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

                          E U R O P E

          Tuesday, April 16, 2024, Vol. 25, No. 77

                           Headlines



F R A N C E

ALTICE FRANCE: $4.28BB Bank Debt Trades at 22% Discount
FINANCIERE N: Moody's Affirms 'B3' CFR, Outlook Remains Stable
SULO SAS: S&P Assigns Preliminary 'B' LT ICR, Outlook Stable
TECHNICOLOR CREATIVE: EUR382MM Bank Debt Trades at 16% Discount


G E R M A N Y

RENZ: German Parent Goes Into Administration


I R E L A N D

ARINI EUROPEAN II: S&P Assigns Prelim B- (sf) Rating to F Notes
AVOCA CLO XIV: Moody's Affirms B1 Rating on EUR14.8MM F-R Notes
AVOCA CLO XVI: Moody's Ups Rating on EUR13.5MM Cl. F-R Notes to B1
EUROMAX V ABS: S&P Lowers Class A3 Notes Rating to 'D(sf)'
FERNHILL PARK: Fitch Assigns 'B-(EXP)sf' Rating to Class F Notes

RIVER GREEN 2020: Moody's Cuts Rating on EUR34.09MM D Notes to B1
ST. PAUL XI: Fitch Hikes Rating on Class F Notes to 'B-sf'
TIKEHAU CLO X: Fitch Assigns 'B-sf' Final Rating to Class F Notes


I T A L Y

LOTTOMATICA SPA: S&P Affirms 'BB-' ICR on Supportive Performance


L U X E M B O U R G

ALTISOURCE SARL: Moody's Affirms 'Caa2' CFR, Outlook Stable
PUMA INT'L: Fitch Assigns 'BB(EXP)sf' Rating to USD500M Sr. Notes


N E T H E R L A N D S

COMPACT BIDCO: S&P Downgrades ICR to 'CCC-' on Liquidity Pressure
CUPPA BIDCO: S&P Rates New Incremental EUR175MM TLB 'B-'
LOPAREX MIDCO: $234MM Bank Debt Trades at 19% Discount
LOPAREX MIDCO: $370MM Bank Debt Trades at 26% Discount
PHM NETHERLANDS: S&P Ups ICR to 'CCC+', Outlook Negative



P O R T U G A L

ENERGIAS DE PORTUGAL: Fitch Affirms 'BB+' Rating on Hybrid Sec.


S P A I N

PRIMAFRIO SL: Moody's Cuts CFR to B2 & Alters Outlook to Negative


S W I T Z E R L A N D

GATEGROUP HOLDING: Moody's Affirms Caa2 CFR, Alters Outlook to Pos.


T U R K E Y

FORD OTOMOTIV: Fitch Publishes 'BB+' LongTerm IDR, Outlook Stable


U N I T E D   K I N G D O M

BODY SHOP: Explores Deal to Cut Tax Bill, Raise Extra Cash
BRITISHVOLT: Blackstone Acquires Northumberland Factory Site
EVERTON: On Brink of Administration, Seeks Debt Extension
FACTORY TRANSMEDIA: Enters Liquidation, Assets Put Up for Sale
MODULOUS LTD: Owed Creditors GBP6.2MM at Time of Liquidation

TOGETHER 2024-1ST1: S&P Assigns Prelim BB (sf) Rating to E Notes
TOWD POINT 2024-GRANITE 6: Moody's Assigns (P)B3 Rating to F Notes
TOWD POINT 2024: Fitch Assigns 'B(EXP)sf' Rating to Class F Notes
TRINITY SQUARE 2021-1: S&P Assigns B- (sf) Rating to X-Dfrd Notes

                           - - - - -


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

ALTICE FRANCE: $4.28BB Bank Debt Trades at 22% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Altice France
SA/France is a borrower were trading in the secondary market around
77.7 cents-on-the-dollar during the week ended Friday, April 12,
2024, according to Bloomberg's Evaluated Pricing service data.

The $4.28 billion Term loan facility is scheduled to mature on
August 31, 2028.  About $4.26 billion of the loan is withdrawn and
outstanding.

Altice France provides wireless telecommunication services. The
Company offers fiber optic network solutions for all type of media.
Altice France serves customers in France.

FINANCIERE N: Moody's Affirms 'B3' CFR, Outlook Remains Stable
--------------------------------------------------------------
Moody's Ratings has affirmed the B3 corporate family rating of
Financiere N (Nemera or the company), the B3-PD probability of
default rating and the B3 ratings on the senior secured bank credit
facilities issued by Financiere N. These include the new proposed
EUR100 million add-on to the existing term loan B maturing in 2029.
The outlook remains stable.

The company intends to use approximately half of the proceeds of
the add-on to fund capital expenditure investment related to
capacity expansion to accommodate the production of drug delivery
devices to a new blue chip pharma contract for GLP-1 products. The
remainder of the funds will be used to secure additional liquidity
to increase the capacity for already existing devices platforms.

RATINGS RATIONALE

The rating action reflects Nemera's good business profile supported
by strong market position in the development and production of drug
delivery devices and positive industry fundamentals. The recent
contract that Nemera signed to provide drug delivery devices for a
leader in diabetes and weight loss drugs (GLP-1 treatments) is
positive, given significant market potential for GLP-1 drugs that
have seen significant growth in recent years. At the same time,
Nemera's credit metrics continue to be impacted by its highly
leveraged capital structure and negative free cash flow generation
driven by capex expansion.

Moody's-adjusted debt to EBITDA will reach 10.0x in 2023 and 8.8x
in 2024 pro forma the contemplated transaction, materially
exceeding the downward rating guidance of Moody's adjusted gross
debt to EBITDA of 7.0x. The stable outlook on the company's
ratings, therefore, is based on the company's deleveraging capacity
and Moody's Ratings expectations that adjusted gross debt to EBITDA
will reduce to below 7.0x in 2025. This is because of the strong
revenue growth, the new contract win which has relatively higher
margins, as well as efficient pass-through mechanisms imbedded into
the company's contracts covering most of cost inflation. For the
twelve months that ended in December 2023, EBITDA was at EUR99
million, in line with the company's budget. In addition, Moody's
Ratings forecasts negative free cash flow for 2024 and 2025 due to
the high expansion capital expenditure the company has planned to
continue supporting high single to low double digit growth in the
future.

More generally, the B3 ratings reflect the company's good position
in the drug delivery device market; positive industry fundamentals
driven by high single-digit growth, which can be attributed to the
critical nature of its devices; high barriers to entry; and revenue
visibility thanks to long-term contracts.

LIQUIDITY

Nemera has adequate liquidity, supported by EUR155 million of cash
on balance sheet as of end February 2024 and pro forma the
contemplated new add-on of EUR100 million. The company's liquidity
is also supported by its committed and fully available EUR100
million RCF. Moody's Ratings forecasts Funds From Operations (FFO)
of around EUR50 million in the next 18 months against EUR152
million of capital expenditure, which will result in negative free
cash flow. Nemera has good flexibility under the senior secured net
leverage covenant (maximum 8.75x, tested if the RCF is drawn by
more than 40%) and has long-dated debt maturities with the term
loan B and RCF maturing in 2029 and 2028, respectively.

STRUCTURAL CONSIDERATION

The B3 ratings of the senior secured Term Loan B and RCF, in line
with the corporate family rating, reflect their pari passu ranking
and the absence of any significant liabilities ranking ahead or
behind them. Guarantor coverage is at least 80% of consolidated
EBITDA and includes all companies representing 5% or more of
consolidated EBITDA. Security is granted over key shares, bank
accounts located in the jurisdiction of incorporation, and key
intra-group receivables.

OUTLOOK

The stable outlook assumes that the company will sustain its
existing market position and grow its EBITDA margin by 5% from 2023
levels, and demonstrates gradual leverage reduction to below 7.0x
over the next 12-24 months and maintain at least an adequate
liquidity.

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

A positive pressure could build over time if Nemera continues to
uphold its market position and solid earnings growth resulting in
the company building a track record of decreasing its
Moody's-adjusted (gross) leverage to below 5.5x on a sustained
basis and exhibits strong free cash flow generation after growth
capex with free cash flow to debt increasing above 5%. An upgrade
would also require Moody's-adjusted EBITDA to interest expense to
trend towards 3.0x.

A negative pressure on the ratings could build up if Nemera fails
to meet the guidance for a stable outlook. The rating could be
downgraded if Nemera does not demonstrate a steady and continuous
deleveraging towards below Moody's-adjusted debt to EBITDA of 7.0x
in the next 12 to 18 months, or to gradually grow its
Moody's-adjusted EBITDA margin by 5% by 2025 from 2023 levels, if
Moody's adjusted free cash flow remains materially negative beyond
2025, its liquidity deteriorates, or its Moody's-adjusted EBITDA to
interest expense trends below 2.0x on a sustained basis.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Medical
Products and Devices published in October 2023.

COMPANY PROFILE

Nemera specialises in the development and production of drug
delivery devices, encompassing injectors, asthma inhalers, nasal
spray pumps, and eye droppers. Nemera operates seven manufacturing
locations - two in France and in the US, and one each in Germany,
Poland, and Brazil - supplemented by three innovation centers
located in France, Poland, and the US. The company either produces
devices designed by clients, co-develops devices in partnership
with clients (pharma-IP, where Nemera typically serves as the sole
or primary supplier), or develops its proprietary devices (own-IP).
The company is under the ownership of funds controlled by Astorg
and Montagu, and its management team.

SULO SAS: S&P Assigns Preliminary 'B' LT ICR, Outlook Stable
------------------------------------------------------------
S&P Global Ratings assigned its preliminary 'B' long-term issuer
credit and issue ratings to French waste management equipment
manufacturer Sulo SAS and its proposed EUR350 million senior
secured floating-rate term loan B (TLB). S&P assigned a preliminary
recovery rating of '3', reflecting its expectation of a meaningful
recovery in case of a default (rounded estimate 55%).

The stable outlook reflects S&P's expectations that Sulo's debt to
EBITDA will remain below 5.5x, that the group will generate
positive free operating cash flow (FOCF), and that margins will
remain stable at 12.0%-12.5% over 2024-2025.

S&P said, "We expect Sulo's adjusted debt to EBITDA will range
between 5.0x and 5.5x, based on the proposed transaction. Sulo will
use the proceeds of the proposed EUR350 million senior secured
floating-rate TLB to repay the EUR154 million outstanding
unitranche and the about EUR144 million convertible bonds
outstanding--including payment-in-kind interests--and to repay
about EUR30 million of preferred shares owned by majority
shareholder Latour Capital. The group will use the remaining amount
to pay issuance costs and keep about EUR10 million in cash for
other corporate uses. After the transaction, we expect leverage
will slightly increase to about 5.5x, from about 5.0x in 2023,
reflecting additional debt incurred to finance the full repayment
of the outstanding preferred shares. We expect the group's adjusted
debt will reach approximately EUR430 million in 2024, comprising
the proposed EUR350 TLB, about EUR10 million in other bank loans,
EUR20 million in non-recourse factoring line outstanding,
approximately EUR40 million for contractual lease liabilities, and
about EUR5 million for pensions and other postretirement deferred
compensations. In our base case, we do not assume any additional
debt-funded acquisitions or dividend distributions. We expect an
increase in EBITDA will enable the group to deleverage to 5.0x in
2025, assuming the capital structure remains unchanged.

"We believe Sulo will generate positive FOCF and stable EBITDA
margins, despite volatile input costs over the next years. In line
with its track record, we expect the group will continue to
generate positive FOCF of about EUR15 million in 2024, supported by
an improvement in adjusted EBITDA margins to 12.5%, from an
estimated 12.1% in 2023. Working capital consumption will be
neutral in 2024 and capital expenditure (capex) will slightly
increase to about EUR25 million. In comparison to other capital
goods companies, we view Sulo's product offering as highly
commoditized, with high-density polyethene (HDPE) and steel
representing important components in the manufacturing of bins and
voluntary deposits, which account for about 50% of the group's
revenues. Material costs represent about 50% of Sulo's cost
structure. The volatility of raw material prices is mitigated by
the high degree (about 80%) of recycled raw material that is used
in the manufacturing process and that is less volatile and partly
produced inhouse from old bins. We understand that the group is
using indexation clauses and ad-hoc renegotiation to pass on input
cost increases to final customers via price adjustments. We
understand it took six to nine months to pass on cost increases in
recent years. Even though we expect HDPE prices will increase from
currently record-low levels, we forecast that Sulo's margins will
remain stable at 12.0%-12.5% and that FOCF will increase to about
EUR25 million in 2025. This is because of Sulo's improved fixed
cost absorption, which benefits from higher volumes and cost
advantages. The latter result from an increase in the amount of
recycled HDPE, which is cheaper than virgin HDPE."

Sulo benefits from EU regulations that require member states to
increase recycling rates. Sulo maintains a leading market position
as a designer and manufacturer of waste equipment containers in its
operating markets in Europe. These include France (leading market
share of about 42%), the Nordics (market share of about 20%),
Benelux countries (combined market share of about 28%), Germany
(co-leading market share of approximately 25%), and Spain
(co-leading market share of about 18%). The European waste
containerization market is narrow and was worth an estimated EUR1.7
billion as of 2023. Even so, the market will likely expand at a
compound annual growth rate of 5% over 2023-2028. S&P said, "We
expect underlying structural trends will support the niche market
expansion. This is because EU regulations require municipalities
and businesses to become fully circular by 2050, meaning recycling
targets will become stricter. Additionally, urbanization and an
increase in public awareness toward ecological best practices will
fuel demand for waste containers and voluntary deposits across
Europe. We note, however, that waste containers and bins usually
have long lifetimes, meaning replacement needs are relatively low.
In this context, we expect Sulo's penetration rates will increase
in its operating countries where recycling rates are well below EU
targets of 60% by 2030. We expect Sulo's two-wheel and four-wheel
bins, as well as its voluntary deposits, will lead to growth rates
that will exceed those of the market by 6%-7% over 2023-2028. This
is because of the compelling characteristics of Sulo's products,
which weigh less and include a higher share of recycled plastics
than the products of local peers. The sound market outlook for its
compacting equipment will further support the expected growth over
the coming years."

S&P said, "We believe Sulo's product profile is replicable, while
its service and technical characteristic provide some competitive
edge over its local competitors. The production and sale of
two-wheel and four-wheel bins, voluntary waste deposits, and
compacting machines used in waste management processes account for
about 60% of Sulo's revenues. The group's technical and service
characteristics give it a competitive edge over local competitors,
as demonstrated by successful bidding tenders with municipalities
and businesses. We understand that the group cultivates sticky and
long-term business relationships with its customer base through the
sale of ancillary products and services. These account for about
40% of the group's revenues, include installation, renting, and
product maintenance, and contributed to a track record of high
contract renewal rates of about 90%. Our assessment is constrained
by the lack of material technological components and relatively
lower engineering requirements in the group's production process,
compared with other rated capital goods companies. This is also
reflected in Sulo's low innovation effort, with research and
development expenses of less than 1% of revenues. Overall, we
believe Sulo operates in a very fragmented market with intense
competition and relatively limited barriers to entry, compared with
other capital goods peers.

"Sulo's small size of operations and limited scale constrain our
business risk assessment. We estimate Sulo generated revenues of
EUR629 million in 2023, pro forma recent acquisitions. The group
has limited scale, compared with rated peers. In addition, the
markets where Sulo competes are relatively narrow and will cap the
scale of the business over the next years. We understand that
mergers and acquisitions have been a key growth driver for Sulo and
have helped expand the business by about EUR240 million (40% of
2023 revenues) since 2020. Sulo completed eight deals, including a
transformative deal in the Nordics in 2020. We expect the group
will expand its scale through external growth, either by getting
support from the financial sponsor owner or by using additional
debt. Nevertheless, the group's small size constrains our
assessment. Moreover, Sulo is geographically concentrated in
Europe, which accounts for 90% of the group's revenues, 35% of
which are generated in France. This exposes Sulo's business
performance to macroeconomic developments in Europe and France.

