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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

          Monday, March 11, 2024, Vol. 25, No. 51

                           Headlines



C R O A T I A

JADRAN TVORNICA: Files for Bankruptcy in Zagreb Court


C Z E C H   R E P U B L I C

ALLWYN INTERNATIONAL: Fitch Affirms 'BB-' IDR, Outlook Stable


F R A N C E

GINGKO SALES 2022: Fitch Hikes Rating on Class F Notes to 'BB-sf'


G E R M A N Y

ENVALIOR FINANCE: Fitch Alters Outlook on 'B' LongTerm IDR to Neg.
FORTUNA CONSUMER 2023-1: Fitch Affirms BB Rating on Class E Debt


I R E L A N D

AVOCA CLO XXIX: S&P Assigns Prelim. B-(sf) Rating on Cl. F Notes
CORNSTORE GROUP: Irish Unit Exits Examinership
PRESSING MATTERS: Enters Provisional Liquidation


K A Z A K H S T A N

BEREKE BANK: Fitch Puts 'BB' LongTerm IDRs on Watch Negative


R O M A N I A

[*] ROMANIA: Company Insolvencies Up 16.7% to 509 in January 2024


R U S S I A

GEFEST COMM'L: Enters Provisional Administration, License Revoked
NBCO UCS: Bank of Russia Cancels Banking License
QIWI BANK: Put on Provisional Administration, License Revoked
UZBEKISTAN: Fitch Affirms 'BB-' LongTerm IDR, Outlook Stable


S P A I N

UCI 14: Fitch Affirms 'CCCsf' Rating on Three Tranches


T U R K E Y

ALBARAKA TURK: Fitch Alters Outlook on 'B-' LongTerm IDR to Stable
TIB DIVERSIFIED: Fitch Assigns BB+ Rating on 2024-B & 2024-C Notes


U K R A I N E

[*] Moody's Takes Rating Actions on 7 Ukrainian Banks


U N I T E D   K I N G D O M

BE MORE: Some Stores Shut Down Following Liquidation
BLACKWATTLE SERIES 4: S&P Assigns Prelim. 'B' Rating on F Notes
DURHAM MORTGAGE: Fitch Assigns 'B-(EXP)' Rating on Class X Notes
IVC ACQUISITION: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
LANDMARK MORTGAGE 1: Fitch Affirms 'B+sf' Rating on Class D Notes

LONGPRE FURNITURE: Bought Out of Administration, 50 Jobs Saved
LUDGATE FUNDING 2006: Fitch Affirms 'BBsf' Rating on Class E Notes
SOUTHERN PACIFIC 06-1: Fitch Affirms 'B-sf' Rating on Cl. E1c Notes

                           - - - - -


=============
C R O A T I A
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JADRAN TVORNICA: Files for Bankruptcy in Zagreb Court
-----------------------------------------------------
Annie Tsoneva at SeeNews reports that Croatian hosiery producer
Jadran Tvornica Carapa has filed for bankruptcy at the commercial
court in Zagreb over its failure to repay a debt of EUR167,000
(US$183,000), the court said on March 8.

According to SeeNews, the court has scheduled a hearing on
March 27 to discuss the request to open bankruptcy proceedings
against the debtor, according to a court decision submitted by
Jadran to the Zagreb Stock Exchange.

The company's bank accounts have been blocked for 110 days, SeeNews
notes.

The Zagreb bourse on March 8 put the shares of Jadran in its
segment for monitoring ahead of the scheduled court hearing,
SeeNews relates.




===========================
C Z E C H   R E P U B L I C
===========================

ALLWYN INTERNATIONAL: Fitch Affirms 'BB-' IDR, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed Allwyn International a.s.'s (Allwyn)
Long-Term Issuer Default Rating (IDR) at 'BB-'. The Outlook on the
IDR is Stable.

Allwyn's business remains comfortably positioned within its 'BB-'
IDR, which is reflected in its affirmation, due to improved
geographical footprint and simplification of the group structure in
recent years. The rating is further underpinned by Allwyn's
resilient monopolistic and leading positions in niche lottery
segments within majority of its markets of operations, supported by
a degree of diversification into gaming and sports betting
business. At the same time, high amounts of cash upstream to
Allwyn's ultimate shareholders put pressure on free cash flow (FCF)
generation and affect the deleveraging pace.

Adherence to a consistent financial policy with prospects of
sustained deleveraging as reflected in its FCF profile are key to
Allwyn's rating trajectory.

KEY RATING DRIVERS

Financial Policy Drives Rating: Allwyn's pre-dividend FCF remains
high, due to strong profitability of its core businesses and steady
dividends from operating companies (opcos). This provides
sufficient cash flows to service existing debt and capex, including
license renewals. However, this is exceeded by high forecast
dividend payments and continuous M&A, leading to negative FCF in
the Fitch rating case until at least 2026. This results in
gradually increasing gross debt and high net leverage of around
4.5x (under rebased calculation) until 2026, which will decrease
towards 4.0x by 2027.

Improved Product and Geographical Diversification: Allwyn has
enhanced its global diversification with the acquisition of Camelot
US in 2023, by adding a business in the US. With investment into
Instant Win Gaming (IWG) announced in 2024, Allwyn continues to
expand both geographically through business expansion in the US and
vertical integration through acquiring an online instant lottery
content development business.

Rapid expansion of Betano which has enjoyed strong growth recently,
provides further opportunities to diversify into the gaming segment
that is growing faster than lottery, albeit at the cost of higher
regulatory risk for iGaming and higher inherent business volatility
for online sports betting.

Affiliates Contribution, UK Weakness: A sizeable portion of
business growth in Fitch's forecasts comes from the expansion of
business into recently added markets, the UK National Lottery's
fourth license and dividend contribution from Allwyn's 36.75% stake
in Betano. Although Fitch now anticipates a more prolonged recovery
in profitability in Allwyn's UK operations due to initial rollout
costs associated with the Fourth National Lottery licence, Fitch
views negative operating cash flows in 2024 as non-recurring, which
will largely be offset by high dividend inflows from affiliates.

Deleveraging Affected by Dividends from Affiliates: Fitch forecasts
strong proportional lease adjusted net debt at around 4.0x of
proportional EBITDAR for 2024 on the back of estimated sharply
higher dividend from affiliates. This will improve net dividends
from affiliates and non-controlling interests to around a negative
EUR50 million in 2024 from around a negative EUR300 million
estimated for 2023. From 2025, Fitch assumes materially lower
dividends from affiliates, resulting in a proportionately
calculated net leverage at around 4.5x in 2025 and 2026, albeit
with still ample headroom within its rebased sensitivities.

Rebased Leverage Capacity Calculation: Fitch has changed its
approach to calculating Allwyn's leverage by using proportional
gross debt, cash and EBITDAR including NCI income, which in its
view most adequately reflects Allwyn as a holding company (holdco)
that manages subsidiaries with material minority interests and
at-equity investments, and a two-tier holdco-opco debt structure.
Fitch has consequently widened the leverage sensitivities to
4.5x-5.5x from previously 3.5x-4.5x.

Resilient Core Lottery Business: Seventy-five per cent of gross
gaming revenue (GGR) in 2022 came from lottery business that Fitch
views as less volatile in EMEA than gaming and sports betting.
Lottery operators also usually face less regulatory scrutiny due to
lower gaming-safety concerns, although the license requirements can
still be restrictive for business growth and promotion. In contrast
to online sports betting and iGaming, Fitch does not anticipate
material regulatory pressure on lottery business in Allwyn's core
markets.

Expansionary Business Growth Forecast: Fitch anticipates moderate
organic growth for the lottery business in EMEA compared with
iGaming and online sports betting, and therefore assume that Allwyn
will grow primarily through future M&A and recently acquired
businesses. Fitch includes in its forecast EUR220 million primarily
for investment in IWG in 2024, followed by bolt-on acquisitions of
EUR150 million per year from 2025. At the same time, the digital
segments of Allwyn's business such as Stoiximan, Betano and
partially others, will provide additional revenue growth ahead of
EMEA lottery markets that Fitch assumes to remain broadly flat.

DERIVATION SUMMARY

Allwyn's EBITDA and EBITDAR margins are strong relative to those of
Fitch-rated gaming peers, such as Flutter Entertainment plc
(BBB-/Stable), Entain plc (BB/Stable) and 888 Holdings PLC
(BB-/Negative), which are among the five largest iGaming and online
sportsbook operators in Europe.

Allwyn has a high proportion of lottery revenue, which is less
volatile and less exposed to regulatory risks, and displays good
geographical diversification across Europe with businesses in the
UK, Greece, the Czech Republic, Austria, Cyprus, and Italy. It also
has a presence in the US and LatAm, but its revenue diversification
is still slightly weaker than the multi-regional revenue base of
Flutter and Entain.

It lags both companies in forecast FCF generation and retains still
a more complex group structure with a high share of not fully owned
assets, similarly to Entain's JV in the US market.

KEY ASSUMPTIONS

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

- Low-to-mid single-digit organic revenue growth in 2024-2025, on
increased online volume in core markets (the Czech Republic, Greece
and Austria) to varying degrees depending on local platform
strength; added revenue growth from the ramp-up of UK national
lottery (UKNL) operations

- Consolidated EBITDA margin at 28%-29% in 2024-2027, versus 33% in
2023E, due to the increased contribution of less profitable UKNL
operations

- Material increase in dividends received from Betano in 2024 due
to strong operational performance in 2023, followed by moderated
dividends amid regulation-driven weaker profitability

- Dividend payment to ultimate shareholders of EUR336 million in
2024, followed by EUR300 million a year to 2027

- Bolt-on acquisitions of EUR150 million a year at an enterprise
value (EV) of 10x EBITDA over 2024-2027

RATING SENSITIVITIES

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

- Further strengthening of operations, combined with increased
access to respective cash flows and debt structure simplification

- Sound financial discipline leading to proportional lease-adjusted
net debt trending below 4.5x of proportional EBITDAR

- EBITDAR fixed charge cover above 3.0x and gross dividend/gross
interest at holdco above 2.5x on a sustained basis

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

- Deterioration of operating performance leading to consistently
negative pre-dividend FCF

- More aggressive financial policy as reflected in proportional
lease-adjusted net debt consistently above 5.5x of proportional
EBITDAR

- EBITDAR fixed charge cover below 2.5x and gross dividend/interest
at holdco of less than 2.0x on a sustained basis

LIQUIDITY AND DEBT STRUCTURE

Solid Liquidity, Undrawn Revolver: Fitch estimates that Allwyn
maintained a solid liquidity position at end- 2023, with over EUR1
billion of Fitch-calculated cash, after adjusting opco cash
balances at year-end for minority stake ownership. As of
end-September 2023, Allwyn had a EUR300 million fully available
under its 2027 revolving credit facility (RCF) as well as EUR330
million RCFs at subsidiaries, and around EUR580 million of other
undrawn facilities that further supported liquidity.

Smooth Debt Maturity Profile: As of end-September 2023, debt
maturities were well spread with only around 8% of consolidated
debt maturing in 2024 and 2025. It has slight concentration of
maturities in 2027 when Fitch expects 22% of total debt to mature,
including both holdco and opco debt, but solid access to debt
capital markets should keep refinancing risk manageable.

ISSUER PROFILE

Allwyn has become the largest European private lottery operator and
is the only provider of lotteries in Austria, the Czech Republic,
and Greece, operator of the UKNL and the only provider of
fixed-odds numerical lotteries in Italy.

SUMMARY OF FINANCIAL ADJUSTMENTS

In accordance with Fitch's Corporate Rating Criteria, Fitch uses
proportional consolidation for not fully owned consolidated assets
to arrive at lease-adjusted net debt and EBITDAR to arrive at
leverage metrics used in Rating Sensitivities

ESG CONSIDERATIONS

Allwyn has an ESG Relevance Score of '4' for Group Structure due to
substantial minority positions in some of its consolidated assets
as well as material contribution of equity-owned businesses to cash
flows, which can lead to high underlying cash flow volatility. This
has a negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.

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

   Entity/Debt              Rating         Recovery   Prior
   -----------              ------         --------   -----
Allwyn International
a.s.                  LT IDR BB-  Affirmed            BB-

   senior secured     LT     BB-  Affirmed   RR4      BB-

Allwyn Entertainment
Financing (UK) plc

   senior secured     LT     BB-  Affirmed   RR4      BB-




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F R A N C E
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GINGKO SALES 2022: Fitch Hikes Rating on Class F Notes to 'BB-sf'
-----------------------------------------------------------------
Fitch Ratings has upgraded Ginkgo Sales Finance 2022's class B, C
and F notes and affirmed the rest.

   Entity/Debt                Rating           Prior
   -----------                ------           -----
Ginkgo Sales
Finance 2022

   Class A FR0014009VH6   LT AAAsf  Affirmed   AAAsf
   Class B FR0014009VI4   LT AA+sf  Upgrade    AAsf
   Class C FR0014009VJ2   LT A+sf   Upgrade    Asf
   Class D FR0014009VK0   LT BBBsf  Affirmed   BBBsf
   Class E FR0014009VL8   LT BB+sf  Affirmed   BB+sf
   Class F FR0014009VM6   LT BB-sf  Upgrade    B+sf

TRANSACTION SUMMARY

Ginkgo Sales Finance 2022 was initially a 10-month revolving
securitisation of French unsecured consumer loans originated in
France by CA Consumer Finance (CACF, A+/Stable/F1). The securitised
portfolio consists of loans advanced to individuals for home
equipment and recreational vehicles. All the loans bear a fixed
interest rate and are amortising with constant monthly instalments.
The revolving period ended on 28 February 2023.

KEY RATING DRIVERS

Stable Performance: The affirmation reflects that the transaction
has been performing broadly in line with its expectations, with a
small deviation in a cumulative default rate of 1.24%, compared
with its evenly distributed base-case scenario of 1.08%. Fitch also
tested front- and back-loaded default scenarios. Arrears have
increased to levels that are in line with historical data. Credit
enhancement has increased since the end of the revolving period.

Nevertheless, macro-economic uncertainties and especially inflation
and rising interest rates can undermine borrowers' capacity to
repay their debt. However, the portfolio only includes fixed-rate
loans, protecting borrowers from increasing interest rates.

Hybrid Pro-Rata Redemption: The transaction has hybrid pro-rata
redemption. The transaction will amortise sequentially until the
class A notes reach their targeted subordination ratio. The notes
will then amortise at their targeted subordination ratio calculated
as a percentage of the performing and delinquent balance. If no
sequential amortisation event occurs, the notes will amortise
pro-rata.

Servicing Continuity Risk Mitigated: CACF is the transaction
servicer. No back-up servicer was appointed at closing. However,
servicing continuity risks are mitigated by, among other things,
the monthly transfer of borrowers' notification details and a
reserve fund to cover liquidity on the class A and B notes and the
management company being responsible for appointing a substitute
servicer within 30 calendar days on a servicer termination event.

Class C-F Notes Capped: Payment interruption risk (PIR) for the
class A and B notes is mitigated by the transaction's dedicated
liquidity reserves. The class C to F notes do not benefit from such
liquidity protection. However, Fitch is of the view that PIR for
these notes is mitigated by a commingling reserve, which becomes
available if the servicer is downgraded to below 'BBB'/'F2'. Under
Fitch's criteria, these rating triggers are commensurate with
ratings up to the 'Asf' category when PIR is a primary risk driver.
As a result, the class C, D, E and F notes' ratings are capped at
'A+sf'.

RATING SENSITIVITIES

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

Unanticipated increases in the frequency of defaults or decreases
in recovery rates could produce larger losses than expected in
Fitch's base case and could result in negative rating action on the
notes.

