below 3.0x, corresponding to below 4.5x in S&P Global
Ratings-adjusted leverage. Additionally, as part of its 2025
transformation program, Ontex is prioritizing organic growth and
reinvestment within the group over shareholder returns and
acquisitions. We also view positively the company's decision to use
all recent proceeds from the disposals of emerging markets to repay
debt. Although we currently do not include large discretionary
spending in our base case, we will continue to monitor Ontex's
capital allocation priorities."

Issue Ratings--Recovery Analysis

Key analytical factors

-- The EUR400 million proposed senior unsecured notes due in 2030
have a '3' recovery rating and 'B+' issue rating.

-- The recovery rating indicates our expectation of meaningful
(50%-70%; rounded estimate: 65%) recovery in a default scenario.

-- The recovery rating is constrained by the securitization,
prior-ranking liabilities, and unsecured nature of the notes.

S&P said, "Our hypothetical default scenario assumes a loss of
market share and margin contraction, due to increased competition
and an inability to pass on higher raw material costs, leading to
reduced cash flow and an inability to service debt.

"We value the group as a going concern, given its leading position
in the private label business, which leads us to believe it would
reorganize in the event of default."

Simulated default assumptions

-- Year of default: 2029
-- Jurisdiction: Belgium

Simplified waterfall

-- Emergence EBITDA: about EUR100 million

-- Maintenance capex: 2.5% of revenue

-- No cyclicality adjustment (standard for the sector)

-- Multiple: 6.0x

-- Gross recovery value: about EUR607 million

-- Net recovery value for waterfall after admin expenses (5%):
about EUR577 million

-- Estimated priority claims: EUR145.5 million

-- Estimated unsecured debt claims: Approximately EUR652 million

-- Recovery range: 50%-70% (rounded estimate 65%)

-- Recovery rating: 3

*All debt amounts include six months' prepetition interest.




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D E N M A R K
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TDC NET: Fitch Affirms 'BB' Long-Term IDR, Outlook Stable
---------------------------------------------------------
Fitch Ratings has affirmed TDC NET A/S's Long-Term Issuer Default
Rating (IDR) at 'BB' with a Stable Outlook. Fitch has also affirmed
TDC NET's senior secured notes rating at 'BBB-' with a Recovery
Rating of 'RR2'.

The affirmation reflects TDC NET's updated business plan with a
shift in its fibre deployment strategy, focusing more on customer
activation rather than homes passed. This change supports cash flow
generation with Fitch-defined free cash flow (FCF) expected to turn
positive from 2027. However, rating headroom remains low, with net
leverage at the higher end of its sensitivities and financial
flexibility under pressure from rising interest expenses.

The Stable Outlook reflects Fitch's expectations of continued
steady operating performance so that the company will remain within
the stated sensitivities for the 'BB' IDR over the next two years.
It also reflects the levers available to the company to manage its
capital structure within its targeted financial policy.

Key Rating Drivers

Intense Fixed-line Competition: The company is experiencing
increased competitive pressure outside the capital region with
higher-than-expected churn rates in coax revenue generating units
(RGUs). This is the result of a price increase in 2024, which has
accelerated customers' migration to fibre networks in areas where
TDC lacks its own fibre infrastructure. To mitigate this adverse
trend, the company may revise its pricing strategy on coax and
adapt it on a regional basis.

This intense competition reduces fixed-network revenue visibility
in the regions where the company's coax network is overbuilt by
competitors' fibre. Meanwhile, intensified fibre roll-out and
activation capex in TDC NET's key concession area, Copenhagen,
strengthen the company's competitive position and reduce the
likelihood of new entrants. Fibre penetration in Copenhagen is low
at just above 50%, compared with higher rates in regions like
Jutland and Zealand, indicating upward revenue potential as
increased penetration should boost revenues.

Capex Flexibility; FCF Turning Positive: With a stronger focus on
customer activation and revenue generation highlighted by an
extended timeline to reach 1 million homes passed by 2030, Fitch
expects fibre-related capex to decline from 2025. Given the low
competitive pressure to deploy fibre in the Copenhagen area, Fitch
believes the company has some discretion to scale back its fibre
investment, especially for brownfield fiber deployment. Combined
with decreasing technology and IT related capex from 2025, Fitch
expects the company to turn FCF positive in 2027, reaching a low
single-digit margin of about 1.5% by 2028.

Despite the positive cash flow impact of scaling back its fibre
roll-out, there is a potential risk of seeing some competitors roll
out fibre in certain undeployed areas of the capital region,
leading to TDC NET losing additional market share because of its
slower deployment. This is mitigated, in its view, by the low
activity of the competitors in Copenhagen region, who now also
focus on customer activation rather than extensive roll-out.

Capital Structure Weakly Positioned at 'BB': Fitch expects
Fitch-defined EBITDA net leverage to remain stable at about 6.0x in
2025-2028, thereby positioned at the higher end of its
sensitivities for the 'BB' IDR. With lower capex intensity, Fitch
forecasts cash flow leverage (defined as CFO-capex/total debt) to
turn positive in 2027. It will remain at a very low level (0.4% in
2028), affected by increasing funding costs, as low-rate swap
instruments mature over 2026-2029. However, Fitch believes the
company has levers to manage its capital structure within its
targeted financial policy.

Strong Market Positions: TDC NET has leading market positions in
Denmark in both the mobile and broadband segments, with subscriber
shares of about 40% and 42% (high and low-speed broadband),
respectively. This is underpinned by the number one position of its
anchor customer, Nuuday, in these two segments. However, the
company faces a declining market share in the broadband market
(from 44% in 2023), as it loses RGUs, most of it on its copper
network, to utility companies in areas where TDC NET has no fibre
presence. Fitch believes the company can mitigate this decline by
shifting its customer base towards high-speed technologies with
higher ARPU, enhanced by its network-quality leadership and further
improvements in its network.

Limited Mobile Commercial Risk: Fitch believes that a major part of
TDC NET's mobile revenue is protected from commercial risk. Most of
the mobile revenue relies on flat-fee, long-term agreements with
Nuuday based on network capacity usage. The dependence on Nuuday as
an anchor tenant is currently contained by limited alternative
network providers and finite spectrum availability.

Increased Broadband Price Flexibility: TDC NET is appointed as
having significant market power by regulators for high-speed
services in the Copenhagen region, as well as three other areas
across Denmark. In the remaining deregulated regions, primarily the
western part of Denmark, the company will be able to compete with
coax on both price and network connection speed. TDC NET's
low-speed products will continue to be nationally regulated with
the copper network expected to be fully decommissioned by 2030.

Parent-Subsidiary Linkage: Fitch rates TDC NET on a standalone
basis under its Parent and Subsidiary Linkage (PSL) Rating
Criteria, where Fitch has taken the 'stronger subsidiary and weaker
parent' approach. Fitch assesses legal ringfencing as 'insulated'
as the long-dated established financing platform is explicitly
designed to support the subsidiary's profile. Fitch assesses the
likelihood of a change-of-control event in TDC NET's term-debt
documentation (not present in the common terms) by acceleration of
share pledges in DK Tele as low. Access and control are assessed as
'porous', as the company has high autonomy over funding and
liquidity, while the parent ultimately controls the board.

Peer Analysis

Fitch compared TDC NET primarily with telecom infrastructure peers
such as CETIN Group N.V. (BBB/Stable) from the Czech Republic and
Optics Bidco SPA (BB/Stable) from Italy.

While CETIN and TDC NET share similarities in the mobile segment,
TDC NET has a stronger competitive position in fixed line,
benefiting from a mature market with limited infrastructure
overlap. This lowers investment risk for fibre rollout, as TDC NET
focuses on expanding its existing infrastructure. TDC NET's robust
broadband segment contributes significantly to EBITDA, making its
operating profile stronger than CETIN's, even though CETIN has a
stricter financial policy with stronger FCF and lower leverage.
Compared with Optics Bidco, TDC NET's exposure to slightly more
competitive mobile network operations leads to a lower leverage
tolerance for the same rating.

Fitch also compared TDC NET to Australia's fibre wholesale company
NBN Co Limited (AA+/Stable, standalone credit profile of 'bb'),
which benefits from a dominant market position and growing revenue
base, allowing higher leverage tolerance. However, TDC NET and
CETIN are more diversified than NBN and Optics Bidco regarding
technology risk due to strong mobile positions.

European tower companies like Cellnex Telecom S.A. (BBB-/Stable)
and Infrastrutture Wireless Italiane S.p.A. (INWIT; BBB-/Stable)
have stronger operating profiles, benefiting from stable rental
income, indexation-linked contracts and greater visibility over
capex returns. TDC NET's dependence on broadband take-up rates
aligns its risk profile more closely with integrated telecoms,
resulting in tighter leverage thresholds than tower companies.

Still, TDC NET has higher debt capacity than integrated telecoms
and asset-light operators, benefiting from strong earnings
visibility through long-term mobile contracts.

Key Assumptions

- Slightly negative revenue growth in 2025 and 2026, turning to
flat or slightly positive in 2027 onwards. Revenue growth mainly
driven by low single-digit growth in mobile services and
double-digit growth in fiber, offset by declining legacy service
revenues (TV and Voice) and copper/coax revenues

- Fitch-defined EBITDA margin (including recurring restructuring
costs) to decrease to 64.3% in 2025, before increasing again from
2026 onwards and reach 65.7% in 2028, supported by cost
optimisation

- Capex to decline towards 38% of revenue in 2028 from 51.1% in
2024

- Working-capital outflows of about DKK230 million in 2025, DKK203
million in 2026 and outflows at about 1.0% of revenue in 2027-2028

- All maturing debt during the forecast horizon is expected to be
refinanced at the same amount with a 5% fixed margin assumed.
Revolving credit facility (RCF) will remain undrawn

RATING SENSITIVITIES

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

- EBITDA net leverage above 6.2x on a sustained basis

- Lower-than-expected take-up rates for broadband as well as
deterioration in Nuuday's market position, resulting in pressure on
the fixed-line segment

- Intensified competition with utility companies or alternative
providers in high-speed broadband

- Expectations of sustained negative CFO less capex/total debt or
negative FCF beyond the fibre-rollout programme, or reliance on
additional debt incurrence to fund negative FCF

- EBITDA interest coverage structurally below 2.5x

- Any significant weakening in the value of recovery prospects, in
relation to core assets that affect the business' ability to
generate long-term revenue and cash flow, or in embedded credit
protections measures, could lead to a reduction in the senior
secured uplift to one notch (from two currently)

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

- EBITDA net leverage below 5.2x on a sustained basis

- Sustainable competitive positions in both the mobile and
fixed-line segments

- Sustained low-to-mid single-digit cash flow from operations (CFO)
less capex/total debt

- EBITDA interest coverage sustained at above 3.5x

Liquidity and Debt Structure

TDC NET had DKK1.3 billion of cash on balance at end-2024. Its
undrawn EUR350 million (DKK2.6 billion) RCF remains available to
cover intra-year working capital swings. In addition, it has
undrawn dedicated liquidity facilities, including a EUR165 million
debt service reserve (DSR) liquidity facility covering at least 12
months of scheduled debt service and a EUR65 million operating and
capex reserve (OCR) facility covering at least 10% of the coming 12
months of scheduled opex and capex.

The company's capital structure consists of EUR2 billion of senior
secured Eurobonds (maturing in 2028-2031), EUR1 billion of term
loan facilities (TFA and TFB, maturing in 2026 and 2027,
respectively), and about EUR340 million equivalent of bilateral
facilities (excluding the RCF and the DSR and OCR facilities).

The DSR and OCR facilities rank super senior to the senior secured
notes, term loans and bilateral facilities. All of the company's
senior secured debt is governed under common terms, including
triggering events locking up distributions as well as financial
maintenance covenants. Fitch expects a well-spread maturity profile
and at least 80% hedged interest-rate exposure in line with the
secured debt documentation.

Issuer Profile

TDC NET is a Danish telecommunications infrastructure company that
provides nationwide connectivity solutions, including fiber-optic,
copper and cable networks, as well as mobile services.

Criteria Variation

Fitch rates the senior secured debt two notches above TDC NET's IDR
of 'BB' at 'BBB-'/'RR2'. This treatment constitutes a criteria
variation from Fitch's Corporates Recovery Ratings and Instrument
Ratings Criteria, under which the potential notching up for the
senior secured debt of 'BB' rated corporates in Europe is
constrained to only one notch, alongside the Recovery Rating being
capped at 'RR2' (except for asset-backed loan facilities and
super-senior RCFs).

The deviation reflects its expectation of strong recovery prospects
for the senior secured debt, due to high-value collateral, strong
underlying infrastructure business characteristics and
credit-protection mechanisms, with dedicated facilities preventing
liquidity risk and reducing refinancing risks.

MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS

Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.

ESG Considerations

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt            Rating         Recovery   Prior
   -----------            ------         --------   -----
TDC NET A/S         LT IDR BB   Affirmed            BB

   senior secured   LT     BBB- Affirmed   RR2      BBB-



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

FNAC DARTY: Fitch Affirms 'BB+' IDR, Outlook Stable
---------------------------------------------------
Fitch Ratings has assigned FNAC Darty SA's (FNAC) EUR300 million
prospective bonds an expected rating of 'BB+(EXP)' with a Recovery
Rating of 'RR4'. It has also affirmed its 'BB+' Issuer Default
Rating (IDR) with a Stable Outlook. The proceeds will be used to
fully repay the group's EUR200 million 2027 OCEANE bond. Fitch will
assign a final issue rating on the receipt of final documentation
conforming to information already received.

The affirmation reflects the limited impact on credit metrics from
the proposed refinancing, and the company's leading position in its
core French market, with a diversified product and format offering.
Expected moderate free cash flow (FCF) supports deleveraging
prospects from 2025. The rating is constrained by moderate
geographical concentration, modest scale, a low profit margin, and
weak interest cover.

The Stable Outlook reflects Fitch's view of a gradual revenue
recovery from 2025, which will contribute to a mild profit margin
recovery.

Key Rating Drivers

Credit Metrics Unaffected by Refinancing: The proposed refinancing
will marginally increase gross leverage because of EUR100 million
additional debt. Fitch estimates FNAC's net leverage at 2.5x for
2024, pro-forma for a full-year 51% proportional consolidation of
Unieuro and including the effect of Fitch's updated lease
adjustment to debt. The refinancing, if successful, will extend
FNAC's debt schedule, with no significant maturity before 2029.

Additionally, Fitch does not expect the group to raise further debt
to support Unieuro; instead, Fitch anticipates they will maintain
local financing lines, currently a EUR150 million revolving credit
facility (RCF). FNAC has also extended to 2030 the maturity of its
RCF and delayed draw term loan.

Resilient Business Model: FNAC showed continued resilience with a
like-for-like revenue growth of 0.2% in 2024, as a 2.8% growth in
Iberia offset flat sales in France, despite an overall market
decline of 2%. Fitch sees scope for a recovery in sales of
appliances and consumer electronics from 2025 as innovation in the
electronics market spurs purchases while lower interest rates
should support house renovations. However, its view is tempered by
an uncertain political environment in France and the possibility of
higher taxes.

Adequate Profitability Despite Challenges: FNAC focuses on less
commoditised premium retailing, which allows it to protect gross
margins from inflation with moderate price increases. Inflation has
put pressure on disposable income and on operating expenses, mostly
wages and energy costs. Profitability is lower than non-food
retailers', but better than that of Germany's Ceconomy AG
(BB/Stable), FNAC's closest peer. Fitch expects a stabilisation of
profitability from the continuation of cost savings initiated in
2024, together with increased revenue from higher-margin services
alongside the effective use of points-of-sale as pick-up locations
for online orders.

FCF Drives Deleveraging: Fitch expects a continued recovery in
trading from 2025 to translate into stable FCF margins of about 1%.
This, together with EBITDA recovery, will gradually reduce
lease-adjusted EBITDAR net leverage close to 2.0x by 2025, although
2024 leverage is likely to have remained at 2023's 2.3x as a result
of weak trading and a small disbursement for the Unieuro
acquisition. Fitch projects a reduction towards 1.5x by 2028, in
line with net leverage for the 'a' category, under Fitch's Non-Food
Retail Navigator. However, Fitch expects EBITDAR fixed-charge cover
to remain at around 2.0x over the next three years, which is weak
for the rating.

Geographic Concentration; Strong Position: FNAC has a presence
across Europe with operations in Iberia, Switzerland, Belgium,
France and Italy through its 51% stake in the joint venture now
owning Unieuro. However, it still has strong concentration in
France, which Fitch estimates contributes about 70% of revenue and
EBITDA pro-forma for Unieuro. This is offset by FNAC's position as
the leading retailer in consumer electronics, household appliances,
and editorial products in the country, as well as its business
model leading to barriers to entry. It also has a well-established
online platform and a range of repair and care service bundles
available under membership subscription at a monthly fee.

Prudent, Capital-Light Acquisitions: FNAC took advantage of the low
point of cycle valuations within the industry to enter the
Portuguese market with its acquisition of Ceconomy's operations in
2023 and of Unieuro in 2024. FNAC paid only EUR56 million in cash
for the Unieuro acquisition, as the rest of the EUR250 million
value consisted of FNAC new shares and cash contribution by VESA,
one of FNAC's shareholders.

Contained Execution Risk on Expansion: FNAC is continuing its
organic expansion but mostly through an 'asset-light strategy,
relying on the growth of its network of franchisees. These
represent over 43% of its network and provide a footprint in
smaller cities in France, thus reducing implementation risk in its
expansion, both domestically and internationally.

Peer Analysis

FNAC has smaller scale than Ceconomy and El Corte Ingles S.A. (ECI,
BBB-/Stable). ECI has broad geographic concentration like FNAC and
exposure to premium sectors, but it has greater product
diversification through its department store model, complemented by
its food retail formats, as well as a larger exposure to services
including its travel agency business.

FNAC has superior profitability than Ceconomy, driven by its
stronger focus on premium sectors and a demonstrated ability to
pass on price increases, which protects margins. However, margins
remain weaker than at ECI due to lower volumes and a less diverse
product mix. FNAC's profitability remains weaker than at other
non-food retail peers like Pepco Group N.V. (BB/Stable), Kingfisher
plc (BBB/Stable), and Mobilux Group SCA (B+/Stable).

In addition, FNAC has a conservative financial policy and a
well-managed leased property portfolio, reflected in its defensive
lease-adjusted leverage metrics, similar to Ceconomy, Kingfisher
and ECI.

Key Assumptions

Fitch's Key Assumptions within its Rating Case for the Issuer

- Revenue to rise 1.8%-2.1% a year between 2025 and 2028

- EBITDA margin at around 4% through to 2028

- Annual lease expenses at about EUR290 million during 2025-2028

- Stable capex at 1.5% of total sales

- Working capital broadly neutral-to-slightly negative over
2025-2028

- Dividends of about 50%-60% of prior year's net income over
2025-2028

- Unieuro contribution on a 51% proportionate basis, with flat
revenue, stable underlying EBITDAR margin and EUR20 million
synergies by 2026

RATING SENSITIVITIES

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

- Decline in profitability and like-for-like sales, due to
increased competition or a weakened business product mix, with
Fitch-defined EBITDAR and FFO margins remaining below 5% and 2%,
respectively.

- EBITDAR fixed-charge cover below 1.6x

- EBITDAR net leverage above 2.8x on a sustained basis

- Neutral-to-negative FCF generation eroding liquidity

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

- Greatly improving scale and geographical diversification without
hampering profitability significantly, with Fitch-defined EBITDAR
margin sustained above 9% and FFO margin above 6%

- EBITDAR net leverage below 1.8x on a sustained basis, supported
by a consistent conservative financial policy

- EBITDAR fixed-charge cover above 3x

Liquidity and Debt Structure

Fitch estimates the group's readily available unrestricted cash
balance was around EUR750 million at end-2024, after Fitch
restricts EUR312.5 million of cash for seasonal working-capital
swings, which record a peak-to-trough difference of about EUR500
million. Fitch calculates the EUR312.5 million value as the
difference between the year-end cash balance and the weighted
average net working capital during the year.

The group also has access to an undrawn, delayed drawn term loan of
EUR100 million with an agreed maturity of March 2030 and a
potential two-year extension. It also has an undrawn EUR500 million
RCF maturing in March 2030 that is extendible by two years.

FNAC's EUR550 million notes issued in April 2024 have pushed short-
and medium-term bond maturities out to 2029, after the repayment of
its EUR300 million bonds due in May 2024 and its EUR350 million
bonds due in 2026. Successful refinancing will lead to an absence
of material debt maturities until 2029.

Issuer Profile

FNAC is the leading retailer in consumer electronics, domestic
appliances and editorial products such as music, books and videos
in France, and has strong market positions in Benelux, Iberia,
Switzerland and Italy.

MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS

Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.

ESG Considerations

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt        Rating                    Recovery   Prior
   -----------        ------                    --------   -----
FNAC Darty SA   LT IDR BB+      Affirmed                   BB+

   senior
   unsecured    LT     BB+(EXP) Expected Rating   RR4

   senior
   unsecured    LT     BB+      Affirmed          RR4      BB+

FNAC DARTY: S&P Rates New EUR300MM Senior Unsecured Notes 'BB+'
---------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue rating and '3' recovery
rating to the proposed EUR300 million senior unsecured notes that
French consumer electronics retailer FNAC Darty S.A. (Fnac) plans
to issue. The '3' recovery rating indicates its expectation of
meaningful recovery prospects (50%-70%; rounded estimate: 65%) in
the event of a default.

Fnac will use the proceeds to refinance its outstanding EUR200
million OCEANE (Obligations Convertibles Echangeables en Actions
Nouvelles ou Existantes) bond due 2027. Fnac will also keep some of
the proceeds as cash on the balance sheet, while covering fees and
other amounts that it paid in connection with its acquisition of
Italian consumer electronics retailer Unieuro on Nov. 26, 2024.

Fnac has also recently extended the maturity dates of its committed
EUR500 million revolving credit facility (RCF) and EUR100 million
delayed-draw term loan (DDTL) to 2030 from 2028, with a two-year
extension option. This reflects Fnac's prudent approach to
liquidity and refinancing risk.

On March 11, 2025, S&P affirmed its 'BB+' long-term issuer credit
rating on Fnac and revised the outlook to stable from negative,
reflecting the group's strong operating performance and competitive
position following the integration of Unieuro.

Covenants

The EUR500 million RCF now contains only one maintenance financial
covenant based on net leverage. It is tested twice a year. The
group met the tests on June 30 and Dec. 31, 2024. Over the next 12
months, we anticipate that Fnac will maintain sufficient headroom
of about 20%.

Issue Ratings--Recovery Analysis

Key analytical factors

-- S&P rates Fnac's EUR550 million senior unsecured notes due 2029
and proposed EUR300 million unsecured notes due 2032 'BB+', in line
with the long-term issuer credit rating.

-- The recovery rating is '3', indicating S&P's expectation of
meaningful recovery prospects (50%-70%; rounded estimate: 65%) in
the event of default.

-- S&P's hypothetical default scenario assumes intense competition
in the French electronics retail market, alongside a severe
macroeconomic downturn, leading to a deterioration in the group's
margins and operating performance.

-- S&P values Fnac as a going concern, underpinned by its leading
position in the French consumer electronics and home appliances
retail market, its strong store network, and solid brand equity.

Simulated default assumptions

-- Year of default: 2030
-- Jurisdiction: France
-- Emergence EBITDA: EUR188 million
-- EBITDA multiple: 5.5x

Simplified waterfall

-- Gross enterprise value: EUR1.03 billion
-- Net recovery value for waterfall after administrative expenses
(5%): EUR985 million

-- Estimated senior unsecured debt claims: EUR1.4 billion*

    --Recovery rating: 3 (recovery expectations 50%-70%; rounded
estimate: 65%)

*All debt amounts include six months of prepetition interest. S&P
assumes that the RCF and DDTL are 85% drawn at default.


OPAL HOLDCO 4: Fitch Assigns 'B+' Long-Term IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has assigned a first-time Long-Term Issuer Default
Rating of 'B+' to Opal Holdco 4 SAS (Opella). The Rating Outlook is
Stable. Fitch has also assigned an expected senior secured debt
rating of 'BB-(EXP)' with a Recovery Rating of 'RR3' to the debt to
be issued by Opella's subsidiaries Opal Bidco SAS and Opal U.S.
LLC.

Opella's rating reflects high initial financial leverage, which
Fitch estimates at 7.0x, and a very strong business profile. As a
leading global player in the consumer healthcare sector, the
company has a broad portfolio of global and local brands,
diversified across product categories, regions and distribution
channels.

The Stable Outlook is based on Opella's potential to deleverage
towards 6.5x in 2026 and below 6.0x in 2027. Fitch expects healthy
organic revenue growth, improved profitability improvement, and
sizeable and growing FCF to support this progress.

Key Rating Drivers

Strong Consumer Health Positioning: Opella is the third-largest
global sector constituent in the highly fragmented over-the-counter
(OTC) drugs and vitamins, minerals, and supplement (VMS) markets,
with a sizeable scale of Fitch-adjusted EBITDA of EUR1.1 billion.
It focuses on diverse categories including digestive wellness (29%
of 2024 revenue), pain care (21%), allergy (15%), as well as cough
and cold (10%). Opella's revenue is well diversified globally, with
35% from Europe, 26% from North America, 24% from Asia, Middle East
and Africa, and 15% from Latin America.

