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

                          E U R O P E

          Thursday, February 22, 2024, Vol. 25, No. 39

                           Headlines



F R A N C E

SARATOGA FOOD: Moody's Rates New $420MM Term Loan B 'B2'
SOLINA GROUP: S&P Rates New $420MM Term Loan B Due 2031 'B'


I R E L A N D

HARVEST CLO XVIII: Moody's Affirms B1 Rating on EUR10.5MM F Notes
PRIMROSE RESIDENTIAL 2022-1: S&P Affirms BB+ Rating on Cl. E Notes


I T A L Y

ENEL SPA: S&P Assigns 'BB+' Rating on Hybrid Capital Instrument


N E T H E R L A N D S

BARENTZ BV: S&P Affirms 'B' LT ICR & Alters Outlook to Negative


U K R A I N E

ITC CONCEPTS: Goes Into Administration


U N I T E D   K I N G D O M

ELAN LASER: Enters Administration, Assets Up for Sale
HARVEY JONES: On Verge of Administration
L&M TRANSPORT: Goes Into Administration, Assets Up for Sale
POLARIS PLC 2024-1: Moody's Assigns (P)B3 Rating to 2 Tranches
POLARIS PLC 2024-1: S&P Assigns Prelim. BB- Rating on X-Dfrd Notes

SEVERNPRINT LIMITED: Falls Into Administration
SUREPAK LIMITED: February 28 Deadline to Submit Offers Set
VUE ENTERTAINMENT: S&P Cuts ICR to 'SD' on Debt Restructuring

                           - - - - -


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F R A N C E
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SARATOGA FOOD: Moody's Rates New $420MM Term Loan B 'B2'
--------------------------------------------------------
Moody's Investors Service has assigned a B2 senior secured rating
to the proposed $420 million Term Loan B (TLB) borrowed by Saratoga
Food Specialties LLC ("Saratoga"), a wholly owned subsidiary of
Solina Group Holding (Solina, B2 stable), a leading ingredients and
seasoning solutions provider to the food industry headquartered in
France. The outlook is stable.

Proceeds from the new TLB will be used to refinance the existing
$320 million senior secured TLB borrowed by Saratoga and maturing
in July 2028, to finance a bolt-on acquisition and the buyout of
some minority stake in Zafron and to support expansion capex.
Moody's expects to withdraw the rating on the existing TLB once it
is repaid.

RATINGS RATIONALE

Moody's views the refinancing as credit neutral. The transaction
leads to a temporary increase in leverage of around 0.4x-0.5x pro
forma for the envisaged bolt-on acquisition. However, the rating is
comfortably positioned at the B2 level, supported by continued
solid operating performance and improvement of credit metrics. In
particular, Moody's estimates that the company's gross leverage
marginally improved to 6.3x in 2023 from 6.4x in 2022, including
the acquisitions completed in 2023.

The group's revenue in 2023 grew by 13% on a like-for-like basis,
that is, excluding acquisitions, driven by volume growth of
approximately 3%-4% and price increase to offset raw material cost
rise. Solina's EBITDA improved by 11% on a like-for-like basis in
2023, despite some moderate pressure on margins, because of
continued investment in overhead to support growth.

In February 2024, Solina signed an agreement to buy from Nestle
S.A. the brands Oscar and Puljonki, comprising two production
facilities. The closing of the acquisition is expected in March
2024. The two brands offer culinary aids and solutions such as
stocks, fonds and bouillons, mainly in Northern Europe. Oscar and
Puljonki generated EUR45 million revenue in 2023. The acquisition
is in line with Solina's strategy of pursuing selective M&A to
strengthen its existing market positions or expand in new
geographies, because it increases the group's presence in the
Nordics and integrates its offering in premium solutions.

Pro-forma for the transaction, Moody's expects that the company's
Moody's adjusted gross debt to EBITDA will be around 6.5x at
year-end 2024. In addition, the agency forecasts that Solina will
continue to generate positive free cash flow (FCF) on an ongoing
basis. As a result, Solina will have the capacity to further reduce
its leverage without additional large debt-funded acquisitions.
Moody's expects the company's Moody's-adjusted gross debt/EBITDA to
decline towards 6.0x in 2025.

Solina's B2 long term corporate family rating (CFR) is supported by
the company's solid position in the savoury food seasoning sectors
in a number of European countries, with a large and loyal customer
base and good end-market diversification. The company's
geographical diversification has been improving, supported by
acquisitions in North America since 2021. Solina's rating is
constrained by its modest size compared with some of its global
competitors and by the mature nature of the food industry,
particularly across Europe, which requires constant innovation. The
company is also exposed to commodity price volatility.

The CFR also factors Solina's acquisition strategy, that implies
execution risks, makes the monitoring of underlying performance
more difficult and delays leverage reduction. However, this risk is
mitigated by the company's track record of successfully integrating
acquisitions and of generating positive FCF.

LIQUIDITY

The refinancing marginally improves Solina's already good
liquidity, because of the approximately EUR11 million overfunding.
The group's liquidity is supported by around EUR82 million of cash
on balance sheet pro-forma for the refinancing, the full
availability under the EUR141.5 million senior secured revolving
credit facility borrowed by Solina Group Services due in January
2028 and Moody's expectation of positive FCF on an ongoing basis.

Moody's expects the company to maintain sufficient capacity under
its single net leverage covenant of 9.6x, only applicable to its
revolving credit facility and tested when drawings exceed 40%.

STRUCTURAL CONSIDERATIONS

The B2 rating assigned to the new USD TLB is in line with the
rating of Solina's main senior secured term loan B facility
borrowed by Solina Group Services as the tranche is part of the
same facility and shares the same seniority and ranking as the
existing facility. The B2 ratings on the senior secured term loan B
and the EUR141.5 million senior secured revolving credit facility
borrowed by Solina Group Services reflect the fact that the two
instruments rank pari passu and benefit from the same guarantee and
security package.

