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

                          E U R O P E

          Monday, May 20, 2024, Vol. 25, No. 101

                           Headlines



B E L G I U M

ALEXANDRITE MONNET: Fitch Rates EUR350MM Secured Bond Due 2029 BB-


F R A N C E

ALTICE FRANCE: $2.50BB Bank Debt Trades at 18% Discount
CUBE HEALTHCARE: Moody's Affirms B3 CFR & Rates New Secured Debt B3


G E R M A N Y

ADLER PELZER: Fitch Affirms 'B-' LongTerm IDR, Outlook Stable
DOUGLAS GMBH: Fitch Hikes LongTerm IDR to 'BB-', Outlook Stable
PLUSSERVER GMBH: EUR260MM Bank Debt Trades at 58% Discount
PROXES GMBH: EUR95MM Bank Debt Trades at 17% Discount


I R E L A N D

CONTEGO CLO X: Fitch Assigns Final 'B-sf' Rating on Class F-R Notes
HARVEST CLO XXVIII: Fitch Assigns B-sf Final Rating on Cl. F Notes
HARVEST CLO XXVIII: Moody's Assigns Ba3 Rating to Class E-R Notes


I T A L Y

CONCERIA PASUBIO: Moody's Lowers CFR & Senior Secured Notes to B2
MONTE DEI PASCHI: Moody's Ups Senior Unsecured Debt Ratings to Ba2
SIENA MORTGAGE 07-5: Fitch Affirms B- Rating on Class C Notes


L U X E M B O U R G

4FINANCE HOLDING: Fitch Assigns 'B' LongTerm IDR, Outlook Stable
ENDO LUXEMBOURG: Invesco VLT Marks $627,000 Loan at 34% Off
MANGROVE LUXCO: Moody's Hikes CFR to Caa1 & Alters Outlook to Pos.
QSRP INVEST: Fitch Assigns First Time 'B(EXP)' IDR, Outlook Stable
TRINSEO MATERIALS: $750MM Bank Debt Trades at 22% Discount



N E T H E R L A N D S

IGNITION MIDCO: EUR325MM Bank Debt Trades at 57% Discount
SAMVARDHANA MOTHERSON: Fitch Hikes IDR to 'BB+', Outlook Positive


N O R W A Y

HURTIGRUTEN GROUP: Invesco VVR Marks EUR2.2MM Loan at 57% Off


S E R B I A

UNION: Serbia Bankruptcy Agency to Auction Hotel on June 14


S W E D E N

HILDING ANDERS: Invesco Senior Marks EUR227,000 Loan at 59% Off


U N I T E D   K I N G D O M

AMPHORA FINANCE: GBP301MM Bank Debt Trades at 58% Discount
ARJ CONSTRUCTION: Enters Administration, Halts Operations
CANTERBURY FINANCE 4: Fitch Affirms 'BB+sf' Rating on Class F Notes
CLARIVATE PLC: Fitch Affirms 'BB-' LongTerm IDR, Outlook Stable
DEUCE MIDCO: Fitch Affirms 'B' LongTerm IDR, Outlook Stable

HORIZONTE MINERALS: Placed Into Administration
MILTON THREE: Two Pubs Sold Following Administration
OCADO GROUP: Fitch Lowers LongTerm IDR to 'B-', Outlook Stable
PRAESIDIAD LTD: EUR290MM Bank Debt Trades at 41% Discount
RECYCLING TECHNOLOGIES: Owed Wilthsire Council Almost GBP1 Mil.

SPINNAKER TOPCO: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
VIVO ENERGY: Moody's Lowers LongTerm Unsecured Rating to Ba1
[*] UK: Company Insolvencies in England and Wales Up 18%


X X X X X X X X

[*] BOND PRICING: For the Week May 13 to May 17, 2024

                           - - - - -


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B E L G I U M
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ALEXANDRITE MONNET: Fitch Rates EUR350MM Secured Bond Due 2029 BB-
------------------------------------------------------------------
Fitch Ratings has assigned Alexandrite Monnet UK HoldCo plc's
(Alexandrite Monnet) EUR350 million 10.5% secured bond due 2029 a
final senior secured rating of 'BB-'. Its final Recovery Rating is
'RR3'.

The assignment of the bond's final rating follows the completion of
the bond issue and receipt of final documentation conforming to the
previously received information. Alexandrite Monnet owns 100% of
Befimmo Group FIIS.

The Befimmo group's (which includes assets outside Befimmo Group
FIIS) EUR2.8 billion end-2023 portfolio is characterised by robust
demand for its high-quality Brussels offices, with solid occupancy
of 96%. Public-sector tenants represent 56% of rent, ensuring
sustained cash flow with a weighted average lease term to earliest
break (WALB) of 9.5 years, and an indexation-related like-for-like
(lfl) rental increase of around 10% in 2023. This stability
positions the group favourably versus its own and its peer group's
other central business district (CBD) office portfolios.

Befimmo Group FIIS's standalone net debt/EBITDA of 16.7x at
end-2023 - inflated by the pre-let development called Zin that
became income-producing in 1Q24 - is projected to decline to
approximately 12.5x in 2025, in line with the 'bb' rating category.
Alexandrite Monnet adds a layer of EUR350 million subordinated
debt, whose debt service relies on the dividends from Belgian FIIS
(fonds d'investissement immobiliers spécialisés, a
REIT-equivalent) entities owned by Befimmo Group FIIS.

KEY RATING DRIVERS

IHC Criteria Approach: Fitch rates Alexandrite Monnet and its
five-year EUR350 million senior secured debt under its Investment
Holding Companies (IHC) Criteria, acknowledging its sole purpose of
indirectly owning 100% of Befimmo Group FIIS's shares, and its
reliance on cash dividends from the asset-holding Befimmo Group
FIIS entities to service its debt. While senior secured in ranking
at the Alexandrite Monnet level, this debt is structurally
subordinated to debt incurred by Befimmo group property
subsidiaries.

Befimmo Office Portfolio: Fitch assesses, on a standalone basis
(excluding Alexandrite Monnet's non-recourse debt), Befimmo Group
FIIS's creditworthiness at 'bb'. The group's end-2023 portfolio
totaled EUR2.8 billion, mainly offices in Brussels (75% by value),
and 56% of rent was from public-sector tenants on long-dated leases
(WALB 11.2 years).

As an ever-adapting CBD, the Brussels office market is split
between prime and secondary (the Befimmo group's being prime)
locations and 53% of its offices were at end-2022 under 10 years
old, with public transport links, a history of high occupancy,
indexed rents (2023: +10%), reversionary potential, albeit with
capital city and tenant concentrations, and ESG-focused.

Dividend Up-streamed: Alexandrite Monnet is reliant on cash
dividends from Befimmo Group FIIS (itself the recipient of
dividends from its three main companies: Befimmo, Fedimmo and Zin).
As FIISs, they have to declare a dividend of at least 80% of their
rental-derived profits. A breach of their secured financings'
respective loan-to-value (LTV) or interest coverage ratios, if
uncured, would restrict any of the three secured financings
(without cross-default or cross-collateralisation) from upstreaming
cash dividend to Alexandrite Monnet. Existing covenant headroom is
adequate.

Alexandrite Monnet Interest Coverage: Alexandrite Monnet can access
a six-month letter of credit-backed interest expense reserve in
case of dividend interruption. Relative to the Befimmo group
entities' pro-forma dividend capacity for 2024, Fitch calculates
standalone Alexandrite Monnet's interest coverage at around 1.2x.
Including the bond's 10.5% coupon, Fitch expects coverage to
average around 1.3x during 2024-2028.

Significant Collateral Value: The attributable value of Befimmo
Group FIIS's net asset value (NAV, its shareholding) was EUR1.4
billion at end-2023, relative to Alexandrite Monnet's EUR0.35
billion debt (27% LTV). Adopting the IHC Criteria's "stressed gross
LTV" (three times standard deviation of the month-on-month
percentage change in the average share price observed over 10
years, when Befimmo SA/NV was listed) the NAV decreases 22% (31%
LTV).