Expected impact on the notes' rating of increased defaults (class
A/B/C/D/E/F):

Current ratings: 'AAAsf'/'AA+sf'/'A+sf'/'BBBsf'/'BB+sf'/'BB-sf'

Increase defaults by 25%: 'AAAsf'/'AAsf'/'Asf'/'BBBsf'/'BBsf'/
'B-sf'

Expected impact on the notes' rating of decreased recoveries (class
A/B/C/D/E/F):

Decrease recoveries by 25%:
'AAAsf'/'AA+sf'/'A+sf'/'BBBsf'/'BB+sf'/'BB-sf'

Expected impact on the notes' rating of increased defaults and
decreased recoveries (class A/B/C/D/E/F):

Increase defaults and decrease recoveries each by 25%:
'AA+sf'/'AAsf'/'A-sf'/'BBB-sf'/'BBsf'/'CCCsf'

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

Expected impact on the notes' rating of decreased defaults and
increased recoveries (class A/B/C/D/E/F):

Decrease defaults by 10% and increase recoveries by 10%:
AAAsf'/'AAAsf'/'AAsf'/'A-sf'/'BBBsf'/'BBsf'

CRITERIA VARIATION

None

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

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

DATA ADEQUACY

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

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

Prior to the transaction closing, Fitch conducted a review of a
small targeted sample of the originator's origination files and
found the information contained in the reviewed files to be
adequately consistent with the originator's policies and practices
and the other information provided to the agency about the asset
portfolio.

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

ESG CONSIDERATIONS

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



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

ENVALIOR FINANCE: Fitch Alters Outlook on 'B' LongTerm IDR to Neg.
------------------------------------------------------------------
Fitch Ratings has revised the Outlook on Envalior Finance GmbH's
Long-Term Issuer Default Rating (IDR) to Negative from Positive and
affirmed the IDR at 'B'. The agency has downgraded Envalior's
senior secured rating to 'B' from 'B+'. The Recovery Rating is
'RR4'.

The Negative Outlook reflects high EBITDA gross leverage in
2023-2024 as weak demand and intense competition constrain EBITDA
generation. It also shows the uncertainty on the timing of a firm
market recovery. Fitch expects demand to recover from 2H24 as
customers start to restock amid improving economic growth across
regions. Along with substantial cost synergies and reduced
competition from Chinese producers as European energy prices
normalised, this will lift EBITDA and reduce EBITDA gross leverage
to 6.4x in 2025, and below 6x from 2026 once the full synergies are
achieved.

The downgrade of the senior secured rating reflects a revision of
its assessment of going-concern EBITDA in light of the very weak
performance in 2023 and slower recovery over the next several
years, as well as an increase in debt compared with its previous
expectations. This resulted in a change of the Recovery Rating to
'RR4' from 'RR3'.

KEY RATING DRIVERS

Weak Performance, Leverage Surge: Fitch estimates that
Fitch-calculated EBITDA gross leverage reached about 18x in 2023
and will remain high at 9x in 2024 despite an assumed recovery from
2H24 and benefits from cost savings. Envalior reported adjusted
EBITDA down 57% in 9M23 due to prolonged destocking and temporarily
increased competition from Chinese exporters during the energy
price spike in Europe. In addition, Envalior's profitability has
been burdened by its caprolactam supply agreement, leading to
temporarily uncompetitive feedstock cost for its intermediates
segments.

Fitch views 2023 as an exceptionally poor year for Envalior and the
chemical sector. Fitch forecasts that Envalior's Fitch-defined
EBITDA will increase to EUR343 million in 2024 and EUR479 million
in 2025 as demand increases and operational improvements are
implemented.

Increased Synergies Key for Deleveraging: Fitch assumes Envalior
will achieve about EUR150 million of cost synergies by end-2027 as
management's post-closing assessment identified a EUR200 million
potential improvement, up from EUR150 million before closing. Fitch
views execution risk of this plan as moderate, given that the
majority is composed of cost synergies, and based on management's
previous experiences with such initiatives. In its view, achieving
the synergy target is crucial for supporting profitability through
the cycle, given energy cost volatility in Europe and the lack of
improvement in China's industrial production, which puts chemical
markets in oversupply.

Caprolactam Supply: Envalior's partial vertical integration into
caprolactam feedstock at its Antwerp site, which is one of the most
competitive in Europe, provides margin stability. However, a force
majeure under the long-term caprolactam supply agreement related to
the assets acquired from DSM negatively affected 2023 performance.
Fitch believes there is the risk of a further negative impact if
caprolactam and utilisation rates in Europe remain volatile.

Automotive Bright Spot: Automotive is Envalior's largest end
market. In 9M23, volumes to this sector grew 1% and represented
about 45% of sales volume, up from 40% in 9M22. The growth in
automotive production is supported by manufacturers' large backlog,
following a long period of production disruption linked to the
shortage of microchips. In 2024, Fitch expects automotive
production to grow 4% in Europe and Chinese car exports to grow by
20%-30%.

Envalior will also benefit from the electrification of mobility, as
more polyamide 6 (PA6) per vehicle is used in hybrid or electric
cars than internal combustion engine vehicles. The substitution of
polyamide 66 (PA66) by PA6 also benefits growth prospects in this
sector, with no reversal expected given structural supply issues of
PA66 and product specification by automotive manufacturers.

Electronics, Consumer Goods Destocking: Envalior has been affected
by lower demand in electronic and consumer goods markets, which
previously benefited from the surge in electronic equipment sale
during the pandemic, and from the strong recovery of consumption
post-lockdowns. Slowing global growth and reduced household
purchasing power due to rising inflation and interest rates have
led to significant destocking. Fitch expects these markets to
progressively return to growth from 2024 as economic signals
improve and due to lower inventories.

Global Polyamide Specialist: Envalior has critical mass as the
third-largest polyamide producer behind Celanese and BASF and a
strong global footprint, especially in Europe and Asia, with 18
plants. It benefits from well-invested assets, a record of reliable
supply, and long-lasting customer relationships, especially given
its product specifications. Envalior's scale will enable investment
in innovative materials in addressing long-term trends of
light-weight materials, electric mobility, sustainability and
digitalisation.

Debt Layers: Fitch excludes the payment-in-kind (PIK) notes, issued
by an indirect parent of the issuer outside of the senior secured
restricted group, from the calculation of financial debt as they
are structurally subordinated and cannot trigger a default at the
level of the issuer. The debt documentation generally restricts the
issuer's ability to pay dividends. However, Fitch recognises the
possibility of the issuer paying some dividends to its parent or
push down the debt through a refinancing.

DERIVATION SUMMARY

Compared with Nouryon Holding B.V. (B+/Stable), Envalior is
smaller, has weaker market positions and less stable cash flows due
to exposure to more volatile sectors. Nouryon's leverage is
expected to be lower than Envalior's.

Compared with Nobian Holding 2 B.V. (B/Stable), Envalior is larger,
more geographically diversified and positioned in sectors with
greater growth potential. However, Nobian's leverage is expected to
be lower, and it benefits from stronger barriers to entry and cost
pass-through ability.

Compared with Italmatch Chemicals S.p.A. (B/Stable), Envalior is
significantly larger, has stronger vertical integration, a similar
end-market exposure and is expected to have lower leverage.
However, Italmatch is more focused on specialty chemicals, which
translates into lower cash flow volatility.

Compared with Roehm Holding GmbH (B-/Stable), Envalior has similar
scale, end-market diversification and vertical integration.
However, Roehm faces greater execution risk through the
construction of its new plant, has more exposure to commodity price
volatility, and has higher leverage.

KEY ASSUMPTIONS

- External sales volumes to fall 10.6% in 2023, then to grow 4.6%
in 2024, 6% in 2025, 3.7% in 2026 and 2.8% in 2027

- EBITDA margin to fall to 6% in 2023, recovering to 12% in 2024,
16% in 2025 and 18% thereafter

- Capex of 3%-3.5% of sales to 2027

- No dividends or M&A

RECOVERY ANALYSIS

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

The GC EBITDA estimate reflects Fitch's view of a sustainable,
post-reorganisation EBITDA level, upon which it bases the
enterprise valuation (EV).

Fitch has reduced the GC EBITDA to EUR350 million (net of lease
charges) from EUR400 million due to higher-than-previously-assumed
volatility of earnings in 2023 and expected slower chemicals market
recovery. This deterioration was driven by an exceptional
combination of factors such as weak demand, destocking, high energy
prices combined with temporary arbitrage imports from Asia.

Fitch uses a multiple of 5.0x to estimate a GC EV for Envalior
because of its leadership position and partial integration in the
value chain that translates into moderate volume and margin
volatility. It also captures the company's diversified business
profile and modest scale.

Fitch assumes that Envalior's use of factoring would be substituted
by super senior debt in a distress, which is deducted from the
value available to calculate recoveries for the first-lien senior
secured instrument.

Fitch assumes its revolving credit facility (RCF) to be fully drawn
and to rank pari passu with the senior secured term loans.

After deducting 10% for administrative claims, Fitch's analysis
resulted in a waterfall-generated recovery computation (WGRC) for
the senior secured instruments in the 'RR4' band, indicating a 'B'
instrument rating. The WGRC output percentage on current metrics
and assumptions was 48%.

RATING SENSITIVITIES

Factors that could, individually or collectively, lead to positive
rating action/upgrade

The Outlook is Negative, therefore Fitch does not expect positive
rating action. However, outperformance of the company leading to a
quicker return of EBITDA gross leverage below 6.5x could lead to a
revision of the Outlook to Stable.

- EBITDA gross leverage below 5x on a sustained basis would be
positive for the rating

- EBITDA interest coverage above 2.5x on a sustained basis

- Achievement of cost savings in line with management's
expectations and sustained positive free cash flow generation

Factors that could, individually or collectively, lead to negative
rating action/downgrade

- Slow performance recovery leading to EBITDA gross leverage
sustained above 6.5x

- EBITDA interest coverage below 1.5x on a sustained basis

- Performance volatility due to uncompetitive feedstock sourcing or
suboptimal asset utilisation rates

LIQUIDITY AND DEBT STRUCTURE

Comfortable Liquidity: As of 30 September 2023, Envalior had cash
balances of EUR345 million and EUR301 million available funds under
the EUR375 million RCF. Debt at the senior secured restricted group
level is mainly composed of EUR2.9 billion of term loan B (TLB)
that matures in 2030 with amortisation below EUR20 million
annually. The RCF matures six months before the TLB. To strengthen
liquidity, Envalior has put a sizable factoring facility in place,
which Fitch treats as short term and excludes from the calculation
of liquidity.

Finance documents restrict the payment of dividends, but some
payments may be allowed and could be used to pay dividends or repay
PIK notes located outside the senior secured restricted group.

ISSUER PROFILE

Envalior is the joint venture for high-performance engineering
polymers that was established between private equity sponsor Advent
International (60%) and chemical group LANXESS (40%).

SUMMARY OF FINANCIAL ADJUSTMENTS

The issuer has not yet published any audited accounts. However,
Fitch treats amortisation of rights of use assets and lease-related
interest expense as cash operating costs. Moreover, Fitch treats
non-recourse factoring as secured debt.

ESG CONSIDERATIONS

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

   Entity/Debt              Rating         Recovery   Prior
   -----------              ------         --------   -----
AI Montelena
(Netherlands) BV

   senior secured     LT     B  Downgrade    RR4      B+

AI Montelena
Bidco LLC (USA)

   senior secured     LT     B  Downgrade    RR4      B+

Envalior Finance
GmbH                  LT IDR B  Affirmed              B

   senior secured     LT     B  Downgrade    RR4      B+

FORTUNA CONSUMER 2023-1: Fitch Affirms BB Rating on Class E Debt
----------------------------------------------------------------
Fitch Ratings has affirmed Fortuna Consumer Loan ABS 2023-1 DAC A-F
notes and withdrawn the class F notes' rating.

   Entity/Debt            Rating            Prior
   -----------            ------            -----
Fortuna Consumer
Loan ABS 2023-1
Designated
Activity Company

   A XS2585848489     LT  AAAsf   Affirmed    AAAsf
   B XS2585848992     LT  AAsf    Affirmed    AAsf
   C XS2585849297     LT  A-sf    Affirmed    A-sf
   D XS2585849370     LT  BBB-sf  Affirmed    BBB-sf
   E XS2585849453     LT  BBsf    Affirmed    BBsf
   F XS2585850469     LT  CCCsf   Affirmed    CCCsf
   F XS2585850469     LT  WDsf    Withdrawn   CCCsf

TRANSACTION SUMMARY

Fortuna Consumer Loan ABS 2023-1 Designated Activity Company is a
true-sale securitisation of a 12-month revolving pool of unsecured
consumer loans sold by auxmoney Investments Limited. The
securitised consumer loan receivables are derived from loan
agreements entered into between Süd-West-Kreditbank Finanzierung
GmbH (SWK) and individuals located in Germany and brokered by
auxmoney GmbH via its online lending platform.

Fitch has chosen to withdraw the class F notes' 'CCCsf'/Stable
rating for commercial reasons.

KEY RATING DRIVERS

Large Loss Expectations: Some of auxmoney's customers are
associated with higher risk than those targeted by traditional
lenders of German unsecured consumer loans. Fitch determined the
score calculated by auxmoney as the key asset performance driver.
Fitch continues to assume a slightly higher weighted average (WA)
default base case of 13.8% compared with 13.0% in the predecessor
deal. This considers the negative impact of rising costs of living,
in particular, on low-income borrowers that are also present in the
pool.

The high base-case assumption has led Fitch to apply a WA default
multiple that is below the criteria range at 3.7x for 'AAA' for the
total portfolio. Fitch assumed a recovery base case of 33% and a
high recovery haircut of 57.5% at 'AAA'. The resulting loss rates
are the highest among Fitch-rated German unsecured loans
transactions.

Revolving Period Adds Risk: The transaction is still in its
one-year revolving period. Fitch's outlook for 2024 for all German
consumer asset classes is deteriorating as high interest rates,
refinancing risks, fading labour market momentum and cost of living
stresses continue to affect affordability. The agency's
macroeconomic expectations, in conjunction with the higher risk
profile of some of the borrowers in this transaction, increase the
risks related to the revolving period. Fitch took this into account
as part of the considerations to set its default multiples.

Operational Risks: auxmoney operates a data- and tech-driven
lending platform that connects borrowers and investors on a fully
digitalised basis. Fitch conducted an operational review during
which auxmoney showed a robust corporate governance and risk
approach. Warehouse facilities with several banks are in place, for
which auxmoney as seller holds the junior tranche. Assets for the
transaction are selected from one of the warehouse facilities
according to the transaction's eligibility criteria, ensuring that
auxmoney retains sufficient risk on their own book.

Servicing Continuity Risk Increased: CreditConnect GmbH, a
subsidiary of auxmoney, is the servicer, but some of the servicing
duties are performed by SWK. Unlike the previous Fortuna deals, no
back-up servicer was appointed at closing. Nonetheless, Fitch
believes that the current set-up and the split of responsibilities
between the two entities sufficiently reduce the servicing
continuity risk. Payment interruption risk is reduced by a
liquidity reserve, which covers more than three months of senior
expenses, swap payments and interest on the class A to F notes.

The KRDs listed in the applicable sector criteria, but not
mentioned above, are not material to this rating action.

RATING SENSITIVITIES

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

The ratings may be negatively affected if defaults and losses are
larger and significantly more front- (for senior notes) or
back-loaded (for junior notes) than assumed, leading to shrinking
excess spread or a longer pro-rata period. For example, a
simultaneous 25% increase in the default rates and 25% decrease in
recovery rates would lead to the following ratings for the class
A/B/C/D/E notes, respectively:
'AAsf'/'Asf'/'BBB-sf'/'BBsf'/'NRsf'.

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

Lower actual defaults and smaller losses than assumed would be
positive for the ratings. For example, the expected impact on the
notes' ratings of a simultaneous decrease of defaults and increase
of recoveries by 25 % for the class A/B/C/D/E notes, respectively
would be: 'AAAsf'/'AAsf'/'AA-sf'/'A-sf'/'BBB-sf'.

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

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

DATA ADEQUACY

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

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

ESG CONSIDERATIONS

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



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

AVOCA CLO XXIX: S&P Assigns Prelim. B-(sf) Rating on Cl. F Notes
----------------------------------------------------------------
S&P Global Ratings assigned preliminary ratings to Avoca CLO XXIX
DAC's A-Loan and class A, B, C, D, E, and F notes. At closing, the
issuer will also issue unrated subordinated notes.