Moody's has assumed a 50% family recovery rate because it is
standard for capital structures that include first lien bank debt
with a springing covenant only. The security package is weak
because the bank facilities are secured by share pledges, but they
are guaranteed by subsidiaries representing at least 80% of the
group's EBITDA.

RATIONALE FOR STABLE OUTLOOK

The stable rating outlook reflects Moody's expectation that the
company will maintain its current operating performance over the
next 12-18 months, successfully managing current commodity price
volatility and integrating recent acquisitions. The stable outlook
also reflects Moody's assumption that any debt-funded acquisition
activity will be bolt-on in nature and will not result in a
permanent deterioration in leverage.

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

Positive pressure on the rating could materialise if Solina
successfully integrates the recently acquired assets, maintains a
Moody's-adjusted EBIT margin in the mid-teens and achieves a
Moody's-adjusted debt/EBITDA below 5.5x, whilst generating positive
free cash flow and maintaining a good liquidity profile.

Conversely, Moody's would consider downgrading Solina's rating if
the company's liquidity profile and credit metrics deteriorate as a
result of a weakening of its operational performance, acquisitions,
or a change in its financial policy. Quantitatively, negative
pressure could materialise if Moody's-adjusted EBIT margin falls
towards 10%, if Moody's-adjusted debt/EBITDA ratio rises towards
7.0x, or free cash flow is negative, all on a sustained basis.

PRINCIPAL METHODOLOGY

The principal methodology used in this rating was Consumer Packaged
Goods published in June 2022.

COMPANY PROFILE

Headquartered in Brittany, France, Solina is a seasoning solutions
provider for the food industry. The company mainly provides
culinary solutions to improve the taste and appearance of food, and
functional solutions to improve the taste, texture, shelf life and
stability of food products, primarily for the business-to-business
(B2B) food industry. It is also a major company in the professional
and food service markets (butchers, restaurants and catering).
Lastly, its offering includes food supplements and healthy
alternatives for high-protein and low-calorie food and beverages.

In 2023, the company reported EUR1.320 million of revenue and
EUR200 million of EBITDA pro-forma for the acquisitions completed
during the year. Since 2021, the company is controlled by the
European private equity group Astorg Partners.


SOLINA GROUP: S&P Rates New $420MM Term Loan B Due 2031 'B'
-----------------------------------------------------------
S&P Global Ratings assigned its 'B' issue rating and '3' recovery
rating to Solina Group Holding's proposed $420 million senior
secured floating-rate U.S. dollar term loan B due 2031. The '3'
recovery rating indicates its expectation of meaningful (50%-70%;
rounded estimate 50%) recovery in the event of a default.

The proposed incremental tranche will rank pari passu with the
outstanding EUR785 million euro-denominated term loan B due 2028
and is issued under the same loan agreement. This new tranche will
be issued by Solina's U.S.-based subsidiary Saratoga Food
Specialties LLC and guaranteed by the group.

Solina will use the issuance proceeds for the early refinancing of
its outstanding $320 million U.S. dollar term loan due 2028, to
fund a bolt-on acquisition, to acquire outstanding minority
interests in Zafron Foods, and for expansionary capital
expenditure.

S&P said, "The proposed transaction does not alter our view of
Solina's credit quality or materially change our forecasts for the
group's deleveraging metrics over the coming two years. Although we
anticipate limited deleveraging because Solina will likely continue
its consolidation strategy, we project S&P Global Ratings-adjusted
debt to EBITDA of 5.5x-6.0x over the next 12-18 months, compared
with our previous forecast of 5.0x-5.5x for the same period. This
is due to the increase in the amount of total debt but an overall
lower cost of debt thanks to anticipated better refinancing
conditions.

"Solina intends to direct some of the issuance proceeds toward the
acquisition of a manufacturer of culinary aids products (under the
name Oscar and Puljonki) for professional chefs operating in
Denmark and Finland, in a transaction we expect to close in March
2024. We consider the deal consistent with Solina's strategy to
geographically diversify across Europe and increase its exposure to
premium products that will bolster profitability; we view both as
positive for the group's credit profile.

"Incorporating the proposed issuance, we assume Solina will
generate adjusted EBITDA of EUR215 million-EUR225 million in 2024.
Although this is slightly lower than the EUR230 million-EUR240
million we projected previously, our S&P Global Ratings-adjusted
EBITDA margin forecast for 2024 remains unchanged at 15.5%-16.0%.
We anticipate that the expansion of established U.S. clients into
Europe and good commercial dynamics will support greater volumes in
the group's main segments, and we think the group will be able to
further increase prices without losing customers. This will
underpin organic top-line growth of 8.5%-9.5%. We also believe that
Solina's better product and client mix, thanks to increased
exposure to specialized products and to established clients, will
support an expected increase of up to 100 basis points in the
group's EBITDA margin this year.

"We believe Solina shows good cash conversion, thanks to its track
record of smoothly integrating acquired companies and the
plug-and-play nature of its latest targets. We therefore forecast
the group will generate sound free operating cash flow of EUR35
million-EUR45 million in 2024 and close to EUR70 million in 2025."

Issue Ratings--Recovery Analysis

Key analytical factors

-- The transaction has no impact on the '3' recovery rating on
Solina's EUR785 million senior secured term loan due 2028.

-- The proposed $420 million term loan B due 2031 has an issue
rating of 'B' and a recovery rating of '3'. This reflects our
anticipation of meaningful recovery prospects (50%-70%; rounded
estimate: 50%) in a default scenario.

-- The recovery rating is supported by the limited amount of
prior-ranking liabilities but constrained by the asset-light nature
of the business.