Opella's broad exposure to the emerging markets offers higher
growth potential compared to industry averages. Fitch expects the
company to continue its organic revenue growth at a CAGR of 3.5%
during 2025-2029, benefiting from resilient secular growth in the
consumer healthcare sector. Opella's sales grew at a CAGR of 4.4%
during 2019-2024, showing low cyclicality in economic downturns,
with the majority of sales from OTC products (2024: 77%).

High Starting Leverage Constrains Rating: Opella's rating is
constrained by its high opening financial leverage with
Fitch-estimated EBITDA leverage of 7x at end-2025, following the
company's ongoing carve-out from Sanofi. Fitch expects leverage to
drop to 6.5x in 2026 and below 6.0x in 2027 supported by gains from
operating efficiencies initiatives and restructuring costs
reduction.

Fitch assumes Opella will focus on organic growth through further
category penetration, innovation, geographic expansion and
e-commerce development, coupled with self-funded bolt-on
acquisitions. Failure to deleverage to 6.5x by end-2026 would
signal operational challenges or higher execution risks and would
considerably tighten the rating headroom.

Competitive Brand Portfolio: Opella's sizeable, diversified and
well-established brand portfolio of science-backed products
contributes to a strong business risk profile, materially
underpinning Opella's overall credit profile. This supports higher
debt capacity commensurate with the high-end of the 'B' rating
category, despite a high opening leverage. Around 70% of Opella's
revenue is generated by six global leading brands and nine local
brands that rank in the top three of their respective categories or
regions.

Critical Innovation Capability; Omni-Channel: Fitch estimates that
Opella spend 4% of its revenue on R&D annually with a focus on
improving formulations, product efficacy or adding new indications
within the existing portfolio, with limited execution risks.
Opella's business profile is also supported by a broad commercial
footprint and well-diversified distribution channels across
pharmacies, retailers and e-commerce, combining its own
capabilities with third-party distributors in smaller countries.
Opella's portfolio is not at risk of medium-term patent
expiration.

Active Portfolio Management: Fitch expects Opella's efforts to
optimize its nearly 100-brand portfolio to ensure sustained
mid-single digit revenue growth and improve profitability. In the
U.S. market revenue growth in the next one to three years will be
also supported by Qunol VMS products, a U.S.-based brand acquired
in 2023. During 2020-2024, the company disposed of more than 150
brands that no longer fit into its strategy and added new
high-growth brands, reducing the revenue concentration risk on a
few mega-brands.

Cash Generative Operations: Fitch expects Opella to sustain
positive mid-single digit FCF margins in 2025-2028 as EBITDA
profitability gradually improves due to premium product
positioning, moderate working capital needs, and contained capital
expenditures. Fitch expects Opella's FCF margin to improve to
mid-to-high single digits in 2028, driven by Fitch-adjusted EBITDA
margin expansion to above 23% and the discontinuation of separation
costs. Fitch considers the consumer healthcare market inherently
resilient and predictable, with minimal price elasticity
contributing to healthy cash flows.

Limited Execution Risk on Separation: Opella's carve-out from
Sanofi is targeted for completion in 2Q25. Fitch views the process
as substantially complete with limited residual execution risk,
based on the progress achieved by the group to date since the
separation announcement in 2021. Opella is now operating
independently from Sanofi, which will remain a minority
shareholder, across multiple corporate functions including R&D,
distribution, and central office. The remaining separation costs,
mainly related to IT, are estimated at EUR100 million a year during
2025-2027. This is approximately half of the 2024 separation costs
per year for the next three years to complete the separation.

Resilient Market Fundamentals: Opella's rating is supported by the
attractive underlying long-term growth fundamentals of the global
consumer healthcare market. These include rising health and
wellbeing awareness, an aging population, a focus on prevention,
increasing interest in self-medication, and growing disposable
incomes across developed and developing economies. Increasing
online offering provides additional potential for market
penetration. Opella's business model is well placed to capitalize
on these supportive macro-economic sector trends.

Peer Analysis

Opella has a comparable business profile with Galderma Group AG
(BBB/Stable), a medical, aesthetic and consumer skin care producer.
Both companies enjoy strong market positions in their respective
segments, leading brand portfolios, wide sales geographical
diversification, a resilient product category and healthy growth
opportunities. However, Galderma has much lower leverage and more
stringent financial policies than Opella.

Opella is rated higher than Neopharmed Gentili S.p.A. (B/stable), a
specialist pharmaceutical company with higher profitability and
slightly lower leverage, while Opella benefits from greater scale,
stronger brands and broader diversification. Opella is also rated
one-notch higher than Cooper Consumer Health (B/Stable), which is
also focused on OTC off-patent branded and generic drugs, but its
higher margin is balanced by limited scale and weaker geographic
diversification.

Opella has a stronger business profile than THG Plc (B+/Negative),
a seller of wellness and beauty products with a mix of third-party
and own brands. Opella has a bigger scale with a larger portfolio
of strong brands and a wider geographical reach. Opella's also
benefits from stronger operating margins, which are balanced by its
higher leverage and less conservative financial policy.

Within the packaged food sector, Opella's brand portfolio is
similarly strong to Sigma Holdco BV's (Flora Food Group, B/Stable),
with both credit profiles benefitting from a global presence and
strong profitability. Although both companies have high leverage,
Fitch views secular market trends for Opella as more resilient and
providing higher growth opportunities compared to plant-based
spreads, including margarine, where Flora Foods operates.

Key Assumptions

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

- Revenue to grow at a CAGR of 4.8% in 2025-2029, supported mainly
by 3%-4% of organic growth and new bolt-on acquisitions.

- EBITDA margin to gradually improve toward 23% by 2028, mainly
driven by improved operating efficiencies and reducing
restructuring cost.

- Capex at 3%-3.5% of revenue per year during 2025-2028.

- EUR100 million of acquisitions in 2026 and EUR250 million a year
in 2027-2028, funded by internal cash.

- No dividends paid during 2025-2028.

Recovery Analysis

The recovery analysis assumes that Opella would be reorganized as a
going concern (GC) in bankruptcy rather than liquidated.

Fitch estimates a post-restructuring GC EBITDA at around EUR900
million, on which Fitch bases the enterprise value (EV) to reflect
operational difficulties including a hypothetical significant drop
of market share and deterioration of profitability, which would
lead to an unsustainable capital structure.

Fitch assumes a distressed EV/EBITDA multiple of 6.5x, above the
5.0x-6.0x level applicable to most of Fitch-rated EMEA
non-investment grade consumer sector peers. This multiple reflects
Opella's strong global market position across a diversified branded
product portfolio with attractive underlying cash generative
properties.

The allocation of value in the liability waterfall results in a
Recovery Rating of 'RR3' for the senior secured debt of EUR7.45
billion, indicating a 'BB-'(EXP) instrument rating based on current
assumptions. The senior secured debt ranks pari passu with the
EUR1.2 billion committed RCF, which Fitch assumes to be fully drawn
prior to distress in line with its criteria.

RATING SENSITIVITIES

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

- Aggressive financial policy or operating underperformance leading
to a lack of deleveraging with EBITDA leverage above 7.0x;

- Inability to generate positive FCF margins in the mid-single
digits, due to weakening performance or higher-than-expected
restructuring charges;

- EBITDA interest coverage below 2.0x.

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

- EBITDA leverage trending permanently below 6.0x together with
more clarity on the financial policy;

- Steady profitability, with FCF in the mid-single digits, on a
sustained basis;

- EBITDA interest coverage above 3.5x.

Liquidity and Debt Structure

Fitch estimates Opella will have EUR350 million of freely available
cash on hand at end-2025, after excluding EUR150 million that Fitch
categorizes as restricted for a minimum cash balance to meet its
global daily operations and not available for debt service.

The liquidity position is supported by Fitch's expectations of
strong FCF, sufficient to fund a limited amount of scheduled
amortised senior secured debt per year and potential bolt-on
acquisitions. Opella's financial flexibility is bolstered by its
access to EUR1,200 million of RCF, which Fitch expects to remain
undrawn over the rating horizon. The proposed debt structure will
be concentrated but features long-dated maturities, with the RCF
maturing in 2031, and the senior secured debt maturing in 2032.

Issuer Profile

Opella is one of the leading players in the consumer health market
across more than 100 countries. Its diverse portfolio includes
about 100 global and local brands that hold leading market
positions in cough and cold, allergy, pain care and digestive in
the OTC and VMS segments.

Date of Relevant Committee

17 March 2025

MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS

Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.

ESG Considerations

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt              Rating                    Recovery   
   -----------              ------                    --------   
Opal Bidco SAS

   senior secured     LT     BB-(EXP) Expected Rating   RR3

Opal Holdco 4 SAS     LT IDR B+       New Rating

Opal US LLC

   senior secured     LT     BB-(EXP) Expected Rating   RR3



===========
G R E E C E
===========

GRIFONAS FINANCE 1: Moody's Ups EUR28.5MM C Notes Rating from B1
----------------------------------------------------------------
Moody's Ratings has upgraded the ratings of three notes in Grifonas
Finance No. 1 Plc ("Grifonas"). The rating action reflects:

-- the decrease in country risk as reflected by the increase of
the related Greece local currency country ceiling on March 14,
2025: Moody's Ratings upgrades Greece's ratings to Baa3 from Ba1,
changes outlook to stable from positive.

-- the increased levels of credit enhancement for the affected
notes.

-- Moody's assessments of the likelihood of prolonged missed
interests.

Grifonas Finance No. 1 Plc

EUR897.7M Class A Notes, Upgraded to Aa3 (sf); previously on Sep
19, 2023 Upgraded to A1 (sf)

EUR23.8M Class B Notes, Upgraded to Baa1 (sf); previously on Sep
19, 2023 Upgraded to Ba2 (sf)

EUR28.5M Class C Notes, Upgraded to Baa3 (sf); previously on Sep
19, 2023 Upgraded to B1 (sf)

RATINGS RATIONALE

The rating action is prompted by:

-the increase in the Greece local-currency country ceiling to Aa3
and

-- an increase in credit enhancement for the affected tranches.

-- Moody's assessments of the likelihood of prolonged missed
interests.

Decreased Country Risk

Greece's sovereign rating was upgraded to Baa3 on March 14, 2025
which resulted in an increase in the local-currency country ceiling
to Aa3.

Greece's country ceiling, and therefore the maximum rating that
Moody's can assign to a domestic Greek issuer under Moody's
methodologies, including structured finance transactions backed by
Greek receivables, is Aa3 (sf). The decrease in sovereign risk is
reflected in Moody's quantitative analysis for mezzanine and junior
tranches. By increasing the maximum achievable rating for a given
portfolio loss, the methodology alters the loss distribution curve
and implies decreased probability of high loss scenarios.

Increase in Available Credit Enhancement

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

For instance, the credit enhancement for the most senior tranche
affected by the rating action increased to 48.14% from 36.63% since
the last rating action.

Assessment of the likelihood of prolonged missed interests

The Notes will amortise in sequential order throughout deal's
lifetime. The interest deferral trigger that allows interest
payments on Classes B and C Notes to be subordinated to their
respective senior Notes' principal repayment is breached for Class
C only. However, the reserve fund, which is non amortising, is
still available to pay deferred interest and interest payments have
been paid timely for Class C Notes so far. Moody's analysis
considers that the likelihood of prolonged interest shortfall in
the future has reduced for Class B and, to a lesser extent, for
Class C Notes.

Revision of Key Collateral Assumptions

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

The performance of the transaction has continued to be stable since
Moody's last rating actions on September 2023. Arrears of 60 days
or more currently stand at 0.84% of current pool balance showing a
slightly decreasing trend over the past year. Cumulative defaults
currently stand at 5.27% of original pool balance up from 5.17% a
year earlier.

Moody's maintained the expected loss assumption to 4.8% as a
percentage of current pool balance due to the stable performance.
This expected loss assumption corresponds to 4.31% as a percentage
of original pool balance, up from 4.22%.

Moody's reassessed loan-by-loan information to estimate the loss
Moody's expects the portfolio to incur in a severe economic stress.
As a result, Moody's have maintained the MILAN Stressed Loss
assumption at 14.10%.

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

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

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

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

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



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

ARBOUR X: Fitch Affirms B-sf Rating on F Notes, Outlook Now Pos.
----------------------------------------------------------------
Fitch Ratings has revised the Outlook on Arbour CLO X DAC's class
B-1 and B-2 notes to Positive from Stable and affirmed all notes.

   Entity/Debt            Rating           Prior
   -----------            ------           -----
Arbour CLO X DAC

   A XS2417697807     LT AAAsf  Affirmed   AAAsf
   B-1 XS2417698011   LT AAsf   Affirmed   AAsf
   B-2 XS2417698284   LT AAsf   Affirmed   AAsf
   C XS2417698441     LT Asf    Affirmed   Asf
   D XS2417698797     LT BBB-sf Affirmed   BBB-sf
   E XS2417698953     LT BB-sf  Affirmed   BB-sf
   F XS2417699175     LT B-sf   Affirmed   B-sf

Transaction Summary

Arbour CLO X DAC is a securitisation of mainly senior secured
obligations (at least 90%) with a component of senior unsecured,
mezzanine, second-lien loans and high-yield bonds. The portfolio is
actively managed by Oaktree Capital Management (Europe) LLP. The
CLO closed in January 2022 and its reinvestment period will end on
14 July 2026.

KEY RATING DRIVERS

Large Cushion Supports Positive Outlooks: The class B-1 and B-2
notes have a large default-rate buffer supporting the ratings and
should be capable of absorbing further defaults in the portfolio.
Fitch expects the notes to build sufficient credit protection to
withstand potential deterioration in portfolio credit quality,
supporting the Positive Outlooks. Continued stable performance,
coupled with a shortening risk horizon, would lead to upgrades of
these notes.

'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the underlying obligors at 'B'/'B-'. The Fitch-calculated weighted
average rating factor of the current portfolio is 24.7 under its
latest criteria, down from 25.0 at closing.

High Recovery Expectations: Senior secured obligations comprised
97% of the portfolio, according to the latest trustee report dated
28 February 2025. Fitch views the recovery prospects for these
assets as more favourable than for second-lien, unsecured and
mezzanine assets. The Fitch-calculated weighted average recovery
rate of the current portfolio was 61.6%, versus 61.9% at closing.

Stable Performance: According to the last trustee report, the
transaction was passing all its collateral-quality and
portfolio-profile tests. The portfolio has approximately EUR1.3
million of defaulted assets.

Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. The top 10 obligor
concentration, as calculated by Fitch, is 15.1%, and no obligor
represents more than 2.0% of the portfolio balance. Exposure to the
three largest Fitch-defined industries was 31.4% as reported by the
trustee. Fixed-rate assets as reported by the trustee were 11.5% of
the portfolio balance, below the limit of 15%.

Deviation from MIRs: The class B-1 and B-2 notes are one notch
below their model-implied ratings (MIRs). The deviations reflect
still insufficient cushions at their MIRs and uncertain
macro-economic conditions that may result in a deteriorating
portfolio credit profile.

RATING SENSITIVITIES

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

Based on the current portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration.

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

Upgrades may result from stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread available to cover losses in the remaining portfolio.

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

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

DATA ADEQUACY

Arbour CLO X DAC

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

The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.

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

ESG Considerations

Fitch does not provide ESG relevance scores for Arbour CLO X DAC.

In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.

ARCANO EURO I: Fitch Assigns 'B-(EXP)sf' Rating to Class F Notes
----------------------------------------------------------------
Fitch Ratings has assigned Arcano Euro CLO I DAC expected ratings.
The assignment of final ratings is contingent on the receipt of
final documents conforming to information already reviewed.

   Entity/Debt              Rating           
   -----------              ------           
Arcano Euro CLO I DAC

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

Transaction Summary

Arcano Euro CLO I DAC is a securitisation of mainly senior secured
obligations (at least 90%) with a component of senior unsecured,
mezzanine, second-lien loans and high-yield bonds. Note proceeds
will be used to purchase a portfolio with a target par of EUR435
million. The portfolio is actively managed by Arcano Loan Advisors
S.L. and Arcano Capital SGIIC, S.A.. The collateralised loan
obligation (CLO) will have a five-year reinvestment period and a
nine-year weighted average life test (WAL).

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'/'B-'. The
Fitch-calculated weighted average rating factor (WARF) of the
identified portfolio is 24.

High Recovery Expectations (Positive): At least 90% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second lien, unsecured and mezzanine assets. The Fitch-calculated
weighted average recovery rate (WARR) of the identified portfolio
is 61.8%.

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

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

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

RATING SENSITIVITIES

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

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

Downgrades, which are based on the identified portfolio, may occur
if the loss expectation is larger than initially assumed, due to
unexpectedly high levels of default and portfolio deterioration.
Due to the better metrics and shorter life of the identified
portfolio than the Fitch-stressed portfolio, the class B, D, E and
F notes each display a rating cushion of two notches and the class
C notes have a cushion of one notch.

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

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

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

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

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

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

DATA ADEQUACY

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

The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other nationally
recognised statistical rating organisations and/or European
securities and markets authority-registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk-presenting entities.

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

ESG Considerations

Fitch does not provide ESG relevance scores for Arcano Euro CLO I
DAC.

In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.

AVOCA CLO XX: Fitch Hikes Rating on Class E Notes to 'BB+sf'
------------------------------------------------------------
Fitch Ratings has upgraded Avoca CLO XX DAC's class B-1, B-2-R, C-R
and E notes and affirmed the others, as detailed below

   Entity/Debt              Rating           Prior
   -----------              ------           -----
Avoca CLO XX DAC

   A-1-R XS2417114712   LT AAAsf  Affirmed   AAAsf
   A-2-R XS2417114639   LT AAAsf  Affirmed   AAAsf
   B-1 XS1970747447     LT AA+sf  Upgrade    AAsf
   B-2-R XS2417115107   LT AA+sf  Upgrade    AAsf
   C-R XS2417115362     LT A+sf   Upgrade    Asf
   D-R XS2417115792     LT BBB+sf Affirmed   BBB+sf
   E XS1970749732       LT BB+sf  Upgrade    BBsf
   F XS1970749815       LT B-sf   Affirmed   B-sf

Transaction Summary

Avoca CLO XX DAC is a cash flow CLO comprising mostly of senior
secured obligations. The transaction is outside of its reinvestment
period and the portfolio is actively managed by KKR Credit Advisors
(Ireland).

KEY RATING DRIVERS

Stable Performance, Low Refinancing Risk: As per the last trustee
report dated 25 February 2025, the transaction is passing all
portfolio-profile, par-value and interest coverage tests. However,
it is failing the weighted average life (WAL) test. The transaction
is just below target par and there are no defaulted assets in the
portfolio. As calculated by the trustee, exposure to assets with a
Fitch-derived rating of 'CCC+' and below is 5.6% compared with a
limit of 7.5%. This is a 2.4% increase from the 2024 annual
review.

The transaction has low near- and medium-term refinancing risk,
with 2.1% of the portfolio maturing before end-2026, as calculated
by Fitch. Since the 2024 annual review, the class A-1-R notes have
paid down by about EUR43.6 million, leading to an increase in
credit enhancement available for all rated notes. The rating
actions reflect the stable performance and increase in credit
enhancement.

Large Cushion Supports Stable Outlooks: All of the notes have large
default-rate buffers to support their ratings and should be capable
of absorbing further defaults in the portfolio. The ratings also
reflect that the notes have sufficient levels of credit protection
to withstand deterioration in the credit quality of the portfolio
in stress scenarios that are commensurate with the ratings.

'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the underlying obligors at 'B'/'B-'. The Fitch-calculated weighted
average rating factor of the current portfolio, as calculated under
its latest criteria, is 25.58.

High Recovery Expectations: Senior secured obligations comprise
97.7% of the portfolio as calculated by the trustee. Fitch views
the recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch-calculated
weighted average recovery rate of the current portfolio was 60.6%.

Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. The top 10 obligor
concentration is 14%, and no obligor represents more than 1.7% of
the portfolio balance, as calculated by Fitch.

Transaction Outside Reinvestment Period: Although the transaction
exited its reinvestment period in January 2024, the manager can
reinvest unscheduled principal proceeds and sale proceeds from
credit impaired obligations subject to compliance with the
reinvestment criteria. However, as the WAL test is failing the
manager can only do so on a maintain-improve basis. Given the
manager's ability to reinvest, Fitch's analysis is based on a
stressed portfolio using the agency's matrix specified in the
transaction documentation.

Cash Flow Analysis: Fitch used a customised proprietary cash flow
model to replicate the principal and interest waterfalls and the
various structural features of the transaction, and to assess their
effectiveness, including the structural protection provided by
excess spread diverted through the par-value and interest-coverage
tests.

RATING SENSITIVITIES

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

Downgrades may occur if the build-up of the notes' credit
enhancement following amortisation does not compensate for a larger
loss expectation than initially assumed, due to unexpectedly high
levels of defaults and portfolio deterioration.

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

Upgrades may occur if the portfolio quality remains stable and the
notes start amortising, leading to higher credit enhancement across
the structure.

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

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

DATA ADEQUACY

Avoca CLO XX DAC

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

The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.

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

ESG Considerations

Fitch does not provide ESG relevance scores for Avoca CLO XX DAC.

In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.

CANYON EURO 2025-1: Fitch Assigns 'B-(EXP)sf' Rating to Cl. F Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Canyon Euro CLO 2025-1 DAC notes
expected ratings. The assignment of final ratings is contingent on
the receipt of final documents conforming to information already
reviewed.

   Entity/Debt                      Rating           
   -----------                      ------           
Canyon Euro CLO 2025-1 DAC

   Class A Loan                 LT AAA(EXP)sf Expected Rating

   Class A Notes XS2991887790   LT AAA(EXP)sf Expected Rating

   Class B Notes XS2991887956   LT AA(EXP)sf  Expected Rating

   Class C Notes XS2991888178   LT A(EXP)sf   Expected Rating

   Class D Notes XS2991888335   LT BBB-(EXP)sf Expected Rating

   Class E Notes XS2991888509   LT BB-(EXP)sf Expected Rating

   Class F Notes XS2991888764   LT B-(EXP)sf  Expected Rating

   Class Z Notes XS2991888921   LT NR(EXP)sf  Expected Rating

   Subordinated Notes
   XS2991889226                 LT NR(EXP)sf  Expected Rating

Transaction Summary

Canyon Euro CLO 2025-1 DAC is a securitisation of mainly senior
secured obligations (at least 90%) with a component of senior
unsecured, mezzanine, second-lien loans and high-yield bonds. Debt
proceeds will be used to purchase a portfolio with a target par of
EUR425 million.

The portfolio is actively managed by Canyon CLO Advisors LP. The
CLO has a reinvestment period of about 4.5 years and an 8.5-year
weighted average life (WAL) test at closing.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch places the
average credit quality of obligors at 'B'/'B-'. The Fitch weighted
average rating factor (WARF) of the identified portfolio is 24.8.

High Recovery Expectations (Positive): At least 90% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 64.2%.

Diversified Asset Portfolio (Positive): The transaction includes
various concentration limits, including a maximum exposure to the
three largest (Fitch-defined) industries in the portfolio of 40%
and a 10 largest obligors concentration limit of 20%. These
covenants ensure the asset portfolio will not be exposed to
excessive concentration.

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

Cash Flow Modelling (Positive): The WAL used for the transaction's
stress portfolio analysis is 12 months less than the WAL covenant
at the issue date to account for the strict reinvestment conditions
envisaged by the transaction after its reinvestment period. These
conditions include, among others, passing the coverage tests, the
Fitch WARF and the Fitch 'CCC' bucket limitation test after
reinvestment, as well as a WAL covenant that gradually steps down
over time, both before and after the end of the reinvestment
period. Fitch believes these conditions reduce the effective risk
horizon of the portfolio during the stress period.

RATING SENSITIVITIES

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

A 25% increase in the mean rating default rate (RDR) across all the
ratings, and a 25% decrease in the rating recovery rate (RRR)
across all ratings of the identified portfolio would have no impact
on the ratings of the notes.

Based on the actual portfolio, downgrades may occur if the loss
expectation is larger than initially assumed due to unexpectedly
high levels of default and portfolio deterioration. As the
identified portfolio has better metrics and a shorter life than the
Fitch-stressed portfolio, the class B, D and E notes display rating
cushions of two notches, the class C notes three notches, and the
class F notes five notches. The class A notes and the class A loan
display no rating cushion.

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

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

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

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

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

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

DATA ADEQUACY

Canyon Euro CLO 2025-1 DAC

The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.

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

ESG Considerations

Fitch does not provide ESG relevance scores for Canyon Euro CLO
2025-1 DAC.

In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.

CVC CORDATUS XII: Fitch Affirms 'Bsf' Rating on Class F Notes
-------------------------------------------------------------
Fitch Ratings has upgraded CVC Cordatus Loan Fund XII DAC class B,
C and E notes and affirmed the others, as detailed below.