"Our preliminary rating on Sulo is constrained by the group's
private equity ownership. Although we forecast that adjusted
leverage will be comfortably below 6x in 2024, we also factor into
our assessment that the group is owned by a financial sponsor. The
group's majority owner, Latour Capital, has a long-term investment
horizon and we note that Sulo is less leveraged than other private
equity-owned rated peers. We further understand that Latour Capital
is willing to fund transformative acquisitions also via equity
contributions to keep the leverage at the levels we forecast in our
base case. A more aggressive financial policy, demonstrated by a
higher leverage tolerance or debt funded shareholder returns, would
put pressure on our ratings.

"The final rating will depend on our receipt and satisfactory
review of all final transaction documentation. Accordingly, the
preliminary rating should not be construed as evidence of a final
rating. If we do not receive the final documentation within a
reasonable time frame or if the final documentation departs from
the materials reviewed, we reserve the right to withdraw or revise
our preliminary rating. Potential changes include share terms,
utilization of the loan proceeds, maturity, size and conditions of
the loans, financial and other covenants, security, and ranking.

"The stable outlook reflects our expectations that Sulo can
increase its revenues and maintain its EBITDA margins at
12.0%-12.5%, resulting in debt to EBITDA of less than 5.5x,
positive FOCF, and funds from operation (FFO) cash interest
coverage above 2x over 2024-2025."

S&P could lower the preliminary rating if:

-- Sulo's revenues fell short of S&P's expectation and margins
declined toward 11% amid unfavorable market conditions or
higher-than-expected input cost pressures that materially deviate
from its base case;

-- Debt to EBITDA exceeded 6.0x over a prolonged period due to
significant acquisitions, weaker operating performance, or
dividends distributions;

-- FOCF generation turned negative; or

-- FFO cash interest coverage fell below 2x.

S&P said, "We could raise the preliminary rating if the group
managed to increase its scale and footprint significantly, thanks
to further gains in market shares, while maintaining EBITDA margins
above 13%. At the same time, we would expect Sulo to build a track
record of maintaining adjusted debt to EBITDA sustainably at or
below 5.0x--supported by a commensurate financial policy--and to
deliver constantly positive FOCF.

"Governance factors are a moderately negative consideration in our
credit rating analysis of Sulo, as is the case for most rated
entities owned by private equity sponsors. We believe the group's
financial risk profile points to corporate decision-making that
prioritizes the interests of the controlling owners. This also
reflects the generally finite holding periods and a focus on
maximizing shareholder returns."

Environmental and social factors are an overall neutral
consideration. The group provides containment equipment and
solutions to municipalities and waste management operators and
industrial sectors. S&P said, "Despite Sulo extensively using
plastics and derived materials in its production process, we
understand that the share of recycled HDPE will increase to up to
80% of total plastics. We also expect Sulo's operating performance
will generally benefit from supportive regulations on recycling
rates and a shift in public awareness toward circular and
environmentally friendly practices."


TECHNICOLOR CREATIVE: EUR382MM Bank Debt Trades at 16% Discount
---------------------------------------------------------------
Participations in a syndicated loan under which Technicolor
Creative Studios SA is a borrower were trading in the secondary
market around 84.3 cents-on-the-dollar during the week ended
Friday, April 12, 2024, according to Bloomberg's Evaluated Pricing
service data.

The EUR382 million payment-in-kind Term loan facility is scheduled
to mature on September 28, 2026.  The amount is fully drawn and
outstanding.

Technicolor Creative Studios SA (TCS) is a provider of VFX and
animation services for the entertainment industry, and creative
services and technologies for the advertising industry. The
Company's country of domicile is France.




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

RENZ: German Parent Goes Into Administration
--------------------------------------------
OPI reports that the Germany-based parent entity of print finishing
specialist Renz went into administration a few weeks ago.

Renz is an industrial company that offers a wide range of
die-cutting, binding, and laminating systems.



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

ARINI EUROPEAN II: S&P Assigns Prelim B- (sf) Rating to F Notes
---------------------------------------------------------------
S&P Global Ratings assigned its preliminary credit ratings to Arini
European CLO II DAC's class A, B, C, D, E, and F notes. At closing,
the issuer will also issue unrated subordinated notes.

This is a European cash flow CLO transaction, securitizing a pool
of primarily syndicated senior secured loans or bonds. The
portfolio's reinvestment period will end approximately 4.46 years
after closing. Under the transaction documents, the rated notes pay
quarterly interest unless there is a frequency switch event.
Following this, the notes will switch to semiannual payment.

S&P said, "We consider that the portfolio on the effective date
will 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."

  Portfolio benchmarks
                                                           CURRENT

  S&P Global Ratings' weighted-average rating factor      2,775.25

  Default rate dispersion                                   540.26


  Weighted-average life (years)                               4.67

  Obligor diversity measure                                 122.68

  Industry diversity measure                                 20.98

  Regional diversity measure                                  1.40


  Transaction key metrics
                                                           CURRENT

  Total par amount (mil. EUR)                                  500

  Defaulted assets (mil. EUR)                                    0

  Number of performing obligors                                139

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

  'CCC' category rated assets (%)                             2.25

  Actual 'AAA' weighted-average recovery (%)                 37.57

  Actual weighted-average spread net of floors (%)            4.14

  Actual weighted-average coupon (%)                          5.24


S&P said, "In our cash flow analysis, we modeled the EUR500 million
target par amount, the covenanted weighted-average spread of 3.90%
, the covenanted weighted-average coupon of 4.25% and the actual
weighted-average recovery rates for all rated notes. We applied
various cash flow stress scenarios, using four different default
patterns, in conjunction with different interest rate stress
scenarios for each liability rating category.

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

"At closing, we expect that the transaction's documented
counterparty replacement and remedy mechanisms will adequately
mitigate its exposure to counterparty risk under our current
counterparty criteria.

"We expect the transaction's legal structure to be bankruptcy
remote, in line with our legal criteria.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe that our preliminary
ratings are commensurate with the available credit enhancement for
the class A to F notes.

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

"In addition to our standard analysis, we have also included the
sensitivity of the ratings on the 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 exposure to environmental, social, and
governance (ESG) credit factors in the transaction as being broadly
in line with our benchmark for the sector. Primarily due to the
diversity of the assets within CLOs, the exposure to environmental
credit factors is viewed as below average, social credit factors
are below average, and governance credit factors are average. For
this transaction, the documents prohibit assets from being related
to certain activities, including, but not limited to the following:
controversial weapons; non-sustainable palm oil; coal, thermal coal
or oil sands; speculative commodities; tobacco; hazardous
chemicals; pornography or prostitution; civilian firearms; payday
lending; private prisons 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."

Arini European CLO II DAC is a European cash flow CLO
securitization of a revolving pool, comprising euro-denominated
senior secured loans and bonds issued mainly by speculative-grade
borrowers. Squarepoint Capital will act as collateral manager until
Arini Capital Management Ltd. receives the necessary regulatory
permissions, following which Arini will replace Squarepoint as
collateral manager.

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

  A       AAA (sf)      310.00     38.00   Three/six-month EURIBOR

                                           plus 1.55%

  B       AA (sf)        52.50     27.50   Three/six-month EURIBOR

                                           plus 2.25%

  C       A (sf)         30.00     21.50   Three/six-month EURIBOR

                                           plus 2.70%

  D       BBB- (sf)      35.00     14.50   Three/six-month EURIBOR

                                           plus 4.20%

  E       BB- (sf)       22.50     10.00   Three/six-month EURIBOR

                                           plus 7.09%

  F       B- (sf)        15.00      7.00   Three/six-month EURIBOR

                                           plus 8.23%

  Sub     NR             43.00      N/A    N/A

*The preliminary ratings assigned to the class A and B notes
address timely interest and ultimate principal payments. The
preliminary ratings assigned to the class C to 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.

EURIBOR--Euro Interbank Offered Rate.
NR--Not rated.
N/A--Not applicable.
\9oo

AVOCA CLO XIV: Moody's Affirms B1 Rating on EUR14.8MM F-R Notes
---------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by Avoca CLO XIV Designated Activity Company:

EUR18,000,000 Class C-1R Deferrable Mezzanine Floating Rate Notes
due 2031, Upgraded to Aa3 (sf); previously on Aug 10, 2022 Affirmed
A1 (sf)

EUR15,000,000 Class C-2R Deferrable Mezzanine Floating Rate Notes
due 2031, Upgraded to Aa3 (sf); previously on Aug 10, 2022 Affirmed
A1 (sf)

EUR25,000,000 Class D-R Deferrable Mezzanine Floating Rate Notes
due 2031, Upgraded to A3 (sf); previously on Aug 10, 2022 Affirmed
Baa1 (sf)

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

EUR274,400,000 (Current outstanding amount EUR238,411,798) Class
A-1R Senior Secured Floating Rate Notes due 2031, Affirmed Aaa
(sf); previously on Aug 10, 2022 Affirmed Aaa (sf)

EUR25,000,000 (Current outstanding amount EUR21,721,192) Class
A-2R Senior Secured Floating Rate Notes due 2031, Affirmed Aaa
(sf); previously on Aug 10, 2022 Affirmed Aaa (sf)

EUR16,300,000 Class B-1R Senior Secured Fixed Rate Notes due 2031,
Affirmed Aaa (sf); previously on Aug 10, 2022 Upgraded to Aaa (sf)

EUR48,500,000 Class B-2R Senior Secured Floating Rate Notes due
2031, Affirmed Aaa (sf); previously on Aug 10, 2022 Upgraded to Aaa
(sf)

EUR25,700,000 Class E-R Deferrable Junior Floating Rate Notes due
2031, Affirmed Ba2 (sf); previously on Aug 10, 2022 Affirmed Ba2
(sf)

EUR14,800,000 Class F-R Deferrable Junior Floating Rate Notes due
2031, Affirmed B1 (sf); previously on Aug 10, 2022 Affirmed B1
(sf)

Avoca CLO XIV Designated Activity Company, issued in June 2015 and
reset in November 2017, is a collateralised loan obligation (CLO)
backed by a portfolio of mostly high-yield senior secured European
loans. The portfolio is managed by KKR Credit Advisors (Ireland)
Unlimited Company. The transaction's reinvestment period ended in
December 2021.

RATINGS RATIONALE

The rating upgrades on the Class C-1R, C-2R and D-R notes are
primarily a result of the deleveraging of the most senior notes
following amortisation of the underlying portfolio over the last 12
months. The Class A-1R and A-2R notes have paid down by
approximately EUR33.0 million (11.0% of the closing balance) since
February 2023. As a result of the deleveraging,
over-collateralisation (OC) has increased across the capital
structure. According to the trustee report dated February 2024 [1]
the Class A/B, Class C, Class D, Class E and Class F OC ratios are
reported at 141.30%, 128.30%, 119.90%, 112.40% and 108.50% compared
to February 2023 [2] levels of 138.10%, 126.50%, 118.90%, 112.00%
and 108.30%, respectively.

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

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

Performing par and principal proceeds balance: EUR459.2m

Defaulted Securities: none

Diversity Score: 58

Weighted Average Rating Factor (WARF): 2914

Weighted Average Life (WAL): 3.7 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.76%

Weighted Average Coupon (WAC): 3.62%

Weighted Average Recovery Rate (WARR): 44.92%

Par haircut in OC tests and interest diversion test: none

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

Methodology Underlying the Rating Action:

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

Counterparty Exposure:

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

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

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

Additional uncertainty about performance is due to the following:

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

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

AVOCA CLO XVI: Moody's Ups Rating on EUR13.5MM Cl. F-R Notes to B1
------------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by Avoca CLO XVI Designated Activity Company:

EUR16,900,000 Class C-1R Deferrable Mezzanine Floating Rate Notes
due 2031, Upgraded to Aa1 (sf); previously on Aug 15, 2023 Upgraded
to Aa3 (sf)

EUR15,000,000 Class C-2R Deferrable Mezzanine Floating Rate Notes
due 2031, Upgraded to Aa1 (sf); previously on Aug 15, 2023 Upgraded
to Aa3 (sf)

EUR20,400,000 Class D-R Deferrable Mezzanine Floating Rate Notes
due 2031, Upgraded to A2 (sf); previously on Aug 15, 2023 Affirmed
Baa1 (sf)

EUR13,500,000 Class F-R Deferrable Junior Floating Rate Notes due
2031, Upgraded to B1 (sf); previously on Aug 15, 2023 Affirmed B2
(sf)

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

EUR265,500,000 (Current outstanding amount EUR190,640,447) Class
A-1R Senior Secured Floating Rate Notes due 2031, Affirmed Aaa
(sf); previously on Aug 15, 2023 Affirmed Aaa (sf)

EUR13,500,000 Class A-2R Senior Secured Floating Rate Notes due
2031, Affirmed Aaa (sf); previously on Aug 15, 2023 Affirmed Aaa
(sf)

EUR20,000,000 Class B-1R Senior Secured Fixed Rate Notes due 2031,
Affirmed Aaa (sf); previously on Aug 15, 2023 Affirmed Aaa (sf)

EUR9,000,000 Class B-2R Senior Secured Floating Rate Notes due
2031, Affirmed Aaa (sf); previously on Aug 15, 2023 Affirmed Aaa
(sf)

EUR16,300,000 Class B-3R Senior Secured Floating Rate Notes due
2031, Affirmed Aaa (sf); previously on Aug 15, 2023 Affirmed Aaa
(sf)

EUR29,500,000 Class E-R Deferrable Junior Floating Rate Notes due
2031, Affirmed Ba2 (sf); previously on Aug 15, 2023 Affirmed Ba2
(sf)

Avoca CLO XVI Designated Activity Company, issued in June 2016 and
reset in August 2018, is a collateralised loan obligation (CLO)
backed by a portfolio of mostly high-yield senior secured European
loans. The portfolio is managed by KKR Credit Advisors (Ireland)
Unlimited Company. The transaction's reinvestment period ended in
October 2022.

RATINGS RATIONALE

The rating upgrades on the Class C-1R, C-2R, D-R and F-R notes are
primarily a result of the deleveraging of the senior notes
following amortisation of the underlying portfolio since the last
rating action in August 2023.

The affirmations on the ratings on the Class A-1R, A-2R, B-1R,
B-2R, B-3R and E-R notes are primarily a result of the expected
losses on the notes remaining consistent with their current rating
levels, after taking into account the CLO's latest portfolio, its
relevant structural features and its actual over-collateralisation
ratios.

The Class A-1R notes have paid down by approximately EUR62.2
million (23.4%) since the last rating action in August 2023. As a
result of the deleveraging, over-collateralisation (OC) has
increased across the capital structure. According to the trustee
report dated February 2024 [1] the Class A/B, Class C, Class D,
Class E and Class F OC ratios are reported at 150.4%, 133.4%,
124.4%, 113.3% and 108.9% compared to June 2023 [2] levels of
139.6%, 126.8%, 119.7%, 110.8% and 107.1%, respectively.