-- In S&P's hypothetical default scenario, it assumes weakening
economic conditions in Solina's main markets, an increase in raw
material prices that cannot be passed on to customers, or even a
sanitary control issue resulting in the loss of a key customer.

-- S&P values Solina as a going concern, given its leading market
positions in relatively niche segments of the food ingredients
industry and its diversified customer base.

Simulated default assumptions

-- Year of default: 2027
-- Jurisdiction: France

Simplified waterfall

-- Emergence EBITDA: EUR148.8 million

-- Capital expenditure represents 2.5% of sales; the cyclicality
adjustment is 10%, in line with the industry subsegment, and the
operational adjustment is 15%

-- Multiple: 5x.

-- Gross recovery value: EUR744 million

-- Net recovery value for waterfall after unfunded pension
liabilities, priority claims and admin. expenses (5%): EUR707
million

-- Estimated first-lien debt claim: EUR1,136 million

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

-- Recovery rating: 3

Note: All debt amounts include six months of prepetition interest.




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HARVEST CLO XVIII: Moody's Affirms B1 Rating on EUR10.5MM F Notes
-----------------------------------------------------------------
Moody's Investors Service has upgraded the ratings on the following
notes issued by Harvest CLO XVIII DAC:

EUR33,500,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2030, Upgraded to Aa3 (sf); previously on Feb 18, 2022
Upgraded to A1 (sf)

EUR22,000,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2030, Upgraded to Baa1 (sf); previously on Feb 18, 2022
Affirmed Baa2 (sf)

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

EUR197,000,000 (Current outstanding amount EUR150,968,815) Class
A-1 Senior Secured Floating Rate Notes due 2030, Affirmed Aaa (sf);
previously on Feb 18, 2022 Affirmed Aaa (sf)

EUR30,000,000 (Current outstanding amount EUR22,990,175) Class A-2
Senior Secured Fixed Rate Notes due 2030, Affirmed Aaa (sf);
previously on Feb 18, 2022 Affirmed Aaa (sf)

EUR56,500,000 Class B Senior Secured Floating Rate Notes due 2030,
Affirmed Aaa (sf); previously on Feb 18, 2022 Upgraded to Aaa (sf)

EUR21,000,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2030, Affirmed Ba2 (sf); previously on Feb 18, 2022
Affirmed Ba2 (sf)

EUR10,500,000 Class F Senior Secured Deferrable Floating Rate
Notes due 2030, Affirmed B1 (sf); previously on Feb 18, 2022
Affirmed B1 (sf)

Harvest CLO XVIII DAC, issued in January 2018, is a collateralised
loan obligation (CLO) backed by a portfolio of mostly senior
secured European and US loans. The portfolio is managed by
Investcorp Credit Management EU Limited. The transaction's
reinvestment period ended in April 2022.

RATINGS RATIONALE

The rating upgrades on Class C and Class D notes are primarily a
result of the deleveraging of the senior notes following
amortisation of the underlying portfolio since the payment date in
January 2023.

The affirmations on the ratings on the Class A-1, A-2, B, E and F
notes are primarily a result of the expected losses on the notes
remaining consistent with their current rating levels, after taking
into account the CLO's latest portfolio, its relevant structural
features and its actual over-collateralisation ratios.

The Class A-1 and A-2 notes have paid down by approximately EUR4.0
million (22.3%) and EUR6.7 million (22.3%) since January 2023, and
EUR46.0 million (23.4%) and EUR7.0 million (23.4%) since closing.

The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.

In its base case, Moody's used the following assumptions:

Performing par and principal proceeds balance: EUR330.8m

Defaulted Securities: EUR9.76m

Diversity Score: 53

Weighted Average Rating Factor (WARF): 2895

Weighted Average Life (WAL): 3.35 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.74%

Weighted Average Coupon (WAC): 3.73%

Weighted Average Recovery Rate (WARR): 43.9%

Par haircut in OC tests and interest diversion test: 0.0%

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

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
December 2021.

Counterparty Exposure:

The rating action took into consideration the notes' exposure to
relevant counterparties, such as the account bank and swap
providers, using the methodology "Moody's Approach to Assessing
Counterparty Risks in Structured Finance methodology" published in
October 2023. Moody's concluded the ratings of the notes are not
constrained by these risks.

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

The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.

Additional uncertainty about performance is due to the following:

-- Portfolio amortisation: The main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.

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

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


PRIMROSE RESIDENTIAL 2022-1: S&P Affirms BB+ Rating on Cl. E Notes
------------------------------------------------------------------
S&P Global Ratings lowered to 'B- (sf)' from 'B (sf)' and to 'CCC
(sf)' from 'B- (sf)' its ratings on Primrose Residential 2022-1
DAC's class F-Dfrd and G-Dfrd notes, respectively. At the same
time, S&P affirmed its 'AAA (sf)', 'AA+ (sf)', 'A+ (sf)', 'BBB
(sf)', and 'BB+ (sf)' ratings on the class A, B-Dfrd, C-Dfrd,
D-Dfrd, and E-Dfrd notes, respectively.

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

Over 55% of the loans in the transaction at closing had been
previously restructured, and 10.1% were at least one month in
arrears. Since closing, reported arrears have further increased to
18.8%, of which 13.7% (5.2% at closing) were 90+ days past due as
of September 2023. This reflects the high proportion of loans in
the portfolio that were on historically low rate tracker mortgages
linked to the European Central Bank (ECB) rate, which have been
directly affected by recent interest rate rises. Approximately 70%
of the loans 120+ days past due are making no monthly installments.
S&P has taken this into consideration during its analysis.

The general reserve and liquidity reserve funds remain at their
targets.