The preliminary ratings assigned to Avoca CLO XXIX's loan and notes
reflect S&P's assessment of:

-- The diversified collateral pool, which primarily comprises
broadly syndicated speculative-grade senior secured term loans and
bonds that are governed by collateral quality tests.

-- The credit enhancement provided through the subordination of
cash flows, excess spread, and overcollateralization.

-- The collateral manager's experienced team, which can affect the
performance of the rated notes through collateral selection,
ongoing portfolio management, and trading.

-- The transaction's legal structure, which S&P expects to be
bankruptcy remote.

-- The transaction's counterparty risks, which S&P expects to be
in line with its counterparty rating framework.

  Portfolio benchmarks
                                                        CURRENT

  S&P weighted-average rating factor                    2895.09

  Default rate dispersion                                435.52

  Weighted-average life (years)                            4.34

  Weighted-average life (years) extended
  to cover the length of the reinvestment period           4.58

  Obligor diversity measure                              148.07

  Industry diversity measure                              19.17

  Regional diversity measure                               1.20


  Transaction key metrics
                                                        CURRENT

  Portfolio weighted-average rating
  derived from S&P's CDO evaluator                            B

  'CCC' category rated assets (%)                          1.63

  Actual 'AAA' weighted-average recovery (%)              37.02

  Actual weighted-average spread (net of floors; %)        4.36

  Actual weighted-average coupon (%)                       4.46


Under the transaction documents, the rated notes and loan will pay
quarterly interest unless a frequency switch event occurs.
Following this, the debt will switch to semiannual payments.

Asset priming obligations and uptier priming debt

The issuer can purchase asset priming (drop down) obligations
and/or uptier priming debt to address the risk of a distressed
obligor either moving collateral outside the existing creditors'
covenant group or incurring new money debt senior to the existing
creditors.

Rationale

S&P said, "At closing, we expect the portfolio to be
well-diversified, primarily comprising broadly syndicated
speculative-grade senior-secured term loans and senior-secured
bonds. Therefore, we have conducted our credit and cash flow
analysis by applying our criteria for corporate cash flow CDOs.

"In our cash flow analysis, we used the EUR400 million target par
amount, the covenanted weighted-average spread (4.36%), the
reference weighted-average coupon (4.35%), and the actual
weighted-average recovery rates calculated in line with our CLO
criteria for all classes of notes. We applied various cash flow
stress scenarios, using four different default patterns, in
conjunction with different interest rate stress scenarios for each
liability rating category.

"Until the end of the reinvestment period on Oct. 15, 2028, the
collateral manager may substitute assets in the portfolio as long
as our CDO Monitor test is maintained or improved in relation to
the initial ratings on the notes. This test looks at the total
amount of losses that the transaction can sustain--as established
by the initial cash flows for each rating--and compares that with
the current portfolio's default potential plus par losses to date.
As a result, until the end of the reinvestment period, the
collateral manager may through trading deteriorate the
transaction's current risk profile, if the initial ratings are
maintained.

"Under our structured finance sovereign risk criteria, we consider
the transaction's exposure to country risk sufficiently mitigated
at the assigned preliminary ratings.

"We expect the transaction's documented counterparty replacement
and remedy mechanisms to adequately mitigate its exposure to
counterparty risk under our counterparty criteria, and the legal
structure and framework to be bankruptcy remote, in line with our
legal criteria."

The CLO will be managed by KKR Credit Advisors (Ireland) Unlimited
Co., and the maximum potential rating on the liabilities is 'AAA'
under S&P's operational risk criteria.

S&P said, "Following our analysis of the credit, cash flow,
counterparty, operational, and legal risks, we believe the
preliminary ratings are commensurate with the available credit
enhancement for the A-Loan and class A notes. Our credit and cash
flow analysis indicates that the available credit enhancement for
the class B to F notes could withstand stresses commensurate with
higher ratings than those assigned. However, as the CLO will be in
its reinvestment phase starting from closing--during which the
transaction's credit risk profile could deteriorate--we have capped
our preliminary ratings on the debt.

"Given our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe our preliminary ratings
are commensurate with the available credit enhancement for all the
rated classes of debt.

"In addition to our standard analysis, to indicate how rising
pressures among speculative-grade corporates could affect our
ratings on European CLO transactions, we also included the
sensitivity of the ratings on the A-Loan and class A to E notes
based on four hypothetical scenarios.

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

Environmental, social, and governance

S&P said, "We regard the transaction's exposure to environmental,
social, and governance (ESG) credit factors as broadly in line with
our benchmark for the sector. Primarily due to the diversity of the
assets within CLOs, the exposure to environmental and social credit
factors is viewed as below average, while governance credit factors
are average. The transaction documents prohibit assets from being
related to the following industries: anti-personnel mines, cluster
weapons, depleted uranium, nuclear weapons, white phosphorus,
biological or chemical weapons; civilian firearms; tobacco; thermal
coal or coal extraction; payday lending; thermal coal production,
speculative extraction of oil and gas, oil sands and associated
pipelines industry; endangered or protected wildlife; marijuana;
pornography or prostitution; opioid; and illegal drugs or
narcotics. Accordingly, since the exclusion of assets from these
industries does not result in material differences between the
transaction and our ESG benchmark for the sector, no specific
adjustments have been made in our rating analysis to account for
any ESG-related risks or opportunities."

  Ratings list

            PRELIM.   PRELIM. AMOUNT
  CLASS     RATING*     (MIL. EUR)     INTEREST RATE§      SUB
(%)

  A notes   AAA (sf)      186.00    3M EURIBOR plus 1.48%   38.00

  A-Loan    AAA (sf)       62.00    3M EURIBOR plus 1.48%   38.00

  B         AA (sf)        44.00    3M EURIBOR plus 2.15%   27.00

  C         A (sf)         23.50    3M EURIBOR plus 2.50%   21.13

  D         BBB- (sf)      26.50    3M EURIBOR plus 3.90%   14.50

  E         BB- (sf)       18.00    3M EURIBOR plus 6.59%   10.00

  F         B- (sf)        12.00    3M EURIBOR plus 8.09%    7.00

  Sub.      NR             30.85    N/A                       N/A

*The preliminary ratings assigned to the A-Loan and class A and B
notes address timely interest and ultimate principal payments. The
preliminary ratings assigned to the class C, D, E, and F notes
address ultimate interest and principal payments.
§The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.

3M--Three month.
EURIBOR--Euro Interbank Offered Rate.
NR--Not rated.
N/A--Not applicable.


CORNSTORE GROUP: Irish Unit Exits Examinership
----------------------------------------------
Sean Pollock at Irish Independent reports that the Irish arm of the
Cornstore Group, which encompasses the Cornstore and Coqbull
restaurant chains in Limerick and Cork, has emerged from
examinership after it was granted court protection over a debt of
over EUR26.7 million.

London-based Padraic Frawley, founder and chief executive, said he
had been reinstated as director of the company after securing new
investment, Irish Independent relates.  

According to Irish Independent, the investment came from
Dublin-based Relm Finance and has saved up to 200 jobs at the
Cornstore restaurants in Cork and Limerick and the Coqbull
restaurants in Cork, Limerick and Castletroy.


PRESSING MATTERS: Enters Provisional Liquidation
------------------------------------------------
Niall Byrne at Nialler9 reports that the vinyl pressing plant based
in Glasnevin in Dublin has been appointed provisional liquidators
by the High Court.

The vinyl pressing plant, Pressing Matters Limited trading as
Dublin Vinyl, has 22 full-time employees and 4 full-time contractor
workers.

Founded in 2016, with a staff of two, Dublin Vinyl has supported
the local Irish industry through 12" vinyl pressings, and an
ancillary business of printing vinyl for the major labels here.  It
had a subscription service and a direct to fan vinyl-pressing
service before the pandemic, and the proceeding years of COVID-19,
war in Ukraine, Brexit and loss of a major contract has meant the
company has operated at a loss in 2022 and 2023, Nialler9 relates.

Contracts worth EUR500,000 will be honoured before the company is
wound up, Nialler9 discloses.




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

BEREKE BANK: Fitch Puts 'BB' LongTerm IDRs on Watch Negative
------------------------------------------------------------
Fitch Ratings has placed Bereke Bank JSC's 'BB' Long-Term Foreign-
and Local-Currency Issuer Default Ratings (IDRs) on Rating Watch
Negative (RWN).

The rating action follows the announcement by Qatar-based Lesha
Bank LLC (LB) that it has entered into a preliminary agreement with
JSC National Management Holding Baiterek (BBB/Stable) regarding the
potential acquisition of the bank. The bank's Viability Rating is
unaffected by this development.

KEY RATING DRIVERS

The RWN on Bereke's Long-Term IDRs, Government Support Rating and
National Rating reflects Fitch's expectation that should the sale
of the bank to LB be completed, the bank's ratings will likely be
downgraded. In its view, the likelihood of support being provided
to Bereke from the Kazak state or from the bank's new shareholder
after the sale is uncertain and will be lower than its 'BB'
Long-Term IDRs would suggest.

On February 14, 2024, LB announced that it had signed a preliminary
term sheet agreement with Baiterek on the potential acquisition of
a 100% stake of a bank in Kazakhstan. Baiterek had previously
publicly committed to selling Bereke, a bank it acquired in 2022,
to foreign strategic investors. According to the preliminary deal
announcement, it is subject to successful negotiation by Baiterek
and LB of the terms and conditions of the acquisition agreement,
which Fitch expects to be finalised within the next few months.
Fitch believes state support will be forthcoming to Bereke in the
meantime so long as it remains owned by Baiterek.

LB is an investment bank engaged mostly in asset and wealth
management and private-equity investments. It operates mainly in
its home Qatar market and in other GCC countries.

RATING SENSITIVITIES

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

Fitch expects to resolve the RWN and downgrade Bereke's Long-Term
IDRs on the completion of the purchase and sale agreement between
Baiterek and LB. Depending on the timing of the transaction and the
availability of information, the resolution of the RWN could extend
beyond the typical six-month horizon.

Should the transaction not proceed, Fitch will likely affirm
Bereke's current ratings provided that its view on the Kazak
state's ability and propensity to support the bank has not
materially changed.

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

Bereke's ratings could be upgraded if the sale does not proceed and
Fitch's view on the state's propensity to support the bank
increases, although Fitch views this as is unlikely in view of the
announced potential sale.

OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS

Bereke's National Rating reflects Fitch's view on the bank's
creditworthiness relative to other banks in Kazakhstan.

Bereke's Long-Term (LT) Foreign-Currency IDR (xgs) is at the level
of the VR. The LT Local-Currency IDR (xgs) is in line with the LT
Foreign-Currency IDR (xgs). The Short-Term (ST) Foreign-Currency
IDR (xgs) is in accordance with the LT Foreign-Currency IDR (xgs)
and Fitch's short-term rating mapping.

OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES

The National Rating could be downgraded if the bank's Long-Term
Local-Currency IDR is downgraded and if Fitch believes Bereke's
creditworthiness has weakened relative to other issuers in
Kazakhstan.

The National Rating could be upgraded if the bank's Long-Term
Local-Currency IDR is upgraded and if Fitch believes Bereke's
creditworthiness has improved relative to other issuers in
Kazakhstan.

Bereke's LT IDRs (xgs) could be downgraded if the VR is downgraded.
The ST Foreign-Currency IDR (xgs) is primarily sensitive to changes
in the LT Foreign-Currency IDR (xgs) and could be downgraded if the
latter is downgraded and the new LT rating maps to a lower ST
rating in accordance with Fitch's criteria.

An upgrade of Bereke's LT IDRs (xgs) would require a VR upgrade.
The ST Foreign-Currency IDR (xgs) could be upgraded if the LT
Foreign-Currency IDR (xgs) is upgraded and the new LT rating maps
to a higher ST rating in accordance with Fitch's criteria.

Should the sale be completed, the bank's 'xgs' ratings will be
withdrawn.

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

Bereke's IDRs are currently linked to Kazakhstan's sovereign
ratings.

ESG CONSIDERATIONS

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

   Entity/Debt                   Rating                   Prior
   -----------                   ------                   -----
Bereke Bank JSC LT IDR            BB      Rating Watch On  BB
                ST IDR            B       Affirmed         B
                LC LT IDR         BB      Rating Watch On  BB
                Natl LT           A+(kaz) Rating Watch On  A+(kaz)

                Gov't Support     bb      Rating Watch On  bb




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

[*] ROMANIA: Company Insolvencies Up 16.7% to 509 in January 2024
-----------------------------------------------------------------
Bogdan Todasca at SeeNews reports that the number of insolvent
Romanian companies increased by an annual 16.7% to 509 in January,
the country's trade registry, ONRC, said.

According to SeeNews, data published on the ONRC website on
March 6 showed the highest number of insolvent companies was
registered in the wholesale, retail and motor vehicles servicing
sector -- 235, up by an annual 1.5%, followed by construction with
104, up by 15.6%, and manufacturing with 64, up by 16.4%.

In 2023, the number of insolvent companies in Romania stood at
6,650, virtually unchanged from the 6,649 insolvencies recorded a
year earlier, SeeNews discloses.




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

GEFEST COMM'L: Enters Provisional Administration, License Revoked
-----------------------------------------------------------------
The Bank of Russia, by virtue of its Order No. OD-321, dated
February 28, 2024, revoked the banking licensee of GEFEST
Commercial Bank Company limited by shares (GEFEST Bank Ltd) (Reg.
No. 1046, Kimry, Tver Region). The credit institution ranked 336th
by assets in the Russian banking system.

The Bank of Russia made this decision in accordance with Clauses 6
and 6.1 of Part 1 of Article 20 of the Federal Law "On Banks and
Banking Activities" based on the facts that GEFEST Bank Ltd:

   -- violated federal banking laws and Bank of Russia regulations,
due to which the regulator repeatedly applied measures against
violations over the past 12 months, including restrictions to raise
funds from depositors; and

   -- failed to comply with the anti-money laundering and
counter-terrorist financing laws.

Owing to its inefficiency and captive nature, GEFEST Bank Ltd's
business has long been loss-making.  Legal entities directly or
indirectly connected with its beneficiaries accounted for a
substantial share of the bank's corporate credit portfolio.
Moreover, low-quality loans accounted for over 60% of the
portfolio.  Given the above, the credit institution performed
transactions ensuring formal compliance with capital requirements.
In addition, GEFEST Bank Ltd disregarded the regulator's
instructions to eliminate the information security violations
identified in its activity.

By its Order No. OD-322, dated February 28, 2024, the Bank of
Russia appointed the State Corporation Deposit Insurance Agency as
a provisional administration to manage GEFEST Bank Ltd until a
receiver4 or a liquidator is appointed.  The powers of the credit
institution's executive bodies were suspended under federal laws.

Information for depositors: GEFEST Bank Ltd is a participant in the
deposit insurance system; therefore, the bank's depositors will be
compensated for their deposits in the amount of 100% of the balance
of funds, but no more than a total of RUR1.4 million per depositor
(including interest accrued), taking into account the specifics
stipulated by Chapter 2.1 of the Federal Law "On the Insurance of
Deposits with Russian Banks".


NBCO UCS: Bank of Russia Cancels Banking License
------------------------------------------------
The Bank of Russia, by virtue of its Order No. OD-165, dated
February 2, 2024, cancelled the banking license of Moscow-based
Non-Banking Credit Organization UCS Limited Liability Company, NBCO
UCS LLC (Registration No. 3541-К). The credit institution ranked
343rd by assets in the Russian banking system.

The license of NBCO UCS LLC was cancelled following the request
that the credit institution submitted to the Bank of Russia after
the decision of its sole shareholder on its voluntary liquidation
(in accordance with Article 61 of the Civil Code of the Russian
Federation).

A liquidator will be appointed to NBCO UCS LLC.

NBCO UCS LLC is not a member of the deposit insurance system.