Compared with other IHC equity values based on variable EBITDA and
multiples, fixed assets with long-dated rents (paid by
public-sector bodies) have fundamentals with less vulnerability to
default and asset-valuation change. The Fitch-calculated Befimmo
Group FIIS LTV at end-2023 was 62% (group covenant: 70%).

Befimmo's Public Sector-Weighted Portfolio: Under Brookfield
ownership since 2023 the portfolio has been simplified, with the
disposal of EUR124 million of Fedimmo's 30 smaller regional offices
(at risk of future tenant location consolidation) to enable
management to focus on central, transport-connected, large offices
including those with long-dated (15-18 years) public-sector tenant
income streams, and other multi-tenanted offices where rents are
being pushed higher.

Belgian Régie des Bâtiments: The Belgian Buildings Agency
(representing some 50% of the Befimmo group's leases) procures
offices from landlords such as Befimmo entities for various
government departments. It signs long-dated leases (it can move
departments around according to changing requirements) and
co-ordinates/promotes the ongoing consolidation of office
workforces into efficient, modern, green buildings. This is a core
backbone of rental income for the Befimmo group.

Brussels Office Market: As the eighth-largest office market in
Europe, Brussels is dominated by Belgian public-sector tenants and
EU Commission and Parliament bodies (34% of 2023's market take-up
was public-sector tenants), but including head offices of Belgian
and global entities and banks. Befimmo Group FIIS's tenant base is
resilient with 56% from the public sector and the remainder from a
diversified private sector. Despite inherent 2022 uncapped 10%
CPI-related rent increases, the market's low vacancy rates, and
limited oversupply, Fitch does not assume a significant rise in
rents.

Already Tackling WFH: Brussels has a lack of Grade A office space,
which has resulted in rising rents on recent transactions for prime
new office space, including for the Befimmo group. Part-work from
home (WFH) is also practiced in Brussels, but consolidation of
space has been ongoing for some time, and Befimmo's long-term
leases (and public-sector tenants) make immediate vulnerability of
this income stream unlikely. The group's retained SilverSquare
(co-working) and Sparks (conference services) operations show that
management is acutely aware of keeping office environments and
amenities fresh to make vibrant offices and locations.

Main Property Development ZIN: ZIN, with EUR466 million of total
investment, by far the largest of Befimmo's three currently ongoing
development projects (EUR574 million combined investment volume),
is a multifunctional building in Brussels North with 85,000 sqm of
office space, 111 rented apartments and 200 hotel rooms. More than
95% of the office space is pre-let to the Flemish government on an
18-year lease. ZIN's office space is recently completed and
providing rental income.

DERIVATION SUMMARY

The Befimmo group's portfolio is highly concentrated in Brussels,
with only a couple of assets in other Belgium cities and in
Luxembourg. Brussels has proven to be more resilient to the
challenges European office markets are facing in valuation
(interest-rate recalibration) and occupancy (WFH). Further, Befimmo
has high-quality offices with good ESG credentials that are less
threatened by the ongoing trend of "flight to prime".

None of Fitch-rated peers share the Befimmo group's key portfolio
strengths of (i) its tenant base (56% public bodies); (ii) the
longevity of its cash flow (9.5-year WALB), and (iii) 53% of
end-2022's buildings were 10 years or younger. Other traits - a
focus on the prime end of the office CBD market, high occupancy,
high rent collection during Covid-19, focus on increasing rents and
ESG credentials - are consistent with peers' portfolios with their
respective concentrations within London, Paris, Stockholm or
Brussels.

In terms of office assets, its closest rated peer is the pan-sector
M&G European Property Fund SICAV-FIS (IDR: A-/Stable, EUR1.6
billion office within a EUR4.0 billion pan-sector portfolio) with
similarly low-yielding offices in the CBDs of Paris, Munich,
Berlin, Düsseldorf and Frankfurt. In contrast to the Befimmo
group, this fund had very low leverage (11% LTV and 0.7x net
debt/EBITDA) and minimal development risk. Other peers are Land
Securities PLC (Short-Term IDR 'F1'; EUR14 billion office and
retail portfolio) and The British Land Company PLC (Long-Term IDR:
A-/Stable; EUR12.8 billion office and retail, at share) but both
are only in the UK.

Besides geographic footprint, Befimmo Group FIIS is significantly
different to these peers due to its standalone leverage and
financial flexibility, which underpin its 'bb' rating category
creditworthiness.

KEY ASSUMPTIONS

Fitch's Key Assumptions Within Its Rating Case

Befimmo Group FIIS

- Moderate 4% rental growth from indexation in 2024 (following
inflation-driven 10% rise in 2023), and around 2% from 2025
onwards

- Fitch uses full-year rental contribution from development
completions (2024: EUR20.5 million for Zin office, thereafter
EUR4.4 million for completed rented apartments, then hotel and a
residual office). Visibility is provided by high levels of pre-let
and expected demand for the residential properties in that
location

- Year-on-year cost base reduction in 2023, due to de-listing,
re-organisation and new asset management contract for non-FIIS
owned operations

- Using policy rates derived from Fitch's Global Economic Outlook,
interest-rate hedging reduces nominal interest costs by EUR20
million in 2024 and EUR7.7 million in 2025 when existing
interest-rate hedging expires

Alexandrite Monnet

- Dividends from Befimmo Group FIIS are calculated as 80% of profit
before taxes (reflecting the FIIS status of its three main
property-owning subsidiaries). The interest expense for the EUR350
million subordinated debt amounts to EUR37 million per year

RATING SENSITIVITIES

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

- Material improvement in Befimmo Group FIIS's operational and
financial profile

- Alexandrite Monnet's standalone interest coverage of 2.0x on a
sustained basis (based on cash dividends from Befimmo Group SIIF
entities)

- The 'RR3' Recovery Rating, informing the senior secured rating,
is unlikely to be revised higher

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

- Deterioration of Befimmo Group FIIS's operational and financial
profile

- Alexandrite Monnet's standalone interest coverage below 1.2x
(based on cash dividends from Befimmo Group IIF entities and their
senior secured funding potentially triggering cash lock-ups)

- Alexandrite Monnet's standalone LTV above 60%

LIQUIDITY AND DEBT STRUCTURE

Post-2027 Debt Maturities: Befimmo Group FIIS had EUR35 million
readily available cash at end-2023. Fitch expects cash outlays to
committed developments of EUR96.4 million in 2024 and EUR39.9
million in 2025, for which Befimmo Group FIIS has committed bank
facilities to cover. It has no scheduled debt maturities before
December 2027.

Almost all of Befimmo Group FIIS's consolidated EUR1.4 billion debt
at end-2023 is secured, with the exception of the Fedimmo EUR47
million mezzanine loan. Its subsidiaries' pledged portfolios are in
four separate grouping of companies and their assets are not
cross-collateralised.

Shortened Interest-Rate Hedging: Befimmo Group FIIS's end-2023 debt
was 100% hedged in interest rates, averaging 2.2%, although the
bulk of this will expire in 3Q25. This will expose the cost of debt
to floating rates from 4Q25 onwards when, based on the current
derivatives book, hedging coverage will drop to 15%. Management
stated that it will progressively hedge nearer to end-2025 when
rates are expected to decrease.

If interest rates stay high, Fitch would expect inflation to remain
high, which would be reflected in the annual CPI uplifts applied at
each lease's anniversary (the bulk of which occurs at the start of
the year). Thus in Befimmo Group FIIS's rental income, 2022's 10%
CPI uplifts were reflected in its 2023 rental income, and 2023's
3.5% government-capped uplift in its 2024 rental income.

In 2023 Befimmo Group FIIS monetised its previous advantageous
long-dated derivatives book beyond 2028, fixing at less than 0.8%
EURIBOR, thereby making a profit and using the proceeds to
deleverage.