S&P said, "After applying our global RMBS criteria, our credit
coverage has decreased across the 'AAA', 'AA', 'A', and 'BBB'
rating categories, but has increased for the 'BB' and 'B' rating
categories. On Sept. 8, 2023. We updated our indexation, jumbo
valuation, and over/under valuations assumptions, which resulted in
improved weighted-average loss severity (WALS) at all rating
categories." For the lower rating categories, the higher
arrears--specifically the gain in 90+ days arrears--has raised the
weighted-average foreclosure frequency (WAFF) to a level that
outweighs the benefit gained from the lower WALS, resulting in
increased credit coverage. The loan portfolio benefits from a lower
reperforming loan adjustment given the portfolio's increased
seasoning since closing.

  Table 1

  Credit analysis results

  RATING LEVEL     WAFF (%)     WALS (%)     CC (%)

  AAA              41.97        34.54        14.50

  AA               34.84        30.31        10.56

  A                30.86        23.04         7.11

  BBB              26.42        19.09         5.04

  BB               21.68        16.33         3.54

  B                20.44        13.86         2.83

WAFF--Weighted-average foreclosure frequency.
WALS--Weighted-average loss severity.
CC--Credit coverage.


S&P said, "Considering the results of our credit and cash flow
analysis, available credit enhancement, and the transaction's
performance, we view the available credit enhancement for each of
the notes as commensurate with the ratings assigned.

"We consider the transaction's resilience in case of additional
stresses to some key variables, in particular defaults and loss
severity, to determine our forward-looking view. In our view, the
ability of the borrowers to repay their mortgage loans will be
highly correlated to macroeconomic conditions, particularly the
unemployment rate, consumer price inflation, and interest rates.

"Policy interest rates in the eurozone may have peaked, although we
do not expect the ECB to start cutting rates until the second half
of 2024. Our unemployment rate forecasts for Ireland in 2023 and
2024 are 4.7% and 5.0%, respectively. Most of the borrowers in this
transaction pay variable interest rates, leading to near-term
pressure from both a cost of living and rate rise perspective. We
have considered this in both our credit and cash flow analyses.

"In our view, eurozone inflation peaked in 2022 at 8.4%. Continued
high inflation forecasts in 2023 and 2024 at 5.5% and 2.9%,
respectively, are credit negative for borrowers, with some more
affected than others. If inflationary pressures materialize more
quickly or more severely than currently expected, risks may emerge.
We consider the borrowers in this transaction to be reperforming
and as such they will generally have lower resilience to
inflationary pressures than prime borrowers.

"Furthermore, a decline in house prices typically decreases the
level of realized recoveries. For Ireland in 2024, we expect house
prices to increase by 1.3%, a slower pace than that seen in recent
years. We ran additional scenarios to test the effect of a decline
in house prices. The results of the sensitivity analysis indicate a
deterioration of no more than one category on the notes, which is
in line with the credit stability considerations in our rating
definitions.

"A general housing market downturn may delay recoveries. We have
also run extended recovery timings to understand the transaction's
sensitivity to liquidity risk.

"We lowered our ratings on the class F-Dfrd and G-Dfrd notes,
reflecting the deterioration in their cash flow results due to the
elevated arrears. For these junior notes, the increased credit
enhancement and decreased WALS levels do not mitigate the effect of
the increased WAFF at the 'B' rating level. Our analysis also
reflected the transaction's increasing conditional prepayment rates
since closing. We considered their potential sensitivity to further
rises in arrears, particularly given the steep trajectory of
arrears increases and decreasing payrate performance in recent
months.

"Given these notes' sensitivity to the stresses we apply at our 'B'
rating level, we applied our 'CCC' criteria. We performed a
qualitative assessment of the key variables, along with simulating
a steady-state scenario (actual conditional prepayment rates,
actual fees, no commingling stress, and no spread compression) in
our cash flow analysis.

"The class F-Dfrd notes can pass such a scenario. We therefore do
not consider their repayment to be dependent upon favorable
business, financial, and economic conditions, and we lowered our
rating on the notes to 'B- (sf)' from 'B (sf)'.

"The class G-Dfrd notes however cannot pass such a scenario. We
therefore consider their repayment to be dependent upon favorable
business, financial, and economic conditions, and lowered our
rating on the notes to 'CCC (sf)' from 'B- (sf)'.

"We affirmed our ratings on the class A to E-Dfrd notes,
considering that the results of our cash flow analysis support the
ratings."

Primrose Residential 2022-1 is a static RMBS transaction that
securitizes a portfolio of reperforming owner-occupied and
buy-to-let mortgage loans, secured over residential properties in
Ireland. The transaction closed in April 2022.




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ENEL SPA: S&P Assigns 'BB+' Rating on Hybrid Capital Instrument
---------------------------------------------------------------
S&P Global Ratings has assigned its 'BB+' long-term issue rating to
the proposed undated, optionally deferrable, and subordinated
hybrid capital instrument to be issued by Italy-based energy
utility Enel SpA (BBB/Stable/A-2). The transaction remains subject
to market conditions. S&P expects Enel's issuance to be a single
tranche of benchmark size. S&P also anticipates that the overall
amount of hybrids with intermediate equity content will equal
5.0%-5.5% (EUR6.25 billion notional estimated as of Jan. 31, 2024)
of the company's capitalization.

S&P said, "We consider the proposed hybrid will have intermediate
equity content until the first reset date, which we understand will
fall no earlier than five years and three months from issuance.
During this period, the instrument meets our criteria in terms of
ability to absorb losses or conserve cash if needed.

"We view this issuance as a refinancing transaction that will
enable Enel to fully replace its outstanding EUR900 million 3.5%
hybrid, first callable in February 2025. As a result, we now view
the equity content of the hybrid to be replaced hybrid as minimal.
This does not change our view of Enel's intent regarding the other
hybrids in its capital structure."

S&P derives its 'BB+' issue rating on the proposed hybrid by
notching down from its 'BBB' issuer credit rating on Enel. As per
its methodology, the two-notch difference reflects:

-- A one-notch deduction for subordination because the rating on
Enel is higher than 'BBB-'.