QIWI BANK: Put on Provisional Administration, License Revoked
-------------------------------------------------------------
The Bank of Russia, by virtue of its Order No. OD-266, dated
February 21, 2024, revoked the banking license of QIWI Bank
(Joint-stock company), or JSC QIWI Bank (Registration No. 2241,
Moscow). The credit institution ranked 89th by assets in the
Russian banking system.1

The Bank of Russia made this decision in accordance with Clauses 6
and 6.1 of Part 1 of Article 20 of the Federal Law "On Banks and
Banking Activities", based on the facts that JSC QIWI Bank:

   -- violated federal banking laws and Bank of Russia regulations,
due to which the regulator applied supervisory measures against it
five times over the last 12 months, including two impositions of
restrictions on certain banking operations; and

  -- systematically failed to comply with the anti-money laundering
and counter-terrorist financing laws.

JSC QIWI Bank was not a significant lender to the real sector. Its
activities were characterised by high-risk transactions aimed at
ensuring settlements between individuals and shadow businesses,
including transfers of funds to crypto exchanges, illegal online
casinos, bookmakers, etc., as well as looking for new ways to
circumvent the restrictions imposed by the regulator.

In addition, there were numerous cases of the Bank opening
QIWI-wallets using personal data of individuals without their
knowledge and operations on them, which created significant risks
for individuals.

JSC QIWI Bank did not take effective measures to reduce risks in
its activities, despite the active supervisory work of the Bank of
Russia, and continued to conduct high-risk transactions.

The Bank of Russia submitted the information on the Bank's
operations having signs of criminal acts to the law enforcement
authorities.

Termination of the Bank's activities will not have a significant
impact on the opportunities for individuals, entrepreneurs and
legal entities to make payments and transfers, including without
opening an account, via other credit institutions and payment
systems.

By its Order No. OD-267, dated February 21, 2024, the Bank of
Russia appointed the State Corporation Deposit Insurance Agency as
a provisional administration to manage JSC QIWI Bank. The
provisional administration will carry out its activity until the
appointment of a receiver or a liquidator. In accordance with
federal laws, the powers of the credit institution's executive
bodies were suspended.

Information for depositors: JSC QIWI Bank is a participant in the
deposit insurance system; therefore, its depositors will be
compensated for their deposits in the amount of 100% of the balance
of funds, but no more than a total of RUR1.4 million per depositor
(including interest accrued), taking into account the conditions
stipulated by Chapter 2.1 of the Federal Law "On the Insurance of
Deposits with Russian Banks".


UZBEKISTAN: Fitch Affirms 'BB-' LongTerm IDR, Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed Uzbekistan's Long-Term Foreign-Currency
Issuer Default Rating (IDR) at 'BB-' with a Stable Outlook.

KEY RATING DRIVERS

Credit Fundamentals: Uzbekistan's ratings balance robust external
and fiscal buffers, low government debt and a record of high growth
relative to 'BB' rated peers, against high commodity dependence and
structural weaknesses in terms of low GDP per capita, an
uncompetitive and large, albeit reducing, state presence in the
economy, and weak but improving governance levels.

Reforms Enter Next Phase: Uzbekistan's government is progressing
with key structural economic reforms, most notably a marked
reduction in energy subsidies for households that will be
implemented in May 2024, following liberalisation of tariffs for
industries in October 2023. Fitch believes the successful
implementation will benefit long-term public finances and reduce
contingent liability risks from state-owned electricity
distribution companies.

However, plans to phase out subsidised lending are proceeding at a
slower pace, likely due to social considerations. Also, following
the successful privatisation of Ipoteka Bank in 1H23, authorities
have extended deadlines for selling controlling stakes in two other
large lenders. This reinforces Fitch's expectation that the
original timeframe for bank privatisations would be challenging as
business model transformations are still being implemented.
Investor sentiment may also be affected by ongoing geopolitical
uncertainty in the region, which could delay privatisation.

Fiscal Slippage in 2023: The headline budget deficit (which
includes balances of extrabudgetary accounts and the Uzbekistan
Fund for Reconstruction and Development; UFRD) widened by 1.4pp to
5.5% of GDP in 2023, significantly overshooting the original
budgeted target of 3%, reflecting delays to energy tariff
liberalisation, as well as a slower than expected fall in
subsidised lending, and lower than expected corporate profit tax
following short-term energy shortages in 1Q23.

Fitch expects the deficit to contract to 4.3% of GDP in 2024 and
3.9% in 2025, as cuts to energy subsidies will permanently reduce
expenditure by an estimated 1.5pp of GDP from 2024. Risks to its
outlook arise from higher inflation, which may necessitate greater
provision of offsetting support measures to the population.

Low Public Debt Levels: Gross general government debt (GGGD;
including external state guarantees) stood at 36% of GDP as of
end-2023 (current 'BB' median: 52%). Authorities issued USD660
million (0.7% of GDP) in a Eurobond and UZS4.25 trillion (0.4% of
GDP) in soum-denominated green bonds in external markets in October
2023, as a revised, larger deficit increased financing
requirements. Fitch expects GGGD to remain largely flat in 2024-25,
averaging 34.3%

As of end-2023, 92.6% of government debt was
foreign-currency-denominated, although risks are mitigated by the
high share of concessional debt (88% of external public debt) and
fairly long maturities (2023: 9.1 years) for external debt. The
large stock of government deposits and the assets of the UFRD
(2023: 18.4% of GDP) will keep net government debt levels low.
While the UFRD is an important buffer, the proportion of
foreign-currency-denominated assets has nearly halved since 2017
(when economic reforms began) to USD6.5 billion (7.2% of GDP) as of
end-2023.

Economic Resilience: Uzbekistan's economy is continuing to prove
its resilience to spillovers from the Ukraine war and Russian
sanctions, with the economy recording growth rates among the
highest in the CIS region (2023: 6%; 2024F: 6%). Within the banking
sector, Uzbek authorities appear to have increased enforcement of
Western sanctions on pertinent Russian individuals and
institutions.

Trade reliance on Russia is high, with Russia accounting for 13.5%
of exports and 17.2% of imports in 2023 (although this represents a
decline from 16% and 20.3%, respectively, in 2022). In October,
Uzbekistan started receiving natural gas under a two-year import
agreement with Russia for 2.8 billion cubic metres per year,
further deepening economic dependence. Remittances from Russia -
which amounted to 9% of GDP and 74% of total remittances in 2023-
are critical for Uzbekistan's external finances as well as economic
growth, and while steps are being taken on diversification of the
labour market, they will take time to meaningfully reduce the
dependence.

Return to Large CADs: The current account is estimated to have
recorded a deficit of 6.9% of GDP in 2023 (current 'BB' median:
deficit of 2.5%) following a near-balance in 2022 (which was due to
a historical surge in remittances from Russia and strong gold
prices). Fitch expects the current account deficit (CAD) to average
4.5% in 2024-25, as significant investment needs will keep the
trade deficit large. FDI prospects, particularly in the renewable
energy industry appear solid, and SOE privatisation should further
enlarge the pipeline of investments.

Fitch expects the external balance sheet to remain a key credit
strength, with foreign-exchange (FX) reserves equivalent to nine
months of current account payables as of 2023, and the economy in a
net external creditor position (projected average of 11.3% of GDP
in 2024-25).

Stable Banking Sector: Uzbekistan has had solid credit growth
across all retail segments since 2H22 (2023: 47% yoy in retail
loans) with a particularly sharp spike in auto loans (36% of all
retail loans issued in 2023) and mortgages. Household leverage
levels are still relatively low, and banks' retail loan quality
still appears solid, with the regulatory non-performing loan (NPL)
ratio at 3.5% as of end-2023 (4% for state-owned banks). However,
in its view the NPL ratio does not fully capture crystallising
asset-quality risks as Fitch sees risks from the seasoning of loans
issued at the start of the reform period (from 2017).

Subsidised lending fell to 17.5% of new loans issued in 1Q-3Q23,
and 29.5% of the outstanding loan stock as of end-3Q23 (2019: 56%)
although it may pick up given new subsidised lending programmes in
SME and agricultural segments outlined by the government.
Dollarisation of bank deposits and loans is fairly high in
Uzbekistan, at 30% and 45%, respectively as of end-2023, although
on a declining trend.

Inflationary Pressures: Inflation has historically been high
relative to peers, highlighting weak monetary policy transmission.
Fitch has factored in a boost of up to 3pp to inflation from higher
energy tariffs in 2024, which will result in annual average
inflation of 13% this year. Further phases of tariff increases, as
authorities seek to achieve full market pricing by 2027-28, will
pose upside risks to inflation. In 2023, the Central Bank of
Uzbekistan decided to postpone adopting the 5% formal inflation
target from end-2024 to 2H25, in large part due to inflationary
pressures, and Fitch expects the monetary policy stance to remain
tight.

ESG - Governance: Uzbekistan has an ESG Relevance Score (RS) of '5'
for both Political Stability and Rights and for the Rule of Law,
Institutional and Regulatory Quality and Control of Corruption.
Theses scores reflect the high weight that the World Bank
Governance Indicators (WBGI) have in its proprietary Sovereign
Rating Model. Uzbekistan has a low WBGI ranking at the 28th
percentile, reflecting relatively weak rights for participation in
the political process, weak institutional capacity, uneven
application of the rule of law and a high level of corruption.

RATING SENSITIVITIES

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

External Finances: A marked worsening of external finances, for
example, via a large and sustained drop in remittances, or a
widening in the trade deficit, leading to a significant decline in
FX reserves.

Public Finances: A marked rise in the government debt-to-GDP ratio
or an erosion of sovereign fiscal buffers, for example, due to an
extended period of low growth, loose fiscal stance or
crystallisation of contingent liabilities.

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

Macro: Consistent implementation of structural reforms that promote
macroeconomic stability, sustain strong GDP growth prospects and
support better fiscal outturns.

Public Finances: Confidence in a durable fiscal consolidation that
enhances medium-term public debt sustainability.

Structural: A marked and sustained improvement in governance
standards.

SOVEREIGN RATING MODEL (SRM) AND QUALITATIVE OVERLAY (QO)

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

Fitch's sovereign rating committee did not adjust the output from
the SRM to arrive at the final LT FC IDR.

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

COUNTRY CEILING

The Country Ceiling for Uzbekistan is 'BB-', in line with the LT FC
IDR. This reflects the absence of material constraints and
incentives, relative to the IDR, against capital or exchange
controls being imposed that would prevent or significantly impede
the private sector from converting local currency into foreign
currency and transferring the proceeds to non-resident creditors to
service debt payments.

Fitch's Country Ceiling Model produced a starting point uplift of 0
notches above the IDR. Fitch's rating committee did not apply a
qualitative adjustment to the model result.

ESG CONSIDERATIONS

Uzbekistan has an ESG Relevance Score of '5' for Political
Stability and Rights as World Bank Governance Indicators have the
highest weight in Fitch's SRM and are therefore highly relevant to
the rating and a key rating driver with a high weight. As
Uzbekistan has a percentile rank below 50 for the respective
Governance Indicator, this has a negative impact on the credit
profile.

Uzbekistan has an ESG Relevance Score of '5' for Rule of Law, Inst.
& Regulatory Quality, Control of Corruption as World Bank
Governance Indicators have the highest weight in Fitch's SRM and
are therefore highly relevant to the rating and a key rating driver
with a high weight. As Uzbekistan has a percentile rank below 50
for the respective Governance Indicator, this has a negative impact
on the credit profile.

Uzbekistan has an ESG Relevance Score of '4' for Human Rights and
Political Freedoms as the Voice and Accountability pillar of the
World Bank Governance Indicators is relevant to the rating and a
rating driver. As Uzbekistan has a percentile rank below 50 for the
respective Governance Indicator, this has a negative impact on the
credit profile.

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

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

   Entity/Debt                  Rating          Prior
   -----------                  ------          -----
Uzbekistan,
Republic of      LT IDR          BB- Affirmed   BB-
                 ST IDR          B   Affirmed   B
                 LC LT IDR       BB- Affirmed   BB-
                 LC ST IDR       B   Affirmed   B
                 Country Ceiling BB- Affirmed   BB-

   senior
   unsecured     LT              BB- Affirmed   BB-




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

UCI 14: Fitch Affirms 'CCCsf' Rating on Three Tranches
------------------------------------------------------
Fitch Ratings has affirmed all tranches of FTA, UCI 14 and FTA, UCI
15. The Outlooks are Stable.

   Entity/Debt                 Rating           Prior
   -----------                 ------           -----
FTA, UCI 14

   Class A ES0338341003    LT AAAsf  Affirmed   AAAsf
   Class B ES0338341011    LT BBB+sf Affirmed   BBB+sf
   Class C ES0338341029    LT CCCsf  Affirmed   CCCsf

FTA, UCI 15

   Series A ES0380957003   LT AAAsf  Affirmed   AAAsf
   Series B ES0380957011   LT BBB+sf Affirmed   BBB+sf
   Series C ES0380957029   LT CCCsf  Affirmed   CCCsf
   Series D ES0380957037   LT CCCsf  Affirmed   CCCsf

TRANSACTION SUMMARY

The deals were originated in 2005 and 2006, and comprise Spanish
fully amortising residential mortgages originated and serviced by
Union de Creditos Inmobiliarios, S.A. E.F.C. (UCI, BBB/Stable/F2).
The current portfolio balances for UCI 14 and UCI 15 are 15% and
19% relative to the initial portfolio balance as of the latest
reporting dates.

KEY RATING DRIVERS

CE Continues to Increase: The affirmations reflect Fitch's view
that the notes are sufficiently protected by credit enhancement
(CE) to absorb the projected losses commensurate with prevailing
rating scenarios. For both transactions, Fitch expects the CE
ratios to continue building up considering the prevailing
sequential amortisation of the notes. UCI 14's class A CE ratio, as
quantified within Fitch's analysis after deducting unsecured loans
had increased to 37.2% as of December 2023 versus 32.8% as of March
2023. Similarly, CE for UCI 15's class A notes has increased to
35.7%, from 31.7%.

Volatile Asset Performance Outlook: The transactions are exposed to
asset performance volatility following increasing arrears. Loans in
arrears over 90 days in UCI 14 and UCI 15 stood at 8.1% and 8.7% of
the portfolio balance excluding defaults, respectively, as of
end-2023, higher than 5.2% and 5.9% a year ago and materially above
the 0.8% average for Fitch-rated Spanish RMBS deals. In its
analysis of the transactions, Fitch has accounted for the higher
arrears, which are mainly due to increased debt repayment costs as
the portfolios are predominantly linked to floating-rate loans.

No Credit for Unsecured Loans: The transactions contain a
significant proportion of unsecured loans (7.0% in UCI 14 and 5.4%
in UCI 15 of the current portfolio balance including defaults),
which were granted alongside the mortgage at loan origination. In
its analysis Fitch has not given credit to the proceeds from
unsecured loans due to the inherent risk of complementary loans and
insufficient performance data, resulting in negative CE ratios for
the junior tranches in the rating analysis.

RATING SENSITIVITIES

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

- For the class A notes in both deals, a downgrade of Spain's
Long-Term Issuer Default Rating (IDR) that could decrease the
maximum achievable rating for Spanish structured finance
transactions. This is because these notes are rated at the maximum
achievable rating, six notches above the sovereign IDR.

- Long-term asset performance deterioration such as increased
delinquencies or larger defaults, which could be driven by adverse
changes to macroeconomic conditions, interest rates or borrower
behaviour. For instance, the combination of increased defaults
(+15%) and decreased recoveries (-15%) could trigger downgrades of
up to two notches.

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

- The class A notes in both transactions are at the highest level
on Fitch's scale and cannot be upgraded.

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

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

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

DATA ADEQUACY

FTA, UCI 14, FTA, UCI 15

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

Fitch did not undertake a review of the information provided about
the underlying asset pools ahead of the transaction's FTA, UCI 14
and FTA, UCI 15 initial closing. The subsequent performance of the
transactions over the years is consistent with the agency's
expectations given the operating environment and Fitch is therefore
satisfied that the asset pool information relied upon for its
initial rating analysis was adequately reliable.

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

ESG CONSIDERATIONS

FTA, UCI 14 and FTA, UCI 15 have an ESG Relevance Score of '4' for
Transaction Parties & Operational Risk due to the large share of
restructured loans that currently form the portfolios, which has a
negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.