Alexandrite Monnet Liquidity Covers Interest: Fitch views
Alexandrite Monnet's six-month letter of credit-backed interest
expense reserve, supported by Brookfield, as accretive to its
liquidity profile as it would cover interest payments for the
EUR350 million senior secured bond, should dividends from Befimmo
Group FIIS (routed from its FIIS subsidiaries) be interrupted.

Criteria Variation

Under the IHC criteria, senior debt is rated the same as the
issuer's IDR with a Recovery Rating capped at 'RR4' to reflect the
lower predictability of recovery prospects. Given the Befimmo
group's underlying quality property portfolio and high recovery
estimates under various scenarios, Fitch has applied a criteria
variation to rate Alexandrite Monnet's senior secured rating one
notch above the IDR at 'BB-' with a 'RR3' recovery estimate.

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
   -----------             ------         --------   -----
Alexandrite Monnet
UK HoldCo Plc

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




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F R A N C E
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ALTICE FRANCE: $2.50BB Bank Debt Trades at 18% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Altice France SA is
a borrower were trading in the secondary market around 82.3
cents-on-the-dollar during the week ended Friday, May 17, 2024,
according to Bloomberg's Evaluated Pricing service data.

The $2.50 billion Term loan facility is scheduled to mature on
August 14, 2026.  About $580 million of the loan is withdrawn and
outstanding.

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


CUBE HEALTHCARE: Moody's Affirms B3 CFR & Rates New Secured Debt B3
-------------------------------------------------------------------
Moody's Ratings has affirmed the B3 corporate family rating and
B3-PD probability of default rating of Cube Healthcare Europe Bidco
(Domidep or the company), a leading private operator of nursing
homes headquartered in France. Concurrently, Moody's Ratings has
assigned B3 instrument ratings to the proposed amended and extended
(A&E) debt facilities, including the EUR465 million senior secured
term loan B (TLB) and the EUR135 million senior secured revolving
credit facility (RCF), both due in 2029. The current B3 instrument
ratings of the senior secured bank credit facilities due 2026, are
unaffected by this rating action. The outlook remains stable.

The company is looking to A&E its current debt facilities and the
transaction also involves an equity injection from Domidep's
shareholders of EUR40 million which will support liquidity, cover
transaction costs and a recently signed acquisition.

RATINGS RATIONALE

The affirmation of the ratings and the stable outlook reflect
Moody's Ratings expectations that, over the next 12-18 months,
Domidep's key credit metrics will continue to improve to levels
more commensurate with its B3 rating. In particular, over the next
12-18 months the rating agency estimates that the Moody's-adjusted
gross leverage will improve to below 7.5x from 8.2x at end-2023,
that its Moody's-adjusted free cash flow (FCF) will remain positive
at around EUR15-20 million per year, and Moody's-adjusted EBITA to
interest expense coverage will stay at around 1.7x, pro forma the
A&E transaction. Moody's Ratings understands that the company is
likely to enter into a new interest rate hedging contract, which
should support interest coverage.

The equity injection and successful extension of maturities are
governance considerations that were key drivers of the rating
action.

The rating action also reflects the company's good operating track
record as the fifth-largest private operator of nursing homes in
France, improving geographic diversification since the initial
rating assignment in 2019, following acquisitions in Germany and
Belgium, higher profitability than that of its peers, and track
record of positive FCF generation. Moody's Ratings forecasts that
Domidep's revenue growth will be at around mid-to-high single digit
range in percentage terms over the next 12-18 months, mainly driven
by price increases, occupancy rates recovery, and integration of
acquisitions signed in 2023 and 2024.

However, there are risks to Moody's forecasts because of the
difficult operating environment, notably cost inflation and
structural staff shortages, especially in Germany (yet accounting
for less than 20% of the group's revenues), which together could
further strain margins over the next 12-18 months. The company
continues to reduce interim staff in Germany and accelerate
enrolment of qualified nurses through a mix of internal and
external recruitment, successfully turning around the performance
of the country as of Q1 2024. In addition, there is a risk of
further bolt-on debt-funded acquisitions, which could constrain
further credit metrics improvement over the next 12-18 months,
although this is not the ratings agency's central scenario nor the
management strategy as evidenced by the latest acquisition of
assets from Medicharme which helped deleveraging the group given
the deal's structure.

LIQUIDITY

Domidep's liquidity is adequate. At the end of 2023 the company had
EUR11 million of cash on balance sheet. Following the transaction
it will have access to the new upsized EUR135 million senior
secured RCF, of which about EUR20 million will be drawn pro forma
the A&E transaction. Moody's Ratings expects positive
Moody's-adjusted FCF generation, which along the equity injection
should improve liquidity in the next 12-18 months. Cash generation
and liquidity are constrained by high capital expenditure that the
agency estimates at around 5% of revenue, over the next 12-18
months, planned external growth investments in 2024, and increased
interest expense following the A&E transaction. The company also
has a portfolio of real estate assets that could be used to raise
liquidity if needed.

Moody's Ratings expect the company to maintain ample headroom under
the springing net leverage covenant attached to the RCF if used by
more than 40%. The covenant is set at 10.0x, compared with a net
leverage of 6.2x as of end-2023 as defined under the debt
indenture.

RATING OUTLOOK

The stable rating outlook reflects Moody's expectations that
Domidep's Moody's-adjusted debt/EBITDA will reduce below 7.5x over
the next 12-18 months and the company will continue to generate
positive Moody's-adjusted FCF, and Moody's-adjusted EBITA to
interest expense will remain well above 1x.

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

Ratings could be upgraded if the company's Moody's-adjusted
debt/EBITDA falls towards 6.5x (based on the company's lease
multiple of around 8.0x) on a sustained basis, while it maintains a
good operating performance and successfully executes its strategy;
its Moody's-adjusted EBITA/interest remains around 2.0x on a
sustained basis; and it continues generating positive
Moody's-adjusted FCF which in turn will strengthen the liquidity
buffer.

The rating could be downgraded if Moody's-adjusted debt/EBITDA
remains sustainably above 7.5x (based on the company's lease
multiple of around 8.0x), Moody's-adjusted EBITA/interest weakens
towards 1.0x or free cash flow or liquidity significantly weaken.

STRUCTURAL CONSIDERATIONS

The B3 rating on the EUR465 million senior secured Term Loan B and
the EUR135 million senior secured RCF is in line with the CFR and
reflects their pari passu ranking in the capital structure and the
upstream guarantees from material subsidiaries of the group. The
B3-PD probability of default rating incorporates Moody's assumption
of a 50% recovery rate, typical for bank debt structures with a
loose set of financial covenants. Guarantor coverage is at least
80% of EBITDA (determined in accordance with the agreement)
generated by each subsidiary representing more than 5% of
consolidated EBITDA. Security is granted over key shares, bank
accounts and receivables.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Domidep, headquartered near Lyon, France, is the fifth-largest
private nursing home operator in France in terms of number of beds
and the 8th in Europe thanks to its presence in Germany and, to a
lesser extent, in Belgium. The company operates around 174 nursing
home facilities and operates +12,000 beds. The company also engages
in adjacent activities, including senior residences and daycare,
and generated EUR573 million in revenue and EUR98 million in
company's-adjusted EBITDA in 2023. I Squared Capital, a private
equity firm focused on infrastructure investments, has owned about
97% of Domidep since 2019. The rest of the ownership lies with
management.




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G E R M A N Y
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ADLER PELZER: Fitch Affirms 'B-' LongTerm IDR, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed Adler Pelzer Holding GmbH's (APG)
Long-Term Issuer Default Rating (IDR) of 'B-' with a Stable Outlook
and its senior secured instrument rating at 'B' with a Recovery
Rating of 'RR3'.