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

   A-1-R XS2325581481   LT AAAsf  Affirmed   AAAsf
   A-2-R XS2325582299   LT AAAsf  Affirmed   AAAsf
   B-1-R XS2325582885   LT AA+sf  Upgrade    AAsf
   B-2-R XS2325583420   LT AA+sf  Upgrade    AAsf
   C-R XS2325584071     LT A+sf   Upgrade    Asf
   D XS1899142886       LT BBB+sf Affirmed   BBB+sf
   E XS1899143934       LT BB+sf  Upgrade    BBsf
   F XS1899143421       LT Bsf    Affirmed   Bsf

Transaction Summary

CVC Cordatus Loan Fund XII DAC is a cash flow CLO comprising mostly
senior secured obligations. The transaction is actively managed by
CVC Credit Partners European CLO Management LLP and exited its
reinvestment period in July 2023. At closing of the 2021
refinancing, the class A-1-R to C-R notes were issued and the
proceeds used to refinance the existing notes. The class D, E and F
and the subordinated notes were not refinanced.

KEY RATING DRIVERS

Amortising Transaction: The class A-1-R notes have paid down by 9%
since the transaction refinanced in March 2021. The upgrades of the
class B, C and E notes reflect increased credit enhancement (CE)
resulting from the repayment of the class A-1-R notes, and the
strong break-even default-rate cushions, which have improved since
its last review.

Stable Performance, Deleveraging: As per the last trustee report
dated 10 January 2025, the transaction is failing the weighted
average life (WAL) test and Fitch 'CCC' obligations limit. The
transaction is currently 0.04% above target par. The transaction
has 7.9% of assets with a Fitch-derived rating of 'CCC+' and below,
versus a limit of 7.5%, as reported by the trustee. As per the last
trustee report, the portfolio has no defaulted assets. The
transaction started to deleverage in November 2023.

Low Refinancing Risk: The transaction has low near- and medium-term
refinancing risk, with 3.9% of the portfolio maturing before
end-2026, as calculated by Fitch.

'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the underlying obligors at 'B'/'B-'. The Fitch-calculated weighted
average rating factor of the current portfolio is 34.9, as reported
by the trustee.

High Recovery Expectations: Senior secured obligations comprised
91.4% of the portfolio, as per the latest trustee report. Fitch
views the recovery prospects for these assets as more favourable
than for second-lien, unsecured and mezzanine assets. The
Fitch-calculated weighted average recovery rate (WARR) of the
current portfolio was 63.1%, as reported by the trustee.

Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. The top 10 obligor
concentration, as calculated by Fitch, is 16.6%, and no obligor
represents more than 2.2% of the portfolio balance. The exposure to
the three-largest Fitch-defined industries is 27.5% as calculated
by Fitch. Fixed-rate assets as reported by the trustee are at 10%
of the portfolio balance, which is within the current limit of
10%.

Deviation from MIRs: The class B and F notes' ratings are one notch
below their model-implied ratings (MIR). The deviations reflect
insufficient cushions at their MIRs and uncertain macro-economic
conditions that may result in a deteriorating portfolio credit
profile.

Cash Flow Analysis: Fitch used a customised proprietary cash flow
model to replicate the principal and interest waterfalls and the
various structural features of the transaction, and to assess their
effectiveness, including the structural protection provided by
excess spread diverted through the par-value and interest-coverage
tests.

Transaction Outside Reinvestment Period: The transaction exited its
reinvestment period in July 2023, and the most senior notes are
deleveraging as not all proceeds are reinvested. The manager can
reinvest unscheduled principal proceeds and sale proceeds from
credit improved/impaired obligations after the reinvestment period,
subject to compliance with the reinvestment criteria. Since Fitch's
last rating action in April 2024, the transaction has started
failing the Fitch 'CCC' and WAL test. However, the manager can
continue to reinvest on a maintain and improve basis.

Given the manager's ability to reinvest, Fitch's analysis is based
on a stressed portfolio using its collateral quality matrix
specified in the transaction documentation. Fitch also applied a
haircut of 1.5% to the WARR as the calculation of the WARR in the
transaction documentation is not in line with its latest CLO
Criteria.

Cash Flow Analysis: Fitch used a customised proprietary cash flow
model to replicate the principal and interest waterfalls and the
various structural features of the transaction, and to assess their
effectiveness, including the structural protection provided by
excess spread diverted through the par-value and interest-coverage
tests.

RATING SENSITIVITIES

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

Based on the current portfolio, downgrades may occur if its loss
expectation is larger than initially assumed, due to unexpectedly
high levels of defaults and portfolio deterioration.

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

Upgrades may occur on stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread available to cover losses in the remaining portfolio.

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

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

DATA ADEQUACY

CVC Cordatus Loan Fund XII DAC

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

The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.

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

ESG Considerations

Fitch does not provide ESG relevance scores for CVC Cordatus Loan
Fund XII DAC.

In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.

CVC CORDATUS: Fitch Assigns 'B+sf' Final Rating on Class F-R Notes
------------------------------------------------------------------
Fitch Ratings has assigned CVC Cordatus Opportunity Loan Fund-R
DAC's notes final ratings, as detailed below.

   Entity/Debt                   Rating               Prior
   -----------                   ------               -----
CVC Cordatus Opportunity
Loan Fund-R DAC

   Class A XS2763024002      LT PIFsf  Paid In Full   AAAsf
   Class A-R XS3020835339    LT AAAsf  New Rating     AAA(EXP)sf
   Class B-1 XS2763024267    LT PIFsf  Paid In Full   AAsf
   Class B-2 XS2763024424    LT PIFsf  Paid In Full   AAsf
   Class B-R XS3020835685    LT AAsf   New Rating     AA(EXP)sf
   Class C XS2763024770      LT PIFsf  Paid In Full   Asf
   Class C-R XS3020836063    LT Asf    New Rating     A(EXP)sf
   Class D XS2763024937      LT PIFsf  Paid In Full   BBB-sf
   Class D-R XS3020836220    LT BBB-sf New Rating     BBB-(EXP)sf
   Class E XS2763025157      LT PIFsf  Paid In Full   BB-sf
   Class E-R XS3020836576    LT BBsf   New Rating     BB(EXP)sf
   Class F XS2763025314      LT PIFsf  Paid In Full   B+sf
   Class F-R XS3020836733    LT B+sf   New Rating     B+(EXP)sf

Transaction Summary

CVC Cordatus Opportunity Loan Fund-R DAC is an arbitrage cash flow
CLO serviced by CVC Credit Partners Investment Management Limited
that originally closed in March 2024. Net proceeds from the
issuance of the refinancing notes have been used to redeem all
outstanding notes but the subordinated ones and purchase a static
pool of primarily secured senior loans and bonds, with a target par
of EUR500 million.

KEY RATING DRIVERS

'B'/'B-' Portfolio Credit Quality (Neutral): Fitch places the
average credit quality of obligors at 'B'/'B-'. The Fitch weighted
average rating factor (WARF) of the identified portfolio is 26.1.

High Recovery Expectations (Positive): The portfolio comprises 100%
senior secured obligations and first-lien loans. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 59.8%.

Diversified Portfolio Composition (Positive): The three largest
industries comprise 31.6% of the portfolio balance, the top 10
obligors represent 10.9% of the portfolio balance and the largest
obligor represents 1.2% of the portfolio.

Static Portfolio (Positive): The transaction does not have a
reinvestment period and discretionary sales are not permitted.
Fitch's analysis is based on the identified portfolio, which it
stressed by applying a one-notch reduction to all obligors with a
Negative Outlook (floored at 'CCC-'), which is 3.8% of the
identified portfolio. After the adjustment on Negative Outlook, the
WARF of the portfolio would be 26.9.

Deviation from MIRs: The class B-R, C-R, E-R and F-R notes are
rated one notch below their model-implied ratings (MIR), and the
class D-R notes are rated two notches below their MIR, due to
insufficient break-even default-rate cushions within the
Fitch-stressed portfolio at their MIRs, given uncertain
macro-economic conditions that increase default risk.

RATING SENSITIVITIES

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

A 25% increase of the mean default rate (RDR) across all ratings
and a 25% decrease of the recovery rate (RRR) across all ratings of
the identified portfolio would lead to two-notch downgrades for the
class A-R, B-R, C-R and E-R notes and one notch for the class D-R
notes.

Based on the current portfolio, downgrades may occur if the loss
expectation is larger than initially assumed due to unexpectedly
high levels of default and portfolio deterioration. As the current
portfolio has a better WARF than the Negative Outlook portfolio and
because of the model deviations, the class B-R to F-R notes display
rating cushions of at least one notch.

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

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

A 25% reduction of the mean RDR across all ratings and a 25%
increase in the RRR across all ratings of the Fitch-stressed
portfolio would lead to upgrades of up to three notches, except for
the tranches rated 'AAAsf', which is the highest level on Fitch's
scale and cannot be upgraded. Upgrades may also occur in the event
of better-than-expected portfolio credit quality and deal
performance, and continued amortisation leading to higher credit
enhancement and excess spread being available to cover losses in
the remaining portfolio.

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

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

DATA ADEQUACY

CVC Cordatus Opportunity Loan Fund-R DAC

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

The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.

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

ESG Considerations

Fitch does not provide ESG relevance scores for CVC Cordatus
Opportunity Loan Fund-R DAC. In cases where Fitch does not provide
ESG relevance scores in connection with the credit rating of a
transaction, programme, instrument or issuer, Fitch will disclose
any ESG factor that is a key rating driver in the key rating
drivers section of the relevant rating action commentary.



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

ITELYUM REGENERATION: S&P Affirms 'B' ICR on Debt Refinancing
-------------------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term issuer credit rating
on Itelyum Regeneration SpA and assigned its 'B' issue rating and
'3' recovery rating to the group's proposed EUR700 million senior
secured notes.

The stable outlook reflects S&P's view that 12% revenue growth in
2025 and a recovery in S&P Global Ratings-adjusted EBITDA margins
toward 18.5% will lead to S&P Global Ratings-adjusted leverage
around 7x by year-end 2025, comfortably positive free operating
cash flow (FOCF) above EUR30 million, and funds from operations
(FFO) cash interest coverage above 2.5x.

Itelyum is a leading provider of hazardous waste services in Italy,
with an expansion in Europe started in 2024. It is expected to post
S&P Global Ratings-adjusted EBITDA of EUR105 million in 2024.

Itelyum is looking to raise EUR700 million senior secured notes and
enter into a new super senior revolving credit facility (RCF) of
EUR100 million. The proceeds of the notes will be used to refinance
the group's existing capital structure maturing in 2026.

The rating action follows Itelyum's announcement that it plans to
issue EUR700 million senior secured notes to refinance its existing
capital structure. S&P's understanding is that the notes will be
split in fixed rate and floating rate tranches, with maturities
between five and seven years.

The proceeds will be used to:

-- Repay the existing EUR510 million senior secured notes due in
October 2026;

-- Repay EUR48 million drawings under the current EUR110 million
RCFs (EUR50 million super senior RCF and EUR60 million unsecured
RCF); and

-- Pay EUR11 million of transaction fees.

In addition, the company intends to enter into a new super senior
RCF of EUR100 million with a 4.5-year maturity. The existing two
local unsecured RCFs in Italy totalling EUR60 million of
commitments maturing in 2026 (and fully undrawn at the time of the
transaction) will be cancelled.

S&P said, "We forecast an acceleration in revenue growth in 2025
and 2026. We expect Itelyum's revenue will grow by 12% annually,
with organic growth amounting to about 5%-7%. The main driver will
be the strong recovery in purification sales with higher volumes
and prices. This business line experienced significant diverse
issues in 2024 (mainly quality of production but also higher energy
and shipping costs), which have abated. We also expect the
environment division revenue to grow as Itelyum benefits from price
increases based on contracts' inflation indexation clause, price
renegotiations, and higher volumes driven by commercial wins. The
group's increased offering (with expansion in recent years into the
Waste to Energy business and port wastewater treatment) allows it
to capitalize on its one-stop-shop positioning and cross-sell its
services to clients. The regeneration division should see a small
decline in revenue in 2025 due to lower oil and energy prices,
followed by a stabilization in 2026. Last, we expect acquisitions
to add about 5%-7% annually to the revenue base.

"We project a recovery in profitability in 2025 and 2026, driven by
the higher top line and lower exceptional costs. We forecast S&P
Global Ratings-adjusted EBITDA margins will increase by 130 basis
points (bps) to 18.7% in 2025 and by another 80 bps in 2026 to
19.5%, after a dip to 17.4% in 2024. The main driver in 2025 will
be a decline in exceptional costs to EUR16 million from EUR25
million in 2024, which was largely impacted by the purification
division problems, leading to various provision and sales discounts
granted to clients. In addition, the increased revenue for this
division will have a positive impact on profitability thanks to
operating leverage. We expect the environment business'
profitability to also benefit from higher revenue and the
integration of realized acquisitions in coming years. On the other
side, the regeneration business will see pressure on its margins,
given that it now has to buy the carbon dioxide emissions
allowances that it was receiving for free.

"We expect that FOCF will remain comfortably positive at EUR30
million-EUR35 million in 2025 and 2026 . EBITDA growth will support
an increase from EUR24 million in 2024. We expect capital
expenditure (capex) to revenue will increase to 5.5% from about 5%
in 2024, to support expansion projects as maintenance capex remain
stable around 2% of revenue. In our view, working capital outflows
will remain relatively limited at EUR10 million annually, due to
revenue growth."

Despite re-leveraging due to the underperformance of the
purification division in 2024 and the transaction, ratings headroom
remains adequate. S&P Global Ratings-adjusted leverage increased to
6.7x at year-end 2024, from 5.8x at year-end 2023, due to higher
debt to finance acquisitions and a EUR5 million decline in our
adjusted EBITDA figure due to the difficulties of the purification
division. S&P said, "Going forward, we forecast adjusted leverage
of 6.9x by year-end 2025 (broadly in line with 2024), declining to
5.8x by year-end 2026. Compared to our earlier expectations, the
proposed transaction will slow deleveraging because the gross debt
quantum will increase by EUR190 million. Nevertheless, we project
that FFO cash interest coverage will remain solidly above 2x. This
is in spite of the sharp increase in cash interest paid since the
EUR510 million existing notes had a fixed coupon rate of 4.625%.
With EUR140 million of cash on the balance sheet expected at
December 2024, pro forma for this transaction, and a fully undrawn
EUR100 million super senior RCF, we expect Itelyum will continue
its acquisitive policy in coming years, further strengthening its
market shares in the environment business in Italy and expanding
its operations in Europe.

"The stable outlook reflects our view that 12% revenue growth in
2025 and a recovery in S&P Global Ratings-adjusted EBITDA margins
toward 18.5% will lead to S&P Global Ratings-adjusted leverage
around 7x by year-end 2025, comfortably positive FOCF above EUR30
million, and FFO cash interest coverage above 2.5x.

"We could lower the rating if Itelyum's FOCF turns sustainably
negative or EBITDA materially declined due to adverse operating
developments. We could also take a negative rating action if the
group undertakes significant debt-funded acquisitions, such that
FFO cash interest coverage falls below 2.0x on a sustained basis.

"We see a limited near-term rating upside potential due to
Itelyum's elevated leverage and financial sponsor ownership.
However, we could consider a positive rating action if the group
significantly continues the internationalization of its operations,
in tandem with strong EBITDA growth, resulting in adjusted leverage
falling to about 5x sustainably. In such a scenario, we would also
expect to see continued positive and substantial FOCF, alongside a
commitment from the financial sponsor to maintain leverage at about
5x."




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

ALTISOURCE PORTFOLIO: Deer Park Holds 17.3% Equity Stake
--------------------------------------------------------
Deer Park Road Management Company, LP, Deer Park Road Management
GP, LLC, Deer Park Road Corp, Craig-Scheckman Michael, AgateCreek
LLC, and Burg Scott Edward disclosed in Amendment No. 9 of a
Schedule 13D filing with the U.S. Securities and Exchange
Commission that as of February 2, 2025, they beneficially own
15,092,491 shares of Altisource Portfolio Solutions S.A.'s common
stock, representing 17.3% of the 87,015,742 shares outstanding as
of February 24, 2025.

                         About Altisource

Headquartered in Luxembourg, Altisource Portfolio Solutions S.A.
--
https://www.Altisource.com/ -- is an integrated service provider
and marketplace for the real estate and mortgage industries.
Combining operational excellence with a suite of innovative
services and technologies, Altisource helps solve the demands of
the ever-changing markets it serves.

As of September 30, 2024, Altisource had $144.5 million in total
assets, $293.2 million total liabilities, and $148.7 million in
total deficit.

                             *   *   *

In March 2025. S&P Global Ratings raised its issuer credit rating
on Altisource Portfolio Solutions S.A. to 'CCC+' from 'SD'.

S&P said, "We also assigned our 'B' issue-level rating and '1'
recovery rating to the new $12.5 million senior secured debt
(super
senior facility), 'CCC-' issue-level rating and '6' recovery
rating
to the new $160 million senior subordinated debt (new first lien
loan), and withdrew our ratings on the company's exchanged senior
secured term loan, which was rated 'D'.

"The stable outlook reflects our expectation that over the next 12
months, while we expect Altisource to generate positive cash flow
from operations, we believe its liquidity will remain constrained
and the company will remain dependent on favorable financial and
economic conditions to meet its financial commitments.

ALTISOURCE PORTFOLIO: PhenixFIN Holds 5.03% Equity Stake
--------------------------------------------------------
PhenixFIN Corp disclosed in a Schedule 13G filing with the U.S.
Securities and Exchange Commission that as of February 19, 2025, it
beneficially owns 4,377,440 shares of Altisource Portfolio
Solutions S.A.'s common stock, representing 5.03% of the 87,015,742
shares outstanding as of February 28, 2025.

                         About Altisource

Headquartered in Luxembourg, Altisource Portfolio Solutions S.A.
--
https://www.Altisource.com/ -- is an integrated service provider
and marketplace for the real estate and mortgage industries.
Combining operational excellence with a suite of innovative
services and technologies, Altisource helps solve the demands of
the ever-changing markets it serves.

As of September 30, 2024, Altisource had $144.5 million in total
assets, $293.2 million total liabilities, and $148.7 million in
total deficit.

                             *   *   *

In March 2025. S&P Global Ratings raised its issuer credit rating
on Altisource Portfolio Solutions S.A. to 'CCC+' from 'SD'.

S&P said, "We also assigned our 'B' issue-level rating and '1'
recovery rating to the new $12.5 million senior secured debt
(super
senior facility), 'CCC-' issue-level rating and '6' recovery
rating
to the new $160 million senior subordinated debt (new first lien
loan), and withdrew our ratings on the company's exchanged senior
secured term loan, which was rated 'D'.

"The stable outlook reflects our expectation that over the next 12
months, while we expect Altisource to generate positive cash flow
from operations, we believe its liquidity will remain constrained
and the company will remain dependent on favorable financial and
economic conditions to meet its financial commitments.

CHRYSAOR BIDCO: Moody's Hikes CFR to B2 & Alters Outlook to Stable
------------------------------------------------------------------
Moody's Ratings upgraded Chrysaor Bidco S.a r.l's ("Alter Domus" or
"the company") long-term corporate family rating to B2 from B3 and
the probability of default rating to B2-PD from B3-PD.
Concurrently, Moody's upgraded to B2 from B3 the company's
instrument ratings for the EUR1.35 billion equivalent senior
secured term loan B (TLB), the EUR100 million equivalent senior
secured delayed draw term loan (DDTL) as well as to the EUR200
million senior secured revolving credit facility (RCF) issued at
Chrysaor Bidco S.a r.l. The outlook was changed to stable from
positive.

RATINGS RATIONALE

The upgrade to B2 reflects Alter Domus' continued strong operating
performance in 2024 with faster deleveraging pace than Moody's
expectations and that the company is building track record of
prudent financial policy and measured growth plan in line with a B2
rating level expectations.

Alter Domus revenues grew organically by 18% in 2024 while the
company's-defined EBITDA margin improved by 2 percentage points to
32.7% from 30.6% in 2023. The outsourcing trend towards specialized
providers of alternative asset funds' back and middle office
operations continued in 2024 (80% of 2024 revenue) despite
continued softness in net funds flow and created number of funds.
Alter Domus's strong market position in Europe, especially in
Luxembourg, and North America (around 40% of revenue each)
supported the company's strong pricing initiatives and costs
controls and margin improvement. This resulted in Moody-adjusted
gross leverage decreasing to around 6.4x in 2024 (preliminary) from
around 8.5x in 2023 (pro forma for the new capital structure),
faster pace than anticipated by the rating agency, with positive
Moody's-adjusted FCF around 1% in 2024 (pro forma for the new
capital structure).

Alter Domus' deleveraging pace further benefitted from the absence
of debt-funded M&A activity in the first year following the
leveraged buyout by Cinven, announced in March 2024 and closed in
October 2024. The company focused on internal improvement
initiatives and organic investments in technology especially in
their Data, analytics and processing segment.

Alter Domus' leverage flexibility under the documentation as well
as their financial policy of company defined net leverage below
5.0x would allow the company to pursue more aggressive debt-funded
growth in a still high growth consolidating industry with valuation
multiples above 15x EV/EBITDA. Moody's-adjusted Debt/EBITDA of 6.4x
in FY2024 compares to 4.6x company net leverage. In the B2 rating
Moody's expects measured growth and balanced M&A funding mix
supported by the company's strong FCF generation capacity.

The B2 CFR is further supported by Alter Domus' recurring revenues,
which usually service a fund over its lifetime (on average 12-15
years); good quality of service and long-lasting customer
relationships with most major alternative asset managers; good
inflation pass-through mechanisms; around 19% organic annual
revenue growth between 2016-2024; solid profitability, although
some volatility is expected due to fast topline ramp-up; good
liquidity and long-dated maturity profile.

The CFR is constrained by Alter Domus' high financial leverage of
around 6.4x Moody's-adjusted gross leverage as well as still
limited FCF generation of around 1% FCF/Debt (FY2024 pro forma for
new capital structure) burdened by high one-off expenses for
margin-enhancing initiatives, growth capex and the leveraged
capital structure. Also there is a risk of increased competition in
the consolidating industry or pricing pressure resulting in lower
margins, although Moody's have not observed such developments yet.

OUTLOOK

Moody's expects Alter Domus' leverage to further decrease below
6.0x in 2025 supported by the company's strong organic growth
capacity and high margins with FCF/Debt increasing further towards
mid single digit percentage levels. Moody's also expects continued
track record of prudent financial policy with measured growth pace
and balanced M&A funding mix.

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

Factors that could lead to an upgrade:

-- Strong topline and earnings growth or a shift to a more
conservative financial policy

-- Debt/EBITDA decreases sustainably towards 5.0x

-- EBITA/Interest being above 2.5x

-- FCF/Debt above mid-single digit percentage levels

Factors that could lead to a downgrade:

-- Structural margin deterioration from current levels signaling
losing market share, increased competition or service quality
issues

-- Debt/EBITDA remains around or above 6.5x without prospects of
swift deleveraging

-- EBITA/Interest decreases below 2.0x on a sustained basis

-- Sustained reduction in free cash flow generation or
deteriorating liquidity

-- More aggressive financial policy or M&A activity

LIQUIDITY

Alter Domus' liquidity is good. It benefits from the EUR200 million
undrawn RCF maturing in 2031 and unrestricted cash of around EUR82
million as of December 2024. The company also has access to the
EUR100 million DDTL. Moody's expects positive FCF generation and
cash build-up in the next 12-18 months. There are no significant
short-term maturities. The EUR1.35 billion equivalent TLB matures
in 2031. The RCF is constrained by a springing senior secured net
leverage covenant at 10.2x (as per SFA definition) tested if drawn
by more than 40%. Moody's expects compliance with the covenant.

STRUCTURAL CONSIDERATIONS

Moody's rates the EUR1.35 billion equivalent TLB (both EUR640
million and $777.5 million tranches) and EUR200 million RCF at B2
in line with the CFR. They rank pari passu and share the same
security, including mainly share pledges and intercompany
receivables and are guaranteed by 80% of company's EBITDA. Alter
Domus has an additional EUR100 million equivalent senior secured
delayed drawn term loan to be available for 24 months after closing
and be fungible to the TLB if drawn (EUR47.4 million and $57.5
million tranches). Moody's understands there are no other
significant debt instrument in the structure and the above
instruments account for the majority of debt.

METHODOLOGY

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

COMPANY PROFILE

Chrysaor Bidco S.a r.l (Alter Domus) is a Luxembourg based provider
of middle and back office solutions for fund administration (mainly
alternatives) and debt capital markets as well as data analytics.
It is majority owned by private-equity firm Cinven after a buyout
in 2024. Minority shareholders include the founders, management as
well as private-equity firm Permira who share the remaining
ownership.

The company's service covers 23 countries and it employs around
5,000 people. The company generated around EUR842 million of
revenues and around EUR276 million of EBITDA (company adjusted) in
2024.

RADAR BIDCO: Moody's Affirms 'B2' CFR & Alters Outlook to Positive
------------------------------------------------------------------
Moody's Ratings has affirmed airport logistics services provider
Radar Bidco SARL's (Swissport or the company) B2 corporate family
rating, B2-PD probability of default rating and B2 senior secured
bank credit facilities ratings. Moody's also changed the outlook to
positive from stable.