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

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

Performing par and principal proceeds balance: EUR375.3m

Defaulted Securities: none

Diversity Score: 59

Weighted Average Rating Factor (WARF): 2986

Weighted Average Life (WAL): 3.61 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.63%

Weighted Average Coupon (WAC): 4.53%

Weighted Average Recovery Rate (WARR): 44.16%

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

Methodology Underlying the Rating Action:

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

Counterparty Exposure:

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

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

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

Additional uncertainty about performance is due to the following:

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

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

EUROMAX V ABS: S&P Lowers Class A3 Notes Rating to 'D(sf)'
----------------------------------------------------------
S&P Global Ratings lowered to 'D (sf)' from 'CCC- (sf)' its credit
rating on EUROMAX V ABS PLC's class A3 notes.

On the Feb. 2, 2024 payment date, EUROMAX V ABS PLC failed to fully
pay the interest due to the A3 class by EUR1,097.23. The total
amount of interest due was EUR208,821.00, of which EUR56,156.36 was
paid via the interest proceeds priority of payments and
EUR151,567.52 was paid via the principal proceeds priority of
payments, leaving a shortfall of EUR1,097.23.

As our rating on the class A3 notes addresses the timely interest
and ultimate principal, given this shortfall S&P has lowered to 'D
(sf)' from 'CCC- (sf)' its rating on this class of notes.

EUROMAX V ABS is a cash flow CDO of structured finance securities,
mostly RMBS. The transaction closed in November 2006 and is managed
by Collineo Asset Management GmbH. Our ratings on the class A2 and
A3 notes address the timely interest and ultimate principal, and
S&P's rating on the class A4 notes addresses the ultimate payment
of principal and interest.


FERNHILL PARK: Fitch Assigns 'B-(EXP)sf' Rating to Class F Notes
----------------------------------------------------------------
Fitch Ratings has assigned Fernhill Park CLO DAC expected ratings,
as detailed below.

   Entity/Debt              Rating           
   -----------              ------           
Fernhill Park CLO DAC

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

TRANSACTION SUMMARY

Fernhill Park CLO DAC is a securitisation of mainly senior secured
obligations (at least 96%) with a component of senior unsecured,
mezzanine, second-lien loans and high-yield bonds. Note proceeds
were used to fund a portfolio with a target par of EUR400 million.
The portfolio is actively managed by Blackstone Ireland Limited.
The collateralised loan obligation (CLO) has a 4.6-year
reinvestment period and a seven-year weighted average life test
(WAL).

KEY RATING DRIVERS

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

High Recovery Expectations (Positive): At least 96% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch-weighted
average recovery rate (WARR) of the identified portfolio is 62.6%.

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

WAL Step-Up Feature (Neutral): The transaction can extend the WAL
by one year on the step-up date, which is one year after closing.
The WAL extension is subject to conditions including the
satisfaction of all the collateral quality and the coverage tests,
plus the adjusted collateral principal amount being at least equal
to the reinvestment target par balance.

Portfolio Management (Neutral): The transaction has a 4.6-year
reinvestment period, which is governed by reinvestment criteria
similar to those of other European transactions. Fitch's analysis
is based on a stressed-case portfolio with the aim of testing the
robustness of the transaction structure against its covenants and
portfolio guidelines.

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

RATING SENSITIVITIES

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

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

Based on the identified portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration. Due to the
better metrics and shorter life of the identified portfolio than
the Fitch-stressed portfolio, the class B to E notes display a
rating cushion of two notches and the class F notes of three
notches.

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

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

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

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

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

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

DATA ADEQUACY

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

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

ESG CONSIDERATIONS

Fitch does not provide ESG relevance scores for the transaction. In
cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose in the key rating drivers
any ESG factor which has a significant impact on the rating on an
individual basis.

RIVER GREEN 2020: Moody's Cuts Rating on EUR34.09MM D Notes to B1
-----------------------------------------------------------------
Moody's Ratings has downgraded the ratings of all four classes of
Notes issued by River Green Finance 2020 DAC:

EUR103,500,000 (Current outstanding amount EUR98,155,606) Class A
Notes, Downgraded to Aa2 (sf); previously on Jan 19, 2024 Aaa (sf)
Placed On Review for Downgrade

EUR25,200,000 (Current outstanding amount EUR24,255,000) Class B
Notes, Downgraded to Baa1 (sf); previously on Jan 19, 2024 A2 (sf)
Placed On Review for Downgrade

EUR23,600,000 (Current outstanding amount EUR22,715,000) Class C
Notes, Downgraded to Ba1 (sf); previously on Jan 19, 2024 Baa1 (sf)
Placed On Review for Downgrade

EUR34,090,000 (Current outstanding amount EUR32,811,625) Class D
Notes, Downgraded to B1 (sf); previously on Jan 19, 2024 Ba1 (sf)
Placed On Review for Downgrade

Moody's Ratings does not rate the Class X1 and X2 notes.

RATINGS RATIONALE

The rating actions reflect an increase in the expected loss of the
underlying loan due to the increased likelihood of enforcement
actions after the loan was not repaid when due. In addition, the
credit strength of the anchor tenant has materially deteriorated,
which increases the risk of loan payment shortfalls and also
impacts the value of the underlying property.

Moody's Ratings loan to value ratio (LTV) on the securitised loan
is 85.1% based on vacant possession value and 65.6% based on value
assuming current tenancy.

Whilst the loan was structured at closing with two extension
options, as per the Notice of Default and Special Servicing
Transfer Event [1] the borrower and the servicer were jointly of
the view that a consensual long-term restructuring of the loan was
warranted and agreed that the second extension option under the
loan agreement would not be exercised. The loan was not repaid on
the due date on January 15, 2024 and subsequently defaulted and was
transferred to special servicing on January 16, 2024.

The special servicer entered into a 3-month standstill agreement
with the borrower. On April 3, 2024, the special servicer extended
the standstill period until July 1, 2024.

Currently, the special servicer is assessing the available
strategies including a sale of the loans, a consensual agreement
with the Borrower or a non-consensual approach. The notice [2]
mentions that the special servicer believes that the best strategy
is to pursue a consensual agreement with the borrower and the
negotiations continue. According to the April 2024 notice [2], the
Special Servicer has received a proposal from the Borrower to
restructure the Loan. The proposal is currently being considered.

In addition, the special servicer has received a draft valuation
showing a significantly lower assessed value. However, the special
servicer has noted that the numbers provided compared with advice
received over the last 13 months do not provide with accurate
enough evidence of value for the asset at that time. Therefore the
special servicer has announced it will leave the valuation in draft
form until there is more certainty on the anchor tenant and to also
continue working with the valuer to finalise a valuation in due
course.

The loan is secured on a single large office building (River Ouest)
located in Bezons, Greater Paris, sitting on the banks of the River
Seine, just north of La Défense. The loan was structured with a
3+1+1 year maturity profile. The first extension option was
exercised to give an (extended) maturity date of January 15, 2024.
The second extension option was not agreed.

According to the January 2024 Quarterly Investor Report [3], the
property is currently 98.35% occupied by three tenants. The largest
tenant, Atos SE ("Atos"), pays approximately 83.8% of total rent
and its lease runs until July 31, 2030. The January 2024 Quarterly
Investor Report shows the rent collection rate was 100% and the
loan was in compliance with its Debt Yield and Loan to Value
covenants. However, Atos is in the midst of a corporate
restructuring with no certainty as to how it may emerge, and it
appears to be trying to sub-let at least some of its rented space
at River Ouest.

According to a March 26, 2024 announcement [4], Atos SE has entered
into an amicable conciliation procedure. According to French law, a
conciliation procedure lasts four months, which may be extended by
one month. The conciliation proceeding is a pre-insolvency, fully
confidential proceeding carried out under the supervision of a
court-appointed officer (conciliateur) available for a French
company facing difficulties without being yet insolvent (or
insolvent since less than 45 days). Its aim is to reach an
agreement with the debtor's main creditors and stakeholders.

Moody's Ratings rating action reflects a base expected loss in the
range of 0%-10% of the current balance. Moody's Ratings derives
this loss expectation from the analysis of the default probability
of the securitised loan (both during the term and at maturity) and
its value assessment of the collateral.

Moody's Ratings notes that the transaction benefits from an
amortising liquidity facility provided by Crédit Agricole
Corporate and Investment Bank (Aa3/ P-1) and currently sized at
EUR10.8mm (down from EUR11.3mm at Closing). It is generally
available to cover senior expenses and note interest shortfalls on
the Class A, B and C notes (and Issuer Loan). It is not available
for the Class D notes, nor does it cover scheduled amortization
amounts due under the loan.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's
Approach to Rating EMEA CMBS Transactions" published in May 2021.

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

An upgrade to currently assigned ratings is unlikely at this time.

Main factors or circumstances that could lead to a downgrade of the
ratings are generally (i) a decline in the property value backing
the underlying loan, (ii) an increase in the likelihood of a
enforcement actions or (iii) default risk assessment of the tenants
or (iv) a decrease in the occupancy or achievable rental levels of
the property.

ST. PAUL XI: Fitch Hikes Rating on Class F Notes to 'B-sf'
----------------------------------------------------------
Fitch Ratings has upgraded St. Paul's CLO XI DAC class B and E
notes and affirmed the others, as detailed below.

   Entity/Debt              Rating           Prior
   -----------              ------           -----
St. Paul's CLO XI DAC

   A-R XS2388195120     LT AAAsf  Affirmed   AAAsf
   B-1-R XS2388195633   LT AA+sf  Upgrade    AAsf
   B-2-R XS2388195807   LT AA+sf  Upgrade    AAsf
   C-1-R XS2388196102   LT Asf    Affirmed   Asf
   C-2-R XS2388196441   LT Asf    Affirmed   Asf
   D-R XS2388196870     LT BBB-sf Affirmed   BBB-sf
   E XS2007341576       LT BBsf   Upgrade    BB-sf
   F XS2007341816       LT B-sf   Affirmed   B-sf

TRANSACTION SUMMARY

St. Paul's CLO XI is a cash flow CLO comprising mostly senior
secured obligations. The transaction is out of the reinvestment
period and the portfolio is actively managed by Intermediate
Capital Managers Limited.

KEY RATING DRIVERS

Resilient Performance; Low Refinancing Risk: The rating actions
reflect the transaction's resilient performance and low refinancing
risk. As per the last trustee report dated 7 March 2024, the
transaction is passing all of its collateral quality and portfolio
profile tests. The transaction is currently above target par. The
transaction has 4.5% of assets with a Fitch-derived rating of
'CCC+' and below, as reported by the trustee, versus a limit of
7.50%. Near- and medium-term refinancing risk is also low, with
4.4% of the assets in the portfolio maturing before the end of
2025, as calculated by Fitch.

'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the underlying obligors at 'B'/'B-'. The Fitch-calculated weighted
average rating factor of the current portfolio is 25.6 as reported
by the trustee.

High Recovery Expectations: Senior secured obligations comprise
95.7% of the portfolio as calculated by the trustee. Fitch views
the recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch-calculated
weighted average recovery rate of the current portfolio as reported
by the trustee was 61.1%.

Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. The top 10 obligor
concentration is 17.4%, and no obligor represents more than 2.5% of
the portfolio balance, as calculated by Fitch.

Transaction Outside Reinvestment Period: The transaction is outside
its reinvestment period, but the manager can still reinvest
unscheduled principal proceeds and sale proceeds from credit-risk
obligations, subject to compliance with the reinvestment criteria.
Given the manager's ability to reinvest, Fitch's analysis is based
on a stressed portfolio and tested the notes' achievable ratings
across the Fitch matrix, since the portfolio can still migrate to
different collateral quality tests.

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

RATING SENSITIVITIES

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

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

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

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

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

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

ESG CONSIDERATIONS

Fitch does not provide ESG relevance scores for St. Paul's CLO XI
DAC. In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose in the key rating drivers
any ESG factor which has a significant impact on the rating on an
individual basis. For more information on Fitch's ESG Relevance
Scores, visit the Fitch Ratings ESG Relevance Scores page.

DATA ADEQUACY

St. Paul's CLO XI DAC

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

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

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

TIKEHAU CLO X: Fitch Assigns 'B-sf' Final Rating to Class F Notes
-----------------------------------------------------------------
Fitch Ratings has assigned Tikehau CLO X DAC final ratings, as
detailed below.

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

   A XS2777378337           LT AAAsf  New Rating   AAA(EXP)sf
   B-1 XS2777378501         LT AAsf   New Rating   AA(EXP)sf
   B-2 XS2777378766         LT AAsf   New Rating   AA(EXP)sf
   C XS2777378923           LT Asf    New Rating   A(EXP)sf
   D XS2777379145           LT BBB-sf New Rating   BBB-(EXP)sf
   E XS2777379491           LT BB-sf  New Rating   BB-(EXP)sf
   F XS2777379657           LT B-sf   New Rating   B-(EXP)sf
   Sub Notes XS2777379814   LT NRsf   New Rating   NR(EXP)sf

TRANSACTION SUMMARY

Tikehau CLO X DAC is a securitisation of mainly senior secured
obligations (at least 90%) with a component of senior unsecured,
mezzanine, second-lien loans and high-yield bonds. Note proceeds
were used to fund a portfolio with a target par of EUR425 million.
The portfolio is actively managed by Tikehau Capital Europe
Limited. The collateralised loan obligation (CLO) has a five-year
reinvestment period and an eight-year weighted average life test
(WAL) at closing.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch places the
average credit quality of obligors at 'B'. The Fitch weighted
average rating factor (WARF) of the identified portfolio is 24.1.

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

Diversified Asset Portfolio (Positive): The transaction has a
concentration limit for the 10 largest obligors of 25%. The
transaction also includes various concentration limits, including
the maximum exposure to the three-largest Fitch defined industries
in the portfolio at 43%. These covenants ensure the asset portfolio
will not be exposed to excessive concentration.

WAL Step-Up Feature (Neutral): The transaction can extend the WAL
by one year on the step-up date, which is one year after closing.
The WAL extension will be triggered if the conditions are
satisfied, including the portfolio profile tests, collateral
quality tests, coverage tests and the adjusted aggregate collateral
balance being above the reinvestment target par.

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

Cash Flow Modelling (Positive): The WAL used for the Fitch-stressed
portfolio analysis was reduced by 12 months. This is to account for
the strict reinvestment conditions envisaged after the reinvestment
period. These include passing the coverage tests and the Fitch
'CCC' maximum limit after reinvestment and a WAL covenant that
progressively steps down over time after the end of the
reinvestment period. Fitch believes these conditions would reduce
the effective risk horizon of the portfolio during the stress
period.

RATING SENSITIVITIES

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

A 25% increase of the mean default rate (RDR) and a 25% decrease of
the recovery rate (RRR) across all ratings of the identified
portfolio would lead to a downgrade of one notch in the class D and
class F notes to 'below B-sf' and have no impact on the class A to
C and E notes.

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

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

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

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

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

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

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

DATA ADEQUACY

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

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

ESG CONSIDERATIONS

Fitch does not provide ESG relevance scores for Tikehau CLO X DAC.
In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose in the key rating drivers
any ESG factor which has a significant impact on the rating on an
individual basis.



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

LOTTOMATICA SPA: S&P Affirms 'BB-' ICR on Supportive Performance
----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' long-term issuer credit
rating on Italy-based gaming operator Lottomatica SpA and its 'BB-'
issue rating on its EUR1,965 million existing senior secured
notes.

The stable outlook indicates that S&P expects Lottomatica's revenue
and EBITDA to continue expanding, driven by the integration of
SKS365 and the increasing share of online betting. Adjusted
leverage will remain at 3.5x-4.5x (including the margin loan),
supported by reported free operating cash flow (FOCF) after leases
in excess of EUR80 million and a more conservative financial
policy.