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




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

ALBARAKA TURK: Fitch Alters Outlook on 'B-' LongTerm IDR to Stable
------------------------------------------------------------------
Fitch Ratings has revised Albaraka Turk Katilim Bankasi A.S.'s
(Albaraka Turk) Outlooks to Stable from Negative, while affirming
its Long-Term (LT) Foreign-Currency (FC) and Local-Currency (LC)
Issuer Default Ratings (IDRs) at 'B-'. Fitch has also affirmed the
bank's Viability Rating (VR) at 'b-'.

At the same time, Fitch has assigned the bank a Government Support
Rating of 'No Support' (ns) as the agency believes the ultimate
support provider is the Turkish authorities.

The Outlook revision reflects Fitch's view that risks to the bank's
Standalone Credit Profile are now manageable given sufficient FC
liquidity buffers, underpinned by improved underlying profitability
and asset quality. Near-term operating environment risks have
partly abated following Turkiye's return to a more conventional and
consistent policy mix.

However, risks remain due to still challenging market conditions,
including multiple macro-prudential regulations, as well as
expected pressures on asset quality amid the higher Turkish lira
interest-rate and slower growth environment.

Albaraka Turk's Shareholder Support Rating (SSR) of 'ns' has been
affirmed and withdrawn as it is no longer considered to be relevant
for the agency's coverage.

KEY RATING DRIVERS

Albaraka Turk's LT IDRs are driven by standalone strength, as
expressed by its 'b-' VR. The VR reflects the concentration of the
bank's operations in the volatile Turkish operating environment,
its limited franchise and high leverage. The VR also considers the
bank's adequate funding and liquidity and niche franchise in
participation banking. The Stable Outlook on the bank's LT IDRs
reflects receding operating-environment pressures.

The bank's 'B' Short-Term IDRs are the only possible option for the
Long-Term 'B' IDR category.

Operating Environment Pressures Recede: The bank's operations are
concentrated in the challenging Turkish operating environment. The
shift towards the normalisation of the monetary policy has reduced
near-term macro-financial stability risks and decreased external
financing pressures. Nevertheless, banks remain exposed to high
inflation, lira depreciation, slowing growth expectations, and
multiple macro-prudential regulations, despite recent
simplification efforts.

Small Market Share: Albaraka Turk had a 1% market share in total
banking sector assets and 12% in participation banking assets, a
niche segment accounting for 9% of banking sector assets at
end-2023.

Concentrated Financing Portfolio: The bank has concentration by
sector and single obligor, exposing it to event risk in the high
interest-rate and challenging operating environment. The bank is
highly exposed to the cyclical construction and real estate
(end-3Q23: 16% of total financing), albeit declining (end:2022:
20%), which mainly includes construction. Profit-and-loss sharing
investment projects accounted for about 5% of the financing book at
end-9M23.The bank has also reduced its FC financing book (end-3Q23:
32% of total financing) and grown significantly below inflation.

Asset Quality Risk: The bank's non-performing financing declined to
1.8% at end-3Q23 (end-2022:1.9%) and Stage 2 financing ratios
remained flat at 9%, reflecting mainly write-offs and also nominal
growth and recoveries. Asset-quality risks remain high, given
macro-economic volatility, single-name concentration, and FC
financings (32%) as not all borrowers are hedged against lira
depreciation and exposure to troubled sectors.

Reasonable Profitability: Albaraka Turk's operating profit improved
to 3.6% of average total assets at end-3Q23 (2022: 2.2%), despite a
decline in its net financing margin, on the back of strong
customer-driven trading and fee income. Its 9M23 return on assets
improved to 2.5% (2022: 1.4%) despite an additional free provision
of TRY1 billion (21% of operating profit). Profitability remains
sensitive to slower GDP growth, asset-quality risks, and
macro-economic and regulatory developments.

Highly Leveraged: Albaraka Turk's common equity Tier 1 (CET1) ratio
declined to 9.7% (net of forbearance 8.9%) at end-3Q23 due to
growth and a change in FC risk-weighted assets (RWA) calculation.
Capitalisation is sensitive to macro-economic risks, lira
depreciation and asset-quality risks.

As an Islamic bank, Albaraka Turk benefits from a 50% reduction in
risk-weighting on assets financed by profit share accounts,
resulting in about an 100bp uplift (Fitch estimate) to its end-3Q23
CET1 ratio. Leverage is high as reflected in an equity/assets ratio
of 5.6% at end-3Q23. Non-performing financings are fully covered by
total reserves, while pre-impairment operating profit (end-3Q23:
equal to a high 11.5% of gross financing) and free provisions (2.5%
of RWAs) provide additional buffers.

Adequate FC Liquidity: Albaraka Turk is largely deposit-funded
(end-3Q23: 82% of non-equity funding; 48% in FC). Wholesale funding
is moderate (18% of non-equity funding) and almost all in FC,
exposing it to refinancing risks given exposure to investor
sentiment amid market volatility. FC liquidity, comprising FC cash,
government securities, mandatory reserves and placements in foreign
banks, is adequate but could come under pressure from deposit
instability or prolonged funding-market closure.

RATING SENSITIVITIES

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

Albaraka Turk's LTFC IDR is sensitive to a downgrade of its VR, an
adverse change in Fitch's view of government intervention risk in
the banking sector and, potentially, to a sovereign downgrade.

The VR is sensitive to deterioration in the operating environment,
and, potentially, to a sovereign downgrade. A weakening in the
bank's FC liquidity, due to sector-wide deposit instability, or
material erosion of its core capitalisation, for example due to
asset-quality weakening, could also lead to a downgrade of the VR.

The Short-Term IDRs are sensitive to downgrades of their respective
Long-Term IDRs.

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

Albaraka Turk's IDRs could be upgraded following an upgrade of
Turkiye's Long-Term IDRs and a reduction, in Fitch's view, of
government intervention risk in the banking sector, if followed by
an upgrade of the bank's VR.

Albaraka Turk's VR would require an improvement in the operating
environment, coupled with a record of healthy financial
performance, including a reduction in leverage, sustained sound
asset quality and stable earnings performance.

The Short-Term IDRs are sensitive to upgrades - albeit by multiple
notches - to their respective Long-Term IDRs.

OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS

The 'BBB+(tur)' National Long-Term Rating reflects its view that
Albaraka Turk's creditworthiness in LC relative to other Turkish
issuers.

The bank's Government Support Rating of 'ns' reflects Fitch's view
that support from the Turkish authorities cannot be relied on,
given the bank's small size and limited systemic importance.
Shareholder Support, while possible, cannot be relied upon.

OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES

The National Rating is sensitive to a change in the bank's
creditworthiness in LC relative to that of other Turkish issuers.

An upgrade of the GSR is unlikely given Albarka Turk's limited
systemic importance and franchise.

VR ADJUSTMENTS

The operating environment score of 'b-' for Turkish banks is lower
than the category implied score of 'bb', due to the following
adjustment reasons: sovereign rating (negative) and macro-economic
stability (negative). The latter adjustment reflects heightened
market volatility, high dollarisation and a high risk of
foreign-exchange movements in Turkiye.

ESG CONSIDERATIONS

Albaraka Turk has an ESG Relevance Score of '4' for 'Management
Strategy', reflecting increased regulatory intervention in the
Turkish banking sector, which hinders the operational execution of
management's strategy, constrains management;s ability to determine
strategy and price risk, and creates an additional operational
burden for the bank. This has a negative impact on the bank's
credit profile and is relevant to the ratings in conjunction with
other factors.

As an Islamic bank, Albaraka Turk needs to ensure compliance of its
entire operations and activities with sharia principles and rules.
This entails additional costs, processes, disclosures, regulations,
reporting and sharia audit. This results in a 'Governance
Structure' relevance score of '4', which has a negative impact on
the bank's credit profile, and is relevant to the ratings in
combination with other factors.

In addition, Albaraka Turk has an Exposure to Social Impacts
relevance score of '3', which reflects that Islamic banks have
certain sharia limitations embedded in their operations and
obligations, although this only has a minimal credit impact on the
entities.

Except for the matter discussed above, the highest level of ESG
credit relevance, if present, is a score of 3 - ESG issues are
credit neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity. Fitch's ESG Relevance Scores are not inputs
in the rating process; they are an observation of the materiality
and relevance of ESG factors in the rating decision.

   Entity/Debt                   Rating                 Prior
   -----------                   ------                 -----
Albaraka Turk
Katilim
Bankasi A.S.   LT IDR              B-       Affirmed    B-
               ST IDR              B        Affirmed    B
               LC LT IDR           B-       Affirmed    B-
               LC ST IDR           B        Affirmed    B
               Natl LT             BBB+(tur)Affirmed    BBB+(tur)
               Viability           b-       Affirmed    b-
               Government Support  ns       New Rating
               Shareholder Support ns       Affirmed    ns
               Shareholder Support WD       Withdrawn   ns


TIB DIVERSIFIED: Fitch Assigns BB+ Rating on 2024-B & 2024-C Notes
------------------------------------------------------------------
Fitch Ratings has assigned TIB Diversified Payment Rights Finance
Company's (TIB DPR) series 2024-B and 2024-C notes final 'BB+'
ratings. The Outlook is Stable. The agency has also affirmed TIB
DPR's outstanding notes.

   Entity/Debt           Rating           Prior
   -----------           ------           -----
TIB Diversified
Payment Rights
Finance Company

   Series 2012-A
   XS0798555966      LT BB+  Affirmed     BB+

   Series 2012-B
   XS0798556345      LT BB+  Affirmed     BB+

   Series 2013-D
   XS0985825172      LT BB+  Affirmed     BB+

   Series 2014-A
   XS1102748073      LT BB+  Affirmed     BB+

   Series 2014-B     LT BB+  Affirmed     BB+

   Series 2015-B
   XS1210043136      LT BB+  Affirmed     BB+

   Series 2015-G
   XS1316496907      LT BB+  Affirmed     BB+

   Series 2016-B
   XS1508150452      LT BB+  Affirmed     BB+

   Series 2016-E
   XS1529855253      LT BB+  Affirmed     BB+

   Series 2016-F
   XS1508150023      LT BB+  Affirmed     BB+

   Series 2017-A
   XS1733314790      LT BB+  Affirmed     BB+

   Series 2017-H
   XS1739379623      LT BB+  Affirmed     BB+

   Series 2017-I
   XS1739379979      LT BB+  Affirmed     BB+

   Series 2022-A
   USMM0044CVQ9      LT BB+  Affirmed     BB+

   Series 2022-B
   USMM0044CW06      LT  BB+  Affirmed    BB+

   Series 2023-A
   KYMM004WWV65      LT  BB+  Affirmed     BB+

   Series 2023-B
   KYMM004WWV40      LT  BB+  Affirmed     BB+

   Series 2023-C
   KYMM004WWV81      LT  BB+  Affirmed     BB+

   Series 2023-D     LT  BB+  Affirmed     BB+

   Series 2024-B
   KYMM004Z5WJ2      LT BB+  New Rating

   Series 2024-C
   KYMM004Z5VU1      LT BB+  New Rating

TRANSACTION SUMMARY

The programme is a financial future flow securitisation of existing
and future US dollar-, euro-, and sterling-denominated diversified
payment rights (DPRs) originated by Turkiye Is Bankasi A.S.
(Isbank). DPRs can arise for a variety of reasons including
payments due on the export of goods and services, capital flows,
tourism and personal remittances. The programme has been in
existence since 2004.

KEY RATING DRIVERS

Originator Credit Quality: Isbank's Long-Term Local-Currency Issuer
Default Rating (LT LC IDR) of 'B' is driven by its Viability Rating
of 'b' and is one notch above its Long-Term Foreign-Currency (FC)
IDR of 'B-', reflecting lower government intervention risk in local
currency than in foreign currency. Fitch affirmed Isbank's LC IDR
at 'B' in September 2023, while revising its Outlook to Stable from
Negative, in line with its rating action on Turkiye's sovereign
IDR.

GCA Score Supports Rating: Fitch maintains a Going Concern
Assessment (GCA) of 'GC1' on Isbank. The GCA score measures the
likelihood of the business remaining a going concern with
underlying cash flow continuing to be generated if the bank
defaults on other liabilities.

Four-Notch Uplift: Fitch views the overall risks of Isbank's TIB
DPR programme as being on a par with its 'GC1' peers in the Turkish
market, resulting in an uplift of four notches from the bank's LC
IDR. Visibility remains limited on the outcome of a default or
bankruptcy of Turkish banks in relation to their DPR programmes as
market conditions remain challenging.

Sufficient Coverage Levels: Fitch calculated monthly debt service
coverage ratio (DSCR) for the programme at 50x, based on the
average monthly offshore flows processed through designated
depositary banks (DDBs) over the past 12 months, after
incorporating interest-rate stresses. Fitch also tested for a
number of different scenarios, which show healthy coverage even
when concentration and currency mismatch have been considered.

Diversion Risk Reduced: Similar to its peers, the transaction's
structure mitigates certain sovereign risks by keeping DPR flows
offshore until scheduled debt service is paid to investors. This
allows the transaction to be rated above Turkiye's Country Ceiling
of 'B'. Fitch believes diversion risk is materially reduced by the
acknowledgement agreements signed by the nine DDBs.

RATING SENSITIVITIES

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

Adverse changes to originator's credit quality, the GCA score, DPR
flow development and the debt service coverage may have a negative
impact on the transaction's rating.

Significant increases to the level of future flow debt as a
percentage of the originating bank's overall liability profile, its
non-deposit funding and long-term funding may also have a negative
impact on the transaction's rating.

In addition, the ratings of Bank of New York (BONY) as the
transaction account bank, may constrain the ratings of DPR debt
should BONY's rating converge with the then ratings of the DPR debt
and if no remedial action is taken.

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

The main constraint to the DPR rating is the originator's credit
quality and its operating environment. A positive change in the
originator's LTLC IDR could contribute positively to the DPR
rating. Also, improvements in economic conditions could contribute
positively to DPR flow performance and, consequently, to the
rating.

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

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

DATA ADEQUACY

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

Prior to the transaction closing, Fitch did not review the results
of a third-party assessment conducted on the asset portfolio
information.

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

ESG CONSIDERATIONS

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



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

[*] Moody's Takes Rating Actions on 7 Ukrainian Banks
-----------------------------------------------------
Moody's Investors Service has affirmed the Caa3/NP local and
foreign currency long- and short-term bank deposit ratings of Bank
Vostok PJSC, Pivdennyi Bank, JSCB, Privatbank, Savings Bank of
Ukraine, TASCOMBANK JSC, Ukreximbank and Raiffeisen Bank Joint
Stock Company (JSC "Raiffeisen Bank") and changed the outlook on
the long-term deposit ratings to stable from negative.

Concurrently the rating agency has also affirmed the seven banks'
Caa3 long-term Counterparty Risk Ratings (CRRs), their Caa3(cr)
long-term Counterparty Risk (CR) Assessments and the Caa3 long-term
foreign currency senior unsecured debt ratings of Savings Bank of
Ukraine and Ukreximbank and changed the outlook on their senior
unsecured debt ratings to stable from negative.

At the same time, Moody's affirmed the seven banks' ca Baseline
Credit Assessments (BCAs), six banks' ca Adjusted BCAs and the caa3
Adjusted BCA of JSC "Raiffeisen Bank". The banks' NP short-term
CRRs and NP(cr) short-term CR Assessments were also affirmed.

Concurrently, Moody's upgraded the following national scale
ratings: long-term national scale bank deposit ratings to Caa2.ua
from Caa3.ua and long-term national scale CRRs to Caa2.ua from
Caa3.ua of Savings Bank of Ukraine, TASCOMBANK JSC, Pivdennyi Bank,
JSCB and Bank Vostok PJSC. At the same time, JSC "Raiffeisen
Bank's" long term national scale bank deposit rating and long-term
national scale CRR were upgraded to Caa1.ua from Caa2.ua. The
upgrade of the national scale ratings reflects demonstrated
resilience to the difficult operating environment which positions
the banks more strongly within the national scale rating bands
corresponding to the global scale ratings.