"The positive outlook on Swissport reflects its solid performance
in 2024, ahead of Moody's previous base case, as well as Moody's
expectations of improvements in free cash flow in 2025 on the back
of further cost efficiencies, resilient air traffic and lower cost
of debt" says Frederic Duranson, a Moody's Ratings Vice President
-- Senior Analyst and lead analyst for Swissport.

RATIONALE

Swissport's B2 CFR reflects the company's (i) leading market
positions in ground and cargo handling for airlines and freight
forwarders respectively; (ii) high degree of geographic and
customer diversification, with contracts set at airport or even
activity level; and (iii) solid contractual protection from
inflation in labour costs (two thirds of revenue) on 85% of
contracts. The long-term growth in air traffic supports Swissport's
volume of activity.

Conversely, Swissport's CFR also incorporates (i) the competitive
market environment, with operational performance really critical
given switching costs are not overly high; (ii) exposure to airline
and freight forwarders' profitability, which influences Swissport's
pricing power; and (iii) high employee turnover (20–25% per
annum) by cross-industry standards, and tight labour markets
creating ongoing challenges in recruitment and retention which
could adversely impact service levels. Swissport has navigated
these challenges successfully in the past couple of years, as
evidenced by its contract retention and win rates.

Even as air passenger traffic growth abates and geopolitical risks
loom, Swissport's trading outlook remains supportive. The company
is not exposed to short-term reductions in airline ticket yields or
load factors and airlines would need to cut schedules for the
company's volumes to reduce. In Cargo, trade tensions and the
macroeconomic environment present a challenge but long-term growth
in e-commerce, the higher reliability of air cargo compared to
maritime shipping, and the resilience of air-transported goods to
tariffs will continue to support volume growth. In 2024, Swissport
reached a Moody's-adjusted EBITDA of EUR461 million from EUR337
million a year earlier and ahead of Moody's expectations. As a
result, Moody's-adjusted gross debt/EBITDA has declined to 4.4x in
December 2024 from 4.9x in 2023, pro forma for the April 2024
recapitalisation.

Moody's forecasts that Moody's adjusted leverage will decline below
4.0x in 2025 on the back of EBITDA growth. In addition to Moody's
conservative assumptions of modest revenue growth, various
additional cost savings will support higher EBITDA. They come from
fixed costs leverage, AI-based tools enhancing recruitment and
staff planning and better billing of services. Swissport is also
cash generative, with EUR35 million of Moody's-adjusted free cash
flow (FCF, after interest and minority dividends) in 2024. Moody's
expects a sustainable improvement to above EUR70 million from 2025
thanks to EBITDA growth, and lower one-off and interest costs.

LIQUIDITY

Swissport's liquidity is good. It mostly reflects the company's
high cash balance of EUR470 million at the end of 2024, which
provides a comfortable cushion above the company's peak seasonal
working capital requirements of EUR150–200 million. This also
provides the company with optionality to fund bolt-on M&A for
example. Swissport also has a EUR250 million revolving credit
facility (RCF) maturing in 2030. Moody's expects ample headroom
under Swissport's springing senior secured net leverage covenant.

STRUCTURAL CONSIDERATIONS

The B2 ratings on the EUR750 million and $600 million senior
secured term loan B tranches and pari passu-ranking RCF, in line
with the CFR, reflect the first-lien only capital structure, also
including smaller debt instruments worth under EUR150 million in
aggregate, borrowed by operating companies.

RATING OUTLOOK

The positive outlook reflects Moody's expectation of improving free
cash flow generation, underpinned by resilient air passenger
traffic growth globally, cost savings execution and a reduction in
interest costs. Further, the positive outlook assumes deleveraging
below 4.0x Moody's-adjusted debt/EBITDA in the next 12 months and
no debt-funded acquisitions or shareholder returns.

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

Moody's could upgrade Swissport's ratings if:

-- Swissport maintains solid operational execution, including high
reliability, contract renewals and labour management, leading to
revenue and organic EBITDA growth in mid-single-digit percentage
and,

-- Moody's-adjusted leverage decreases sustainably below 4.0x
and,

-- Moody's-adjusted FCF/debt is sustainably above 5% while
liquidity remains good and,

-- Moody's-adjusted EBITA/Interest expense reaches 2.5x on a
sustainable basis and,

-- There are no debt-funded shareholder distributions or
acquisitions.

Conversely, downward pressure on Swissport's ratings could
materialise if:

-- There is evidence of reliability or other operational issues
leading to significant contract losses or EBITDA stalling or
declining or,

-- Moody's-adjusted gross debt/EBITDA increases sustainably above
5.5x or,

-- FCF is negative or the cash position deteriorates below EUR200
million on average over the year, or

-- Moody's-adjusted EBITA/Interest expense is not at least 1.5x on
a sustainable basis.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Swissport provides ground handling and cargo handling services to
airlines, freight forwarders and other customers at nearly 300
airports in 45 countries across the world. In 2024, the company
generated revenue of EUR3.7 billion and EBITDA before exceptional
items of EUR513 million. Since its debt restructuring in 2021,
Swissport has been owned by former lenders including Strategic
Value Partners and Ares Management.



=================
M A C E D O N I A
=================

NORTH MACEDONIA: Fitch Affirms 'BB+' Long-Term IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has affirmed North Macedonia's Long-Term
Foreign-Currency Issuer Default Rating (IDR) at 'BB+' with a Stable
Outlook.

Key Rating Drivers

Rating Fundamentals: North Macedonia's 'BB+' rating is supported by
a record of credible and consistent macroeconomic policies that
underpin the longstanding de facto exchange rate peg to the euro,
more favourable governance indicators than peer medians, and
commitment to an EU accession process that acts as a reform anchor
over the medium term. Set against these factors are the high
banking sector euroisation, higher net external debt compared to
peers, high structural unemployment, and weak productivity growth.

Large Fiscal Deficits: North Macedonia posted a general government
deficit of an estimated 4.6% of GDP in 2024, slightly short of the
revised target of 4.9% but above the estimated current 'BB' median
of 3%. This was primarily due to stronger than projected revenues
(reflecting strong economic and wage growth) and some
under-execution of capex. Fitch expects a largely unchanged deficit
in 2025, given the projected ramping up of capex and normalisation
of pension and social security expenditure (after large fixed
increases in 2024 and 1Q25). Moderate increases in the revenue base
resulting from electronic invoicing progress and unlocking of
around 0.2pp of GDP in grants from the Western Balkans Growth Plan
(WBGP) will contribute to a decline in the deficit to 4% by 2026.

Lack of Fiscal Anchor: Authorities have failed to adopt full
implementation of the Organic Budget Law (OBL) in 2025 and have
signalled adoption will start in 2026. The 2025 budget formally
targets a 4% of GDP deficit, which would be above the OBL-envisaged
limit of 3%. Authorities attribute large capex and defence spending
needs in 2025 as limiting the pace of fiscal consolidation. In
Fitch's view, the absence of a firm fiscal anchor constrains fiscal
policy credibility.

North Macedonia drew down a total of EUR265 million (1.7% of 2024
GDP) from the two-year IMF Precautionary Liquidity Line, which
expired in November 2024. Fitch understands that a new IMF
programme is not currently under discussion.

Debt Reduction Unlikely: Gross general government debt (GGGD) grew
by 26% in nominal terms over 2023-24, but a revision of 2023
nominal economic growth meant the increase in proportion of GDP
terms was lower than previously estimated. GGGD/GDP was 53.8% as of
end-2024, in line with peer medians. In January 2025, the
authorities fully repaid a EUR500 million (3% of 2025F GDP)
Eurobond by raising a sovereign loan from Hungary. Another EUR500
million loan from Hungary, secured in October 2024, is being used
for budgetary and on-lending purposes through the Development Bank
of North Macedonia. Fitch expects that a EUR700 million Eurobond
maturing in June 2026 will be refinanced on international markets.

Fitch's baseline medium-term projections show GGGD exceeding 58% of
GDP by 2029. This is due to ongoing primary deficits, and growth
gradually slowing towards medium-term potential. About 45% of
external government debt is owed to multilateral and bilateral
creditors. As of 2024, about 67% of GGGD is FX-denominated, mostly
in euros, minimising exchange rate risks due to the denar's de
facto peg with the euro.

Stable Growth: Despite external headwinds, real GDP growth reached
2.8% in 2024, exceeding estimates due to strong government spending
and investment. As the government ramps up spending on the flagship
8/10d road corridors (connecting North Macedonia with neighbouring
countries) in 2025-26, Fitch projects growth peaking at 4% in 2026.
The investment pipeline remains strong, but weak productivity
growth (annual average of 0.6% in 2021-24) and poor demographics
will constrain medium-term growth.

Strong FDI Inflows: Following a small surplus in 2023, the current
account recorded a deficit of 2.3% of GDP in 2024, in line with the
preceding 10-year average. This reflects a worsening of the trade
balance due to slower external demand as well as a smaller
secondary income surplus. Net FDI soared to a 17-year high of 7.1%
of GDP in 2024, reflecting robust investments in free economic
zones. Fitch expects continued adequate net FDI coverage of the
current account deficits, which are projected to average 2.8% of
GDP in 2025-26.

Credible Currency Peg: North Macedonia's net external debt/GDP, at
24.2%, was above the 'BB' peer median by about 10pp in 2024. This
primarily reflects the large stock of inter-company loans related
to FDI in private sector external debt. Fitch projects
international reserves to average 4.3 months of current external
payments in 2025-26, supporting the de facto euro peg. The external
liquidity ratio remains strong, estimated at 168.4% as of
end-2024.

High Unemployment, Strong Wage Growth: Unemployment remains
structurally high (end-2024: 11.9%) due to skills shortages and
uneven regional economic development, while the population declined
by 9.3% during 2004-2023. Wage growth is strong, averaging 13%
annually in 2022-24, resulting in some of the highest wages in the
Western Balkans region (in PPP-adjusted terms). However, this has
not adversely impacted competitiveness. Strong wage growth and
increased domestic demand are among domestic drivers of inflation,
which averaged 4.2% in 2024 (HICP), coupled with robust private
sector credit growth (2024: 11.2%).

Stable Banking Sector: The banking sector is profitable (3Q24:
return on average equity of 20.2%), well-capitalised (Tier 1
capital ratio of 18.2%), with sound liquidity, adequate asset
quality (non-performing loan ratio of 2.9%) and moderate provision
levels. Deposit euroisation is relatively high, at 40.6% as of
3Q24, representing a decline from the 2022 peak of 44.5%, but this
is partly countered by a broadly matched proportion of
foreign-currency (euro) denominated loans.

Slow Progress with EU Accession: There has been no notable progress
with EU accession talks, given the continued Bulgarian insistence
on constitutional changes by North Macedonia to formally recognise
Bulgarians as an ethnic minority. Nevertheless, relations with most
EU members remain positive, and Fitch expects the country to unlock
the first tranche of the total envelope of EUR750 million (4.6% of
GDP) WBGP funds in 2025.

ESG - Governance: North Macedonia has an ESG Relevance Score (RS)
of '5[+]' for both Political Stability and Rights and for the Rule
of Law, Institutional and Regulatory Quality, and Control of
Corruption. These scores reflect the high weight that the World
Bank Governance Indicators (WBGI) have in its proprietary Sovereign
Rating Model. North Macedonia has a medium WBGI ranking at the 51st
percentile, reflecting a recent record of peaceful political
transitions, a moderate level of rights for participation in the
political process, moderate institutional capacity, established
rule of law, and a moderate level of corruption.

RATING SENSITIVITIES

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

Public Finances: Failure to implement a credible fiscal
consolidation strategy that results in a stabilisation of the
GGGD/GDP trajectory in the medium term.

External Finances: Pressure on foreign-currency reserves and/or the
de facto currency peg against the euro, caused by a marked
deterioration in the external position.

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

Public Finances: A sharp and sustained decline in GGGD/GDP
consistent with an improvement in fiscal management and policy
credibility.

Structural/Macro: Improvement in medium-term growth prospects
and/or governance standards, for example, through demonstrated
progress towards EU accession.

Sovereign Rating Model (SRM) and Qualitative Overlay (QO)

Fitch's proprietary SRM assigns North Macedonia a score equivalent
to a rating of 'BB' on the Long-Term Foreign-Currency (LT FC) IDR
scale.

Fitch's sovereign rating committee adjusted the output from the SRM
to arrive at the final LT FC IDR by applying its QO, relative to
SRM data and output, as follows:

Macro: +1 notch, to reflect the deterioration in the SRM output
driven by the pandemic shock and the high inflation stemming from
the war in Ukraine. The deterioration of the GDP volatility
variable and the jump in inflation reflect very substantial and
unprecedented exogenous shocks that have hit the vast majority of
sovereigns, and Fitch currently believes that North Macedonia has
the capacity to absorb them without lasting effects on its
long-term macroeconomic stability.

Fitch's SRM is the agency's proprietary multiple regression rating
model that employs 18 variables based on three-year centred
averages, including one year of forecasts, to produce a score
equivalent to a LT FC IDR. Fitch's QO is a forward-looking
qualitative framework designed to allow for adjustment to the SRM
output to assign the final rating, reflecting factors within its
criteria that are not fully quantifiable and/or not fully reflected
in the SRM.

Country Ceiling

The Country Ceiling for North Macedonia is 'BBB-', 1 notch above
the LT FC IDR. This reflects moderate constraints and incentives,
relative to the IDR, against capital or exchange controls being
imposed that would prevent or significantly impede the private
sector from converting local currency into foreign currency and
transferring the proceeds to non-resident creditors to service debt
payments.

Fitch's Country Ceiling Model produced a starting point uplift of 0
notches above the IDR. Fitch's rating committee applied a +1 notch
qualitative adjustment to this, under the Long-Term Institutional
Characteristics pillar, reflecting the importance of FDI to North
Macedonia's open economy and the EU accession process.

ESG Considerations

North Macedonia has an ESG Relevance Score of '5[+]' for Political
Stability and Rights as World Bank Worldwide Governance Indicators
(WBGI) have the highest weight in Fitch's SRM and are therefore
highly relevant to the rating and a key rating driver with a high
weight. As North Macedonia has a percentile rank above 50 for the
respective Governance Indicator, this has a positive impact on the
credit profile.

North Macedonia has an ESG Relevance Score of '5[+]' for Rule of
Law, Institutional & Regulatory Quality, and Control of Corruption
as WBGI have the highest weight in Fitch's SRM and are therefore
highly relevant to the rating and are a key rating driver with a
high weight. As North Macedonia has a percentile rank above 50 for
the respective Governance Indicators, this has a positive impact on
the credit profile.

North Macedonia has an ESG Relevance Score of '4[+]' for Human
Rights and Political Freedoms as the Voice and Accountability
pillar of the WBGI is relevant to the rating and a rating driver.
As North Macedonia has a percentile rank above 50 for the
respective Governance Indicator, this has a positive impact on the
credit profile.

North Macedonia has an ESG Relevance Score of '4[+]' for Creditor
Rights as willingness to service and repay debt is relevant to the
rating and is a rating driver for North Macedonia, as for all
sovereigns. As North Macedonia has a track record of 20+ years
without a restructuring of public debt and is captured in its SRM
variable, this has a positive impact on the credit profile.

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt                      Rating           Prior
   -----------                      ------           -----
North Macedonia,
Republic of          LT IDR          BB+  Affirmed   BB+
                     ST IDR          B    Affirmed   B
                     LC LT IDR       BB+  Affirmed   BB+
                     LC ST IDR       B    Affirmed   B
                     Country Ceiling BBB- Affirmed   BBB-

   senior
   unsecured         LT              BB+  Affirmed   BB+

   Senior
   Unsecured-Local
   currency          LT              BB+  Affirmed   BB+

   Senior
   Unsecured-Local
   currency          ST              B    Affirmed   B



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

AMG CRITICAL: Moody's Affirms B1 CFR & Alters Outlook to Negative
-----------------------------------------------------------------
Moody's Ratings affirmed AMG Critical Materials N.V.'s ("AMG") B1
corporate family rating, B1-PD probability of default rating, the
Ba2 ratings on its senior secured revolving credit facility ("RCF")
and the senior secured term loan B. AMG Vanadium LLC's B3 backed
senior unsecured revenue bond rating issued by Ohio Air Quality
Development Authority 30-year tax-exempt revenue bonds (State of
Ohio Exempt Facilities Revenue Bonds), which are guaranteed by AMG
Critical Materials N.V., was also affirmed. The speculative grade
liquidity rating ("SGL") is maintained at SGL-2. The rating outlook
was revised to negative from stable.

RATINGS RATIONALE

The revision of the ratings outlook to negative from stable
reflects slower than expected recovery in lithium prices, resulting
in a weaker than previously expected outlook for 2025, following a
weaker 2024, which stretches credit metrics beyond levels
commensurate with the current B1 rating.

However, the rating affirmation reflects AMG's good liquidity, its
broad geographic and end market diversity, its strong market
position with only a few major competitors for most of its critical
materials and long-term relationships with a number of blue-chip
customers. The importance of its products in lightweighting, energy
efficiency and carbon emissions reduction, as well as growing
exposure to lithium related products should provide for a
relatively steady customer demand over the longer term and are
viewed as positive credit considerations. The rating is also
supported by Moody's expectations that, while AMG's leverage will
be elevated in 2025, the company's credit metrics will approach
levels commensurate with a B1 rating in 2026 and that AMG will
preserve its good liquidity position throughout its current growth
phase.

AMG's rating is constrained by its modest scale versus higher rated
manufacturers, material reliance on ferrovanadium revenues, the
volatility in the commodity prices it is heavily exposed to,
including lithium, high capex, and negative free cash flow in 2025.
The company continues to benefit from the agreement with Glencore
plc for the sale of FeV from both the Cambridge and Zanesville
plants that effectively removes the market volume risk and reduces
its exposure to ferrovanadium (FeV) price volatility. The company's
strategic focus to expand its lithium portfolio in step with the
fast-growing EV market is anticipated to benefit its growth profile
given the secular trend that is expected from stricter emission
standards and government support for electric vehicles in multiple
regions.

Prices for Spodumene concentrate that AMG sells to third parties
peaked around $8,000/ton in early 2023, and have since declined
sharply to current levels of around $860/ton. This was driven by an
increase in new lithium supply and lower downstream demand, despite
relatively strong underlying EV and energy storage demand.
Similarly, FeV prices peaked around $24/lb in 2022, and
subsequently declined to current levels of around $15/lb,
reflecting softer global demand and higher supply from China.
Mainly as a result of these extreme price moves, AMG's EBITDA has
fluctuated significantly in recent years. After reporting Moody's
adjusted EBITDA of $336/$352 million in 2022/2023, there was a
sharp decline to $163 million in 2024. This caused Moody's adjusted
leverage to increase sharply to 6.2x at year-end 2024 from 2.6x at
year-end 2023. This sharp decline in earnings, combined with a
period of elevated capital spending led to a Moody's adjusted FCF
burn of $122 million in 2024.

AMG has been investing heavily in growth projects over the last few
years. The company completed and ramped up its new $325 million
Zanesville FeV plant in 2023. The Spodumene1+ (SP1+) expansion
project in Brazil added 40kt of spodumene production, which was
completed in 4Q24. Separately, AMG has built a facility in Germany
which will refine lower grade lithium chemical products into
battery grade lithium hydroxide, suitable for usage in lithium ion
battery cells. The plant is located close to its customers and the
first module is designed to deliver 20,000 tons per year of battery
grade hydroxide to the market pending the product qualification
process that began in 2024. The capital cost of the project is $150
million and was prefunded via equity offering in April 2021. Future
growth plans include building a second 20kt lithium upgrade plant
in Germany and a precursor plant in Brazil to convert spodumene
into a technical grade lithium carbonate that will serve as a
feedstock for German plants, among other projects. AMG's capex had
been high in recent years as a result, although it is expected to
step down in 2025 as the first module nears completion. Moody's
also anticipates that higher volumes from the completed and
commissioned growth projects and the recovery in other segments
will enable AMG to generate greater cash flows which along with its
good liquidity will support credit metrics.

Assuming a spodumene price of $750/ton and FeV price of $15/lb,
Moody's estimates that AMG will generate about $160 million in
Moody's-adjusted EBITDA in 2025. While capex is expected to decline
year-over-year, the lower expected earnings will result in modestly
negative Moody's adjusted free cash flow (post dividends). Leverage
is expected to remain elevated for the current rating, and
relatively flat vs year-end 2024 levels. For 2026, assuming a
spodumene price of $850/ton, FeV price of $15/lb, and increased
volumes, mainly from the commissioning of the first module in
Germany, Moody's expects Moody's adjusted EBITDA of around $230
million and Moody's adjusted free cash flow of around $50 million.
This should also result in leverage returning to levels more
commensurate with the current B1 rating by year-end 2026.

AMG's SGL-2 speculative grade liquidity rating reflects its good
liquidity profile supported by $294 million in cash and cash
equivalents and full availability under its $200 million revolver
as of December 31, 2024. AMG has no meaningful debt maturities
prior to the maturity date of the revolver in 2026 and the term
loan B in 2028. Moody's expects the revolving facility to remain
undrawn over the rating horizon. Moody's also expects the company
to have ample headroom under its 3.5x first lien leverage
covenant.

The Ba2 rating of the senior secured revolving credit facility and
senior secured term loan B reflects their priority position in the
company's capital structure. The credit facilities are secured by a
first priority lien on substantially all of the assets of several
of the company's operating subsidiaries and a first priority lien
on 100% of the capital stock (limited to 65% of voting stock for
foreign subsidiaries) of each subsidiary borrower and each material
wholly-owned subsidiary. However, the security package excludes the
assets of a number of key foreign subsidiaries that account for a
material portion of the overall assets of the company. The B3
rating of the tax-exempt unsecured bonds reflects a relatively high
proportion of secured debt and the bonds' effective subordination
to the secured debt. The bonds are issued by the Ohio Air Quality
Development Authority and guaranteed by AMG Critical Materials
N.V.

The negative outlook reflects that AMG's metrics are expected to be
weaker for the current rating in 2025, although with a potential
improvement and return to positive free cash flow generation in
2026. However, it also reflects the possibility of a downgrade if
the recovery takes longer than currently anticipated.

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

A ratings upgrade is less likely given the negative outlook, but
could be considered if the company successfully begins production
at the lithium upgrading facility in Germany, generates commercial
sales from the project, demonstrates that it can consistently
generate positive free cash flow, maintain strong operating
performance and credit metrics commensurate with a rating higher
than B1 CFR in various commodity price environments.
Quantitatively, the ratings could be upgraded if, on a sustained
basis, the leverage ratio remains below 4.0x, the interest coverage
ratio at or above 5.0x and FCF/Debt is equal to or above 5% over
the following 12-18 months. However, AMG's moderate scale limits
its ratings upside potential.

Negative rating pressure could develop if the company experiences
any significant issues related to its growth projects. Any material
operating disruptions, weaker than expected financial and operating
performance, or the pursuit of other debt financed growth projects
that result in deterioration of debt protection metrics could
negatively impact the company's rating. Quantitatively, the ratings
could be downgraded if the leverage ratio is expected to be
sustained above 5.0x or the interest coverage ratio sustained below
2x. A significant reduction in borrowing availability or liquidity
could also result in a downgrade.

AMG Critical Materials N.V. headquartered in Amsterdam,
Netherlands, operates through three divisions – AMG Lithium, AMG
Vanadium and AMG Technologies. AMG Lithium encompasses the
company's global lithium operations including Brazil and Germany.
AMG Vanadium is comprised of the company's global vanadium adjacent
businesses with operations in the US, Germany and UK. AMG
Technologies designs and produces vacuum furnace equipment and
systems, specialty metals and chemicals and other products used in
infrastructure, automotive and other industrial applications. The
company sells its products to the transportation, infrastructure,
energy, and specialty metals & chemicals end markets from
production facilities in Germany, the United Kingdom, France,
United States, China, Mexico, Brazil and India. The company
produced revenues of about $1.4 billion in FY2024.

The principal methodology used in these ratings was Manufacturing
published in September 2021.



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

LSF11 BOSON: DBRS Confirms BB(low) Rating on Class C Notes
----------------------------------------------------------
DBRS Ratings GmbH took the following credit rating actions on the
notes issued by LSF11 Boson Investments S.a.r.l. (Compartment 2)
(the Issuer):


-- Class A1 notes upgraded to A (sf) from A (low) (sf) with Stable
trend

-- Class A2 notes upgraded to A (sf) from BBB (high) (sf) with
Stable trend

-- Class B notes upgraded to BBB (high) (sf) from BB (high) (sf)
with Stable trend

-- Class C notes confirmed at BB (low) (sf) with Negative trend

The credit ratings on the Class A1 and Class A2 notes (together,
the Class A notes) address the timely payment of interest and the
ultimate repayment of principal by the legal final maturity date.
The credit ratings on the Class B and Class C notes address the
ultimate payment of interest and principal by the legal final
maturity date. Morningstar DBRS' credit ratings do not address
Additional Note Payments (as defined in the transaction documents).
Morningstar DBRS does not rate the Class D or Class P notes
(together with the rated notes, the notes) also issued in this
transaction.