Fiscal year 2023 (ended on Dec. 31) results indicate the company is
delivering on its growth path. In 2023, Lottomatica reported EUR1.6
billion of revenue and about EUR525 million of S&P Global
Ratings-adjusted EBITDA. This compares to EUR1.4 billion of
revenues and S&P Global Ratings-adjusted EBITDA of EUR409 million
in 2022, with growth being driven by the full integration of
Betflag and continuous organic growth. The adjusted EBITDA margin
improved to about 32% in 2023 from 29% in 2022, as Lottomatica
increased its revenue share in the more profitable online
activities while also expanding its market share across its
multiple segments and brands. S&P expects adjusted EBITDA to
increase and reach about EUR600 million in 2024 and EUR700 million
in 2025, spurred by the acquisition of SKS365, which it assumes
will be consolidated in June 2024, and healthy organic growth.
Growth will lead adjusted leverage (including the margin loan) to
peak at 4.2x (3.7x pro forma 100% of SKS365) in 2024 from 4.0x in
2023, before reducing below 4x starting from 2025. Excluding the
margin loan, leverage will peak at 3.4x in 2024 before declining
toward 3.0x.

The SKS365 acquisition will close by the first half of 2024, adding
to a series of successful mergers and acquisitions (M&A). S&P said,
"We expect the 100% acquisition of SKS365 (total enterprise value
of EUR639 million) will close in June 2024, after the customary
competition and regulatory approval. The transaction will be
financed with the EUR500 million bond issued at end-2023, whose
proceeds are in an escrow account and will be released at closing.
SKS365 is an Italy-based omnichannel gaming company, with about
EUR300 million revenue and EUR74 million of company-adjusted EBITDA
in 2023. Lottomatica expects the acquisition to deliver total
synergies of EUR65 million by 2026, after one-off costs and capital
expenditures (capex) of EUR79 million. The group has a long history
of M&A that have significantly improved its scale, business
diversification, and profitability. These include various bolt-on
and transformative deals that were mostly debt funded, such as
Intralot S.A., Goldbet, and International Game Technology PLC's
business-to-consumer gaming business in 2021; Betflag in 2022; and
Ricreativo B SpA in 2023. Acquisitions allowed the group to
diversify from gaming machines into the rapidly expanding, and more
profitable, sports franchise and online segments. As of Dec. 31,
2023, the sports franchise contributed 17% of reported EBITDA (26%
margin) and online contributed 52% (58% margin). With leading
market shares, we think Lottomatica is well positioned to continue
capturing potential industry growth."

Financial sponsor Apollo is gradually reducing its stake in
Lottomatica, though it remains the controlling shareholder. Through
two consecutive accelerated bookbuild offerings to institutional
investors in January and March 2024, Apollo has disposed of a total
of 36 million shares, reducing its stake in Lottomatica to 57.4%
from 72.0% post IPO. The free float now accounts for 43.0% of the
share capital, for a total market capitalization of close to EUR2.7
billion. While Apollo could continue disposing of its shares in the
medium term, the timing and the steps of its exit from the
company's share capital and board of directors remains uncertain.
Therefore, S&P continues to assess the group's financial policy as
"FS-5".

S&P said, "We include Gamma Topco's margin loan in our adjusted
debt, which weighs on our metrics. At the time of the IPO, Gamma
Topco, Lottomatica's holding company, pledged its remaining stake
in the company to enter a three-year margin loan of a maximum
amount of EUR500 million. We expect this loan to be repaid at some
point in the future with secondary share sales--Apollo has already
generated EUR370 million gross proceeds from its recent disposals.
While the margin loan is nonrecourse to the listed entity, we
cannot exclude potential negative implications for Lottomatica and
its creditors if its share price suffers a sharp drop, including
potentially triggering a change of control at Lottomatica. We
therefore include the margin loan and its expected interest
expenses in our adjusted metrics. When including the margin loan,
adjusted leverage increases by 0.7x-0.8x.

"We deem financial policy as more conservative following the IPO in
2023, despite a track record of debt-financed M&A. Lottomatica has
a public long-term target of reported net leverage of 2.0x-2.5x. We
estimate this corresponds to an S&P Global Ratings-adjusted
leverage of 3.5x-4.0x, or 3.0x-3.5x excluding the margin loan,
which we forecast the company will return to as early as 2025. That
said, we cannot exclude future transformative debt-financed M&A
given the company's track record and intention to expand,
potentially into other regulated European markets.

"Our ratings remain constrained by exposure to a single market with
some regulatory uncertainty, including future concession renewals.
Except for its four online concessions, that we anticipate will be
renewed for a period of nine years for an upfront cost of EUR28
million payable between 2023-2024, the long-term renewal of the
group's betting and gaming machine licenses face some
uncertainties. Betting concessions expired in 2016 and have been
renewed annually for fee of about EUR20 million. Similarly, gaming
machine concessions are extended for fees of EUR38 million per
year. In our base case, we assume the government will extend these
licenses annually for the same amounts. However, we cannot exclude
the possibility that the authorities will instead launch tenders to
grant new long-term concessions. Lottomatica expects these
concessions may come with an upfront renewal fee of EUR500
million-EUR600 million. This could have a significant effect on the
group's liquidity position, though the Italian regulatory regime
has historically been supportive of the gaming industry. Future
regulatory developments are difficult to predict, however. Any
adverse change in taxes, renewal fees, minimum payouts, or
restrictions in the number of gaming machines or on online activity
could materially depress the company's revenue, profitability, cash
flow, and liquidity.

"The stable outlook indicates that we expect Lottomatica's revenue
and EBITDA to expand, driven by the integration of SKS365 and the
increasing share of online betting. Adjusted leverage will remain
at 3.5x-4.5x (including the margin loan), supported by reported
FOCF after leases in excess of EUR80 million and a more
conservative financial policy."

S&P could lower the rating in the next 12 months if operating
underperformance or a more aggressive financial policy weaken the
company's credit metrics. Specifically, S&P could lower the rating
due to one or more of the following factors:

-- Debt to EBITDA increasing above 4.5x, or funds from operations
(FFO) to debt declining below 12%; or

-- Reported FOCF after leases deteriorating such that the group
cannot generate structurally positive cash flow of above EUR80
million per year.

S&P could consider an upgrade if Apollo's stake declines below 40%,
pointing to a more diverse shareholding base and a structurally
more conservative financial policy, while credit metrics would be
commensurate with a higher rating level, with FOCF to debt
improving to above 10%.




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

ALTISOURCE SARL: Moody's Affirms 'Caa2' CFR, Outlook Stable
-----------------------------------------------------------
Moody's Ratings has affirmed c's Caa2 corporate family rating and
Caa2 long-term backed senior secured term loan B facility (SSTL)
rating. The outlook is stable.

RATINGS RATIONALE

The affirmation of Altisource's ratings reflects the modest
improvement in the company's financial position over the last year
and Moody's Ratings' expectation that it will continue to modestly
improve over the next 12-18 months.

Altisource provides various services to residential mortgage
servicers and residential mortgage originators. In 2023, 80% of the
company's service revenue came from its servicer and real estate
segment and the remaining 20% from its origination segment.
Revenues in both business segments continue to be negatively
impacted by current macroeconomic conditions.

Although foreclosure moratoriums ended in 2021, with unemployment
at low levels and home equity at record levels, foreclosure
activity remains at historically low levels, which negatively
impacts the demand for Altisource's servicing products. With market
conditions expected to remain largely consistent in 2024, Moody's
Ratings expects foreclosure activity to increase very modestly over
the next 12-18 months.

Refinance originations will likely increase in 2024 from the
historically low levels of 2023, but only moderately since a very
large percentage of mortgages have rates below 5%. Purchase
originations should also increase but will also remain modest,
since home listings will likely continue to be low, with homeowners
still reluctant to give up the low fixed-rate mortgages they
obtained in 2020 and 2021. As a result, Moody's Ratings expects
that originations will only increase a modest amount in 2024 to
around $1.8 trillion, up from around $1.5 trillion in 2023.

While market conditions will remain constrained, Moody's Ratings
expects that Altisource's profitability will continue to improve
over the next 12-18 months, but remain well below pre-pandemic
levels. The increase in profitability will be driven by an increase
in revenues from new and existing clients, as well as from a
reduction in expenses because of the company's cost-cutting
efforts.

The company's reported net loss of $(56.3) million in 2023 was
slightly larger than the $(53.4) million in 2022. However, the
company's operating profit improved in 2023, which was largely
offset by a large increase in non-cash interest expense on the
company's SSTL following the February 2023 amendment. As a result,
company reported adjusted EBITDA (adjusted EBITDA) improved
materially and was $(0.9) million in 2023 versus $(16.6) million in
2022.

In 2023, the company paid down its SSTL to $224.1 million as of
year-end 2023 from $247.2 million as of year-end 2022, largely as
the result of a $35 million equity raise. The SSTL currently
matures in April 2025. However, the company, upon the payment of a
2% PIK payment as well as meeting standard representations and
warranties, has the sole option to extend the SSTL maturity to
April 2026.

The company has a high reliance on Ocwen Financial Corporation
(wholly-owned parent of PHH Mortgage Corporation, Caa1 CFR,
positive) and a somewhat lesser reliance on Rithm Capital Corp.
(B1, stable) which accounted for 44% and 11%, respectively, of
Altisource's total revenues in 2023. Altisource's agreements with
Ocwen run through August 2030. Certain of the agreements contain a
"most favored nation" provision and also grant the parties the
right to renegotiate pricing, among other things.

The stable outlook reflects Moody's Ratings' view that while
profitability will improve over the next 12-18 months, operating
conditions will remain challenging and that the company will
continue to face elevated refinance risk of its SSTL given its high
leverage.

The Caa2 long-term senior secured bank credit facility rating is at
the same level as Altisource's Caa2 CFR and reflects the debt's
priority of claim and strength of asset coverage.

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

Altisource's ratings could be upgraded if the company refinances
and extends the term of its senior secured term loan maturity
beyond 2026, reducing refinancing risk. The ratings could also be
upgraded if profitability and liquidity were to improve and
leverage decline, such that the company achieves and sustains debt
to adjusted EBITDA of 8.0x or less as well as adjusted EBITDA to
cash interest of 1.0x or more.

Altisource's ratings could be downgraded if its financial
performance remains very weak. In particular, the ratings could be
downgraded if profitability, liquidity and leverage do not improve
over the next 12-18 months, for example annualized adjusted EBITDA
increasing and expecting to remain above $15 million as well as
adjusted EBITDA to cash interest of more than 0.75x. In addition,
the ratings could be downgraded if by April 2025 the company is
unable to extend the maturity of the SSTL beyond 2026.

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

PUMA INT'L: Fitch Assigns 'BB(EXP)sf' Rating to USD500M Sr. Notes
-----------------------------------------------------------------
Fitch Ratings has assigned Puma International Financing S.A.'s
planned USD500 million senior unsecured notes an expected
instrument rating of 'BB(EXP)'/'RR4'. This is aligned with its
existing senior unsecured notes. Puma International Financing S.A
is a subsidiary of Puma Energy Holdings Pte. Ltd.

Fitch upgraded Puma Energy Holdings Pte. Ltd's (Puma Energy)
Long-Term Issuer Default Rating (IDR) to 'BB'/Stable on 10 April
2024 (for Key Rating Drivers, Derivation Summary and Key
Assumptions, see full rating action commentary here).

All the proceeds from the new notes will be used to partly repay
the existing notes. The new notes will be guaranteed by Puma Energy
and will rank pari passu with other senior unsecured obligations of
Puma Energy, including bank facilities and Puma International
Financing S.A.'s existing notes. The group also has Opco debt that
ranks ahead of Holdco debt but Fitch does not consider it
sufficiently material to affect the notes' rating.

The assignment of a final rating is conditional upon the completion
of the transaction, applying proceeds to partly repay existing
notes due in 2026 and final terms and conditions being in line with
information received.

KEY RATING DRIVERS

Planned Notes Extend Maturity Profile: The prospective USD500
million notes will extend Puma Energy's debt maturity profile. The
proceeds will be used towards part repayment of existing USD750
million notes due in 2026, of which USD30 million is held by the
group. This transaction is leverage-neutral, while the remaining
outstanding USD220 million notes could be repaid from cash
generation, bank facilities, some of which are expected to have
over a three-year tenor, or refinanced closer to time, spreading
out the debt maturity profile.

RATING SENSITIVITIES

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

Any positive rating action would require an improvement in
Trafigura's consolidated profile or the revision of the PSL access
and control assessment to 'porous' or 'insulated' or a revision of
PSL legal ring-fencing assessment to 'insulated' combined with the
following.

- Evidence of sustained unit margins and FFO margin, while growing
EBITDAR to above USD500 million

- RMI- and lease-adjusted net debt/EBITDAR sustained below 2.2x
combined with sustained compliance with its financial policy

- Strong standalone financial flexibility, including RMI-adjusted
EBITDAR/interest + rent cover sustainably above 2.5x

- FCF margin excluding expansionary capex/EBITDAR above 20% on a
sustained basis

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

- Weakening of Trafigura's consolidated group profile

- Change in Trafigura's behaviour or policy towards Puma Energy,
leading to potential material cash leakage from the subsidiary

- Revision of PSL legal ring-fencing assessment to 'open', which
combined with 'open' access and effective control would permit
value extraction from the subsidiary

- Non-completion of bank facility refinancing or not addressing
maturing notes 12-15 months before maturity, leading to higher
refinancing risk and weaker standalone financial flexibility

- FCF margin excluding expansionary capex/EBITDAR below 0% on a
sustained basis

- RMI- and lease-adjusted net debt/EBITDAR sustained above 3.5x

- RMI-adjusted EBITDAR/interest + rent cover sustainably below
2.0x

ISSUER PROFILE

Puma Energy is a global energy group with operations in over 35
countries worldwide across two core regions Americas and Africa,
with additional assets in Europe and Asia Pacific.

DATE OF RELEVANT COMMITTEE

09 April 2024

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   
   -----------             ------                   --------   
Puma International
Financing S.A.

   senior unsecured    LT BB(EXP)  Expected Rating    RR4



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

COMPACT BIDCO: S&P Downgrades ICR to 'CCC-' on Liquidity Pressure
-----------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
precast concrete product producer Consolis' holding company Compact
Bidco B.V., and its issue rating on its debt, to 'CCC-' from
'CCC+'.

The negative outlook reflects that S&P could lower the rating
further in case of a liquidity shortfall or if the company engages
in a restructuring transaction or pursues a subpar debt exchange.

S&P said, "Absent external financing, we expect Consolis' liquidity
to be tight in 2024. On Jan. 1, 2024, Consolis had about EUR57
million of cash and cash equivalent. The EUR75 million RCF line was
drawn by EUR70 million. In January 2024, Consolis collected about
EUR30 million cash from a sale and leaseback transaction in
Denmark. Notwithstanding this, liquidity is tight. We understand
that most of the on-balance sheet cash located in some emerging
countries is not easily accessible.

"We believe that Consolis has already reduced its capital
expenditure (capex) and working capital position to minimum levels.
We also note that Consolis' activity is seasonal, and that the
first three quarters of the year usually consume cash while the
company collects cash in the last quarter of the year. We estimate
the intra-year working capital peak to be about EUR40 million,
during the third quarter. Considering that most of the RCF is drawn
and the working capital seasonality, we believe that liquidity
might become insufficient in the third quarter 2024, or in about
six months, absent any external liquidity injection.