The rating affirmation reflects the company's leveraged financial
structure, as well as its weak profitability and cash flow
generation. This is mitigated by its leading market position,
strong technical knowledge and established relationships with
original equipment manufacturers (OEMs). Hence, Fitch regards APG's
business profile as strong for its rating.

The Stable Outlook reflects its expectation that APG will maintain
a financial structure that is consistent with the rating in 2024
after deleveraging from high levels during 2020-2022.

Fitch also expects moderate operating margins and cash flow
improvement over the next two to three years, on easing
supply-chain tensions, reduced cost inflation, cost-synergy
realisation and better fixed-cost absorption from higher
utilisation rates. The free cash flow (FCF) improvement is however
capped by higher cash funding costs post refinancing.

KEY RATING DRIVERS

Poor Cash Flow Generation: Fitch forecasts moderate improvement in
FCF generation, mostly on a higher EBITDA margin, but notes that
high and fixed interest charges increase the risk of FCF remaining
negative in more challenging market conditions. APG's cash flow
generation has historically been mostly negative as a result of
thin operating profitability, a high tax burden and volatile net
working capital (NWC) needs. Weak cash flow is also the result of
dividends to minorities because the company has several fully
consolidated, but only 50%- controlled, joint ventures (JVs).

Strong Growth Across Regions: APG's revenue grew 9.2% in 2023 to
EUR2.3 billion as the company benefitted from a market recovery
across all regions. Fitch expects APG sales to benefit from higher
demand of acoustic insulation products also tied to the increasing
penetration of battery electric vehicles.

Weak but improving Margin: APG's Fitch-adjusted EBIT improved to
3.1% in 2023 (2022 1.1%), due mainly to stabilising materials
prices after a sharp increase in 2022. Synergies from acquisitions
made in 2021 and which were previously margin-dilutive also helped
support improved profitability. Fitch expects APG´s EBIT margin to
improve in 2024 but to remain below 4%, the current positive rating
sensitivity.

Deleveraging in Progress: EBITDA gross and net leverage reached
4.6x and 3.4x at end-2023, broadly in line with its previous
forecast, due to higher EBITDA and lower debt post-refinancing.
Fitch expects APG's gross leverage to remain consistent with the
rating in 2024 and to hit its positive sensitivity by end- 2025,
providing that the company is able to return to sustained positive
FCF generation.

Stretched Trade Payable Terms: Fitch assumes that APG will
progressively reduce its average trade payables to below 100 days
over its five-year forecast period. Its average supplier payables
stood at 130 days in 2022 and 2023, and 158 days in 2021. Fitch
sees stretched payable conditions as a downside risk for APG's cash
flow and leverage if suppliers start to drastically tighten payable
days.

Significant Trapped Cash: APG's reported cash at end-2023 was
around EUR235 million, more than 10% of its 2023 turnover. Fitch
deems EUR33 million as not available for debt repayment due to lack
of full ownership in certain consolidated subsidiaries. Fitch
further restricts available cash at 2% of annual sales due to
intra-year NWC swings.

DERIVATION SUMMARY

APG's business profile is broadly in line with the 'BB' rating
category. APG has a leading market share and an established top
position in the supply chain with longstanding relationships with
OEMs, given its strong technical knowledge in solutions for
acoustic and thermal insulation. APG, despite recent acquisitions,
is substantially smaller than the typical Fitch-rated auto
supplier. US-based producers such as Garrett Motion, Inc.
(BB-/Stable) and Tenneco, Inc (B/Stable) generate revenue from a
more stable and profitable after-market business, which is
virtually non-existent in APG.

APG's operating and cash flow margins are at the lower end of auto
suppliers', given a 2023 EBIT margin of around 3.1% and moderately
negative FCF. Fitch expects some improvement in operating
profitability and cash flow generation close to break-even FCF in
2024. Leverage metrics have improved post its 2023 refinancing,
driven also by equity-like cash injection. Fitch expects APG´s
leverage to further decline and reach the 'B' median within its
criteria for car suppliers in 2025.

KEY ASSUMPTIONS

Its Key Assumptions within Its Base Case for the Issuer:

- Sales CAGR of 3.8% in 2023-2028, supported by solid order
visibility, new project wins and higher content per vehicle

- Fitch-adjusted EBITDA margin expanding towards high single digits
by 2028 on volume growth, reduced input cost inflation, higher
utilisation rates and cost synergies

- Fitch assumes pay-in-kind interest on the shareholder loan in
2023-2027

- NWC at 0.5% of sales a year

- Capex at 3.4% of sales a year to 2027

- No dividends to common shareholders. Dividends to non-controlling
interests of EUR10 million-EUR15 million a year

RECOVERY ANALYSIS

The recovery analysis assumes that APG would be reorganised as a
going concern (GC) in bankruptcy rather than liquidated. Fitch
assumed a 10% administrative claim.

Fitch has used a 2023 Fitch-adjusted EBITDA of EUR153 million, to
which Fitch has applied a 22% discount to arrive at GC EBITDA at
EUR120 million. Fitch expects APG to reach such post-restructuring
EBITDA by reorganising its business to focus on the more profitable
products and regions. Fitch also assumes OEMs in an APG
restructuring may decide to switch its contracts to financially
more stable customers.

Fitch used a multiple of 4.5x to estimate the GC EBITDA for APG to
reflect its post-reorganisation enterprise value (EV). The multiple
used reflects the company's technical knowledge, established OEM
relationships and leading market share and in line with that of
other car suppliers with an established market position and a
larger critical mass.

Fitch ranks APG's EUR400 million senior secured notes as
subordinated, in the application of recovery proceeds, to its new
super senior revolving credit facility (RCF) and debt issued by
group subsidiaries. The allocation of value in the liability
waterfall results in recovery corresponding to 'RR3'/58% for the
senior secured notes.

RATING SENSITIVITIES

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

- EBIT margin above 4% on a sustained basis

- FCF margin above break-even on a sustained basis

- EBITDA gross and net leverage below 3.5x and 3.0x, respectively,
on a sustained basis

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

- EBIT margin below 2% on a sustained basis

- Persistently negative FCF margin on a sustained basis

- EBITDA gross and net leverage above 4.5x and 4.0x, respectively,
on a sustained basis

- EBITDA interest coverage below 2x

LIQUIDITY AND DEBT STRUCTURE

Refinancing Enhances Financial Flexibility: APG reported EUR235
million readily available cash at end-2023, more than 10% of its
2023 sales. Fitch regards around EUR45 million as trapped in
intra-year NWC swings. In addition, Fitch also restricts EUR33
million due to lack of ownership of cash held in fully consolidated
but only partly owned JVs. The 2023 refinancing has increased APG's
financial flexibility via the new RCF of EUR55 million,
particularly in funding short-term cash flow shortfalls.

Reduced Short-Term Refinancing Risks: The 2023 bond issue (EUR400
million maturing in 2027) has removed short-term refinancing risk
but resulted in significantly higher funding costs as cash interest
doubled between 2022 and 2023. In 2024 APG's debt maturities
largely include short-term bank facilities, which Fitch believes
will be rolled over or refinanced.

ISSUER PROFILE

APG is a worldwide leader in design, engineering and manufacturing
of acoustic and thermal components & systems for the automotive
sector. It is present in 22 countries.

ESG CONSIDERATIONS

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

   Entity/Debt             Rating       Recovery   Prior
   -----------             ------       --------   -----
Adler Pelzer
Holding GmbH         LT IDR B- Affirmed            B-

   senior secured    LT     B  Affirmed   RR3      B


DOUGLAS GMBH: Fitch Hikes LongTerm IDR to 'BB-', Outlook Stable
---------------------------------------------------------------
Fitch Ratings has upgraded Douglas GmbH's (Douglas) Long-Term
Issuer Default Rating (IDR) to 'BB-' from B-' and removed it from
Rating Watch Positive. The Outlook is Stable.