The notes are collateralized by a pool of secured Spanish
nonperforming loans (NPLs) and real estate owned assets (REOs)
originated by Banco de Sabadell S.A. (Sabadell) and acquired by
Lone Star from Sabadell via one of its subsidiaries, LSF11 Boson
Investments S.a.r.l. (Compartment 2) (formerly LSF113 S.a.r.l.; the
transferor) in December 2020 (the original purchase date). In July
2021, Sabadell and the transferor also entered into a
subparticipation agreement in respect of certain nonaccelerated
loans included in the portfolio. The transferor allocated all its
contractual positions to the Issuer in 2021. As of the July 2021
cut-off date, the gross book value of the loan pool was
approximately EUR 626.8 million and the total outstanding balance
of the subparticipated loans was EUR 21.7 million. The total real
estate value (REV) backing the portfolio amounted to EUR 564.9
million and mostly consisted of residential properties situated in
Spain (93.8% by REV). About 5.4% of the real estate assets by value
were already repossessed as of the cut-off date.

Servihabitat Servicios Inmobiliarios, S.L.U. services the secured
loans and REOs. Hudson Advisors Spain, S.L.U. is the asset manager
and backup administrator facilitator and, as such, acts in an
oversight and monitoring capacity, providing input on asset
resolution strategies.

CREDIT RATING RATIONALE
The credit rating actions follow a review of the transaction and
are based on the following analytical considerations:

-- Transaction performance: Assessment of the portfolio recoveries
as of October 31 2024, with a focus on: (1) a comparison of actual
gross collections against the servicer's initial business plan
forecast; (2) the collection performance observed over the past
months; and (3) a comparison of current performance and Morningstar
DBRS' expectations.

-- Updated business plan: The servicer's updated business plan as
of October 2024, received in February 2025, and the comparison with
the initial collection expectations.

-- Portfolio characteristics: Loan pool composition as of 31
October 2024 and the evolution of its core features since
issuance.

-- Transaction liquidating structure: The order of priority
entails a fully sequential amortization of the notes (i.e., the
Class A2 notes will begin to amortize following the full repayment
of the Class A1 notes unless an enforcement notice has been
delivered; the Class B notes will begin to amortize following the
full repayment of the Class A2 notes, and the Class C notes will
begin to amortize following the full repayment of the Class B
notes).

-- Liquidity support: The Class A, Class B, and Class C reserve
funds provide liquidity support to the respective classes of notes
and currently stand at EUR 6.4 million, EUR 0.0 million, and EUR
0.0 million, respectively (amounts at closing of EUR 11.0 million,
EUR 1.0 million, and EUR 1.8 million, respectively, and target
amounts equivalent to 5.0%, 8.25%, and 11.0% of the outstanding
balances, respectively).

-- The exposure to the transaction account bank and the downgrade
provisions outlined in the transaction documents.

Additionally, the Issuer operating expenses account, the Issuer
general account, and the REO company (ReoCo) general account are
aimed at providing support to both the Issuer and the ReoCo in
respect of operating expenses, corporate costs, servicing fees and
expenses, and subparticipation fees since inception. The accounts
were funded at closing with proceeds from the issuance of the notes
at EUR 1.0 million, EUR 2.0 million, and EUR 3.0 million,
respectively, and they are replenished on each interest payment
date (IPD) for an amount equal to the estimated budget for the
following two IPDs. The total balance of the three accounts as of
the November IPD was EUR 5.1 million.

According to the investor report dated November 2024, the principal
amounts outstanding on the Class A1, Class A2, Class B, Class C,
Class D, and Class P notes were EUR 100.8 million, EUR 20.0
million, EUR 12.0 million, EUR 16.0 million, EUR 376.8 million, and
EUR 2.0 million, respectively. The balance of the Class A1 notes
has amortized by approximately 49.6% since issuance. The current
aggregated transaction balance is EUR 527.6 million.

As of October 2024, the transaction was performing significantly
below the servicer's initial expectations. The actual cumulative
net collections (before servicing fees and corporate costs)
amounted to EUR 95.9 million, whereas the servicer's initial
business plan estimated cumulative net collections (before
servicing fees and corporate costs) of EUR 182.2 million for the
same period. Therefore, as of October 2024, the transaction was
underperforming by EUR 86.3 million (-47.4%) compared with the
initial expectations.

At issuance, Morningstar DBRS estimated cumulative net collections
(before servicing fees and corporate costs) for the same period of
EUR 64.3 million, EUR 65.0 million, EUR 68.5 million, and EUR 69.3
million at the A (low) (sf), BBB (high) (sf), BB (high) (sf), and
BB (sf) stressed scenarios, respectively. Therefore, as of November
2024, the transaction was above Morningstar DBRS' initial stressed
scenarios.

Pursuant to the requirements set out in the receivable servicing
agreement, an updated portfolio business plan was approved and
delivered in February 2025. The updated portfolio business plan,
combined with the actual cumulative net collections as of October
2024, resulted in a total of EUR 361.9 million, which is 16.4%
lower than the total net disposition proceeds of EUR 432.8 million
estimated in the initial business plan. Excluding actual net
collections, the Servicer's expected future net collections from
November 2024 account for EUR 266.0 million. The updated
Morningstar DBRS A (sf), BBB (high) (sf), and BB (low) (sf) credit
rating stresses assume a haircut of 30.3%, 28.0%, and 21.5%,
respectively, to the Servicer's updated business plan, considering
future expected net collections.

Notes: All figures are in euros unless otherwise noted.

MEIF 5 ARENA: S&P Affirms 'BB' ICR on Proposed Refinancing
----------------------------------------------------------
S&P Global Ratings affirmed its 'BB' rating on MEIF 5 Arena
Holdings S.A. At the same time, S&P assigned a 'BB' issue rating to
the proposed new notes that will be issued by Arena Luxembourg
Finance S.a.r.l., at the same level of existing EUR475 million
notes due in 2028. The recovery rating is '4' for both issuances,
indicating its expectation of average (30%-50%; rounded estimate:
35%) recovery in the event of a payment default.

The stable outlook reflects S&P's view that MEIF 5 will sustain FFO
to debt near 10% from 2026 on the back of volume growth, tariff
increases in line with inflation, and growth from new acquisitions,
while maintaining a disciplined refinancing strategy and financial
policy.

Spanish car park operator Empark, through its holding company MEIF
5 Arena Holdings S.A. (MEIF 5), is seeking to issue five-year
EUR300 million senior secured floating-rate notes and to upsize its
existing revolving credit facility (RCF) to a total of EUR125
million and extend its maturity to August 2027.

The company will use proceeds from the transaction to refinance the
existing EUR225 million floating rate notes due in 2027 and to fund
the payout of an extraordinary shareholder distribution of EUR75
million (transaction costs are funded by cash).

S&P said, "Rating headroom is tighter following the proposed
issuance, but we still expect the owners will balance shareholder
distributions and growth to preserve the current rating. The
company's total debt amount following the proposed refinancing will
increase by EUR75 million, reducing MEIF 5's rating headroom. This,
together with the inclusion of the transaction costs, should lead
to FFO to debt in 2025 of 9.1%, weaker than our previous
expectation of 11%. From 2026, we continue to see ratios closer to
our expectation of 10%, commensurate with the current rating. We
note that the proposed EUR75 million distribution funded with the
refinancing is an extraordinary repayment of the shareholder loan
in place (EUR262 million amount outstanding at the end of 2024),
after EUR102 million was distributed in January 2020 after
completion of EUR575 million refinancing in that year. Although we
did not consider this year's extraordinary distribution in our
previous analysis, we understand that it is aligned with MEIF 5's
financial policy, under which distributions are calibrated to
accommodate expansion and depend on business conditions. This
supports our treatment of the shareholder notes as equity,
factoring in the notes' deferability of interest, long-dated
maturity at issuance, and subordination to all other debt at MEIF
5. That said, increasing interest and principal distributions on
the shareholder loan beyond our expectation, particularly if debt
funded, could have a detrimental effect on the company's credit
metrics, its ability to deleverage, and could ultimately challenge
our equity treatment."

Refinancing risk in 2028 and expected higher cost of funding than
that of the existing notes limit the extent of further
extraordinary shareholder distributions. Upon completion of the
proposed refinancing, MEIF 5's nearest debt maturity date will be
in February 2028, when EUR475 million fixed 1.875% senior secured
notes will mature. S&P said, "We expect this refinancing, which
should occur in good time to limit refinancing risk, would increase
the company's average cost of debt in the future and create
downside risk in the forecasts from high interest rates and
uncertain macroeconomic environment. We have therefore made our
downside trigger a bit more stringent, with FFO to debt trending
towards 9%, from below 8% previously. We will therefore monitor
MEIF 5's ability through Empark to retain and attract demand and
the return of new developments during this time."

S&P said, "The company is strongly performing in line with our
expectations. We continue to expect like-for-like revenue to rise
above macroeconomic indicators, thanks to MEIF 5's strong
commercial and digital strategy. The realization of cost
efficiencies as its portfolio expands and matured contracts are
replaced continues to drive our expectation of higher EBITDA
margins, of above 50% over the next three years. Based on a higher
EBITDA base, capital expenditure (capex) of about EUR90 million in
2025 and about EUR40 million-EUR50 million to new developments in
the coming years, we forecast free operating cash flow increasing
to about EUR40 million in 2026 and 2027, from negative in 2025.
Because we understand that MEIF 5's shareholders remain committed
to maintaining prudent leverage, we are not factoring any
additional extraordinary distributions to shareholders in our
forecast, other than EUR30 million per year. We expect S&P Global
Ratings-adjusted debt to EBITDA (excluding shareholder loans)
slightly above 7.0x in 2025, before returning to its original
trajectory of sustaining it below 7.0x.

"The stable outlook reflects our view that MEIF 5 will continue
delivering on its strategy to gradually expand its footprint in the
Iberian Peninsula while sustaining adjusted FFO to debt close to or
above 10%. As a result, we expect shareholder remuneration via
shareholder loan interest and principal repayment will remain
flexible and dependent on business conditions, including a timely
refinancing of the debt maturities."

S&P could lower its ratings if the company's FFO to debt trends
toward 9% over the forecast horizon as a result of one of the
following:

-- The company performs below its expectations, if volumes decline
or costs increase more than S&P anticipates, and tariff increases
do not mitigate this; or

-- Interest rates rise above our base-case assumptions; or

-- MEIF 5 fails to achieve EBITDA growth from the acquisitions S&P
includes in its base case; or

-- Financial policy becomes more aggressive possibly as a result
of further debt-funded acquisitions or shareholder returns.

S&P could raise its ratings if the company's FFO to debt is
sustained above 12%, if:

-- The company performs above our expectations;

-- It does not undertake additional debt-funded shareholder
returns or additional debt-funded acquisitions before improving its
credit metrics; and

-- The interest rate environment remains favorable, and
refinancing is secured.


SANTANDER HIPOTECARIO 3: Fitch Hikes Rating on Cl. B Notes to B+sf
------------------------------------------------------------------
Fitch Ratings has upgraded five tranches of two BBVA RMBS
transactions and four tranches of Santander Hipotecario 3. The
remaining tranches have been affirmed. All tranches have been
removed from Under Criteria Observation (UCO)status.

   Entity/Debt                     Rating           Prior
   -----------                     ------           -----
BBVA RMBS 1, FTA

   Class A3 ES0314147028       LT AA+sf  Upgrade    A+sf
   Class B ES0314147036        LT AAsf   Upgrade    A+sf
   Class C ES0314147044        LT Asf    Upgrade    BBBsf

BBVA RMBS 2, FTA

   Class A4 ES0314148034       LT AA-sf  Upgrade    A+sf
   Class B ES0314148042        LT A+sf   Upgrade    A-sf
   Class C ES0314148059        LT BBB+sf Affirmed   BBB+sf

FTA, Santander
Hipotecario 3

   Class A1 ES0338093000       LT AAsf   Upgrade    A-sf
   Class A2 ES0338093018       LT AAsf   Upgrade    A-sf
   Class A3 ES0338093026       LT AAsf   Upgrade    A-sf
   Class B ES0338093034        LT B+sf   Upgrade    CCCsf
   Class C ES0338093042        LT CCsf   Affirmed   CCsf
   Class D ES0338093059        LT Csf    Affirmed   Csf
   Class E ES0338093067        LT Csf    Affirmed   Csf
   Class F (RF) ES0338093075   LT Csf    Affirmed   Csf

BBVA RMBS 3, FTA

   A2 ES0314149016             LT A+sf   Affirmed   A+sf
   B ES0314149032              LT CCCsf  Affirmed   CCCsf
   C ES0314149040              LT Csf    Affirmed   Csf

Transaction Summary

The transactions comprise Spanish mortgages serviced by Banco
Bilbao Vizcaya Argentaria S.A. (BBB+/Positive/F2) and Banco
Santander S.A. (A/Stable/F1)-

KEY RATING DRIVERS

European RMBS Rating Criteria Updated: The rating actions reflect
the update of Fitch's European RMBS Rating Criteria on 30 October
2024. The update adopted a non-indexed current loan-to-value (LTV)
approach to derive the base foreclosure frequency (FF) on
portfolios, instead of the original LTV approach applied
previously. Fitch has also the updated loan level recovery rate cap
to 85%, down from 100% previously.

When calibrating the portfolio FF rates, Fitch applied a 1.5x
transaction adjustment to BBVA RMBS 3 and Santander Hipotecario 3
and 1.0x for BBVA RMBS 1 and BBVA RMBS 2, to reflect its general
assessment of the pools considering the historical performance
data. The securitised portfolios have ample seasoning of more than
17 years, with a weighted average non-indexed current LTV of less
than 52% as of the latest reporting date. As a result, the
portfolio credit analysis remains driven by the criteria's minimum
loss (e.g. 5% at AAAsf) for BBVA RMBS 1 and BBVA RMBS 2, and has
been reduced to 7.9% from 11.9% and to 5.9% from 6.9% for BBVA RMBS
3 and Santander Hipotecario 3, respectively.

Counterparty Risk Constraints: For the BBVA deals, the derivative
provider has not complied with contractually-defined minimum
ratings and remedial actions, resulting in the notes' ratings being
capped at the higher of the counterparty's applicable rating (BBVA,
Derivative Counterparty Rating A-) and the rating that can be
supported by transaction cash flows on an unhedged basis. This is
in accordance with Fitch's Structure Finance and Covered Bonds
Counterparty Rating Criteria as the agency views the derivatives as
material for the rating analysis.

BBVA 1's class C notes' rating is capped at the transaction account
bank (TAB) provider's Societe Generale S.A., long term deposit
rating of 'A', as the cash reserve fund held at the TAB represents
their only source of credit enhancement (CE). The rating cap
reflects excessive counterparty dependence as per Fitch's criteria.
BBVA 3's class A2 notes are also capped at 'A+sf', reflecting the
absence of counterparty remedial actions when the TAB (BBVA, which
is an operational continuity bank) failed to meet the
contractually-defined minimum ratings.

CE to Increase: The rating actions reflect Fitch's view that the
notes are sufficiently protected by CE to absorb the projected
losses commensurate with corresponding rating scenarios. For BBVA 1
and BBVA 2, Fitch expects CE to gradually increase considering the
pro-rata note amortisation and non-amortising reserve funds. Fitch
also expects CE to continue increasing for BBVA 3 and Santander 3's
senior notes given the prevailing sequential amortisation. The very
low or negative CE ratios for BBVA 3 and Santander 3's class B and
lower notes are reflected in their low sub-investment-grade
ratings.

Criteria Variation Removed: Fitch has removed the criteria
variation that applied a 25% haircut to the ResiGlobal model
estimated recovery rates for the BBVA RMBS transactions. This
reflects the application of the current European RMBS Rating
Criteria that establishes a recovery rate cap for Spain of 85% for
all rating cases (from previously 100%) that addresses the current
recovery processes of the Spanish market.

RATING SENSITIVITIES

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

- Long-term asset performance deterioration such as increased
delinquencies or larger defaults, which could be driven by changes
to macroeconomic conditions, interest-rate increases or borrower
behavior. For instance, a combined scenario of increased defaults
and decreased recoveries by 15% each could trigger downgrades of up
to three notches.

- For BBVA 1's class C notes, a downgrade of the TAB's deposit
rating, due to its cap on the notes' rating, stemming from
excessive counterparty risk exposure.

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

- Stable to improved asset performance driven by stable
delinquencies and defaults would lead to increasing CE and
potentially upgrades. For instance, a combination of decreased
defaults and increased recoveries by 15% each could trigger
upgrades of up to three notches.

- For BBVA 1 class C, an upgrade of the TAB's deposit rating, due
to its cap on the notes' rating, stemming from excessive
counterparty risk exposure.

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

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

DATA ADEQUACY

For BBVA 2 and 3, Fitch's credit analysis assumed a 30% exposure to
broker origination consistent with the information as of the
closing dates because the latest loan-by-loan portfolio data did
not include information about origination channel.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

BBVA 1's class C notes' rating is capped at TAB provider's long
term deposit rating as the cash reserve fund held at the TAB
represents its only source of CE.

ESG Considerations

BBVA RMBS 1, FTA has an ESG Relevance Score of '4' for Transaction
Parties & Operational Risk due to the breach of derivative provider
minimum ratings and the absence of remedial actions, which has a
negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.

BBVA RMBS 2, FTA has an ESG Relevance Score of '4' for Transaction
Parties & Operational Risk due to the breach of derivative provider
minimum ratings and the absence of remedial actions, which has a
negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.

BBVA RMBS 3, FTA has an ESG Relevance Score of '4' for Transaction
Parties & Operational Risk due to the breach of derivative provider
and transaction account bank minimum ratings and the absence of
remedial actions, which has a negative impact on the credit
profile, and is relevant to the ratings in conjunction with other
factors.

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.



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

POLYGON GROUP: Fitch Affirms 'B' LT IDR, Alters Outlook to Neg.
---------------------------------------------------------------
Fitch Ratings has revised the Outlook on Polygon Group AB's
Long-Term Issuer Default Rating (IDR) to Negative from Stable and
affirmed the IDR at 'B'. Fitch has also affirmed Polygon's
first-lien term loan B (TLB) and revolving credit facility (RCF)
ratings at 'B' with Recovery Ratings of 'RR4'.

The Negative Outlook reflects a weaker-than-expected EBITDA
recovery in 2024 resulting in leverage metrics further outside
their sensitivities and remaining there for longer than previously
forecast. This is a result of weaker performance in France and the
UK, and raises the risk of weaker entrenched performance, although
management has taken actions to address these areas.

Fitch may revise the Outlook to Stable if Fitch sees a lower risk
of key ratios being weak for the rating or downgrade the rating if
the weakness proves structural.

Key Rating Drivers

Weaker Profitability Margins: Polygon suffered a weakening in
EBITDA margins reducing to 5.8% in 2024 (2023: 6.0%) due to
regional underperformance despite revenue increasing by about 15%
to nearly EUR1.5 billion. The weaker margins result in a lower
absolute EBITDA generation than previous expectations, which
results in higher leverage. The margin underperformance is the key
driver of the Negative Outlook. Fitch expects a more gradual margin
improvement from 2025 from regional improvement initiatives that
have been put in place, with EBITDA margin reaching 7.0% by 2027.

Regional Weakness Affects Performance: Polygon delivered strong top
line growth due to good organic growth benefitting from both price
and volume improvements, but also from significant outperformance
from weather events and an increased revenue from existing
customers. However, this is set against very weak margin
performance in both France and the UK due to a combination of
managerial, operational and integration problems, allowing for far
weaker margin improvement and absolute EBITDA generation than
previously expected.

Management has established an action plan to address the
underperformance in France and the UK, but Fitch expects that
margin recovery will take longer and be slightly lower to previous
forecasts.

High Leverage with Delayed Deleveraging: Leverage will also stay
outside its negative sensitivities for longer due to weaker EBITDA
generation, only returning to within the 7.0x sensitivity in 2026
and highlighting the risk to the rating if margin weakness remains
entrenched. In 2024, EBITDA leverage reached 8.0x, which is higher
than its previous forecast of 7.4x. Any delay to EBITDA improvement
or deleveraging trends would result in negative rating action.

Neutral-to-Positive FCF: Polygon's free cash flow (FCF) for 2024
was weaker due to both subdued EBITDA margins and working capital
outflow, however the latter was due to management opting to align
accounts payables activity with the same reporting period resulting
in an outflow of nearly EUR30 million for 2024. Fitch expects FCF
margins to be neutral to positive for 2025-28 benefitting from
improving profitability generation and a more normalised working
capital profile.

Moderating Activity Levels: Fitch expects a more moderate revenue
growth of about 3% for 2025 as the group focuses on profitability
generation and acquisition integration. Fitch then expects to see a
return to mid-single-digit revenue growth in 2026-2028 from a more
buoyant property damage restoration (PDR) business as well as
bolt-on acquisitions. Polygon's expected mid-single-digit organic
growth is driven by sector characteristics, such as an increasing
number of restorable residential and commercial properties, ageing
building stock and the increasing value of properties, which
results in more claims for damages.

Sound Business Profile: Fitch views Polygon's business profile as
solid, with market-leading positions in niche market with low
cyclicality and a contract-based income structure, which is
consistent with a 'BB' rating. It has operations in 18 countries,
providing healthy geographic diversification, albeit with some
dependence on Germany.

Polygon's service offering is well-diversified, which should
attract larger insurance company customers as it enters new
markets. Fitch views the company's dependence on insurance
companies, which generate close to two-thirds of total revenue, as
a manageable concentration risk for a 'B' category business
services company. Relationships are generally balanced (albeit with
some mismatch between Polygon's cost inflation and contractual
revenue escalation), based on multi-year contracts with a very high
retention rate.

Leading Position in Niche Market: Polygon is the dominant
participant in the European PDR market with a leading position in
Germany, the UK, Norway and Finland. Polygon estimates its share in
the key German market at 10%-13%. The sector is highly fragmented,
with many smaller and often family-owned businesses. Size is an
important competitive advantage in the PDR market in winning
framework agreements with large insurance companies. Larger
participants provide a comprehensive offer with add-on services,
which is an increasingly common requirement from insurance
companies.

Peer Analysis

Polygon is the market leader in the European PDR sector and has no
direct peers in Fitch's portfolio. Its framework agreements with
major property insurance providers and leading market positions in
Germany, the UK and the Nordics limit volatility of profitability,
provide some barriers to entry and enhance operating leverage.

Polygon's business profile is broadly in line with than that of
Sweden-based leading provider of installation and service solutions
Assemblin Caverion Group AB (B/Stable). Assemblin Caverion's larger
scale of operation is offset by Polygon's broader geographic
footprint and lower direct exposure to the cyclical construction
end-market. Both companies have leading market positions, a large
number of customers and a high share of contract revenue and an
active M&A-driven strategy. Polygon is smaller in size than Nordic
building products distributors Quimper AB (Ahlsell, B+/Stable) and
Winterfell Financing S.a.r.l. (Stark Group, B-/Stable).

Fitch expects Polygon's financial profile to be weaker than that of
Assemblin Caverion, mainly due to higher leverage. Both companies
have broadly similar Fitch-defined EBITDA margins and generate
neutral to positive FCF through the cycle.

Key Assumptions

- Total revenue of about EUR1.5 billion in 2025, followed by
mid-single-digit organic revenue growth in 2026-2028

- Total acquisition expenditure (including earn-outs related to
prior acquisitions) of about EUR15 million in 2025 and about EUR20
million-25 million annually in 2026-2028 at a 0.5x enterprise value
(EV)/sales multiple

- Fitch-defined EBITDA margin at 6.5% in 2025, increasing gradually
to 7.0% by 2028

- Broadly neutral working capital requirement in 2025,
working-capital outflows at 0.6%-0.7% of revenue annually in
2026-2028

- Capex at 2.3%-2.4% of revenue annually in 2025-2028

- No dividends in 2023-2026

Recovery Analysis

The recovery analysis assumes that Polygon would be restructured as
a going concern (GC) rather than liquidated in a default. It mainly
reflects Polygon's strong market position and customer
relationships as well as the potential for further consolidation in
the fragmented PDR sector.

For the purpose of the recovery analysis, Fitch assumes that
post-transaction debt comprises the first-lien EUR90 million RCF
(assumed full drawdown), EUR545 million TLB and a second-lien
EUR120 million term loan.

Fitch applies a distressed EV/EBITDA multiple of 5.0x to calculate
a GC EV, reflecting Polygon's market-leading position, strong
operating environment, a loyal customer base and potential for
growth via the consolidation of the PDR sector. The multiple is
limited by Polygon's small size and significant reliance on
insurance companies in Germany.

The GC EBITDA estimate of EUR65 million reflects Fitch's view of a
sustainable, post-reorganisation EBITDA level on which Fitch bases
the EV. In such a scenario, stress on EBITDA would most likely
result from M&A integration issues reducing profitability,
effectively representing a post-distress cash flow proxy for the
business to remain a GC.

After deducting 10% for administrative claims, its waterfall
analysis generates a ranked recovery for the senior first-lien
secured debt in the Recovery Rating 'RR4' band, indicating a 'B'
instrument rating for the group's TLB and RCF.

