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

                          E U R O P E

          Thursday, May 2, 2024, Vol. 25, No. 89

                           Headlines



F R A N C E

ATOS SE: French Government Proposes to Acquire Key Assets
MOBILUX SARL: S&P Assigns 'B+' Issuer Credit Rating, Outlook Stable
NOVA ALEXANDRE III: Fitch Assigns 'B+' Final LT IDR, Outlook Stable


G E R M A N Y

EPHIOS SUBCO 3: Fitch Assigns 'B' LongTerm IDR, Outlook Positive


I R E L A N D

DOLE PLC: S&P Alters Outlook to Stable, Affirms 'BB' ICR


I T A L Y

LA DORIA SPA: Fitch Assigns 'B(EXP)' LongTerm IDR, Outlook Positive
MULTIVERSITY SPA: S&P Cuts ICR to 'B' on Expected Leverage Increase


L A T V I A

AIR BALTIC: S&P Assigns Prelim 'B+' Rating to New Sr. Sec. Notes


L U X E M B O U R G

PUMA INTERNATIONAL: Fitch Rates New USD500M Sr. Unsec. Notes 'BB'


N E T H E R L A N D S

KETER GROUP: S&P Cuts ICR to 'SD' on Distressed Debt Exchange


S P A I N

CAJAMAR CAJA: S&P Alters Outlook to Positive, Affirms 'BB+/B' ICRs
PIQUE MIDCO: S&P Assigned 'B' Issuer Credit Rating, Outlook Neg.


S W E D E N

VERISURE HOLDING: S&P Rates EUR300MM Senior Secured Notes 'B+'


T U R K E Y

TURKIYE CUMHURIYETI: Fitch Assigns CCC+(EXP) Rating to Tier 2 Notes


U N I T E D   K I N G D O M

FARLEIGH READING: Enters Administration, Owes Creditors GBP391,755
HOPS HILL NO.4: Fitch Assigns 'BB+(EXP)sf' Rating to Class E Debt
LOADOUT EXPRESS: Falls Into Administration
MILTON PORTFOLIO: Portfolio of 24 Pubs Sold to Punch Pubs & Co
SELINA HOSPITALITY: Inks 5th Amendment to Settlement Deal with YAM

SHIFT 4: Goes Into Administration
SUK24 LIMITED: Goes Into Administration
TM ENGINEERS: Bought Out of Administration Via Pre-Pack Deal
VICTORIA PLC: S&P Lowers ICR to 'B' on Deteriorating Credit Metrics
WELLINGTON PUB: Fitch Affirms Then Withdraws 'CCC' B Notes Rating


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F R A N C E
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ATOS SE: French Government Proposes to Acquire Key Assets
---------------------------------------------------------
Sarah White and Leila Abboud at The Financial Times report that the
French government has proposed buying key assets of Atos, the
heavily indebted technology company, for up to EUR1 billion because
Paris wants to keep them in national hands.

According to the FT, the state wants to purchase three strategic
parts of Atos: super calculators for quantum computing, which are
used by the French army for the country's nuclear weapons
programme; secure communications tech also used by the military;
and certain cyber security assets.

Amid concerns in Paris that foreign investors, including hedge
funds, could gain control of Atos in an upcoming restructuring of
its EUR4.8 billion gross debt, finance minister Bruno Le Maire said
that the state had sent a non-binding letter of intent to the
French company about purchasing the assets, the FT relates.  Atos
on April 29 confirmed the offer, for an enterprise value, which
usually includes debt, of between EUR700 million and EUR1 billion,
the FT discloses.

"There are sovereign assets in Atos that must stay within the
exclusive control of France," Mr. Le Maire told news channel LCI on
April 28.  "We have signalled our interest in acquiring all the
strategic assets of Atos."

As it races to organise its debt restructuring, Atos on April 29
also revealed a bleaker financial picture than it had given in
early April, the FT notes.  It doubled its short-term cash needs
across both 2024 and 2025 to EUR1.1 billion from a previous EUR600
million estimate, taking its total funding needs to EUR1.7 billion,
up from a previous estimate of EUR1.2 billion, the FT states.

It also said it now aimed to cut gross debt by EUR3.2 billion,
compared with a EUR2.4 billion target previously, the FT relays.
Atos, the FT says, has asked for proposals by Friday, April 3, from
top shareholders and creditors to achieve that debt reduction.

The French government has stayed out of much of the turmoil at
Atos, now chaired by former UniCredit boss Jean Pierre Mustier, as
the company churned through several chief executives and made
several strategic U-turns in the past three years.

But as Atos's financial position worsened, the state in early April
announced it would provide a EUR50 million short-term loan and
create a "golden share" system for the company's sensitive assets,
which would allow ministers to block any acquisitions they did not
approve of, the FT recounts.

The assets the government was proposing to buy generated about
EUR900 million in annual revenues and employed 4,000 people, an
economy ministry official said, the FT relates.

That represents less than 10% of Atos's 2023 sales, and 4% of the
total workforce, the FT notes.

The French government's proposal was not a forced nationalisation,
the economic ministry official said, according to the FT.

The state would potentially make a firm offer by June, the FT
discloses.  The government's letter of intent was made via the APE,
an agency that manages the French state's stakes in companies
including utility EDF and telecoms group Orange, the FT states.

Mr. Le Maire, as cited by the FT, said the government would seek to
rally French industrial groups to join its bid in a consortium.

Atos has had various failed talks with individuals and companies
interested in buying some of its assets, as the group has sought to
raise cash to reduce its debt load, the FT recounts.


MOBILUX SARL: S&P Assigns 'B+' Issuer Credit Rating, Outlook Stable
-------------------------------------------------------------------
S&P Global Ratings assigned its 'B+' long-term issuer credit rating
to Mobilux SARL and withdrew its 'B+' issuer credit rating on
Mobilux 2 S.A.S.. At the same time, S&P assigned its 'B+'
issue-level rating and '3' recovery rating (rounded estimate: 55%)
to the proposed EUR250 million senior secured notes and affirmed
its 'B+' issue-level rating on the existing EUR500 million senior
secured notes. S&P's '3' (rounded estimate: 55%) recovery rating on
the existing senior secured notes is unchanged.

S&P said, "The stable outlook reflects our view that Mobilux SARL
will maintain a resilient operating performance despite challenging
market conditions and ongoing inflationary pressures. Under our
base-case forecast, we assume the group's revenue declines by about
4% in 2024 before rising by about 1% in 2025, which will cause its
S&P Global Ratings-adjusted EBITDA margins to fall to about 12.0%
from 12.7% in fiscal year 2023. Nevertheless, we expect Mobilux's
S&P Global Ratings-adjusted debt to EBITDA will remain comfortably
below 4.0x while it generates substantial free operating cash flow
(FOCF) after lease payments (approaching EUR100 million) and
maintains adequate liquidity."

France-based furniture and home goods retailers Mobilux SARL and
Mobilux Finance S.A.S. plan to issue EUR250 million of senior
secured notes, which they will use--along with EUR80 million of
balance sheet cash--to repay Conforama's EUR283 million PGE loan,
finance EUR15 million of transaction fees, and fund EUR32 million
of minority buybacks. The group also plans to issue a new EUR205
million super-senior revolving credit facility (RCF), which it will
use to refinance and upsize its existing EUR140 million RCF.
Additionally, the group intends to move to a centralized
organizational structure, with one common governance for both BUT
and Conforama under a new common parent (New Parent Guarantor),
which is a new entity the group intends to create over the near
term.

The combined group benefits from its strong positioning in the
French furniture and home goods market, which will support its
realization of cost and operational synergies. Mobilux offers a
wide range of products, including home furniture, brown goods, and
white goods, along with decoration products. Through its main
banners BUT and Conforama, the group has established a strong
position in the French furniture market, with 20% market share and
an extensive network comprising 496 stores. The group is also part
of the XXXLutz purchasing partnership (with other European
retailers) and the Giga purchasing organization, which provides it
with significant sourcing synergies, scale advantages, and better
terms with suppliers that improve its bargaining power.
Additionally, S&P expects management's ongoing initiatives will
enable it to realize increasing synergies from both BUT and
Conforama, which will help it optimize the group's cost structure
and maintain a resilient operating performance even amid
challenging market conditions.

S&P understands that management still expects to increase
Conforama's margin by a sizeable amount, including through the
realization of information technology (IT) and logistics cost
efficiencies and improving working capital management. The group
reported revenue of EUR3.7 billion for the 12-months ended Dec. 31,
2023, with 61% of its total revenue derived from the furniture
segment, 25% from white goods, and the remaining 14% equally from
decorations and brown goods.

The integration of both entities into one group amid difficult
market conditions will present some execution risks. Mobilux is
exposed to an inherently competitive and volatile industry, which
is also dependent on consumer discretionary spending and real
estate transaction volumes to support its demand. For instance, the
market has steadily receded since August 2023 due to the post-covid
normalization in its demand, high inflation, and elevated interest
rates, which have reduced the volume of real estate transactions.
That said, BUT has demonstrated its capacity to beat the market and
consolidate its position under a common strategy. We expect
Conforama will demonstrate a similar capability, though not to the
same level as BUT.

This market is also undergoing a restructuring, with some brands
either downsizing their networks (Maisons du Monde) or going out of
business (Habitat). While this will likely benefit Mobilux over the
long-term, it could lead to temporary disruption in its operations.
In this context, the combination of the new entities presents will
entail some execution risk. The creation of a new parent company,
New Parent guarantor, which will replace Mobilux SARL as the rated
entity, will centralize the group's organizational structure and
place both BUT and Conforama under one common governance.

The new entity will consolidate all of the group's accounts,
assets, and liabilities, while both banners will continue to
operate as separate brands. S&P siad, "We foresee some execution
risks related to these ongoing organizational changes because the
adoption of common IT systems and supply chain organizations can
create significant disruptions and lead to material ad hoc costs.
Furthermore, we understand that Conforama's top-line revenue
performance will ultimately depend on the revamping of its
commercial practices, which can be hard to implement. We will
continue to monitor any developments related to the integration
process and comment on their impact when we gain greater insight
into the combined entity's track record, operating performance, and
synergies."

Mobilux, which previously demonstrated some capacity to operate
amid difficult market conditions, has become a sizeable group.In
fiscal year 2023, the company's S&P Global Ratings-adjusted EBITDA
stood at EUR471 million (combining the BUT and Conforama banners),
which was up from EUR450 million in fiscal year 2022. The group
continues to capitalize on its wide product breadth, commercial
agility, and expansionary strategy to preserve its strong position
in the French furniture and home goods market. S&P said, "In fiscal
year 2024, we anticipate Mobilux's revenue will decrease by about
4%, given our forecast that challenging macroeconomic trends and
subdued real estate activity will lead to a decrease in its
volumes. That said, we expect the company's profitability will
remain resilient with an EBITDA margin of about 12%."

S&P said, "We believe that management's focus on cost discipline,
along with efficient customer service and marketing, underpins our
view of the group's ability to preserve its EBITDA margin in the
12%-13% range over the next two years. We note that BUT has
considerably expanded its size and profitability, by more than
doubling its EBITDA since we initiated our rating in 2016, while
developing a strong deleveraging track record. Similarly, since
Mobilux SARL took control of Conforama, it has steadily increased
the entity's reported EBITDA to EUR76 million following years of
operating at a loss under Steinhoff's ownership.

"Mobilux's solid liquidity position and strong cash flow generation
support our rating. Mobilux's liquidity position is supported by
its about EUR319 million of balance sheet cash and the EUR205
million available under its RCF, as well as its limited working
capital needs and lack of significant short-term debt maturities.
Additionally, we view the group's financial flexibility, which is
underpinned by its ample FOCF generation, positively. In 2024, we
expect the group will generate full-year FOCF after leases of
nearly EUR100 million despite the expected decline in its EBITDA
generation. Mobilux's sustainably positive FOCF and lack of
dividend payments will enable it to strengthen its liquidity
buffer, which will provide it with a ratings cushion even if its
profitability declines sharply.

"We view the refinancing of Conforama's EUR283 million PGE loan,
with a combination of debt and balance sheet cash, positively.The
group plans to issue EUR250 million of senior secured notes under
Mobilux Finance SAS, which it will use--along with EUR80 million of
balance sheet cash--to repay Conforama's EUR283 million PGE loan,
finance EUR15 million of transaction fees, and fund EUR32 million
of minority buyback. The proposed transaction will bring the
group's total S&P Global Ratings-adjusted debt to about EUR1.5
billion (including lease liabilities). Considering the group's
combined EBITDA, we expect its leverage pro forma for the
transaction will be about 3.4x in fiscal years 2024 and 2025.
Therefore, we believe that the group's proposed transaction--using
EUR80 million of cash flow to repay debt while issuing a limited
level of debt that does not alter its total leverage--indicates a
relatively prudent financial policy.

"The stable outlook reflects our view that Mobilux SARL will
maintain a resilient operating performance despite challenging
market conditions and ongoing inflationary pressures. Under our
base-case forecast, we assume the group's revenue declines by about
4% in 2024 before rising by about 1% in 2025, which will cause its
S&P Global Ratings-adjusted EBITDA margins to fall to about 12.0%
from 12.7% in fiscal year 2023. Nevertheless, we expect Mobilux's
S&P Global Ratings-adjusted debt to EBITDA will remain comfortably
below 4.0x while it generates substantial FOCF after lease payments
(approaching EUR100 million) and maintains adequate liquidity."

S&P could lower its rating on Mobilux over the next 12-18 months
if:

-- The company's annual FOCF after lease payments falls materially
short of our base-case assumption or its S&P Global
Ratings-adjusted debt to EBITDA rises above 4.5x; or

-- The group employs a more-aggressive financial policy,
characterized by distributions to its shareholders or large
debt-funded acquisitions, that depletes its cash buffer or leads to
weaker credit metrics.

S&P could raise its ratings on Mobilux over the next 12-18 months
if:

-- It successfully integrates BUT and Conforama under a common
governance and management framework;

-- The company delivers a resilient operating performance,
including a further stabilization in its earnings and operating
margins, leading to sustained S&P Global Ratings-adjusted leverage
of below 4.0x under a supportive financial policy; and

-- The company's reported FOCF after leases recovers and remains
sustainably above EUR100 million annually.

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


NOVA ALEXANDRE III: Fitch Assigns 'B+' Final LT IDR, Outlook Stable
-------------------------------------------------------------------
Fitch Ratings has assigned Nova Alexandre III S.A.S., the
debt-issuing entity for Nova Orsay, a French diversified
industrials company, final Long-Term Issuer Default Rating (LT IDR)
of 'B+'. Fitch has also assigned its new EUR430 million senior
secured five-year notes a final 'BB-' rating with a Recovery Rating
of 'RR3' The Outlook on the LT IDR is Stable.

The final ratings conform with the previously assigned expected
ratings as the final documentation was in line with expectations.

The 'B+' LT IDR reflects Nova Orsay's low profitability and limited
scale as well as much-improved capital structure and financial
flexibility following a EUR150 million equity injection in 1Q24.
Fitch assumes the capital injection will be applied towards debt
repayment, as well as refinancing of maturing notes.

The Stable Outlook reflects its belief that the group is likely to
maintain its good business profile and continue to generate solid
free cash flow (FCF) in the short-to-medium term, driven by
gradually rising underlying operating earnings and lower
working-capital volatility.

KEY RATING DRIVERS

Equity Injection Significantly Improves Leverage: The March 2024
equity injection of EUR150 million from all the group's existing
shareholders, which Fitch understands from management will be used
to repay debt, will materially improve its gross and net leverage.
Fitch estimates gross and net leverage at end-2024 at around 4.5x
and 3.8x, respectively, down from 7.6x and 6.2x, at end-2023. If
achieved, these leverage levels will be strong for the 'B'
category. Management has prioritised applying FCF towards further
net debt reduction, which may reduce net leverage to around 2.5x by
end-2026.

Low but Stable Earnings Margins: Nova Orsay generates low EBITDA
margins for the rating, typically in the mid-single digits,
although these are likely to improve slightly in the
short-to-medium term. Because of the group's flexible cost
structure, the margins are, and expected to remain, fairly stable.
Fitch estimates the EBITDA margin will reach 6% in 2024, up from
4.9% in 2023, and gradually rise to around 7% by 2026.

Consistently Positive FCF Expected: Because of Nova Orsay's
asset-light business model, capex is low at around 1.5%-2% of
revenue. This, coupled with its no dividend policy, means that FCF
generation is consistent with a 'BB' category diversified
industrials company. Fitch expects the FCF margin to remain in
excess of 1% in 2024 (1.6% in 2023) and to improve to around 2.5%
in the medium term on the back of higher underlying cash generation
and broadly stable working-capital cash flows.

