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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

          Friday, February 16, 2024, Vol. 25, No. 35

                           Headlines



A R M E N I A

ARDSHINBANK CJSC: S&P Hikes ICR to BB- & Alters Outlook to Stable


B O S N I A   A N D   H E R Z E G O V I N A

REPUBLIKA SRPSKA: S&P Affirms 'B' LongTerm ICR; Outlook Stable


F R A N C E

SOCO 1 SAS: Moody's Affirms 'B2' CFR, Outlook Remains Stable


I R E L A N D

EIRCOM HOLDINGS: Moody's Alters Outlook on 'B1' CFR to Stable


I T A L Y

4MORI SARDEGNA: DBRS Confirms CCC Rating on Class B Notes
GRUPO AVINTIA: DBRS Cuts Issuer Rating to B(low)
PIETRA NERA: DBRS Confirms B(High) Rating on Class E Notes


L U X E M B O U R G

INFRAGROUP BIDCO: S&P Assigns 'B' ICR, Outlook Stable


M A L T A

ENEMALTA: S&P Retains 'BB-' LT ICR on New M&G Modifier Assessment


M O N T E N E G R O

JADRANSKO BRODOGRADILISTE: Montenegro Bourse Delists Shares


N E T H E R L A N D S

SAMVARDHANA MOTHERSON: S&P Affirms 'BB' LT ICR, Outlook Stable


S P A I N

ROOT BIDCO: S&P Downgrades ICR to 'B-', Outlook Stable


S W E D E N

PLATEA (BC) BIDCO: S&P Gives Prelim. B LongTerm ICR, Outlook Stable


S W I T Z E R L A N D

UBS GROUP: S&P Corrects $1BB AT1 Hybrid Debt Rating to 'BB'


U K R A I N E

MHP SE: S&P Raises ICR to 'CCC' Following 2024 Bonds Tender Offer


U N I T E D   K I N G D O M

A to B DIRECT: Set to Go Into Administration
DAEDALIAN GLASS: Goes Into Administration
DECO SRL 2019: DBRS Confirms B(high) Rating on Class D Notes
ELSTREE FUNDING 4: DBRS Gives Prov. BB Rating on Class E Notes
EVOLUTIONS POST: Enters Administration, Owes Over GBP1 Million

MILLER HOMES: S&P Lowers LongTerm ICR to 'B' on Elevated Leverage
OLD RECTORY: Ceases Operations Following Administration
SHAWBROOK MORTGAGE 2022-1: S&P Hikes Cl. F Notes Rating to 'B-(sf)'
TCCL REALISATIONS: Enters Administration Following Cyberattack

                           - - - - -


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A R M E N I A
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ARDSHINBANK CJSC: S&P Hikes ICR to BB- & Alters Outlook to Stable
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S&P Global Ratings upgraded its long-term issuer credit rating on
Ardshinbank CJSC to 'BB-' from 'B+' and revised the outlook on the
rating to stable. At the same time, S&P affirmed its 'B' short-term
issuer credit rating on the bank.

The government of Armenia's decision to replace Nagorno-Karabakh's
debt benefits Ardshinbank's risk profile.In December 2023, the
Armenian government officially replaced 70% of the debt of the now
dissolved Republic of Nagorno-Karabakh (Artsakh) with sovereign
bonds. This reduced payment uncertainty significantly and
structurally improved the risk profile of Ardshinbank, whose
exposure to debt issued by Nagorno-Karabakh amounted to about 25%
of equity. The remaining 30% were written down by the bank. The
resulting loss was mostly offset by the strong operating
performance in 2023.

S&P said, "We expect the acquisition of HSBC Armenia will have a
limited effect on Ardshinbank's capitalization. We believe the
transaction could reduce Ardshinbank's risk-adjusted capital (RAC)
ratio by about 150 basis points, compared with an estimated RAC
ratio of 8.4% as of Dec. 31, 2023. We expect the RAC ratio will
exceed 7.5% over the medium term. Our forecast factors in slower
organic loan growth over 2024-2025 because we believe the bank has
already used much of its excess liquidity in 2023. We also
understand that Ardshinbank is unlikely to distribute profits for
2023 but factor in a 30% payout from 2024 onward.

"Risks associated with the planned acquisition of HSBC Armenia will
likely be manageable. With a balance sheet of AMD316 billion (about
$780 million), including parent operations, as of Dec. 31, 2023,
HSBC Armenia accounts for about 20% of Ardshinbank's size. The
acquisition will increase Ardshinbank's share in total system
lending to about 17.5%. We do not rule out some pressure on the
liability side of the balance sheet as we consider that the deposit
base of foreign-owned institutions in the region is more volatile
after the change in ownership. We believe, however, that HSBC
Armenia's and Ardshinbank's liquidity buffers are large enough to
deal with a potential increase in withdrawals.

"Ardshinbank's asset quality metrics will stabilize at levels that
are in line with those of its domestic peers after the merger. We
expect the share of problematic assets--including stage 3 loans,
purchased or originated credit-impaired loans, and repossessed
collateral--at Ardshinbank will improve to about 4.5% by year-end
2024, from 5.8% at year-end 2023. We believe the acquisition of
HSBC Armenia will increase the granularity of Ardshinbank's
portfolio.

"The stable outlook reflects our expectation that Ardshinbank will
maintain its adequate risk profile and capitalization over the next
12-18 months, while keeping risks related to the acquisition of
HSBC Armenia in check."

S&P could lower the ratings if Ardshinbank's:

-- Capitalization declines materially because of unexpected credit
losses or faster-than-expected credit growth;

-- Asset quality indicators deteriorate significantly; or

-- Acquisition of HSBC Armenia leads to unexpected challenges.

A positive rating action is remote at this stage as it would
require an improvement in the sovereign rating on Armenia and in
the bank's creditworthiness.




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B O S N I A   A N D   H E R Z E G O V I N A
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REPUBLIKA SRPSKA: S&P Affirms 'B' LongTerm ICR; Outlook Stable
--------------------------------------------------------------
S&P Global Ratings, on Feb. 9, 2024, affirmed its 'B' long-term
issuer credit rating on Republika Srpska, a constituent entity of
Bosnia and Herzegovina (BiH; B+/Stable/B). The outlook is stable.

Outlook

S&P said, "The stable outlook reflects our view that still solid
revenue growth and constrained access to capital markets limit the
Republika Srpska's budget deficit and debt accumulation. Despite a
tighter liquidity position, we believe the Republika has sufficient
budget resources to finance upcoming maturities."

Downside scenario

S&P said, "We could lower the rating if we observed a further
disruption in Republika Srpska's access to funding sources. This
could result from substantial adverse changes in market conditions,
management deficiencies, or a particular escalation in
intergovernmental tensions. For example, the outcome of the trial
of the Republika's President could diminish the willingness of
external and domestic creditors to provide financing to the
government. A less favorable economic environment and more rapid
depopulation in the medium term could also constrain revenue
generation and lead to further financial strain on the Republika."

Upside scenario

S&P could raise the rating on Republika Srpska if more predictable
coordination with other stakeholders in BiH leads to better funding
conditions and sustained economic development. In combination with
a more effective fiscal policy that is less tied to election
cycles, these conditions could help Republika Srpska achieve a
sustainable operating surplus and reduce its refinancing risks.

Rationale

S&P said, "The rating affirmation on Republika Srpska reflects our
view that its relationship with other constituencies in BiH will
remain strained, but without any concrete actions toward secession
in the next few years. The turbulent political environment and U.S.
sanctions imposed on top officials in Republika Srpska visibly
affect investors' appetite for Republika Srpska's debt. It has so
far raised funding by issuing bonds domestically and borrowing from
bilateral and multilateral institutions. At the same time, the
intrinsic liquidity position is weakening further since the budget
deficit in 2023 was partly covered with proceeds from short-term
domestic debt issuance and cash reserves.

"The improvement we expect in the budgetary performance is a result
of constrained access to funding. We expect the operating balance
to turn positive in 2025, while the overall deficit after capital
expenditure will remain modest at about 3.5% of revenue in
2024-2026." As a result, Republika's debt burden should be
moderate, with tax-supported debt to fall to about 100% of
consolidated operating revenues by 2026. However, contingent
liabilities will likely increase, since the most prominent
investment projects will be financed off-budget, including those of
key state-owned enterprises in transportation and electricity. If
off-budget financing is not available, these projects are likely to
be delayed.

Political tensions complicate the institutional framework, deter
economic growth, and challenge fiscal sustainability

S&P assesses the institutional framework under which constituent
entities in BiH operate as volatile and unbalanced. Republika
Srpska operates under complex and volatile political and financial
arrangements with the central government of BiH and the country's
other constituent entity, the Federation of Bosnia and Herzegovina
(FBiH). Constant political tensions test the fragile balance of
power between different authorities that is specified in the Dayton
Accord and Constitution. Although all governments broadly agree on
the need for institutional and economic reforms, even with the
encouragement of EU membership talks, implementation is slow.
Republika Srpska's political leadership regularly uses secession
rhetoric in relation to state-level institutions and occasionally
challenges decisions made by the Office Of High Representative of
BiH. However, S&P continues to consider that the likelihood of
concrete steps toward secession is low. Republika Srpska remains
very dependent on availability of international financing, in
particular from Serbia and Hungary.

The weaknesses of the institutional framework are partially offset
by the constitutional entities' strong autonomy to oppose central
level decisions and manage their own fiscal policies. As such,
Republika Srpska sets the rate and base for about 60% of its
revenue, including direct taxes and social security contributions.
Moreover, a special mechanism ensures timely repayment of nearly
half of Republika Srpska's debt, mostly owed to multilateral
institutions. The State Indirect Tax Authority (ITA) collects
indirect taxes, allocates them first for financing central
government institutions and servicing external debt issued on
behalf of the constituent entities. It allocates the residual
amount to budgets of constituent entities and local governments.

S&P said, "We continue to view Republika Srpska's financial
management as weak due to limited predictability of its budget
policy, the lack of a formal liquidity policy, and still-weak
control of government-related entities. In addition, a substantial
loosening of its fiscal policy prior to the 2022 election
constrains the entity's financial flexibility. The government,
formed from representatives of eight parties, benefits from a
comfortable majority in the Republik's parliament, ensuring smooth
approval of budgets and financial decisions. The Alliance of
Independent Social Democrats (SNSD) party, headed by incumbent
president Milorad Dodik, leads the coalition.

"We view positively the existence of a cap on the government's debt
burden and annual deficit, as well as a relatively high level of
disclosure on core government budget and debt operations. Republika
Srpska's debt cannot exceed 60% of its GDP, while the deficit
should stay within 3% of GDP. The government regularly publishes
its latest strategy and annual budget documents on its website, as
well as monthly financial statements. We assume Republika Srpska
will remain committed to its fiscal rules.

"Republika Srpska's economy is relatively poor in an international
context and faces significant demographic challenges. We expect
regional GDP per capita to exceed $8,000 in 2024, still about 10%
below the BiH national average. We also project GDP growth to
accelerate to a sound 2%-3% annually over 2024-2026, broadly in
line with the national trend. The population is shrinking and also
aging rapidly. A significant proportion of the working age
population is migrating to developed Europe in search of higher
wages and more employment opportunities. The recent increase in
minimum wages doesn't appear to have had a significant impact on
this trend. On the contrary, recurring political tensions inhibit
investment to improve productivity, and higher labor cost might
drive businesses out of the region and reduce employment
opportunities. The economy is diversified, though, with
manufacturing and trade (wholesale and retail) as leading economic
activities. Power generation is a sector that requires significant
investment to replace coal-fired generation with new hydro power
stations and other renewable energy sources. Inflation has declined
since its peak of about 17% in October 2022, and is set to drop
below 3% from 2025."

Limited access to external funding restricts spending and debt
buildup

S&P said, "In our view, regular political escalations in Republika
Srpska and U.S. sanctions constrain the entity's access to external
funding, which we now view as limited. Its internal liquidity
position has weaken further due to reliance on domestic short-term
funding and limited cash reserves to cover the budget deficit. We
estimate that cash at the beginning of 2024 covered about 20% of
annual debt service. However, we understand that Republika Srpska
can refinance its domestic debt coming due with local banks, and
payments to multilateral institutions are serviced timely via ITA
and the central government. Funding constraints result in
adjustments in budget spending, especially on capital projects,
with the budget deficit set to shrink faster than we previously
anticipated. Should access to funding improve, we expect the
deficits and debt to rise again."

Lower borrowing, combined with sound revenue growth, will lead to a
gradual improvement in budgetary performance, which will still
remain rather weak. The government is increasing the minimum wage
in the local economy to boost personal income tax and contributions
to social security funds and this will contribute to faster revenue
growth in the short term, although it could affect competitiveness
in the longer term. S&P expects Republika Srpska to achieve a minor
operating surplus by 2025 while the overall budget deficit will
shrink to about 3.5% on average in 2024-2026. Republika's budget
policy tends to follow the election cycle, with substantial
increases in spending ahead of the general election. A need to
maintain subsidies to state companies and healthcare institutions
will pressure budgetary performance, especially if there are delays
in disbursement of EU grants.

S&P said, "Limited access to funding will constrain the
accumulation of Republika's debt, in our view. We anticipate that
its tax-supported debt, which includes direct government debt, as
well as debt of social security funds, public institutions, and a
few state-owned entities (including the highways and motorways
enterprises), will decrease below 100% of consolidated operating
revenue by 2026. About 60% of tax-supported debt is external, while
most of the debt is denominated at fixed interest rates. Given
smaller-than-expected borrowings and interest rates set to
decrease, we expect interest spending will remain below 5% of
operating revenue.

"In our view, Republika Srpska has limited risk related to
contingent liabilities. However, this risk is set to increase due
to long-term commitments with bilateral and multilateral
institutions. This process may be fueled by potential delays in
disbursement of EU and other grants in case of substantial
political tensions. While we anticipate municipal debt will remain
relatively small, debt of the state-owned enterprises will likely
increase. Elektroprivreda, the state-owned electricity producer is
embarking on a number of debt-funded development projects, which
are guaranteed by Republika Srpska. Meanwhile, its railway company
is going through restructuring and may require investment in the
future, while motorway and highway companies continue to invest
with large state financial backing. The Investment Development Bank
and its funds may also play a more prominent role in financing
development projects in the Republika Srpska."