-- An additional one-notch deduction to reflect payment
flexibility, given the deferral of interest is optional.

S&P said, "The number of notches to deduct reflects our view that
Enel is relatively unlikely to defer interest. Should our view
change, we may deduct additional notches to derive the issue rating
on the instrument. Furthermore, to capture our view of the
intermediate equity content of the proposed hybrid, we allocate 50%
of the related payments as a fixed charge and 50% as equivalent to
a common dividend, in line with our hybrid capital criteria. The
50% treatment of principal and accrued interest also applies to our
adjustment of debt."

Enel can redeem the instrument for cash at any time in the three
months immediately before the first reset date, then on every
interest payment date. The company has underscored its willingness
to maintain or replace the hybrid, despite the loss of the
preferential treatment, in a statement of intent. This statement
reduces the likelihood that the issuer will repurchase the hybrid
on the open market. Although the proposed hybrid is perpetual, it
can be called at any time for events S&P regards as external or
remote (for example, a change in tax, rating event, or accounting
event).

S&P said, "We understand that the interest on the proposed hybrid
will increase by 25 basis points (bps) five years after the first
reset date in May 2029, then by an additional 75 bps at the second
step-up, 20 years after the first reset date, in May 2049. We view
any step-up above 25 bps as presenting an economic incentive to
redeem the instrument, and therefore treat the date of the second
step-up as the instrument's effective maturity date.

"Key factors in our assessment of the instrument's deferability: In
our view, Enel's option to defer payment on the proposed hybrid is
discretionary. This means the company may elect not to pay accrued
interest on an interest payment date because doing so is not an
event of default. However, any deferred interest payment will have
to be settled in cash if Enel declares or pays a dividend on shares
or interest on equally ranking securities, and if it redeems or
repurchases shares or equally ranking securities. Nevertheless,
this condition remains acceptable under our methodology because,
once the issuer has settled the deferred amount, it can still
choose to defer on the next interest payment date."

Key factors in S&P's assessment of the instrument's subordination:
The proposed hybrid and coupon are intended to constitute Enel's
direct, unsecured, and subordinated obligations, ranking senior to
the company's common shares.




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N E T H E R L A N D S
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BARENTZ BV: S&P Affirms 'B' LT ICR & Alters Outlook to Negative
---------------------------------------------------------------
S&P Global Ratings revised its outlook on Dutch specialty
ingredients distributor Barentz BV to negative from stable and
affirmed the 'B' long-term issuer credit and issue ratings on
Barentz and its debt facilities.

S&P said, "The negative outlook reflects that we could lower the
rating by one notch within the next 12 months if Barentz
experiences EBITDA margin pressure or adopts more aggressive
financial policies leading to funds from operations (FFO) cash
interest coverage remaining below 2x and leverage above 7x.

"We anticipate a further increase in the company's S&P Global
Ratings-adjusted debt in 2024, beyond the proposed amend-and-extend
transaction. Following an increase in the euro-denominated TLB in
2023, Barentz intends to raise additional debt in the coming
months. The company expects to receive EUR80 million from a
fungible add-on and we understand that it will put in place a
EUR120 million factoring facility of which it intends to draw EUR60
million in the coming months. At the same time, Barentz launched
the amend-and-extend process with the intention to extend the
maturity of its TLBs to February 2031 from November 2027 and
increase its exposure to U.S. dollar-denominated debt through a
reduction in its Euro TLB exposure. While evaluating capital
structure alternatives, Barentz also intends to repay its EUR42
million pound sterling TLB. We view the company's amend-and-extend
process as credit positive but believe that recent additional debt
in overall structure will delay the deleveraging trajectory.

"We see limited rating headroom and we forecast weakening credit
metrics. Our revised EBITDA assumption of EUR230 million-EUR245
million in 2024, combined with elevated cash interests of EUR88
million-EUR89 million, should translate to FFO cash interest
coverage ratio remaining close to 2x in 2024. At the same time, we
project that our adjusted leverage (including the payment-in-kind
debt) will increase to about 7.7x-7.9x in 2024 from 7.5x-7.7x in
2023, due to additional debt in the structure and only modest
improvement in the company's adjusted EBITDA. Our revised EBITDA
for 2024 assumes only a moderate top-line growth of 2%-3%, given
that the macroeconomic environment remains challenging, and we also
deduct approximately EUR14 million of nonrecurring costs, including
the third party IT-implementation cost.

"Our 'B' rating factors in our forecast of a recovery in credit
metrics, supported by both the company's and the private equity
sponsor's commitment to deleveraging. Barentz is operating in a
structurally growing market driven by a shift toward natural
ingredients and increased demand for convenience food. We
anticipate that in 2025, strong underlying market growth and new
business wins from existing and new principals will support the
company's top-line growth. We also anticipate gross profit and
EBITDA margin improvement, driven mostly by value-based pricing,
centralized procurement, and operational initiatives. With the
company's focus on deleveraging, we believe that Barentz's FFO cash
interest coverage will recover toward 2.5x in 2025, which is above
our 2.0x downside trigger.

"The negative outlook reflects that we could lower the rating by
one notch within the next 12 months if pressure on Barentz's EBITDA
margin or more aggressive financial policies lead to FFO cash
interest coverage remaining below 2x and leverage above 7x.

"We could lower the rating if pressure on the EBITDA margin, for
example due to weaker than expected recovery in the operating
performance or higher-than-anticipated non-recurring restructuring
costs, lead to FFO cash interest coverage remaining below 2x and
leverage above 7x in 2025. Further rating pressure could arise if
Barentz pursued additional debt-financed acquisitions.