A List of Affected Credit Ratings is available at
https://urlcurt.com/u?l=Xgr2NJ

RATINGS RATIONALE

The affirmation of long-term Caa3 local and foreign currency bank
deposit ratings of seven Ukrainian banks and the change in their
outlooks to stable from negative reflect the resilience in their
financial performance despite a highly challenging operating
environment in Ukraine. In 2023, the Ukrainian economy demonstrated
a degree of resilience to the war, and the banks managed to
stabilise their asset quality, increase profitability and
accumulate ample capital and liquidity buffers to withstand
unexpected shocks.

The rating action also reflects Moody's expectation that the
banking system will remain operational in the next 12-18 months. In
particular, Moody's expects that, in case of need, the banks will
receive liquidity support from the National Bank of Ukraine. While
high solvency risks have been captured in the banks' BCAs of ca,
reflecting high correlation of the banks' creditworthiness to that
of the national government, constraining their BCAs to the same
level as the country's sovereign rating, the risks for depositors
and senior creditors are somewhat offset by the banks' sufficient
liquidity. As a result, the expected loss on the banks' deposit and
debt obligations is expected to remain compatible with a Caa3
rating level, one notch higher than their ca BCAs.

BANK-SPECIFIC RATING DRIVERS

-- PRIVATBANK

Moody's affirmed Privatbank's ca BCA and the bank's long-term
deposit ratings at Caa3. The rating agency also changed the outlook
on the Caa3 long-term deposit ratings to stable from negative.

The rating action reflects the bank's resilient performance despite
difficult operating conditions and the high correlation of the
bank's creditworthiness to that of the national government, which
ultimately links and constrains its BCAs to the same level as the
country's Ca sovereign rating.

While high solvency risks have been captured in Privatbank's BCAs
of ca, the risks for depositors are somewhat offset by the bank's
high liquidity. As a result, the expected loss on the bank's
long-term deposits remains compatible with a Caa3 rating level, one
notch higher than its BCA.

Privatbank's asset quality remained broadly stable in 2023. The
share of problem loans (defined as Stage 3 and POCI loans under
IFRS 9) remains high, at over 60% of gross loans at the end 2023
with most of its problem loans being legacy loans fully covered by
loan loss reserves. Privatbank continues to report strong
profitability as reflected in a high return on tangible assets of
5.5% in 2023. The bank's robust pre-provision profitability will
remain sufficient to absorb credit losses, protecting its capital
from deterioration. The bank's regulatory capital adequacy ratios
remained high at around 22% (total CAR) and 11% (Tier 1 ratio) as
of February 1, 2024, well above the regulatory minima of 10% and
7%, respectively. Privatbank's liquidity and funding profiles
benefit from its low reliance on market funding and high level of
liquid assets.

The stable outlook reflects Moody's view that the resilience in
Privatbank's performance and in the operating environment in
Ukraine should ensure that the bank can preserve its
creditworthiness at least at the current level in the next 12-18
months.

-- SAVINGS BANK OF UKRAINE (SBU)

Moody's affirmed SBU's ca BCA and the bank's long-term deposit and
senior unsecured debt ratings at Caa3. The rating agency also
changed the outlook on the Caa3 long-term deposit and senior
unsecured debt ratings to stable from negative.

The rating action reflects the bank's resilient performance despite
difficult operating conditions and the high correlation of the
bank's creditworthiness to that of the national government, which
ultimately links and constrains its BCAs to the same level as the
country's Ca sovereign rating.

While high solvency risks have been captured in SBU's BCAs of ca,
the risks for depositors and senior creditors are somewhat offset
by the bank's ample liquidity. As a result, the expected loss on
the bank's long-term deposit and senior unsecured debt obligations
remains compatible with a Caa3 rating level, one notch higher than
its BCA.

SBU's asset quality remained broadly stable in 2023 with problem
loan (stage 3 and POCI) ratio of around 34%. In 2023, the bank
reported good profitability with return on assets of 1.4% while its
regulatory capital adequacy ratios remained healthy at around 14%
(total CAR) and 9% (Tier 1 ratio) as of 1 February 2024, above the
regulatory minima of 10% and 7%, respectively. SBU maintains
substantial stocks of liquid assets which accounted for over 60% of
total assets at the end 2023.

The stable outlook reflects Moody's view that the resilience in
SBU's performance and in the operating environment in Ukraine
should ensure that the bank can preserve its creditworthiness at
least at the current level in the next 12-18 months.

-- UKREXIMBANK

Moody's affirmed Ukreximbank's ca BCA and the bank's long-term
deposit and senior unsecured debt ratings at Caa3. The rating
agency also changed the outlook on the Caa3 long-term deposit and
senior unsecured debt ratings to stable from negative.

The rating action reflects the bank's resilient performance despite
difficult operating conditions and the high correlation of the
bank's creditworthiness to that of the national government, which
ultimately links and constrains its BCAs to the same level as the
country's Ca sovereign rating.

While high solvency risks have been captured in Ukreximbank's BCAs
of ca, the risks for depositors and senior creditors are somewhat
offset by the bank's sufficient liquidity. As a result, the
expected loss on the bank's long-term deposit and senior unsecured
debt obligations remains compatible with a Caa3 rating level, one
notch higher than its BCA.

Ukreximbank's asset quality remained broadly stable in 2023 with
problem loan (stage 3 and POCI) ratio of around 45%. In 2023, the
bank reported good profitability with return on assets of around
2%, while its regulatory capital adequacy ratios were below the
regulatory minima at the end of 2023. Moody's expects that the bank
will operate under regulatory forebearance and restore its capital
position by October 2024. Ukreximbank maintains substantial stocks
of liquid assets, which accounted for over 60% of total assets at
the end 2023.

The stable outlook reflects Moody's view that the resilience in
Ukreximbank's performance and in the operating environment in
Ukraine should ensure that the bank can preserve its
creditworthiness at least at the current level in the next 12-18
months.

--BANK VOSTOK PJSC (BANK VOSTOK)

Moody's affirmed Bank Vostok's ca BCA and the bank's long-term
deposit ratings at Caa3. The rating agency also changed the outlook
on the Caa3 long-term deposit ratings to stable from negative.

The rating action reflects the bank's resilient performance despite
difficult operating conditions and the high correlation of the
bank's creditworthiness to that of the national government, which
ultimately links and constrains its BCAs to the same level as the
country's Ca sovereign rating.

While high solvency risks have been captured in Bank Vostok's BCAs
of ca, the risks for depositors are somewhat offset by the bank's
ample liquidity. As a result, the expected loss on the bank's
long-term deposits remains compatible with a Caa3 rating level, one
notch higher than its BCA.

Bank Vostok stabilised its asset quality after deterioration in
2022-H1 2023 with its problem loan ratio at around 9% at the end
2023. The bank reported good profitability in 2023 with return on
assets of 1.3%. Its regulatory Tier 1 and total CAR adequacy ratios
of 13% and 19%, respectively, as of 1 February 2024, remained above
the regulatory minima. Bank Vostok continues to maintain
substantial stocks of liquid assets, which accounted for over 60%
of total assets at the end 2023.

The stable outlook reflects Moody's view that the resilience in the
bank's performance and in the operating environment in Ukraine
should ensure that the bank can preserve its creditworthiness at
least at the current level in the next 12-18 months.

-- RAIFFEISEN BANK JOINT STOCK COMPANY (JSC "RAIFFEISEN BANK")

Moody's affirmed JSC "Raiffeisen Bank's" ca BCA, caa3 Adjusted BCA
and the bank's long-term deposit ratings at Caa3. The rating agency
also changed the outlook on the Caa3 long-term deposit ratings to
stable from negative.

The bank's caa3 Adjusted BCA and Caa3 long-term local and foreign
currency bank deposit ratings benefit from one notch of uplift from
its BCA of ca, owing to Moody's assessment of moderate probability
of support, in case of need, from its parent, Raiffeisen Bank
International AG (long-term bank deposits A1 / senior unsecured A1
Stable, BCA baa3).

The rating action also reflects the bank's resilient performance
despite difficult operating conditions and the high correlation of
the bank's creditworthiness to that of the national government,
which ultimately links and constrains its BCA to the same level as
the country's Ca sovereign rating.

With problem loans ratio of around 15% at the end 2023, JSC
"Raiffeisen Bank's" asset quality has remained broadly stable. In
2023, the bank reported good profitability with return on assets of
2.5%. The bank also reported strong regulatory Tier 1 and total
capital adequacy ratios of 17% and 24%, respectively, as of 1
February 2024. JSC "Raiffeisen Bank" continues to maintain an ample
liquidity cushion exceeding 60% of total assets at the end of
2023.

The stable outlook reflects Moody's view that the resilience in JSC
"Raiffeisen Bank's" performance and in the operating environment in
Ukraine should ensure that the bank can preserve its
creditworthiness at least at the current level in the next 12-18
months.

-- PIVDENNYI BANK, JSCB (PIVDENNYI BANK)

Moody's affirmed Pivdennyi Bank's ca BCA, ca Adjusted BCA and the
bank's long-term deposit ratings at Caa3. The rating agency also
changed the outlook on the Caa3 long-term deposit ratings to stable
from negative.

The rating action reflects the bank's resilient performance despite
difficult operating conditions and the high correlation of the
bank's creditworthiness to that of the national government, which
ultimately links and constrains its BCAs to the same level as the
country's Ca sovereign rating.

While high solvency risks have been captured in Pivdennyi Bank's
BCAs of ca, the risks for depositors are somewhat offset by the
bank's sufficient liquidity. As a result, the expected loss on the
bank's long-term deposits remains compatible with a Caa3 rating
level, one notch higher than its BCA.

The bank's asset quality has stabilised with problem loans (stage 3
loans under IFRS 9) at around 9% of gross loans as of December 1,
2023 (around 10% as of year-end 2022 and 4% as of year-end 2021).
Lower cost of risks and solid margins supported profitability:
return on average assets grew to over 2% during the first nine
months of 2023 compared to 1% in 2022. Tangible common equity to
risk weighted assets ratio was around 19% at end-H1 2023. The bank
continued to keep a large cushion of liquid assets. Cash
equivalents, government securities and NBU certificates of deposit
accounted for almost 60% of its assets as of September 30, 2023.

The stable outlook reflects Moody's view that the resilience in
Pivdennyi Bank's performance and in the operating environment in
Ukraine should ensure that the bank can preserve its
creditworthiness at least at the current level in the next 12-18
months.

-- TASCOMBANK JSC (TASCOMBANK)

Moody's affirmed TASCOMBANK's ca BCA, ca Adjusted BCA and the
bank's long-term deposit ratings at Caa3. The rating agency also
changed the outlook on the Caa3 long-term deposit ratings to stable
from negative.

The rating action reflects the bank's resilient performance despite
difficult operating conditions and the high correlation of the
bank's creditworthiness to that of the national government, which
ultimately links and constrains its BCAs to the same level as the
country's Ca sovereign rating.

While high solvency risks have been captured in TASCOMBANK's BCAs
of ca, the risks for depositors are somewhat offset by the bank's
sufficient liquidity. As a result, the expected loss on the bank's
long-term deposits remains compatible with a Caa3 rating level, one
notch higher than its BCA.

The bank's asset quality improved in 2023: problem loans (stage 3
loans) decreased to 19% as of June 2023 from 25% as of year-end
2022. Lower cost of risk and solid margins supported profitability:
return on average assets restored to 1% during nine months of 2023
compared to 0.1% in 2022. Tangible common equity to risk weighted
assets ratio was around 16% at end-H1 2023. The bank continued to
keep a large cushion of liquid assets which accounted for around
50% of its total assets in Q3 2023 (45% in 2022) and remains a
sufficient buffer against potential outflow.

The stable outlook reflects Moody's view that the resilience in
TASCOMBANK's performance and in the operating environment in
Ukraine should ensure that the bank can preserve its
creditworthiness at least at the current level in the next 12-18
months.

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

There is a limited scope for an upgrade of the banks' deposit
ratings in the next 12-18 months because they are capped by the
country ceilings. Over the longer-term, the banks' deposit ratings
and BCAs could be upgraded if the sovereign rating is upgraded. The
ratings could be downgraded in the event of a further deterioration
of the banks' operating environment which could lead to increased
solvency risk and higher losses for creditors than implied by a
Caa3 rating.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Banks
Methodology published in March 2024.




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

BE MORE: Some Stores Shut Down Following Liquidation
----------------------------------------------------
Jonny Manning at BBC News reports that a chain of shops selling TV,
film and anime merchandise has closed some of its stores after
entering liquidation.

Be More Geek has shut branches in Middlesbrough, Washington, in
Sunderland and at Manchester's Arndale Centre.

The company was founded by James Gee in 2018 and had six stores
based across the North East and Manchester.

Be More Geek's remaining three shops were taken over by a new
company founded last year, BBC recounts.

Branches in Newcastle's Eldon Square, the Metrocentre in Gateshead
and The Bridges in Sunderland will remain open, according to a
member of staff at the Newcastle store, BBC notes.

However, the company's website has gone offline.

According to BBC, a statement online reads: "Our website is closed
whilst the business conducts an internal restructuring and
review."

Be More Geek Ltd appointed Steven Ross and Allan Kelly from
insolvency specialist FRP Advisory on Feb. 21, BBC relates.

A Notice of statement of affairs published on Companies House shows
the company owed GBP628,097 to its creditors when it entered
liquidation, BBC discloses.

Founded in 2018, the company sells a range of video game, TV and
film merchandise.


BLACKWATTLE SERIES 4: S&P Assigns Prelim. 'B' Rating on F Notes
---------------------------------------------------------------
S&P Global Ratings assigned its preliminary ratings to eight
classes of residential mortgage-backed securities (RMBS) to be
issued by Permanent Custodians Ltd. as trustee for Blackwattle
Series RMBS Trust No.4. Blackwattle Series RMBS Trust No.4 is a
securitization of prime residential mortgage loans originated by
Sintex Consolidated Pty Ltd. (Sintex).

The preliminary ratings assigned reflect the following factors.

The credit risk of the underlying collateral portfolio and the
credit support provided to each class of notes are commensurate
with the ratings assigned. Credit support is provided by
subordination, lenders' mortgage insurance (LMI), and excess
spread. S&P's assessment of credit risk takes into account Sintex's
underwriting standards and approval process, the servicing quality
of Sintex, and the support provided by the LMI policies on 0.4% of
the loan portfolio.

The rated notes can meet timely payment of interest and ultimate
payment of principal under the rating stresses. Key rating factors
are the level of subordination provided, the LMI cover, the
interest-rate swap, the loss reserve, the liquidity facility, the
principal draw function, and the provision of an extraordinary
expense reserve. S&P's analysis is on the basis that the notes are
fully redeemed by their legal final maturity date, and we assume
the notes are not called at or beyond the call-option date.

S&P's ratings also consider the counterparty exposure to Westpac
Banking Corp. as interest-rate swap provider, bank account
provider, and liquidity facility provider. An interest-rate swap
will be provided to hedge the mismatch between the fixed-rate
mortgage loans and the floating-rate obligations on the notes. The
transaction documents for the swap and facilities include downgrade
language consistent with S&P Global Ratings' counterparty
criteria.

S&P has also factored into its ratings the legal structure of the
trust, which is established as a special-purpose entity and meets
our criteria for insolvency remoteness.

  Preliminary Ratings Assigned

  Blackwattle Series RMBS Trust No.4

  Class A1-S, A$100.00 million: AAA (sf)
  Class A1-L, A$240.00 million: AAA (sf)
  Class A2, A$29.60 million: AAA (sf)
  Class B, A$9.20 million: AA (sf)
  Class C, A$8.00million: A (sf)
  Class D, A$5.60 million: BBB (sf)
  Class E, A$3.40 million: BB (sf)
  Class F, A$2.20 million: B (sf)
  Class G, A$2.00 million: Not rated


DURHAM MORTGAGE: Fitch Assigns 'B-(EXP)' Rating on Class X Notes
----------------------------------------------------------------
Fitch Ratings has assigned Durham Mortgages A PLC's notes expected
ratings.