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F R A N C E
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SOCO 1 SAS: Moody's Affirms 'B2' CFR, Outlook Remains Stable
------------------------------------------------------------
Moody's Investors Service affirmed the B2 long term corporate
family rating and B2-PD probability of default rating of Soco 1 SAS
(Socotec or the company). Moody's also affirmed the B2 rating on
the EUR226 million senior secured revolving credit facility (RCF)
due December 2027 and the senior secured term loan B due June 2028
both issued by Holding Socotec SAS, a subsidiary of Soco 1 SAS. The
senior secured term loan B is split between a EUR700 million
tranche which will be upsized to EUR850 million following the
raising of the proposed EUR150 million fungible add-on and a USD300
million tranche. The outlook on both entities remains stable.

Socotec will use the proceeds from the proposed EUR150 million
add-on under Holding Socotec SAS to increase its cash on balance
sheet to fund its near-term acquisition pipeline and pay associated
fees and expenses.

RATINGS RATIONALE

"The affirmation of Socotec's B2 CFR reflects the fact that while
the raising of the proposed term loan add-on will increase leverage
by an estimated 0.6x towards 6.0x on a pro forma basis for the
transaction as of December 31, 2023 (based on unaudited preliminary
results for 2023), this level remains in line with the 5.0x to 6.0x
triggers set for the rating", says Sebastien Cieniewski, Moody's
lead analyst for Socotec. Additionally Moody's considers that
Socotec's adjusted gross leverage should decrease significantly to
below 5.5x by the end 2024 supported by the full year impact of
acquisitions closed in 2023, the incremental EBITDA from
acquisitions to be completed in the near term, and sustained
organic growth. The rating agency projects that the company will
generate organic revenue and EBITDA growth at around mid-single
digit rates in 2024 driven by volume growth and moderate price
increases – company reported EBITDA increased by around 7% on an
organic basis in 2023.

Additionally, the B2 CFR continues to reflect (1) Socotec's leading
position in niche markets (asset integrity in construction and
infrastructure sectors); (2) its large customer base with limited
concentration and high retention rates; (3) its good track record
of growth through the cycle and the resilient nature of a majority
of its activities; (4) the track record of margin improvement
resulting from the completion of a large reorganization program and
the accretive effect of past acquisitions; and (5) positive
long-term growth prospects of the testing, inspection and
certification (TIC) market.

Nevertheless the rating remains constrained by (1) Socotec's high
leverage; (2) the expectation that future debt-financed bolt-on
acquisitions in the context of a fragmented market will continue to
constrain deleveraging; (3) still some concentration in France and
exposure to the cyclical nature of the construction market despite
the improvement in diversification in recent years; (4) the
competitive nature of the TIC market, with large global and
regional competitors, partially offset by barriers to entry; and
(5) the limited cash flow generation constrained by dividends and
earnouts payments.

LIQUIDITY

Socotec benefits from a good liquidity position. Pro forma for the
raising of the proposed EUR150 million term loan fungible add-on
under Holding Socotec SAS, the company's cash balance will increase
to EUR263 million as of December 31, 2023 (before transaction
costs). Additionally, Socotec benefits from EUR191 million
availability under Holding Socotec SAS' RCF as of the same date.
These liquidity sources, combined with solid cash from operations
given Socotec's low capital spending, will comfortably accommodate
its liquidity needs during the next 12 months, including moderate
shareholder distributions and higher interest payments. Despite the
larger amount of outstanding debt and increasing rates as existing
hedges gradually expire, Moody's projects that Socotec will
maintain a solid interest coverage (adjusted EBITA/interest
expense) at between 2.5x to 3.0x. The company has no significant
debt maturities until the Holding Socotec SAS' RCF falls due in
December 2027, followed by its senior secured term loan B in June
2028.

OUTLOOK

The stable outlook reflects Moody's expectation that the long-term
growth outlook of the industry is sustained with no significant
increase in competitive pressure. The stable outlook also assumes
that while the company will likely continue its M&A activity,
reasonable size, funding mix and acquisition multiples will not
result in the Moody's adjusted gross debt/EBITDA remaining above
6.0x.

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

Upward rating pressure could develop if the company improves its
Moody's-adjusted leverage to below 5.0x on a sustainable basis,
whilst improving its levels of cash generation with FCF/debt
increasing towards 10% and maintaining good liquidity.

The ratings could be downgraded if the company's operating
performance deteriorates, if Moody's-adjusted leverage remains
above 6.0x on a sustainable basis, if FCF/debt remains in the low
single digits or if liquidity concerns arise. Negative rating
pressure could also arise in the event of significant debt-funded
acquisitions, evidence of difficulties in integrating bolt-on
acquisitions, or shareholder distribution leading to increased
leverage.

STRUCTURAL CONSIDERATIONS

The senior secured term loan B (including the proposed EUR150
million fungible add-on) and the EUR226 million RCF issued by
Holding Socotec SAS rank pari passu and benefit from guarantees
from operating subsidiaries that generate at least 80% of
consolidated EBITDA and from a customary security package,
including pledge over shares in certain subsidiaries, bank accounts
and intercompany receivables. The senior secured term loan and the
RCF are rated B2 in line with the CFR in the absence of any
significant liabilities ranking ahead or behind.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Socotec is a player in the Testing Inspection Certification (TIC)
market with a strong positioning in France and presence in other
European countries (notably the UK, Germany and Italy) and the US.
The company provides services aiming at ensuring the integrity and
performance of its clients' assets, the people's safety and the
compliance with regulatory standards in force relating to quality,
sanitation, health, safety and the environment.




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EIRCOM HOLDINGS: Moody's Alters Outlook on 'B1' CFR to Stable
-------------------------------------------------------------
Moody's Investors Service has affirmed eircom Holdings (Ireland)
Limited's ("eir", or "the company") B1 corporate family rating and
its B1-PD probability of default rating, the parent company of
Eircom Ltd, the Irish integrated telecommunications provider.
Concurrently, Moody's affirmed the B2 backed senior secured notes
ratings at eircom Finance Designated Activity Company and the B2
backed senior secured term loan B (TLB) at eircom Finco S.a.r.l.
The outlook on eir, eircom Finance Designated Activity Company and
eircom Finco S.a.r.l. changed to stable from negative.

"The outlook change to stable from negative reflects Moody's
expectation that eir's operating performance will recover over the
next 12-18 months, after a modest decline in 2023, supported by the
good execution of the fiber strategy," says Ernesto Bisagno, a
Moody's Vice President-Senior Credit Officer and lead analyst for
eir.

"While the rating remains weakly positioned, Moody's expect a
deleveraging trajectory towards the company's reported net leverage
target of between 3.5x and 4.0x," adds Mr Bisagno.

RATINGS RATIONALE

eir's B1 CFR is supported by: (1) its integrated business model and
improving network quality; (2) its leading position in the Irish
fixed-line market; (3) strengthened competitive position as a
result of its accelerated investment plan for fiber and mobile
networks; and (4) positive free cash flow generation before
shareholder distributions. The rating also reflects (1) eir's
moderate leverage and its appetite for significant shareholder
distributions; (2) its exposure to the highly competitive
environment in the Irish market; (3) and its progressive transition
to an asset-light business model.

Moody's positively recognizes the company's good execution of the
FTTH strategy in Ireland, with 1.2 million of homes passed in 2023
(from 0.4 million in 2019); its solid market share in the fixed
broadband market (61% as of September 2023); its increasing mobile
market share (23% as of September 2023); and its leading position
in the ICT & Cloud business.

In 2023, Moody's expects revenues to increase around 5% with a
modest decline in EBITDA around 2%, while free cash flow generation
will remain negative becasue of higher capex (because of some one
off items) and additional shareholder distributions.

Moody's expects that eir's EBITDA will recover in 2024 and 2025,
growing in the low-single-digit space, driven by continued growth
in market shares in both fixed and mobile, higher fiber
contribution, price increases and stable costs.

Moody's forecasts that capex (as reported by eir) will stand at
around EUR250 million per annum until 2026, when the fiber roll-out
will be completed with 1.9 million of homes passed.

Interest costs will increase both because of the floating share of
its debt and as a consequence of refinancing of the upcoming
maturities at higher rates. As a result, its EBITDA minus CAPEX to
Interest Expense ratio will weaken to around 1.5x in the next 12-18
months from 2.5x in 2022.

Despite the increase in interest costs, the company should generate
free cash flow before dividends of around EUR100-150 million per
annum in 2024 and 2025. Moody's expects this FCF generation to be
fully used for shareholders distribution.

With growing EBITDA and broadly stable debt, Moody's expects that
the company's Moody's adjusted leverage would decline towards 5.0x
over the next 12-18 months (from 5.5x in 2022), in line with the
company's target to achieve net reported leverage of 3.5x to 4.0x
(equivalent to 5x on a Moody's adjusted basis).

LIQUIDITY

eir's liquidity is adequate, supported by EUR97 million of cash on
balance sheet as of September 2023 and FCF generation (before
shareholder distributions) of around EUR100 - EUR150 million per
year over the next 12-18 months.

In addition, the company has access to a - recently extended -
EUR50 million undrawn revolving credit facility (RCF) expiring in
October 2028 (with springing financial covenant for drawings above
40%, based on net senior secured leverage below 7.5x); and a EUR35
million undrawn RCF due in June 2029 with no financial covenants
and another EUR200 million (out of which EUR45 million are drawn as
of Q3 2023) capital spending facility due in June 2029, both at
Fibre Network Ireland (FibreCo) level.

In January 2024, the company issued a EUR200 million add-on on the
existing TLB issued by eircom Finco S.a.r.l. due in May 2026.
Proceeds from the transaction will be used to partially repay the
outstanding EUR248 million senior secured bond due in November 2024
issued by eircom Finance Designated Activity Company. Moody's
understands that the company is considering an A&E exercise on part
of eircom Finco S.a.r.l.'s EUR1.2 billion outstanding TLB due in
May 2026, with the aim of extend the maturity to 2029.

RATIONAL FOR STABLE OUTLOOK

The stable outlook reflects Moody's expectation that eir's
operating performance will recover over the next 12-18 months,
allowing some deleveraging towards 5.0x on a Moody's adjusted
debt/EBITDA basis. However, the rating is initially weakly
positioned with leverage as of September 2023 of 5.5x.

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

Upward pressure on the rating is currently unlikely, because of
eir's financial policy that targets a net reported leverage ratio
between 3.5x and 4.0x (equivalent to Moody's-adjusted leverage of
around 5.0x). However, over time, upward rating pressure could
develop if its Moody's-adjusted debt/EBITDA ratio remains below
4.0x and the company consistently generates positive FCF after
dividend distributions, both on a sustained basis.

Downward pressure could develop if eir's operating performance
fails to improve, such that its Moody's-adjusted debt/EBITDA ratio
remains above 5.0x and its interest coverage (measured by EBITDA
minus CAPEX to Interest Expense) falls below 1.5x, both on a
sustained basis, along with consistently negative FCF. A material
increase in distributions to shareholders as well as a
deterioration in liquidity could also drive downward pressure on
the rating. Moody's has relaxed the leverage threshold for downward
pressure on the rating to better align it with rated peers.

STRUCTURAL CONSIDERATIONS

The backed senior secured TLB and the existing backed senior
secured notes are rated B2, one notch below the CFR, which mostly
reflects the fact that the debt at FibreCo level is closer to the
higher quality assets of the group, with higher recovery
expectations for lenders.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

eir is the principal provider of fixed-line telecommunications
services in Ireland. As of September 2023, the company held a 38.9%
share of the Irish retail fixed-line revenue market and a 27.6%
share of the retail fixed-line broadband market (61% of the total
fixed-line broadband market), according to ComReg. eir also
provides access to its network via its wholesale division (at a
lower margin than retail) to Sky, Vodafone and other operators,
which partially mitigate the intense retail competition in Ireland.
eir also provides mobile telecommunications services in Ireland,
owing a market share of 23% as of September 2023. In 2022, the
company reported revenue of EUR1,230 million and EBITDA of EUR654
million.




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4MORI SARDEGNA: DBRS Confirms CCC Rating on Class B Notes
---------------------------------------------------------
DBRS Ratings GmbH took the following credit rating actions on the
notes issued by 4Mori Sardegna S.r.l. (the Issuer):

-- Class A downgraded to B (sf) from BB (sf)
-- Class B confirmed at CCC (sf)

Morningstar DBRS also maintained the Negative trend on the Class A
notes and changed the trend on the Class B notes to Negative from
Stable.

The transaction represents the issuance of Class A, Class B, and
Class J notes (collectively, the Notes). The credit rating on the
Class A notes addresses the timely payment of interest and the
ultimate payment of principal. The credit rating on the Class B
notes addresses the ultimate payment of interest and principal on
or before the legal final maturity date. Morningstar DBRS does not
rate the Class J notes.

At issuance, the Notes were backed by a EUR 1.04 billion portfolio
by gross book value (GBV) consisting of secured and unsecured
Italian nonperforming loans (NPLs) originated by Banco di Sardegna
S.p.A.

The majority of loans in the portfolio defaulted between 2008 and
2017 and are in various stages of resolution. As of the cut-off
date, 53% of the pool by GBV was secured. According to the latest
information provided by the servicer in September 2023, 46.2% of
the pool by GBV was secured. At closing, the loan pool mainly
comprised corporate borrowers (77% by GBV), which accounted for
approximately 74.7% of the GBV as of September 2023.

The receivables are serviced by Prelios Credit Servicing S.p.A.
(Prelios or the servicer) while Banca Finint S.p.A. operates as
backup servicer.

CREDIT RATING RATIONALE

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

-- Transaction performance: An assessment of portfolio recoveries
as of June 2023, focusing on: (1) a comparison between actual
collections and the servicer's initial business plan forecast; (2)
the collection performance observed over recent months; and (3) a
comparison between the current performance and Morningstar DBRS'
expectations.

-- Updated business plan: The servicer's updated business plan as
of June 2023, received in November 2023, and the comparison with
the initial collection expectations.