The upgrade reflects Douglas's stronger EBITDAR fixed charge cover
and lower leverage following completion of its IPO and the
refinancing of remaining debt at more advantageous conditions, as
well as its commitment to continue de-leveraging towards a
conservative level and maintaining this before making any returns
to shareholders.

The IDR reflects Douglas' continued stronger operational profile
following completion of the restructuring conducted since the
pandemic and demonstrated resilience of performance amid the
sluggish consumer spending environment since 2022 in its countries
of operation.

Fitch has withdrawn Douglas's ratings for commercial reasons. Fitch
will no longer provide analytical coverage of Douglas.

KEY RATING DRIVERS

Upgrade Reflects Sustainable Deleveraging: Fitch calculates that
Douglas's decision to allocate around EUR800 million IPO proceeds
and EUR300 million equity investment from its controlling
shareholders to debt reduction has led to a reduction in gross debt
to around EUR1.3 billion, consisting of a EUR0.8 billion term loan
tranche and a EUR0.45 billion bridge loan post-IPO.

The new conservative financial policy targeting IFRS 16-defined net
debt/adjusted EBITDA of 2.0x (according to management this equals
2.7x at end-March 2024 on a last 12 months basis pro-forma for the
post-IPO debt position) before making any returns to shareholders,
also provides scope for further deleveraging. The company's target
net leverage corresponds to 4.0x Fitch lease-adjusted net
debt/EBITDAR, which Fitch projects would be reached in the
financial year ending September 2027 (FY27).

Improved Credit Metrics: Given that the company's stores are mostly
leased, Fitch calculates a net lease-adjusted debt position of
EUR3.8 billion including financial debt and capitalised leases
based on its corporate rating methodology. This leads to a still
moderate, albeit materially lower, lease-adjusted EBITDAR-based
gross leverage of 5.2x post IPO (end-FY23: 7.2x), a level that is
consistent with a mid to high 'B' category IDR. The debt reduction,
in conjunction with the company's debt refinancing, is also going
to save EUR100 million on interest payments and increase the
currently weak EBITDAR fixed-charge coverage of 1.5x, to around
2.1x-2.3x.

Strong Business Recovery: Douglas performed strongly in FY23 and
1QFY24, with like-for-like sales growth of 13.4% and 7.5%,
respectively, following very strong growth of 22% in FY22. This
resulted from a post-pandemic recovery in demand for beauty
products, as well as Douglas increasing prices and improving its
product mix. The Fitch-adjusted EBITDA margin improved to 9.6% in
FY23, after being unsustainably low in FY20-FY21 during the
pandemic.

The company generated EUR48 million of free cash flow (FCF) in
FY23, which is likely to improve over FY24-FY27, particularly as in
addition to now carrying lower interest charges, the company will
not make any distributions to shareholders until it has reached its
target net leverage of 2.0x.

Discretionary Consumer Spending on Beauty: Despite being subject to
discretionary consumer spending, beauty has been less susceptible
to cyclicality than other retail sub-sectors, such as consumer
electronics, furniture and apparel. Together with Douglas's leading
market position, this should moderate the impact of stagnating
consumer spending in 2024. Fitch projects revenue will still grow
in FY24 and margins will remain intact, as potential weakness
during the rest of the year should be limited while the strong
Christmas performance of 1QFY24 - Douglas's most important quarter
- supports overall results.

Omni-Channel Business Model: Douglas has achieved a strong online
presence and omni-channel capabilities, which position it firmly
against competition and align its business model with evolving
consumer shopping preferences. In FY23, online sales accounted for
33% of revenue. However, beauty stores will remain an important
part of the business, offering consumers additional experiences and
shopping advice, which are key in the premium segment or specific
product categories such as fragrance.

DERIVATION SUMMARY

Fitch assesses Douglas's rating using its Ratings Navigator for
non-food retailers. Fitch also compares its credit profile with
mainly store-based luxury and online beauty retailers, given its
strong and increasing e-commerce capabilities, as well as with
selected branded-beauty product companies. Douglas is one of
Europe's largest retailers with scale, product breadth and
multi-channel distribution that are commensurate with a 'BB' rating
category business profile.

Douglas has comparable EBITDAR with Pepco Group N.V. (BB/Stable),
which is within its portfolio of EMEA non-food-retail issuers.
However, Douglas's post-IPO net EBITDAR leverage, which Fitch
projects to reduce to 4.5x only by FY26, is currently higher than
Pepco's (FY23: 4.5x). Douglas is smaller than another peer,
Ceconomy AG (BB/Stable), with both facing highly competitive and
dynamic trading environments. However, while Ceconomy has a lower
profit margin, wider exposure to demand cyclicality, its online
operations are more limited in scope and Fitch expects
restructuring charges to weigh on Ceconomy's cash flow in FY24, its
leverage, which Fitch projects at 4.0x in FY24, remains healthier
than Douglas's.

German shoemaker Birkenstock Financing S.a.r.l (BB/Stable) also
recently went public, and repaid a material portion of its debt in
October 2023. It will have materially lower leverage of 2.4x in
FY24 compared with Douglas, as well as higher EBITDA margin and
cash flow generation. Douglas is rated one notch above Italian shoe
retailer Golden Goose S.p.A. (B+/Stable), despite being more
leveraged (Golden Goose: 3.5x) and generating a lower EBITDAR
margin (Golden Goose: 33%). The one-notch differential reflects
Golden Goose's smaller size with less than EUR200 million EBITDAR.
Also, unlike Golden Goose and Birkenstock, whose business profiles
are characterised by having single brand and limited product
diversification, Douglas is not as exposed to fashion risks.

Douglas's multi-notch rating difference with luxury, predominantly
store-based retailer Capri Holdings Limited (BBB-/Rating Watch
Negative) is due to the latter's materially stronger operating and
cash flow profitability, as well as lower leverage.

KEY ASSUMPTIONS

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

Like-for-like sales growth decelerating in FY24, reflecting
weakening consumer sentiment and smaller price increases

Online sales growing at a faster rate than in-store sales to FY26

Fitch-adjusted EBITDA margin gradually improving towards 10.2% in
FY26 from 9.6% in FY23

Decline of cash interest paid from FY24

Annual capex at around 3% of sales over FY24-FY27

No dividends paid over FY24-FY27

No M&A

RATING SENSITIVITIES

Not applicable as the ratings have been withdrawn.

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: For FY25 Fitch projects a strengthening of FCF
generation, towards EUR170 million from EUR48 million in FY23, due
to a reduction in interest charges of EUR50 million-EUR60 million
on an annualised basis following refinancing, in conjunction with
continued good operating performance.

Douglas's FYE23 unrestricted cash on its balance sheet totalled
EUR162 million. Following the recent refinancing it now has access
to a EUR350 million revolving credit facility (RCF; EUR50 million
drawn upon completion of refinancing on 15 April 2024) tranche
under its new EUR1.6 billion facility. Fitch restricts fiscal
year-end cash by EUR100 million to consider seasonal
working-capital swings.

Douglas now benefits from EUR800 million of its debt maturing in
2029. However, the EUR450 million bridge tranche only has a
12-month maturity to March 2025, extendible by a maximum 12 months.
Since Fitch projects approximately EUR200 million of cumulative
cash flow generation by September 2025, Fitch expects the company
will need to term out about half of this facility before its
maturity, or fund the repayment of its balance by drawing on the
RCF tranche.

ISSUER PROFILE

Douglas is a leading pan-European beauty and personal care products
retailer present in 27 countries, with number one or two position
in most of its markets.

ESG CONSIDERATIONS

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

   Entity/Debt             Rating           Prior
   -----------             ------           -----
Douglas GmbH         LT IDR BB- Upgrade     B-

                     LT IDR WD  Withdrawn   BB-

   senior secured    LT     WD  Withdrawn   B


PLUSSERVER GMBH: EUR260MM Bank Debt Trades at 58% Discount
----------------------------------------------------------
Participations in a syndicated loan under which PlusServer GmbH is
a borrower were trading in the secondary market around 41.9
cents-on-the-dollar during the week ended Friday, May 17, 2024,
according to Bloomberg's Evaluated Pricing service data.