RATING SENSITIVITIES

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

- Failure to reduce EBITDA gross leverage to below 7x and improve
EBITDA interest coverage above 2x from 2025

- Problems with integration of acquisitions leading to pressure on
margins

- Negative FCF generation

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

- Increasing scale with EBIT margin above 6% on a sustained basis

- Positive FCF post acquisitions

- EBITDA gross leverage below 5x on a sustained basis

- EBITDA interest coverage above 3x on a sustained basis

Liquidity and Debt Structure

At 31 December 2024, liquidity mainly comprised an undrawn EUR60
million from EUR90 million committed RCF due 2028 and EUR11 million
readily available cash. Polygon has no significant short-term debt
maturities as the debt structure is concentrated on a EUR545
million senior secured TLB due in 2028 (including EUR55 million
delayed draw TLB2) and a EUR120 million second-lien credit facility
due in 2029. Fitch estimates broadly neutral FCF in 2025-2026.

Issuer Profile

Polygon is a Sweden-based leading provider of PDR and control
services with a presence in 18 countries. Its service offering
focuses on water and fire damage restoration, and its main direct
customers are insurance companies.

MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS

Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.

ESG Considerations

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt             Rating       Recovery   Prior
   -----------             ------       --------   -----
Polygon Group AB     LT IDR B  Affirmed            B

   senior secured    LT     B  Affirmed   RR4      B



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

DENIZBANK A.S: Fitch Affirms 'BB-' Long-Term IDR, Outlook Stable
----------------------------------------------------------------
Fitch Ratings has affirmed Denizbank A.S.'s Long-Term Issuer
Default Ratings (IDRs) at 'BB-' with a Stable Outlook and Viability
Rating (VR) at 'b+'.

Key Rating Drivers

Support-Driven; Country Risks: Denizbank's IDRs are driven by
potential shareholder support, as reflected in its Shareholder
Support Rating (SSR). However, its Long-Term (LT) Foreign-Currency
(FC) IDR is constrained by Turkiye's Country Ceiling of 'BB-',
while its LT Local-Currency (LC) IDR also considers Turkish country
risks. The Stable Outlooks mirror that on the sovereign.

Denizbank's VR considers its concentrated operations in the
challenging, albeit improved, Turkish operating environment, a
moderate franchise, below-sector average asset quality and above
sector average capitalisation and profitability and funding profile
that considers ordinary support.

Improving but Challenging Operating Environment: Denizbank's
operations are concentrated in the improving but challenging
Turkish operating environment. The normalisation of monetary policy
has reduced near-term macro-financial stability risks and external
financing pressures. Recent political developments have led to
increased financial markets' volatility, which if sustained, could
increase the challenges for the disinflation and economic
rebalancing processes by negatively impacting exchange rate and
inflation expectations. Banks remain exposed to high inflation,
potential further lira depreciation, slowing economic growth, and
multiple macroprudential regulations, despite simplification
efforts.

Mid-Sized Turkish Bank: Denizbank is a mid-sized Turkish bank with
a reasonable business profile and franchise, servicing corporate
and commercial customers, small and medium-sized companies and
retail clients. Its market shares are moderate (4% of sector assets
at end-2024, bank-only data), resulting in limited competitive
advantages, but it benefits from being part of the Emirates NBD
Bank PJSC (ENBD) group.

Moderate Growth: The bank lending book grew moderately in 2024,
with FX-adjusted growth at 25% (sector: 30%). It was mainly driven
by LC loan growth (48%), while FC loans grew at a slower pace (4%
in US dollar terms). The share of FC lending is high (41%; sector:
36%), which elevates credit risks.

Asset-Quality Risks: The bank's impaired loans/gross loans ratio
fell to 3.8% at end-2024 (end-2023: 4.0%), reflecting loan growth
(2024: 37%), collections and low inflows, although the ratio is
higher than peers and the sector. Stage 2 loans are moderate (9.2%)
and are 50% restructured. Total reserves coverage of impaired loans
is below the sector average (123%; sector: 184%), but coverage of
gross loans is solid (4.7%; sector: 3.3%). Free provisions (1% of
gross loans) provide additional buffers. Asset-quality risks remain
due to single obligor concentration, FC lending and seasoning
risks. Fitch expects the impaired loans ratio to increase to 4.3%
at end-2025.

Above Sector Average Profitability: The bank's operating
profit/risk-weighted assets (RWA) ratio improved to 5.9% in 2024
from 5.4% in 2023, despite slight tightening in margins (5.7%;
2023: 5.8%) due to increased funding costs. Fitch expects the net
interest margin to widen amid lira interest rate cuts in 2025, but
possible higher loan impairment charges may hinder profitability.
Fitch expects the operating profit/RWA ratio to decrease slightly
to 5.6% at end-2025.

Improving Core Capitalisation: Denizbank's common equity Tier 1
(CET1) ratio improved to 16.0% at end-2024 (14.0% net of
forbearance) from 12.3% at end-2023, on the back of strong internal
capital generation (return on average equity: 37%). Capitalisation
is supported by high pre-impairment operating profit (2024: equal
to 9% of average loans), full reserves coverage of impaired loans,
free provisions (0.9% of RWAs) and ordinary support from ENBD.
Fitch expects the CET1 ratio to be around 15% at end-2025.

Adequate FC Liquidity; Ordinary Support: Denizbank is mainly
deposit-funded (end-2024 loans/deposits ratio: 88%). FC deposit
(41% of total deposits) and FX-protected deposits (10%) remain
significant. FC wholesale funding comprised a high 25% of total
funding. FC liquidity is adequate and is underpinned by ordinary
support from ENBD. Fitch expects the loans/deposits ratio to
increase slightly to 91% at end-2025.

Rating Sensitivities

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

A sovereign downgrade or an increase in its view of government
intervention risk would likely lead to a downgrade of the SSR,
leading to a downgrade of the LT IDRs.

The SSR is also sensitive to Fitch's view of the shareholder's
ability and propensity to provide support.

The VR is primarily sensitive to a weakening in the operating
environment and a sovereign downgrade, although this is not its
base case. The VR could also be downgraded in case of a material
deterioration in its capital buffers, potentially due to a greater
than expected weakening in asset quality, if not offset by
shareholder support.

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

An upgrade of Turkiye's LT IDRs would likely lead to similar action
on the SSR and LT IDRs. An upward revision of Turkiye's Country
Ceiling could also lead to an upgrade of the SSR and LT IDRs.

A VR upgrade would require an upward revision of the operating
environment score, while maintaining a healthy financial profile,
as well as an improvement in the bank's asset quality.

OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS

Denizbank's senior debt ratings are aligned with its IDRs as the
likelihood of default on these obligations reflects that of the
bank.

The Short-Term IDRs of 'B' are the only possible option mapping to
LT IDRs in the 'BB' category.

The bank's 'AA(tur)' National Rating is driven by shareholder
support and in line with foreign-owned peers.

OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES

Denizbank's senior unsecured debt ratings are primarily sensitive
to changes in its IDRs.

The Short-Term IDRs are sensitive to changes in its LT IDRs.

The National Rating is sensitive to changes in Denizbank's LTLC IDR
and its creditworthiness relative to other Turkish issuers.

VR ADJUSTMENTS

The operating environment score of 'b+' for Turkish banks is lower
than the category implied score of 'bb', due to the following
adjustment reason: Macroeconomic stability (negative).

The business profile score of 'b+' is below the implied 'bb'
category implied score, due to the following adjustment reason:
business model (negative).

The funding and liquidity score is above the 'b' category implied
score, due to the following adjustment reason: liquidity access and
ordinary support (positive).

Public Ratings with Credit Linkage to other ratings

Denizbank's ratings are linked to its parent bank, ENBD.

ESG Considerations

Denizbank's ESG Relevance Score for Management Strategy of '4'
reflects an increased regulatory burden on all Turkish banks.
Management ability across the sector to determine their own
strategy and price risk is constrained by regulatory burden and
also by the operational challenges of implementing regulations at
the bank level. This has a moderately negative impact on
Denizbank's credit profile and is relevant to the ratings in
combination with other factors.

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt                     Rating           Prior
   -----------                     ------           -----
Denizbank A.S.   LT IDR              BB- Affirmed   BB-
                 ST IDR              B   Affirmed   B
                 LC LT IDR           BB- Affirmed   BB-
                 LC ST IDR           B   Affirmed   B
                 Natl LT         AA(tur) Affirmed   AA(tur)
                 Viability           b+  Affirmed   b+
                 Shareholder Support bb- Affirmed   bb-

   senior
   unsecured     LT                  BB- Affirmed   BB-

   senior
   unsecured     ST                  B   Affirmed   B

ING BANK: Fitch Affirms 'BB-' Long-Term IDR, Outlook Stable
-----------------------------------------------------------
Fitch Ratings has affirmed ING Bank A.S.'s (INGBT) Long-Term (LT)
Foreign- and Local-Currency Issuer Default Ratings (IDR) at 'BB-'
with Stable Outlooks and Viability Rating (VR) at 'b+'.

Key Rating Drivers

Support-Driven, Country Risks: INGBT's IDRs are driven by potential
shareholder support, as reflected in its Shareholder Support Rating
(SSR). However, its LT Foreign-Currency (FC) IDR is constrained by
Turkiye's Country Ceiling of 'BB-', while its LT Local-Currency IDR
also considers Turkish country risks.

INGBT's VR considers its concentrated operations in the
challenging, albeit improved, Turkish operating environment, a
business profile that benefits from being part of the ING group
despite its limited market position, conservative risk profile that
reflects its good asset quality and above sector average
capitalisation and funding that benefits from ordinary support. The
VR also reflects INGBT's improving but below sector average
profitability.

'bb-' SSR: The SSR reflects INGBT's strategic importance to its
100% parent, ING Bank N.V. (ING; AA-/Stable), its small size
relative to ING's ability to provide support, and its role within
the wider group.

Improving but Challenging Operating Environment: INGBT's operations
are concentrated in the improving but challenging Turkish operating
environment. The normalisation of monetary policy has reduced
near-term macro-financial stability risks and external financing
pressures. Recent political developments have led to increased
financial markets' volatility, which if sustained could increase
the challenges for the disinflation and economic rebalancing
processes by negatively impacting exchange rate and inflation
expectations. Banks remain exposed to high inflation, potential
further lira depreciation, slowing economic growth, and multiple
macroprudential regulations, despite simplification efforts.

Limited Market Share: INGBT has a reasonable business profile that
benefits from its linkages to ING. The bank serves corporate,
commercial, SME and retail customers, although its market share is
limited at below 1% of sector assets at end-2024 (unconsolidated
basis), resulting in limited competitive advantages.

Cautious Loan Growth: INGBT has a pursed a cautious growth
strategy, reflecting its conservative risk appetite amidst the
challenging operating environment. The bank recorded an 18% nominal
increase in loans (10% in FX-adjusted terms) in 2024 alongside
improved operating conditions, although still below the sector
average (38%; 30% FX adjusted) and inflation.

Below Sector Average NPL Ratio: INGBT's impaired (Stage 3) loans
ratio has been almost flat (end-2024: 1.0%; end-2023: 1.1%;
sector:1.8%), largely reflecting still strong collections despite
increased non-performing loans (NPL) inflows. Credit risks remain,
despite the bank's generally fairly cautious risk-management
approach and below sector-average loan growth, due to slowing
economic growth, high lira interest rates, still high inflation,
Stage 2 loans (7.2%; 3.6% average reserves coverage) and high FC
lending (45%; sector: 37%). Fitch expects the impaired loans ratio
to increase slightly, reaching about 2% at end-2025, given the
expected slowdown in the economy.

Improved Profitability: INGBT's operating profit/risk-weighted
assets ratio increased to 2.5% in 2024 (2023: 0.6%; sector: 4.2%),
largely driven by net interest margin (NIM) improvement. Fitch
expects profitability to remain reasonable in 2025 as the NIM
remains supported by lira interest rate cuts, but also possible
higher loan impairment charges. Fitch expects operating
profit/average total assets ratio to be around 2% by end-2025.
Profitability remains sensitive to asset-quality risks and
macroeconomic and regulatory developments.

Capitalisation Better Than Sector: INGBT's increased common equity
Tier 1 (CET1) ratio of 16.3% at end-2024 (13.8% net of forbearance;
sector:15.6%) reflected improved internal capital generation and
fixed asset revaluations. Its equity/assets ratio of 10.1% remained
above the sector average (8.9%). The higher total capital ratio of
21.9% (18.6% net of forbearance), is supported by FC subordinated
Tier 2 debt, which provides a partial hedge against lira
depreciation.

Capitalisation is supported by moderate pre-impairment operating
profit (2024: 3.4% of average gross loans), full reserves coverage
of impaired loans, and potential ordinary support, but is sensitive
to the macroeconomic outlook, lira depreciation, and asset-quality
risks. Fitch expects CET1 to be around 14% (including forbearance)
at end-2025.

Deposit Funded; Ordinary Support: INGBT is largely funded by
customer deposits (end-2024: 74% of non-equity funding), 28% of
which were in FC and a limited 5% in FX-protected deposits. FC
wholesale funding (end-2024: 21% of non-equity funding) creates
refinancing risks. However, it includes fairly high group funding
(11% of total funding), and risks are mitigated by adequate FC
liquidity and potential liquidity support from its parent.

Rating Sensitivities

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

A sovereign downgrade or an increase in its view of government
intervention risk would likely lead to a downgrade of the SSR,
leading to a downgrade of the LT IDRs. The SSR is also sensitive to
Fitch's view of the shareholder's ability and propensity to provide
support.

The VR is primarily sensitive to a weakening in the operating
environment and a sovereign downgrade. The VR could also be
downgraded in case of a material deterioration in its capital
buffers, potentially due to a weakening in earnings performance and
asset quality, if not offset by shareholder support.

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

An upgrade of Turkiye's LT IDRs would likely lead to upgrades of
the SSR and LT IDRs. An upward revision of Turkiye's Country
Ceiling could also lead to an upgrade of the SSR and LT IDRs.

A VR upgrade would require an upward revision of the operating
environment score, while maintaining capital and FC liquidity
buffers combined with a strengthening of the business profile.

OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS

The subordinated notes are rated one notch below INGBT's LTFC IDR
anchor rating of 'BB-'. The anchor rating for the notes is INGBT's
LTFC IDR, which reflects its view that potential extraordinary
shareholder support from parent ING is likely to flow through to
INGBT's subordinated noteholders. The notching for the subordinated
notes' rating includes one notch for loss severity and zero notches
for non-performance risk relative to the LT FC IDR anchor rating.

The one notch for loss severity, rather than the baseline two
notches, reflects Fitch's view that shareholder support (as
reflected in the bank's LTFC IDR) from ING could help mitigate
losses. Fitch has not applied any notches for incremental
non-performance risk, as Fitch believes that write-down of the
notes will only occur once the point of non-viability is reached
and there is no coupon flexibility prior to non-viability, as the
notes do not incorporate going-concern loss-absorption features.

The Short-Term IDRs of 'B' are the only possible option mapping to
the Long-Term IDRs in the 'BB' category.

INGBT's National Rating is underpinned by shareholder support and
is in line with foreign-owned peers.

OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES

The subordinated debt rating is sensitive to a change in INGBT's
LTFC IDR anchor rating. The rating of the subordinated notes is
also sensitive to reassessment of potential loss severity and
incremental non-performance risk.

The Short-Term IDRs are sensitive to changes in its LT IDRs.

The National Ratings are sensitive to changes in INGBT's LTLC IDR
and its creditworthiness relative to that of other Turkish
issuers.

VR ADJUSTMENTS

The 'b+' operating environment score for Turkish banks is lower
than the category implied score of 'bb' due to the following
adjustment reason: macro-economic stability (negative). The
adjustment reflects market volatility, high dollarisation and high
risk of FX movements in Turkiye.

The funding and liquidity score is above the 'b' category implied
score, due to the following adjustment reason: liquidity access and
ordinary support (positive).

Public Ratings with Credit Linkage to other ratings

INGBT's ratings are linked to its parent bank, ING.

ESG Considerations

The ESG Relevance Score for Management Strategy of '4' reflects an
increased regulatory burden on all Turkish banks. The management's
ability across the sector to determine their own strategy and price
risk is constrained by regulatory burden and also by the
operational challenges of implementing regulations at the bank
level. This has a moderately negative impact on the banks' credit
profiles, and is relevant to the banks' ratings in combination with
other factors.

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt                      Rating           Prior
   -----------                      ------           -----
ING Bank A.S.     LT IDR              BB- Affirmed   BB-
                  ST IDR              B   Affirmed   B
                  LC LT IDR           BB- Affirmed   BB-
                  LC ST IDR           B   Affirmed   B
                  Natl LT         AA(tur) Affirmed   AA(tur)
                  Viability           b+  Affirmed   b+
                  Shareholder Support bb- Affirmed   bb-

   Subordinated   LT                  B+  Affirmed   B+

QNB BANK: Fitch Affirms 'BB-' Long-Term IDR, Outlook Stable
-----------------------------------------------------------
Fitch Ratings has affirmed QNB Bank A.S.'s (QNBTR) Long-Term (LT)
Foreign- and Local-Currency Issuer Default Ratings (IDRs) at 'BB-'
with Stable Outlooks and Viability Rating (VR) at 'b+'.

Key Rating Drivers

Support-Driven, Country Risks: QNBTR's IDRs are driven by potential
shareholder support, as reflected in its Shareholder Support Rating
(SSR). However, LT Foreign-Currency (FC) IDR is constrained by
Turkiye's Country Ceiling of 'BB-', while its LT Local-Currency
(LC) IDR also considers Turkish country risks. The Stable Outlooks
mirror that on the sovereign.

QNBTR's VR considers its concentrated operations in the
challenging, albeit improved, Turkish operating environment,
moderate franchise, reasonable business profile and performance,
but also only adequate core capitalisation and FC liquidity. It
also considers ordinary support from its parent.

'bb-' SSR: QNBTR is 99.9% owned by Qatar National Bank (Q.P.S.C.)
(QNB; A+/Stable) and its SSR reflects potential support from QNB
given its role as a key subsidiary of the group, potential
reputational risks and legal commitments.

Improving but Challenging Operating Environment: QNBTR's operations
are concentrated in the improving but challenging Turkish operating
environment. The normalisation of monetary policy has reduced
near-term macro-financial stability risks and external financing
pressures. Recent political developments have led to increased
financial markets' volatility, which, if sustained, could increase
the challenges for the disinflation and economic rebalancing
processes by negatively impacting exchange rate and inflation
expectations. Banks remain exposed to high inflation, potential
further lira depreciation, slowing economic growth, and multiple
macroprudential regulations, despite simplification efforts.

Moderate Franchise: QNBTR is a mid-sized Turkish bank with a
reasonable business profile and franchise, servicing corporate and
commercial customers, small and medium-sized companies and retail
clients. Its market shares are moderate (5% of sector assets at
end-2024, bank-only data), resulting in limited competitive
advantages, but it benefits from being part of the QNB group.

Asset Quality Weakening: QNBTR's non-performing loan (NPL) ratio
increased to 2.7% at end-2024 (end-2023: 1.7%) reflecting increased
NPL inflows in the unsecured retail segment amid the high lira
interest rate environment, notwithstanding still high nominal
growth (51%) and collections (62% of end-2023 stock of NPLs) and
write-offs (19bp of gross loans). Stage 2 loans remained a fairly
high 10.2% of gross loans (53% restructured, 13% average reserves
coverage).

Credit risks remain due to high FC lending (29% of gross loans),
seasoning risks and slowing economic growth. Total reserves
coverage of NPLs declined to 164% (end-2023: 253%) but remains
solid. Fitch expects the impaired loans ratio to increase modestly
reaching about 4% at end-2025, given the expected slowdown in the
economy.

Above Sector Average Profitability: QNBTR's operating
profit/risk-weighted assets (RWAs) ratio weakened to a still solid
5.0% in 2024 (2023: 5.6%) due to trading losses (-28% of total
operating income) primarily driven by high swap costs, loan
impairment charges (29% of pre-impairment operating profit) and
pressure on operating expenses (up 69% yoy). Fitch expects fees to
continue to support earnings in 2025, in line with lending growth,
as well as margin expansion as lira interest rates decline and
operating profit/average total assets ratio to be around 6% by
end-2025. Performance nonetheless remains sensitive to asset
quality and regulatory developments.

Only Adequate Core Capitalisation: QNBTR's end-2024 common equity
Tier 1 ratio of 12.2% (10.7% net of regulatory forbearance) is only
adequate for its risk profile, given high growth and sensitivity to
lira depreciation. The total capital ratio (14.9% net of
forbearance) is supported by FC subordinated debt, including USD610
million from QNB. Capitalisation is further supported by fully
reserved NPLs, free provisions which equalled 49bp of end-2024
RWAs, and solid pre-impairment operating profit (8.4% of average
loans). Its assessment also considers ordinary support from QNB.
Fitch expects CET1 to be around 12.5% (including forbearance) at
end-2025.

Deposit-Funded, Ordinary Support: QNBTR is primarily funded by
customer deposits (62% of end-2024 total non-equity funding), 28%
of which were in FC and a further limited 6% in FX-protected
deposits. Wholesale funding comprised a high 38% of total funding.
QNBTR issued USD300 million in Tier 2 debt in November 2023,
repaying an equal amount to QNB, and issued a further USD500
million in senior debt in May 2024. Available FC liquid assets
covered just over half of ST FC external debt due within a year,
although Fitch's assessment does not consider FC loan repayments or
mandatory reserves. Its assessment also considers ordinary support
from QNB.

Rating Sensitivities

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

A sovereign downgrade or an increase in its view of government
intervention risk would likely lead to a downgrade of QNBTR's SSR
and therefore LT IDRs.

QNBTR's SSR is also sensitive to Fitch's view of QNB's ability and
propensity to provide support.

QNBTR's VR is primarily sensitive to a weakening in the operating
environment and to a sovereign downgrade. The VR could also be
downgraded in case of a material deterioration in QNBTR's core
capitalisation buffers and earnings, potentially due to a greater
than expected weakening in asset quality, if not offset by
shareholder support.

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

A positive change in Turkiye's LT IDRs would likely lead to similar
actions on the bank's SSR and LT IDRs. An upward revision of
Turkiye's Country Ceiling could also lead to an upgrade of QNBTR's
SSR and LT IDRs.

A VR upgrade would require an upward revision of the operating
environment score, whilst maintaining a healthy financial profile.

OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS

QNBTR's senior debt ratings are aligned with its IDRs as the
likelihood of default on these obligations reflects that of the
bank.

QNBTR's subordinated notes' rating includes one notch for loss
severity and zero notches for non-performance risk relative to its
LTFC IDR anchor rating. The one notch, rather than default two
notches for loss severity, reflects its view that shareholder
support (as reflected in the bank's LTFC IDR) helps mitigate losses
and incorporates that the bank's LTFC IDR is already capped at
'BB-' due to transfer and convertibility risks in Turkiye.

The Short-Term IDRs of 'B' are the only possible option mapping to
the Long-Term IDRs in the 'BB' category.

QNBTR's National Rating is underpinned by shareholder support and
is in line with foreign-owned peers.

OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES

QNBTR's senior unsecured debt ratings are sensitive to changes in
the bank's IDRs.

QNBTR's subordinated debt rating is sensitive to a change in its
LTFC IDR anchor rating. It is also sensitive to a revision in
Fitch's assessment of potential loss severity.

The Short-Term IDRs are sensitive to changes in its LT IDRs.

The National Ratings are sensitive to changes in QNBTR's LTLC IDR
and its creditworthiness relative to that of other Turkish
issuers.

VR ADJUSTMENTS

The 'b+' operating environment score for Turkish banks is lower
than the category implied score of 'bb' due to the following
adjustment reason: macro-economic stability (negative). The
adjustment reflects market volatility, high dollarisation and high
risk of FX movements in Turkiye.

The business profile score of 'b+' is below the implied 'bb'
category implied score, due to the following adjustment reason:
business model (negative).

The funding and liquidity score is above the 'b' category implied
score, due to the following adjustment reason: liquidity access and
ordinary support (positive).

Public Ratings with Credit Linkage to other ratings

QNBTR has ratings linked to QNB's ratings.

ESG Considerations

The ESG Relevance Score for Management Strategy of '4' reflects an
increased regulatory burden on all Turkish banks. Management
ability across the sector to determine their own strategy and price
risk is constrained by increased regulatory interventions and also
by the operational challenges of implementing regulations at the
bank level. This has a moderately negative impact on the credit
profile and is relevant to the rating in combination with other
factors.

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt                      Rating            Prior
   -----------                      ------            -----
QNB Bank A.S.      LT IDR              BB- Affirmed   BB-
                   ST IDR              B   Affirmed   B
                   LC LT IDR           BB- Affirmed   BB-
                   LC ST IDR           B   Affirmed   B
                   Natl LT         AA(tur) Affirmed   AA(tur)
                   Viability           b+  Affirmed   b+
                   Shareholder Support bb- Affirmed   bb-

   senior
   unsecured       LT                  BB- Affirmed   BB-

   subordinated    LT                  B+  Affirmed   B+

   senior
   unsecured       ST                  B   Affirmed   B

SASA POLYESTER: Fitch Lowers Long-Term IDR to 'B-', Outlook Stable
------------------------------------------------------------------
Fitch Ratings has downgraded Sasa Polyester Sanayi Anonim Sirketi
's (Sasa) Long-Term Issuer Default Rating (IDR) to 'B-' from 'B'.
The Outlook is Stable.