-- Portfolio characteristics: The loan pool composition as of June
2023 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 B notes will begin to amortize following the full repayment
of the Class A notes and the Class J notes will amortize following
the repayment of the Class B notes). Additionally, interest
payments on the Class B notes become subordinated to principal
payments on the Class A notes if the cumulative collection ratio or
present value cumulative profitability ratio is lower than 90%.
These triggers have been breached since the January 2021 interest
payment date (IPD), with the actual figures at 58.9% and 109.1% as
of the June 2023 IPD, respectively, according to the servicer.

-- Liquidity support: The transaction benefits from an amortizing
cash reserve providing liquidity to the structure covering
potential interest shortfall on the Class A notes and senior fees.
The cash reserve target amount is equal to 4.9% of the sum of Class
A and Class B notes' principal outstanding and is currently fully
funded.

--Interest rate risk: The transaction is exposed to interest rate
risk in a rising interest rate environment due to under hedging of
the rated notes, which have amortized at a slower pace than the cap
notional schedule.

According to the latest investor report from July 2023, the
outstanding principal amounts of the Class A, Class B, and Class J
notes were EUR 109.4 million, EUR 13.0 million, and EUR 8.0
million, respectively. As of the July 2023 payment date, the
balance of the Class A notes had amortized by 52.8% since issuance
and the current aggregated transaction balance was EUR 130.4
million.

As of June 2023, the transaction was performing below the
servicer's business plan expectations. The actual cumulative gross
collections equaled EUR 173.9 million, whereas the servicer's
initial business plan estimated cumulative gross collections of EUR
300.1 million for the same period. Therefore, as of June 2023, the
transaction was underperforming by EUR 126.1 million (-42.0%)
compared with the initial business plan expectations.

At issuance, Morningstar DBRS estimated cumulative gross
collections for the same period of EUR 223.2 million at the BBB
(low) (sf) stressed scenario and EUR 247.7 million at the B (sf)
stressed scenario. Therefore, as of June 2023, the transaction was
performing below Morningstar DBRS' initial stressed scenarios.

Pursuant to the requirements set out in the receivable servicing
agreement, in November 2023, the servicer delivered an updated
portfolio business plan. The updated portfolio business plan
combined with the actual cumulative gross collections of EUR 173.9
million as of June 2023 resulted in a total of EUR 360.1 million,
which is 10.2% lower than the total gross disposition proceeds of
EUR 401.0 million estimated in the initial business plan and is
expected to be realized over a longer period of time.

The negative trend on the Class A and Class B notes addresses the
interest rate exposure due to under hedging, which, combined with
persisting delays in collections, might result in further
downgrades, should interest rates increase and/or recoveries be
delayed more than expected in the respective credit rating stress
scenario.

The final maturity date of the transaction is in January 2037.

Morningstar DBRS' credit rating on the Class A and B notes address
the credit risk associated with the identified financial
obligations in accordance with the relevant transaction documents.
The associated financial obligations are the related Interest
Payment Amounts and the related Class Balance.

Morningstar DBRS' credit rating does not address nonpayment risk
associated with contractual payment obligations contemplated in the
applicable transaction document(s) that are not financial
obligations.

Morningstar DBRS' long-term credit rating provides opinions on risk
of default. Morningstar DBRS considers risk of default to be the
risk that an issuer will fail to satisfy the financial obligations
in accordance with the terms under which a long-term obligation has
been issued.

Notes: All figures are in euros unless otherwise noted.


GRUPO AVINTIA: DBRS Cuts Issuer Rating to B(low)
------------------------------------------------
DBRS Ratings GmbH downgraded the Issuer Rating of Corporacion Grupo
Avintia, S.L. (the Group) to B (low) from B (high) and removed the
Under Review with Negative Implications status that had been placed
on it on October 26, 2023. The Issuer Rating now carries a Stable
trend.

KEY CREDIT RATING CONSIDERATIONS

This credit rating action is being taken because of heightened
concerns regarding the visibility of future financial performance
caused by the continuing changes and inconsistencies in the
information provided by the Group to Morningstar DBRS. In
particular, significant restatement in the audited 2021 financial
accounts and the extremely low profitability in 2021 and 2022 as
well as the uncertainties related to 2023 results have driven the
negative rating action. In addition the Group's underperformance
against our expectation during the last three years and the lack of
visibility in the property development business will continue to
weigh negatively on the overall rating assessment.

CREDIT RATING DRIVERS

Although a credit rating upgrade is not likely at this time,
Morningstar DBRS could consider an upgrade if the cash-flow-to-debt
ratio were to improve to above 3.0%, debt-to-EBITDA to below 8.0
times (x) and EBITDA margin to well above 2% on a sustained basis.
Morningstar DBRS could consider a credit rating downgrade if the
financial metrics continued to deteriorate in the upcoming years.
Receipt of consistent and timely financial information is necessary
for the stability of the rating. A further significant restatement
of the audited financial statements could also negatively affect
the credit rating.

EARNINGS OUTLOOK

Although the construction business is characterized by low
profitability, the Group has suffered an EBITDA margin
deterioration during the last three years. Delays in executing the
industrialized construction backlog, the lower number of
collaborative contracts to mitigate the rise in inflation, and
increasing energy and raw material costs have led to a weaker
financial profile for the Group. Since 2019, when the EBITDA margin
stood at 2.9%, the Group's profitability has deteriorated each
year, reaching 1.6% by the end of 2022. Although it seemed that the
Group had recovered after the COVID-19 pandemic with an EBITDA
margin at the end of 2021 at 3.9%, the restatement of the 2021
annual accounts showed an EBITDA margin deterioration to 1.0%.

FINANCIAL OUTLOOK

The Group has continually repaid its gross debt during the last two
years. At the end of 2022, gross debt decreased to EUR 114.3
million from EUR 177.2 million in 2021 while, at the end of
September 2023, it stood at EUR 82.8 million. However, despite the
Group's efforts to control leverage, the low EBITDA generated in
the last years has negatively impacted its financial leverage, with
an adjusted debt-to-EBITDA at 14.6x at the end of 2022 and 41.7x at
the end of 2021. Adjusted cash- flow-to-debt has also worsened
recently, standing at 3.1% in 2022 and 0% in 2021.

CREDIT RATING RATIONALE

Corporacion Grupo Avintia is a partially vertically integrated
construction group with activities primarily in construction and
property development. The Group's creditworthiness is supported by
its (1) knowledge of the markets in which the Group operates with a
solid domestic market position and (2) strong construction backlog.
The Group's creditworthiness is constrained by its (1) low
profitability obtained during the last years in addition to the
high industry risk characterized by cyclicality, intense
competition, and volatility; (2) increasing fixed-price contracts;
and (3) aggressive growth strategy, increasing project complexity,
and limited internal capability.

Notes: All figures are in euros unless otherwise noted.


PIETRA NERA: DBRS Confirms B(High) Rating on Class E Notes
----------------------------------------------------------
DBRS Ratings GmbH took the following credit rating actions on the
commercial mortgage-backed security (CMBS) notes due May 2030
issued by Pietra Nera Uno S.R.L. (the Issuer):

-- Class A Notes upgraded to A (high) (sf) from A (sf)
-- Class B Notes upgraded to BBB (high) (sf) from BBB (sf)
-- Class C Notes upgraded to BBB (low) (sf) from BB (high) (sf)
-- Class D Notes upgraded to BB (high) (sf) from BB (sf)
-- Class E Notes confirmed at B (high) (sf)

The trend on all credit ratings is Stable. Morningstar DBRS also
removed the credit ratings on the notes from Under Review with
Positive Implications (UR-Pos.), where they were initially placed
on October 13, 2023 and maintained on December 21, 2023.

CREDIT RATING RATIONALE

The credit rating upgrades on the Class A to Class D Notes result
from the improved performance of the securitized senior commercial
real estate (CRE) loans over the last 12 months (LTM), coupled with
Morningstar DBRS' removal of a stress scenario regime for
sovereigns rated in the "A" category.

The transaction is an agency securitization of three senior CRE
loans (i.e., the Fashion District loan, the Palermo loan, and the
Valdichiana loan) and two pari passu-ranking capital expenditure
facilities for a total initial amount of EUR 403.8 million, which
represented a weighted-average (WA) loan-to-value ratio (LTV) of
74.7% at issuance, based on an initial portfolio valuation of EUR
541.3 million. BRE/Europe 7NQ S.a.r.l. advanced the loans to four
Italian borrowers, ultimately owned by the Blackstone Group LP
(Blackstone or the Sponsor) and are backed by four retail
properties spread across Italy. Deutsche Bank AG, London Branch
(Deutsche Bank London) acted as arranger for the transaction.

The Fashion District loan is secured by two retail outlet
villages—Mantova Outlet Village and Puglia Outlet
Village—located in northern and southern Italy, respectively, and
managed by Multi Outlet Management Italy S.R.L., Blackstone's
pan-European retail platform that is managing a total of five
retail villages marketed under the 'Land of Fashion' brand. The
platform also includes the Valdichiana Outlet Village, which backs
the Valdichiana loan. The Palermo loan is secured by a major
shopping center in Sicily—the Forum Palermo—which is the
largest property in the transaction.

As of November 2023, the total portfolio's outstanding loan balance
stood at EUR 383.3 million, with the EUR 123.1 million Fashion
District loan and the EUR 94.3 million Valdichiana loan both
amortizing at 1.0% per annum (p.a.) and the EUR 165.9 Palermo loan
amortizing at 2.0% p.a.

As reported by the most recently published servicer report, as of
November 2023 the whole portfolio's WA debt yield (DY) improved
slightly to 10.7% from 10.4% as of November 2022, which also
compares favorably with the 9.0% figure at issuance. Contracted
rent increased by 16.1% over the LTM to EUR 45.9 million as of
November 2023 from EUR 39.6 million as of November 2022.

On 31 March 2023, Cushman & Wakefield (C&W) revalued the collateral
portfolio at EUR 488.8 million, which represents a 6.4% decline
from CBRE's previous valuation of EUR 521.9 million at 31 March
2022, and a 9.7% decline from CBRE's initial valuation of EUR 541.3
million. As a result, the aggregate portfolio LTV increased to
78.9% on the November 2023 interest payment date (IPD) from 75.3%
on the November 2022 IPD and from 74.7% at issuance.

Each of the securitized loans bears interest at a floating rate
equal to three-month Euribor (subject to a floor of zero) plus a
margin resulting from the WA of the aggregate interest amounts
payable to the notes. The loans are fully hedged against interest
rate risk via cap agreements expiring in May 2024, with strike
rates of 2.25% for the Fashion District loan, 2.30% for the Palermo
loan, and 3.0% for the Valdichiana loan. The hedging counterparty
is HSBC Bank plc.

There are no default covenants on the loans before a permitted
change of control. No loans were in cash trap as of the November
2023 IPD and the maturity date of the loans is on 15 May 2024.

Despite the general uncertainty in the Italian retail property
market, mainly due to a bottomed-out investment activity and
ongoing asset repricing, the market value decline of the underlying
portfolio since issuance has been only modest, supported by a
robust rental growth and solid cash flow metrics. The
collateralized properties have continued to benefit from a high
tenant demand and improved sales as well as footfall data over the
LTM. Therefore, Morningstar DBRS considers that the strong quality
and overall attractiveness of the underlying properties, along with
their improved performances and the Sponsor's demonstrated high
commitment since issuance, might favorably support the securitized
loans in being refinanced at their upcoming maturity.

FASHION DISTRICT

The Fashion District loan is secured by the Mantova Outlet Village
and the Puglia Outlet Village located in the City of Mantova and in
proximity to the City of Bari, respectively. As of November 2023,
the loan's outstanding balance was EUR 123.1 million, down 3.8%
from its initial balance of EUR 127.9 million. According to C&W's
valuation report dated 31 March 2023, the underlying two properties
were cumulatively worth EUR 149.8 million, which represents a 12.0%
decline from CBRE's previous valuation of EUR 170.2 million dated
31 March 2022. As a result, the loan's LTV increased to 82.4% on
the November 2023 IPD from 73.3% on the November 2022 IPD and from
74.9% at issuance.

Year over year (YOY), contracted rent increased by 16.7% to EUR
14.0 million as of November 2023 from EUR 12.0 million as of
November 2022. According to the latest available servicer report in
November 2023, the loan's WA lease term (WALT) was 3.5 years and
the loan's DY increased slightly to 10.5% on the November 2023 IPD
from 10.1% on the November 2022 IPD and from 9.3% at issuance.

Morningstar DBRS slightly revised its net cash flow (NCF)
assumption to EUR 9.46 million from EUR 9.60 million at its last
review, based on the September 2023 tenancy schedule received from
the servicer. In addition, Morningstar DBRS increased its cap rate
assumption by 50 basis points (bp) to 8.25% from 7.75% to reflect
the prolonged uncertainty in the Italian retail property market.
This resulted in a Morningstar DBRS value of EUR 114.7 million,
which represents a 23.5% haircut to the most recent C&W valuation.

PALERMO

The Palermo loan is secured by a single asset known as the Forum
Palermo, which is a major shopping center located in Sicily. As of
November 2023, the loan's outstanding balance was EUR 165.9
million, down 6.8% from its initial balance of EUR 177.9 million.
According to C&W's valuation report dated March 31, 2023, the
underlying property was worth EUR 207.5 million, which represents
only a modest 0.8% decline from CBRE's previous valuation of EUR
209.2 million dated March 31, 2022. As the loan amortizes at 2.0%
p.a., its LTV decreased to 80.4% at the November 2023 IPD from
81.4% at the November 2022 IPD. At issuance, it stood at 76.4%.

YOY, contracted rent increased by 16.8% to EUR 20.6 million as of
November 2023 from EUR 17.6 million as of November 2022. According
to the latest available servicer report in November 2023, the
loan's WALT was 5.1 years and the loan's DY increased slightly to
10.5% on the November 2023 IPD from 10.3% on the November 2022 IPD
and from 8.2% at issuance.

As of November 2023, the Forum Palermo property continued to
benefit from excellent key performance metrics. In particular,
according to the most recently published servicer report, footfall
increased by 14.1% in Q3 2023 compared with Q3 2022 while sales
recorded a 27.4% increase over the same period and a 15.1% increase
compared with before the pandemic.