"The refinancing of Consolis' debt is looming. Consolis' EUR30
million term loan matures in May 2025, and will become short-term
debt in May 2024. Considering the tight liquidity and the
seasonality of the business, we believe that the company may not be
able to repay the loan next year. The EUR75 million RCF will mature
in November 2025, while the EUR300 million 5.75% bond will mature
on May 1, 2026. Given the rise in interest rates, we believe that
Consolis would face a sharp increase in interest expenses if it
refinances, leading to consistently negative FOCF. We note that the
EUR300 million senior notes, Consolis' main debt instrument, trade
well below par. In our view, a distressed exchange is possible."

S&P expects negative free operating cash flows and elevated
leverage to persist in 2024. In 2023, sales declined by 19%
compared with the previous year. All regions posted negative
growth; however, the drop is more pronounced in the West and East
Nordics. Eastern Europe and emerging markets showed more
resilience. Most of the decline is due to the residential
end-market, which suffers from the increase in interest rates, lack
of new projects, and drop in consumer confidence. In addition,
order intakes continue to decline, albeit more slowly.

At the end of 2023, Consolis' book-to-bill ratio was 0.9x, which
indicates that activity is expected to further decrease in the
coming quarters. S&P said, "Therefore, we forecast a slight revenue
contraction in 2024, and a gradual recovery starting the second
half of 2025. We expect a slight improvement in the adjusted EBITDA
margins, owing to lower raw materials costs and lower restructuring
costs. Overall, we expect S&P Global Ratings-adjusted debt to
EBITDA to remain above 10.0x in 2024. We also believe that Consolis
has limited leeway for further working capital and capex cuts. We
forecast negative free operating cash flows of about EUR10 million
until 2026. We make sizable adjustments to our debt and EBITDA
figures. Our main debt adjustments include about EUR70 million of
lease liabilities, EUR12 million of pension obligations, EUR60
million of trade receivables sold, and the EUR60 million PIK loan.
We do not net cash balances from our adjusted debt calculation,
owing to the company's private equity ownership. We also include
restructuring costs in our adjusted EBITDA."

The negative outlook reflects that S&P could lower the rating
further in case of a liquidity shortfall or if the company engages
in a restructuring transaction or pursues a subpar debt exchange.

Downside scenario

S&P could lower the ratings if:

-- The company's performance and liquidity deteriorate further,
such that a financial default becomes likely.

-- The company engages in a restructuring transaction or pursues a
subpar debt exchange.

Upside scenario

S&P could take a positive rating action if:

-- Consolis' liquidity proves adequate to fund its operations;

-- Consolis repays or refinances its upcoming debt maturities such
that its debt average maturity improves. Under a refinancing
scenario, the company would obtain adequate interest rates such
that its free cash flow profile remains structurally positive; and

-- Consolis exceeds S&P's performance projections and demonstrates
a path to longer-term leverage reduction.


CUPPA BIDCO: S&P Rates New Incremental EUR175MM TLB 'B-'
--------------------------------------------------------
S&P Global Ratings assigned its 'B-' issue rating to Cuppa Bidco
B.V.'s (Lipton's) new incremental EUR175 million term loan B (TLB)
maturing in June 2029.

Lipton will use the new TLB to pay down EUR175 million of the
EUR375 million revolving credit facility (RCF) maturing in 2028 and
to pay for transaction fees and expenses. The RCF was drawn EUR330
million as at December 2023 to support Lipton's separation process
from Unilever PLC.

S&P said, "As a result, our ratings on Lipton remain unchanged at
'B-'. After the transaction, we expect the company's liquidity
profile will benefit from a EUR220 million undrawn RCF, as well as
cash and cash equivalents of close to EUR137 million. In our base
case, we do not expect further drawing under the repaid RCF.

"The recovery rating on the total senior secured debt--comprising
the existing EUR1,575 million TLB due in June 2029, the existing
GBP505 million TLB due in June 2029, and the new EUR175 million TLB
due in June 2029--remains at '3', reflecting our expectation of
average recovery prospects (50%-70%; rounded estimate 55%) in the
event of default. The recovery rating is supported by our valuation
of the business as a going concern, given its strong brands in the
global tea market.

"The transaction is leverage neutral. We expect S&P Global
Ratings-adjusted debt to EBITDA will approach 7.5x by year-end
2024, from an estimated 9.0x-9.5x at year-end 2023. Our base case
and assumptions for Lipton remain broadly unchanged.

"Over the first nine months of 2023, Lipton's reported operating
performance was broadly in line with our expectation. The company's
year-on-year volume decline was 9.6% in the third quarter of 2023
(ending Sept. 30, 2023), compared with 22.4% in the second quarter,
along with supportive price mix of 20.5% in the third quarter."

Lipton's separation process from Unilever has been finalized.
Lipton has exited all transition services agreements and now
operates on a fully stand-alone basis. S&P expects the partial
repayment of the RCF will improve Lipton's liquidity headroom and
forecast positive annual free operating cash flow of about EUR50
million-EUR80 million and funds from operations cash interest
coverage of about 1.5x in 2024.


LOPAREX MIDCO: $234MM Bank Debt Trades at 19% Discount
------------------------------------------------------
Participations in a syndicated loan under which Loparex Midco BV is
a borrower were trading in the secondary market around 80.9
cents-on-the-dollar during the week ended Friday, April 12, 2024,
according to Bloomberg's Evaluated Pricing service data.

The $233.9 million Term loan facility is scheduled to mature on
February 1, 2027.  The amount is fully drawn and outstanding.

Loparex is a provider of release liners. The majority of end market
sales come from graphic arts, tapes, industrial, and medical.
Labelstock, hygiene, and composites accounts for a smaller portion
of end market sales. The Company's country of domicile is the
Netherlands.


LOPAREX MIDCO: $370MM Bank Debt Trades at 26% Discount
------------------------------------------------------
Participations in a syndicated loan under which Loparex Midco BV is
a borrower were trading in the secondary market around 74.3
cents-on-the-dollar during the week ended Friday, April 12, 2024,
according to Bloomberg's Evaluated Pricing service data.

The $370 million Term loan facility is scheduled to mature on
August 3, 2026.  The amount is fully drawn and outstanding.

Loparex is a provider of release liners. The majority of end market
sales come from graphic arts, tapes, industrial, and medical.
Labelstock, hygiene, and composites accounts for a smaller portion
of end market sales. The Company's country of domicile is the
Netherlands.


PHM NETHERLANDS: S&P Ups ICR to 'CCC+', Outlook Negative
--------------------------------------------------------
S&P Global Ratings assigned its 'B' issue-level rating and '1'
recovery rating to PHM Netherlands Midco B.V.'s (doing business as
Loparex) new first-out ($175 million) debt facility, 'CCC+'
issue-level rating and '3' recovery rating to the new second-out
($280 million) debt facility, and 'CCC-' rating and '6' recovery
rating to the new third-out ($203 million) debt facility.

S&P also raised its ratings on the existing first-lien term loans
to 'CCC-' from 'D' and affirmed its 'CCC-' rating on the
second-lien term loan.

The negative outlook reflects S&P's view that continued demand
weakness could weigh on Loparex's cash flows causing its liquidity
cushion to narrow and keep its capital structure unsustainable.

S&P continues to view Loparex's capital structure as unsustainable.
Despite an improvement in liquidity from the proceeds of the $135
million new money super-priority term loan, and near-term covenant
relief (after the closure of the revolving credit facility),
Loparex's balance sheet debt has increased by about $95 million.
S&P's expectation of continued demand weakness and pricing
pressures across the company's major end markets, in confluence
with a heavy interest burden, will increase the company's free
operating cash flow (FOCF) deficits and keep S&P Global
Ratings-adjusted debt to EBITDA elevated in the high teens area.

S&P's base-case forecast is for S&P Global Ratings-adjusted
leverage in the high teens area across the next 12–24 months when
the company's approximately $800 million in term debt also becomes
current in 2026. The maturity on the $658 million super priority
debt is February 2027, followed by the second-lien, which matures
in July of the same year. As such, S&P believes the company is
dependent on a favorable turn in business and economic conditions
to satisfy its financial commitments in the longer term.

S&P said, "We expect Loparex will maintain sufficient liquidity
across the next 12-18 months, despite cash flow shortfalls.
Declining topline revenue, lower earnings and the burdensome cost
of borrowed capital will weigh on the company's cash balance across
the next 12-18 months. Still, we believe Loparex will maintain
liquidity sufficient to satisfy its operating needs, including
inter-period working capital swings. The new credit agreement has a
minimum liquidity covenant of $13.75 million tested monthly, which
we believe the company will maintain with sufficient balance sheet
cash when tested. The company will also have a minimum EBITDA
covenant, which will be tested starting June 30, 2025. While we
expect this will be less onerous until it is tested, ongoing
operating trend weakness could potentially make this another area
of credit weakness in 2025.

"The new credit agreement provides covenant relief. In our view,
this gives the company additional runway to execute on its
turnaround strategy. However, there is limited runway under our
base case for underperformance.

"The negative outlook reflects our view that continued demand
weakness could weigh on Loparex's cash flows, causing its liquidity
cushion to narrow and keep its capital structure unsustainable. We
believe Loparex will benefit somewhat from the increased cash
balance and maturity extensions; however, ongoing demand weakness,
uncertainty on the improvement in the operating environment, and an
unsustainable capital structure continue to weigh on the company.

"We could lower the rating on Loparex if we believe that, over the
next 12 months, it will engage in a transaction that we view as
distressed. This can occur if FOCF deficits pressure liquidity or
we believe the company is likely to default within the next 12
months.

"We could raise the rating if revenue and earnings improve such
that we expect Loparex will generate positive FOCF, and EBITDA
interest cover is well above 1x. This could lead us to believe the
company's capital structure is no longer unsustainable. This could
take the form of material recovery in end markets resulting in
stronger operating and financial performance, which would likely
enable the company to significantly reduce its leverage to
sustainable levels and restore liquidity.

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




===============
P O R T U G A L
===============

ENERGIAS DE PORTUGAL: Fitch Affirms 'BB+' Rating on Hybrid Sec.
---------------------------------------------------------------
Fitch Ratings has affirmed EDP - Energias de Portugal, S.A.'s (EDP)
Long-Term Issuer Default Rating (IDR) and senior unsecured rating
at 'BBB' and its hybrid securities at 'BB+'. The Outlook on the IDR
is Stable.

The rating reflects EDP's well-diversified business profile and
high revenue visibility stemming from its regulated network
operations and the quasi-regulated business of its majority-owned
subsidiary EDP Renováveis (EDPR). Fitch expects EDP's performance
to remain solid in a lower electricity price environment assumed
for 2024-2026, based on largely long-term contracted or
incentivised revenues from EDPR, as well as EDP's adequate hedging
policy and the balanced integration of its generation and supply
businesses.

Fitch expects the high execution risk of EDP's renewable capacity
expansion to be mitigated by its strict investment and
risk-management criteria to procurement and construction and in the
selected routes to market.

The Stable Outlook reflects Fitch's forecast that funds from
operations (FFO) net leverage (excluding capital gains (CG) from
EBITDA) will average 4.7x during 2024-2026, which leaves limited
leverage headroom under its relaxed negative rating sensitivity of
4.9x. EDP's commitment to keep leverage metrics consistent with the
'BBB' IDR during its high-capex cycle is key for the rating
affirmation.

Fitch is affirming and withdrawing the IDRs of EDP Finance B.V. as
they are no longer deemed relevant to the agency's coverage since
Fitch has an IDR assigned to EDP and senior unsecured instrument
ratings assigned at EDP Finance B.V.

KEY RATING DRIVERS

Solid Earnings in 2023: EDP's results remained solid in 2023, with
Fitch-defined EBITDA (excluding CG) of EUR4.3 billion at 17% above
last year's. The recovery of hydrological energy resources in
Portugal mitigated the material underperformance at EDPR due to low
wind resources and capacity commissioning delays/one-offs in US and
Colombia, most of which should not continue into 2024.

Stable Leverage; Working-Capital Impact: EDP's 2023 operating cash
flow halved year-on-year due to a working-capital outflow related
to the timing of the cash-in of regulated proceeds in the
Portuguese electricity system. This, together with its continuing
EUR4.0 billion net expansion capex for renewable capacity, led to
deeply negative free cash flow (FCF) that was not offset by EUR1
billion capital increases in EDPR. As a result, net debt increased
EUR1.9 billion to EUR14.8 billion, though FFO net leverage
(excluding CG from EBITDA) remained stable at 4.8x due to the
higher earnings.

Limited Leverage Headroom Forecast: Fitch forecasts FFO net
leverage to decrease to 4.6x in 2024 before it gradually increases
to 4.8x in 2026, versus the negative sensitivity of 4.9x. The
increase is related to slightly lower contribution from EDPR due to
lower energy prices and delayed deployment of renewable capacity,
despite continued investment. However, Fitch still expects
contribution from renewable generation to increase over 2024-2026,
albeit at a slower pace.

Additional Levers to Protect Rating: Despite the limited leverage
headroom, Fitch believes EDP has the willingness and sufficient
financial flexibility to keep leverage metrics consistent with the
'BBB' IDR. Some of the levers available to management include
opportunistic delays to capex, acceleration of its asset-rotation
programme and additional hybrid issuance. At present, Fitch is not
factoring in any of these additional measures into its rating
case.

Diversification Supports Credit Profile: Fitch views
diversification as key to EDP's resilient performance in the
different energy price environments seen since 2019. While its
share of regulated earnings (Fitch's forecast at 35% of EBITDA over
2024-2026) is lower than that of its integrated utility peers, its
revenue visibility is enhanced by its quasi-regulated renewable
generation (40% of EBITDA).

EDP's technology and geographic diversification mitigates resource
intermittency risk while vertical integration with supply helps to
manage its exposure to merchant business (25% of EBITDA).

Lower Price Environment Manageable: Fitch expects progressive price
reduction envisaged in electricity forward prices to have a
moderate impact on EDP's earnings as around 75% of EBITDA in its
2024-2026 forecasts is from regulated and quasi-regulated
activities. Most of EDP's merchant generation relates to pre-hedged
(but flexible) hydro and thermal generation volumes in Iberia,
which should also help the company manage the impact of the price
decrease in the spot markets.

Renewable Expansion Largely Contracted: EDP follows a disciplined
approach in its renewable expansion strategy, protecting projects'
cash flows from price variations by securing more than 60% of their
net present value with contracts of up to 15-year duration. At
end-2023 EDP had 10GW of secured capacity till 2026, of which 61%
has been signed in 2022-2023 (in a favourable price environment for
PPAs).

Expected Delay in Capex Execution: Fitch expects EDPR's installed
capacity to be slightly below the ambitious 27GW initially targeted
in its strategic plan. Net capacity additions stood at 1.8GW in
2023, versus the 3.2GW initially targeted. While some of this is
due to one-offs in the US and Colombia, which Fitch does not expect
to persist over the forecast horizon, its rating case for 2024-2026
assumes the forecast increase in renewables deployment is not
enough to fully make up for the delays in 2023.

Hydro Beneficial in Short Term: Portuguese hydro reserves recovered
in 2023, exceeding long-term average levels at year-end and
resulting in an EUR0.7 billion increase in EDP's Iberian hydro
EBITDA to EUR0.9 billion (close to EUR170 million per GW in 2023).
Despite expected strong performance in 2024, Fitch forecasts a
gradual normalisation of Iberian hydro's EBITDA to about EUR120
million/GW by 2026, from close to EUR150 million/GW in 2024.

CG Excluded From EBITDA: Fitch has updated its calculation of EDP's
Fitch-defined EBITDA to exclude CG from the metric and to show them
as 'divestments' below FFO. This reclassification improves
comparison among rated integrated utility names. This change has
had no impact on EDP's credit profile.