Debt Issue Aids Financial Flexibility: The five-year EUR430 million
bond, along with a 4.5-year EUR140 million revolving credit
facility (RCF), have greatly improved the group's financial
flexibility by refinancing a large portion of existing debt and
boost its liquidity. Nova Orsay has reported sound cash balances in
recent years - typically in excess of EUR200 million at year-end
with little intra-year volatility.

Well-Diversified Business Profile: The group's end-market
diversification provides it with a natural hedge against the
cyclicality of each of the sectors it operates in, as the cycles
are rarely highly correlated. Also boosting the business profile is
the broad geographical diversification of operations as well as
limited customer concentration.

Its experience and technological expertise make Nova Orsay a key
supplier to its customers. While the group benefits from
considerable barriers to entry, its business profile is restricted
by its scale. Nova Orsay is partly shielded by its customer
relationships, the highly technological nature of its components,
which reduces replaceability risk, and its extensive product and
service offering. However, it remains exposed to the risk of larger
competitors limiting its growth potential, especially in emerging
markets.

DERIVATION SUMMARY

Nova Orsay has a business profile broadly similar to that of other
'B' rating category diversified industrials companies such as
Ahlstrom Holding 3 Oy (B+/Stable), Fiber Bidco S.p.A. (B+/Stable)
and INNIO Group Holding GmbH (B/Positive), although Ahlstrom has
slightly better market positions while INNIO scores higher in
innovation. This is offset by Nova Orsay's good geographic and
product diversification.

Similarly, Nova Orsay has a strong capital structure with lower
expected leverage and slightly better FCF generation, owing to its
low capex intensity. Offsetting these strengths are Nova Orsay's
weaker operating margins, which are low for its rating, although
these are more stable than its peers'.

KEY ASSUMPTIONS

- March 2024 equity injection to be applied towards net debt
repayment

- Revenue growth of 1% in 2024-2025 and 4% for 2026-2027

- Gradual EBITDA margin improvement, stemming from revenue growth
and cost containment, to 6% in 2024 and 6.9% in 2027

- Slight working-capital outflows broadly in line with revenue
growth to 2027

- Capex at under 2% of revenue for 2024-2027

- Small regular bolt-on acquisitions of EUR5 million

RECOVERY ANALYSIS

- The recovery analysis assumes that Nova Orsay will be considered
a going concern (GC) rather than liquidated given their strong
market position and long-term relationship with blue-chips
costumers. Fitch has assumed 10% administrative claim and EUR10
million of securitisation

- The GC EBITDA of EUR110 million reflects the possibility of Nova
Orsay maintaining stable margins in unfavourable market conditions
due to their cost flexibility and ability to increase prices

- Fitch has assumed a 5.5x GC EBITDA multiple due to their low
margins, which is balanced by its stable FCF generation and strong
market position

- Debt comprises the EUR430 million senior secured loan, an EUR140
million RCF, EUR202 million bank debt and a EUR75 million
Obligation Relance (stimulus bond). The EUR140 million RCF is
ranked super senior, while an EUR430 million senior secured loan
and bank debt of EUR202 million are second-lien debt. The
Obligation Relance is subordinated to all debt.

- The result of the recovery analysis is 'RR3'/63% for the senior
secured debt

RATING SENSITIVITIES

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

- EBITDA/gross leverage below 3.5x

- EBITDA margin above 9%

- (Cash flow from operations (CFO) less capex)/net debt above 10%

- FCF margin above 2%

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

- EBITDA/gross leverage above 4.5x

- EBITDA margin below 6%

- (CFO less capex)/net debt below 5%

- FCF margin below 1%

- A change in financial strategy that favours more
shareholder-friendly actions or aggressive M&A

LIQUIDITY AND DEBT STRUCTURE

Enhancing Liquidity Profile: Fitch-adjusted cash available at
end-2023 was EUR164 million. Nova Orsay's liquidity profile will
improve after the recent equity injection and debt refinancing.
Liquidity is boosted by the upsizing and extension of the RCF to
EUR140 million from EUR115 million as well as available cash. Fitch
expects liquidity to be sufficient to cover short-term debt
maturities while expected improvement in FCF will also provide
additional cash for the group.

ISSUER PROFILE

Established in 1812 and based in Paris, Nova Orsay is a holding
company that designs and manufactures highly engineered machines
and production lines, as well as critical and niche process
equipment. Nova Orsay also supports its industrial customers
through a full range of services (maintenance, spare-parts,
retrofitting, training, digital services).

ESG CONSIDERATIONS

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

DATE OF RELEVANT COMMITTEE

11 April 2024

   Entity/Debt             Rating          Recovery   Prior
   -----------             ------          --------   -----
Nova Alexandre
III S.A.S.           LT IDR B+  New Rating            B+(EXP)

   senior secured    LT     BB- New Rating   RR3      BB-(EXP)



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G E R M A N Y
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EPHIOS SUBCO 3: Fitch Assigns 'B' LongTerm IDR, Outlook Positive
----------------------------------------------------------------
Fitch Ratings has assigned Ephios Subco 3 S.a.r.l (Synlab) a final
Long-Term Issuer Default Rating (IDR) of 'B' with a Positive
Outlook and its senior secured debt a final 'B+' rating with a
Recovery Rating 'RR3'. This follows the takeover of Synlab AG by
Cinven, with Synlab replacing Synlab AG as the top entity of the
new restricted group.

The senior unsecured rating of Synlab Bondco PLC has been
downgraded to 'CCC+' from 'BB' and removed from RWN. Its Recovery
Rating is 'RR6'.

The 'B' IDR reflects Synlab's weakened credit metrics under the new
capital structure, a loosening of financial policy with no
specified leverage targets following Cinven's buyout and the risk
of re-leveraging should Synlab decide to purchase the remaining 15%
minority stake. It also reflects temporarily subdued margins and
free cash flow (FCF) on negative operating leverage caused by a
sharp decline in the Covid-19 business, high cost inflation and
higher interest rates.

The Positive Outlook reflects Fitch's expectation that credit
metrics will improve towards its upgrade sensitivities over the
next 18 months as EBITDA margins gradually improve. However, a
debt-funded purchase of minorities or an aggressive financial
policy could result in the Outlook being revised to Stable.

Fitch has also downgraded Synlab AG's IDR to 'B' from 'BB', removed
it from Rating Watch Negative (RWN) and simultaneously withdrawn
it.

Synlab AG's IDR has been withdrawn as it is no longer the top
entity of the restricted group and is therefore no longer
considered to be relevant to the agency's coverage.

KEY RATING DRIVERS

Takeover Resets/Increases Leverage: The takeover will result in an
EUR915 million increase in total debt, assuming that its existing
EUR385 million term loan B (TLB) is not repaid. Fitch expects this
to lead to EBITDAR leverage rising towards 6.5x (5.5x net) at
end-2024 from 5.0x (4.5x net) at end-2023. Fitch expects a gradual
improvement in sales and EBITDA margin to support a decline in
EBITDAR leverage towards its positive sensitivities in 2025.

Sharp Margin Contraction in 2023: EBITDAR leverage increased to
5.0x at end-2023 from 3.3x at end-2022 due to a sharp decrease in
EBITDA margins. Synlab's EBITDA margin (Fitch-defined, adjusted for
IFRS16 rental expenses) declined to 9.4% in 2023 from 18.0% in
2022. This was caused by a revenue contraction of Covid-19 testing
to EUR40 million from EUR790 million, delays in adjusting its
personnel headcount to the lower activity, and short-term
inflationary pressures. Combined with higher variable interest
rates, this led to almost neutral pre-dividend FCF and negative
post-dividend FCF.

Gradual Margin Recovery Expected: Fitch believes that EBITDA
margins will gradually improve to 11.5% in 2024 and towards 14% by
2026 on effective cost management, modest operating leverage with
low single-digit organic growth absorbing fixed costs, and easing
inflation. Its rating case forecasts modest FCF margins in the low
single digits over 2024-2026, supported by contained capex. Fitch
did not factor in potential margin benefit from Synlab's new
portfolio optimisation strategy, by divesting under-performing
assets or assets that can be sold at highly accretive multiples, as
Fitch would like to first see evidence on how it would shape
profitability in the medium term.

Deleveraging Contingent on Financial Policy: Its rating case
assumes that Synlab's EBITDAR leverage will improve to below its
5.5x upgrade sensitivity in 2025 and to below 5.0x in 2026, hence
the Positive Outlook. However, Fitch notes the possibility that a
debt-funded purchase of the remaining 15% minority stake,
potentially at a substantial premium to the tender offer price,
would temporarily increase leverage and potentially result in the
Outlook being revised to Stable, particularity given the lack of a
specified leverage target under Cinven's ownership.

Supportive Sector Fundamentals: Fitch regards lab-testing as social
infrastructure given its defensive non-cyclical nature. The sector
is characterised by steadily rising demand as preventive and
stratified medicine becomes more prevalent. However, this is
counter-balanced by price and reimbursement pressures as national
regulators contain rising healthcare costs. Larger sector
constituents, such as Synlab, are best placed to capitalise on
positive long-term demand fundamentals and extract additional value
through scale-driven efficiencies and market-share gains by
displacing less efficient and less-focused smaller peers.

Diversification Mitigates Regulatory Pressures: Synlab operates in
a regulated healthcare market, which is subject to pricing and
reimbursement pressures, and in some jurisdictions such as France -
Synlab's largest market - it is bound by a tight price and volume
triennial agreement between the national healthcare authorities,
lab-testing groups and trade unions. This is, however, mitigated by
the pricing flexibility under inflation-indexed tariff frameworks
in some geographies in northern and eastern Europe. The high social
relevance of the lab-testing sector exposes Synlab to the risk of
tightening regulations, which can constrain their ability to
maintain operating profitability and cash flows.

DERIVATION SUMMARY

Synlab's IDR is supported by the group's solid market position, as
the largest lab-testing provider in Europe, with sales sustained at
around EUR2.6 billion and leading positions in the European
lab-testing market, alongside a defensive business model.

Compared with other investment-grade (IG) global medical diagnostic
peers such as Eurofins Scientific S.E. (BBB-/Stable) and Quest
Diagnostics Inc (BBB/Positive), Synlab is more concentrated in
Europe (around 95% of sales) and is more exposed to the routine
lab-testing market. In addition, IG Eurofins and Quest are 2x-3x
larger in total sales and more diversified across other diagnostic
markets such as environmental and food-testing.

Until 2022 Synlab's profitability was broadly in line with IG
peers', with solid EBITDAR margins of at least 20% and strong high
single-digit FCF margins for 2020-2022. However, its margins
declined faster than those of IG peers' in 2023 and are expected to
improve gradually.

Synlab's leverage is lower than those of direct peers Laboratoire
Eimer Selas (B/Negative) and Inovie Group (B/Negative), with
EBITDAR leverage projected at between 6.0x and 8.0x.

KEY ASSUMPTIONS

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

- Organic sales growth averaging 2.5% over 2024-2026

- No M&A in 2024, increasing to EUR50 million in 2025 and EUR100
million in 2026 at enterprise value (EV)/EBITDA multiples of 10x

- EBITDA margins (excluding IFRS16 rents) improving to 11.5% in
2024 from 9.4% in 2023, and gradually improving towards 14% by
2026

- Rent expense at around EUR105 million per annum in 2023-2026

- Capex at 5% of sales in 2024, decreasing to around 3.7% in
2025-2026

- No dividends payout in 2024-2026

RECOVERY ANALYSIS

The recovery analysis assumes that Synlab would be reorganised as a
going-concern (GC) in bankruptcy rather than liquidated given its
asset-light operations.

Fitch estimates a distressed EBITDA of around EUR235 million, which
reflects a 26% discount to expected EBITDA in 2024. Distress could
come as a result of adverse regulatory changes, failure to improve
margins, and an aggressive and poorly executed M&A strategy leading
to an unsustainable capital structure.

The distressed EV/EBITDA multiple of 6.0x reflects Synlab's
geographic breadth and scale as European lab-testing market leader
and cash-generative operations, in line with its diversified peers
such as Biogroup's.

Synlab's revolving credit facility (RCF) is to be fully drawn on
default and ranks equally with senior secured debt under the new
capital structure. The existing senior unsecured debt issued by
Synlab Bondco will be subordinated to senior secured debt.

The allocation of value in the liability waterfall results in a
Recovery Rating 'RR3' for the senior secured debt (EUR1,450
million) and the RCF (EUR500 million) indicating a 'B+' instrument
rating with an output percentage of 65%. As Synlab Bondco's senior
unsecured debt of EUR385million ranks behind the senior secured
debt, the waterfall analysis yields a Recovery Rating of 'RR6',
indicating a 'CCC+' instrument rating, two notches below the IDR.

RATING SENSITIVITIES

Factors That Could, Individually or Collectively, Lead to an
Upgrade:

- A consistent and more conservative financial policy leading to
EBITDAR leverage below 5.5x and EBITDAR fixed-charge coverage above
2.0x on a sustained basis

- Strengthening FCF margins in the low single digits

Factors That Could, Individually or Collectively, Lead to The
Outlook Being Revised to Stable:

- EBITDAR leverage remaining structurally above 5.5x owing to
operational underperformance or an appetite for debt-funded
acquisitions

- EBITDAR fixed charge coverage remaining structurally below 2.0x

- Inability to improve FCF margins to low single digits beyond
2024

Factors That Could, Individually or Collectively, Lead to a
Downgrade:

- EBITDAR leverage above 7.5x and EBITDAR fixed-charge coverage
below 1.5x on a sustained basis

- Negative or neutral FCF margins beyond 2024

- Absence of like-for-like sales growth or inability to extract
synergies or integrate acquisitions, or other operational
challenges

LIQUIDITY AND DEBT STRUCTURE

Comfortable Liquidity: Synlab's liquidity is comfortable, with
Fitch-defined readily available cash (net of restricted cash of
EUR50 million for daily operations) of about EUR171 million at
end-2023, reinforced by EUR500 million available under a committed
RCF maturing in 2030.

Synlab Bondco's senior unsecured debt matures in July 2027 and
Synlab's senior secured debt matures in 2030. Stable operating
performance with moderate working-capital outflows and capex should
support positive FCF from 2025.

ISSUER PROFILE

Synlab is one of Europe's largest providers of analytical and
diagnostic testing services, offering routine and specialist tests
in clinical testing, anatomical pathology testing and diagnostic
imaging. It runs operations in around 40 countries, with a
predominant focus on Europe.

ESG CONSIDERATIONS

Synlab has an ESG Relevance Score of '4' for Exposure to Social
Impacts due to due to increased risks of tightening regulation that
may constrain its ability to maintain operating profitability and
cash flow, 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.

   Entity/Debt             Rating           Recovery   Prior
   -----------             ------           --------   -----
Ephios Subco 3
S.a.r.l              LT IDR B    New Rating            B(EXP)

   senior secured    LT     B+   New Rating   RR3      B+(EXP)

Synlab Bondco PLC

   senior
   unsecured         LT     CCC+ Downgrade    RR6      BB

Synlab AG            LT IDR B    Downgrade             BB
                     LT IDR WD   Withdrawn             B



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I R E L A N D
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DOLE PLC: S&P Alters Outlook to Stable, Affirms 'BB' ICR
--------------------------------------------------------
S&P Global Ratings affirmed all of its ratings on Dole PLC,
including its 'BB' issuer credit rating, and revised our outlook to
stable from negative.

The stable outlook reflects S&P's expectation that the company will
continue generating healthy FOCF and remain committed to
deleveraging and maintaining leverage at around 3.5x.

S&P said, "We expect Dole will continue reducing leverage. In
addition to modestly growing EBITDA 4% year over year in 2023, the
company significantly reduced its working capital requirements as
supply chain constraints eased. This enabled Dole to generate
approximately $130 million in discretionary cash flow (DCF), after
adjusting for cash outflows related to its salad business that it
reports as a discontinued operation. The company used this DCF and
proceeds from asset sales to repay debt and reduce leverage to 3.9x
at fiscal-year-end 2023, from 4.6x a year earlier. Although we
expect DCF to decline below $100 million in 2024, the company's
cash available for debt repayment will benefit from the recent sale
of its Progressive Produce business for $100 million in net
proceeds. Therefore, we project more than $150 million in debt
repayment in 2024. Based on our expectation for flat EBITDA growth
next year but ongoing debt repayment, we project debt to EBITDA
will decline below 3.5x by fiscal-year-end 2024."

Dole's scale and longstanding relationships with key retailers
should help it maintain stable operations. The company performed
well in 2023 with a gradual recovery in its profitability and cash
flow generation as it lapped supply chain disruptions and high
energy costs from the Russia-Ukraine war, which hurt its European
business. While its fresh fruits segment continues to face the risk
of earnings volatility due to possible weather-related harvest
disruptions, Dole's diversified global sourcing network has
alleviated some of the inherent pressures in its operations. In
addition, S&P believes Dole's leading market positions in fresh
produce in North America and Europe and its ability to service
large key retail partners will enable it to generate long-term
growth.