Morningstar DBRS increased its NCF assumption to EUR 12.5 million
from EUR 11.3 million at its last review, based on the September
2023 tenancy schedule received from the servicer. In addition,
Morningstar DBRS increased its cap rate assumption by 50 bp to 8.0%
from 7.5% to reflect the prolonged uncertainty in the Italian
retail property market. This resulted in a Morningstar DBRS value
of EUR 156.3 million, which represents a 24.7% haircut to the most
recent C&W valuation.

VALDICHIANA

The Valdichiana loan is secured by the Valdichiana Outlet Village
located in the province of Tuscany in central Italy. As of November
2023, the loan's outstanding balance was EUR 94.3 million, down
3.8% from its initial balance of EUR 98.0 million. According to
C&W's valuation report dated March 31, 2023, the underlying
property was worth EUR 131.5 million, which represents a 7.8%
decline from CBRE's previous valuation of EUR 142.6 million dated
31 March 2022. As a result, the loan's LTV increased to 71.7% on
the November 2023 IPD from 66.8% on the November 2022 IPD and from
71.2% at issuance.

YOY, contracted rent increased by 14.1% to EUR 11.3 million as of
November 2023 from EUR 9.9 million as of November 2022. According
to the latest available servicer report in November 2023, the
loan's WALT was 3.8 years and the loan's DY increased slightly to
11.4% at the November 2023 IPD from 11.1% at the November 2022 IPD
and from 10.2% at issuance.

As of Q3 2023, the Valdichiana Outlet Village's year-to-date sales
increased by 9.1% compared with Q3 2022. Data on car traffic also
showed a 3.4% increase in Q3 2023 over Q3 2022.

Morningstar DBRS increased its NCF assumption to EUR 8.1 million
from EUR 7.5 million at its last review, based on the September
2023 tenancy schedule received from the servicer. In addition,
Morningstar DBRS increased its cap rate assumption by 50 bp to 7.5%
from 7.0% to reflect the prolonged uncertainty in the Italian
retail property market. This resulted in a Morningstar DBRS value
of EUR 108.5 million, which represents a 17.5% haircut to the most
recent C&W's valuation.

PIETRA NERA UNO S.R.L.

The transaction benefits from a liquidity reserve facility of EUR
14.2 million (compared with EUR 15.0 million at origination), which
represents 5.6% of the total outstanding balance of the covered
notes, provided by Deutsche Bank London. The Issuer can use the
liquidity reserve facility to cover interest shortfalls on the
Class A and Class B Notes. There has been no liquidity facility
drawing as of the November 2023 IPD. According to Morningstar DBRS,
the outstanding balance of the liquidity reserve facility as at the
November 2023 IPD would be sufficient to provide 16.5 months of
coverage based on the WA cap strike rate across the three loans and
11.5 months based on the Euribor cap of 5.0% payable on the notes
after their maturity date.

The loans were due to mature on 15 May 2023, with the notes' final
maturity date scheduled on 22 May 2030 (i.e., seven years after the
fully extended loan maturity date). In November 2022, the servicer
agreed to extend the loans for another year to 15 May 2024. The
notes' maturity date remained unchanged, with the transaction's
tail period reducing to six years as a result. The CMBS transaction
documents permitted the one-year extension into the tail period,
provided the borrowers had satisfied the regular extension option
conditions and had released an extension notice. The extension was
granted in line with the powers stipulated in the servicing
agreement. While Morningstar DBRS saw the reduced tail period to
six years from seven years as a risk factor, it considered six
years to be sufficient to enforce on the loan collateral and repay
noteholders, if necessary.

Morningstar DBRS' credit ratings on the Issuer address the credit
risk associated with the identified financial obligations in
accordance with the relevant transaction documents. The associated
financial obligations are the related Interest Payment Amounts and
the related Class Balances.

Morningstar DBRS' credit ratings do not address nonpayment risk
associated with contractual payment obligations contemplated in the
applicable transaction document(s) that are not financial
obligations. For example, the credit ratings on the notes do not
address Euribor Excess Amounts, Default Interest Amounts and
Prepayment Fees.

Morningstar DBRS' long-term credit ratings provide opinions on risk
of default. Morningstar DBRS considers risk of default to be the
risk that an issuer will fail to satisfy the financial obligations
in accordance with the terms under which a long-term obligation has
been issued.

Notes: All figures are in euros unless otherwise noted.




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

INFRAGROUP BIDCO: S&P Assigns 'B' ICR, Outlook Stable
-----------------------------------------------------
S&P Global Ratings assigned its 'B' ratings to Infragroup's holding
company, Infragroup Bidco S.a.r.l., its financing subsidiary Finco
Utilitas B.V., and the EUR620 million term loan B.  The '3'
recovery rating reflects its expectations of meaningful recovery
(50-70%; rounded estimate: 60%) in the event of a payment default.

S&P said, "The stable outlook reflects our view that Infragroup
will continue to see good organic revenue and EBITDA growth in the
next 12 months, thanks to a strong order backlog that reflects the
secular growth trends in end markets, alongside full-year
contributions from its acquisitions. This will support positive
free operating cash flow (FOCF) and deleveraging to 4.6x from 5.7x
at the transaction's close (5.0x pro forma for acquisitions signed
or closed during 2023). But we expect sustained improvements will
be offset by a financial policy that tolerates debt-funded
acquisitions."

In September 2023, private equity firm PAI Partners acquired a
majority stake in Infragroup, a Belgian multi-utility net
infrastructure services provider, via a new holding company
Infragroup Bidco S.a.r.l. (previously called PAI Aldringen
Participations 3).

The acquisition was funded by a new EUR620 million term loan B,
which was raised by its financing subsidiary Finco Utilitas B.V.,
and an equity contribution of EUR710 million from PAI Partners,
rolling shareholders, and existing management.

Infragroup is a fast-growing, one-stop-shop service provider with
strong revenue visibility thanks to multi-year framework agreements
and long-term customer relationships. Its merger and acquisition
(M&A) track record further supports its expansion in a large and
growing, but competitive, market. However, Infragroup's
creditworthiness is constrained by its relatively small scale
compared with the broader rated companies across the business and
services industry and meaningful, although reducing, customer
concentration, as well as the competitive nature of its target
markets.

Through the creation of holding company Infragroup Bidco S.a.r.l.,
private equity firm PAI Partners will gain control through majority
voting rights. Infragroup's existing shareholders, management, and
other shareholders rolled substantial equity as part of the
transaction. To finance the transaction, Infragroup Bidco S.a.r.l.
issued a EUR620 million term loan B, supported by a EUR125 million
senior secured revolving credit facility (RCF). The transaction
includes an equity contribution of EUR710 million, largely in the
form of preference shares. S&P treats the latter as equity and
exclude it from our leverage and coverage calculations because we
see an alignment of interest between noncommon and common equity
holders.

Attractive end markets support revenue growth. Infragroup operates
as a one-stop-shop service provider of infrastructure
installations, accompanying customers from design to installation
and maintenance. It mostly covers electricity and gas, water and
sewage, and telecom end markets, primarily in Belgium but also in
the Netherlands, Germany, and France. The growing addressable
market is underpinned by high investment needs, in particular in
electricity and telecom markets. Infragroup's positioning and
capacity to adapt its end-market mix to incoming opportunities
resulted in a compound annual growth rate of 19.5% between 2020 and
2022. Nevertheless, achieving continued contract wins outside
Belgium will very likely require further capacity ramp-up, coupled
with continuous bolt-on M&A and existing in-house recruitment and
training programs, in order to benefit from favorable market
trends. S&P said, "We anticipate roughly 10% of organic revenue
growth during fiscal year 2024 (ending Sept. 30) and fiscal 2025,
fueled by the rollout of fiber to the home (FTTH) in Belgium, as
well as accelerated infrastructure investments across its core
geographies. We also expect tailwinds from the regulatory
environment, which supports investments in critical infrastructure
assets for the energy transition, such as the European Green Deal
that promotes climate neutrality by 2050."

S&P said, "Infragroup operates in a very fragmented and competitive
market with modest barriers to entry, in our view. The group enjoys
a solid reputation driven by its focus on service quality and
on-time delivery, which supports its 13% market share in Belgium.
The provider's scale and ability to cover a broad scope of work can
provide a competitive edge, allowing it notably to act as a
one-stop-shop infrastructure services company that captures growth
from higher margin design and installation services, as well as
maintenance work. The ability to operate as a multi-utility
services company places the company well to benefit from the trend
toward one-stop solutions, while also differentiating itself from
smaller players that have neither a sufficiently trained workforce
nor the experience to compete for such projects. We acknowledge
Infragroup's certifications and employees' training, long-lasting
customer relationships, a good success rate on bidding for new
projects, and its early positioning in promising segments, such as
hydrogen, which create some barriers to entry.

"Despite rapid growth and an ongoing expansion strategy, we see
Infragroup's small scale and geographic concentration as a key
constraint to its business risk profile. It reported revenue of
EUR703 million and adjusted EBITDA of EUR120 million in fiscal
2023, at the low-end of the broader rated peer group in the
business services industry. The company is larger than numerous
local competitors in its fragmented markets, especially Germany,
where 80% of competitors in the electricity segment have less than
EUR30 million revenue. We view the business risk profile as further
constrained by Infragroup's geographic concentration in Belgium
(62% of revenue in fiscal 2022) and customer concentration, with
the top 10 customers accounting for 55% of total revenue in fiscal
2022. Although this is partially mitigated its by long-lasting
relationships of more than 20 years with most clients and strong
credit quality, given its 10 top customers are all either state or
municipality owned. Nonetheless, we acknowledge that the
acquisitions carried out since 2020 have helped diversify the
business into new geographies like Germany and the Netherlands and
reduce concentration."

Infragroup's revenue visibility and strong focus on profitability
supports sound cash flow generation. Most of the company's
contracts are framework agreements with a duration of two to eight
years, which, in addition to long-lasting relationships with
customers and a strong orderbook, ensures good revenue visibility.
The company's active surveillance of project margins and good
controls on working capital and capital expenditure (capex) lead to
sound cash flow generation, further supported by embedded
indexation clauses within the framework agreements that allow for
regular price increases to offset cost inflation. S&P said,
"Nevertheless, we forecast Infragroup's adjusted EBITDA margin will
decrease to 16.0%-16.5% in 2024, from 17.1% that we expected in
fiscal 2023, due to the negative effect of its acquired companies'
lower margins. This, in addition to moderate working capital
outflows and capex of around 3% of revenue, will support our
forecast adjusted FOCF of around EUR25 million in fiscal 2024. We
also anticipate the company will sustain adjusted funds from
operations (FFO) cash interest coverage of 2x or more in 2024."

The company's M&A track record and disciplined integration
processes should sustain its rapid growth in the future. As of the
end of fiscal 2022, Infragroup had acquired 39 companies since its
inception--13 of them were acquired in 2020-2022 and contributed
two-thirds of top-line growth in the period. Three companies were
transformative acquisitions. Infragroup focuses its M&A strategy on
high performing, profitable companies and has demonstrated its
ability to successfully integrate acquisitions. Integration is
helped by the former owners' reinvestment in the group and
"top-performer" employees becoming shareholders, as well as
dedicated managers ensuring alignment on finance, planning, and
support within practices. This has supported a successful track
record of growing EBITDA post acquisitions. If executed with the
same discipline, S&P believes that future M&A integrations will
support strong revenue growth and improve the acquired businesses'
margins, thanks to management's initiatives targeted toward
integration.

The rating is constrained by Infragroup's financial sponsor
ownership and leverage tolerance. At the end of fiscal 2023,
Infragroup's adjusted debt to EBITDA was 5.7x at closing of the
transaction (5.0x pro forma for the full-year EBITDA contribution
from all acquisitions signed until the end of September 2023,
including Dahmen and Schilling), declining to 4.6x in fiscal 2024,
absent any debt-funded acquisition. S&P said, "However, our
assessment of the company's financial risk profile as highly
leveraged reflects the company's appetite for external growth, the
pipeline of M&A opportunities in a fragmented market, and the
financial sponsors' leverage tolerance. We note that bolt-on
acquisitions were completed at relatively low multiples
historically, supported by roll-over of sellers' equity leading to
deleveraging on a pro forma basis."

S&P said, "The stable outlook reflects our view that Infragroup
will continue to see good organic revenue and EBITDA growth in the
next 12 months, thanks to a strong order back log that reflects the
secular growth trends in its end markets. This will support
positive FOCF and deleveraging to 4.6x from 5.7x at the
transaction's close (5.0x pro forma for acquisitions signed or
closed during 2023), but with sustained improvements expected to be
offset by a financial policy that tolerates debt-funded
acquisitions."

S&P could lower the rating if:

-- Economic challenges or operational missteps resulted in
negative or limited FOCF on a sustained basis;

-- FFO cash interest coverage declined sustainably below 2x; or

-- The company adopted a more aggressive financial policy, with
debt-funded acquisitions or shareholder friendly returns that push
adjusted debt to EBITDA above 7x.

S&P said, "We could raise the rating if shareholders demonstrate
and sustain a prudent financial policy, leading to adjusted debt to
EBITDA comfortably below 5x and FFO to debt above 12%. A positive
rating action would also hinge on sound operating performance,
continued improvements in scale and geographic diversification, and
solid FOCF.

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




=========
M A L T A
=========

ENEMALTA: S&P Retains 'BB-' LT ICR on New M&G Modifier Assessment
-----------------------------------------------------------------
S&P Global Ratings retained its 'BB-' long-term rating on Enemalta
following the assignment of the new M&G assessment.

S&P Global Ratings assigned a new M&G modifier assessment of
moderately negative to Malta-based Enemalta PLC. The action follows
the revision to its criteria for evaluating the credit risks
presented by an entity's M&G framework. The terms management and
governance encompass the broad range of oversight and direction
conducted by an entity's owners, board representatives, and
executive managers. These activities and practices can impact an
entity's creditworthiness and, as such, the M&G modifier is an
important component of our analysis.