The EUR260 million Term loan facility is scheduled to mature on
September 16, 2024.  The amount is fully drawn and outstanding.

Based in Germany, PlusServer GmbH is a multi-cloud data service
provider with a core market in the D-A-CH region.


PROXES GMBH: EUR95MM Bank Debt Trades at 17% Discount
-----------------------------------------------------
Participations in a syndicated loan under which ProXES GmbH is a
borrower were trading in the secondary market around 82.6
cents-on-the-dollar during the week ended Friday, May 17, 2024,
according to Bloomberg's Evaluated Pricing service data.

The EUR95 million Term loan facility is scheduled to mature on July
15, 2024.  The amount is fully drawn and outstanding.

ProXES GmbH designs and manufactures industrial machinery. The
Company offers food processing, pharmaceutical, and health-care
technologies. The Company's country of domicile is Germany.




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

CONTEGO CLO X: Fitch Assigns Final 'B-sf' Rating on Class F-R Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Contego CLO X DAC reset notes final
ratings.

   Entity/Debt             Rating           
   -----------             ------           
Contego CLO X DAC

   A-R XS2809737187     LT AAAsf  New Rating
   B-1-R XS2809737344   LT AAsf   New Rating
   B-2-R XS2809737690   LT AAsf   New Rating
   C-R XS2809737856     LT Asf    New Rating
   D-R XS2809738078     LT BBB-sf New Rating
   E-R XS2809738235     LT BB-sf  New Rating
   F-R XS2809738409     LT B-sf   New Rating

TRANSACTION SUMMARY

Contego CLO X DAC is a securitisation of mainly senior secured
obligations (at least 90%) with a component of senior unsecured,
mezzanine, second-lien loans and high-yield bonds. Note proceeds
have been used to fund a portfolio with a target par of EUR500
million. The portfolio is actively managed by Five Arrows Managers
LLP. The collateralised loan obligation (CLO) has a 4.5-year
reinvestment period and a 7.5-year weighted average life (WAL).

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors in the 'B' category. The
Fitch-weighted average rating factor (WARF) of the identified
portfolio is 25.8.

High Recovery Expectations (Positive): At least 90% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch-weighted
average recovery rate (WARR) of the identified portfolio is 61.4%.

Diversified Portfolio (Positive): The transaction has one matrix
effective at closing corresponding to the limits of the 10-largest
obligors at 21% and fixed-rate assets at 10% of the portfolio. The
transaction also includes various concentration limits, including
the maximum exposure to the three-largest Fitch-defined industries
in the portfolio at 40%. These covenants ensure that the asset
portfolio will not be exposed to excessive concentration.

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

Portfolio Management (Neutral): The transaction has a 4.5-year
reinvestment period and includes reinvestment criteria similar to
those of other European transactions. Fitch's analysis is based on
a stressed-case portfolio with the aim of testing the robustness of
the transaction structure against its covenants and portfolio
guidelines.

Cash Flow Modelling (Positive): The WAL used for the transaction's
Fitch-stressed portfolio and matrices analysis is 12 months less
than the WAL covenant, to account for structural and reinvestment
conditions post-reinvestment period, including the
over-collateralisation and Fitch 'CCC' limitation tests post
reinvestment, among others. This ultimately reduces the risk
horizon of the portfolio when combined with loan pre-payment
expectations.

RATING SENSITIVITIES

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

A 25% increase of the mean default rate (RDR) across all ratings
and a 25% decrease of the recovery rate (RRR) across all ratings of
the identified portfolio would lead to downgrades of no more than
one notch for the class B to E notes, to 'CCCsf' or below for the
class F notes and no impact for the class A notes.

Based on the identified portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration. Due to the
better metrics and shorter life of the identified portfolio than
the Fitch-stressed portfolio, the class B, D and E notes display a
rating cushion of two notches and the class C notes of one notch.
The class A and F notes have no rating cushion.

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

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

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

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

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

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

DATA ADEQUACY

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

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

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

ESG CONSIDERATIONS

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


HARVEST CLO XXVIII: Fitch Assigns B-sf Final Rating on Cl. F Notes
------------------------------------------------------------------
Fitch Ratings has assigned Harvest CLO XXVIII DAC refinancing notes
final ratings and affirmed its non-refinanced notes.

   Entity/Debt               Rating               Prior
   -----------               ------               -----
Harvest CLO XXVIII DAC

   X XS2457008733        LT AAAsf  Affirmed       AAAsf
   A-1 XS2445659308      LT AAAsf  Affirmed       AAAsf
   A-2 XS2457008147      LT AAAsf  Affirmed       AAAsf
   B XS2445659563        LT PIFsf  Paid In Full   AAsf
   B-R XS2814499237      LT AAsf   New Rating
   C XS2445659993        LT PIFsf  Paid In Full   A+sf
   C-R XS2814499401      LT A+sf   New Rating
   D XS2445660223        LT PIFsf  Paid In Full   BBBsf
   D-R XS2814499666      LT BBB+sf New Rating
   E XS2445660496        LT PIFsf  Paid In Full   BB-sf
   E-R XS2814499823      LT BBsf   New Rating
   F XS2445660652        LT B-sf   Affirmed       B-sf

TRANSACTION SUMMARY

Harvest CLO XXVIII DAC is a securitisation of mainly senior secured
obligations (at least 90%) with a component of senior unsecured,
mezzanine, second-lien loans and high-yield bonds. The portfolio is
actively managed by Investcorp Credit Management EU Limited, and
the transaction will exit its reinvestment period in October 2026.

KEY RATING DRIVERS

'B'/'B-' Portfolio Credit Quality: Fitch places the average credit
quality of obligors at 'B'/'B-'. The Fitch- weighted average rating
factor (WARF) of the current portfolio is 25.6 as reported by the
trustee.

High Recovery Expectations: At least 90% of the portfolio comprises
senior secured obligations. Fitch views the recovery prospects for
these assets as more favourable than for second-lien, unsecured and
mezzanine assets. The Fitch-weighted average recovery rate (WARR)
of the current portfolio as reported by the trustee is 59.7%.

Diversified Asset Portfolio: The transaction had four matrices
corresponding to two fixed-rate asset limits at 12.5% and 7.5% of
the portfolio balance and two weighted average life (WAL) limits of
8.5 and 7.5 years; however, the two matrices with 8.5 WAL limit are
no longer applicable following the manager's switch to the forward
matrices. All matrices have a top 10 obligor concentration limit of
23%. The transaction also includes limits on the Fitch-defined
largest industry at a covenanted 17.5% and the three largest
industries at 40%. These covenants ensure that the asset portfolio
will not be exposed to excessive concentration.

Affirmation of Non-Refi Notes: The affirmation of the
non-refinanced notes with Stable Outlooks reflects the
transaction's sound performance so far. The transaction is slightly
below par by 35bp with two defaulted assets, amounting to 0.8% of
the portfolio. It is passing all coverage, collateral-quality and
portfolio-profile tests. As of end-April 2024, the portfolio had
0.7% exposure to assets with a Fitch-derived rating of 'CCC+' or
below against a limit of 7.5%, as calculated by the trustee.

Transaction Inside Reinvestment Period: The transaction is within
its reinvestment period, which expires in October 2026, and the
manager can reinvest principal proceeds and sale proceeds subject
to compliance with the reinvestment criteria. Given the manager's
ability to reinvest, Fitch's analysis is based on a stressed
portfolio, which it tested the notes' achievable ratings across the
matrices (which were not updated as part of the refinancing), since
the portfolio can still migrate to different collateral quality
tests.