DERIVATION SUMMARY

EDP is a vertically integrated utility and the incumbent in
Portugal. EDP, along with Iberdrola S.A. (BBB+/Stable) and Enel
S.p.A. (BBB+/Stable), anticipated the energy transition ahead of
most other European utilities, although EDP has a smaller scale and
its business risk profile is not fully comparable due to a lower
share of fully regulated businesses.

EDP benefits from a higher share of long-term contracted and
incentivised renewables business, which results in a regulated plus
long-term contracted share, excluding asset-rotation CG, at about
75% of total EBITDA in the medium term.

EDP's higher business risk justifies the one-notch rating
differential with Iberdrola and Enel, given the latter two's larger
scale, greater diversification and a higher share of regulated
EBITDA. Fitch views Naturgy Energy Group, S.A.'s (BBB/Stable)
business risk profile as slightly worse than EDP's, due to
Naturgy's larger share in regulated business (networks) being
offset by a bias towards more volatile gas activities, subdued
growth and a shareholder-friendly strategy.

Fitch does not apply the one-notch uplift to EDP's senior unsecured
rating, as its fully regulated EBITDA share is below 50% (or below
40% regulated plus 10% of contribution from renewables).

KEY ASSUMPTIONS

Its Key Assumptions within its Rating Case for the Issuer:

- Wind and solar generation increasing to 57 terawatt hours (TWh)
in 2026, from 35TWh in 2023, with the selling price averaging at
EUR59 per megawatt hour (MWh)

- Hydro generation in Iberia averaging at 10TWh a year, with
achieved prices tracking current OMIP futures for baseload energy

- Electricity and gas supply remaining stable to 2026 (at 32TWh and
5TWh, respectively) with normalising margins per TWh

- The regulated networks business in Iberia and Brazil evolving in
line with EDP's strategic plan

- Fitch-defined EBITDA (excluding CG) averaging EUR4.5 billion
during 2024-2026

- Effective interest rate averaging at 4.2%, with an effective tax
rate of 24%

- Dividends in line with the communicated dividend floor of
EUR0.195 in 2024 and 2025, and EUR0.20 in 2026

- Capex averaging EUR6.1 billion a year, plus net asset rotation
and disposal proceeds (including CG) at EUR2.2 billion a year to
2026

- Tax equity proceeds averaging at EUR1.3 billion a year to 2026

RATING SENSITIVITIES

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

- Improvement of the business mix towards a higher weight in
regulated activities

- FFO net leverage below 4.0x and FFO interest coverage above 4.6x
on a sustained basis, assuming no major changes in activity mix
other than that expected by Fitch

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

- FFO net leverage above 4.9x (relaxed from 4.7x before) and FFO
interest coverage below 3.7x (relaxed from 4.1x before) for a
sustained period, for example, as a result of delays in asset
rotation, in the absence of other mitigating measures

- Evolution of the business mix towards higher-risk activities or
countries could weaken EDP's debt capacity

Fitch has slightly relaxed the negative sensitivities for FFO net
leverage and FFO interest coverage to reflect the resilient and
diversified business profile relative to its close European
peers'.

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: EDP had EUR3.4 billion of readily available
cash and EUR6.9 billion of available committed credit lines as of
December 2023, of which EUR6.7 billion were due after 2025. The
liquidity position is sufficient to cover EUR6.2 billion maturities
and announced voluntary debt repayments in 2024 and 2025.

ISSUER PROFILE

EDP at end-2023 had a total installed capacity of 29GW, 58% of
which was wind and solar, 26% hydro and 16% thermal and other. In
the distribution segment, EDP operates electricity networks in
Iberia and Brazil with a combined regulated asset base of EUR7.6
billion. The company has over eight million electricity and gas
supply customers across Portugal, Spain and Brazil.

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
   -----------              ------           -----
EDP - Energias de
Portugal, S.A.        LT IDR BBB  Affirmed   BBB
                      ST IDR F2   Affirmed   F2

   senior unsecured   LT     BBB  Affirmed   BBB

   subordinated       LT     BB+  Affirmed   BB+

EDP Espana, S.A.      LT IDR BBB  Affirmed   BBB
                      ST IDR F2   Affirmed   F2

EDP Servicios
Financieros Espana,
S.A. (Sociedad
Unipersonal)

   senior unsecured   LT     BBB  Affirmed   BBB

EDP Finance B.V.      LT IDR BBB  Affirmed   BBB
                      LT IDR WD   Withdrawn  BBB
                      ST IDR F2   Affirmed   F2
                      ST IDR WD   Withdrawn  F2

   senior unsecured   LT     BBB  Affirmed   BBB

   senior unsecured   ST     F2   New Rating



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

PRIMAFRIO SL: Moody's Cuts CFR to B2 & Alters Outlook to Negative
-----------------------------------------------------------------
Moody's Ratings has downgraded the corporate family rating of
Primafrio S.L. to B2 from B1 and its Probability of Default Rating
to B2-PD from B1-PD. Concurrently, Moody's Ratings changed the
outlook on all ratings to negative from stable.

RATINGS RATIONALE

The ratings downgrade reflects the negative trajectory of the
company's performance since the first time rating was assigned in
December 2022, leading to materially weaker key credit ratios than
expected by Moody's Ratings. Although there are signs profitability
has troughed and that the company will strengthen its credit
profile over the next 12-18 months, Moody's Ratings view it as
unlikely the recovery will be strong enough to defend a B1 rating.

With the rating action, Moody's Ratings has also reassessed the
structural profitability level of Primafrio, which the ratings
agency expects to trend toward pre pandemic levels over the next
three years. The B2 rating also continues to be underpinned by
Primafrio's dedicated management team that continues to develop and
introduce revenue and profitability enhancing initiatives such as
groupage service, transport of high-value goods and partnerships in
France and Germany. The latter will increase its wide network of
logistics assets, which complement its own infrastructure.

Conversely, the rating is constrained by a very low interest
coverage ratio. Furthermore, customer concentration remains
significant both from a customer and geographic point of view.

RATING OUTLOOK

The negative outlook balances Moody's Ratings base case - improving
key credit ratios over the next 12-18 months – with the
possibility that the company struggles to turn around the negative
trend seen during the last 18 months. A prerequisite for a change
in outlook to stable is improving operating performance for
Primafrio such that its EBITA / interest coverage ratio comfortably
exceeds 1.0x and its debt / EBITDA ratio is sustained below 6.0x.

LIQUIDITY

Primafrio's liquidity is just adequate. As of the end of December
2023, the company reported around EUR8 million of cash and cash
equivalent and a EUR30 million revolving credit facility maturing
in October 2025. The company has significant lease payments related
to its fleet and logistic facilities, where Moody's Ratings see a
high likelihood that the company will have to draw further funds
from its RCF to cover cash needs for 2024.

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

Although a positive rating action is unlikely over the next 12-18
months, this could be the result of; (1) Moody's-adjusted debt /
EBITDA being below 5.0x on a sustained basis; (2) an EBITA margin
above 10%; (3) an EBITA / interest coverage ratio exceeding 2.0x;
(4) a track record of positive free cash flow generation and (5) a
strengthened liquidity profile.  

Conversely, negative ratings pressure could be the result of; (1)
failure to reduce debt / EBITDA below 6.0x; (2) failure to improve
EBITA / interest coverage above 1.0x; (3) further deterioration in
the EBITA margin; (4) continued negative free cash flow generation
and (5) evidence of a more aggressive financial policy and
liquidity management.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Surface
Transportation and Logistics published in December 2021.

COMPANY PROFILE

Headquartered in Murcia, Spain, Primafrio is a specialty cold chain
transportation and logistics company with a focus on refrigerated
road transport of F&V exported from Spain to the rest of Europe.
Founded in 2007 but with origins dating back 50 years, the company
has been owned by the Conesa Alcaraz family until funds affiliated
with Apollo Global Management, Inc. acquired 49.99% in July 2022.



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

GATEGROUP HOLDING: Moody's Affirms Caa2 CFR, Alters Outlook to Pos.
-------------------------------------------------------------------
Moody's Ratings has changed the outlook on global airline catering
and food service provider gategroup Holding AG to positive from
stable. Concurrently, the rating agency affirmed the company's Caa2
corporate family rating and Caa2-PD probability of default rating.

The rating actions reflect:

-- Ongoing recovery in financial metrics following the pandemic

-- Supportive trading environment

-- Adequate liquidity

RATINGS RATIONALE

In 2023, gategroup has made significant progress in its trading
recovery following the coronavirus pandemic, with revenue
increasing by 21% and Moody's Ratings-adjusted EBITDA multiplying
by more than two and half times to CHF222 million. Moody's
Ratings-adjusted gross debt/EBITDA reduced accordingly to 11.4x at
the end of 2023 from nearly 30x in 2022. Cash generation also
improved, including positive Moody's Ratings-adjusted free cash
flow (FCF, after interest, dividend and lease payments) of CHF55
million. It was supported by payment-in-kind features on most of
the debt and CHF62 million of working capital inflows which Moody's
Ratings does not expect to recur.

Moody's Ratings estimates that gategroup's 2023 revenue of CHF4.7
billion represented approximately 78% of 2019 revenue, including
LSG Europe (acquired in 2020) in both years. This compares
unfavorably to global air passenger traffic reaching 94% of 2019
level in 2023, measured by revenue passenger kilometers (RPK).
However, the weakening of the US dollar and Euro versus the Swiss
Franc between the two periods accounts for most of the gap.

The rating agency forecasts that gategroup will grow its revenue by
close to 10% in 2024, in line with global air passenger growth,
before normalising toward 5% thereafter. While passenger growth is
likely going to be lower than 10% in gategroup's geographies this
year, medium- and long-haul travel for which there is greater
catering penetration have more room to recover. Moody's Ratings
also expects solid growth from the company's food solutions
businesses. Significant inflation across gategroup's entire cost
base has delayed the margin recovery but Moody's Ratings expects
that its adjusted EBITDA margin will return to pre-pandemic level
of around 6% in 2024, from around 4.7% in 2023. This reflects the
rating agency's expectation of increased capacity utilisation in
the group's kitchens and a wide range of initiatives aiming at
finding cost efficiencies.

As a result, Moody's Ratings expects that gategroup's adjusted
leverage will reduce toward 8x in 2024 and 7.5x in 2025. However,
the rating agency forecasts only breakeven FCF this year given
relatively high working capital outflows.

The Caa2 CFR incorporates credit constraints, including: (i)
gategroup's weak credit metrics including high leverage and a
capital structure which is not sustainable at this stage, (ii) the
competitive, low margin and price sensitive industry in which the
company operates, and (iii) dependence on air passenger traffic and
exposure to macroeconomic downturns and geopolitical tensions or
health concerns.

Conversely, the CFR also reflects gategroup's (i) leading position
as an independent global airline caterer, with long-standing
customer relationships and good geographic diversification, (ii)
broadly flexible cost base, and (iii) significant liquidity and
supportive shareholders.

LIQUIDITY

gategroup's liquidity is adequate. The company had CHF285 million
of unrestricted cash on balance sheet at December 31, 2023 and
CHF30 million undrawn under the convertible term loan facility from
its shareholders. However, gategroup's EUR415 million revolving
credit facility (RCF) due in October 2026 remains fully drawn. The
company only has a CHF25 million minimum liquidity test on the RCF
and term loan, for which Moody's Ratings expects ample headroom.
gategroup's next significant maturities are in October 2026 on the
RCF and term loan for nearly CHF700 million equivalent.

STRUCTURAL CONSIDERATIONS

gategroup's debt capital structure consists of a EUR250 million
unsecured term loan, a EUR415 million unsecured RCF, CHF445 million
drawn under a subordinated convertible loan and CHF350 million
unsecured bonds due 2027, all of which are unrated. The convertible
loan is subordinated to the claims of the term loan, RCF and the
bonds.

RATING OUTLOOK

The positive outlook reflects Moody's Ratings expectation of
continued solid growth in the company's revenue and profit, leading
to improvements in key credit metrics. The outlook also assumes
that the company will maintain sufficient liquidity over the next
12-18 months, including the absence of any materially negative free
cash flow.

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

Moody's Ratings could upgrade gategroup's ratings if:

-- gategroup continues to build a track record of sustained
recovery in organic revenue and EBITDA, and

-- Moody's Ratings -adjusted gross debt/EBITDA further improves
and the risk of an unsustainable capital structure diminishes
accordingly, and

-- gategroup maintains adequate liquidity

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

-- Trading recovery stalls and credit metrics do not improve from
the 2023 level, or

-- Default risk increases or recovery prospects for lenders
reduce, or

-- Liquidity deteriorates materially

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

COMPANY PROFILE

Headquartered near Zurich, Switzerland, gategroup is a leading
global independent airline catering and food solutions provider,
operating more than 200 facilities in 60 countries for over 300
aviation customers. In 2023, the company had CHF4.7 billion in
revenue and EBITDA of CHF222 million. gategroup is owned by private
equity investors RRJ Capital (based in Hong Kong) and by investment
company Temasek (based in Singapore), which each hold approximately
50% of the company's shares.



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

FORD OTOMOTIV: Fitch Publishes 'BB+' LongTerm IDR, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has published Ford Otomotiv Sanayi A.S.'s (Ford
Otosan) Long-Term Foreign-Currency Issuer Default Rating (IDR) of
'BB+' with a Stable Outlook. Fitch has also assigned the company's
proposed Eurobond an expected senior unsecured rating of
'BB+(EXP)/RR4'. Final ratings are subject to the completion of
refinancing and final documentation confirming to information
already received.

The ratings and Outlook consider Ford Otosan's solid
through-the-cycle financial profile, which Fitch views as largely
in line with investment-grade automotive peers. The investment
guarantee scheme embedded in the contract manufacturing agreement
with Ford Motor Company (FMC, BBB-/Stable) helps protect Ford
Otosan's revenue and margins from a market downturn and ensures
complete capex recovery over the planned product cycle. Fitch
expects leverage metrics to closely follow the investment cycle and
that the deleveraging path after the initial investment spike will
be supported by healthy free cash flow (FCF) generation before
dividend distribution.

Ford Otosan's business profile is characterised by its small scale
and limited diversification compared with auto peers, which Fitch
views as constraining the rating. The nature of being a contract
manufacturer implies little brand value although Ford-branded light
commercial vehicles (LCVs) produced by Ford Otosan have a leading
market position in Europe. The internal synergy and ability to fund
R&D needs without tapping into FMC network is limited.

KEY RATING DRIVERS

Leading Europe Segment Market Share: Ford-branded commercial
vehicles (CVs) have a leading position in Europe, which is expected
to grow together with new product launches. Transit, including its
variants, is leading European van unit sales. This translated into
Ford Otosan's export revenues significantly increasing between 2015
and 2023. CV registration in Europe has rebounded strongly since
the start of 2023 from a low base in 2022, but it remains below the
pre-pandemic level.

Fitch expects demand for new CVs to remain strong as leisure and
business services activities continue to recover, which will
support high capacity utilisation levels of 80-90% at Ford Otosan's
plants.

Solid Through-the-Cycle Financial Profile: Ford Otosan's financial
profile is commensurate with Fitch's expectation for low
investment-grade automakers. An EBIT margin between 5%-6% places it
comfortably against the high investment-grade median (6%) in its
rating criteria for auto manufacturers. Fitch forecasts the FCF
margins to remain negative to neutral over the rating horizon and
EBITDA net leverage to hover around 2x, driven by funding needs to
roll out a four-year product pipeline. Ford Otosan has a record of
healthy cash flow generation, which gives the company deleveraging
capacity once mass production starts.