S&P's M&G assessment of moderately negative reflects management and
governance practices that may have some positive aspects but are
overall neutral for credit risk for Enemalta.

The 'BB-' rating on Enemalta remains unchanged.

The stable outlook reflects S&P's expectation that Enemalta's
losses will be compensated by the government, resulting in
debt-to-EBITDA of about 10x for the next 12-18 months. It also
indicates that Enemalta will not experience any liquidity pressure
over this period.

S&P could downgrade Enemalta if:

-- S&P observed any pressure on its liquidity, for example, if
there were insufficient support from the Maltese government, which
it views as unlikely; or

-- Credit metrics were to deteriorate, with debt-to-EBITDA well
above 10x for a prolonged period, due to a lack of timely
government support.

A downgrade of Malta would have no impact on our rating on Enemalta
at this point, all else remaining equal.

S&P sees upside as limited for the next 12-18 months. Nevertheless,
it could upgrade Enemalta if:

-- S&P revised the SACP to 'b', thanks to improved operating
performance and profitability;

-- S&P revised the likelihood of government support to very high;
or

-- S&P saw improved liquidity, resulting in an adequate liquidity
profile.




===================
M O N T E N E G R O
===================

JADRANSKO BRODOGRADILISTE: Montenegro Bourse Delists Shares
-----------------------------------------------------------
Iskra Pavlova at SeeNews reports that the Montenegro Stock Exchange
said on Feb. 7 it has delisted the shares of local shipyard
Jadransko Brodogradiliste Bijela, which was closed down due to
liquidation.

The statement said Jadransko Brodogradiliste's liquidation was
published in the Official Gazette on Dec. 12, and the company was
removed from the official register of companies in Montenegro,
CRPS, on Jan. 23, SeeNews relates.

Jadransko Brodogradiliste was once the largest maintenance and
repair shipyard dock in Montenegro.  It was declared bankrupt in
2015 over EUR6 million (US$6.4 million) of unpaid tax debt, SeeNews
discloses.  Its bankruptcy administrators have since organised
several auctions to sell its assets, SeeNews notes.




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

SAMVARDHANA MOTHERSON: S&P Affirms 'BB' LT ICR, Outlook Stable
--------------------------------------------------------------
S&P Global Ratings affirmed its 'BB' long-term issuer credit and
issue ratings on Netherlands-based auto supplier Samvardhana
Motherson Automotive Systems Group B.V. (SMRP) and its secured
debt.

The stable outlook reflects S&P's expectation that the group will
maintain healthy earnings momentum and materially improve FOCF over
the next 12-18 months, while prioritizing deleveraging linked to
sizable debt-funded acquisitions.

S&P said, "We expect the group to reduce acquisition spending and
gradually deleverage in the next 12 months.  We estimate that
SMRP's stand-alone FFO to debt will progressively recover towards
20% in FY2025 from about 17% in FY 2024 as the group progressively
integrates its new businesses and reduces its acquisition spending
to about EUR170 million from EUR550 million in FY 2024. Our ratings
on SMRP remains underpinned by the credit profile of parent SAMIL,
where we anticipate a more rapid deleveraging trajectory supported
by strong earnings growth in its domestic activities and wiring
harness business. We project this will translate into SAMIL's FFO
to debt recovering close to 30% in FY2025 from about 25% in FY2023
and FY2024. We think that, of note, the group remains committed to
its own financial policy framework of capping reported net debt to
EBITDA at 2.5x, even if it were to imply a potential slowdown in
its ambitious growth agenda. The group previously set a revenue
target of $36 billion by 2025, from $12.7 billion in FY2023 and
close to $20 billion pro forma the recently closed and planned
acquisitions. We view favorably the group's track record of not
exceeding its leverage tolerance historically, as well as its
latest reported net debt to EBITDA of 1.7x at Dec. 31, 2023 (about
2.8x on an S&P Global Ratings-adjusted basis). Still, an increase
in leverage closer to the group maximum's 2.5x limit following
higher-than-expected debt-funded acquisitions remains an event
risk, in our view. We estimate this would translate in adjusted FFO
to debt approaching 20%, a level we would likely consider weak for
the 'BB' rating.

"SMRP's recent acquisitions will complement its product portfolio
and customer base. Among the transactions announced over the past
12 months, we view the acquisitions of SAS, Dr. Schneider (both
already closed), and Yachiyo's four-wheel business (which we expect
to close in first-quarter FY2025) as the most significant for SMRP
product portfolio. We think SAS's interior part assembly and
logistics solutions complement well SMRP's modules and polymers
products segment because the acquired business is a market leader
in cockpit, console, and door panel modules assembly. SAS reported
EUR900 million of annual revenue, with a 20% global market share on
cockpit modules assembly. We also think Dr. Schneider's air vent
systems, covers and trims, and other decorative and storage parts
fit well within SMRP's overall interior product portfolio, and
brings a contribution of approximately EUR500 million to the
revenue base. With Yachiyo, SMRP will add sunroof and fuel tank
products to its offering and increase its share of wallet with
Honda Motor Co. Ltd., which represents about 90% of the acquired
business' annual sales of about EUR800 million. In our view, SMRP's
ability to diversify Yachiyo's customer base away from Honda will
be key in maximizing the transaction's value.

"We anticipate broadly stable profitability in FY2024 and FY2025.
While SAS and Yachiyo's integrations are likely to be accretive to
SMRP's profitability given the companies' historically higher
reported EBITDA margins (ranging from 10%-13% compared with 6%-7%
for the group), their full contribution to earnings should balance
integration costs and risks for all acquired businesses. In
second-quarter FY2024, SMRP booked a EUR23.5 million expense
related to footprint optimization at its European facilities, and
we think that for a rapidly growing group, similar costs could be
emerging. We do not assume a meaningful earnings contribution from
Dr. Schneider given the required operating turnaround after the
business emerged from bankruptcy in 2022 due to volatile auto
production and setbacks in passing through cost inflation to auto
original equipment manufacturers (OEMs). Overall, we project
broadly stable adjusted EBITDA margins at SMRP of about 7% in
FY2024 and FY2025, from 6.9% in FY2023 and FY2022. This remains
below the 9%-15% average for the auto supplier sector. Based on its
pro forma perimeter, we think SMRP's business profile compares well
with that of peers such as Gestamp Automocion (BB/Stable/--) or
Adient PLC (BB/Stable/--) thanks to its established global position
in interior parts and mirror systems. Still, we believe the group
retains lower scale and less diverse than peers like ZF Bidco SAS
(BB+/Stable/--), Valeo SE (BB+/Stable/B), or Forvia SE
(BB/Stable/--), which benefit from a more sophisticated product
portfolio, in our view.

"Cash conversion represents a risk to the ratings. We anticipate an
increase in SMRP's capital expenditure (capex) intensity to
3.5%-4.0% of sales in the next 12 months from 2.9% in FY2023 as it
integrates more capital-intensive businesses such as SAS, Dr.
Schneider, and Yachiyo; and modernizes existing facilities while
launching production for car platforms. We also expect working
capital will need to support the group's expansion target, which
will constrain cash flow conversion. While we expect broadly
neutral cash contribution from working capital in FY2024 (net of
factoring effects) after outlays of EUR86 million in FY2023 and
EUR69 million in FY2022, we estimate it will represent a EUR50
million drag in FY2025. Overall, we anticipate that SMRP's higher
capex, recurring working capital investment, and increased interest
expense will constrain its FOCF growth to about EUR35 million in
FY2024 and EUR46 million in FY2025 after EUR20 million and EUR16
million in FY2023 and FY2022. This would result in its FOCF-to-debt
ratio settling in the 1%-3% range for the fourth consecutive year,
a level we deem weak for the rating. Still, we expect stronger cash
conversion at the parent level, supporting our ratings on SMRP. We
anticipate that higher earnings growth and declining capex at the
Indian and wiring harness activities will support a rapid recovery
in SAMIL's FOCF to debt of close to 10% in FY2025, from close to
break-even in FY2023 and FY2024.

"We view SMRP's opportunistic liquidity management as credit
negative.Our liquidity sources-to-use ratios expected for the 12
months from Jan. 1, 2024, declined to about 1.0x from above 1.2x
before, owing to contracted acquisition spending and recurring
short-term debt maturities not timely prefunded. Overall, we view
SMRP's treasury management as less proactive than auto suppliers
peers in the 'BB' rating category. Its liquidity position remains
supported by a cash balance of about EUR512 million and a revolving
credit facility (RCF) availability of EUR318 million at Dec. 31,
2023, as well as a slightly higher liquidity buffer at the parent
level. We still expect SMRP will address its short-term debt
maturities, including the EUR300 million senior secured notes due
July 2024, because we believe the group maintains sound bank
relationships and has the ability to tap the debt capital markets
in volatile market conditions, as seen with the company's ability
to upsize its RCF by EUR75 million and several term and bilateral
loans signed with several financial institutions in 2023. We also
understand the company is in advanced stages to further increase
its RCF by EUR150 million in the next few days while securing new
financing for the upcoming acquisition, which would improve its
liquidity buffer.

"The stable outlook reflects our assessment of the group parent's
credit profile and our expectation that it will maintain healthy
earnings momentum, materially improve FOCF and reduce the pace of
debt-funded acquisitions over the next 12-18 months. We project
SAMIL's FFO to debt and FOCF to debt will rise above 25% and 10%,
respectively. The stable outlook also reflects our expectation that
the group will raise sufficient financing for its upcoming debt
maturities and contracted acquisition spending within the next 12
months, with SAMIL maintaining sustainable sound liquidity
headroom.

"We will likely lower our rating on SMRP over the next 12 months if
the enlarged group's operating performance is weaker than our
expectations or if it undertakes other significant debt-funded
acquisitions or capital spending such that SAMIL's FFO to debt
falls below 25% or its FOCF to debt does not improve above 10%
consistently. Further weakness in the group's liquidity position
due to an increase in short-term debt maturities or contracted
acquisition spending that are not offset by long-term funding
secured well in advance could also lead us to lower our rating
SMRP.

"Although unlikely over the next 12-18 months, we could raise the
ratings on SMRP if the group's operating performance and leverage
improve materially compared with our expectations, resulting in
SAMIL's FFO to debt and FOCF to debt staying consistently well
above 30% and close to 15%, respectively. An upgrade would also be
contingent on a long-term commitment from the group to keep
leverage at lower levels, with a demonstrated track record of
maintaining sufficient liquidity buffer.

"Governance factors are a moderately negative consideration in our
credit rating analysis of SMRP, reflecting the company's ambitious
growth strategy and its track record of debt-funded acquisitions.
As a manufacturer of interior and exterior components for light
vehicles, the group bears no exposure to the powertrain mix,
resulting in low exposure to the auto sector's energy transition
risks. Therefore, environmental factors are an overall neutral
consideration in our analysis."




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

ROOT BIDCO: S&P Downgrades ICR to 'B-', Outlook Stable
------------------------------------------------------
S&P Global Ratings lowered to 'B-' from 'B' its rating on Root
Bidco S.a.r.l. (Rovensa) and the issue rating on its senior secured
term loan.

The stable outlook reflects that S&P expects moderate volume growth
and a swift recovery in EBITDA over the next 12-18 months,
supported by cost reduction measures, such that adjusted debt to
EBITDA could approach 7.0x by fiscal 2025 and FOCF could turn
positive with a comfortable liquidity buffer.

S&P said, "Rovensa's performance has suffered various setbacks in
the past two years with EBITDA continuously underperforming our
forecast for fiscal 2023-fiscal 2024. Weak demand and high pricing
pressure weighed on Rovensa's performance in the challenging market
during 2023. This was exacerbated by severe channel destocking in
the global crop protection market, which we expect to continue into
the first half of 2024, especially in Latin America and Europe.
Combined with some one-off factors like adverse weather conditions
and acquisition-related costs, S&P Global Ratings-adjusted EBITDA
amounted to about EUR128 million (pro-forma including full-year
contribution of Cosmocel) in fiscal 2023, which we expect to
increase to EUR145 million-EUR155 million (pro forma including
full-year contribution of Agro-K) in fiscal 2024. We expect a
gradual recovery in sales volumes and profitability from
second-half fiscal 2024, which is still subject to uncertain market
conditions and might become more visible toward the end of fiscal
2024. This falls short of our previous estimate of EUR135
million-EUR145 million EBITDA in fiscal 2023, up to EUR155
million-EUR165 million in fiscal 2024.

"This has led to a much slower deleveraging than we expected, and
leverage is likely to remain elevated in 2024.In addition to
underperformance in EBITDA, the term loan was also increased by
EUR428 million in fiscal 2023 to partly finance the Cosmocel
acquisition and to strengthen liquidity in the current high
interest rate environment. As a result, S&P Global Ratings-adjusted
pro forma gross debt to EBITDA deteriorated to a very high 9.5x at
the end of fiscal 2023, from 7.7x in fiscal 2022, which we expect
to remain elevated at 7.8x-8.2x in fiscal 2024, before improving
toward 7.0x from fiscal 2025. This is significantly higher than our
previous expectation of 8.3x-8.5x at the end of fiscal 2023 with a
swift improvement to 7.1x-7.3x by the end of fiscal 2024. This
displays a continued delay in the deleveraging trajectory to below
7.0x leverage, which we view as commensurate with a 'B' rating.

"Moreover, we anticipate FOCF will remain constrained in fiscal
2024 before turning comfortably positive from fiscal 2025. After
being negative in fiscal 2021 and fiscal 2022 because of various
one-off costs related to acquisitions, change in the shareholder
structure, logistics constraints, and business reorganization, FOCF
further weakened in fiscal 2023 due to unusually high working
capital driven by high safety stocks amid soaring cost inflation.
We expect FOCF to improve toward neutral in fiscal 2024, as working
capital normalizes, and strengthen further to above EUR20 million
in fiscal 2025. This reflects an expected earnings recovery
supported by cost-cutting measures and synergies from acquisitions,
controlled increases in capital spending, and a continuous focus on
working capital reduction. We have seen a much lower working
capital consumption in first-half 2024 driven by a swift reduction
of safety stocks, given supply-chain easing. However, current high
interest rates and the larger debt load to finance acquisitions
will see interest expenses more than double from fiscal 2024,
constraining cash conversion in following few years.