Dole management has a conservative financial policy and remains
committed to debt reduction. S&P said, "We believe it will remain
committed to reducing debt and operating with leverage in the low-
to mid-3x area in the long run. While we recognize the possibility
of ongoing bolt-on acquisitions, there is limited flexibility
within the rating for mid- to large-scale mergers and acquisitions
(M&A) or incremental shareholder remuneration, since that would
likely cause the company to deviate from our forecasted
deleveraging path."

The stable outlook reflects S&P's expectation that the company will
continue generating healthy FOCF and remain committed to
maintaining leverage below 3.5x.

S&P could lower the ratings if leverage does not improve to 3.5x or
below by the end of 2024 and the company does not generate free
cash flow of more than $50 million. This could occur if:

-- Additional product recalls or exogenous events that lead to
excess market supply and pricing pressure, result in materially
weaker margins;

-- The company cannot offset unfavorable foreign currency and
commodity fluctuations with higher prices; or

-- More aggressive financial policies prevent the company from
further deleveraging.

S&P could raise its ratings if S&P believes Dole will sustain
leverage below 3x. This could occur if:

-- The company can operate without significant market disruptions
such that we believe earnings volatility is less pronounced;

-- The company maintains profitability by offsetting input cost
inflation with price increases and operating efficiencies; and

-- The company commits to operating with leverage below 3x.




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

LA DORIA SPA: Fitch Assigns 'B(EXP)' LongTerm IDR, Outlook Positive
-------------------------------------------------------------------
Fitch Ratings has assigned La Doria S.p.A. an expected first-time
Long-Term Issuer Default Rating (IDR) of 'B(EXP)' with a Positive
Outlook. Fitch has also assigned its upcoming issue of EUR500
million senior secured notes (SSN) an expected instrument rating of
'B+(EXP)' with a Recovery Rating of 'RR3'.

La Doria's ratings primarily reflect its niche scale and
concentrated retail customer base, which is partly mitigated by its
long-standing customer relationships and adequate operating
profitability for a private-label food-processing company. The IDR
is also anchored in La Doria's moderate leverage metrics and
sustained positive free cash flow (FCF).

Fitch projects La Doria will be able to generate modest EBITDA
growth, supporting low single-digit FCF margins and leading to
adequate leverage headroom. Organic revenue expansion and EBITDA
margin improvements, including through internal efficiencies and
product-mix upgrades, will firmly place La Doria within its
sensitivities for a 'B+' upgrade over the next 12 to 18 months,
which is reflected in the Positive Outlook.

La Doria's majority shareholders are funds managed by
Investindustrial, with the founding family owning a minority stake.
Investindustrial gained control of the company in 2022 through a
public-to-private leveraged buyout. The prospective SSNs are to be
used to repay the outstanding 2022 financing and to fund EUR125
million of distributions to the shareholders. The final ratings are
subject to the completion of the refinancing and final
documentation conforming to information already received.

KEY RATING DRIVERS

Niche Product, Concentrated Customers: La Doria's ratings are
driven by its niche in the food-processing sector, corresponding to
the 'B' rating category based on its scale. It has a highly
concentrated customer base, with its top 10 clients representing
about 75% of revenues. This is, however, mitigated by La Doria's
long-standing customer relationships and no contract cancellations,
backed by its logistic and production capabilities. While La
Doria's customers have stronger bargaining power, its margins of
above 10% are high for the rating, which underscore its attractive
product offering.

Sustainability of EBITDA Margins Critical: La Doria's ability to
sustain its EBITDA margins at around 11% following an exceptionally
strong performance in 2023 is key to its rating. Inflation-driven
price increases and personnel cost reduction resulted in a
Fitch-calculated EBITDA margin of 11.8% in 2023, versus under 10%
three years ago. Fitch sees limited scope for further profitability
improvement based on La Doria's organic contract base and low
emphasis on product innovation.

However, Fitch has factored in some leeway in EBITDA margins to
accommodate potential volatility given La Doria's exposure to
harvest yields and input commodity prices. A full delivery under
managements' planned initiatives may lead margins to stabilise at
around 12%.

Slow Cost Pass-Through: La Doria benefits from its costs mainly
being variable. Key cost items are raw materials, packaging and
sourcing of trading products. The supplier base is moderately
diversified with top five suppliers accounting for around 25% of
cost of goods sold. La Doria's tomato sourcing is strong due to
framework agreements with several producers, while pulses suppliers
are more concentrated. However, La Doria remains exposed to
fluctuations in pricing and yield of tomato and other commodities
with slow pass-through mechanisms of up to a year. This may affect
its profitability in low-yielding seasons or geopolitical tensions,
as was the case in 2022.

Modest EBITDA Growth: Fitch projects modest EBITDA CAGR of around
1.5% for 2023-2027. Adjusted for the low input costs seen in 2023,
the modelled CAGR is over 4.0%. Adjusted costs involved glass,
tinplate and energy as an effect of governmental measures. For
2024, Fitch estimates EBITDA margin contraction and a slower
expansion towards 11.5% in 2027. This is due to cost efficiencies,
operating leverage effects and change in product mix as La Doria
plans to focus more on higher-margin ready-made sauces. All these
measures will be critical to driving profitability to or above 12%,
which is its upgrade trigger. Inability to sustain current
profitability will put pressure on ratings.

Currency Exchange Risk: La Doria's operations are exposed to
foreign-exchange (FX) risks. The company's financial liabilities
are denominated in euros, as are most of their expenses, while
sourcing costs are in euros and in US dollars, and about two thirds
of its turnover are in foreign currencies, mainly in sterling. This
increases the company's risk to FX-related profitability
volatility. It has a hedging policy in place based on forward rate
agreements. However, this leaves room for FX-driven earnings and
cash flow volatility.

Positive FCF: Fitch estimates La Doria will generate positive FCF
during 2024-2027, which together with stable EBITDA margins, is
critical to the 'B(EXP)' IDR. Fitch expects positive FCF to be
supported by moderate capex requirements and limited
working-capital outflows. La Doria has factoring facilities in
place to maximise liquidity and improve cash conversion. Fitch
expects factoring utilisation to rise in line with revenue growth.
Challenges in maintaining operating profitability, or supply
irregularities leading to higher working-capital requirements,
would put the ratings under pressure.

Moderate Gross Leverage: Fitch projects La Doria's Fitch-calculated
EBITDA gross leverage at 4.5x in 2024, which is low for the sector,
but adequate for La Doria's business model. Sustained moderate
leverage may support an upgrade over 12-18 months, which is
reflected in the Positive Outlook. Fitch forecasts leverage to
slowly strengthen to about 4.0x by 2027. La Doria's ability to
deleverage is contingent on its ability to grow EBITDA. Although
the current leverage is strong for the sector, La Doria's input
cost and FX volatility and lengthy pass-through mechanisms leave
current leverage only adequate for the 'B(EXP)' rating.

Net Leverage Headroom: The contemplated refinancing provides around
EUR85 million cash on balance sheet at end-2024, which Fitch
expects to grow thereafter. This leads to contained net leverage at
3.9x, set to improve below 3.0x by 2026 and offers headroom for
bolt-on acquisitions, potentially contributing to faster
deleveraging. However, Fitch does not assume this liquidity will be
used to prepay debt and consequently use gross leverage in its
analysis.

Additional Dividends Possible: Acquisitions and dividend
distributions may be an option, although these are not included in
its base case. Fitch sees an opportunistic approach to
acquisitions, as viable targets become available. Large cash
balances may be used for additional shareholder distributions, as
allowed by the financial documentation. La Doria has a put/call
agreement with certain minority shareholders, but Fitch does not
expect it to be exercised in the medium term.

DERIVATION SUMMARY

La Doria is active in tomato and vegetables processing, and in the
distribution of its products via private- label agreements to
large-scale retailers, mainly in the UK. It is involved in
resilient consumer staples, its client base is concentrated and a
limited share of branded production generates moderate pricing
power. Fitch rates the company under its Food Processing Navigator.
It compares well with a number of consumers, food and beverage
leveraged buyouts in Fitch's public-and-private ratings coverage.

La Doria compares well with Sigma Holdco BV (B/Positive). Sigma has
materially larger scale, greater geographic diversification and
higher margins, due to its branded portfolio and a different cost
base. Although Sigma's product range is mainly focused on a single
offering that is experiencing secular difficulties Fitch allows it
a higher debt capacity.

Nomad Foods Limited (BB/stable), strong in branded and
private-label frozen food, has a stronger business profile both in
scale and profitability. Nomad's leverage is also lower, justifying
its larger debt capacity and higher rating.

Flamingo Group International Limited (B-/Stable) operates in a
highly fragmented agriculture-like floriculture market with a
concentrated customer base and limited expected FCF generation.
Compared with La Doria it has smaller scale with limited
diversification across geographical locations and its product
portfolio. It also faces significant seasonality and is vulnerable
to weather conditions.

KEY ASSUMPTIONS

- Revenues to decrease 1.5% in 2024 due mainly to normalising
prices followed by growth in the low single digits over the rating
horizon.

- EBITDA margin in the range of 10.8% an 11.4% over the rating
horizon.

- Capex of EUR30 million in 2024 before normalising to around EUR20
million in the following four years

- FCF margins in the low single digits over 2024-2027

- Dividends of EUR125 million in 2024 and none thereafter

- No M&A

RECOVERY ANALYSIS

Its recovery analysis assumes that La Doria will be considered a
going concern (GC) in bankruptcy, and that it would be reorganised
rather than liquidated. This is because most of its value lies
within its client-and-supplier relationships, as well as production
and logistic capabilities. Fitch assumes a 10% administrative
claim.

Fitch assesses GC EBITDA at EUR100 million, after corrective
measures and a restructuring of its capital structure would allow
La Doria to retain a viable business model. Financial distress
leading to a restructuring may be driven by La Doria losing some of
its customer contracts, materials-sourcing challenges and
difficulties in passing on its input costs, in which case its
capital structure may become untenable.

Fitch applies a recovery multiple of 5.0x, which is in the
mid-multiple range for packaged food companies in EMEA. After
deducting 10% for administrative claims, this generates a ranked
recovery in the 'RR3' band. This results in a 'B+' instrument
rating, one notch above the IDR, with a waterfall-generated output
percentage at 70% on current metrics and assumptions for the
prospective SSNs. This is after the application of a cap of 'RR3'
for Italian issuance according to its Country-Specific Treatment of
Recovery Ratings Criteria.

Its estimates of creditor claims include a fully drawn EUR85
million super-senior revolving credit facility (RCF), and about
EUR9 million of bilateral facilities, both of which rank ahead of
the SSNs. Fitch expects La Doria's existing receivables factoring
facilities to remain in place during and post distress and not
requiring an alternative funding solution, albeit being available
at a reduced amount. This assumption is driven by the strong credit
quality of the company's client base.

RATING SENSITIVITIES

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

- EBITDA gross leverage remaining below 5.0x, through organic
growth, integration of non-debt funded bolt-on targets or gross
debt prepayment

- EBITDA interest coverage remaining above 3.0x

- Evidence of EBITDA margin expansion to above 12% by 2025,
sustaining FCF margin above 3%

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

- Increase in EBITDA gross leverage to above 6.5x, through lower
profitability or debt-funded acquisitions

- EBITDA margin below 9% resulting in volatile FCF margins

- EBITDA interest coverage weakening towards 2.0x or below

- Reducing liquidity headroom

- EBITDA margin, failing to effectively recover after the 2024
expected decline, together with a lack of deleveraging by 2025,
which will lead the Outlook to be revised back to Stable

LIQUIDITY AND DEBT STRUCTURE

Comfortable Liquidity: Following the completion of the proposed
refinancing Fitch estimates La Doria's cash balance at around EUR85
million at end-2024. Stable operating performance with minimal-to-
neutral working-capital outflows and limited capex should support
positive FCF of about EUR35 million-EUR50 million a year to 2027.
La Doria also has access to a fully undrawn committed RCF of EUR85
million with no significant debt maturing before 2029.

ISSUER PROFILE

La Doria is Italy-based manufacturer of private label tomato,
vegetable and fruit derivatives including sauces, soups, dressings,
purees and juices.

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   
   -----------             ------                   --------   
La Doria S.p.A.      LT IDR B(EXP)  Expected Rating

   senior secured    LT     B+(EXP) Expected Rating   RR3

MULTIVERSITY SPA: S&P Cuts ICR to 'B' on Expected Leverage Increase
-------------------------------------------------------------------
S&P Global Ratings lowered to 'B' from 'B+' itsr long-term issuer
credit rating on Italian higher education services group
Multiversity SpA and its issue rating on the company's existing
EUR765 million notes. The recovery rating on the notes is unchanged
at '3' (rounded recovery estimate: 50%).

S&P assigned its preliminary 'B' long-term issuer credit rating to
Pachelbel Bidco SpA and its 'B' preliminary issue rating to
Pachelbel Bidco's proposed EUR1.1 billion notes, with a recovery
rating of '3' (50%).

S&P said, "The stable outlook reflects our expectation that
Multiversity will continue expanding by 20%-25% in 2024-2026, while
maintaining an adjusted EBITDA margin of about 50%. With strong
free operating cash flow (FOCF) generation of above EUR50 million
per year and a widening EBITDA base, we forecast adjusted debt to
EBITDA will drop below 7.0x and FOCF to debt will increase above
5.0% by 2025 on a sustainable basis."

CVC is planning to transfer Multiversity SpA from one of its funds
to a single continuation fund, in a transaction that will add
EUR1.1 billion of debt to the company's balance sheet, increasing
S&P Global Ratings-adjusted debt to EBITDA to about 7.5x in 2024
from 3.6x in 2023, before progressively deleveraging.

The envisaged transaction will increase Multiversity's S&P Global
Ratings-adjusted debt to EBITDA to about 7.5x in 2024, before
progressive deleveraging, indicating the sponsor's aggressive
financial policy. CVC is planning to transfer Multiversity from one
of its funds to single continuation fund, for a funded enterprise
value of approximately EUR4.0 billion. This compares to an
enterprise value of about EUR1.6 billion, when CVC bought the
remaining 50% of the company in 2021. The acquisition vehicle
Pachelbel Bidco will issue EUR1.1 billion of additional debt to
finance the transaction and will reverse merge into Multiversity
within 18 months after the acquisition. At the same time,
Multiversity will increase its super senior revolving credit
facility (RCF) to up to EUR200 million, from EUR100 million
currently. Following the transaction, S&P projects Multiversity's
S&P Global Ratings-adjusted debt to EBITDA will increase to about
7.5x in 2024, from 3.6x in 2023, before declining below 6.0x by
2025 on EBITDA growth driven by a continual increase in enrolled
students.

S&P said, "In our view, the material increase in financial debt in
the current interest rate environment proves the sponsor's
financial aggressiveness, though we acknowledge that no dividends
were distributed under the previous fund ownership. Although we
anticipate Multiversity will capitalize on its solid growth to
deleverage further in the medium term, we note that it could take
on more leverage within the debt documentation framework."

Strong growth is supported by increasing penetration of online
universities and Multiversity's leading position, in addition to
stable and supportive regulation. Multiversity has a track-record
of strong growth, with S&P Global Ratings-adjusted EBITDA rising to
EUR222 million in 2023 from EUR94 million in 2020, significantly
exceeding S&P's initial base case. Over the same period, enrolled
undergraduate students surged to about 151,000 in 2023 from about
87,000 in 2020. In S&P's base case it projects adjusted EBITDA will
continue increasing by 20%-25% per year, approaching EUR250 million
in 2024 and EUR320 million in 2025. Organic growth comes from the
expansion of enrolled students, driven by the increasing
penetration of online universities and market share gains, as
Multiversity continues to add courses and improve its offering, as
well as moderate increase in tuition fees. At the same time, the
company is also integrating some bolt-on acquisitions from 2022,
including Universita San Raffaele Roma, Aulab, and Sole 24 Ore
Formazione SpA.

S&P said, "We expect online universities in Italy--which currently
account for about 15% of total enrolled undergraduate
students--will continue to experience strong growth in the coming
years, compared with the sluggish student base of traditional
universities. Beyond the structural trends toward digitalization of
education, we think that online universities benefit from some
Italian country-specific characteristics, such as the territory's
rural nature, with a significant portion of the population not
living close to a university; and the institutional push to
increase the proportion of graduates, which is one of the lowest
among developed countries."

Although these trends will make the segment attractive to both
existing traditional universities and new players, the market is
highly regulated, as online universities need to be officially
recognized by the Italian Ministry of Education through a specific
license. Since 2003, the Ministry granted only 11 online-university
licenses--including to Pegaso, Mercatorum, and San Raffaele--with
no new entrants since 2006.