Investment Guarantee Scheme: As part of the contract manufacturing
agreement, FMC provides Ford Otosan with an investment guarantee
that secures a contractual volume despite actual sales volumes and
enables Ford Otosan to recover upfront capex over the planned
product cycle. The scheme also entails a cost-plus pricing
mechanism that incorporates the full pass-through of the production
expense and a profit mark-up. The investment guarantee scheme
effectively serves as floor for Ford Otosan's revenue and earnings
and offers some protection from a market downturn, which was
evident by the resilient performance throughout the pandemic.

Scale, Diversification Constrain Rating: Ford Otosan is considered
small compared with European vehicle manufacturers including
Volkswagen AG and Mercedes-Benz Group AG that also feature a much
broader spectrum of vehicle types, brands, and models and are
well-diversified geographically. With expected production capacity
above 900,000 by 2025, Ford Otosan is among the top producers when
compared with the LCV/van segments of Renault, Stellantis N.V., and
VW.

Consequently, Fitch deems Ford Otosan a niche player despite its
leading position in the covered markets and its size and scale
constrain the rating at the current level. Additionally, Ford
Otosan's engineering know-how and own intellectual property rights
are largely associated with Ford branded trucks that do not have a
meaningful market share outside Turkiye.

Appropriate Funding Structure: Around 10% of Ford Otosan's capital
structure relies on short-term debt financing. This is common for
Turkish corporates. Fitch expects short-term bank lines will remain
available. Ford Otosan has also access to factoring and trade lines
that are not utilised. Its largest customer is Ford Deutschland
Holding GmbH, which it derives around 80% of its annual sales,
keeping receivable turnover to 14 days in Turkiye and 30 days in
Romania. The high hard currency (HC) receivable collection rates
support euro-denominated interest payments on its international
borrowings, mitigating FX risks.

Margin Upside from Domestic Sales: Sales to the domestic market
where Ford Otosan has discretion over pricing and distribution
channels improve its profitability (EBITDA margin) although
domestic unit sales have been volatile yoy and can contract fairly
quickly in a worsening operating environment. Ford brands make up
around 9% of the Turkish auto market share with a leading position
in CVs. The passenger car (PC) market remains competitive and will
remain dominated by Fiat and Renault, in its view. Despite the good
margins from domestic sales, Fitch expects group profitability to
be lower as exports represent around 80% of sales.

Strategic Importance for Ford: Fitch believes that Ford Otosan is
strategically important for its joint venture (JV) parent FMC,
producing about two-thirds of Ford's CV unit sales and one-third of
PCs in Europe and provides material cost advantage largely due to
cheaper labour. Ford Otosan is likely to gain more importance while
FMC is ramping down its manufacturing sites in Europe. Ford Otosan
also plays a pivotal role in FMC's global CV strategy and
electrification roadmap. It will manufacture six out of nine FMC's
future electric models, including E-Transit, E-Custom, and the
flagship LCVs is set to be a key pillar of its electric vehicle
arm.

Rating Reflects Standalone Profile: As a JV, Ford Otosan's IDR
currently reflects its Standalone Credit Profile (SCP). Fitch views
the links between FMC and Ford Otosan as potentially supporting a
one-notch rating uplift from Ford Otosan's SCP. This reflects its
assessment using Parent and Subsidiary Linkage Rating Criteria
(PSL) where Fitch sees operational and strategic incentives for FMC
to support Ford Otosan, offset by the lack of debt guarantees or
cross-default clauses.

Fitch has not applied any additional notching to Ford Otosan's IDR
under the PSL as this would lead to rating equalisation with FMC,
which Fitch does not deem appropriate due to the existing JV
structure and proximity of credit profiles. The rating uplift could
be applicable if Ford Otosan's SCP weakens, if FMC guarantees bulk
of its debt, or if FMC's ratings were upgraded.

Country Ceiling Not Limiting Factor: Ford Otosan's IDR is not
limited by a Country Ceiling because Fitch applies the Romanian
Country Ceiling of 'BBB+', reflecting its multi-country operations
instead of Turkiye (B+) where the issuer is legally based. This
stems from its estimate that Romania-originated EBITDA in euros
from the contract manufacturing agreement with FMC
(euro-denominated export sales) is more than sufficient to cover
the HC (euro and US dollar) interest expenses.

DERIVATION SUMMARY

Ford Otosan's modest business profile is characterised by its
comparatively smaller size that does not match higher-rated
original equipment manufacturers (OEM) like FMC, or Renault SA,
which have higher production volumes driven by their sizeable
passenger car production capacities. Nevertheless, mirrored by
FMC's leading CV market shares in Europe, Ford Otosan is a sizeable
light/medium CV producer in Europe, with production capacity that
matches or surpasses peers like Mercedes Vans or Renault CVs.

Ford Otosan's heavy/truck manufacturing capacity is smaller than
truck manufacturers like AB Volvo (NR) and Iveco Group N.V.
(BBB-/Stable). Ford Otosan's product diversification is also deemed
limited, with the issuer's revenues dependent on a handful of
Ford-branded models. Its forecast revenues for Ford Otosan are
concentrated on four models including vans and Puma, which is one
of the main reasons its business profile is constrained below
investment-grade medians in its rating criteria for auto
manufacturers.

The issuer has some geographic concentration to European market,
with no exposure to APAC or the US. Nevertheless, Fitch does not
deem this as a major rating constraint. Its financial profile
compares favorably with most investment-grade rated CV
manufacturers and passenger car OEMs. Fitch forecasts an EBIT
margin of around 6% for Ford Otosan, which is at the 'A' rating
median and similar to that of FMC, and Volkswagen AG (A-/Stable).

The heavy investment cycle in new models will drive new debt
issuance and push EBITDA net leverage to around 2x in the medium
term, which is higher than peers, and above investment-grade
medians in its sector criteria. Fitch does not expect EBITDA net
leverage to be below 1.0x in its four-year forecast period, which
is the 'bb' rating median, flagging leverage as a constraint below
investment-grade ratings. As the new models launch, and deliveries
begin, Fitch expects Ford Otosan's capital structure to improve
rapidly. Nevertheless, this impact will be beyond its forecast
period of four years.

KEY ASSUMPTIONS

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

- Annual export unit sales reaching 700,000 by 2025

- EBITDA margins trending toward mid-single digit in 2027 from high
single digit in 2024

- Capex in line with investment guarantee scheme

- 2024 net working capital change driven by inventory during model
switch

- Successful placement of Eurobond

- Dividend pay-out ratio at 50%

RATING SENSITIVITIES

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

- An upgrade of FMC or strengthening of legal incentives for FMC to
support Ford Otosan

- Net cash position

- Through-the-cycle FCF margin sustained above 4%

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

- EBITDA margin sustainably below 6%

- Through-the-cycle FCF margin sustained below 1%

- EBITDA net leverage above 2.0x by 2025

- Multi-notch downgrade of FMC or adverse change to contractual
sales to FMC

LIQUIDITY AND DEBT STRUCTURE

Comfortable Liquidity: Ford Otosan had TRY5.0 billion of available
cash as of end-2023, after Fitch's adjustment for restricted cash.
Management targets maintaining a level of cash and credit
commitments to meet 21 days of working capital outflows. The export
receivables relate to a single counterparty, which is Ford Europe.
The average receivable collection time at Turkish and Romanian
plants are within 14 days and 30 days, respectively.

For domestic sales, a direct debit system is used for sales via
dealers to mitigate credit risk. Ford Otosan uses letters of credit
and trade lines for export sales, and has a EUR100 million revolver
for working capital needs. Fitch expects negative FCF in the rating
horizon reflecting a capex spike and ongoing dividend payments.

Barbell Debt Maturity Profile Expected: Otosan's debt structure
comprises both term loan A and term loan Bs. Most term loan Bs and
the planned Eurobond are expected to have maturity between 2026 and
2028, reducing near-term liquidity needs after the planned
refinancing. The short-term debt is refinanced on a rolling basis
each year.

ISSUER PROFILE

Ford Otosan is a Turkish automotive manufacturing company that is
specialised in light vehicle production, with leading market shares
in Europe. The company is a joint venture between Koc Holding (41%)
and Ford Motor Company (41%), rest of the shares are free float.

DATE OF RELEVANT COMMITTEE

04 April 2024

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   
   -----------           ------                     --------   
Ford Otomotiv
Sanayi A.S.        LT IDR BB+       Publish

   senior
   unsecured       LT     BB+(EXP)  Expected Rating   RR4



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

BODY SHOP: Explores Deal to Cut Tax Bill, Raise Extra Cash
----------------------------------------------------------
Alessandro Carrara at Cosmetics Business reports that the Body Shop
is exploring a deal to cut its tax bill and raise extra cash for
creditors affected by the brand's administration.

The embattled beauty business' administrator, FRP Advisory, has
reportedly drafted a plan to retain GBP66 million worth of tax
benefits amassed prior to its insolvency, Cosmetics Business
relays, citing The Times.

According to Cosmetics Business, this could help to reduce the
amount of corporation tax placed on the business in the future, and
is dependent on The Body Shop exiting administration and returning
to profitability.

It was revealed the redundancy bills for staff affected by store
closures would be footed by the UK's taxpayers, Cosmetics Business
notes.

Affected employees were told to make a claim to the Redundancy
Payments Service, a government-backed scheme funded by national
insurance contributions.

Liam Byrne, Chairman of the business and trade committee, wrote to
the Insolvency Service asking for more clarity on the redundancy
costs, Cosmetics Business relays.

FRP advisory is also rumoured to be mulling a company voluntary
arrangement (CVA) in a bid to secure the troubled business's
future, Cosmetics Business states.

The accountancy firm has allegedly drawn up proposals for a CVA
which would see the cosmetics brand enter talks with landlords
about rent cuts, as well as other creditors, according to Cosmetics
Business.

The proposed CVA is the latest move by Aurelius to save the ethical
beauty retailer after its UK and Germany businesses collapsed into
administration on Feb. 13, Cosmetics Business notes.

In the UK, 197 stores have closed as part of its restructuring
process.

The store closures and job cuts come after an extended period of
financial challenges for The Body Shop.

FRP Advisory, Cosmetics Business says, is also allegedly exploring
the claim that millions of pounds were taken out of the company
before it fell into administration.


BRITISHVOLT: Blackstone Acquires Northumberland Factory Site
------------------------------------------------------------
The Telegraph reports that US private equity investors have bought
the site of what had been hoped would become Britain's first
electric car battery gigafactory in a blow to Britain's net zero
ambitions.

Land in Cambois near Blyth in Northumberland had been expected to
become the home of the GBP3.8 billion Britishvolt factory before
the company fell into administration last year, the Telegraph
notes.

However, Northumberland County Council revealed it has sold the
site to Blackstone, which plans to turn the site into a data
centre, the Telegraph relates.

Britishvolt, which was backed by mining giant Glencore, collapsed
with the loss of more than 200 jobs and had been in line for GBP100
million in funding from the Government via its Automotive
Transformation Fund, the Telegraph recounts.

An Australian company, Recharge Industries, had promised to buy the
site before itself being hit with a winding up petition, the
Telegraph discloses.

The Blackstone deal, for an undisclosed sum, comes after what
receivers at Begbies Traynor Group described as a "complex" sales
process for the 235-acre site, the Telegraph notes.


EVERTON: On Brink of Administration, Seeks Debt Extension
---------------------------------------------------------
Martin Lipton at The Sun reports that Everton could be plunged into
a new crisis unless the club's prospective owners get a last-minute
overnight extension to a demand they make a GBP158 million loan
repayment.

According to The Sun, Florida-based 777 Partners' bid to take
control of the Goodison club has been in limbo for six months --
despite claims it would be cleared before Christmas.

And the US group, headed by baseball cap-wearing Josh Wander, is
locked in talks over avoiding failing the Prem's current conditions
-- and potentially seeing the club spiral into administration and
an automatic nine point deduction, The Sun discloses.

Last month, Prem legal chiefs said 777 had to satisfy four strict
conditions before the proposed GBP500 million deal could be
approved, The Sun recounts.

In addition to converting their current GBP150 million in loans to
the club into an equity stake, they were also ordered to put
sufficient funds into an escrow account -- a holding bank account
controlled by a third party -- to ensure the club's bills,
including wages, for the rest of the season are guaranteed, The Sun
relates.

The Prem said that 777 needed to pay current owner Farhad Moshiri
an up front payment of GBP64 million, potentially rising to GBP130
million, The Sun notes.

And "by mid-April" -- which later emerged to be 5:00 a.m. on
Tuesday, April 16 -- 777 had to provide proof of funding to
complete the GBP500 million-plus club's new home at Bramley Moore
Dock as well as repaying a loan of GBP158 million for stadium
building made by another US-based fund, MSP Sports capital, The Sun
discloses.

It is the last element which was the most pressing after 777 asked
for an extension to that deadline, which has yet to be granted, The
Sun relays.

That could see Mr. Moshiri lose control of the club in a matter of
hours, effectively ending the sale process with creditors believed
to be keen on taking a stake in the GBP500 million Bramley Moore
Dock stadium which is nearing completion, The Sun states.

But if the plug is pulled on the 777 takeover and the funding
required to see out the season, Everton could be forced into
administration, according to The Sun.


FACTORY TRANSMEDIA: Enters Liquidation, Assets Put Up for Sale
--------------------------------------------------------------
Angela Ferguson at BBC News reports that the animation firm behind
the reboot of children's TV show The Clangers has gone into
liquidation.

According to BBC, Factory Transmedia Ltd, based in Altrincham,
Greater Manchester, has been put into a creditors' voluntary
arrangement.

The firm has produced a range of animations for Disney, Milkshake,
Nick Jr, CBBC and CBeebies.

Liquidators said "challenging" conditions in TV commissioning
globally were a factor, BBC relates.

Conrad Pearson and Patrick Lannagan, from international audit, tax
and advisory firm Mazars, were appointed as joint liquidators of
Factory Transmedia Ltd on April 2, BBC discloses.

JPS Chartered Surveyors has been instructed to help sell off the
company's assets via an online auction, BBC states.

Among the items being sold at the auction are puppets used for the
Newzoids satirical sketch show which ran on ITV in 2015 and 2016,
as well as studio equipment, BBC notes.


MODULOUS LTD: Owed Creditors GBP6.2MM at Time of Liquidation
------------------------------------------------------------
Jodie Bradley at Development Finance Today reports that Modulous
Limited, founded by a team of construction, technology, and
manufacturing specialists to create an asset-light model for the
design and delivery of sustainable homes, went into liquidation
owing GBP6.2 million to its creditors.

According to DFT, the company's latest statement of affairs
revealed that its estimated assets available for floating charge
holders totalled almost GBP2.1 million.

Modulous' estimated deficiency of assets after floating charges hit
nearly GBP3.3 million, with the company also owing its trade
creditors GBP1.09 million, DFT discloses.

This comes after Allister Manson and Trevor John Binyon at Opus
Restructuring LLP were appointed as joint liquidators on March 21,
2024, DFT notes.



TOGETHER 2024-1ST1: S&P Assigns Prelim BB (sf) Rating to E Notes
----------------------------------------------------------------
S&P Global Ratings assigned preliminary credit ratings to Together
Asset Backed Securitisation 2024-1ST1 PLC's (Together 2024-1ST1)
class A and B notes, and interest deferrable class C-Dfrd to X-Dfrd
notes. At closing the issuer will also issue unrated residual
certificates.

Together 2024-1ST1 is a static RMBS transaction, securitizing a
provisional portfolio of up to GBP393.2 million first-lien mortgage
loans, both owner-occupied and buy-to-let, secured on properties in
the U.K. originated by Together Personal Finance Ltd. and Together
Commercial Finance Ltd.