"We could revise the outlook to stable if Barentz improves its FFO
cash interest coverage ratio to above 2x and leverage below 7x.
This could result from the realization of further business
optimization and margin improvement, as well as organic growth and
market share gains. A revision of the outlook to stable would also
hinge on the commitment from management and private equity sponsor
to maintaining rating-commensurate credit metrics."




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

ITC CONCEPTS: Goes Into Administration
--------------------------------------
Business Sale reports that ITC Concepts Limited fell into
administration this month, with Anthony Wright and Alastair Massey
of FRP Advisory appointed as joint administrators.

In the company's accounts for the year to April 30 2022, it
reported turnover of GBP45.9 million, up from GBP33.9 million a
year earlier, and post-tax profits of GBP272,632, up from a
post-tax loss of more than GBP660,000 in 2021, Business Sale
relates.

According to Business Sale, despite this significant increase, the
company continued to be impacted by the fallout from COVID-19,
missing its initial turnover target of over GBP50 million.  This
was attributed to clients deferring secured contracts.  However,
the balance sheet remained strong, with net assets valued at more
than GBP2.3 million, Business Sale notes.

ITC Concepts Limited is a fit-out and refurbishment specialist
based in Croydon.




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

ELAN LASER: Enters Administration, Assets Up for Sale
-----------------------------------------------------
Maria Davies at LaingBuisson reports that cosmetic treatment
provider Elan Laser Clinics has gone into administration less than
two years after it was established.

Michelle Elliot and Anthony Collier, partners with specialist
business advisory firm FRP Advisory, were appointed as joint
administrators on Feb. 15 and are now marketing the assets for sale
with interested parties, LaingBuisson relates.


HARVEY JONES: On Verge of Administration
----------------------------------------
Daniel Woolfson at The Telegraph reports that luxury kitchen
company Harvey Jones is facing collapse unless it secures emergency
funding, as the business said it was preparing to appoint
administrators.

The London-based business has lined up insolvency experts at
Interpath, with talks underway to secure a last-ditch deal with
potential new investors, The Telegraph relates.

Having filed a notice to appoint administrators earlier this month,
Harvey Jones' management is now in a race to raise cash or find a
buyer, The Telegraph discloses.

Founded in 1977, Harvey Jones kitchens are made entirely by hand in
Cambridgeshire, with some of its products costing tens of thousands
of pounds.

Overall, the company runs 28 showrooms across the UK and claims to
have created more than 15,000 kitchens since its launch.

Its accounts for the last financial year are currently overdue,
although its struggles represent growing turmoil across the sector
as kitchen suppliers battle soaring costs, The Telegraph notes.

Harvey Jones' potential administration comes less than two years
after the company changed ownership in a management buyout, The
Telegraph states.

Its accounts for 2021 reveal pre-tax profits of GBP1.3 million on
sales of GBP19.3 million, with the company employing 115 workers,
according to The Telegraph.

It is understood that a takeover remains a possibility, as rival
supplier Naked Kitchens has approached Harvey Jones' bosses about
buying the business, The Telegraph relays.

According to The Telegraph, a spokesman for Harvey Jones said: "We
are reviewing options to restructure the business on a sustainable
basis, including discussions with key stakeholders and potential
new investors.

"We have filed court documents that will protect the business while
these discussions remain ongoing, to allow us time to reach a
successful conclusion, to enable us to achieve our growth plans for
2024."

Harvey Jones' showrooms, which are located in the likes of London,
Bath and Birmingham, remain open and the company is continuing to
trade, The Telegraph says.


L&M TRANSPORT: Goes Into Administration, Assets Up for Sale
-----------------------------------------------------------
Carol Millett at MotorTransport reports that another haulier has
fallen victim to the ongoing economic downturn, with
Immingham-based haulier L&M Transport (UK) calling in the
administrators this week.

L&M Transport (UK) was established in 2007 and has an operating
licence for 18 trucks and nine trailers and employed around 20
staff.

In its most recent accounts for the year to June 29, 2022, the
company reported assets of GBP13,441, down from GBP48,911 in the
previous year, MT discloses.

The North East Lincolnshire firm has appointed Andrew Mackenzie and
Laura Baxter, both of Begbies Traynor, as joint administrators,
MotorTransport relates.

According to MotorTransport, Mr. Mackenzie told MT: "As with a
number of transport companies in the Immingham area and the rest of
the UK, it simply was not viable and has closed and the assets are
being sold."


POLARIS PLC 2024-1: Moody's Assigns (P)B3 Rating to 2 Tranches
--------------------------------------------------------------
Moody's Investors Service has assigned provisional ratings to Notes
to be issued by Polaris 2024-1 PLC:

GBP []M Class A Mortgage Backed Floating Rate Notes due February
2061, Assigned (P)Aaa (sf)

GBP []M Class B Mortgage Backed Floating Rate Notes due February
2061, Assigned (P)Aa2 (sf)

GBP []M Class C Mortgage Backed Floating Rate Notes due February
2061, Assigned (P)A1 (sf)

GBP []M Class D Mortgage Backed Floating Rate Notes due February
2061, Assigned (P)Baa1 (sf)

GBP []M Class E Mortgage Backed Floating Rate Notes due February
2061, Assigned (P)Ba1 (sf)

GBP []M Class F Mortgage Backed Floating Rate Notes due February
2061, Assigned (P)B3 (sf)

GBP []M Class X Mortgage Backed Floating Rate Notes due February
2061, Assigned (P)B3 (sf)

Moody's has not assigned a provisional rating to the subordinated
GBP []M Class Z floating rate notes due February 2061.

RATINGS RATIONALE

The Notes are backed by a static portfolio of UK non-conforming
residential mortgage loans originated by UK Mortgage Lending Ltd
(not rated), a wholly owned subsidiary of Pepper Money Limited.
This represents the eighth issuance securitization from Pepper
Money Limited in the UK. The total provisional portfolio balance as
of the end of January 2024 is equal to approximately GBP500M.