"Rovensa is taking comprehensive measures to improve earnings with
a focus on reducing fixed costs, which will start generating
visible net cost savings from fiscal 2025. We acknowledge that
management is taking various measures including headcount cuts and
permanent shutdown of several facilities to optimize the cost
structure to accommodate the current challenging market conditions.
We expect these measures will start generating visible net cost
savings from fiscal 2025 with selling, general, and administrative
costs of sales down by three to five percentage points in fiscal
2025 from the fiscal 2023 level.

"We continue to believe that the company's sound business setup
will help it achieve good organic growth and increase
profitability. We expect the company will maintain above-GDP growth
thanks to supportive industry fundamentals, resilient long-term
demand growth in its agricultural end market, especially for
sustainable solutions, further strengthened by its continuous
expansion into higher-growth, higher-margin businesses like
bionutrition, biostimulants, and biocontrol through a series of
acquisitions. We expect an organic sales growth of 3.5%-4.5% in
fiscal 2024, up to 4.5%-5.5% in fiscal 2025. We have seen
continually increasing S&P Global Ratings-adjusted EBITDA margins
to 17.5% in fiscal 2022 from 15.8% in fiscal 2020. After a
temporarily reduction to about 16.3% in fiscal 2023 (including
full-year contribution of Cosmocel), we forecast EBITDA margins of
18%-19% in fiscal 2024 and above 20% from fiscal 2025.
Nevertheless, we note that the company's historical performance has
been affected by the inherent volatility in its key agriculture
market, which is exposed to seasonality, weather-related events,
and demanding regulation.

"We factor in the rating our assumption that the financial policy
will focus on deleveraging and cash generation in the next couple
of years. We understand that management is focusing on cost
optimization and synergy realization from recent acquisitions to
achieve leverage reduction and cash-flow improvement. Currently, no
acquisitions or dividend payments are planned for fiscal 2024.
Small bolt-ons cannot be ruled out from fiscal 2025. This follows
an expansion-oriented external growth with six bolt-on acquisitions
over fiscal 2019-fiscal 2023, which have improved Rovensa's
portfolio and geographic diversification, but have also led to
higher debt and slowed its deleveraging more than we expected amid
challenging market conditions.

"The stable outlook reflects that we expect moderate volume growth
and a gradual recovery in EBITDA over the next 12-18 months,
supported by cost reduction measures. As a result, adjusted debt to
EBITDA could improve toward 7.0x by fiscal 2025 from an elevated
7.8x-8.2x we forecast in fiscal 2024. We also expect FOCF to turn
positive by the end of this year and the company to maintain a
comfortable liquidity buffer."

S&P could lower the rating on Rovensa if:

-- Continuously negative FOCF materially erodes liquidity; or

-- EBITDA interest coverage falls below 1.5x without the prospect
of a swift recovery.

S&P could raise its rating on Rovensa if:

-- The S&P Global Ratings-adjusted debt-to-EBITDA ratio improves
to below 7x on a sustained basis, supported by shareholder's strong
commitment to maintaining the leverage at such a level;

-- FOCF turns and stays positive; and

-- EBITDA interest coverage improves to clearly above 2x.




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

PLATEA (BC) BIDCO: S&P Gives Prelim. B LongTerm ICR, Outlook Stable
-------------------------------------------------------------------
S&P Global Ratings assigned its preliminary 'B' long-term issuer
credit rating to Platea (BC) Bidco AB, Eleda's holding company. S&P
also assigned its preliminary 'B' issue rating to the proposed EUR
equivalent of the SEK8,500 million term loan B. The preliminary '3'
recovery rating reflects our expectations of meaningful recovery
(50%-70%; rounded estimate 50%) in the event of a default.

The stable outlook reflects S&P's view that Eleda will generate
strong organic growth, underpinned by its strong order book,
favorable trends in its addressable markets, and broadly stable
EBITDA margins, leading to an adjusted leverage of 6.2x in 2024 and
positive free operating cash flow (FOCF) generation over the next
12 months.

In December 2023, private equity firm Bain Capital announced its
agreement to acquire a majority stake in Eleda, a Swedish
infrastructure projects and services provider, via a new holding
company Platea (BC) Bidco AB. The acquisition will be funded by a
new EUR equivalent of the SEK8,500 million term loan B and an
equity contribution of EUR795 million from Bain Capital and Eleda's
founders and managers.

Private equity firm Bain Capital created holding company Platea
(BC) Bidco AB in December 2023 to acquire approximately 51% of
Eleda. Eleda's previous majority stakeholder, Altor, will retain a
minority stake of 12%, while the founders, managers, and key
personnel will hold the remaining 37%. To finance the transaction,
Platea (BC) Bidco AB will issue a new EUR equivalent of the
SEK8,500 million term loan B, supported by a EUR150 million
revolving credit facility (RCF) and a EUR152 million delayed draw
term loan.

Eleda operates in a fragmented market with limited barriers to
entry, which results in structurally low margins for other
participants in the sector. Eleda provides engineering, groundwork,
installation, and maintenance services to multiple end-markets
across power distribution, water and sewerage, roads,
business-to-business customers, and data centers. The company
generates about 83% of revenues in Sweden, followed by Norway and
Denmark. Eleda specializes in small to midsize contracts and
services and has a leading position on this segment, with a market
share of 11%. Eleda also competes with smaller local players and
larger construction companies but does not bid on the same tenders.
Nevertheless, the market is very fragmented and competitive, which
limits participants' pricing power. S&P sees limited tangible
barriers to entry, although Eleda's entrenched customer
relationships, strong track record, and early positioning on
promising segments, such as data centers, provide a competitive
edge.

Tailwinds in Eleda's end markets will drive solid revenue growth.
Eleda's addressable market amounts to an estimated Swedish krona
(SEK) 249 billion. S&P said, "We expect it will expand by 5% over
2022-2028. High and counter-cyclical investment needs in the
critical infrastructure segment will be the main drivers, with
increased environmental demands and regulatory requirements. With
its local presence and execution capabilities, Eleda has built a
track record of above-market growth and is well positioned to
continue benefiting from these market tailwinds. We forecast mid-
to high-single-digit revenue growth over 2024-2025. 71% of the
company's revenues stem from repeat customers, framework
agreements, and maintenance-type medium-term contracts." Although
these contracts do not protect Eleda against possible volume
decreases, they provide some revenue visibility and ensure Eleda
will capture a share of the market growth. Client concentration in
this industry is typically higher than in many other business
services, with Eleda's top 10 clients accounting for about 40% of
total revenues in 2023. However, Eleda's clients are mostly
municipalities, public sector, and semi-public companies, and the
average duration of the company's relationships with the top 20
accounts is more than 21 years. Eleda's revenue visibility is also
supported by its strong order book, which, at the beginning of
2024, accounted for about 70% of this year's budget and 30% of next
year's budget.

Eleda's stable margins and low working capital and capital
expenditure (capex) needs support sound cash flow generation. The
company's stable margins are underpinned by its focus on lower-risk
short-term projects, indexation clauses in its multi-year
maintenance contracts, and careful project selection.
Subcontracting means its cost base is fairly flexible but may
constrain margin expansion. S&P said, "We forecast a broadly stable
adjusted EBITDA margin of 8.7%-8.8% over 2024-2025. To reach S&P
Global Ratings-adjusted EBITDA, we deduct exceptional costs from
the company-calculated EBITDA. Eleda has low capex and working
capital requirements, which support its cash flows. Yet, the
company experienced higher-than-usual working capital outflows in
2022 because of larger contracts and slower invoicing. We forecast
negative FOCF of SEK32.7 million in 2024, including transaction
costs, and positive FOCF of about SEK600 million in 2025, together
with an adjusted funds from operations (FFO) cash interest coverage
of 1.9x in 2024 and 2.1x in 2025."

The preliminary rating on Platea (BC) Bidco AB is constrained by
Eleda's financial sponsor ownership and market consolidation
strategy. S&P said, "We forecast Eleda's adjusted debt to EBITDA
will be 6.2x at year-end 2024 and decline to 5.8x in 2025, on the
back of EBITDA growth. However, its financial-sponsor ownership and
appetite for acquisitions may limit deleveraging. With a focus on
regional and capability expansion, Eleda has acquired 27 companies
since 2017, including eight platforms and 19 bolt-on acquisitions,
and has demonstrated good integration capabilities. We believe the
company will continue its expansion strategy in the Nordics to
strengthen its market presence."

S&P said, "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 we do not receive final documentation
within a reasonable time frame, or if final documentation departs
from the materials we reviewed, we reserve the right to withdraw or
revise our preliminary ratings. Potential changes include, but are
not limited to, the use of loan proceeds, maturity, size and
conditions of the loans, financial and other covenants, security,
and ranking.

"The stable outlook reflects our view that Eleda will generate good
organic growth, underpinned by its strong order book and favorable
trends in its addressable markets, and broadly stable EBITDA
margins, leading to an adjusted leverage of 6.2x in 2024 and
positive FOCF generation over the next 12 months."

S&P could lower the preliminary rating on Platea (BC) Bidco AB if:

-- Economic challenges or operational missteps resulted in
negative or limited FOCF on a sustained basis;

-- FFO cash interest coverage declined sustainably below 2.0x; or

-- Eleda adopted a more aggressive financial policy, with
debt-funded acquisitions or shareholder-friendly returns that push
adjusted debt to EBITDA above 7.0x.

S&P said, "We could consider taking a positive rating action on
Platea (BC) Bidco AB if Eleda outperformed our forecasts such that
debt to EBITDA fell below 5x and FFO to debt increased above 12% on
a sustained basis. An upgrade would also hinge on shareholders
demonstrating and sustaining a prudent financial policy that
supports these credit metrics.

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




=====================
S W I T Z E R L A N D
=====================

UBS GROUP: S&P Corrects $1BB AT1 Hybrid Debt Rating to 'BB'
-----------------------------------------------------------
S&P Global Ratings has corrected its rating on Switzerland-based
UBS Group AG's junior subordinated debt -- specifically, the $1
billion variable/fixed-rate callable resettable perpetual AT1
hybrid -- to 'BB'.

Due to an error on its side, S&P Global Ratings had incorrectly
assigned its 'BB+' rating to the $1 billion variable/fixed-rate
callable resettable perpetual AT1 hybrid. The issue rating on this
instrument is 'BB', five notches lower than its 'A-' long-term
issuer credit rating on UBS Group. The notching to derive the
rating on the AT1 notes is in line with the approach for UBS
Group's existing high-trigger junior subordinated instruments. S&P
has corrected this error.




=============
U K R A I N E
=============

MHP SE: S&P Raises ICR to 'CCC' Following 2024 Bonds Tender Offer
-----------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating on
Ukraine-based MHP SE to 'CCC' from 'SD' (selective default) and its
long-term issue credit ratings on the 2024 senior notes to 'CCC'
from 'D' (default) and on the 2026 and 2029 notes to 'CCC' from
'CC'.

S&P said, "The negative outlook mirrors that on our long-term
sovereign credit rating on Ukraine (foreign currency rating:
CCC/Negative/C) and indicates that we see elevated risks that MHP
could default on some or all of its debt instruments over the next
12 months."

On Jan. 22, 2024, poultry producer MHP SE closed the second partial
redemption of its $500 million 2024 senior bonds, leaving $211
million of bonds to be repaid by May 2024. MHP funded the
transaction through dedicated committed bank lines and cash
balances and, at the time, S&P viewed the partial redemption as
akin to a default under our criteria.

S&P said, "The upgrade follows the conclusion of MHP's bond tender
offer on its 2024 maturities. The completion of the two successive
bond redemptions, which we viewed as a default under our criteria
given the below par redemption and the low rating of the company,
has meant MHP's near term debt maturity profile has improved, with
$211 million left to repay out of the $500 million senior notes due
May 2024. The next large debt maturity after that comprises the
$550 million senior notes due April 2026.

"We have updated our forecast and expect neutral FOCF for 2024,
which factors in slightly lower financing costs following bond
repayments. As a result, we view it as plausible that the group is
willing and able to service and repay its financial obligations
this year. We estimate that MHP holds about $300 million of
unrestricted cash balances and about $150 million of undrawn
committed credit lines dedicated for debt refinancing, while facing
about $360 million of total debt maturities in 2024.

"The group showed operating resilience in 2023 but we assume lower
cash flow generation in 2024. MHP saw revenue and EBITDA growth in
the first nine months of 2023 versus a very disrupted year 2022,
driven notably by a recovery in exports of poultry products (now
58% of total sales). However, the company continues to operate
against the challenging backdrop of the Russia-Ukraine war.
Although the group's production capacities are well utilized, it
faces severe logistical challenges, notably the very restricted
Black Sea export route and the frequent closure of the Polish
border due to protests from Polish farmers. In addition, like all
Ukrainian non-financial entities, MHP faces staff shortages due to
drafting of army personnel by Ukrainian forces.

"We assume roughly flat revenue growth in 2024, and adjusted EBITDA
of around $400 million. We expect growth in poultry to be limited
by the logistical constraints for exports and MHP's limited ability
to fully offset downward pressure on market prices, which are
tracking lower grain costs. We assume the European poultry and meat
processing operations (Perutnina) will perform steadily as they are
not exposed to the conflict in Ukraine, while the vegetable oil
business will continue to suffer from low market prices.
Considering the working capital and capital expenditure (capex)
intensity of the business model, we forecast FOCF to be about
neutral despite lower financing costs.

"In our view, the group is likely to default at some point, absent
an unforeseen positive development.Beyond the 2024 debt maturities
that MHP is yet to manage, we believe the company still faces an
unsustainable capital structure, with $1.6 billion of gross debt
outstanding (excluding leases) while it has no access to equity or
capital markets. That said, MHP has gathered the support of
international lenders in 2023, which provided long-term credit
facilities to finance working capital, capex, and debt refinancing
needs. That said, the highly volatile operating environment due to
the Russia-Ukraine war continues to limit MP's business visibility
and with that, the conditions for a sustained increase in FOCF
generation and ability to self-fund its operations. In our view,
therefore, MHP is very unlikely to be able to service or repay its
financial obligations beyond 2024 without another debt
restructuring.