The assignment of final ratings is conditional on the receipt of
final documents conforming to the information already reviewed.

   Entity/Debt          Rating           
   -----------          ------           
Durham Mortgages A PLC

   Class A          LT  AAA(EXP)sf  Expected Rating
   Class B          LT  AA+(EXP)sf  Expected Rating
   Class C          LT  A+(EXP)sf   Expected Rating
   Class D          LT  A-(EXP)sf   Expected Rating
   Class E          LT  BBB(EXP)sf  Expected Rating
   Class F          LT  BB+(EXP)sf  Expected Rating
   Class R          LT  NR(EXP)sf   Expected Rating
   Class X          LT  B-(EXP)sf   Expected Rating
   Class Z          LT  NR(EXP)sf   Expected Rating

TRANSACTION SUMMARY

Durham Mortgages A PLC will be the second refinancing of first-lien
residential owner- occupied (OO) mortgage loans originated in the
UK by Bradford & Bingley plc and Mortgage Express. The asset pool
was originally securitised in 2018 and refinanced in 2021 under
Durham Mortgages A PLC.

KEY RATING DRIVERS

Seasoned Non-Conforming Loans: The portfolio consists of seasoned
OO loans, originated primarily between 2004 and 2008. The mortgage
loans have benefited from considerable house price indexation, with
a weighted average (WA) indexed current loan-to-value (LTV) of
47.3% leading to a WA sustainable LTV of 60.2%.

The characteristics of the pool are typical of Fitch-rated legacy
UK non-conforming (UKN) RMBS transactions: 87.8% of the loans are
self-certified, 88.7% are interest-only loans, 11.7% are in arrears
by one-month or more and 12.3% have been restructured. Fitch
therefore applied its UKN matrix assumptions.

Positive Originator Adjustment: When setting the originator
adjustment, Fitch considered the historical performance of the
asset pool from previous transactions containing these loans. The
arrears and default performance of the pool has clearly
outperformed Fitch's UKN index despite the recent rise in arrears.

Furthermore, Fitch considered the originators' lending criteria at
the time of origination to be stronger than at typical UKN lenders,
with stricter adverse credit limits applied. Taking these factors
into consideration, Fitch applied a downward originator adjustment
of 0.9x.

Unhedged Low Margin Assets: The pool consists almost entirely
(99.7% by current balance) of Bank of England Base Rate (BBR)
tracker loans, which have a low WA margin (1.9%) over BBR. These
loans will be unhedged, leading Fitch to apply its basis risk
assumptions. The low WA margin will lead to low excess spread over
the life of the transaction and potential use of principal to pay
interest on the notes. The transaction allows for this subject to
principal deficiency ledger triggers on the class B to F notes and
unconditionally for the most senior notes.

Deviation from MIR (Criteria Variation): The collateral performance
may worsen and excess spread will likely be further depressed,
given the rising arrears trend and potential adverse selection in
recovery rates from possessions. Fitch accounted for this in its
analysis by assigning expected ratings for the class C to X notes
in line with a scenario assuming an increased front loading of
defaults and a decrease to the WA recovery rate (RR). Fitch has
assigned ratings of two notches below the model-implied ratings
(MIR) for the class F and X notes and one notch below the MIR for
the class C to E notes. The two-notch variation for the class F and
X notes constitutes a criteria variation.

RATING SENSITIVITIES

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

The transaction's performance may be affected by changes in market
conditions and the economic environment. Weakening economic
performance is strongly correlated to increasing levels of
delinquencies and defaults that could reduce the credit enhancement
available to the notes. In addition, unexpected declines in
recoveries could result in lower net proceeds, which may make some
notes susceptible to potential negative rating action depending on
the extent of the decline in recoveries.

Fitch found that a 15% increase in the WA foreclosure frequencies
(WAFF) and a 15% decrease in the WARR would lead to downgrades of
two notches for the class A and C notes, three notches for the
class B and D notes, four notches for the class E notes and five
notches for the class F notes. The class X notes would be assigned
distressed ratings in this scenario.

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

Stable-to-improved asset performance driven by stable delinquencies
and defaults would lead to increasing credit enhancement levels and
consideration for potential upgrades. Fitch tested an additional
rating sensitivity scenario by applying a decrease in the WAFF of
15% and an increase in the WARR of 15%. The results indicate
model-implied upgrades of one notch for the class B notes, three
notches for the class C notes, four notches for the class D and E
notes and six notches for the class F and X notes. The class A
notes are at the highest achievable rating on Fitch's scale and
cannot be upgraded.

CRITERIA VARIATION

A criteria variation has been applied in the application of Fitch's
UK RMBS Criteria.

Fitch's criteria permit a rating to be assigned that is one notch
higher or lower than the MIR based on other qualitative or
quantitative factors that are not captured directly in the
modelling. Fitch has assigned a rating two notches below the MIR
for the class F and X notes as these classes demonstrate particular
vulnerability to reductions in revenue and RR.

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

Fitch was provided with Form ABS Due Diligence-15E (Form 15E) as
prepared by Deloitte. The third-party due diligence described in
Form 15E focused on the verification of data fields contained
within the loan-level data against the loan system. Fitch
considered this information in its analysis and it did not have an
effect on Fitch's analysis or conclusions.

DATA ADEQUACY

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

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

ESG CONSIDERATIONS

Durham Mortgages A PLC has an ESG Relevance Score of '4' for
Customer Welfare - Fair Messaging, Privacy & Data Security due to
the high proportion of interest-only loans in legacy OO mortgages,
which has a negative impact on the credit profile, and is relevant
to the ratings in conjunction with other factors.

Durham Mortgages A PLC has an ESG Relevance Score of '4' for Human
Rights, Community Relations, Access & Affordability due to a large
proportion of the pool containing OO loans advanced with limited
affordability checks, which has a negative impact on the credit
profile, and is relevant to the ratings in conjunction with other
factors.

Durham Mortgages A PLC has an ESG Relevance Score of '4' for
Exposure to Social Impacts due to the high proportion of borrowers
in the pool that have already reverted to a floating rate and are
currently paying a high BBR rate. These borrowers may not be in a
position to refinance.

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


IVC ACQUISITION: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed IVC Acquisition MidCo Ltd's (IVCE)
Long-Term Issuer Default Rating (IDR) at 'B' with a Stable Outlook.
Fitch has also affirmed the senior secured instrument ratings of
IVC Acquisition Ltd and VetStrategy Canada Holdings Inc.'s (VS) at
'B with a Recovery Rating 'RR4'. The instrument ratings apply to
VS's senior secured term loan B (TLB) of USD1,100 million and to
IVC Acquisition Limited's extended existing TLBs of GBP1,143
million and EUR2,417 million.

The affirmation follows the allocation of IVCE's first-lien add-on
TLB proceeds to repay its outstanding second-lien facilities of
EUR147 million and GBP243 million, which improves the company's
financial flexibility.

IVCE's 'B' Long-Term IDR is constrained by weak credit metrics,
with EBITDAR gross leverage expected to improve to around 7.5x in
the financial year to September 2024 (FY24), with EBITDAR fixed
charge coverage slightly below 1.5x and weak free cash flow (FCF)
margins expected in the near term. These constraining factors are
mitigated by IVCE's robust business model with scale, geographic
breadth and leading position in core markets, supported by strong
sector fundamentals offering organic growth.

Its rating case assumes a gradual improvement in operating and cash
flow margins, leading to improving leverage and coverage ratios
over the rating horizon, which is reflected in the Stable Outlook.

KEY RATING DRIVERS

Near-term Refinancing Addressed: IVCE has extended the capital
structure from the recent first-lien add-on TLB to repay the
second-lien facilities. With the revolving credit facility (RCF)
and TLBs maturing in December 2028, near-term refinancing risks and
capital structure complexity have been fully addressed.

Robust Business Profile: Fitch views IVCE's business model as
robust after the consolidation of VS has increased IVCE's business
scale and extended its geographic footprint to Canada, which
contributes to 21% of revenue. Fitch factors in synergies and scale
benefits within the expanded group from procurement, shared
resources, and an integrated digital platform. Fitch expects that
IVCE will maintain or grow its leading market positions, with
steady revenue growth, despite some current softness in
profitability and pressure on FCF margins, reflecting investments
in staff and platforms such as digital infrastructure.

Weak But Improving Credit Metrics: Fitch expects IVCE's rating to
remain constrained in FY24 by high leverage, with EBITDAR leverage
projected around 7.5x and EBITDA fixed charge cover ratio at 1.3x,
leaving little headroom for the 'B' IDR. However, Fitch anticipates
gradual restoration of profitability through price increases and
scale-driven cost synergies, which would support a moderate
improvement in credit metrics, with EBITDAR gross leverage
projected to fall below 7.0x and EBITDAR fixed charge coverage to
strengthen towards 2.0x by FY26. Combined with IVCE's robust
business model, Fitch views these credit metrics as adequate for
the rating.

Equity Injections Support Deleveraging: EBITDAR leverage decreased
to around 8.6x in FY23 from close to 11x in FY22, supported by
GBP590 million debt reduction following the GBP811 million equity
injection in FY23. Further EBITDAR leverage improvement in FY24is
supported by an additional expected GBP400 million committed equity
issuance and its expectation that the EBITDA margin will improve
from 13.3% in FY23 to above 15% in FY24.

FCF Positive From FY25: Fitch projects FCF to be slightly positive
from FY25, after being affected in FY24 by a sharp increase in
interest costs post-refinancing and slowly recovering but still
subdued EBITDA margins. Fitch expects accelerating organic growth
and improving profitability, in combination with streamlined
working-capital management, to contribute to FCF turning mildly
positive from FY25. Fitch projects increased capex from FY24 of
4.5% of revenue, to support a growing business, but see flexibility
for cutback in expansionary capex if needed.

Fitch estimates M&A will pick up from FY24 as IVCE continues to
seek opportunities to consolidate the industry. In its rating case,
Fitch assumes GBP500million of M&A in FY24, largely equity-funded.

Moderate Execution Risks: Fitch views the execution risks as
moderate for IVCE as the company strengthens its existing platform
while investing in value-accretive M&A. Its view is supported by
IVCE's rigorous planning and its record of executing and
integrating M&A. In addition, acquisitions remain discretionary and
can be paused (as in FY23), which supports IVCE's deleveraging
capacity.

DERIVATION SUMMARY

Fitch assesses IVCE under its Generic Navigator Framework, taking
into consideration underlying animal care and consumer service
characteristics, which drive its business profile. IVCE's strategy
of consolidating a fragmented care market and generating benefits
from scale and standardised management structures is similar to the
strategies of other Fitch-rated health care operations such as
laboratory services and dental/optical chains. However, the animal
care market is less regulated than human healthcare, which allows
for greater operational flexibility, but also introduces a higher
discretionary characteristic to an otherwise defensive spending
profile.

Fitch expects IVCE's EBITDAR leverage to fall to around 7.5x in
FY24. Its financial profile is underpinned by EBITDA margin
improvement (pro-forma for acquisitions) towards the mid-high teens
in FY25, translating into gradually improving, albeit remaining
broadly neutral, FCF.

High-yield peers active in industry consolidation such as Finnish
private health operator Mehilainen Yhtym Oy (B/Stable), laboratory
testing company Inovie Group (B/Negative), and Laboratoire Eimer
Selas (B/Negative) exhibit similar financial risk profiles to IVCE.
This reflects their 'buy-and-build' growth strategies, albeit in
more regulated healthcare sectors, which have also benefited from
the pandemic, similar to IVCE.

KEY ASSUMPTIONS

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

- Organic revenue growth of around 5% for FY24 in the consolidated
group including VS and improving to 5.6%-5.8% for FY25-FY26

- Fitch-defined EBITDA margin gradually improving to around 15% in
FY24 and 17.5% in FY26, from 13.3% in FY23, reflecting a
normalising economic environment and synergy realisation

- Fitch-adjusted operating leases at 4.2% of revenue to FY26

- Working-capital cash inflow of GBP20 million in FY24 and
GBP5million per year in FY25-26

-Capex at 4.5% in FY24-FY26

- Contingency consideration payments around GBP50 million per year
to FY26

- M&A of up to GBP500 million in FY24, followed by GBP750 million
per year in FY25-FY26, at 10x multiple

- GBP400 million equity injection in FY24

- No dividends to FY26

RECOVERY ANALYSIS

KEY RECOVERY RATING ASSUMPTIONS

Fitch would expect IVCE to be restructured in a default and to
continue operating as a going concern (GC) as Fitch believes that
this approach will maximise recoveries over a liquidation of the
assets.

Under the new capital structure, Fitch estimates a distressed
EBITDA of GBP410 million, reflecting its reassessment of the EBITDA
contribution following the consolidation of VS, which should
improve IVCE's market position and geographic diversification. This
also factors in potential M&A activity in FY24, which would largely
be equity-funded. Its unchanged 6x distressed multiple leads to a
distressed EV of about EUR2.2 billion.

According to its criteria, Fitch has assumed the newly-increased
RCF of GBP618.5 million to be fully drawn and ranking equally with
the TLBs. Fitch estimates the resulting recovery for the increased
senior secured TLBs of around GBP4.7 billion following the add-on
at 47%, corresponding to a 'RR4' and translating into an instrument
rating of 'B'.

RATING SENSITIVITIES

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

Aggressive debt-funded acquisitions at high multiples or weak
operating performance leading to weakened financial metrics
including:

- EBITDAR leverage above 7.5x (pro-forma for acquisitions) on a
sustained basis

- EBITDA margin falling below 14%

- Negative or neutral FCF on a sustained basis

- EBITDAR fixed charge coverage below 1.5x on a sustained basis

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

Successful integration of acquired operations in combination with
increasing scale and profitability, or material shareholder support
in the form of equity injection, leading to improved financial
metrics on a sustained basis, including:

- EBITDAR leverage below 6.0x

- EBITDA margin above 17%

- FCF margin in mid-single digits

- Satisfactory financial flexibility with EBITDAR fixed charge
cover above 2.0x

LIQUIDITY AND DEBT STRUCTURE

Satisfactory Liquidity: Fitch views IVCE's liquidity as
satisfactory following the sizeable equity injection of GBP800
million in FY23, with a further GBP400 million committed for FY24.
At end-FY23 IVCE had GBP476 million of readily available cash on
its balance sheet and GBP618.5 million-equivalent available under
the undrawn RCF.

IVCE's credit profile also benefits from extended maturity headroom
with all of the debt falling due in December 2028.

ISSUER PROFILE

IVCE is the largest veterinary practice group in Europe and Canada,
with a presence in about 20 countries.

ESG CONSIDERATIONS

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

   Entity/Debt             Rating        Recovery   Prior
   -----------             ------        --------   -----
IVC Acquisition
Midco Ltd            LT IDR B  Affirmed             B

IVC Acquisition
Ltd

   senior secured    LT     B  Affirmed    RR4      B

VetStrategy Canada
Holdings Inc.

   senior secured    LT     B  Affirmed    RR4      B


LANDMARK MORTGAGE 1: Fitch Affirms 'B+sf' Rating on Class D Notes
-----------------------------------------------------------------
Fitch Ratings has affirmed the Landmark Mortgage Securities UK RMBS
series.