S&P said, "A low and flexible cost base supports Multiversity's
above-average profitability and cash flow. We expect the group's
adjusted EBITDA margin will stabilize at about 48%-50% in
2024-2026, supported by the company's digital and easily scalable
business model, characterized by the lack of costly physical venues
and limited fixed costs. This level of profitability is marginally
below the 53%-55% reported in 2021-2023, due to the implementation
of the Ministerial Decree 1154/2021. We project Multiversity will
partially offset the impact from higher personnel costs by
increasing tuition fees and eventually generating additional
research revenue. Strong profitability and lack of significant
capital expenditure (capex) needs translate into high cash
conversion, although the elevated interest expenses following the
recapitalization constrain cash-flow generation compared with our
previous base case. We project FOCF will decline to about EUR60
million in 2024, from over EUR130 million in 2023, before
increasing to above EUR100 million per year in 2025, as the growth
in EBITDA more than offsets the higher interests."

Single-country regulatory exposure and niche positioning in the
broader higher education sector constrain the rating. With about
151,000 enrolled undergraduate students as of Dec. 31, 2023,
Multiversity is the leading Italian online university, being more
than three time the size of the second-largest digital player.
However, it has a market share of only about 8.0% in the broader
university market, including traditional universities. Despite the
segment's fast growth, we believe online teaching will remain a
niche in a largely fragmented market, because we expect online
penetration will likely stabilize in the long term, as virtual
platforms will not be able to fully replace traditional
universities. Our rating is also constrained by Multiversity's
geographical concentration, with 100% of revenue and EBITDA
generated in Italy, which makes the company highly dependent on the
country's regulatory environment. This is somewhat mitigated by a
stable regulatory environment where 11 licenses were granted to
online universities in 2006, of which Multiversity holds three, and
no new licenses have been issued since. Although historically
supportive, any eventual unfavorable change to the Italian
regulatory framework of online universities may significantly
affect Multiversity's business prospects and profitability. For
example, the Ministerial Decree 1154/2021 requires all universities
to increase the ratio of professors to students to a level that is
unfavorable for digital universities, having some dilutive effect
on profitability.

S&P said, "The stable outlook reflects our expectation that
Multiversity will continue expanding by 20%-25% in 2024-2026, while
maintaining an adjusted EBITDA margin of about 50%. With strong
FOCF generation of above EUR50 million per year and a widening
EBITDA base, we forecast adjusted debt to EBITDA will reduce to
below 7.0x and FOCF to debt will increase above 5.0% by 2025 on a
sustainable basis."

S&P could lower the rating if FOCF to debt remained below 5% or
debt to EBITDA did not decline below 7.0x in 2025-2026. This could
happen if:

-- The company is unable to execute its growth strategy or
experiences operating or regulatory setbacks, leading to
weaker-than-expected growth, profitability, or FOCF generation; or

-- The company undertakes debt-funded acquisitions or dividend
distributions.

S&P could raise its ratings if:

-- The company significantly outperforms our base case, increasing
its student base, size, and profitability beyond expectations,
while improving its geographic and brand diversification; and

-- The company shows a track-record of adjusted debt to EBITDA
remaining well below 5.0x and FOCF to debt of above 10%.




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L A T V I A
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AIR BALTIC: S&P Assigns Prelim 'B+' Rating to New Sr. Sec. Notes
----------------------------------------------------------------
S&P Global Ratings assigned its 'B+' preliminary issue credit
rating to the expected 300 million dollar- or euro-denominated
proposed senior secured notes to be issued by Air Baltic Corp. AS.
S&P's 'B' issuer credit rating on Air Baltic is on CreditWatch with
positive implications, reflecting the possibility of an
upgrade--likely by one notch to 'B+'--if Air Baltic raises
sufficient financing to redeem the maturing EUR200 million senior
unsecured notes due in July 2024 and bolsters its liquidity
position.

S&P expects Air Baltic to use the net proceeds of the proposed
notes to refinance its EUR200 million outstanding notes and
increase its liquidity sources by retaining a significant portion
of the notes' proceeds on the balance sheet. A successful issuance
would strengthen Air Baltic's liquidity position via a longer-dated
debt-maturity profile and sources of liquidity covering uses by
more than 2.0x and allow the airline to pursue growth as air
traffic demand firms. That said, the company's interest costs will
increase significantly, given much higher interest rates.

S&P said, "Since we have not assessed a jurisdiction ranking for
Latvia, the country of Air Baltic's domicile, we assess the issue's
subordination risk. Due to the secured nature of the notes, the
final rating on the proposed senior secured notes will be on par
with the issuer credit rating. Therefore, assuming these existing
notes are refinanced as proposed, we would rate Air Baltic's new
senior secured notes 'B+'."

During 2023, revenue passenger kilometers (a measure of air traffic
demand) increased 41% year on year to 6.3 billion, which was 10%
above the 2019 base, while the average revenue per available seat
kilometers of EUR6.9 cents was 3% above the 2022 level and slightly
above the pre-pandemic base. In addition, Air Baltic has expanded
its revenue from aircraft, crew, maintenance, and insurance leasing
contracts. S&P's adjusted debt-to-EBITDA ratio improved to about
7.0x from 10.6x in 2022 thanks to these operational improvements,
combined with higher operating cash flows (to partly absorb
investment in new planes) and only moderately increased adjusted
debt (to EUR1.15 billion at year-end 2023 from EUR1.06 billion as
of Dec. 31, 2022).

Issue Ratings--Subordination Risk Analysis

Capital structure

In addition to the proposed senior secured notes, Air Baltic's
capital structure consists of:

-- EUR265 million of borrowings, including outstanding unsecured
bonds worth EUR205 million that will be repaid with the proceeds of
the proposed issuance, and EUR60 million of bank debt and
borrowings from shareholders, of which about EUR36 million were
secured; and

-- EUR885 million of leases as of Dec. 31, 2023.

Analytical conclusions

S&P rates Air Baltic's secured notes preliminary 'B+'. This is
based on (i) its expectation that S&P will raise its issuer credit
rating on Air Baltic to 'B+' once the transaction closes as
anticipated and (ii) the secured nature of the notes.




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

PUMA INTERNATIONAL: Fitch Rates New USD500M Sr. Unsec. Notes 'BB'
-----------------------------------------------------------------
Fitch Ratings has assigned Puma International Financing S.A.'s new
USD500 million senior unsecured notes a final instrument rating of
'BB'/'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).

The refinancing is leverage neutral as proceeds from the new notes
will be used towards repayment of the existing notes due in 2026.
The new notes are guaranteed by Puma Energy and 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.

KEY RATING DRIVERS

New Notes Extend Maturity Profile: The new USD500 million notes
extend Puma Energy's debt maturity profile. The proceeds will be
used towards part repayment of the existing USD750 million notes
due in 2026, for which a tender offer was completed on 25 April,
and of which USD30 million is held by the group. The transaction is
leverage-neutral, while the remaining outstanding USD200 million
2026 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   Prior
   -----------             ------       --------   -----
Puma International
Financing S.A.

   senior unsecured    LT BB New Rating   RR4      BB(EXP)



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

KETER GROUP: S&P Cuts ICR to 'SD' on Distressed Debt Exchange
-------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on Keter Group
B.V. to 'SD' (selective default) from 'CC/Negative' and its issue
ratings on the term loan B (TLB) and revolving credit facility
(RCF) to 'D' from 'CC'.

S&P expects to raise the ratings on Keter and on the new TLB to the
'B' category over the next few days as the company implements the
new capital structure and given its expectations of Keter's
operating performance over 2024-2025.

Lenders have consented to implement the debt restructuring
transaction, with implementation having taken place on April 29,
2024. Keter's ownership was transferred to the group's senior
lenders in March this year after the previously agreed sales
process did not result in a transaction that enabled the full
redemption of the group's senior facilities. Subsequently, the
group initiated a capital restructuring and lenders have consented
to implement it, which took place on April 29, 2024. The debt
restructuring reinstates EUR725 million of the first-lien debt of
about EUR1.4 billion into a new TLB due in December 2029 and
converts the remaining EUR652 million into a new holdco PIK
facility that sits outside the restricted group and is due in
December 2029. The existing EUR50 million super-senior facility due
in 2026 will remain in place. S&P considers Keter's proposed
transaction as tantamount to a default, according to our criteria,
considering lenders will receive less than originally promised
without adequate compensation in return.

S&P said, "After implementation of Keter's debt restructuring, we
will review the new capital structure, credit metrics, and credit
ratings. The group's new capital structure has a significantly
lower amount of cash interest-bearing debt, which will strengthen
the group's cash interest coverage metrics. At the same time, we
expect Keter to demonstrate capacity to expand sales, earnings, and
cash flow over the next two years and to have sufficient funds and
access to credit lines to finance its day-to-day operations, with
no liquidity issues anticipated.

"We forecast low sales growth of 2%-3% in 2024 and expect volumes
will rebound, despite a negative effect from the price mix. We
expect input costs, including resin and sea freight, and
transformation costs to be lower, while salaries, advertising and
promotional spend, and marketing expenses will increase. We
forecast modest adjusted EBITDA margin improvements of about 25
basis points (bps) to 50 bps annually, with EBITDA rising to about
EUR235 million in 2024 and EUR245 million in 2025.

"We forecast adjusted leverage of about 6.0x-6.5x including PIK
notes (3.5x-4.0x excluding PIK notes) and positive free operating
cash flow, thanks to lower cash interest paid, over 2024-2025.
However, this will be offset to some extent by working capital
requirements and in 2024 costs associated with the amend and extend
(A&E) transaction and the debt restructuring transaction. We expect
the ratio of funds-from-operations to cash interest will
significantly improve to approximately 3x in 2024 because the
amount of cash interest-bearing debt will decline from May, and
further improve to around 4x in 2025."




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

CAJAMAR CAJA: S&P Alters Outlook to Positive, Affirms 'BB+/B' ICRs
------------------------------------------------------------------
S&P Global Ratings took the following rating actions on Spanish
banks:

-- CaixaBank S.A.: S&P revised the outlook to positive from stable
and affirmed its 'A-/A-2' long- and short-term issuer credit
ratings (ICRs). S&P also affirmed its 'A/A-1' resolution
counterparty ratings (RCRs).

-- Banco de Sabadell S.A.: S&P revised the outlook to positive
from stable and affirmed its 'BBB+/A-2' long- and short-term ICRs.
S&P also affirmed its 'A-/A-2' RCRs.

-- Abanca Corporacion Bancaria S.A.: S&P revised the outlook to
positive from stable and affirmed its 'BBB-/A-3' long- and
short-term ICRs. S&P also affirmed its 'BBB/A-2' RCRs.

-- Ibercaja Banco S.A.: S&P revised the outlook to positive from
stable and affirmed its 'BBB-/A-3' long- and short-term ICRs. S&P
also affirmed its 'BBB/A-2' RCRs.

-- Cajamar Caja Rural S.C.C. and Banco de Credito Social
Cooperativo S.A.: S&P revised the outlook to positive from stable
and affirmed its 'BB+/B' long- and short-term ICRs. S&P also
affirmed its 'BBB/A-2' RCRs on Cajamar Caja Rural S.C.C.

-- Banco Santander S.A.: S&P affirmed its 'A+/A-1' long- and
short-term ICRs and our 'AA-/A-1+' RCRs. The outlook remains
stable.

-- Santander Consumer Finance S.A.: S&P affirmed its 'A/A-1' long-
and short-term ICRs and its 'A+/A-1' RCRs. The outlook remains
stable.

-- Banco Bilbao Vizcaya Argentaria S.A.: S&P affirmed its 'A/A-1'
long- and short-term ICRs and its 'A+/A-1' RCRs. The outlook
remains stable.

-- Bankinter S.A.: S&P affirmed its 'A-/A-2' long- and short-term
ICRs and its 'A/A-1' RCRs. The outlook remains stable.

-- Cecabank S.A.: S&P affirmed its 'BBB+/A-2' long- and short-term
ICRs and its 'A-/A-2' RCRs. The outlook remains stable.

-- Caja Laboral Popular Cooperativa de Credito: S&P affirmed its
'BBB/A-2' long- and short-term ICRs and its 'BBB+/A-2' RCRs. The
outlook remains stable.

Rationale

The return of positive interest rates significantly strengthened
Spanish banks' profitability after years in which they could not
meet their cost of capital. The Spanish banking system domestic
return on equity (ROE) rose to 10.9% in 2023 and 9.3% in 2022. The
average for 2014-2021 was just over 5%, excluding losses reported
in 2020 and 2017 that were specific to two players. Obviously, the
rapid increase in interest rates significantly boosted earnings,
given Spanish banks' focus on traditional commercial banking,
largely floating asset bases, and funding profiles that are
weighted toward cheap retail deposits. Their net interest income
jumped 52% in 2023 in aggregate, even though loan books continued
to shrink.

That said, banks' profitability also benefited from their strong
focus on efficiency in recent years. Spanish banks meaningfully
downsized their operating structures organically and through
consolidation. Since the end of 2008, the banking system has
reduced its combined branch network by 61% and the number of staff
by 41%. As revenue grew on the back of rising rates, banks have
finally been able to benefit in full from their earlier efforts to
enhance efficiency. The aggregate cost-to-income ratio has been
about 45% over the past couple of years. Moreover, problem loans
and the cost of risk remained contained, despite the rising cost of
living and increased financing costs for borrowers. Although the
extraordinary tax on revenue imposed by the government has reduced
banks' bottom-line profits, it proved to be affordable, given their
strong earnings.

Profitability prospects remain solid. S&P said, "We forecast that
interest rates will start to fall from mid-2024, which will put
some pressure on earnings. However, we feel confident that Spanish
banks will maintain sound returns going forward. Our forecasts show
domestic ROE for Spanish banks at 10.2% in 2024 and 9.2% in 2025.
Active hedging strategies and the likely return of lending volume
growth from 2025 onward should help smooth the negative effect of
repricing. Fees will also likely resume growth, while both
operating and credit costs should remain under control. We see a
positive trend in our industry risk assessment for the Spanish
banking system. If we revise our industry risk assessment upward,
our anchor (or starting point) for rating banks that operate
primarily in Spain would rise to 'bbb+' from the current 'bbb'."

S&P's assessment of the economic risks faced by Spanish banks
remains unchanged. The Spanish economy growth prospects are sound,
and growth will outpace that of European peers. In addition, the
private sector has meaningfully reduced leverage over more than a
decade, placing households and corporates in a good position, and
the country has made progress in correcting external imbalances.
Nevertheless, S&P considers that Spain still faces challenges. On
the fiscal front, the still-elevated public debt is expected to
decline only slowly, which limits the government's capacity to act,
if needed. Spain also has a complex political landscape and its
unemployment is still the highest in the EU, although it has
reduced in the past years.

S&P said, "Profitability has improved across the board, but we see
rating upside for only a few players. For example, we revised to
positive the outlook of midsize banks Abanca, Ibercaja, Banco de
Crédito Social Cooperativo, and Cajamar, because for them the
return of more-solid profits was particularly beneficial to ensure
their long-term viability, bolstering their ability to invest in
their digital transformation and supporting the build up of
capital. Additionally, these banks all exhibited a path toward
stronger capitalization. We also revised to positive our outlook on
two other entities which, in our view, had not yet been able to
achieve their full potential: CaixaBank because it had earlier been
involved in a merger with Bankia and Sabadell because it has
undergone restructuring in recent years. In the case of CaixaBank,
an additional factor supporting the outlook revision was its
progress in building up a larger buffer of subordinated bail-inable
instruments. For those banks where the outlook is stable, improved
profitability simply provides them with a buffer against unexpected
downside risks.

"More than one factor typically supports ratings upside. Thus, in
the case of the Spanish banks where we assigned a positive outlook,
the timing of any future rating actions may differ from one bank to
another."

Caixabank S.A.
Lucia Gonzalez

The positive outlook indicates not only that CaixaBank's
performance has significantly improved, but also that it has
continued to strengthen its buffer of bail-inable subordinated
instruments, which would provide protection to senior creditors in
a resolution scenario.

CaixaBank's stronger profitability is only partly based on the more
favorable operating environment. Caixabank was also successful in
generating synergies from its integration of Bankia and it benefits
from its powerful franchise and significant size as Spain's largest
domestic bank by far. Initially, the Bankia integration mainly
generated cost synergies, but it is now also seeing benefits on the
revenue side.

S&P estimates that CaixaBank's additional loss-absorbing capacity
(ALAC) reached 5.7% of S&P Global Ratings' risk-weighted assets
(RWAs) at year-end 2023, compared with 4.5% at end-2022.
Furthermore, issuances planned for this year and next could give it
sufficient ALAC to gain two notches of ratings uplift under its
criteria. S&P increased the threshold for gaining two notches of
uplift to 600 basis points (bps) from 550 bps to incorporate the
reduced impact of its insurance company undercapitalization in our
calculation of RWAs.