"The negative outlook indicates that we see elevated risks arising
mostly from the external pressures on MHP's business operations due
to the Russia-Ukraine war, which could weaken its ability to
service or repay its financial obligations on time and in full
beyond the next 12 months."

Downside scenario

S&P could downgrade MHP if:

-- S&P lowers its sovereign credit ratings on Ukraine
(CCC/Negative/C); or

-- The group enters another debt restructuring that we view as
distressed, or if it defaults on interest or principal payments on
any debt instrument.

Upside scenario

An upgrade would be contingent on:

-- Firstly, an upgrade of Ukraine; and

-- Secondly, a significant improvement of the operating
environment in Ukraine, which would support sustained strong FOCF
growth for MHP and thus increase its capacity to service and repay
or refinance debt obligations.




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

A to B DIRECT: Set to Go Into Administration
--------------------------------------------
Business Sale reports that Bradford-based delivery company is set
to fall into insolvency after filing a notice of intention (NOI) to
appoint administrators.

A to B Direct Limited is a haulage, courier service and parcel
delivery firm that claims to be the largest independent courier in
Bradford.

The company, which is based at the Headway Business Centre in
Dudley Hill, has been trading for close to 20 years, operating a
fleet of vehicles, including Bipa vans and curtain sided wagons,
and providing same-day delivery, parcel delivery and pallet
networked services.

In addition to its delivery services, which the company operates
throughout the UK, as well as Ireland and Europe, A to B Direct
also offers short and long-term storage options for palletised
goods at its secure premises.

According to its most recent accounts, for the year to April 30,
2022, the company employed an average of 20 staff during 2022.  In
those accounts, the company's fixed assets were valued at
GBP75,462, down from slightly over GBP108,000 a year earlier, while
current assets were valued at more than GBP309,000, Business Sale
discloses.  At the time, the company owed creditors in excess of
GBP175,000, with its net assets totalling GBP160,802, Business Sale
notes.

The company's NOI comes during a period of mounting insolvencies in
the UK's haulage industry, with 463 haulage companies having fallen
into administration during 2022-2023, compared to 350 during
2021-22 and just 225 during 2020-21 when companies were protected
from administration by restrictions on insolvency proceedings,
Business Sale relates.


DAEDALIAN GLASS: Goes Into Administration
-----------------------------------------
Business Sale reports that Michael Solomons and Andrew Pear of
Moorfields Advisory Limited were appointed as joint administrators
of Daedalian Glass Limited earlier this month after a petition to
wind up the company was filed on behalf of creditor Grenke Leasing
Limited in early January 2024.

According to Business Sale, the company's balance sheet as of March
31, 2022 shows fixed assets valued at slightly over GBP1 million,
while current assets were valued at close to GBP837,000 and the
company's net assets amounted to just under GBP115,000.

Daedalian Glass Limited is a Preston-based manufacturer of
glassware.


DECO SRL 2019: DBRS Confirms B(high) Rating on Class D Notes
------------------------------------------------------------
DBRS Ratings GmbH confirmed the credit ratings on the commercial
mortgage-backed security notes, due August 2031, issued by Deco
2019 S.R.L. (the Issuer) as follows:

-- Class A Notes at A (high) (sf)
-- Class B Notes at BBB (sf)
-- Class C Notes at BB (high) (sf)
-- Class D Notes at B (high) (sf)

The trend on all credit ratings is Negative. Morningstar DBRS also
removed the credit ratings on the notes from Under Review with
Positive Implications (UR-Pos.), where they were initially placed
on October 13, 2023 and maintained on December 21, 2023.

CREDIT RATING RATIONALE

The credit ratings confirmation of all classes of notes results
from the stable performance of the securitized senior commercial
real estate (CRE) loans over the last 12 months coupled with
Morningstar DBRS' removal of a stress scenario regime for
sovereigns rated in the "A" category.

The transaction is a securitization of an approximately 95%
interest in two refinancing facilities, the Franciacorta loan and
the Palmanova loan, each backed by a retail outlet village located
in Northern Italy and managed by Multi Outlet Management Italy
S.r.l. The borrowers are ultimately owned by the funds controlled
by Blackstone LLP (the Sponsor) and are managed by Kryalos SGR
S.p.a. The loans are interest only prior to a permitted change of
control (P-CoC), hence their balances remain unchanged since
closing at EUR 167,245,000 for the Franciacorta loan and EUR
66,690,000 for the Palmanova loan.

Both loans pay three-month Euribor (floored at zero) plus a margin,
which is a function of the weighted-average (WA) margin payable on
the notes capped at 3.04%. Accordingly, the Class D notes are
subject to an available funds cap if the shortfall is attributable
to an increase in the WA margin of the notes. Consequently, there
is no excess spread in the structure, with the Issuer's ongoing
costs and expenses being covered by the borrowers.

The loans have a two-year term with three one-year extension
options, subject to hedging being extended. The third extension
option has been exercised, extending the loans' maturity to the
August 2024 interest payment date (IPD). There is a 0% strike rate
hedging provided by HSBC plc until the August 2024 IPD.

There are no default covenants prior to the P-CoC. The cash trap
covenants are set to 75% loan-to-value (LTV) for both loans, while
the debt yield (DY) cash trap covenants are set at 7.6% for the
Franciacorta loan and 9.6% for the Palmanova loan. Currently, the
Franciacorta loan is in a breach of the LTV cash trap covenant.

CBRE Limited valued the Franciacorta property at EUR 257.3 million
and the Palmanova property at EUR 102.6 million at origination. In
December 2022 Cushman & Wakefield (C&W) revalued the two assets at
EUR 215.4 million and EUR 87.1 million, respectively, resulting in
a decline in value of 16.3% and 15.1%, respectively. As a result,
as of November 2023 IPD, the LTV stands at 77.2% and 74.4% for the
Franciacorta loan and the Palmanova loan, respectively.

An improvement in net rent income (NRI) was observed over the last
year for both loans, driven by a decrease in arrears as well as by
a number of new tenants and lease renewals. The Franciacorta
portfolio's NRI increased to EUR 15.6 million from EUR 15.0 million
at last year's review and EUR 14.7 million at cut off, while the
vacancy rate decreased to 12.6% from 14.8% a year ago. There were
no major changes among the top 10 tenants with the portfolio's
rental income stream remaining granular: the top 10 tenants
accounted for 23.2% of the annual contracted rent. Quarterly
arrears declined to EUR 506,528 in November 2023 from EUR 1,266,726
as of the November 2022 IPD. The Palmanova portfolio's NRI
increased to EUR 6.4 million from EUR 6.1 million at last year's
review, although it is still below the EUR 6.8 million NRI at cut
off. The vacancy rate has fluctuated over the last year, reaching
13.9% as of the November 2023 IPD. The tenant profile is less
granular than in Franciacorta as the top 10 tenants account for
40.3% of the total rental income. Quarterly arrears declined to EUR
648,047 in November 2023 from EUR 620,398 as of the November 2022
IPD.

The increase in income has positively affected the DY, which
increased to 9.4% and 10.0% for Franciacorta and Palmanova loans,
respectively, in November 2023 compared with 9.0% and 9.2 % at last
year's annual review. According to the latest available servicer
report in November 2023, the loans' WA lease terms were 4.1 and 3.3
years for the Franciacorta and Palmanova loan, respectively.

Morningstar DBRS conducted an in-depth analysis of both portfolios'
performances based on the latest available tenancy schedules dated
September 2023 and updates from year-end as received from the
servicer.

For the Franciacorta loan, Morningstar DBRS increased its net cash
flow (NCF) assumption to EUR 11.7 million from EUR 11.1 million at
its last review, representing a haircut of 27.2% from the issuer's
NCF. In addition, Morningstar DBRS increased its cap rate
assumption by 50 basis points (bps) to 7.1% from 6.6% to reflect
the prolonged uncertainty in the Italian retail property market.
This resulted in a Morningstar DBRS value of EUR 165.8 million,
which represents a 23.0% haircut to the most recent C&W valuation.

For the Palmanova loan, Morningstar DBRS decreased its NCF
assumption to EUR 4.7 million from EUR 5.1 million at its last
review, representing a haircut of 22.4% from the issuer's NCF. In
addition, Morningstar DBRS increased its cap rate assumption by 50
bps to 7.0% from 6.5%, resulting in a Morningstar DBRS value of EUR
63.3 million, which represents a 27.3% haircut to the most recent
C&W valuation.

The loans mature on August 15, 2024, with the notes' final maturity
date scheduled in August 2031, seven years after the fully extended
loan maturity date.

The transaction benefits from a liquidity reserve facility that
totals EUR 10.5 million and is provided by Deutsche Bank AG, London
Branch. The liquidity reserve facility can be used to cover
interest shortfalls on the Class A and Class B Notes. Morningstar
DBRS estimates that the liquidity facility support is equivalent to
approximately 31 months of coverage based on the hedging terms
mentioned above and approximately 10 months of coverage based on
the Euribor capped at 5.0% after notes' maturity

Morningstar DBRS' credit ratings on the Issuer address the credit
risk associated with the identified financial obligations in
accordance with the relevant transaction documents. The associated
financial obligations are the related Interest Payment Amounts and
the related Class Balances.

Morningstar DBRS' credit ratings do not address nonpayment risk
associated with contractual payment obligations contemplated in the
applicable transaction document(s) that are not financial
obligations. For example, the credit ratings on the notes do not
address Euribor Excess Amounts, Default Interest Amounts and
Prepayment Fees.

Morningstar DBRS' long-term credit ratings provide opinions on risk
of default. Morningstar DBRS considers risk of default to be the
risk that an issuer will fail to satisfy the financial obligations
in accordance with the terms under which a long-term obligation has
been issued.

Notes: All figures are in euros unless otherwise noted.


ELSTREE FUNDING 4: DBRS Gives Prov. BB Rating on Class E Notes
--------------------------------------------------------------
DBRS Ratings Limited assigned provisional credit ratings to the
residential mortgage-backed notes to be issued by Elstree Funding
No. 4 PLC (Elstree 4 or the Issuer) as follows:

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

The credit rating on the Class A notes addresses the timely payment
of interest and the ultimate repayment of principal on or before
the final maturity date in October 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 they are the senior-most class of
notes outstanding, otherwise the ultimate payment of interest, and
the ultimate repayment of principal on or before the final maturity
date. The credit rating on the Class X notes addresses the ultimate
payment of interest and principal. Morningstar DBRS does not rate
the Class Z notes or the residual certificates also expected to be
issued in this transaction.

CREDIT RATING RATIONALE

The Issuer is a bankruptcy-remote special-purpose vehicle
incorporated in England and Wales. The notes to be issued shall
fund the purchase of residential assets originated by West One
Secured Loans Limited (WOSL) and West One Loan Limited (WOLL), part
of the ENRA Specialist Finance (ENRA) in the UK. WOSL acts as the
servicer of the respective loans in the portfolio. ENRA is a UK
specialist provider of property finance. CEC Capital Markets UK
Limited (CSC Capital) will act as the back-up servicer
facilitator.

The initial mortgage portfolio consists of GBP 344 million of
first- and second-lien owner-occupied (OO) and buy-to-let (BTL)
mortgages secured by properties in the UK.

The Issuer is expected to issue seven tranches of collateralized
mortgage-backed securities (the Class A notes as well as the Class
B, Class C, Class D, Class E, Class F, and Class Z notes) to
finance the purchase of the portfolio. Additionally, the Issuer is
expected to issue one class of noncollateralized notes, the Class X
notes, the proceeds of which the Issuer will use to fully fund the
general reserve fund (GRF) and liquidity reserve fund (LRF) at
closing.

The transaction is structured to initially provide 14.0% of credit
enhancement to the Class A notes comprising of subordination of the
Class B to Class Z notes.

The transaction features a fixed-to-floating interest rate swap,
given the presence of a portion of fixed-rate loans (with a
compulsory reversion to floating in the future) while the
liabilities shall pay a coupon linked to the daily compounded
Sterling Overnight Index Average (Sonia). The swap counterparty to
be appointed at closing will be Barclays Bank PLC (Barclays). Based
on Morningstar DBRS' credit rating on Barclays, the downgrade
provisions outlined in the documents, and the transaction
structural mitigants, Morningstar DBRS considers the risk arising
from the exposure to Barclays to be consistent with the credit
ratings assigned to the rated notes as described in Morningstar
DBRS' "Derivative Criteria for European Structured Finance
Transactions" methodology.

Furthermore, Citibank N.A., London Branch shall act as the Issuer
Account Bank and National Westminster Bank Plc shall be appointed
as the Collection Account Bank. Both entities are privately rated
by Morningstar DBRS, meet the eligible credit ratings in structured
finance transactions, and are consistent with the credit ratings
assigned to the rated notes as described in Morningstar DBRS'
"Legal Criteria for European Structured Finance Transactions"
methodology.

Credit and liquidity support is provided by a GRF that is funded at
closing from the issuance if the Class X notes. The GRF is
non-amortizing, sized at 1.25% of the collateralized notes balance
at closing (Class A to Class Z notes), minus the LRF. It covers
senior fees and expenses, swap payments, interest as well as
principal deficiency ledger (PDL) balances. An amortizing LRF
provides further liquidity support and covers senior fees and
expenses, swap payments as well as interest shortfalls for the
Class A and the Class B notes. The LRF is sized at 1.25% of Class A
and Class B notes. The LRF amortizes in line with these notes with
no triggers. In addition, principal borrowing is also envisaged
under the transaction documentation and can be used to cover for
interest shortfalls of the most senior outstanding class of notes
(except the Class X and Class Z notes).