Together Personal Finance Ltd. and Together Commercial Finance Ltd.
are wholly owned subsidiaries of Together Financial Services Ltd.
(Together).

Product switches and loan substitution are permitted under the
transaction documents.

Together Personal Finance Ltd. and Together Commercial Finance Ltd.
originated the loans in the pool between 2015 and 2022.

S&P considers the collateral to be nonconforming based on the
prevalence of loans to borrowers with adverse credit history, such
as prior county court judgments, bankruptcy, and mortgage arrears.

Credit enhancement for the rated notes consists of subordination,
excess spread, and overcollateralization following the step-up
date, which will result from the release of the excess spread
amounts from the revenue priority of payments to the principal
priority of payments.

Liquidity support for the class A and B notes is in the form of an
amortizing liquidity reserve fund. Principal can also be used to
pay interest on the most senior class outstanding (for the class A
to E-Dfrd notes only).

There are no rating constraints on the transaction under our
counterparty, operational risk, or structured finance sovereign
risk criteria. S&P consider the issuer to be bankruptcy remote.


  Preliminary ratings
         
                PRELIM.
  CLASS         RATING*     CLASS SIZE (%)

  A             AAA (sf)      88.50

  B             AA (sf)        4.50

  C-Dfrd        AA- (sf)       2.65

  D-Dfrd        A- (sf)        2.35

  E-Dfrd        BB (sf)        2.00

  X-Dfrd        BBB (sf)       1.35

  Residual certs   NR           N/A

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


TOWD POINT 2024-GRANITE 6: Moody's Assigns (P)B3 Rating to F Notes
------------------------------------------------------------------
Moody's Ratings has assigned provisional ratings to Notes to be
issued by Towd Point Mortgage Funding 2024 - Granite 6 PLC:

GBP[]M Class A1 Asset Backed Floating Rate Notes due July 2053,
Assigned (P)Aaa (sf)

GBP[]M Class B Asset Backed Floating Rate Notes due July 2053,
Assigned (P)Aa3 (sf)

GBP[]M Class C Asset Backed Floating Rate Notes due July 2053,
Assigned (P)A3 (sf)

GBP[]M Class D Asset Backed Floating Rate Notes due July 2053,
Assigned (P)Baa3(sf)

GBP[]M Class E Asset Backed Floating Rate Notes due July 2053,
Assigned (P)Ba2 (sf)

GBP[]M Class F Asset Backed Floating Rate Notes due July 2053,
Assigned (P)B3 (sf)

Moody's Ratings has not assigned ratings to the GBP[] Class Z Asset
Backed Notes due July 2053, GBP[] Class XA1 Asset Backed Floating
Rate Notes due July 2053, GBP[] Class XA2 Asset Backed Floating
Rate Notes due July 2053, and the GBP[] Class XB Certificates.

RATINGS RATIONALE

The Notes are backed by a static pool of residential mortgage loans
as well as unsecured personal loans extended to borrowers located
in the UK originated by Landmark Mortgages Limited ("Landmark",
formerly NRAM plc and Northern Rock plc). This transaction is the
refinancing of the oustanding portfolio securitised in Towd Point
Mortgage Funding 2019-Granite4 Plc and Towd Point Mortgage Funding
2019-Granite 5 Plc. This represents the tenth securitisation by the
originator that is rated by us.

The portfolio of assets amount to approximately GBP1525.7 million
as of January 31, 2024 pool cutoff date. At closing, a 364 day
revolving liquidity facility equal to 1.7% of the Class A1
outstanding balance will be provided by Wells Fargo Bank, N.A.,
(Aa1/P-1; Aa1(cr)/P-1(cr)) acting through its London Branch and
will be available to pay senior fees and interest on the Class A1
Notes. It can be drawn in the event revenue and principal proceeds
as well as funds held in the Class A1 liquidity reserve fund are
insufficient. 6 years from closing, the facility will be reduced by
the amounts held in the Class A1 liquidity reserve fund and
terminates if the Class A1 liquidity reserve fund is funded at its
target. The credit enhancement for the Class A1 Notes will be 15%.

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

According to Moody's Ratings, the transaction benefits from various
credit strengths such as (i) a granular portfolio; (ii) the 18.2
years seasoning of the pool is significantly higher than the
average of UK RMBS transactions; (iii) the secured residential
mortgage pool has a low WA current loan-to-indexed value ratio of
47.8% as calculated by Moody's Ratings; (iv) the liquidity facility
and the liquidity reserve fund will provide liquidity support for
Class A1 Notes.

However, Moody's Ratings notes that the transaction features some
credit weaknesses such as: (i) high arrears, reflecting the
non-conforming nature of the borrowers. The unsecured consumer
loans pool which represents 3.5% of the total pool historically has
shown high level of arrears and losses. The 90 day plus arrears are
currently standing at 27.7% of the unsecured portion of the current
pool. (ii) 65.3% of the loans in the secured mortgage pool have
bullet repayments; (iii) the whole portfolio is exposed to floating
rate loans and has shown a deterioration of performance in the
current interest rate environment and (iv) an unrated servicer
(Landmark). Various mitigants have been included in the transaction
structure such as a back-up servicer facilitator which is obliged
to appoint a back-up servicer if necessary, an independent cash
manager and estimation language.

Moody's Ratings determined the portfolio lifetime expected loss of
3.6% and MILAN Stressed Loss of 15.5% related to borrower
receivables. The expected loss captures Moody's expectations of
performance considering the current economic outlook, while the
MILAN Stressed Loss captures the loss Moody's expect the portfolio
to suffer in the event of a severe recession scenario. Expected
loss and MILAN Stressed Loss are parameters used by Moody's Ratings
to calibrate its lognormal portfolio loss distribution curve and to
associate a probability with each potential future loss scenario in
the ABSROM cash flow model to rate RMBS.

Portfolio expected loss of 3.6%: This is higher than the UK
non-conforming RMBS sector average and is based on Moody's Ratings
assessment of the lifetime loss expectation for the pool taking
into account: (i) the collateral performance of the Landmark
originated loans to date, as observed in the previously securitised
portfolios; (ii) the current macroeconomic environment in the UK;
(iii) the fact that 18.7% of the pool was in arrears as of the pool
cutoff date; and (iv) benchmarking with comparable transactions in
the UK non-conforming sector.

MILAN Stressed Loss of 15.5%: This is higher than the UK
non-conforming RMBS sector average and follows Moody's Ratings
assessment of the loan-by-loan information taking into account the
following key drivers: (i) the collateral performance of the
underlying loans to date as described above; (ii) the weighted
average current loan-to-value of 78.7% in the secured mortgage
pool; (iii) the average seasoning of the pool of 18.2 years, which
is significantly higher than the UK RMBS sector; (iv) interest-only
loans comprise 65.3% of the pool; (v) the loan characteristics
including 3% of the total pool being together loans for which an
unsecured loan balance is outstanding. These are loans where the
borrower obtained a secured and an unsecured loan.

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

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

FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS:

Factors that would lead to an upgrade of the ratings include
significantly better than expected performance of the pool together
with an increase in credit enhancement of Notes.

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

TOWD POINT 2024: Fitch Assigns 'B(EXP)sf' Rating to Class F Notes
-----------------------------------------------------------------
Fitch Ratings has assigned Towd Point Mortgage Funding 2024 -
Granite 6 PLC expected ratings.

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

   Entity/Debt           Rating           
   -----------           ------           
Towd Point Mortgage
Funding 2024 –
Granite 6 PLC

   Class A1          LT AAA(EXP)sf Expected Rating
   Class B           LT AA-(EXP)sf Expected Rating
   Class C           LT A(EXP)sf   Expected Rating
   Class D           LT BBB(EXP)sf Expected Rating
   Class E           LT BB+(EXP)sf Expected Rating
   Class F           LT B(EXP)sf   Expected Rating
   Class XA1         LT NR(EXP)sf  Expected Rating
   Class XA2         LT NR(EXP)sf  Expected Rating
   Class Z           LT NR(EXP)sf  Expected Rating

TRANSACTION SUMMARY

This transaction will be a securitisation of owner-occupied (OO)
residential mortgage assets originated by Northern Rock and secured
against properties in England, Scotland and Wales. It will also
contain a small proportion of unsecured loans (about GBP53.7
million) linked to the mortgage product.

The assets were previously securitised in the Granite Master Trust
and in a number of the Towd Point Mortgage Funding (TPMF) series of
transactions, most recently TPMF - Granite 4 and 5. The seller is
Cerberus European Residential Holdings B.V., which is also the
provider of the representations and warranties, while Landmark
Mortgages Limited (previously Northern Rock) remains the legal
title holder.

KEY RATING DRIVERS

Seasoned Loans: The portfolio consists of seasoned OO mortgage
loans, and unsecured loans (3.5% by current balance), originated
predominantly between 2003 and 2008 (99.6%). It has benefitted from
considerable with a weighted average (WA) indexed current
loan-to-value (CLTV) of 43.9%, leading to a WA sustainable LTV
(sLTV) of 55.0% on the mortgage loans.

The pool contains a fairly high proportion of interest-only (IO)
loans while a material proportion of the loans may have been
originated as fast-track loans. Nevertheless, Fitch considered the
lending criteria of the originator at the time of origination to be
in line with prime market standards and therefore applied its prime
(UKP) matrix assumptions.

Weaker Performance: In setting the originator adjustment, Fitch
considered the historical performance of the pool. Arrears and
default levels have historically been above those typical of prime
UK pools. This underperformance has increased significantly over
the last year as interest rates have risen with one month plus
(1m+) arrears on the total pool rising to 23.1%, as at January
2024.

The pool has also underperformed Fitch's Prime Index (see Asset
Analysis) on both an arrears and defaults basis and taking these
factors into consideration Fitch applied an originator adjustment
of 1.4x to foreclosure frequency (FF), in line with TPMF 2019 -
Granite 4.

Borrowers' Refinancing Challenges Remain: The pool's WA
debt-to-income of 36.2% suggests borrowers may have had reasonable
affordability at origination. However, 92.0% of the mortgage
borrowers are still on the standard variable rate (SVR), means
refinancing is still an issue for many, especially given the number
of cheaper fixed-rate products available on the market.

Over the last year prepayment rates on the mortgage loans have
averaged 24.8%, higher than the average since 2019 (16.7%). This
partially explains the deterioration in arrears performance over
the last year via increased adverse selection on the remaining
pool.

RATING SENSITIVITIES

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

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

In addition, unanticipated declines in recoveries could result in
lower net proceeds, which may make certain notes' ratings
susceptible to negative rating action depending on the extent of
the decline in recoveries. Fitch found that a 15% weighted average
(WA) FF increase and a 15% WARR decrease would lead to downgrades
of up to two notches.

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 and,
potentially, upgrades. Fitch found that a decrease in the WAFF of
15% and an increase in the WARR of 15% would lead to upgrades of up
to three notches.

CRITERIA VARIATION

Deviation from MIR: Collateral performance may worsen and excess
spread is likely to be further depressed in light of the rise in
arrears. Furthermore, recovery rates lower than suggested by the
seasoning on the portfolio could persist due to adverse selection.
When assessing the MIRs against flooring the WAFF at the level of
the six-month plus arrears, increased front-loading of defaults and
reduced recoveries the MIRs were broadly in line with the standard
15% WARR sensitivity reduction, which drove its rating
determination.

The expected ratings are two to three notches below the MIRs for
the class B to F notes, which constitutes a criteria variation.

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 LLP. The third-party due diligence described
in Form 15E focused on the validation of loan level data provided
in the loan level data file for the pool compared with the original
loan files. Fitch considered this information in its analysis,
which 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, Fitch's assessment of the asset pool information relied on
for the agency's rating analysis according to its applicable rating
methodologies indicates that it is adequately reliable.

ESG CONSIDERATIONS

Towd Point Mortgage Funding 2024 - Granite 6 PLC has an ESG
Relevance Score of '4' for Customer Welfare - Fair Messaging,
Privacy & Data Security due to a high proportion of interest-only
loans in legacy owner-occupied mortgages, 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.

TRINITY SQUARE 2021-1: S&P Assigns B- (sf) Rating to X-Dfrd Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Trinity Square
2021-1 PLC's class A, B-Dfrd to G-Dfrd, and X-Dfrd notes. The
transaction also issued class H-Dfrd and Z notes.

Trinity Square 2021-1 is a static RMBS transaction that securitizes
a portfolio of GBP657 million owner-occupied and buy-to-let (BTL)
mortgage loans secured on properties in the U.K.

The transaction is a refinancing of the Trinity Square 2021-1 PLC
transaction, which closed in March 2021. The original Trinity
Square PLC 2021-1 transaction was a refinancing of the Trinity
Square 2015-1 PLC and Trinity Square 2016-1 PLC transactions, which
closed in December 2015 and February 2016, respectively. In the
March 2021 transaction, unrated S1, S2, and Y certificates and a
VRR Loan note were issued, which were subsequently not reissued as
part of the 2024 refinancing.

At closing, there was no sale of mortgages as this happened during
the original transaction.

On the closing date, the issuer issued new notes and used the
issuance proceeds to fully redeem the original notes on their
optional redemption date (April 15, 2024). The portfolio secures
the new notes with the beneficial interest remaining with the
issuer. The transaction parties will acknowledge that there are no
further liabilities outstanding for the original notes after the
closing date.

S&P considers the collateral to be nonconforming based on the
prevalence of loans to self-certified borrowers and borrowers with
adverse credit history, such as prior county court judgments
(CCJs), an individual voluntary arrangement, or a bankruptcy
order.

The pool is well-seasoned with more than 99% of loans being more
than 10 years seasoned.

Approximately 4.8% of the pool comprises BTL loans, and the
remaining 95.2% are owner-occupier loans.

There is high exposure to interest-only loans in the pool at 74.6%,
and 13.4% of the mortgage loans are currently in arrears greater
than (or equal to) one month.

A general reserve fund provides credit enhancement for the class A
to G-Dfrd notes, a liquidity reserve fund provides liquidity
support for the class A and B-Dfrd notes, and principal can be used
to pay senior fees and interest on the notes subject to various
conditions.

Kensington Mortgage Company Ltd. is the mortgage administrator in
this transaction.

S&P said, "There are no rating constraints in the transaction under
our counterparty, operational risk, or structured finance sovereign
risk criteria. We consider the issuer to be bankruptcy remote.

"Our credit and cash flow analysis and related assumptions consider
the transaction's ability to withstand the potential repercussions
of the cost of living crisis, namely higher defaults and longer
recovery timing. As the situation evolves, we will update our
assumptions and estimates accordingly."

  Ratings

  CLASS     RATING*     CLASS SIZE (GBP)

  A         AAA (sf)     555,670,000

  B-Dfrd    AA- (sf)      31,217,000

  C-Dfrd    A- (sf)       10,926,000

  D-Dfrd    BBB (sf)       4,682,000

  E-Dfrd    BB- (sf)       4,682,000

  F-Dfrd    B- (sf)        4,682,000

  G-Dfrd    CCC (sf)       4,682,000

  H-Dfrd    NR             7,804,000

  X-Dfrd    B- (sf)        9,365,000

  Z         NR             6,244,000

  S1 cert§  NR             N/A

  S2 cert§  NR             N/A

  Y cert    NR             N/A

  VRR loan  NR             33,682,000

*S&P's ratings address timely receipt of interest and ultimate
repayment of principal for the class A notes, and the ultimate
payment of interest and principal on the other rated notes.
§The S1 and S2 certificates pay a fixed rate on the loans'
outstanding balance.
N/A--Not applicable.
NR--Not rated.
VRR--Vertical risk retention.



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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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