Outlook

The positive outlook indicates that S&P could raise its long- and
short-term ratings on CaixaBank by one notch over the next 18-24
months, which would align them with our sovereign ratings on
Spain.

Upside scenario: S&P said, "We could raise the ratings if we revise
our assessment of industry risk in the Spanish banking industry
positively, so that we raise the anchor for banks operating
primarily in Spain, and Caixabank preserves its solid
profitability, enjoying the benefits of its powerful retail
franchise and dominant market position in Spain."

S&P said, "Alternatively, we could raise our ratings if Caixabank
delivers on its funding plans, building and sustaining a buffer of
subordinated bail-inable debt above 6% of S&P Global Ratings' RWAs.
This would make it eligible for two notches of ALAC uplift. In that
scenario, we would not revise our view of its stand-alone
creditworthiness, or raise our ratings on its senior nonpreferred
debt and hybrid instruments."

Downside scenario: S&P could revise the outlook back to stable if
it sees no chance of any of the above materializing.


  CaixaBank S.A.--Ratings Score Snapshot

                                      TO              FROM

  Issuer credit rating         A-/Positive/A-2     A-/Stable/A-2

  SACP                         bbb+                bbb+

  Anchor                       bbb                 bbb

  Business position            Strong (+1)         Strong (+1)

  Capital and earnings         Adequate (0)        Adequate (0)

  Risk position                Adequate (0)        Adequate (0)

  Funding                      Adequate (0)        Adequate (0)

  Liquidity                    Adequate (0)        Adequate (0)

  Comparable ratings analysis  0                   0

  Support                      +1                  +1

  ALAC support                 +1                  +1

  GRE support                  0                   0

  Group support                0                   0

  Sovereign support            0                   0

  Additional factors           0                   0

SACP--Stand-alone credit profile.
ALAC--Additional loss-absorbing capacity.
GRE--Government-related entity.


Banco de Sabadell S.A.
Lucia Gonzalez

The positive outlook indicates that Sabadell's creditworthiness
could benefit from stronger industry dynamics in Spain. Sabadell
has already completed a successful restructuring and has recently
been upgraded. A further upgrade would depend on the bank
harnessing its franchise to strengthen its profitability and
efficiency further, so that these are in line with levels at its
higher-rated peers. In addition, S&P would expect that its asset
quality indicators not deviate substantially from our base-case
expectations.

Outlook

The positive outlook indicates that S&P could raise its long-term
rating on the bank over the next 18-24 months if industry risks for
banks operating in Spain were to ease and, at the same time,
Sabadell strengthens its financial ratios further.

Upside scenario: S&P said, "We could raise the rating on Sabadell
if it improved its financials, especially its profitability and
efficiency, and achieved levels closer to those of higher-rated
peers. An upgrade would also depend on industry risks easing for
banks operating in Spain, Sabadell's asset quality not
deteriorating substantially beyond our expectations, and it
preserving its risk profile. We also assume the bank will remain
eligible to benefit from one notch of ALAC uplift because we
forecast that it will maintain a buffer of subordinated bail-inable
instruments at 4.7% of S&P Global Ratings' RWAs over the next 18-24
months, that is, above the 300 bps threshold required."

Downside scenario: S&P could revise the outlook back to stable if
it revised its view of the trend on industry risk for the Spanish
banking system to stable, or if it concludes that Sabadell's asset
quality or operating performance will lag that of higher rated
peers.


  Banco de Sabadell S.A.--Ratings Score Snapshot

                                      TO              FROM

  Issuer credit rating        BBB+/Positive/A-2    BBB+/Stable/A-2

  SACP                        bbb                  bbb

  Anchor                      bbb                  bbb

  Business position           Adequate (0)         Adequate (0)

  Capital and earnings        Adequate (0)         Adequate (0)

  Risk position               Adequate (0)         Adequate (0)

  Funding                     Adequate (0)         Adequate (0)

  Liquidity                   Adequate (0)         Adequate (0)

  Comparable ratings analysis  0                   0

  Support                      +1                  +1

  ALAC support                 +1                  +1

  GRE support                  0                   0

  Group support                0                   0

  Sovereign support            0                   0

  Additional factors           0                   0

SACP--Stand-alone credit profile.
ALAC--Additional loss-absorbing capacity.
GRE--Government-related entity.


Abanca Corporacion Bancaria S.A.
Marta Heras

The positive outlook is based on Abanca's improved earnings
capacity and strengthening capitalization. The bank continues to
enhance its returns and efficiency, and more of its earnings are
now recurring. In 2023, Abanca posted a recurrent ROE of 10.6% and
a cost-to-income ratio of 54.6%. Furthermore, recent acquisitions
offer the possibility of further cost optimization. Additionally,
based on the upward trend in Abanca's capitalization, S&P considers
that its risk-adjusted capital (RAC) could exceed 10% over the
coming 18-24 months.

Outlook

The positive outlook indicates the possibility that S&P could raise
its long- and short-term ratings on Abanca by one notch within the
next 18-24 months.

Upside scenario: S&P could raise the rating if:

-- S&P's view of industry risk in the Spanish banking industry
improves, so that it raises the anchor for banks operating
primarily in Spain; and

-- Abanca's performance improves further, reaching levels closer
to those of higher-rated peers without an excessive increase in
risk appetite.

S&P could also raise its ratings on Abanca if its capitalization
were to strengthen so that its RAC ratio consolidates sustainably
above 10%.

Downside scenario: S&P could revise the outlook back to stable if
it revised its view of the trend on industry risk for the Spanish
banking system to stable.

S&P said, "Alternatively, we could revise the outlook to stable if
Abanca's performance deviated from our expectations--that is, not
improving in line with the systemwide trend--and we do not expect
the bank's capitalization to become a ratings strength. This could
happen if the recent Eurobic acquisition leads to higher
integration costs or pose managerial challenges, or the bank
engages in additional acquisitions that erode its capital buffers
or increase its risk profile."


  Abanca Corporacion Bancaria S.A.--Ratings Score Snapshot

                                      TO              FROM

  Issuer credit rating       BBB-/Positive/A-3   BBB-/Stable/A-3

  SACP                       bbb-                bbb-

  Anchor                     bbb                 bbb

  Business position          Moderate (-1)       Moderate (-1)

  Capital and earnings       Adequate (0)        Adequate (0)

  Risk position              Adequate (0)        Adequate (0)

  Funding                    Adequate (0)        Adequate (0)

  Liquidity                  Adequate (0)        Adequate (0)

  Comparable ratings analysis    0               0

  Support                        0               0

  ALAC support                   0               0

  GRE support                    0               0

  Group support                  0               0

  Sovereign support              0               0

  Additional factors             0               0

SACP--Stand-alone credit profile.
ALAC--Additional loss-absorbing capacity.
GRE--Government-related entity.


Ibercaja Banco S.A.
Lucia Gonzalez

The positive outlook is based on the progress Ibercaja has made in
improving its operating performance through restructuring and
streamlining its business over the past couple of years. This was
further fueled by the favorable interest rate dynamics. In 2023,
Ibercaja's net profits rose by 67%, and its ROE reached 10.5%. S&P
said, "Although its net interest income could come under pressure
as interest rates decline from mid-2024 onward, we expect it to
sustain solid earnings. In our view, its efficiency gains should
bolster its results, as will contributions from other income
sources, such as asset management and insurance. We forecast that
ROE will be 9%-10.5% through 2025. Furthermore, sound profitability
will help Ibercaja build up its capital further, so that the RAC
ratio edges closer to the upper threshold of the 7%-10% bucket."

Outlook

The positive outlook signifies that S&P could raise its long- and
short-term ratings on Ibercaja by one notch over the next 18-24
months.

Upside scenario: S&P could raise the ratings if:

-- S&P's view of industry risk in the Spanish banking industry
improves, so that it raises the anchor for banks operating
primarily in Spain; and

-- Ibercaja's operating profitability and efficiency proves
resilient, even as interest rates start to decline.

S&P could also consider raising the ratings on Ibercaja if it
expect its capitalization to strengthen further, so that its RAC
ratio is sustainably above 10%.

Downside scenario: S&P could revise the outlook back to stable if:

-- S&P revised its view of the trend on industry risk for the
Spanish banking system to stable; or

-- Ibercaja's performance deviated from S&P's expectations and
does not improve in line with the systemwide trend, and it no
longer anticipates that its capitalization will become a ratings
strength.

  Ibercaja Banco S.A.--Ratings Score Snapshot

                                      TO              FROM

  Issuer credit rating        BBB-/Positive/A-3   BBB-/Stable/A-3

  SACP                        bbb-                bbb-

  Anchor                      bbb                 bbb

  Business position           Moderate (-1)       Moderate (-1)

  Capital and earnings        Adequate (0)        Adequate (0)

  Risk position               Adequate (0)        Adequate (0)

  Funding                     Adequate (0)        Adequate (0)

  Liquidity                   Adequate (0)        Adequate (0)

  Comparable ratings analysis     0                  0

  Support                         0                  0

  ALAC support                    0                  0

  GRE support                     0                  0
  
  Group support                   0                  0

  Sovereign support               0                  0

  Additional factors              0                  0

SACP--Stand-alone credit profile.
ALAC--Additional loss-absorbing capacity.
GRE--Government-related entity.


Banco de Crédito Social Cooperativo S.A. and Cajamar Caja Rural
S.C.C.
Lucia Gonzalez

The positive outlook is based on the improvement in the operating
performance of Grupo Cooperativo Cajamar (GCC), combined with its
stronger capitalization and cleaned up balance sheet. Banco de
Crédito Social Cooperativo and Cajamar Cajar Rural are core
members of GCC. GCC's pre-provision income almost doubled in 2023,
compared with 2022, aided not only by favorable interest rates, but
also by cost savings from previous restructurings. GCC's
cost-to-income ratio reached 53% at the end of 2023; the four-year
average for 2019-2022 was 65%. Bottom-line results in 2023 remained
modest as the bank set aside provisions to cover legacy problematic
assets and finance early retirements. That said, we see room for
improvement from 2024 onward, even if earnings come under some
pressure as interest rates decline. S&P anticipates that cost
savings and more-normalized credit losses will contribute to the
group's ROE increasing to about 5.5%-6.5% during 2025, compared
with an average of 2% over 2020-2023. In turn, stronger returns and
modest asset growth should enable GCC to build up additional
capital, so that RAC could consolidate above 10%.

Outlook

The positive outlook signifies that S&P could raise its long- and
short-term ratings on Banco de Crédito Social Cooperativo and
Cajamar Cajar Rural by one notch over the next 12-18 months.

Upside scenario: S&P could raise its ratings if:

-- S&P's view of industry risk in the Spanish banking industry
improves, so that it raises the anchor for banks operating
primarily in Spain; and

-- S&P forecasts that GCC's underlying profitability will not
diverge significantly from industry trends and that of higher-rated
peers.

S&P could also raise the ratings if GCC's capitalization improves
further, so that we expect its RAC ratio to remain comfortably
above 10%.

Downside scenario: S&P could revise the outlook back to stable if
it sees no chance of any of the above materializing.


  Grupo Cooperativo Cajamar S.C.C.--Ratings Score Snapshot

                                      TO              FROM

  Issuer credit rating         BB+/Positive/B     BB+/Stable/B

  SACP                         bb+                bb+

  Anchor                       bbb                bbb

  Business position            Moderate (-1)      Moderate (-1)

  Capital and earnings         Adequate (0)       Adequate (0)

  Risk position                Moderate (-1)      Moderate (-1)

  Funding                      Adequate (0)       Adequate (0)

  Liquidity                    Adequate (0)       Adequate (0)

  Comparable ratings analysis  0                  0

  Support                      0                  0

  ALAC support                 0                  0

  GRE support                  0                  0

  Group support                0                  0

  Sovereign support            0                  0

  Additional factors           0                  0

SACP--Stand-alone credit profile.
ALAC--Additional loss-absorbing capacity.
GRE--Government-related entity.


Banco Santander S.A.
Elena Iparraguirre

S&P affirmed the ratings because it considers that they
appropriately capture:

-- The bank's robust business model, based on a geographically
diversified franchise with leading market positions in the
countries where it operates and a focus on stable retail business;

-- A record of solid, resilient profits, and good efficiency;

-- A clear, well-executed strategy;

-- The benefits of diversification in its risk profile; and

-- The higher-than-average economic risk in its footprint.

S&P applies one notch of ALAC uplift to the ratings. S&P's
long-term rating on Santander is one notch above our long-term
sovereign rating on Spain.

Outlook

S&P said, "The stable outlook reflects that over the next 18-24
months we expect Santander to be able to preserve its credit
strengths, including its large and diversified footprint, strong
earnings power, and sound risk-adjusted capitalization. We
anticipate the group's performance will remain solid, even as
interest rates decrease, as progress in implementing the One
Transformation plan pays off and volumes resume. We forecast that
ROE will be about 11.5%-10.5% over 2024-2026. The bank's
capitalization, measured by our RAC, could improve moderately to
above 8% over 2024-2026, even though we expect shareholder
distributions will average 50% of profits. Although asset quality
may remain under pressure, we expect deterioration to be contained
and that the cost of risk (measured against average loans) will be
about 130-120 bps over 2024-2026."

Upside scenario: S&P said, "We see limited upside to our ratings on
Santander. We could raise the ratings if the bank reached and
maintained a higher level of risk-adjusted capital providing that
we also expected to see stronger resilience in a hypothetical
sovereign default scenario. This would allow us to rate Santander
two notches--the maximum under our methodology--above our sovereign
credit rating on Spain."

Downside scenario: S&P said, "We could lower the ratings if the
bank failed to maintain a buffer of bail-inable debt sustainably
exceeding 500 bps of its S&P Global Ratings' RWAs. We could also
lower the ratings if the bank's risk profile no longer benefited
tangibly from its wide geographical and business diversification or
its capital position was unexpectedly undermined by an event such
as a material acquisition."

If S&P was to downgrade Spain, it would also likely lower its
rating on Santander, all else being equal, because S&P would be
unlikely to rate Santander two notches above the rating on Spain.


  Banco Santander S.A.--Ratings Score Snapshot

  Issuer credit rating         A+/Stable/A-1

  SACP                         a

  Anchor                       bbb

  Business position            Very strong (+2)

  Capital and earnings         Adequate (0)

  Risk profile                 Strong (+1)

  Funding                      Adequate (0)

  Liquidity                    Adequate (0)

  Comparable ratings analysis  0

  Support                      +1

  ALAC support                 +1

  GRE support                  0

  Group support                0

  Sovereign support            0

  Additional factors           0

SACP—Stand-alone credit profile.
ALAC—Additional loss-absorbing capacity.
GRE—Government-related entity.


Santander Consumer Finance S.A.
Marta Escutia

S&P said, "The affirmation of Santander Consumer Finance (SCF)
follows the affirmation of its parent, Banco Santander S.A. As a
highly strategic subsidiary, our ratings on SCF stand one notch
below those on its parent. We also see SCF's stand-alone
creditworthiness unchanged at 'bbb', reflecting its position as a
leading consumer finance len'er 'n Europe that benefits from wide
geographic diversification, comfortable capitalization, and a solid
earnings generation capacity." These positives are offset by SCF's
high concentration in inherently higher-risk consumer lending,
particularly in the auto sector.

Outlook

The stable outlook on SCF mirrors that on its parent, Santander, as
well as that on Spain, SCF's country of domicile. As long as S&P
continues to assess SCF as highly strategic to Santander, and it
remains within Santander's resolution perimeter, our long-term
rating on SCF will remain one notch below that on its parent, and
will be capped by our sovereign rating on Spain.

Upside scenario: S&P said, "An upgrade is unlikely because we are
including as much extraordinary support as possible from the
parent, given SCF's group status and Santander's current rating.
However, we could consider raising the ratings if we raised both
the ratings on Santander and the sovereign rating on Spain, or if
we were to consider SCF a core entity of the group. If we were to
improve our view on the industry risks faced by the Spanish banking
industry, SCF's anchor would remain unchanged at 'bbb+'."

Downside scenario: S&P could lower the ratings on SCF if:

-- S&P downgraded its parent or Spain;

-- S&P thought that the parent's commitment to SCF had weakened;
or

-- SCF fell out of Santander's resolution perimeter.

  Santander Consumer Finance S.A.—Ratings Score Snapshot

  Issuer credit rating        A/Stable/A-1

  SACP                        bbb

  Anchor                      bbb+

  Business position           Moderate (-1)

  Capital and earnings        Strong (+1)

  Risk position               Moderate (-1)

  Funding                     Adequate (0)

  Liquidity                   Adequate (0)

  Comparable ratings analysis 0

  Support                     +3

  ALAC support                0
  
  GRE support                 0

  Group support               +3

  Sovereign support           0

  Additional factors          0

SACP--Stand-alone credit profile.
ALAC--Additional loss-absorbing capacity.
GRE--Government-related entity.