The ratings are primarily based on the credit quality of the
portfolio, the structural features of the transaction and its legal
integrity.

According to Moody's, the transaction benefits from various credit
strengths such as a granular portfolio and a liquidity reserve
fund. The liquidity reserve fund will be replenished after payment
of interest on class A notes and can be used to cover class A notes
interest and senior fees. Prior to the step-up date its target
amount will be equal to the higher of the 1.7% of the outstanding
principal amount of class A notes and 1.0% of the Class A notes
balance at closing, with excess amounts amortising down the revenue
waterfall. After the step-up date, the liquidity reserve fund will
be equal to 1.7% of the outstanding balance of the class A notes
and will amortise in line with these notes; the excess amount is
released through the principal waterfall, ultimately providing
credit enhancement to all rated notes. Credit enhancement for Class
A Notes is provided by 14.50% subordination at closing, the Reserve
Fund, and excess spread.

However, Moody's notes that the transaction features some credit
weaknesses, such as servicing disruption risk given the
transaction's lack of back-up servicer. Various mitigants have been
included in the transaction to address this. While Pepper (UK)
Limited (NR) is the servicer in the transaction, to help ensure
continuity of payments in stressed situations, the deal structure
provides for: (1) a back-up servicer facilitator (CSC Capital
Markets UK Limited (NR)); (2) an independent cash manager (HSBC
Bank PLC (Aa3(cr),P-1(cr))); and (3) estimation language whereby
the cash flows will be estimated from the three most recent
servicer reports should the servicer report not be available. The
liquidity does not cover any class of notes except for the Class A
notes in the event of financial disruption of the servicer, capping
the achievable ratings of the Class B Notes.

The transaction has limited excess spread at closing. There is a
principal to pay interest mechanism as a source of liquidity and
principal can be used to pay interest on Class A without any
conditions. For classes B-F, it can be used provided that either it
is the most senior class outstanding or that PDL outstanding on
that class is less than 10%.

Additionally, there is an interest rate risk mismatch between the
96.2% of loans in the pool that are fixed rate and revert to the
Lender Managed Rate, and the Notes which are floating rate
securities with reference to compounded daily SONIA. To mitigate
this mismatch there will be a scheduled notional fixed-floating
interest rate swap provided by Credit Agicole Corporate and
Investment Bank (CACIB, Aa3/P-1; Aa2(cr)/P-1(cr)).

Moody's determined the portfolio lifetime expected loss of 2.40%
and MILAN Stressed Loss of 8.7% related to borrower receivables.
The expected loss captures Moody's expectations of performance
considering the current economic outlook, while the MILAN Stressed
Loss captures the loss Moody's expect the portfolio to suffer in
the event of a severe recession scenario. Expected loss and MILAN
Stressed Loss are parameters used by Moody's to calibrate its
lognormal portfolio loss distribution curve and to associate a
probability with each potential future loss scenario in the ABSROM
cash flow model to rate RMBS.

Portfolio expected loss of 2.40%: This is lower than the UK
Non-Conforming RMBS sector and is based on Moody's assessment of
the lifetime loss expectation for the pool taking into account: (i)
the portfolio characteristics; (ii) the performance of outstanding
Polaris transactions; (iii) the current macroeconomic environment
in the UK  and the impact of future interest rate rises on the
performance of the mortgage loans; and (iv) benchmarking with
similar UK Non-conforming RMBS.

MILAN Stressed Loss of 8.7%: This is lower than the UK
Non-Conforming RMBS sector average and follows Moody's assessment
of the loan-by-loan information taking into account the following
key drivers: (i) the WA LTV of 65.2%; (ii) the originator and
servicer assessment; (iii) the 4.8% of the pool made up of Shared
Ownership; (iv) the limited historical performance data does not
cover a full economic cycle; and (v) benchmarking with similar UK
Non-conforming RMBS.

The principal methodology used in these ratings was "Residential
Mortgage-Backed Securitizations methodology" published in October
2023.

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

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

Factors that would lead to a downgrade of the ratings include: (i)
an increase in the level of arrears resulting in a higher level of
losses than forecast; (ii) increased counterparty risk leading to
potential operational risk of servicing or cash management
interruptions; or (iii) economic conditions being worse than
forecast resulting in higher arrears and losses.


POLARIS PLC 2024-1: S&P Assigns Prelim. BB- Rating on X-Dfrd Notes
------------------------------------------------------------------
S&P Global Ratings assigned its preliminary credit ratings to
Polaris 2024-1 PLC's class A to X-Dfrd notes. At closing, the
issuer will also issue unrated class Z notes, and RC1 and RC2
residual certificates.

Polaris 2024-1 PLC is an RMBS transaction securitizing a portfolio
of owner-occupied and buy-to-let (BTL) mortgage loans secured over
U.K. properties.

This is the eighth first-lien RMBS transaction originated by Pepper
group in the U.K. that S&P has rated.

The loans in the pool were originated between 2022 and 2024 by UK
Mortgage Lending Ltd. (UKMLL), trading as Pepper Money.

The collateral comprises complex-income borrowers, borrowers with
immature credit profiles, and borrowers with credit impairments,
and there is a high exposure to owner-occupied mortgages advanced
to self-employed borrowers (35.3%) and owner-occupied mortgages
advanced to first-time buyers (26.5%). Approximately 6.8% of the
pool comprises BTL loans and the remaining 93.2% are owner-occupier
loans.

The transaction benefits from a fully funded liquidity reserve
fund, which will be used to provide liquidity support to the class
A notes and to pay senior fees and expenses and senior swap
payments. Principal can be used to pay senior fees and interest on
some classes of the rated notes, subject to conditions.

The transaction incorporates a swap to hedge the mismatch between
the notes, which pay a coupon based on the compounded daily
Sterling Overnight Index Average (SONIA) rate, and loans, which pay
fixed-rate interest before reversion.