   Entity/Debt                 Rating           Prior
   -----------                 ------           -----
Landmark Mortgage
Securities No.3 Plc

   A XS1110731806          LT AA-sf  Affirmed   AA-sf
   B XS1110738132          LT A+sf   Affirmed   A+sf
   C XS1110745004          LT A-sf   Affirmed   A-sf
   D XS1110750699          LT BBBsf  Affirmed   BBBsf

Landmark Mortgage
Securities No.2 Plc

   Class Aa XS0287189004   LT AAAsf  Affirmed   AAAsf
   Class Ac XS0287192727   LT AAAsf  Affirmed   AAAsf
   Class Ba XS0287192131   LT A+sf   Affirmed   A+sf
   Class Bc XS0287193451   LT A+sf   Affirmed   A+sf
   Class C XS0287192214    LT BBBsf  Affirmed   BBBsf
   Class D XS0287192644    LT BB-sf  Affirmed   BB-sf

Landmark Mortgage
Securities No.1 Plc

   Class B XS0260675888    LT AAAsf  Affirmed   AAAsf
   Class Ca XS0258052165   LT A+sf   Affirmed   A+sf
   Class Cc XS0261199284   LT A+sf   Affirmed   A+sf
   Class D XS0258052751    LT B+sf   Affirmed   B+sf

TRANSACTION SUMMARY

The transactions are securitisations of UK non-conforming
owner-occupied (OO) and buy-to-let mortgages, originated by Amber
Home Loans, Infinity Mortgages, and Unity Homeloans for Landmark
Mortgage Securities No.1 Plc (LMS1) and Landmark Mortgage
Securities No. 2 Plc (LMS2) and by GMAC-RFC Limited, Infinity
Mortgages, and Unity Homeloans for Landmark Mortgage Securities No.
3 Plc (LMS3).

KEY RATING DRIVERS

Significant Tail Risks Caps Ratings: The transactions are exposed
to significant tail risks in light of pro-rata payments and
interest-only (IO) exposure. LMS 1 and LMS 2 mitigate pro-rata
amortisation risk for the outstanding senior notes via the
sequential allocation of principal receipts once the outstanding
debt is less than 10% of the original amount. However, LMS 3 lacks
this mitigating feature.

LMS 3's class A notes' rating remains constrained by the account
bank provider's rating (HSBC Bank plc; AA-/Stable/F1+), where the
reserve fund is held. This could be the only source of credit
enhancement (CE) in scenarios where the collateral performance
deteriorates but remains within the conditions for pro-rata
payments. Fitch has affirmed the ratings below their model-implied
ratings (MIR) and will not upgrade the notes for LMS3 beyond the
rating achievable in a full pro-rata scenario.

IO Concentrations: LMS1, LMS2 and LMS3 have high IO proportions at
88%, 93% & 96%, respectively, with significant concentration
between 2030 and 2032. These IO concentrations lead to a pronounced
back-loaded default profile. In addition, the proportion of OO
borrowers that have gone past their term maturity is increasing.
Although this is not material at present, it may make performance
more volatile.

LMS1 High Obligor Concentration: LMS1 faces a high obligor
concentration risk due to its small pool size (189 loans). The
transaction will likely reach the 10% switch-back within the next
few interest payment dates, which along with the decreasing
granularity of the pool exposes the junior tranches to a more
pronounced tail risk. For this reason and the other tail risks,
Fitch has affirmed and capped the class C and D notes' ratings
below their MIR.

Increasing Arrears: Early and late-stage arrears have increased
since the last review. High prepayments further exacerbate the
effect these increasing arrears have on the transactions. The
reported total arrears (one month plus) have increased to 28.3%
from 19.5% (LMS1), 27.6% from 17.8% (LMS2) and 19.4% from 11.1%
(LMS3). The constant payment rates across all pools have been
volatile in recent years at between 10% and 20% and peaking in late
2022 and early 2023.

Performance Adjustment Factor: The pools have high IO OO
concentrations. During 2030-2032, a majority of the OO loans in the
portfolios mature and must make principal payments. Fitch has
floored its performance adjustment factor assumptions to account
for this significant back-loaded risk profile that arises for these
high percentage of OO IO loans. Fitch has also constrained its
performance adjustment factor assumptions to prevent foreclosure
frequency (FF) volatility due to increasing arrears, which are
likely to lead to future increases in defaults.

RATING SENSITIVITIES

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

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

Additionally, unanticipated declines in recoveries could also
result in lower net proceeds, which may make certain notes
susceptible to negative rating action depending on the extent of
the decline in recoveries. Fitch conducts sensitivity analyses by
stressing the transactions' base-case weighted average FF and
recovery rate (RR) assumptions, with a 15% increase and a 15%
decrease across the series, which did not result in any
downgrades.

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

Fitch tested an additional rating sensitivity scenario by applying
a separate decrease in the FF of 15% and an increase in the RR of
15%.

Fitch observed upgrades of four notches for the class B notes, five
notches for the class C notes and seven notches for the class D
notes for LMS2 and LMS3 prior to accounting for any caps.

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

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

DATA ADEQUACY

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

Fitch did not undertake a review of the information provided about
the underlying asset pool[s] ahead of the transaction's initial
closing. The subsequent performance of the transactions over the
years is consistent with the agency's expectations given the
operating environment and Fitch is therefore satisfied that the
asset pool information relied upon for its initial rating analysis
was adequately reliable.

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

ESG CONSIDERATIONS

All three transactions have an ESG Relevance Score of '4' for
customer welfare - fair messaging, privacy & data security due to a
material concentration of IO loans, which has a negative impact on
the credit profiles, and is relevant to the ratings in conjunction
with other factors.

All three transactions have an ESG Relevance Score of '4' for human
rights, community relations, access & affordability due to pool
with limited affordability checks and self-certified income, which
has a negative impact on the credit profiles, and is relevant to
the ratings in conjunction with other factors.

Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.


LONGPRE FURNITURE: Bought Out of Administration, 50 Jobs Saved
--------------------------------------------------------------
Business Sale reports that Longpre Furniture Limited, a furniture
maker based in Somerset, has been acquired out of administration in
a deal that secures 50 jobs.

According to Business Sale, the company fell into administration as
a result of financial losses on contracts, as well as rising prices
for utility costs and raw materials.

Neil Vinnicombe and Paul Wood, from business recovery firm Begbies
Traynor's Bath office, were appointed as joint administrators at
the company and completed a sale of the business and its assets to
Longpre Limited, Business Sale relates.

In its most recent accounts at Companies House, for the year to
September 30, 2022, the company's current assets were valued at
GBP2.6 million, with liabilities meaning that its net assets
amounted to slightly under GBP300,000, Business Sale discloses.

Longpre Furniture was founded in 1990 by master cabinet maker Paul
Longpre and designer Helen Moyers.  The company, which was based in
the town of Bruton, had a team of skilled craftsmen producing
handcrafted furniture for an international portfolio and clients.
The company designed and crafted free-standing and fitted furniture
for both residential and commercial settings.


LUDGATE FUNDING 2006: Fitch Affirms 'BBsf' Rating on Class E Notes
------------------------------------------------------------------
Fitch Ratings has affirmed Ludgate Funding PLC Series 2006 FF1's
notes and removed them from Rating Watch Negative (RWN), as
detailed below.

   Entity/Debt                  Rating           Prior
   -----------                  ------           -----
Ludgate Funding Plc
Series 2006 FF1

   Class A2a XS0274267862   LT  AAAsf  Affirmed   AAAsf
   Class A2b XS0274271203   LT  AAAsf  Affirmed   AAAsf
   Class Ba XS0274268241    LT  AA+sf  Affirmed   AA+sf
   Class Bb XS0274271898    LT  AA+sf  Affirmed   AA+sf
   Class C XS0274272359     LT  AA-sf  Affirmed   AA-sf
   Class D XS0274272862     LT  BBB+sf Affirmed   BBB+sf
   Class E XS0274269645     LT  BBsf   Affirmed   BBsf

TRANSACTION SUMMARY

Ludgate Funding Plc Series 2006 is secured by loans originated by
Wave Lending Limited (formerly Freedom Funding Limited) and
purchased by Merrill Lynch International Bank Limited. The loans
are buy-to-let (BTL) and non-conforming owner-occupied (OO) and
secured against properties located in England and Wales.

KEY RATING DRIVERS

Transition to Alternative Reference Rate: Fitch placed the notes on
RWN in July 2023. Fitch had previously revised the Outlooks on the
notes to Negative due to the risk that they could move to a fixed
interest rate if they did not transition to an alternative
reference rate by March 2024 when the Financial Conduct Authority
planned to stop publication of three-month GBP Libor.

The issuer published a notice to noteholders in January 2024
following consent from noteholders to transition to compounded
daily SONIA. Fitch has consequently removed the notes from RWN and
assigned Stable Outlooks.

RATING SENSITIVITIES

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

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

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

Stable to improved asset performance driven by stable delinquencies
and defaults would lead to increasing CE levels and potentially
upgrades.

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

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

DATA ADEQUACY

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

Fitch did not undertake a review of the information provided about
the underlying asset pool ahead of the transaction's initial
closing. The subsequent performance of the transaction over the
years is consistent with the agency's expectations given the
operating environment and Fitch is therefore satisfied that the
asset pool information relied upon for its initial rating analysis
was adequately reliable.

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

ESG CONSIDERATIONS

Ludgate Funding Plc Series 2006 FF1 has an ESG Relevance Score of
'4' for Customer Welfare - Fair Messaging, Privacy & Data Security
due to due to a material concentration of interest only loans,
which has a negative impact on the credit profile, and is relevant
to the ratings in conjunction with other factors.

Ludgate Funding Plc Series 2006 FF1 has an ESG Relevance Score of
'4' for Human Rights, Community Relations, Access & Affordability
due to mortgage pools with limited affordability checks and
self-certified income, which has a negative impact on the credit
profile, and is relevant to the ratings in conjunction with other
factors.

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


SOUTHERN PACIFIC 06-1: Fitch Affirms 'B-sf' Rating on Cl. E1c Notes
-------------------------------------------------------------------
Fitch Ratings has placed Southern Pacific Financing 05-B Plc's (SPF
05-B) class E notes and Southern Pacific Securities 06-1 Plc's (SPS
06-1) class D1a and D1c notes on Rating Watch Negative. Fitch has
also maintained Southern Pacific Financing 06-A Plc (SPF 06-A)
class E notes on RWN. The remaining tranches have been affirmed.

   Entity/Debt           Rating                         Prior
   -----------           ------                         -----
Southern Pacific
Financing 06-A Plc

   Class B
   XS0241082287      LT AAAsf  Affirmed                 AAAsf

   Class C
   XS0241083764      LT AAAsf  Affirmed                 AAAsf

   Class D1
   XS0241084572      LT AAsf   Affirmed                 AAsf

   Class E
   XS0241085033      LT BBB+sf Rating Watch Maintained  BBB+sf    

Southern Pacific
Financing 05-B Plc

   Class B
   XS0221840324      LT AAAsf  Affirmed                 AAAsf

   Class C
   XS0221840910      LT AAAsf  Affirmed                 AAAsf

   Class D
   XS0221841561      LT AA+sf  Affirmed                 AA+sf

   Class E
   XS0221842023      LT A+sf   Rating Watch On          A+sf

Southern Pacific
Securities 06-1 plc

   Class C1a
   XS0240951185      LT AAAsf  Affirmed                 AAAsf

   Class C1c
   XS0240952076      LT AAAsf  Affirmed                 AAAsf

   Class D1a
   XS0240952316      LT A+sf   Rating Watch On          A+sf

   Class D1c
   XS0240953470      LT A+sf   Rating Watch On          A+sf

   Class E1c      
   84359LAS3         LT B-sf   Affirmed                 B-sf

TRANSACTION SUMMARY

The three transactions are UK non-conforming RMBS securitisations,
comprising loans originated between 2003 and 2006 by wholly-owned
subsidiaries of Lehman Brothers. They closed between 2005 and
2006.

KEY RATING DRIVERS

LIBOR Transition Completed: SPF 06-A liabilities that were linked
to LIBOR will transition to SONIA from the March 2024 payment date
onward following the passing of a noteholder extraordinary
resolution. Fitch has therefore removed the class C and D1 notes
from RWN, where they had been placed in case the transition did not
occurr on a timely basis, creating an interest mismatch between the
assets and liabilities.

Elevated Fixed Fees Drives RWN: Fitch notes that the transactions'
fixed fees are elevated compared with prior years, which has more
recently been driven by the LIBOR transition. This process was
successfully completed for SPF 05-B and SPS 06-1 in June 2022 and
will be completed for SPF 06-A in March 2024, but fixed fees remain
elevated.

Fitch expects that fixed fees will reduce to pre-LIBOR transition
levels. However, in case this does not happen, Fitch has tested
scenarios where the fixed fees remain elevated for the
transactions' remaining life. This scenario suggested model-implied
downgrades for SPS 06-1's class D1 notes and SPF 05-B and SPF
06-A's class E notes. If the fees remain at their current levels,
Fitch could downgrade the notes, as reflected in the RWN. Fitch
will monitor the amounts being paid and may downgrade these classes
within the next six months.

Deteriorating Asset Performance: There has been a material increase
in arrears since the last review for all three transactions. One
month plus arrears have increased to 25.96% from 18.69% in SPF
05-B, to 26.09% from 17.93% in SPF 06-A and to 38.95% from 29.64%in
SPS 06-1. Given the current asset outlook for the sector, asset
performance could further deteriorate. Fitch has factored a
potential worsening of asset performance into the affirmations.

Excessive Counterparty Exposure: Credit enhancement (CE) for SPF
05-B's class E notes comes primarily from the transaction's reserve
fund, which is held by Barclays Bank UK PLC (Barclays; A+/Stable).
The rating for this class is capped at Barclays' Long-Term Issuer
Default Rating (IDR).

Potential Tail Risks: The transactions have a significant
proportion of owner-occupied interest-only (IO) loans (SPF 05-B:
73.6%, SPF 06-A: 75.2%, SPS 06-1: 66.1%), which represents an
elevated back-loaded risk profile for the portfolios. Due to the
material concentration of IO loans in all transactions, Fitch
floored the performance adjustment factor (PAF) at 100% in line
with its UK RMBS Rating Criteria.

Fitch will monitor the performance of these loans as they approach
their maturity dates. A limited number of loans are set to mature
within five years of the legal final maturity dates of the notes,
meaning tail risk from IO loan bullet risk is currently muted. The
loan count was 385 for SPF 05-B, 439 for SPF 06-A and 396 for SPS
06-1 as at December 2023. As the transactions are expected to
amortise on sequentially, the diminishing loan count may lead to
performance volatility, which will limit any future upgrades of the
mezzanine and junior notes.

RATING SENSITIVITIES

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

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

Additionally, unanticipated declines in recoveries could also
result in lower net proceeds, which may make certain notes
susceptible to negative rating action depending on the extent of
the decline in recoveries. A 15% increase in the weighted average
(WA) foreclosure frequency (FF) and a 15% decrease in the WA
recovery rate (RR) imply downgrades of the class E notes in each
transaction of no more than eight notches for SPF 05-B, nine
notches for SPF 06-A, and four notches for SPS 06-1.

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

Stable to improved asset performance driven by stable delinquencies
and defaults would lead to increasing CE levels and potentially
upgrades. A decrease in the WAFF of 15% and an increase in the WARR
of 15% imply upgrades of no more than four notches for SPF 05-B's
class E notes and one notch for the class D notes, seven notches
for SPF 06-A's class E notes and two notches for the class D1
notes, and eight notches for SPS 06-1's class E notes and four
notches for the class D1a and D1c notes.

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

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

DATA ADEQUACY

Southern Pacific Financing 05-B Plc, Southern Pacific Financing
06-A Plc, Southern Pacific Securities 06-1 plc

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

Fitch did not undertake a review of the information provided about
the underlying asset pool[s] ahead of the transaction's Southern
Pacific Financing 05-B Plc, Southern Pacific Financing 06-A Plc,
Southern Pacific Securities 06-1 plc initial closing. The
subsequent performance of the transactions over the years is
consistent with the agency's expectations given the operating
environment and Fitch is therefore satisfied that the asset pool
information relied upon for its initial rating analysis was
adequately reliable.

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

ESG CONSIDERATIONS

SPF 05-B, SPF 06-A and SPS 06-1 have an ESG Relevance Score of 4
for "Human Rights, Community Relations, Access & Affordability" due
to a significant proportion of the pools containing owner-occupied
loans advanced with limited affordability checks, which has a
negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.

SPF 05-B, SPF 06-A and SPS 06-1 have an ESG Relevance Score of 4
for "Customer Welfare - Fair Messaging, Privacy & Data Security"
due to the pools exhibiting an IO maturity concentration of legacy
non-conforming owner-occupied loans of greater than 20%, which has
a negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.

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



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

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