Banco Bilbao Vizcaya Argentaria S.A.
Regina Argenio

S&P said, "Our ratings on BBVA are supported by the bank's
geographically diversified franchise; conservative credit risk
culture; adequate capitalization; and record of solid and resilient
profitability. Profitability is itself supported by wide,
diversified earnings and strong efficiency. That said, the bank
operates in countries where economic risks are higher than average,
such as Turkiye, Mexico, and other Latin American countries.
Although risks in Turkiye seem to be easing, with the return of
orthodox economic policies, rebalancing the economy will take some
time and is not risk-free. We expect the contribution of the
Turkish operations to the group's results to remain subdued until
inflation further eases."

Outlook

S&P said, "The stable outlook reflects our belief that over the
next 18-24 months BBVA will remain resilient and continue to
benefit from robust profitability. We forecast that the bank's ROE
will average 14% over 2024-2026. Despite asset expansion and
increased distributions to shareholders, we expect BBVA's
capitalization to strengthen further, so that its RAC reaches 8.5%
by 2026, up from an estimated 8% at end-2023. Asset quality could
deteriorate moderately, particularly among small companies and in
unsecured consumer loans, as well as in weaker geographies, like
Turkiye. Finally, we do not expect the cushion of subordinated
bail-inable instruments to change."

Upside scenario: S&P said, "We see limited ratings upside. If we
were to improve the industry risk assessment for Spanish banking,
the anchor for BBVA would not change, given the average economic
risk of its footprint. In addition, our rating on BBVA is in line
with that on Spain." An upgrade would depend on both an upgrade of
Spain and a meaningful strengthening of BBVA's stand-alone
creditworthiness.

Downside scenario: S&P said, "The ratings could come under pressure
if we lowered our sovereign rating on Spain, as we consider BBVA
likely to default in the context of a hypothetical sovereign
default, given its high relative exposure to its home country.
Additional pressures could occur if risks resume in Turkiye and
BBVA has limited ability to offset the effect because of weakening
profitability in other regions (specifically, Mexico and Spain,
which are currently performing strongly); or if the bank's capital,
measured by our RAC ratio, erodes materially."


  Banco Bilbao Vizcaya Argentaria--Ratings Score Snapshot

  Issuer credit rating          A/Stable/A-1

  SACP                          a-

  Anchor                        bbb

  Business position             Strong (+1)

  Capital and earnings          Adequate (0)

  Risk profile                  Strong (+1)

  Funding                       Adequate (0)

  Liquidity                     Adequate (0)

  Comparable ratings analysis   0

  Support                       +1

  ALAC support                  +1

  GRE support                   0

  Group support                 0

  Sovereign support             0

  Additional factors            0

SACP--Stand-alone credit profile.
ALAC--Additional loss-absorbing capacity.
GRE--Government-related entity.


Bankinter S.A.
Marta Heras

S&P said, "Our affirmation indicates that the rating is supported
by Bankinter's solid profitability and asset quality record. It
also takes into account that the bank's flexible and efficient
operating structure has historically allowed it to adapt its
business model to changes in the environment. These positives are
balanced by Bankinter's limited size and weaker market position in
both Spain and Portugal, compared with some of its Spanish peers.

"Additionally, our ratings on Bankinter continue to benefit from
one notch of ALAC uplift, as we expect its buffer of subordinated
bail-inable debt to remain above the 350 bps threshold. The
threshold is 50 bps higher than the standard, to reflect the
concentration of ALAC in a small number of instruments, which
entails higher refinancing risk. Given the long average maturity of
the ALAC instruments, we consider a 50 bps increase more
appropriate than the 100 bps we previously applied."

Outlook

S&P said, "The stable outlook indicates that over the next 18-24
months, we expect Bankinter to maintain solid profitability even
though interest rate are likely to be less favorable. We forecast
that RoE will be about 15% over 2025-2026, and that Bankinter will
preserve its sound capitalization, so that RAC hovers around 10%.
Although the bank is set to continue to grow faster than the
market, we assume it will maintain a prudent risk profile and
expect asset quality deterioration to be contained. Credit costs
are predicted to be about 40 bps over the next two years.

"The outlook also incorporates our view that the bank will be
willing and able to maintain a buffer of bail-inable instruments
comfortably above 3.5% of S&P Global Ratings' RWAs over the next
18-24 months. Indeed, we forecast the bank's ALAC will be about
4.4% of RWAs by 2025."

Upside scenario: S&P said, "An upgrade is unlikely, even if our
assessment of industry risk for the Spanish banking sector
improves, because we consider our ratings already capture
Bankinter's solid record of profitability. In addition, we do not
anticipate giving more weight to the bank's capital and risk
strength in our rating or that Bankinter will build up a buffer of
subordinated bail-inable instruments sufficient to make it eligible
for a second notch of ALAC uplift."

Downside scenario: S&P said, "Although we consider a downgrade
unlikely, we could consider lowering the ratings if Bankinter's
asset quality performance weakens meaningfully or its risk appetite
increases due to aggressive lending or acquisitions. We could also
lower the ratings if the bank fails to maintain a profitability gap
with peers that compensates for its more modest, concentrated
franchise, or if its returns rely excessively on lower-quality,
less-stable revenue sources."


  Bankinter S.A.--Ratings Score Snapshot

  Issuer credit rating          A-/Stable/A-2

  SACP                          bbb+

  Anchor                        bbb

  Business position             Adequate (0)

  Capital and earnings          Adequate (0)

  Risk position                 Strong (+1)

  Funding                       Adequate (0)

  Liquidity                     Adequate (0)

  Comparable ratings analysis   0

  Support                       +1

  ALAC support                  +1

  GRE support                   0

  Group support                 0

  Sovereign support             0

  Additional factors            0

SACP--Stand-alone credit profile.
ALAC--Additional loss-absorbing capacity.
GRE--Government-related entity.


Cecabank S.A.
Marta Heras

The ratings on Cecabank reflect the bank's very strong and
high-quality capitalization; its conservative management; and its
key role as a service provider for Spanish financial institutions,
which limits its credit risk. Cecabank succeeded in adapting its
business model; it built a strong depositary and custodian business
and it is emerging as provider of digital services to small banks
that do not have the scale and resources to cope with costly IT
investments, while also is making good progress in expanding its
services to provide solutions to insurance companies and new
fintech players in Spain. Nevertheless, the ratings continue to
factor in Cecabank's concentrated business in limited number of
customers, as well as its larger exposure to operational and market
risks relative to domestic peers. It has a higher structural
reliance on wholesale and short-term debt than peers, which is
balanced by its strong liquidity cushion.

Outlook

S&P said, "The stable outlook is based on our base-case assumption
that Cecabank will make no acquisitions over the outlook horizon
and will remain strongly capitalized with a RAC ratio comfortably
above 15% over the next 18-24 months. We also expect its
performance to remain resilient and that the bank will further
develop its franchise, emphasizing its securities services business
and continuing to add new clients. That said, we anticipate that
new clients are unlikely to dilute its business and revenue base
concentration much, given the high contribution from its largest
clients."

Upside scenario: S&P considers an upgrade unlikely at this stage,
even if it was to improve its view of industry risk in the Spanish
banking system, given Cecabank's concentrated business model and
rating level.

Downside scenario: S&P could lower the ratings on Cecabank if it
engaged in additional material acquisitions that could impair its
capital base so that its RAC ratio declined materially below 15%,
or if it increased its risk appetite.


  Cecabank S.A.--Ratings Score Snapshot

  Issuer credit rating        BBB+/Stable/A-2

  SACP                        bbb+

  Anchor                      bbb

  Business position           Moderate (-1)

  Capital and earnings        Very Strong (+2)

  Risk position               Adequate (0)

  Funding                     Moderate (0)

  Liquidity                   Strong (0)

  Comparable ratings analysis 0

  Support                     0

  ALAC support                0

  GRE support                 0

  Group support               0

  Sovereign support           0

  Additional factors          0

SACP--Stand-alone credit profile.
ALAC--Additional loss-absorbing capacity.
GRE--Government-related entity.


Caja Laboral Popular Cooperativa de Credito
Marta Escutia

S&P's current ratings on Caja Laboral balance its strong
capitalization and high quality of capital, sound funding profile,
comfortable liquidity, and traditional business profile, against
its limited scale and business concentration in the Basque Country
and Navarre, a wealthy but small region in Spain, where Laboral
ranks second.

Outlook

S&P said, "The stable outlook assumes no meaningful changes to Caja
Laboral's business and financial profile over the next 18-24
months. We anticipate that the bank will be able to preserve much
of the solid profitability it has achieved in recent years, which
will help it to maintain a strong capital position. We forecast
that ROE may weaken somewhat, toward 8%, over the next 18-24
months, from the 9.5% it reached in 2023.

"Due to its cooperative status, we anticipate that Caja Laboral
will continue to distribute a lower proportion of earnings than
peers. However, we expect it to increasingly invest the capital
generated in financing further growth, particularly outside its
home market. We forecast that retail deposits will continue to
dominate Caja Laboral's funding mix and that its liquidity will
remain very comfortable. Asset quality could deteriorate, but only
modestly, and new credit provisions are likely to remain manageable
at 40 bps of average loans."

Upside scenario: S&P considers an upgrade during its 18-24 months
outlook horizon unlikely, even if the anchor for banks operating
primarily in Spain rises, because the rating is constrained by the
bank's business profile. An upgrade would depend on a much stronger
financial profile to compensate for the bank's limited scale and
diversity.

Downside scenario: Although S&P considers a downgrade to be
unlikely, it could consider it if Caja Laboral's solvency were to
deteriorate materially or if its risk appetite increased.


  Caja Laboral Popular Cooperativa de Credito—
  Ratings Score Snapshot

  Issuer credit rating          BBB/Stable/A-2

  SACP                          bbb

  Anchor                        bbb

  Business position             Moderate (-1)

  Capital and earnings          Strong (+1)

  Risk position                 Adequate (0)

  Funding                       Adequate (0)

  Liquidity                     Adequate (0)

  Comparable ratings analysis   0

  Support                       0

  ALAC support                  0

  GRE support                   0

  Group support                 0

  Sovereign support             0

  Additional factors            0

SACP--Stand-alone credit profile.
ALAC--Additional loss-absorbing capacity.
GRE--Government-related entity.



  Spain

                                    TO            FROM
   
  BICRA group                   4                   4

  Economic risk                 4                   4

  Economic resilience       Intermediate risk   Intermediate risk

  Economic imbalances       Intermediate risk   Intermediate risk

  Credit risk in the economy Intermediate risk  Intermediate risk

  Trend                         Stable              Stable

  Industry risk                 4                   4

  Institutional framework   Intermediate risk   Intermediate risk

  Competitive dynamics      High risk           High risk

  Systemwide funding        Low risk            Low risk

  Trend                     Positive            Stable

Banking Industry Country Risk Assessment (BICRA) economic risk and
industry risk scores are on a scale from 1 (lowest risk) to 10
(highest risk). For more details on our BICRA scores on banking
industries across the globe, please see "Banking Industry Country
Risk Assessment Update," published monthly on Ratings Direct.


  Ratings List

  ABANCA CORPORACION BANCARIA S.A.

  RATINGS AFFIRMED  

  ABANCA CORPORACION BANCARIA S.A.

  Resolution Counterparty Rating          BBB/--/A-2

  RATINGS AFFIRMED; OUTLOOK ACTION  

                                   TO                 FROM
  ABANCA CORPORACION BANCARIA S.A.

  Issuer Credit Rating       BBB-/Positive/A-3    BBB-/Stable/A-3

  BANCO BILBAO VIZCAYA ARGENTARIA S.A.         

  RATINGS AFFIRMED  

  BANCO BILBAO VIZCAYA ARGENTARIA S.A.

  BBVA GLOBAL MARKETS B.V.

  Issuer Credit Rating               A/Stable/A-1        

  BANCO BILBAO VIZCAYA ARGENTARIA S.A.

  Resolution Counterparty Rating     A+/--/A-1

  Certificate Of Deposit             A/A-1

  BANCO BILBAO VIZCAYA ARGENTARIA S.A.

  Senior Unsecured                   A

  Senior Subordinated                BBB+

  Subordinated                       BBB

  BBVA GLOBAL FINANCE LTD.

  Subordinated                       BBB

  BBVA GLOBAL MARKETS B.V.

  Senior Unsecured                   A

  Senior Unsecured                   Ap

  BANCO SANTANDER S.A.             

  RATINGS AFFIRMED  

  BANCO SANTANDER S.A.

  BANCO SANTANDER S.A. (NEW YORK BRANCH)

  Issuer Credit Rating               A+/Stable/A-1

  BANCO SANTANDER S.A.

  Resolution Counterparty Rating     AA-/--/A-1+

  Certificate Of Deposit         

  Local Currency                     A+/A-1

  SANTANDER CONSUMER FINANCE S.A.

  Issuer Credit Rating               A/Stable/A-1

  Resolution Counterparty Rating     A+/--/A-1

  BANCO SANTANDER S.A.

  Senior Unsecured                   A+

  Senior Subordinated                A-

  Subordinated                       BBB+

  Preference Stock                   BB+

  Commercial Paper                   A-1

  SANTANDER CONSUMER FINANCE S.A.

  Senior Unsecured                   A

  Senior Subordinated                BBB+

  Subordinated                       BBB

  Commercial Paper                   A-1

  BANCO SANTANDER S.A. (NEW YORK BRANCH)

  Commercial Paper                   A-1

  BANCO SANTANDER SA (LONDON BRANCH)

  Certificate Of Deposit             A-1


  BANCO DE CREDITO SOCIAL COOPERATIVO S.A.        

  RATINGS AFFIRMED  

  CAJAMAR CAJA RURAL S.C.C.

  Resolution Counterparty Rating     BBB/--/A-2

  BANCO DE CREDITO SOCIAL COOPERATIVO S.A.

  Senior Unsecured                   BB+

  Subordinated                       B+

  RATINGS AFFIRMED; OUTLOOK ACTION  

                                   TO                 FROM

  BANCO DE CREDITO SOCIAL COOPERATIVO S.A.

  CAJAMAR CAJA RURAL S.C.C.

  Issuer Credit Rating        BB+/Positive/B      BB+/Stable/B


  BANCO DE SABADELL S.A.             

  RATINGS AFFIRMED  

  BANCO DE SABADELL S.A.

  Resolution Counterparty Rating     A-/--/A-2

  BANCO DE SABADELL S.A.

  Senior Unsecured                   BBB+

  Senior Subordinated                BBB-

  Subordinated                       BB+

  Preferred Stock                    BB-


  RATINGS AFFIRMED; OUTLOOK ACTION  
                                                                   
        
                                   TO                 FROM
  
  BANCO DE SABADELL S.A.

  Issuer Credit Rating       BBB+/Positive/A-2   BBB+/Stable/A-2

               
  BANKINTER S.A.               

  RATINGS AFFIRMED  

  BANKINTER S.A.

  Issuer Credit Rating               A-/Stable/A-2

  Resolution Counterparty Rating     A/--/A-1

  BANKINTER S.A.

  Senior Unsecured                   A-

  Senior Subordinated                BBB

  Subordinated                       BBB-

  Junior Subordinated                BB

  Commercial Paper                   A-2

  BANKINTER SOCIEDAD DE FINANCIACION S.A.

  Commercial Paper                   A-2


  CAIXABANK, S.A.              

  RATINGS AFFIRMED  

  CAIXABANK, S.A.

  Resolution Counterparty Rating     A/--/A-1

  CAIXABANK, S.A.

  Senior Unsecured                   A-

  Senior Subordinated                BBB

  Subordinated                       BBB-

  Preferred Stock                    BB

  Commercial Paper                   A-2

  RATINGS AFFIRMED; OUTLOOK ACTION  

                                   TO                 FROM
  CAIXABANK, S.A.

  Issuer Credit Rating        A-/Positive/A-2     A-/Stable/A-2


  CAJA LABORAL POPULAR COOPERATIVA DE CREDITO       

  RATINGS AFFIRMED  

  CAJA LABORAL POPULAR COOPERATIVA DE CREDITO

  Issuer Credit Rating               BBB/Stable/A-2      

  Resolution Counterparty Rating     BBB+/--/A-2

  (IBERCAJA)                

  RATINGS AFFIRMED  

  IBERCAJA BANCO S.A.

  Resolution Counterparty Rating     BBB/--/A-2

  IBERCAJA BANCO S.A.                     