At closing, the issuer will use the issuance proceeds to purchase
the full beneficial interest in the mortgage loans originated by
UKMLL from the seller. The issuer will grant security over all its
assets in favor of the security trustee.

There are no rating constraints in the transaction under S&P's
counterparty, operational risk, or structured finance sovereign
risk criteria. It considers the issuer to be bankruptcy remote.

Pepper (UK) Ltd. is the servicer in this transaction.

In S&P's analysis, it consider its current macroeconomic forecasts
and forward-looking view of the U.K. residential mortgage market
through additional cash flow sensitivities.

S&P expects to assign ratings on the closing date subject to an
ongoing satisfactory review of the transaction documents and legal
opinions.

  Preliminary ratings

  CLASS     PRELIMINARY RATING*     CLASS SIZE (%)

  A                    AAA (sf)       85.50

  B-Dfrd               AA (sf)         5.50

  C-Dfrd               A (sf)          3.75

  D-Dfrd               A- (sf)         1.75

  E-Dfrd               BBB (sf)        1.50

  F-Dfrd               BB (sf)         1.50

  X-Dfrd               BB- (sf)        1.50

  Z                    NR              0.50

  RC1 residual certs   NR              N/A

  RC2 residual certs   NR              N/A

NR--Not rated.
N/A--Not applicable.


SEVERNPRINT LIMITED: Falls Into Administration
----------------------------------------------
Business Sale reports that Severnprint Limited fell into
administration earlier this month, with Alex Kinninmonth and James
Prior of FRP Advisory appointed as joint administrators.

According to Business Sale, in the company's accounts for the year
to November 30, 2022, its fixed assets were valued at GBP1.5
million and current assets at GBP2.7 million, with net assets
standing at GBP601,362.

Severnprint Limited is a Wiltshire-based paper manufacturer.


SUREPAK LIMITED: February 28 Deadline to Submit Offers Set
----------------------------------------------------------
Business Sale reports that administrators for Nottingham-based
flexible packaging manufacturer Surepak Limited say they are
hopeful of concluding a sale of the company following a strong
response from interested parties.

Surepak, a leading supplier of bags and pouches for leading
supermarkets and an array of sectors, fell into administration
earlier this month.

The company had endured a 425% increase in electricity costs and
the loss of two major contracts, which led to a GBP1 million fall
in turnover, Business Sale discloses.

According to Business Sale, sole director Stuart Yorston placed the
business into administration following a winding-up petition served
by a creditor, which was due to be heard on Feb. 14.

Despite its struggles, the company has a strong market position,
with its customers including all major UK supermarkets, and had
traded successfully for more than 32 years prior to its
administration, Business Sale notes.

Joint administrators Dean Nelson and Nick Lee of PKF Smith Cooper,
who were appointed on Feb. 12, say there has been a "great response
from interested parties" after they began an accelerated M&A
process to secure a buyer for all or part of the business, usiness
Sale relates.

Surepak initially served as a distributor after being established
in 1991, expanding into manufacturing in 1995 before subsequently
relocating to its current 45,000 sq ft facility in 2007.  Its
balance sheet as of December 31, 2022 shows GBP1.48 million in
fixed assets and slightly over GBP945,000 in current assets, with
total equity of just under GBP771,000.

A Feb. 28 deadline has been set for the receipt of offers for the
company or its assets, Business Sale states.


VUE ENTERTAINMENT: S&P Cuts ICR to 'SD' on Debt Restructuring
-------------------------------------------------------------
S&P Global Ratings lowered to 'SD' (selective default) from 'CC'
its issuer credit rating on Vue Entertainment International Ltd.
(Vue) and to 'D' from 'CC' its issue rating on Vue's EUR649 million
senior term loan B due December 2027. At the same time, S&P
affirmed its 'CCC' rating on the group's EUR95 million super-senior
facility due June 2027.

S&P intends to review its ratings on Vue over the coming days, once
it incorporates the group's new liquidity profile and revised
capital structure into its forward-looking opinion of the company's
creditworthiness.

The downgrade follows Vue's completion of a restructuring on Feb.
20, 20204. Vue executed the transaction after receiving 100%
consent from its lenders. The transaction includes a partial
debt-for-equity swap on the EUR649 million senior term loan B due
December 2027, as well as the reclassification of part of its
outstanding balance into a 1.5 lien facility, also due December
2027. In addition, Vue will issue a new GBP54 million
euro-equivalent super senior money facility that will rank pari
passu with the existing EUR95 million super senior facility, both
maturing June 2027. The issuance will provide total net proceeds of
about GBP50 million that the group will use for general corporate
purposes and to support near-term liquidity needs.

S&P views the transaction as distressed and tantamount to a default
because:

-- Existing senior lenders will see their ranking altered through
the addition of more prior-ranking debt through the new super
senior facility and the partial reclassification of senior debt
commitments to a 1.5 lien facility;

-- Existing senior lenders will receive less than originally
promised via the debt for equity swap and exchange for lower value
of a newly reinstated senior facility; and

-- The terms under the new 1.5 lien and reinstated senior
facilities will comprise lower cash-pay interest over the 24 months
following completion, because they will accrue EURIBOR +8.4%
payment-in-kind (PIK) interest initially before switching to
EURIBOR +8% cash-only interest in 2026.

The existing EUR95 million super senior money facility is
unaffected by the transaction and will preserve its priority
ranking status in the new capital structure. As such, the issue
rating on this facility remains unchanged at 'CCC'.

S&P intends to review its ratings on Vue over the coming days, once
it incorporates the group's new liquidity profile and revised
capital structure into our forward-looking opinion of the company's
creditworthiness.



                           *********


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

Troubled Company Reporter-Europe is a daily newsletter co-
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