The rating downgrade reflects limited financial flexibility due to
ongoing capital investment at a time of weak market conditions, and
a high proportion of short-term debt that requires ongoing
rollover. It also reflects high leverage above its previous
negative sensitivity of 5x for a protracted period.

The Stable Outlook reflects its expectations of gradual
de-leveraging towards 5x by the end of 2026 under its assumption
that Sasa will not incur material growth capex or will defer the
next phase of the investment until its financial profile materially
strengthens.

The rating incorporates Sasa's strong domestic market position as
the largest Turkish polyester producer and growing vertical
integration. This is balanced by single-site asset concentration
and exposure to the domestic Turkish economy at 77% of sales.

Key Rating Drivers

Deleverage Delayed: Cost overrun on the company's purified
terephthalic acid (PTA) facility alongside a squeeze on margins
resulted in EBITDA net leverage spiking to 12.5x in 2024 from 8.5x
in 2023. Fitch forecasts a decrease to 6.9x in 2025, which is above
its previous negative sensitivity of 5.0x. Fitch expects leverage
to decrease to 5.1x in 2026 and towards 4x by 2028 as the company
realizes benefits from the completion of its current investment
projects. Its forecast does not assume additional debt linked to
the multi-billion Yumurtalik petrochemical project, which Fitch
expects to enter the construction phase towards the end of 2026.

Sasa purchased 6 million square metres of land for the project till
September 2024 but details related its execution are still to be
finalized, and its financing may be conducted through partnerships
outside Sasa's corporate structure.

Weaker Liquidity: Sasa increased its reliance on short-term funding
and current debt accounted for around 43% of total at end-2024
compared with 35% at the end of 2023, whereas Fitch had assumed a
higher share of investments funded by longer-dated debt. The
current structure exposes Sasa to refinancing risk, although the
company has so far been successful in rolling over short-term
maturities. The high debt load is also putting pressure on EBITDA
interest cover ratios, which Fitch expects to average around 1.5x
over the rating horizon.

Competition Pressures Margins: Weak macroeconomic growth and
aggressive competition from Chinese and south-east Asian polyester
producers hampered Sasa's margin recovery in 2024, and Fitch
expects challenging market conditions for polyester producers to
continue in the short term. In 2024 Sasa generated 77% of revenues
in its domestic market, where Fitch expects continuation of tight
monetary policy to moderate GDP growth in 2025. However, Fitch
expects Sasa to benefit from improved economic stability in
Turkiye, a modest recovery in the EU economy, its largest export
market, and gradual benefits from increased vertical integration.

PTA Completed, Capacity to Increase: The 1.75 million tonne (mt)
PTA facility supplying Sasa's main feedstock started operation in
March 2025, and commissioning of new fibre and melt-to-resin plants
with combined capacity of 700,000 tonnes is on track to be
completed on budget by the end of 1H25. The PTA project is a key
milestone increasing Sasa's self-sufficiency despite its delayed
completion and final cost of USD1.7 billion versus initial
expectation of USD1.2 billion. Fitch forecasts the annual
contribution from PTA at around USD200 million annually.

Single-Site Producer: Sasa's manufacturing facilities are
concentrated in a single site in Adana, Turkiye, which exposes the
company to potential disruptions to the manufacturing process or
supplies through Turkiye's largest container port, Mersin. Asset
concentration is mitigated by the plant's segregation into 24
production lines. Sasa generated around 76% of revenues on average
from the domestic market over the last five years, and although its
customers are mainly exporters, it maintains substantial exposure
to macroeconomic conditions in Turkiye.

Domestic Market Deficit: Sasa accounts for around 54% of domestic
polyester production capacity. Turkiye has historically been a net
importer of polyester products, mainly from Asia. Fitch believes
that expansion of Sasa's capacity from 1.2mt in 2024 to 1.9mt in
2025 can be absorbed by the domestic market, and will bolster its
market share due to the smaller size of other domestic producers,
which limits their potential for material capacity growth. Fitch
believes competition from low-cost producers in Asia could affect
the pricing of Sasa's products, or put pressure on the new asset's
utilisation rates in the medium term.

Standalone Rating: Sasa is majority owned by Erdemoglu Holding,
which directly owns around 57% of shares and controls an entity
that owns a further 20% of Sasa's shares. Fitch rates Sasa on a
standalone basis as it is run independently, relies predominantly
on external funding, has its own treasury functions and does not
provide any guarantees for other group companies.

Fitch views support from the parent as moderate but recurring. In
2023, the parent sold a minority stake in Sasa and channelled the
equivalent of around USD290 million to Sasa. Fitch understands the
parent may continue to inject cash to Sasa but the proceeds will in
its view be used to support ongoing capex rather than debt
repayments.

FX, Interest Rate Exposure Manageable: Sasa's foreign-exchange (FX)
exposure is manageable, as 99% of sales are indexed to the euro and
US dollar. Raw materials prices (accounting for around 75% of
operating costs) are also hard currency denominated. Sasa's
domestic customers are mostly export-driven companies selling in
hard currencies. As of December 2024, around 5% of total debt was
Turkish lira denominated and Fitch expects similar levels in its
forecasts. Interest rates on Sasa's debt facilities are
predominately fixed, and the low level of borrowings denominated in
Turkish lira limits exposure to high domestic interest rates.

Peer Analysis

Ineos Quattro Holdings Limited (BB-/Stable) is one of the largest
paraxylene, PTA and polyvinyl chloride manufacturers in Europe. It
is also one of the leaders in the global polystyrene and styrene
monomers markets. Ineos is significantly larger and more
diversified than Sasa.

Petkim Petrokimya Holdings A.S. (CCC+) and Sasa produce mainly
commoditized products but Sasa's scale and vertical integration are
greater than Petkim's due to the contribution of new investments.
Sasa has a stronger domestic market share than Petkim, lower
leverage and higher margins.

Lune Holdings S.a r.l. (Kem One; CCC+) is an integrated PVC
producer with production assets concentrated in the south of
France. Both Sasa and Kem One are carrying out significant
investments to improve their positions in their respective value
chains, which has exacerbated leverage spikes and weakened their
liquidity positions due to deteriorating conditions in the
petrochemical sector. Kem One benefits from a more stable economic
environment, but Sasa has larger scale and stronger track record of
uninterrupted operating performance.

Roehm Holding GmbH (B-/Stable) has similar scale to Sasa but
greater diversification and a stronger market position, albeit in
more cyclical end markets. Like Sasa, Roehm is expanding through
large investment projects, which has driven up its leverage but it
has a stronger liquidity position.

Key Assumptions

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

- Sales volumes of 1.3mt in 2025 and 1.6mt average a year over
2026-2028

- EBITDA margin around 20.5% in 2025 and averaging around 22% over
2026-2028

- Cumulative capex of around USD0.4 billion over 2025-2028

- No dividends or share repurchases

RATING SENSITIVITIES

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

- EBITDA gross leverage above 6.5x on a sustained basis

- EBITDA interest coverage sustainably below 1.25x

- Deterioration in liquidity position and high refinancing risk

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

- Improved liquidity position and lower reliance on short
term-funding; together with

- EBITDA gross leverage below 5.0x on a sustained basis; together
with

- EBITDA interest coverage sustainably above 1.5x

Liquidity and Debt Structure

Fitch views Sasa's liquidity as tight due to limited cash balance
and its reliance on rollover of short-term debt. At end-December
2024 the company had TRY2 billion of cash compared with current
financial liabilities of around TRY40 billion.

Sasa has some flexibility to stagger its capex and access to
remaining portion of committed loans for investments projects and
uncommitted financing from a mix of Turkish and foreign credit
institutions. Fitch believes liquidity could become tight if those
lines become unavailable.

Issuer Profile

Sasa is the largest Turkish manufacturer of polyester staple
fibres, filament yarns, polyester-based and specialty polymers and
intermediates.

MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS

Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.

ESG Considerations

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt                Rating           Prior
   -----------                ------           -----
Sasa Polyester Sanayi
Anonim Sirketi          LT IDR B-  Downgrade   B

TURK EKONOMI: Fitch Affirms 'BB-' Long-Term IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed Turk Ekonomi Bankasi A.S.'s (TEB)
Long-Term (LT) Issuer Default Ratings (IDRs) at 'BB-' with a Stable
Outlook and Viability Rating (VR) at 'b+'.

Key Rating Drivers

Support-Driven IDR, Country Risks: TEB's LT IDRs are driven by
potential shareholder support, as reflected in its Shareholder
Support Rating (SSR). The bank's LT Foreign-Currency (FC) IDR is
constrained by Turkiye's Country Ceiling of 'BB-', while its LT
Local-Currency (LC) IDR also considers Turkish country risks. The
Stable Outlooks on the IDRs mirror those on the sovereign.

The bank's VR considers its concentrated operations in the
challenging, albeit improved, Turkish operating environment, stable
profitability through the cycle despite its modest franchise
(end-2024: 2% of banking sector assets), adequate core
capitalisation, above sector average asset quality and ordinary
support from its parent in respect to its funding profile.

'bb-' SSR: TEB's SSR reflects its strategic importance to, and
integration and role within, the wider BNP Paribas S.A (BNPP) group
and its small size relative to BNPP's ability to provide support.
TEB is 55% owned but fully controlled by TEB Holding, in which BNP
Paribas Fortis SA/NV (A+/Stable) has a 50% stake. TEB is fully
consolidated by BNPP. BNPP ultimately holds a 72.5% stake in TEB,
including a 23.5% stake held directly.

Improving but Challenging Operating Environment: TEB's operations
are concentrated in the improving but challenging Turkish operating
environment. The normalisation of monetary policy has reduced
near-term macro-financial stability risks and external financing
pressures. Recent political developments have led to increased
financial markets' volatility, which if sustained, could increase
the challenges for the disinflation and economic rebalancing
processes by negatively impacting exchange rate and inflation
expectations. Banks remain exposed to high inflation, potential
further lira depreciation, slowing economic growth, and multiple
macroprudential regulations, despite simplification efforts.

Mid-Sized,Domestic Focused: TEB has a moderate domestic franchise
(end-2024: about 2% market shares) and ensuing limited competitive
advantage but it benefits from being part of the BNPP group.
Lending is split between the corporate (end-2024: 39%), SME (33%)
and retail (28%) segments.

Growth Gained Pace: TEB pursued a fairly conservative growth
strategy between 2018-2023 and lost market share. This recently
changed as the bank aims to grab market share and grow above the
sector average. Credit risks are heightened by FC lending (31% of
gross loans at end-2024), which has recently picked up similar to
the sector, given not all borrowers are likely to be fully hedged
against lira depreciation. SME and retail exposures increase
asset-quality risks given the segments' sensitivity to
macro-economic volatility.

Moderate NPL Increase Expected: TEB's impaired (Stage 3) loans
ratio increased to a low 1.3% at end-2024 (end-2023: 1.1%; sector:
1.8%), supported by nominal high growth, collections and
write-offs. Asset-quality risks remain due to macroeconomic
volatility, exposure to the SME and retail segments and moderate
Stage 2 financing (8% at end-2024, 9% average reserves). Fitch
expects the non-performing loan (NPL) ratio to increase to 1.8% at
end-2025 and 2.3% at end-2026 given higher rates and a slowdown in
the economy.

Above Sector Average Profitability: TEB's annualised operating
profit declined to still a high 4.0% of risk-weighted assets (RWA)
in 2024 (2023: 5.8%), due to lack of trading income given higher
swap costs and inflationary pressures on operating expenses. In the
medium term, Fitch expects the ratio to be around 2.5% due to RWAs
inflation and normalisation in loan impairment charges.

Adequate Core Capitalisation: TEB's common equity Tier 1 ratio
declined to 11.3% (10.1% net of forbearance) at end-2024 from 12.3%
at end-2023, due to high growth despite good internal capital
generation. The bank has reasonable buffers above regulatory
requirements. Capitalisation is supported by high pre-impairment
operating profit (2024: equal to 6% of average loans), full
reserves coverage of NPLs, and ordinary support from BNPP, but
remains sensitive to Turkiye's economic outlook, lira depreciation
and asset-quality risks. Fitch expects the CET1 ratio to be around
10% levels till at end-2026.

Mainly Deposit Funded; External Market Access: Customer deposits
comprised 74% of total funding at end-2024, of which 26% were in FC
and 5% were FX-protected lira deposits. The loans/deposits ratio is
good and hovers below 90%. Wholesale funding comprised 26% of total
funding, of which 85% was in FC. Refinancing risks are manageable
given TEB's reasonable FC liquidity, recent market access and
ordinary support from BNPP.

Rating Sensitivities

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

A downgrade of Turkiye's sovereign ratings, or an increase in its
view of government intervention risk would likely lead to a
downgrade of TEB's SSR and therefore LT IDRs.

TEB's SSR is also sensitive to Fitch's view of the shareholder's
ability and propensity to provide support.

The VR is primarily sensitive to a weakening in the operating
environment and a sovereign downgrade. The VR would be downgraded
due to a material erosion in the bank's capital buffers most likely
due to asset quality weakening, or pressure on profitability, if
not offset by ordinary shareholder support on a timely basis.

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

An upgrade of Turkiye's LT IDRs would likely lead to similar action
on the bank's SSR and LT IDRs. An upward revision of Turkiye's
Country Ceiling could also lead to an upgrade of the bank's SSR and
LT IDRs.

A VR upgrade would require an upward revision of the operating
environment score, whilst maintaining a healthy financial profile.

OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS

TEB's senior unsecured debt ratings are aligned with its IDRs as
the likelihood of default on these obligations reflects that of the
bank.

The bank's subordinated Tier 2 notes are rated one notch below its
LTFC IDR. The notching for the subordinated notes' rating includes
one notch for loss severity and zero notches for non-performance
risk relative to the LTFC IDR anchor rating. The one notch for loss
severity reflects Fitch's view of below-average recovery prospects
for the notes in a non-viability event. The one notch, rather than
the baseline two notches, reflects its view that shareholder
support (as reflected in the bank's LTFC IDR) could help mitigate
losses. The LTFC IDR is the anchor rating for the notes as Fitch
believes that potential extraordinary shareholder support is likely
to flow through to the bank's subordinated noteholders.

TEB's additional Tier 1 notes are rated three notches below its VR,
comprising two notches for loss severity, given the notes' deep
subordination, and one notch for non-performance risk, given their
full discretionary, non-cumulative coupons. In accordance with its
Bank Rating Criteria, Fitch has applied three notches from the
bank's VR, instead of the baseline four notches, as VR is one notch
below the 'BB-' threshold.

The Short-Term IDRs of 'B' are the only possible option mapping to
the Long-Term IDRs in the 'BB' category.

TEB's National Rating is underpinned by shareholder support and is
in line with foreign-owned peers.

OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES

TEB's Tier 2 and additional Tier 1 debt ratings are sensitive to a
change of its respective anchor ratings. They are also sensitive to
a revision in Fitch's assessment of potential loss severity or
incremental non-performance risk.

The Short-Term IDRs are sensitive to changes in its LT IDRs.

The National Ratings are sensitive to changes in TEB's LTLC IDR and
its creditworthiness relative to that of other Turkish issuers.

VR ADJUSTMENTS

The 'b+' operating environment score for Turkish banks is lower
than the category implied score of 'bb' due to the following
adjustment reason: macro-economic stability (negative). The
adjustment reflects market volatility, high dollarisation and high
risk of FX movements in Turkiye.

The funding and liquidity score is above the 'b' category implied
score, due to the following adjustment reason: liquidity access and
ordinary support (positive).

Public Ratings with Credit Linkage to other ratings

TEB's IDRs are driven by shareholder support from its majority
shareholder, BNPP.

ESG Considerations

The ESG Relevance Score for Management Strategy of '4' reflects an
increased regulatory burden on all Turkish banks. Management
ability across the sector to determine their own strategy and price
risk is constrained by increased regulatory interventions and also
by the operational challenges of implementing regulations at the
bank level. This has a moderately negative impact on the credit
profile and is relevant to the rating in combination with other
factors.

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt                     Rating            Prior
   -----------                     ------            -----
Turk Ekonomi
Bankasi A.S.      LT IDR              BB- Affirmed   BB-
                  ST IDR              B   Affirmed   B
                  LC LT IDR           BB- Affirmed   BB-
                  LC ST IDR           B   Affirmed   B
                  Natl LT         AA(tur) Affirmed   AA(tur)
                  Viability           b+  Affirmed   b+
                  Shareholder Support bb- Affirmed   bb-

   senior
   unsecured      LT                  BB- Affirmed   BB-

  subordinated    LT                  B+  Affirmed   B+

   subordinated   LT                 CCC+ Affirmed   CCC+

   senior
   unsecured      ST                  B   Affirmed   B



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

ATG ENTERTAINMENT: S&P Assigns Prelim 'B' LT ICR, Outlook Stable
----------------------------------------------------------------
S&P Global Ratings assigned its preliminary 'B' long-term issuer
credit rating to U.K.-based International Entertainment JJCO 3
Ltd., and its preliminary 'B' issue rating, with a '3' recovery
rating, to the proposed GBP1,275 million senior secured TLB,
subject to the successful closure of the transaction.

The stable outlook reflects S&P's expectation that over the next 12
months ATG will achieve S&P Global Ratings-adjusted debt to EBITDA
of close to 6x, EBITDA to interest of about 2x, and positive free
operating cash flow (FOCF) after leases while adhering to a
financial policy aimed to sustain these credit metric levels as it
pursues its expansion strategy and growth investments.

International Entertainment JJCO 3 Ltd., a holding company of ATG
Entertainment (ATG), is the world's largest theater venue owner,
operator, and programmer with 71 venues across the U.K., U.S.,
Germany, and, recently, Spain, that also offers ticketing and
marketing services, and stages own productions.

ATG's network of venues and strong ticketing technology underpin
its market position and ability to ensure premium content
programming. The group owns, operates, or programs 71 theaters in
the U.K., U.S., Germany, and Spain. Its presence in prime theater
locations includes the West End in London and Broadway in New
York--where supply of venues is finite--and a network of regional
venues of varying sizes across the U.K., U.S., Germany, and Spain.
The venues enhance the group's appeal to producers. S&P said, "In
our view, the lack of high-quality venues, especially with large
capacity of 1,500-2,000 seats or more, and limited ability to
acquire or construct new ones in central locations in cities that
are attractive for theatergoers, create high barriers for new
market entrants and strengthen ATG's market position. The group's
standards and investment in capital maintenance, state-of-the-art
equipment, and furnishings of theater facilities will continue to
support its ability to secure premium content for driving audience
demand. In addition, ATG's well-invested proprietary ticketing
platform ensures optimal occupancy and gross box office-enhancing
revenue upside for both ATG and the producers. Meanwhile, ATG's
marketing and promotion services and own productions funded in
partnership with third parties deepen its standing and key
relationships in the entertainment industry and facilitate its
market position. Attractive food and beverage (F&B) propositions
and hospitality initiatives further enhance spending per
theatergoer. As such, we forecast the group's revenue to reach
about GBP970 million in fiscal 2025 (ending March 31) and surpass
GBP1 billion by 2026, and S&P Global Ratings-adjusted EBITDA to
reach about GBP230 million in 2025 and about GBP250 million in
2026."

Long-running shows add stability to ATG's earnings, with diverse
content and execution track record mitigating the occupancy risk of
new shows. S&P said, "ATG has fully recovered since the resumption
of live entertainment after a full shutdown of theater performances
during COVID-19, and we think a disruption of such magnitude is
unlikely to recur. That said, a degree of occupancy risk is present
in demand sensitivity to discretionary spending on leisure,
including from international tourists, and in hosting new or
untested shows. Revenue visibility from long-running shows that
maintain consistently high occupancy rates mitigates such risk to
an extent. ATG has a relatively diverse portfolio of popular and
long-running titles, with its top seven titles, including evergreen
third-party staged Lion King, Wicked, Moulin Rouge!, Book of
Mormon, and own production of Harry Potter and The Cursed Child,
Starlight Express, and Cabaret, contributing more than 40% of group
EBITDA in fiscal 2025. This is furthered by the diversity of
content categories spanning across musicals, plays, live concerts,
comedy, and others. While we believe that expansion into Germany
and Spain enriches the geographic diversity of ATG's portfolio and
resilience to country-specific macroeconomic trends, the group also
has to accommodate local tastes and preferences potentially
deviating from the English-language content-dominated global
theater scene, with less scalable programming and staging shows in
local languages. While we note ATG's success in staging some West
End titles in German since its 2018 acquisition of five venues in
Germany, the group is yet to build a track record in running the
recently acquired theaters in Spain. Nevertheless, the group's
limited exposure to the capital-intensive and volatile show
production reins in some execution risk and underpins its overall
competitive position."

West End and Broadway presence, along with diverse revenue streams,
will support profitability. West End and Broadway are the largest
and most profitable theatrical locations globally, benefiting from
consistently high demand from local theater goers and domestic and
international tourists. The two locations in aggregate account for
47% of the group's management-accounted EBITDA in 2025. S&P said,
"Over the forecast period, we think that profitability will rely on
occupancy level--especially the recovery trajectory of Broadway
attendance compared with pre-COVID-19 levels and the resilience of
West End attendance--as well as the group's execution in regional
theaters in regard to pricing strategy, client relationship
management, F&B initiatives, and synergies in newly acquired
theaters. We think that stability of profitability is aided by
predictable venue rental fees paid by producers that book venues
several months to about a year in advance of the productions, thus
limiting the group's exposure to the quality of content and success
of shows. Further to its share of the box office revenue, ATG is
exposed to attendance numbers mainly through the upside that it
gets from the ancillary sales such as F&B and other hospitality
services. Its ability to charge back running costs, including a
portion of staff costs, to producers and the collection of
restoration fees in the West End and Broadway also support its cost
flexibility and profitability margins. Based on our expectation
that ATG will continue to pass on cost inflation to producers via
contra income in West End and Broadway, and to increase average
ticket price via revenue management and ticketing initiatives, we
forecast S&P Global Ratings-adjusted EBITDA margin to stay 20%-25%
over the forecast period (through fiscal 2027), which we view as
average for the leisure and sports industry."

Ambitious growth investment plans constrain cash generation and
headroom under the rating. S&P said, "We forecast the group to
generate only mildly positive FOCF after leases in fiscal
2025-fiscal 2027, after incurring greenfield capital expenditure
(capex) including the development of a new theater in Vienna and
the re-development of the Staatenhaus theater in Cologne, as well
as some working capital volatility from advance tickets sales for
Bristol and Glasgow’s "dark" theater period as the group
continues to invest in its venues. In addition to other capex
needs, including the maintenance of existing theaters and the
committed catchup projects of recently acquired theaters in New
York and in Spain, we estimate total capex to be above GBP50
million in fiscal 2025 before increasing to about GBP70 million in
2026 and about GBP100 million in 2027. While we view the group's
greenfield plans as positive in furthering its geographic reach and
market position, these projects could give rise to execution risk
and put further stress on the group's cash flows (already thin in
our forecast) should construction work take longer than expected or
exceed the budget. Our rating is predicated on ATG's execution in
managing investments, returns, and working capital cash flows,
allowing FOCF after leases to recover eventually. We also assume
that the capex will be funded by organic cash flow rather than
through new debt, and the group has the flexibility to refrain from
committing to such investment at an early stage if liquidity runs
low. Meanwhile, the group's own productions weigh relatively
lightly on its cash flows, with less than GBP10 million net
investment in shows per year, based on our estimate, as the
majority of investment is borne by third-party investors."

The financial sponsor-controlled financial policy results in a
highly leveraged capital structure with adjusted debt to EBITDA
exceeding 5x over our forecast horizon. The group intends to issue
a GBP1,275 million senior secured TLB split across euro and dollar
tranches and a GBP150 million RCF to refinance the existing capital
structure and pay GBP23 million deferred consideration of the
recently acquired SOM Produce, GBP29 million accrued interests, and
GBP182 million dividends to its majority owner, financial sponsor
Providence Equity Partners. In our forecast, the increase of about
GBP240 million in gross debt from the proposed transaction will
likely keep S&P Global Ratings-adjusted leverage at about 6.0x in
fiscal 2026 and about 5.7x in fiscal 2027, from our estimate of
about 5.5x in fiscal 2025. S&P said, "We expect EBITDA interest
coverage to improve to 2.0x in 2026 and 2.2x in 2027, from our
estimate of 1.7x in 2025. The group owns and holds long leases for
93% of its theaters, providing some financial flexibility to pledge
some of these assets for additional funding if needed. However,
that is not part of our base case where we expect organic cash flow
to suffice to cover growth capex."

The final ratings will depend on our receipt and satisfactory
review of all final transaction documentation. Accordingly, the
preliminary ratings should not be construed as evidence of final
ratings. If S&P Global Ratings does not receive final documentation
within a reasonable time frame, or if final documentation departs
from materials reviewed, it reserves the right to withdraw or
revise its ratings. Potential changes include, but are not limited
to, use of loan proceeds, maturity, size and conditions of the
loans, financial and other covenants, security, and ranking.