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

RATING SENSITIVITIES

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

A 25% increase of the mean default rate (RDR) across all ratings
and a 25% decrease of the recovery rate (RRR) across all ratings of
the current portfolio would have no impact on the class X, A-1 and
A-2 notes, would lead to a downgrade of one notch to the class B-R
and C-R notes, two notches to the class D-R and E-R notes, and to
below 'B-sf' for the class F notes.

Based on the current portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of defaults and portfolio deterioration. Due to the
better metrics of the current portfolio than the Fitch-stressed
portfolio the notes have a rating cushion to a downgrade of up to
three notches.

Should the cushion between the current portfolio and the Fitch
stressed portfolio erode due to manager trading post-reinvestment
period or negative portfolio credit migration, a 25% increase of
the mean RDR across all ratings and a 25% decrease of the RRR
across all ratings of the Fitch-stressed portfolio would result in
downgrades of up to four notches for the class X to E-R notes and
to below 'B-sf' for the class F notes.

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

A 25% reduction of the mean RDR across all ratings and a 25%
increase in the RRR across all ratings of the Fitch-stressed
portfolios would lead to upgrades of no more than two notches for
the class B-R, D-R and E-R notes, three notches for the class C-R
notes and five notches for the class F notes, except for the
'AAAsf' notes.

After the end of the reinvestment period, upgrades may result from
stable portfolio credit quality and deleveraging, leading to higher
credit enhancement and excess spread available to cover losses in
the remaining portfolio.

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

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

DATA ADEQUACY

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

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

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

ESG CONSIDERATIONS

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


HARVEST CLO XXVIII: Moody's Assigns Ba3 Rating to Class E-R Notes
-----------------------------------------------------------------
Moody's Ratings announced that it has assigned the following
definitive ratings to refinancing notes issued by Harvest CLO
XXVIII Designated Activity Company (the "Issuer"):

EUR47,300,000 Class B-R Senior Secured Floating Rate Notes due
2034, Definitive Rating Assigned Aa2 (sf)

EUR23,900,000 Class C-R Senior Secured Deferrable Floating Rate
Notes due 2034, Definitive Rating Assigned A2 (sf)

EUR30,900,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2034, Definitive Rating Assigned Baa3 (sf)

EUR25,600,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2034, Definitive Rating Assigned Ba3 (sf)

At the same time, Moody's affirmed the outstanding notes which have
not been refinanced:

EUR2,500,000 (current outstanding amount EUR625,000) Class X
Senior Secured Floating Rate Notes due 2034, Affirmed Aaa (sf);
previously on Apr 12, 2022 Definitive Rating Assigned Aaa (sf)

EUR224,500,000 Class A-1 Senior Secured Floating Rate Notes due
2034, Affirmed Aaa (sf); previously on Apr 12, 2022 Definitive
Rating Assigned Aaa (sf)

EUR50,000,000 Class A-2 Senior Secured Floating Rate Notes due
2034, Affirmed Aaa (sf); previously on Apr 12, 2022 Definitive
Rating Assigned Aaa (sf)

EUR12,200,000 Class F Senior Secured Deferrable Floating Rate
Notes due 2034, Affirmed B3 (sf); previously on Apr 12, 2022
Definitive Rating Assigned B3 (sf)

RATINGS RATIONALE

The rationale for the ratings is based on a consideration of the
risks associated with the CLO's portfolio and structure as
described in Moody's methodology.

The rating affirmations of the Class X, Class A-1, Class A-2 and
Class F notes are a result of the refinancing, which has no impact
on the ratings of the notes.

Interest and principal amortisation amounts due to the Class X
notes are paid pro rata with payments to the Class A-1 and Class
A-2 notes. The remaining outstanding Class X notes amortise by
EUR312,500 over the next two payment dates.

As part of this refinancing, the Issuer will also amend minor
features.

The Issuer is a managed cash flow CLO. At least 90% of the
portfolio must consist of secured senior loans or senior secured
bonds and up to 10% of the portfolio may consist of unsecured
senior loans, second-lien loans, high yield bonds and mezzanine
loans. The underlying portfolio is expected to be fully ramped as
of the closing date and to comprise of predominantly corporate
loans to obligors domiciled in Western Europe.

Investcorp Credit Management EU Limited ("Investcorp") will
continue to manage the CLO. It will direct the selection,
acquisition and disposition of collateral on behalf of the Issuer
and may engage in trading activity, including discretionary
trading, during the transaction's two and a half year remaining
reinvestment period. Thereafter, subject to certain restrictions,
purchases are permitted using principal proceeds from unscheduled
principal payments and proceeds from sales of credit risk
obligations and credit improved obligations.

The transaction incorporates interest and par coverage tests which,
if triggered, divert interest and principal proceeds to pay down
the notes in order of seniority.

Methodology Underlying the Rating Action:

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

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

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Section 2.3 of
the "Moody's Global Approach to Rating Collateralized Loan
Obligations" rating methodology published in December 2021.

Moody's used the following base-case modeling assumptions:

Performing par and principal proceeds balance: EUR447.23 million

Defaulted Par: EUR3.39 million as of April 15, 2024

Diversity Score: 57

Weighted Average Rating Factor (WARF): 3212

Weighted Average Spread (WAS): 4.11%

Weighted Average Coupon (WAC): 5.22%

Weighted Average Recovery Rate (WARR): 43.32%

Weighted Average Life (WAL): 5.55 years

Moody's has addressed the potential exposure to obligors domiciled
in countries with local currency ceiling (LCC) of A1 or below.

As per the portfolio constraints and eligibility criteria,
exposures to countries with LCC of A1 to A3 cannot exceed 10% and
obligors cannot be domiciled in countries with LCC below A3.




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

CONCERIA PASUBIO: Moody's Lowers CFR & Senior Secured Notes to B2
-----------------------------------------------------------------
Moody's Ratings has downgraded the long-term corporate family
rating of Conceria Pasubio S.p.A. (Pasubio) to B2 from B1.
Concurrently, Moody's downgraded the company's senior secured notes
to B2 from B1, and the probability of default rating to B2-PD from
B1-PD. The outlook remains stable.

"The downgrade is driven by the company's unexpected increase in
leverage in 2023, which will remain too high for the previous B1
rating category, notwithstanding some expected improvements in
2024," said Matthias Heck, a Moody's Vice President – Senior
Credit Officer and Lead Analyst for Pasubio. "The stable outlook
reflects the company's relatively high margins, which should
improve credit metrics to levels appropriate for the B2 rating
category within the next 12-18 months," added Mr. Heck.

RATINGS RATIONALE

In 2023, Pasubio's net revenues were flat at EUR351 million versus
2022, incorporating a 7% decline in the fourth quarter due to a
weakening European luxury car segment. Pasubio's company-reported
EBITDA declined by 8% to EUR56.8 million, due to a temporary spike
in scrap rates when the company introduced new material and
technology in its production process. Normalized for this effect,
EBITDA would have been stable versus 2022. In 2023, reported EBITDA
was also negatively impacted by unusually high non-recurring items
of around EUR6.0 million (EUR1.5 million in 2022). The company's
reported net financial debt improved slightly to EUR342.5 million
at the end of 2023, down from EUR348.1 million at the end of 2022.

On a Moody's adjusted basis, the decline in EBITDA led to a
debt/EBITDA of 6.7x at the end of 2023, compared to 5.9x at the end
of 2022. For 2024, Moody's expects an improvement in the scrap rate
and lower non-recurring items. In an otherwise only stable
automotive sector environment, where even the European luxury
segment has recently shown some weakness, Moody's expects the
company's leverage to improve towards 5.5x in 2024 and become more
comfortably positioned in a range of 4.5x-5.5x in 2025, which is
appropriate for the B2 rating category but still too high for the
previous B1 rating category. Moody's expectations reflect the EUR7
million repayment of the RCF in April 2024, plus some minor debt
repayments funded with free cash flows during 2024.