  Senior Unsecured                   BBB-

  Subordinated                       BB

  Preferred Stock                    B+

  RATINGS AFFIRMED; OUTLOOK ACTION  

                                   TO                 FROM

  IBERCAJA BANCO S.A.

  Issuer Credit Rating       BBB-/Positive/A-3    BBB-/Stable/A-3


  CECABANK S.A.               

  RATINGS AFFIRMED  

  CECABANK S.A.

  Issuer Credit Rating               BBB+/Stable/A-2

  Resolution Counterparty Rating     A-/--/A-2


PIQUE MIDCO: S&P Assigned 'B' Issuer Credit Rating, Outlook Neg.
----------------------------------------------------------------
S&P Global Ratings assigned its 'B' long-term issuer credit rating
to Spain-based medical technology distributor Pique Midco 2
S.a.r.l. and its 'B' issue rating, with a '3' recovery rating, to
the group's proposed first-lien term loan.

The negative outlook reflects the risk of deleveraging delays
mainly because Pique Midco 2 may pursue acquisitions that cause S&P
Global Ratings-adjusted debt to EBITDA to exceed 7x or EBITDA
interest coverage of less than 2x over the next 12 months.

Pique Midco 2 has increased the pace and size of new acquisitions,
leading S&P to assume its debt reduction efforts will slow.

Pique Midco 2's increased acquisition activity will constrain
credit metrics in 2024. S&P said, "Given the partly debt-funded
acquisition of Izasa, expected to close during the third quarter of
2024, and limited free operating cash flow (FOCF) cushion, we
believe Pique Midco 2's leverage will remain elevated in 2024. We
estimate S&P Global Ratings-adjusted debt to EBITDA of 6.7x with
EBITDA interest coverage of 2.2x in 2024 including full year
pro-forma EBITDA and interest, reflecting timely integration of the
acquisition and realization of cost synergies. We forecast overall
moderate organic growth of 3%-4% and margin development over the
next year, with S&P Global Ratings-adjusted EBITDA margin to expand
to 12.4% in 2024. However, higher-than-anticipated operating costs,
as well as inflationary or pricing pressure, could weaken credit
metrics."

S&P said, "We expect acquisitions to continue to be part of Pique
Midco 2's growth story, and seamless integration of acquisition
targets to be key for maintaining credit metrics in line with
rating thresholds. We understand that in terms of future mergers
and acquisitions (M&A), the group is focusing not only on
acquisitions of smaller distributors as previously assumed, but
also bigger transformative acquisition in related lines of
business, which can stretch management resources and expose the
company to higher-than-anticipated integration risk then predicted.
Whereas we do not expect major integration costs, we assume some
uncertainty around related costs and sales and margin synergies to
be realized."

S&P said, "Pique Midco 2 has limited headroom at the current 'B'
rating. In March 2024, Pique Midco announced that it will acquire
Werfen's medical devices and scientific instrumentation
distribution businesses in Spain and Portugal for an enterprise
value of approximately EUR100 million, which we anticipate should
help the company to further increase its market share in Southern
Europe. We anticipate moderate integration risk linked to the
recent Izasa acquisition due to the complementary nature of
business and secured management continuity. Overall, we believe
that the company can benefit from a strengthened product portfolio
and cost synergies, subject to an effective integration. The impact
of the second, more sizable, recently announced acquisition Duomed
on key credit metrics, and Pique Midco 2's operating performance
beyond 2024 will need to be assessed as soon as details on the
transaction, in particular on financing and accretive EBITDA
potential, become available.

"We assigned preliminary ratings to Pique Midco 2 on Sept. 29,
2023."

The negative outlook reflects the risk of deleveraging delays,
mainly due to acquisitions, potentially leading to S&P Global
Ratings-adjusted debt to EBITDA above 7x or EBITDA interest
coverage of less than 2x over the next 12 months.

Downside scenario

Rating downside could materialize within the next 12 months if
Pique Midco 2's profitability and cash flow do not improve
according to our current assumptions, or if acquisitions contribute
to higher-than-anticipated leverage or lower EBITDA interest
coverage. S&P said, "The operating underperformance compared to our
forecast could stem from margin pressure, lower synergies, or
higher integration costs than currently anticipated. Overall, we
could also consider a downgrade if the company's profitability or
cash flow generation came under pressure leaving the group unable
to post at least neutral FOCF, EBITDA interest coverage above 2x,
and S&P Global Ratings-adjusted debt to EBITDA of below 7x over the
next 12 months."

Upside scenario

S&P said, "We could revise the outlook to stable if Pique Midco 2's
credit metrics improve such that S&P Global Ratings-adjusted debt
to EBITDA remains comfortably below 7.0x, along with strong
positive FOCF to enable deleveraging and EBITDA interest coverage
of more than 2x. This would mean Pique Midco 2 has successfully
realized its integration synergies and improved its top line and
EBITDA margins.

"Governance factors are a moderately negative consideration in our
credit rating analysis of Pique Midco 2, because of the controlling
financial sponsor ownership. We view financial sponsor-owned
companies with aggressive or highly leveraged financial risk
profiles as demonstrating 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."




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

VERISURE HOLDING: S&P Rates EUR300MM Senior Secured Notes 'B+'
--------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue rating to the EUR300
million senior secured notes to be issued by Verisure Holding AB
(B+/Stable/). The recovery rating on the proposed notes is '3',
indicating S&P's expectation of meaningful recovery (rounded
estimate 65%) of principal in the event of default.

The proposed notes are part of the leverage neutral refinancing
transaction Verisure launched on April 24, 2024, to address its
2026 debt maturities. The company plans to use the proceeds from
these notes and from the previously announced proposed term loan to
refinance its existing EUR800 million term loan maturing in 2026
and the EUR200 million of drawings on its revolving credit facility
(RCF). The transaction is likely to improve the maturity profile of
Verisure's capital structure, considering that the additional
facility is anticipated to have a 2030 maturity. S&P expects the
transaction to be leverage neutral because all proceeds will be
used for debt repayment (and issuance fees).




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

TURKIYE CUMHURIYETI: Fitch Assigns CCC+(EXP) Rating to Tier 2 Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Turkiye Cumhuriyeti Ziraat Bankasi
Anonim Sirketi's (Ziraat; B/Positive/b) planned issue of Basel
III-compliant Tier 2 capital notes an expected rating of
'CCC+(EXP)'. The Recovery Rating is 'RR6'.

The final rating is subject to the receipt of the final
documentation conforming to information already received by Fitch.

KEY RATING DRIVERS

The subordinated notes are rated two notches below the bank's
Viability Rating (VR) to reflect their subordinated status and
Fitch's view of a high likelihood of poor recoveries in the event
of default.

Fitch has applied zero notches for incremental non-performance
risk, as the agency believes that write-down of the notes will only
occur once the point of non-viability is reached and there is no
coupon flexibility prior to non-viability.

The notes will constitute direct, unsecured, unconditional and
subordinated obligations of Ziraat and rank equally with all its
other subordinated obligations but in priority to junior
obligations. The notes qualify as Basel III-compliant Tier 2
instruments and contain contractual loss-absorption features, which
will be triggered at the point of non-viability of the bank.
According to the draft terms, the notes are subject to permanent
partial or full write-down upon the occurrence of a non-viability
event (NVE). There are no equity conversion provisions in the
terms.

An NVE is defined as occurring when the bank has incurred losses
and has become, or is likely to become, non-viable as determined by
the local regulator, the Banking and Regulatory Supervision
Authority (BRSA). The bank will be deemed non-viable when it
reaches the point at which either the BRSA determines that its
operating licence is to be revoked and the bank liquidated, or the
rights of Ziraat's shareholders (except to dividends), and the
management and supervision of the bank, should be transferred to
the Savings Deposit Insurance Fund on the condition that losses are
deducted from the capital of existing shareholders.

The notes have an expected 10-year maturity and a call option after
five years.

RATING SENSITIVITIES

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

The notes' rating is primarily sensitive to a change in the bank's
VR, from which it is notched.

The notes would be downgraded if Ziraat's VR is downgraded. The
notes' rating could also be downgraded due to an increase in
notching from the bank's VR, which could arise if Fitch changes its
assessment of their non-performance relative to the risk captured
in the VR.

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

The notes would be upgraded if Ziraat's VR is upgraded.

ESG CONSIDERATIONS

Ziraat has an ESG Relevance Score of '4' for Governance Structure
and Management Strategy due to potential government influence over
the board's effectiveness and management strategy in the
challenging Turkish operating environment. The ESG Relevance Score
for Management Strategy also reflects increased regulatory
intervention in the Turkish banking sector, which hinders the
operational execution of management's strategy, constrains
management's ability to determine strategy and price risk and
creates an additional operational burden for the entity. This has a
moderately negative impact on the bank's credit profile and is
relevant to the ratings in conjunction with other factors.

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

DATE OF RELEVANT COMMITTEE

16 April 2024

   Entity/Debt             Rating                   Recovery   
   -----------             ------                   --------   
Turkiye Cumhuriyeti
Ziraat Bankasi
Anonim Sirketi

   Subordinated        LT CCC+(EXP) Expected Rating   RR6



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

FARLEIGH READING: Enters Administration, Owes Creditors GBP391,755
------------------------------------------------------------------
Business Sale reports that Farleigh (Reading) Limited, a property
company based in Solihull, fell into administration last week,
appointing Michael Lennon and Steven Muncaster of Kroll Advisory as
joint administrators.

According to Business Sale, in the company's accounts for the year
to March 31, 2023, its current assets were valued at just under
GBP5 million, but its debts to creditors left the firm with net
liabilities totalling GBP391,755.


HOPS HILL NO.4: Fitch Assigns 'BB+(EXP)sf' Rating to Class E Debt
-----------------------------------------------------------------
Fitch Ratings has assigned Hops Hill No.4 PLC (Hops Hill) expected
ratings.

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

   Entity/Debt           Rating           
   -----------           ------           
Hops Hill No.4 plc

   Class A           LT AAA(EXP)sf  Expected Rating
   Class B           LT AA-(EXP)sf  Expected Rating
   Class C           LT A-(EXP)sf   Expected Rating
   Class D           LT BBB+(EXP)sf Expected Rating
   Class E           LT BB+(EXP)sf  Expected Rating

TRANSACTION SUMMARY

Hops Hill is a securitisation of buy-to-let (BTL) mortgages
originated in England and Wales by Keystone Property Finance
Limited. The transaction contains collateral previously securitised
in Hops Hill No.1 PLC as well as more recent origination.

KEY RATING DRIVERS

Limited Performance Data: The loans within the pool have
characteristics in line with standard UK BTL mortgages. Keystone
only started originating BTL mortgages in meaningful volumes in
2018. The limited history of origination and subsequent performance
data is sufficiently mitigated through available proxy data and
adjustments made to the foreclosure frequency (FF) in Fitch's
analysis.

Newly-originated Asset Pool: Over 81% of loans in the provisional
mortgage pool were originated after 2020. The pool has a weighted
average (WA) original loan-to-value (LTV) of 71.7% and a WA current
LTV of 71.1%, leading to a WA sustainable LTV of 78.6%. The pool
also has a Fitch-calculated WA interest coverage ratio of 85.9%.

Pre-funding Mechanism: The transaction contains a prefunding
mechanism through which further loans may be sold to the issuer
with proceeds from over-issuance of notes at closing standing to
the credit of the pre-funding reserves. Fitch has been provided
with the closing pool, alongside an additional pool containing
further loans identified for sale (the full pool). Fitch has rated
the transaction by reference to the asset levels using the full
pool.

Unhedged Basis Risk: The pool includes 5.5% of loans linked to Bank
of England base rate (BBR). The rest comprise fixed-rate loans
reverting to BBR plus a margin. The fixed to floating interest rate
risk is hedged. Fitch has stressed the transaction cash flows for
basis risk between BBR and SONIA, in line with its UK RMBS Rating
Criteria.

Fixed Hedging Schedule: At closing, the issuer will enter a swap
agreement to mitigate the interest rate risk arising from the
fixed-rate mortgage loans before their reversion date. The swap is
based on a pre-defined schedule, rather than the balance of
fixed-rate loans in the pool. If loans prepay or default, the
issuer will be over-hedged. The excess hedging is beneficial to the
issuer in a rising interest-rate scenario and detrimental in
decreasing interest rate scenarios.

RATING SENSITIVITIES

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

Material increases in the frequency of defaults and loss severity
on defaulted receivables producing losses greater than Fitch's
base-case expectations may result in negative rating action on the
notes. Fitch found that a 15% increase in the WA foreclosure
frequency (FF), along with a 15% decrease in the WA recovery rate
(RR), would lead to downgrades of up to one notch for the class A,
B and C notes and three notches for the class D notes.

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

Stable to improved asset performance driven by stable delinquencies
and defaults would lead to increasing 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 two notches for the class B and C notes and up to three notches
for class E notes.

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

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

DATA ADEQUACY

Fitch 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.

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

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

ESG CONSIDERATIONS

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

LOADOUT EXPRESS: Falls Into Administration
------------------------------------------
Business Sale reports that Loadout Express Limited, a Glasgow-based
provider of band bus and event transport solutions across the UK,
fell into administration last week, with Scott Milne and Ian Wright
of Quantuma appointed as joint administrators.

The administration came less than two weeks after the company faced
a winding-up petition, Business Sale notes.

In filleted accounts for the year ending August 31 2022, the
company's fixed assets were valued at GBP447, 577 and current
assets at GBP203,214, Business Sale discloses.  At the time, the
company's net assets amounted to just under GBP83,000, Business
Sale notes.


MILTON PORTFOLIO: Portfolio of 24 Pubs Sold to Punch Pubs & Co
--------------------------------------------------------------
Business Sale reports that a portfolio of 24 pubs across the North
East and Yorkshire has been sold to Punch Pubs & Co.

The Milton 3 portfolio was previously owned by Milton Portfolio Op
Co 3, which went into administration in November 2023, Business
Sale notes.

Interpath Advisory's Ryan Grant and Howard Smith were appointed as
joint administrators and subsequently engaged Avison Young and
Watling Real Estate to market the pubs for sale, Business Sale
relates.

Despite performing strongly, the former Wear Inns pubs had been hit
by the impact of COVID-19 and were struggling with significant
liabilities, which led to them facing increasing financial
pressure, Business Sale discloses.  Following the appointment of
the joint administrators, and in the wake of strong trading over
the festive period, the pubs remained open while a buyer was
sought, Business Sale notes.

According to Business Sale, Burton-based Punch Pubs & Co, which
operates around 1,300 sites, has now acquired 24 of the 25 pubs
that were originally included in the portfolio.   The Victoria in
Whitley Bay has been stripped out and sold to Amber Taverns,
Business Sale states.


SELINA HOSPITALITY: Inks 5th Amendment to Settlement Deal with YAM
------------------------------------------------------------------
Selina Hospitality PLC disclosed in a Form 6-K Report filed with
the U.S. Securities and Exchange Commission that on April 18, 2024,
the Company and certain of its subsidiaries entered into a Fifth
Amendment to Separation Agreement dated June 3, 2022, with YAM at
Selina Ops LP. The Fifth Amendment was entered into in order to
settle disputes among the parties and stay enforcement actions
being taken by YAM in relation to defaults by the Company and the
relevant subsidiaries under the Second Amendment to Separation
Agreement dated June 3, 2022, entered into among the parties.

The Company's subsidiaries that are part of the Separation
Agreement, including the Fifth Amendment, include PCN Operations,
S.A., Selina Operation One (1), S.A., and Selina Management Panama,
S.A.

The Separation Agreement includes the terms relating to the
eventual buy-out of YAM's equity interest in a joint venture
arrangement, entered into in September 2017 between the Company and
YAM, pursuant to a shareholder agreement, entered into in December
2020 among the Company, Selina One and YAM, that governs PCN, the
joint venture company that was established for the development and
operation of the Company's business in Panama, Costa Rica and
Nicaragua.

The Second Amendment and other primary agreements relating to the
JV Arrangements are summarized in a Report on Form 6-K issued on
June 27, 2023 and the "Material Contracts" section of the Company's
2022 annual report on Form 20-F filed with the U.S. Securities and
Exchange Commission on April 28, 2023, and the Alleged Defaults are
described in more detail in a Report on Form 6-K issued by the
Company on January 4, 2024.

A summary of the key terms and conditions of the Fifth Amendment:

     * The parties agree that the remaining capital contributions
and guaranteed return payments owed to YAM under the JV
Arrangements totalled $3,514,088 as of March 31, 2024 -- Owed
Amount -- and that such amount would accrue interest at a rate of
8% per annum from April 1, 2024. The Owed Amount must be fully paid
to YAM by no later than December 31, 2026.

     * As consideration for the stay of enforcement proceedings
being taken by YAM against certain PCN subsidiaries located in
Panama and Costa Rica, the shares of which were pledged to YAM
under pledges entered into in 2021 as security for the payment
obligations of the Selina Parties, and YAM's entry into the Fifth
Amendment, the parties agree to increase the Owed Amount by a
one-time compensation payment of $750,000.