Morningstar DBRS based its credit ratings on a review of the
following analytical considerations:

-- The transaction's capital structure, including the form and
sufficiency of available credit enhancement;

-- The credit quality of the mortgage portfolio and the ability of
the servicer to perform collection and resolution activities.
Morningstar DBRS estimated stress-level probability of default
(PD), loss given default (LGD), and expected losses (EL) on the
mortgage portfolio. Morningstar DBRS used the PD, LGD, and EL as
inputs into the cash flow engine. Morningstar DBRS analyzed the
mortgage portfolio in accordance with its "European RMBS Insight:
UK Addendum" methodology;

-- The transaction's ability to withstand stressed cash flow
assumptions and repay the Class A, Class B, Class C, Class D, Class
E, Class F, and Class X notes according to the terms of the
transaction documents;

-- The structural mitigants in place to avoid potential payment
disruptions caused by operational risk, such as a downgrade, and
replacement language in the transaction documents;

-- The sovereign credit rating of AA with a Stable trend on the
United Kingdom of Great Britain and Northern Ireland as of the date
of this press release; and

-- The expected consistency of the transaction's legal structure
with Morningstar DBRS' "Legal Criteria for European Structured
Finance Transactions" methodology and the presence of legal
opinions that are expected to address the assignment of the assets
to the Issuer.

Morningstar DBRS' credit ratings on the rated notes address the
credit risk associated with the identified financial obligations in
accordance with the relevant transaction documents. The associated
financial obligations for each of the rated notes are the related
Interest Amounts and the related Class Balances.

Morningstar DBRS' credit rating on the rated notes also addresses
the credit risk associated with the increased rate of interest
applicable to each of the rated notes if the rated notes are not
redeemed on the Optional Redemption Date (as defined in and) in
accordance with the applicable transaction documents.

Morningstar DBRS' credit rating does not address nonpayment risk
associated with contractual payment obligations contemplated in the
applicable transaction documents that are not financial
obligations.

Morningstar DBRS' long-term credit ratings provide opinions on risk
of default. Morningstar DBRS considers risk of default to be the
risk that an issuer will fail to satisfy the financial obligations
in accordance with the terms under which a long-term obligation has
been issued.

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


EVOLUTIONS POST: Enters Administration, Owes Over GBP1 Million
--------------------------------------------------------------
Business Sale reports that Evolutions Post Production Limited, a
television post-production company based in Soho, London, fell into
administration earlier this month, with Nicholas Holloway and
William Wright of Interpath Advisory appointed as joint
administrators.

The company's accounts for the year ending December 31 2022 show
turnover of close to GBP14.1 million, up from GBP10 million in the
15-month period ending December 31, 2021, Business Sale discloses.
However, the company's total losses for the year widened from
GBP311,771 to GBP718,587, while net liabilities grew to over GBP1
million, Business Sale relates.


MILLER HOMES: S&P Lowers LongTerm ICR to 'B' on Elevated Leverage
-----------------------------------------------------------------
S&P Global Ratings lowered the long-term issuer credit rating on
Miller Homes Group (Finco) PLC (Miller Homes) to 'B' from 'B+'. S&P
also lowered its issue rating on Miller Homes' GBP820 million
senior secured notes to 'B' from 'B+' and affirmed the recovery
rating of '4' (30%-50%; rounded estimate: 45%).

The stable outlook reflects S&P's view that Miller Homes will post
adjusted debt to EBITDA of 5.0x-5.5x and that its EBITDA interest
coverage will remain at 2.0x-2.5x in 2024, while liquidity will
remain adequate.

S&P said, "We downgraded Miller Homes because we now expect its
leverage will remain elevated at about 5.0x-5.5x in 2024, before
decreasing to about 3.5x-4.0x in 2025 on the back of improving
EBITDA. Our new base case reflects our expectations that persisting
macroeconomic uncertainties and tightened, although gradually
improving, mortgage market conditions in the U.K. will likely
continue to contain demand for new homes in 2024 before recovering
in 2025. We expect economic growth in the U.K., where Miller Homes'
operations are concentrated, will remain muted in 2024, not least
because of the lingering effects of high inflation. Although
household consumption increased slightly, mortgage affordability
remains weak due to house price inflation after the COVID-19
pandemic and the recent spike in mortgage rates. As a result, we
believe homebuilders' sales rates will likely remain under pressure
in 2024 before recovering in 2025. Miller Homes' sales rate is
close to 0.6x per site per week, which is 9% lower than the average
over 2017-2019. For Miller Homes, we now forecast a broadly flat
volume of completions in 2024, following a year-on-year decline of
about 10% in 2023 in our estimates. Despite the stable average
selling price, this would lead to lower revenues and EBITDA and, as
a result, we now forecast that Miller Homes' adjusted debt to
EBITDA would be in the range of 5.0x-5.5x and its interest coverage
will be at 2.0x-2.5x, which we view as commensurate with the 'B'
rating.

"Although Miller Homes' land bank has moderately decreased, we
understand that it fully supports 2024 deliverables and that Miller
Homes will continue to invest in land through 2024 to support
business growth in 2025. As of Sept. 30, 2023, Miller Homes' land
bank comprised 56,753 land plots, 17.5% of which Miller Homes
owned. This compares with 53,117 land plots, of which Miller Homes
owned 20.2%, as of Dec. 31, 2022. The owned land bank decreased by
7% from Dec. 31, 2022, primarily because of a reduced land buying
activity, with net land spend totaling GBP74.8 million in the first
nine months of 2023 (GBP126.4 million in the same period of 2022).
The owned and controlled land bank covered 3.6 years of operations
(3.5 years as of December 2022). Through its land bank management,
Miller Homes has historically been able to offset the pressure on
margins and maintained EBITDA margins at about 17%-19% through the
cycle and at 20% over 2018-2019. Under our base case, Miller Homes
will continue to replenish its land bank. We factor in about GBP125
million in annual investment in working capital in 2024, a
significant portion of which will be land investment. These
investments will absorb Miller Homes' funds from operations (FFO)
and we expect operating cash flows will remain negative over
2024-2025. That said, we do not expect Miller Homes will raise new
debt to fund land investments. This is because of GBP200 million of
cash that we estimate Miller Homes had at year-end 2023 is
designated to support the land bank replenishment, according to
management. As a result, we expect Miller Homes' adjusted debt,
from which we do not net off the cash balance, will remain broadly
stable at about GBP825 million over 2024-2025.

"Miller Homes' liquidity is adequate, given the lack of near-term
maturities, ample cash balance, and the undrawn RCF. Following the
acquisition by Apollo Global Management in 2022, Miller Homes'
capital structure comprises about GBP820 million in senior secured
bonds--consisting of EUR465 million floating rate senior secured
notes due in May 2028 and GBP425 million 7% senior secured notes
due in May 2029--and a GBP194 million super senior revolving credit
facility (RCF) that we expect will remain undrawn. Our assessment
of Miller Homes' liquidity position is supported by the lack of
near-term maturities. We also factor in that Miller Homes did not
distribute dividends over 2022-2023 and our base case does not
factor in any dividend distributions over 2024-2025. We understand
that the estimated cash balance of close to GBP200 million at
year-end 2023 will be available for investments in the land bank.

"The stable outlook reflects our view that Miller Homes' adjusted
debt to EBITDA will remain at 5.0x-5.5x and its interest coverage
will be 2.0x-2.5x in 2024.

"We could lower the rating if Miller Homes' operating performance
weakens more than we currently anticipate because of a prolonged
slowdown of the sales rate on the back of a strong decline in
demand for its homes, such that the company's debt to EBITDA
remains well above 5x without a near-term recovery potential and
EBITDA interest coverage is well below 2x. We will also downgrade
Miller Homes if it generates negative free operating cash flows so
that debt increases, which is not our current base case.

"We could upgrade Miller Homes if it benefits from the improved
market conditions supporting sales rates. This could happen if the
company manages to improve its sales rate to historic levels,
combined with sustaining efficient cost management and maintaining
its land bank to support its improving pipeline. This should help
the company sustain an adjusted debt to EBITDA of close to or below
4x and an EBITDA interest coverage of more than 3x."


OLD RECTORY: Ceases Operations Following Administration
-------------------------------------------------------
Sam Lewis at Care Home Professional reports that three care homes
in the south of England which went into administration last month
have now closed following the relocation of all remaining
residents, it has been revealed.

According to Care Home Professional, the administrators have also
agreed a deal with the bank to ensure that the 113 staff who stayed
on to care for the residents will be guaranteed to be paid in
full.

The Old Rectory in Swanage, Delph House in Poole and Warwick Park
Care Home in Plymouth announced in December that they planned to
cease trading after running into financial difficulties, Care Home
Professional recounts.  Management then began working with local
councils and families to move residents to alternative
accommodation, Care Home Professional notes.

Tom Grummitt and Andrew Smith of insolvency firm Bridgewood were
appointed as administrators on Jan. 17 but were unable to secure
the future of the homes as the closure plans were already well
advanced, Care Home Professional relates.

"By the time we were appointed, some residents had already left and
some of the local authorities which funded the majority of places
had terminated their contracts.  After taking account of this and
the financial position of the homes, it was clear that we would be
unable to continue to trade the homes and sell them as a going
concern, so our priority was to ensure the safe relocation of the
remaining residents," Care Home Professional quotes Mr. Grummitt as
saying.

"Staff worked tirelessly to maintain the quality of care and
support the relocations, and we are very grateful for their
efforts. Unfortunately, the timing of the closures meant that under
insolvency rules, they were not entitled to be paid as an expense
of the administrations and would have to join the queue of
creditors awaiting payment, behind the bank and HMRC."

The Old Rectory and Delph House were both operated by of Hantona,
while Warwick Park Care Home was operated by Warwick Park House.
Jacqueline Haigh was the sole director of both companies.  All
three properties will be put on to the market, with the proceeds of
the sales being used to repay creditors, Care Home Professional
states.

Bridgewood is part of the Dow Schofield Watts network.


SHAWBROOK MORTGAGE 2022-1: S&P Hikes Cl. F Notes Rating to 'B-(sf)'
-------------------------------------------------------------------
S&P Global Ratings raised to 'AA- (sf)' from 'A+ (sf)', 'A- (sf)'
from ' BBB+ (sf)', and 'B- (sf)' from 'CCC (sf)' its credit ratings
on Shawbrook Mortgage Funding 2022-1's class D-Dfrd, E-Dfrd, and
F-Dfrd notes, respectively. S&P also affirmed its 'AAA (sf)' rating
on the class A notes, 'AA+ (sf)' rating on the class B-Dfrd notes,
and 'AA (sf)' rating on the class C-Dfrd notes.

The rating actions address S&P's full analysis of the most recent
transaction information it has received and the transaction's
structural features.

Total arrears have risen since closing to 1.5%, but have been
consistently below our U.K. buy-to-let index.

S&P said, "We applied our global RMBS criteria in our analysis of
this transaction. Our weighted-average foreclosure frequency
assumptions slightly decreased at the 'AAA' to 'A' rating levels
and marginally increased at 'BBB' and below due to higher arrears,
while benefitting from a lower effective loan-to-value (LTV) ratio
and higher seasoning. Our weighted-average loss severity
assumptions significantly decreased at all rating levels, owing
mainly to the lower current LTV ratio."

  Table 1

  Credit analysis results

  RATING LEVEL     WAFF (%)     WALS (%)

  AAA              20.92        43.23

  AA               14.32        35.97

  A                10.88        23.68

  BBB               7.62        16.49

  BB                4.18        11.66

  B                 3.40        7.56

WAFF--Weighted-average foreclosure frequency.
WALS--Weighted-average loss severity.

S&P's credit analysis showed a decrease in the required credit
coverage for all rating levels.

Available credit enhancement in this transaction has increased
since closing (except for the class F-Dfrd notes), due to the
deleveraging and the sequential amortization of notes.

S&P said, "Operational, counterparty, and legal risks continue to
be adequately mitigated, in our view, and do not constrain our
ratings on the notes. We also performed a sensitivity analysis for
deterioration in credit performance such as an increase in
defaults, and a longer recovery period.

"Our credit and cash flow results indicate the available credit
enhancement for the class D-Dfrd and E-Dfrd notes is commensurate
with higher ratings than those currently assigned. We therefore
raised to 'AA- (sf)' from 'A+ (sf)', and to 'A- (sf)' from 'BBB+
(sf)' our ratings on the class D-Dfrd and E-Dfrd notes,
respectively. The assigned ratings (lower than the standard cash
flow runs) reflect the notes' sensitivity to higher arrears and
that the majority of loans are interest-only and may represent a
long-term risk to borrowers' ability to repay their mortgages.

"Under our credit and cash flow analysis, the class F-Dfrd notes
continue to fail at a 'B' stress level in our base-case scenario,
but attain a rating under our steady state scenario (expected
prepayment and contractual fees). Debt servicing for this class of
notes does not depend on favorable economic and financial
conditions. We therefore apply our 'CCC' ratings criteria, and
raised our rating on this class of notes to 'B- (sf)' from 'CCC
(sf)'.

"We affirmed our 'AAA (sf)' rating on the class A notes to reflect
our credit and cash flow analysis, which indicated the rating
remains robust.

"Our credit and cash flow results indicate the available credit
enhancement for the class B-Dfrd and C-Dfrd notes is now
commensurate with a higher rating. However, we affirmed our 'AA+
(sf)' rating on the class B-Dfrd notes as the deferred payment of
interest on the notes is not commensurate with our ratings
definition of 'AAA (sf)'. Given the difference in credit
enhancement and seniority compared to the class B-Dfrd notes, we
affirmed our 'AA (sf)' rating on the class C-Dfrd notes."

Shawbrook Mortgage Funding 2022-1 PLC is backed by a mortgage pool
of buy-to-let residential mortgages located in England, Wales, and
Scotland.


TCCL REALISATIONS: Enters Administration Following Cyberattack
--------------------------------------------------------------
Business Sale reports that TCCL Realisations Limited, a
Birkenhead-based outsourced call centre operator, fell into
administration this month, with David Acland and Martyn Rickels of
FRP Advisory appointed as joint administrators.

The company's most recent accounts at Companies House cover the
year to March 31, 2022.

Reviewing the year preceding the filing, the company stated that it
had been severely impacted by the COVID-19 pandemic, as well as a
severe cyber-attack, which left the business unable to operate and
generate sales for a period of time, Business Sale relates.

These disruptions saw turnover fall from GBP41.1 million to GBP33
million, while the business fell from GBP1.2 million post-tax
profit to a post-tax loss of GBP2.1 million, Business Sale
discloses.  At the time, its net assets were valued at around
GBP1.47 million, Business Sale notes.



                           *********


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