S&P said, "The stable outlook reflects our expectation that ATG
will continue to invest in its existing and new venues that will
grow earnings on the back of strong programming and implementation
of ticketing and other synergies with acquired businesses. Our
expectation also includes timely execution of major refurbishment
and greenfield projects, including managing capex and returns. We
expect over the forecast period of fiscal 2025-fiscal 2027, the
company will sustain S&P Global Ratings-adjusted EBITDA margin of
above 23%, with adjusted debt to EBITDA at about 6.0x pro forma in
fiscal 2026 consistently declining thereafter, and adjusted EBITDA
to interest of about 2.0x. We also expect ATG to generate thin but
positive FOCF after leases."

S&P could lower the rating in the next 12 months if ATG
underperforms our base case, resulting in:

-- Adjusted debt to EBITDA substantially exceeding 6x; or

-- Structurally negative FOCF after leases, weakening the group's
liquidity; or

-- EBITDA interest cover persistently below 2x.

This could occur if occupancy or average selling prices fall short
of expectations, full synergies from recent acquisitions take
longer to realize or incur higher exceptional costs, or the company
pursues a financial policy that is more aggressive than our
expectations through debt-funded acquisitions or shareholder
returns.

Although a remote scenario, S&P could raise the rating if ATG
demonstrated a commitment and a track record of a prudent financial
policy of consistently adhering to adjusted debt to EBITDA of less
than 5x, EBITDA interest coverage of well above 2x, and FOCF to
debt of well over 5%. This scenario would be supported by strong
demand demonstrated in higher-than-expected occupancy levels and
ticket prices, coupled with successful revenue-driving initiatives,
implementation of synergies and other cost-saving initiatives, and
timely returns from refurbishment and greenfield projects.


CASTELL 2023-1: DBRS Confirms BB(high) Rating on 2 Note Classes
---------------------------------------------------------------
DBRS Ratings Limited confirmed its credit ratings on the notes
issued by Castell 2023-1 PLC (the Issuer), as follows:

-- Class A at AAA (sf)
-- Class B at AA (high) (sf)
-- Class C at AA (low) (sf)
-- Class D at A (low) (sf)
-- Class E at BB (high) (sf)
-- Class F at BB (high) (sf)

The credit rating on the Class A notes addresses the timely payment
of interest and ultimate payment of principal on or before the
legal final maturity date in May 2055. The credit ratings on the
Class B, Class C, Class D, Class E, and Class F notes address the
timely payment of interest once most senior and the ultimate
repayment of principal on or before the final maturity date.

CREDIT RATING RATIONALE

The credit rating confirmations follow an annual review of the
transaction and are based on the following analytical
considerations:

-- Portfolio performance, in terms of delinquencies, defaults, and
losses as of the January 2025 payment date.

-- Portfolio default rate (PD), loss given default (LGD), and
expected loss assumptions on the remaining receivables.

-- Current available credit enhancement (CE) to the notes to cover
the expected losses at their respective credit rating levels.

The transaction is a securitization of UK second-lien mortgage
loans originated by UK Mortgage Lending Limited (UKML; formerly
Optimum Credit Limited). UKML is a specialist UK second charge
mortgage lender based in Cardiff, UK, and has offered financing to
homeowners in England, Wales, and Scotland since its launch in
November 2013. Pepper UK Limited is the primary and special
servicer of the portfolio.

PORTFOLIO PERFORMANCE

As of the January 2025 payment date, loans two to three months in
arrears represented 0.9% of the outstanding portfolio balance, and
loans more than three months in arrears represented 4.8%.
Cumulative defaults amounted to 1.1% of the original portfolio
balance.

PORTFOLIO ASSUMPTIONS AND KEY DRIVERS

Morningstar DBRS conducted a loan-by-loan analysis of the remaining
pool of receivables and updated its base-case PD and LGD
assumptions at the B (sf) credit rating level to 7.3% and 44.0%,
respectively.

CREDIT ENHANCEMENT

CE is provided by the subordination of the respective junior notes.
Current CE levels to the rated notes compared with the CE levels at
closing are as follows:

-- Class A CE is 41.2%, up from 32.6%
-- Class B CE is 31.3%, up from 24.7%
-- Class C CE is 22.5%, up from 17.8%
-- Class D CE is 14.9%, up from 11.8%
-- Class E CE is 11.5%, up from 9.0%
-- Class F CE is 9.2%, up from 7.2%

The transaction benefits from a liquidity reserve fund (LRF), which
covers senior fees, interest on the Class A notes, and senior
deferred consideration. The LRF is currently at its target level of
GBP 1.5 million, equal to 1.0% of the outstanding Class A note
balance.

Citibank N.A., London Branch acts as the account bank for the
transaction. Based on the Morningstar DBRS private credit rating on
Citibank N.A., London Branch, the downgrade provisions outlined in
the transaction documents, and other mitigating factors inherent in
the transaction structure, Morningstar DBRS considers the risk
arising from the exposure to the account bank to be consistent with
the credit rating assigned to the Class A notes, as described in
Morningstar DBRS' "Legal and Derivative Criteria for European
Structured Finance Transactions" methodology.

Banco Santander SA acts as the swap counterparty. Morningstar DBRS'
Long Term Critical Obligations Rating on the swap counterparty,
currently AA (low), is above the first credit rating threshold as
described in Morningstar DBRS' "Legal and Derivative Criteria for
European Structured Finance Transactions" methodology.

Notes: All figures are in British pound sterling unless otherwise
noted.

ORBIT PRIVATE: S&P Affirms 'B' Long-Term ICR, Outlook Stable
------------------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term issuer credit rating
on Orbit Private Holdings I Ltd. (EQ) and its financing
subsidiaries Armor Holdco Inc. and Earth Private Holdings Ltd.

S&P said, "We have lowered our issue rating on the group's senior
secured facilities to 'B' from 'B+' and revised the recovery rating
to '3' from '2', including the proposed fungible senior secured
term loan add-on of $350 million, given the larger proportion of
senior secured debt within the capital structure following $600
million of add-ons in the previous nine months.

"We affirmed our 'CCC+' issue rating on the group's senior
unsecured notes and kept the recovery rating on these facilities at
'6'.

"The stable outlook reflects our expectation that EQ will continue
to capitalize on client balances and execute its ongoing
integration and cost-saving measures to offset the effect of weaker
shareholder activity in a tough economic environment. This should
underpin earnings in 2025 and thereafter, supporting sustainable
deleveraging and consistently positive FOCF generation."

Orbit Private Holdings I Ltd. (EQ), U.K.-based shareholder and
pension administration services provider, is acquiring U.S.-based
investor and public relations communications software platform
Notified. S&P expects the acquisition to be funded with a new
fungible senior secured term loan add-on of $350 million and cash
on the balance sheet.

S&P said, "EQ is acquiring U.S.-based Notified, and we anticipate
this acquisition will offer some portfolio diversification and
cost-saving opportunities for EQ. Notified is a U.S.-based investor
and public relations communications software platform, with about
70% of recurring revenue and over 75% of revenue generated in North
America. We expect this acquisition will expand EQ's service
offerings and complement the core competencies in shareholder and
pension administration services, providing some cross-selling
opportunities and ancillary capabilities across the public
companies' value chain. This will help deepen market penetration
and strengthen the customer proposition, unlocking further growth
opportunities within a highly stable and mature marketplace.
Although this acquisition will modestly improve EQ's competitive
position, it does not materially alter our fair business risk
profile assessment.

"The debt-funded acquisition of Notified by EQ will likely keep
credit metrics within the threshold for the current rating level.
We expect this to be funded with a senior secured term loan of $350
million and cash on the balance sheet. In the next 12-24 months, we
expect EQ will continue to monetize client balances through active
treasury management and execute its ongoing operational
transformation initiatives at the same time realizing strategic and
financial benefits from the Notified acquisition. This will help
offset any downside risks arising from lower event-driven and
transactional sales amid weaker capital market activity. In our
base case, we estimate S&P Global Ratings-adjusted leverage will
temporarily increase to 5.5x-6x in 2025, before improving toward 5x
in 2026. Meanwhile, we forecast EQ will continue to demonstrate
strong, positive FOCF and maintain FFO cash interest coverage above
2x in 2025-2026. These credit metrics are commensurate with the
current 'B' rating.

"We lowered our rating on EQ's senior secured debt to reflect our
reduced recovery expectations for its debtholders. Following the
$250 million add-on in June 2024 and the proposed fungible add-on
of $350 million, we note there have been material changes in the
quantum of senior secured term loan in the last nine months,
increasing the proportion of senior secured debt within the capital
structure. Under EQ's latest capital structure, we project an
increased amount of senior secured debt outstanding at default. As
a result, we lowered our issue rating on the group's senior secured
facilities to 'B' from 'B+' and revised the recovery rating to '3'
from '2', which now indicates our expectation of about 65% recovery
for debtholders in the event of a default.

"The stable outlook reflects our expectation that EQ will continue
to capitalize on client balances and execute its ongoing
integration and cost-saving measures to offset the effect of weaker
shareholder activity in a tough economic environment. This should
underpin earnings in 2025 and thereafter, supporting sustainable
deleveraging and consistently positive FOCF generation."

S&P could take a negative rating action if revenue growth slowed,
or the group failed to achieve cost savings and the improved
margins that it currently forecasts, resulting in weaker cash
generation and sustained higher leverage. Specifically, S&P could
lower the rating if:

-- S&P expects negative FOCF generation on a sustained basis;

-- S&P anticipates FFO cash interest coverage to be sustained at
materially less than 2x;

-- EQ has unexpected exceptional costs, or its margins deteriorate
compared with S&P's expectations;

-- The group's acquisition or shareholder policies lead us to
reevaluate management's leverage tolerance; or

-- The group faces liquidity constraints.

S&P considers there to be limited upside potential for the ratings
in the short term, given EQ's current leverage and financial
policy. That said, it could consider raising the ratings if:

-- The group outperforms our forecasts, resulting in a significant
reduction in adjusted debt to EBITDA toward 5x; and

-- S&P considers the group's leverage tolerance to be consistent
with maintaining debt to EBITDA at or around these levels.


TRINITY SQUARE 2021-1: Fitch Alters 'B-sf' Rating Outlook to Neg.
-----------------------------------------------------------------
Fitch Ratings has revised Trinity Square 2021-1 (2024 Refi) PLC
class F and G notes Outlook to Negative from Stable.

   Entity/Debt              Rating           Prior
   -----------              ------           -----
Trinity Square 2021-1
(2024 Refi) PLC

   A XS2783078087       LT AAAsf  Affirmed   AAAsf
   B XS2783078160       LT AA-sf  Affirmed   AA-sf
   C XS2783078244       LT Asf    Affirmed   Asf
   D XS2783078327       LT BBB+sf Affirmed   BBB+sf
   E XS2783078590       LT BB+sf  Affirmed   BB+sf
   F XS2783078673       LT BB-sf  Affirmed   BB-sf
   G XS2783078756       LT B-sf   Affirmed   B-sf
   H XS2783078830       LT CCCsf  Affirmed   CCCsf
   X XS2783078913       LT Bsf    Affirmed   Bsf

Transaction Summary

Trinity Square 2021-1 (2024 Refi) PLC is a securitisation of legacy
owner-occupied (OO) and buy-to-let (BTL) mortgages originated by GE
Money Home Lending Limited and GE Money Mortgages Limited (together
referred as GE). The transaction is a refinancing of the Trinity
Square 2021-1 PLC (TSQ2021-1) issue.

KEY RATING DRIVERS

Asset Performance Deterioration: As of the December 2024 pool cut
date, one-month plus and three-month plus arrears were 15.9% and
12%, respectively, up from 13.2% and 9.6% at the March 2024 pool at
closing. This rise in arrears has led us to apply a higher weighted
average (WA) foreclosure frequency (FF) in its analysis. However,
the number of loans in arrears have decreased compared with at
closing, suggesting some stabilisation in arrears build-up. Despite
this decline, the risk of migration to late-stage arrears remains a
significant rating driver.

Ratings Lower than MIRs: Roll risk to late-stage arrears could
result in higher WAFF in future reviews. The notes' model-implied
ratings (MIR) may also be sensitive to lower recovery rates than
those calculated by Fitch's ResiGlobal model: UK. Fitch has
observed lower recovery rates than expected in the non-conforming
sector since 2023.

Fitch performed forward-looking analysis by assuming wider losses
at all ratings to account for asset performance deterioration
beyond that envisaged by its standard criteria assumptions. This
included decreasing the WA recovery rate (RR) by 5%. Consequently,
the ratings on the class D, E, F and X notes are up to four notches
lower than their MIRs.

Negative Outlook: The analysis has resulted in limited margin of
safety for the ratings of the class F and G notes. Given its asset
performance expectations, Fitch believes that the MIRs in future
model updates could be lower than the assigned ratings. This is
reflected in the revision of the Outlooks on the class F and G
notes to Negative.

Increased Credit Enhancement (CE): The affirmation is supported by
increased credit enhancement (CE), provided by both the notes'
subordination and an amortising general reserve fund. CE is
adequate to withstand stresses at the current ratings despite the
rising arrears as a percentage of the total pool.

RATING SENSITIVITIES

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

The transaction's performance may be affected by changes in market
conditions and economic environment. Weakening economic performance
is strongly correlated to increasing levels of delinquencies and
defaults that could reduce CE available to the notes.

Fitch found that a 15% increase in WAFF and a 15% decrease in WARR
indicate downgrades of no more than one notch for the class X
notes, three notches for the class A and E notes, four notches for
the class B, D and F notes, and five notches for the class C notes.
The class G notes would be in the distressed rating category, while
the class H notes will remain at their distressed rating.

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

Stable to improved asset performance driven by stable delinquencies
and defaults would lead to increasing CE and, potentially,
upgrades. Fitch found that a 15% decrease in the WAFF and a 15%
increase in the WARR would result in upgrades of up to three
notches each for the class B and G notes, up to four notches for
the class C notes, up to five notches each for the class D and F
notes, up to six notches for the class E notes, up to seven notches
for the class X notes, and up to nine notches for the class H
notes. The sensitivity has no impact on the class A notes.

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

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

DATA ADEQUACY

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

Prior to the transaction closing, Fitch reviewed the results of a
third-party assessment conducted on the asset portfolio information
and concluded that there were no findings that affected the rating
analysis.

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

ESG Considerations

Trinity Square 2021-1 (2024 Refi) PLC has an ESG Relevance Score of
'4' for Customer Welfare - Fair Messaging, Privacy & Data Security,
due to the pool exhibiting an interest-only maturity concentration
of legacy non-conforming OO loans of greater than 20%, which has a
negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.

Trinity Square 2021-1 (2024 Refi) PLC has an ESG Relevance Score of
'4' for Human Rights, Community Relations, Access & Affordability,
due to a significant proportion of the pool containing OO loans
advanced with limited affordability checks, which has a negative
impact on the credit profile, and is relevant to the ratings in
conjunction with other factors.

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

VENATOR MATERIALS: S&P Lowers LT ICR to 'CCC', Outlook Negative
---------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
U.K.-based titanium dioxide (TiO2) and pigments producer Venator
Materials PLC to 'CCC' from 'CCC+'.

S&P said, "At the same time, we lowered our issue-level ratings on
the company's $100 million first-out term loan due 2026 to 'B-'
from 'B'; the '1' recovery rating is unchanged. We also lowered our
issue-level rating on Venator's $175 million initial term loan due
2028 to 'CCC-' from 'CCC+' and revised our recovery rating on the
debt to '5' from '3', as the issuance of an additional $100 million
first-out B term loan due 2026 lowers the recovery prospects for
the initial term loan lenders.

"The negative outlook reflects our view that high restructuring
costs combined with a weak--albeit modestly improving--market
environment will continue pressuring the company's earnings and
cash generation, with EBITDA and free operating cash flow (FOCF)
remaining negative in 2025.

"The downgrade reflects our view that Venator could face a
liquidity shortfall over the next 12 months. Asset disposals, such
as the sale of Louisiana Pigments Company (LPC) to Kronos, and
additional debt funding have provided liquidity of over $250
million in 2024, allowed Venator to end the year with cash balances
of about $190 million according to our estimates. However, the
company's operating performance continues to be pressured by weak
demand and high restructuring costs. We anticipate that Venator
will generate negative FOCF of over $100 million in 2025, which
will erode liquidity. Under its credit agreement, the company is
required to maintain minimum liquidity of $40 million. Moreover,
following the disposal of LPC, Venator extinguished its
asset-backed loan liquidity facility. Therefore, it will need to
meet any working capital swings--which are typical in this
sector--using its cash balances. We think this elevates the risk of
a covenant breach in the next 12 months.

"We expect that TiO2 pricing will improve in 2025 thanks to more
favorable supply-demand conditions. Our view is underpinned by
recent announcements of European capacity closures, including
Tronox’s announcement to idle its 90,000 metric ton per year
capacity TiO2 plant in the Netherlands. This announcement follows
Venator’s plans to close the Duisburg TiO2 facility, which is
exposed to high energy costs, and pause operations at the Scarlino
facility due to a lack of space to dispose of gypsum, a by-product
of the TiO2 manufacturing process. We think capacity closures in
Europe--currently a high-cost region--are necessary to balance the
industry and support an improvement in operating rates and margins.
Furthermore, on Jan. 11, the EU implemented anti-dumping duties on
TiO2 imported from China. This tariff measure will last for five
years. Against this backdrop of tighter supply conditions, we
expect demand to recover modestly. S&P Global Ratings forecasts
that GDP growth in Europe will accelerate to 1.8% in 2025, from
1.4% in 2024, which coupled with lower policy rates could support
demand for cyclical TiO2 given its exposure to end-markets such as
construction, paints and coatings, and plastics. With announced
closures in 2024 and those anticipated in 2025, reduced Chinese
imports into Europe, and a modest, gradual improvement in demand we
expect Venator to improve its earnings in 2025.

"Nevertheless, we forecast Venator to generate negative EBITDA and
FOCF in 2025. Specifically, we forecast S&P Global Ratings-adjusted
EBITDA will improve to negative $10 million-negative $20 million in
2025 (including restructuring costs of over $30 million) from
negative $150 million-negative $170 million in 2024 (including
plant closing and restructuring costs of over $50 million), thanks
to improving supply and demand conditions and our expectation that
the company will maintain pricing discipline. At the same time, we
forecast Venator's cash generation to stay negative in 2025, with
negative FOCF of over $100 million, including our expectation of
capital expenditure (capex) of $60 million-$65 million and cash
interest expense of $30 million-$40 million, partly offset by
modest working capital inflow.

"Absent unforeseen positive developments, we estimate that Venator
will exhaust its liquidity in the next 12 months, and before its
first-out term loans mature in July 2026. Given the maturity
totaling $200 million, we expect the company will continue to
actively pursue noncore asset divestments and access to other
surplus and refund possibilities with respect to pensions and tax.
That said, these actions are not entirely within management’s
control. Without favorable changes in Venator's circumstances,
liquidity could drop below the minimum $40 million covenant
threshold within the next 12 months and the company will likely
exhaust its liquidity before its earliest debt maturities in July
2026.

"The negative outlook reflects our view that high restructuring
costs combined with a weak--albeit modestly improving--market
environment will continue pressuring Venator's earnings and cash
generation, with EBITDA and FOCF remaining negative in 2025. The
outlook also reflects the risk that Venator’s liquidity will
erode, or the company could breach its minimum liquidity covenant
absent any unforeseen positive developments within the next 12."

S&P could lower ratings on Venator:

-- To 'CCC-' if default, a distressed exchange, or redemption
appears to be inevitable within six months;

-- To 'CC' if the company announces its intention to undertake a
restructuring that S&P considers distressed; or

-- To 'SD' (selective default) if it completes a debt
restructuring S&P considers distressed.

S&P said, "We could revise our outlook to stable if Venator
executes its turnaround plan and recaptures market share, and
market conditions improve faster than we expect, such that its cash
generation improves and we are confident that the company will not
experience a near-term liquidity crisis, including a violation of
minimum liquidity."

VIRIDIS: DBRS Keeps BB Rating on Class D Notes Under Review
-----------------------------------------------------------
DBRS Ratings Limited maintained the Under Review with Negative
Implications (UR-Neg.) status on the following classes of notes
issued by Viridis (European Loan Conduit No. 38) DAC (the Issuer):

-- Class A rated AA (sf)
-- Class B rated A (low) (sf)
-- Class C rated BBB (sf)
-- Class D rated BB (sf)
-- Class E rated B (high) (sf)

The UR-Neg. status of the notes reflects the uncertainty around the
refinancing of the transaction before the extended maturity date in
April 2025.

CREDIT RATING RATIONALE

The transaction was originally backed by a GBP 192 million senior
loan, which was split into two facilities: Facility A (which is the
securitized loan), which totaled GBP 150 million, and Facility B (a
syndicated loan, not forming part of the transaction), which
totaled GBP 42 million. The senior loan is secured by the Aldgate
Tower (a modern Grade A office tower) on the outskirts of the City
of London. In April 2021, Savills valued the building at GBP 330
million, representing a 58.2% day-one loan-to-value ratio (LTV).
The interest-only loan initially had a three-year term to 20 July
2024 with no extension options. However, per a RIS notice dated 18
July 2024, the servicer had been in discussions with Aldgate Tower
S.A.R.L. (the borrower) regarding its exit strategy and consented
to the borrower's request to extend the loan maturity to January
20, 2025. Post the first extension, the servicer subsequently
agreed to extend the loan maturity twice: first to February 20,
2025 and then to April 20, 2025, to allow more time for the
refinancing.

According to the July 2024 notice, as a condition precedent to the
amendments, the loan facility agent had received from the borrower
signed term sheet(s) from lender(s) in respect of the refinancing
of the property on a 50% LTV basis, and China Life Insurance
(Group) Company (China Life), majority owner of the joint venture
controlling the borrower together with Brookfield Property Partners
L.P., had agreed to provide the funds in connection with the
refinancing of the loans. Morningstar DBRS understands from a
separate RIS notice dated 13 September 2024 that China Life
received all necessary internal approvals to participate in the
refinancing equity injection.

As part of the amendment dated July 18, 2024, the borrower also
agreed to ensure that an amount not less than GBP 10.0 million was
standing to the credit of the cash trap account as of July 20, 2024
and ensure that the hedging agreements, which were required to be
in the form of an interest rate cap with a maximum strike rate of
1.0%, would be in place for a term ending no earlier than the
extended maturity date (January 20, 2025). According to the July
2024 servicer report, GBP 8.9 million was trapped over the quarter
ending July 2024 to bring the total balance of the cash trap
account up to GBP 10.0 million, and the borrower procured an
interest rate cap with a strike rate of 1.0% and expiring on
January 22, 2025. The GBP 10.0 million standing to the credit of
the cash trap account was applied to pay down the loan to GBP 182.1
million from GBP 192.0 million in October 2024 because of China
Life not having received the necessary internal approvals as of
August 31, 2024. However, as mentioned above, these approvals have
since been received.

The borrower had also provided certain undertakings, including that
a refinancing loan agreement would be signed by no later than
October 20, 2024 as part of the amendment dated July 18, 2024. The
loan security agent confirmed in a RIS notice dated October 18,
2024 that the borrower signed the refinancing loan agreement prior
to the deadline of October 20, 2024. However, since refinancing has
not yet occurred, Morningstar DBRS maintains the UR-Neg. status on
the notes.

In addition, the above-mentioned interest rate cap with a strike
rate of 1.0% expired on January 22, 2025 and was not renewed.
Morningstar DBRS understands from the January 2025 servicer report
that there is currently no hedging in place as this was waived as
part of the loan maturity extension to April 2025. However, there
is a Sonia Notes cap of 4.0%.

The asset was most recently valued by Knight Frank LLP, which
concluded to a value of GBP 260.0 million as of July 2023, showing
a 13.3% decline over the previous GBP 300.0 million valuation dated
August 2022 by Savills. LTV and debt yield (DY) stood at 70.0% and
6.5% as of January 2025, respectively. According to the January
2025 servicer report, the loan is in cash trap with respect to both
LTV and DY metrics. The loan was structured with increasingly
stringent DY cash trap covenants and the DY cash trap covenant will
remain at 8% for the remaining life of the loan. Additionally, the
structure includes a senior LTV cash trap covenant set at 70% LTV
for the full life of the loan. There are no DY or LTV financial
covenants applicable either prior to a permitted transfer or
following a permitted transfer.

Morningstar DBRS' assumptions remained unchanged since its previous
review, with Morningstar DBRS' stabilized net cash flow at GBP 11.1
million and Morningstar DBRS' capitalization rate at 5.5%. This
results in a Morningstar DBRS value of GBP 201.1 million, which
represents a 22.6% haircut to the latest valuation as of July
2023.

The transaction also benefits from an Issuer liquidity reserve in
an aggregate amount of GBP 5.5 million as of January 2025, which
can be used to cover interest shortfalls on the Class A, Class B,
Class C, and Class D notes. According to Morningstar DBRS'
analysis, the Issuer's liquidity reserve amount provides interest
payment on the covered notes for up to 8.7 months based on the
Sonia cap of 4.0%. The legal final maturity of the notes is in July
2029, 4.25 years after the extended loan maturity (20 April 2025).

Notes: All figures are in British pound sterling unless otherwise
noted.


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

Troubled Company Reporter-Europe is a daily newsletter co-
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