     * The Selina Parties have agreed to make five cash payments of
$150,000 each -- Initial Cash Payments -- towards the Owed Amount,
with the first payment to be made within two (2) days after the
date of the Fifth Amendment and the rest of the payments to be made
on the first day of each of May, June, July and August 2024, for
total initial cash payments of $750,000.

     * By no later than July 31, 2024, the Company has agreed to
issue to YAM, subject to the execution of an equity subscription
agreement substantially in the form previously entered into between
the Company and YAM, such number of ordinary shares of the Company
calculated by taking the Owed Amount, less amounts paid towards the
Owed Amount and two months of future Initial Cash Payments and/or
Subsequent Cash Payments to account for the period of time
estimated to register the shares, by the average closing price of
the Company's ordinary shares over the 30 trading days prior to the
date of calculation -- Settlement Shares.

     * Selina is obligated to register the Settlement Shares such
that they are freely tradable by YAM, and YAM undertakes to limit
the sales of the Settlement Shares each trading day, up to a
maximum of 25% of the trading volume for the day -- Volume Limit --
with the net proceeds from the sales reducing the Owed Amount.
Prior to the issuance of the Settlement Shares, the Selina Parties
may make additional cash payments to YAM to reduce the Owed Amount
provided a minimum amount of $1,000,000 is paid, in which event the
Volume Limit will be reduced to 20% and by an additional 0.5% for
each $100,000 paid beyond the first $1,000,000.

     * If by August 31, 2024 the Settlement Shares have not been
issued and/or are not freely tradable, then the Selina Parties will
be required to make additional monthly cash payments to YAM,
subsequent to the Initial Cash Payments, in the following amounts
-- Subsequent Cash Payments -- until the Settlement Shares have
been issued and are freely tradable: (i) $200,000 per month on each
of September 1, October 1, November 1, and December 1, 2024; (ii)
$225,000 on the first of each month between January 1, 2025 through
June 1, 2025 (for up to six payments); and (iii) $250,000 on the
first of each month thereafter. Each payment will reduce the Owed
Amount accordingly.

     * Once the Settlement Shares have been issued and are freely
tradable, if the net proceeds received by YAM as the result of
selling the shares are less than $300,000 in any given calendar
month, then the Selina Parties must pay to YAM the deficiency
within five (5) days after YAM notifies the Selina Parties of the
deficiency. Likewise, if the Settlement Shares cease to be freely
tradable after their issuance, then the Selina Parties will be
required to pay to YAM $300,000 per month, to pay down the Owed
Amount, until the trading restrictions cease to apply to the
Settlement Shares. Finally, if the Selina Parties elect to pay to
YAM $750,000 or more during any month after the issuance of the
Settlement Shares, then (subject to applicable securities laws) YAM
shall cease its selling of the Settlement Shares for a period of 30
days for each such additional payment (the "Optional Payments"). In
such event and if YAM receives the Owed Amount in full, but
continues to hold Settlement Shares, then any net proceeds received
by YAM from the sale of the Settlement Shares will be paid to
Selina, up to the amount of the Optional Payments made by the
Selina Parties.

     * If the Selina Parties breach the Fifth Amendment at any
time, then (i) YAM will have the right to continue with its
enforcement actions, under the Pledges and otherwise, and the
Selina Parties agree not to interfere with or object to such
proceedings (and they agree to ensure that their employees,
directors and related parties cooperate with YAM in respect of such
actions); (ii) YAM's put right to sell its interest in PCN back to
Selina for the value of its capital contributions plus a 14%
internal rate of return on such investments, as set out in the JV
Arrangements and as further calculated in accordance with paragraph
12 of the Second Amendment (such amount to be reduced by any
amounts paid to YAM), shall be deemed to have been exercised, with
the put payment being due immediately; and (iii) the Selina Parties
agree to allow the PCN subsidiaries that operate Selina branded
hotels to continue to utilize the Selina brand and the related
infrastructure, booking channels and marketing materials in
relation to the operation of the hotels following the exercise of
YAM's rights over its collateral.

     * Once YAM has received payment in full of the Owed Amount,
then YAM will be required to transfer its interest in the JV
Arrangements back to Selina One (or its affiliate) and the parties
will enter into a mutual release of claims relating to the JV
Arrangements and Separation Agreement.

     * The Selina Parties are obligated to reimburse YAM and its
affiliate $150,000 in legal, consulting and other professional fees
via five monthly payments of $30,000 each, with the last payment to
occur in August 2024.

     * The Fifth Amendment contains certain customary
representations, warranties, covenants and information rights in
favor of YAM.

                About Selina Hospitality PLC

United Kingdom-based Selina (NASDAQ: SLNA) is one of the world's
largest hospitality brands built to address the needs of millennial
and Gen Z travelers, blending accommodation with co-working,
recreation, wellness, and local experiences -- from urban cities to
remote beaches and jungles.  Founded in 2014, Selina serves
customers in 24 countries on six continents.

In December 2023, the Company missed certain payments due under an
Indenture with Wilmington Trust, National Association, as trustee,
dated as of Oct. 27, 2022, in respect of 6% Convertible Senior
Notes due 2026.  The Company announced on Feb. 5, 2024, that it had
received a notice from a holder of more than 25% of the principal
amount of the 2026 Notes informing the Company that the holder was
purporting to exercise its right under the Indenture to accelerate
the outstanding principal amount of, premium (if any) on and
accrued and unpaid interest due under all of the 2026 Notes.  The
Company said in March it has engaged with relevant noteholders to
discuss potential settlement arrangements and is assessing its
legal position. "There can be no assurances that such discussions
will result in a successful outcome and the Company may need to
consider formal restructuring options in relation to the
indebtedness due under the 2026 Notes and its other liabilities,"
the Company warned.

SHIFT 4: Goes Into Administration
---------------------------------
Business Sale reports that Shift 4 Limited, a film equipment rental
and crew provider based in London, fell into administration last
week, with David Kemp and Richard Hunt of SFP appointed as joint
administrators.

According to Business Sale, in its accounts for the year to March
31, 2022, the company's fixed assets were valued at close to GBP6.6
million and current assets at GBP1.2 million.  At the time, its net
assets were valued at GBP2.2 million, Business Sale discloses.


SUK24 LIMITED: Goes Into Administration
---------------------------------------
Business Sale reports that SUK24 Limited, a supplier of aluminium
windows and doors headquartered in Preston, fell into
administration last week, appointing Mike Dillon and Andrew Knowles
of Leonard Curtis as joint administrators.

The company was previously called Sliders (UK) Limited, but changed
its name to SUK24 Limited the day after administrators were
appointed, Business Sale notes.

According to Business Sale, in its accounts for the year to July 31
2022, while still trading as Sliders (UK), the company reported
that the year had initially seen a continuation of the record
business levels the firm experienced during 2021.  However, this
was subsequently followed by a "steady slow down" during the second
half of the year, as a result of uncertainties created by Russia's
war in Ukraine, as well as the impact of the cost-of-living crisis
and "political uncertainties", Business Sale relates.

The company reported turnover of GBP14.2 million, up slightly from
GBP14.1 million a year earlier, but saw its pre-tax profits fall by
nearly half from GBP1.2 million to GBP652,714, Business Sale
discloses.  At the time, its fixed assets were valued at GBP1.1
million and current assets at around GBP3 million, with net assets
amounting to slightly under GBP775,000, Business Sale states.


TM ENGINEERS: Bought Out of Administration Via Pre-Pack Deal
------------------------------------------------------------
Business Sale reports that a specialist engineering firm based in
the Black Country has been rescued in a pre-pack acquisition.

Kingswinford-based T.M. Engineers (Midlands) fell into
administration late last month after being hit by the rising costs
of utilities, materials and labour, Business Sale relates.

Richard Tonks and Kim Richards of BK Plus were appointed as joint
administrators of the company on April 26 and, soon after their
appointment, sealed a pre-pack sale to TM Specialist Engineers, a
new firm supported by a party that was not previously linked with
the business, in a deal that safeguards 24 jobs at the company,
Business Sale discloses.

T.M. Engineers is a sub-contract engineering business that
specialises in heavy steel fabrication and large part precision
machining work. The ISO9001-approved company has been involved in
projects a wide array of sectors, including defence, scientific,
marine, nuclear, handing and oil and gas.

According to Business Sale, in T.M. Engineers' most recent accounts
at Companies House, for the year to March 31, 2023, shows its fixed
assets were valued at slightly over GBP380,000 and current assets
at GBP1.46 million.  At the time, the firm's net assets amounted to
GBP221,475, Business Sale notes.



VICTORIA PLC: S&P Lowers ICR to 'B' on Deteriorating Credit Metrics
-------------------------------------------------------------------
S&P Global Ratings lowered to 'B' from 'B+' its long-term issuer
credit rating on Victoria PLC. At the same time, S&P lowered its
issue rating on Victoria's EUR750 million bond to 'B', with the
recovery rating unchanged at '3' (rounded recovery estimate: 55%).

S&P said, "The negative outlook reflects our expectation that
consumer demand will likely remain weak leading to slower
deleveraging than previously anticipated. Due to the uncertainty
around the recovery of operating environment, we believe there is
elevated downside risk if volume prospects, top-line growth, or
overall industry dynamics do not improve in fiscal 2025."

Flooring product manufacturer and distributor Victoria PLC
continues to see weak demand in most of its segments and regions.

S&P said, "The downgrade reflects our expectation for
weaker-than-anticipated operational performance in fiscal 2024,
caused by low consumer demand. Revenue declined by 17% in the first
half of fiscal 2024, ending Sept. 30, 2023, depressed by falling
volumes as a result of weak consumer demand. The soft flooring
division alone saw a 13% decline in volumes due to the soft market
conditions. In addition, management decided to shed volumes in both
the U.K. and Europe ceramics and soft flooring segments to maintain
price position and margins. As consumer discretionary spending
remains constrained, we now forecast negative revenue growth of
around 11% for fiscal 2024. We also forecast flat S&P Global
Ratings-adjusted EBITDA compared to the previous year, at around
£140 million, including reorganization costs for the soft flooring
division and integration projects. As a result, we expect our
adjusted debt to EBITDA of over 8.0x for fiscal 2024, a material
deviation compared with our previous forecast of 6.8x. In addition,
we expect lower EBITDA generation offset by progress on working
capital will result in Victoria's free operating cash flow (FOCF)
to be around £30 million, assuming return to normalized capital
expenditure (capex) levels of around £65 million.

"We forecast margins to improve in fiscal 2025, thanks to fewer
restructuring costs and synergies from integration projects,
despite our expectation of continued demand weakness. For fiscal
2025, we project subdued performance with revenue growth of
1.5%-2.0%. Growth should be supported by integration synergies,
especially in the soft flooring division from the integration of
Balta, along with continued progress in North America distribution.
We factor in lower integration costs in fiscal 2025 and a
contribution of around £10 million-£15 million to EBITDA from
integration projects as we anticipate the majority of
reorganization to occur in fiscal 2024. However, this will be
offset by continued expectation of weak volume recovery as we
continue to forecast low residential demand (around 90% of
revenues) and continued pressure for the ceramics segment. As a
result, we project that Victoria's adjusted EBITDA margin will
gradually improve to around 12.0%-12.5% in fiscal 2025. That said,
while we see inflation moderating, with Victoria mainly benefiting
from reduction in energy and raw material costs, we continue to
expect elevated input costs from indirect costs such as labor,
which is about 18% of revenues, still pressuring margin
improvement.

"Victoria should still maintain adequate liquidity with positive
FOCF, despite discretionary spending on share buybacks. We forecast
FOCF to improve in fiscal 2025 to around £60 million-£65 million,
factoring in working capital inflow thanks to expected improvement
in inventory management along with EBITDA recovery. We expect capex
to maintain steady at approximately £65 million-£70 million in
the next two years. This includes the planned expansion projects of
factories in Turkey and Italy, along with maintenance capex. We
view supportive Victoria's low cash interest expense given the
favorable fixed rates currently on the EUR750 million notes,
resulting in funds from operations (FFO) cash interest coverage of
around 4.0x in the next 12-18 months.

"Victoria began repurchasing shares on March 13, 2024, having
already purchased slightly below £5 million. While the company has
communicated up to £25 million of repurchases, given the company's
priority to have cash for deleveraging, we do not anticipate the
full amount to be realised. In addition, Victoria bought back
EUR11.1 million (at an average discount of 21% against par) of its
EUR500 million senior secured notes, maturing in August 2026. We
view this as in line with the company's commitment to reduce
leverage ahead of its upcoming maturities. We forecast adjusted
debt to EBITDA to come down toward 7.0x-7.5x range in fiscal 2025,
before reducing further to around 7.0x in fiscal 2026. The company
anticipates around £50 million proceeds from sale of non-core and
surplus real estate assets in fiscal 2025, which should help
support the liquidity position.

"The negative outlook reflects our expectation that customer demand
will remain weak, leading to higher than anticipated adjusted debt
to EBITDA of above 8.0x in fiscal 2024, before slowly dropping in
fiscal 2025. Due to the uncertainty in the operating environment,
we would be more likely to downgrade if Victoria's operating
performance, volume prospects, or overall industry dynamics do not
improve in fiscal 2025."

Downside scenario

S&P said, "We could lower the ratings on Victoria if the company
underperforms our base-case forecast and demonstrates
lower-than-expected EBITDA generation such that adjusted debt to
EBITDA--including preference shares with non-cash interest treated
as debt--is consistently above 7.0x, without prospects of
deleveraging over the next 12-18 months. This could occur if
operational and integration setbacks or weaker-than-anticipated
volume recovery prevent expected improvements in EBITDA.

"We could also take negative rating action if we see negative FOCF
generation, or EBITDA interest coverage consistently below 2.0x. In
addition, larger-than-expected discretionary spending for
acquisitions or additional shareholder remuneration, or increasing
debt refinancing risk would increase the likelihood of a
downgrade."

Upside scenario

S&P said, "We could revise our outlook to stable if Victoria
decreases adjusted debt to EBITDA below 7.0x sustainably through
operational improvements, along with strong positive FOCF to enable
deleveraging. This could occur if the company's top line and EBITDA
generation improves substantially and has successfully realized its
integration synergies amidst the challenging operating environment.
We would also need Victoria to present a deliverable refinancing
plan ahead of the 2026 maturity.

"ESG factors are an overall neutral consideration in our credit
rating analysis of flooring products provider Victoria PLC. As a
manufacturer of soft floorings and ceramic tiles, we believe that
Victoria is exposed to environmental risks linked to the emission
of greenhouse gases related to product manufacturing and generation
of waste. That said, the company has invested in green energy
through solar panels and wind turbines to generate energy on site
and uses efficient IT technology to cut carpet rolls to minimize
waste."


WELLINGTON PUB: Fitch Affirms Then Withdraws 'CCC' B Notes Rating
-----------------------------------------------------------------
Fitch Ratings has affirmed Wellington Pub Company Plc's class B
notes at 'CCC', and simultaneously withdrawn the class A and B
notes' ratings. The issuer or its affiliates now have 100% of the
class A notes and about 98% of the class B notes, so only a
residual amount of the debt remains outstanding with third-party
noteholders. The issuer recently made an open market repurchase
offer for its outstanding class B notes.

The affirmation of the class B notes prior to withdrawal reflects
the de-minimis amount of debt outstanding with third-party
investors and the issuer's expectation that it will cancel the
bonds imminently.

   Entity/Debt                    Rating         Prior
   -----------                    ------         -----
Wellington Pub
Company Plc

   Wellington Pub
   Company Plc/Project
   Revenues - Second
   Lien/2 LT                  LT

   Class B GBP 51 mln
   7.335% bond/note
   15-Jan-2029 XS0084965879   LT CCC Affirmed    CCC

   Wellington Pub Company
   Plc/Project Revenues –
   Second Lien/2 LT           LT

   Class B GBP 51 mln
   7.335% bond/note
   15-Jan-2029 XS0084965879   LT WD  Withdrawn   CCC

   Wellington Pub Company
   Plc/Project Revenues –
   First Lien/1 LT            LT

   GBP Class A 160 mln
   6.735% bond/note
   15-Jan-2029 XS0084965796   LT WD  Withdrawn   B-

Fitch has chosen to withdraw the class A rating as the instrument
has been taken private and the class B rating due to commercial
reasons. Fitch will no longer provide ratings or analytical
coverage of the issuer.

RATING SENSITIVITIES

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

Not relevant as the rating has been withdrawn.

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

Not relevant as the rating has been withdrawn.

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.


                           *********


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

Troubled Company Reporter-Europe is a daily newsletter co-
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Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

Copyright 2024.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
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