The B2 CFR is primarily supported by the company's (1) strong
position in the market for automotive premium leather solutions in
Europe as evidenced by its track record to secure new business over
the last years, namely Porsche and BMW, (2) its production
technology and efficiency improvement initiatives that have helped
Pasubio to generate a Moody's-adjusted EBITA margin of 11.9% in
2023, a strong level compared to peers in the auto supply industry,
and also when considering the broader universe of rated
manufacturing companies, (3) its vertically integrated business
model that supports capturing profits along the value chain, (4)
the low capital intensity leading to a good Free Cash Flow
development, and (5) its adequate liquidity.

The B2 CFR of Pasubio is primarily constrained by the company's (1)
exposure to the cyclicality of the global automotive industry; (2)
a competitive market environment for leather solutions where
Pasubio ranks among the top 10 players globally, (3) the high
exposure to raw materials like hides and chemicals, which the
supplier is challenged to fully pass through to the OEM and could
result in material volatility in profits, (4) its limited scale and
geographic diversification (Europe accounted for 90% of sales in
2023), (5) a high customer concentration towards premium and luxury
OEMs and (6) its relatively high leverage of 6.7x (as adjusted by
Moody's) in 2023.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook assumes that Pasubio will be able to (1)
continue to recover its margin through successful pricing agreement
negotiations, (2) generate positive free cash flows, (3) reduce
leverage (gross debt/EBITDA) as adjusted by Moody's to around
4.5-5.5x within the next 12-18 months, while keeping at least an
adequate liquidity profile supported by a positive free cash flow
generation.

LIQUIDITY

Pasubio's liquidity profile is adequate and is underpinned by its
cash balance of EUR22.9 million as of December 2023 and its
available amount of EUR58 million under its EUR65 million revolving
credit facility at the end of December 2023. The RCF was fully
repaid in April 2024. Moody's also expect Pasubio to generate
around EUR30 million funds from operations over the next 12
months.

These cash sources, totaling to more than EUR110 million will
comfortably exceed cash uses for capex of around EUR22 million, day
to day working cash requirement of around EUR12 million and short
term debt maturities of EUR12 million. We do not expect material
working capital expansion over the next 12 months.

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

Moody's would consider an upgrade should Pasubio achieve
sustainably Debt/EBITDA (Moody's adjusted) below 4.5x, RCF / Net
Debt above 15% as well as EBITA margins above 15%.

Negative pressure could arise for Pasubio if debt/EBITDA (Moody's
adjusted) failed to improve to below 5.5x, EBITA margins (Moody's
adjusted) fell below 12%, RCF / Net debt sustainably declining
below 5% or its liquidity profile to deteriorated, such as due to
negative free cash flows.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Automotive
Suppliers published in May 2021.

COMPANY PROFILE

Headquartered in Arzignano, Italy, Pasubio is one of the leading
suppliers of premium leather for the automotive industry producing
high-quality finished leather for seats, dashboards and steering
wheels, and other upholstering. Pasubio focuses on all segments of
the premium and luxury automotive market, and on high-quality
leather (full-grain and nappa) in particular. Pasubio is indirectly
owned by funds managed by the private equity firm PAI.

In 2023, Pasubio generated net revenues of EUR351 million and a
company reported EBITDA of EUR56.8 million. The company's sales are
highly concentrated on Europe, while Asia and North American
markets account for less than 10% each. In terms of applications,
around two thirds are being used for seats, and interiors and
steering wheels collectively account for around one quarter.


MONTE DEI PASCHI: Moody's Ups Senior Unsecured Debt Ratings to Ba2
------------------------------------------------------------------
Moody's Ratings has upgraded all ratings and assessments of Banca
Monte dei Paschi di Siena S.p.A. (MPS) except the Other Short Term
ratings: its long-term (LT) and the short-term (ST) deposit ratings
to Baa3/Prime-3 from Ba1/Not Prime, senior unsecured debt ratings
to Ba2 from Ba3, senior unsecured Medium-Term Note (MTN) programme
rating to (P)Ba2 from (P)Ba3, junior senior unsecured (also
referred to as "senior non-preferred") MTN programme rating to
(P)Ba2 from (P)Ba3, subordinated debt and MTN programme ratings to
Ba3 from B1 and to (P)Ba3 from (P)B1 respectively, LT and ST
Counterparty Risk Ratings (CRR) to Baa2/Prime-2 from Baa3/Prime-3,
as well as LT and ST Counterparty Risk (CR) Assessments of
Baa2(cr)/Prime-2(cr) from Baa3(cr)/Prime-3(cr).

Moody's also affirmed Other Short Term ratings at (P)Not Prime.

MPS's Baseline Credit Assessment (BCA) and Adjusted BCA were
upgraded to ba2 from ba3.

The outlook on MPS's LT deposit and senior unsecured debt ratings
was changed to stable from positive.

RATINGS RATIONALE

Moody's considers that over the last few years MPS has buttressed
its creditworthiness. The capital increase of EUR2.5 billion in
November 2022, which amongst other things allowed the bank to
materially reduce its cost base and the hikes of interest rates
decided by the European Central Bank (ECB) since July 2022 have
shore-up the bank's solvency and rebuild its capacity to generate
profits.

BCA UPGRADE REFLECTS HIGHER CAPITAL AND RESTORED PROFITABILITY

The BCA upgrade to ba2 from ba3 signals the bank's higher capital
boosted by 2023 net profits which included extraordinary items. MPS
reported a common equity tier 1 capital ratio of 18.2% as of March
2024, far above its initial business plan target of 15.4% in
December 2026.

The bank's capacity to generate capital is projected to stay robust
due to higher interest margins and the financial benefits gained
from tax credits, which are a result of the bank's previous losses.
Moody's anticipates that the positive impact of these two factors
will outweigh the negative effects of the forthcoming dividend
payments and the additional loan loss provisions that the bank
could incur in 2024 and 2025.

The BCA of ba2 also reflects MPS' material exposure to the volatile
small and medium-sized business segment, representing approximately
half of the bank's loan portfolio. Given the worsening business
conditions in Italy, it's probable this will lead to a rise in loan
defaults and could result in an elevated cost of risk.

Furthermore the BCA is reflective of the bank's reliance on
short-term ECB funding to support MPS liquidity at good level.

MPS' BCA one-notch upgrade drove an upgrade of the bank's long-term
and several of its short-term ratings.

OUTLOOK

The stable outlook on the LT deposit and senior unsecured debt
ratings of MPS reflects Moody's view that the bank's
creditworthiness and liability structure will remain stable over
the next 12 to 18 months.

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

A further upgrade of the BCA of MPS would likely drive an upgrade
of all its LT ratings. MPS' BCA could be upgraded if the bank were
to significantly improve its asset risk and recurring profitability
as well as significantly further reduce its reliance on the ECB's
short-term funding.

An upgrade of the bank's LT deposit and senior unsecured debt
ratings driven by a significant reduction of their loss given
failure is unlikely over a 12-18-month horizon because it would be
contingent upon a much greater issuance of debt than currently
projected.

MPS' BCA could be downgraded if the bank's restructuring process
were to be reversed, more specifically, in case of a
higher-than-expected deterioration in asset quality and
profitability, which would weaken its solvency. Downward pressure
could also be exerted on the bank's BCA if its funding and
liquidity were to deteriorate.

MPS' senior unsecured and junior senior unsecured debt ratings
could also be downgraded following a significant reduction in
subordinated debt, leading to a lower uplift from the bank's BCA.

PRINCIPAL METHODOLOGY

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


SIENA MORTGAGE 07-5: Fitch Affirms B- Rating on Class C Notes
-------------------------------------------------------------
Fitch Ratings has revised Siena Mortgages 07-5 Srl (Series 2007)'s
(SM07-5) class A, B and C notes Outlook to Stable from Negative and
affirmed ratings. Fitch has also affirmed all the notes of Siena
Mortgages 07-5 Srl (Series 2008) (SM07-5 S2) with Stable Outlook as
detailed below.

   Entity/Debt               Rating            Prior
   -----------               ------            -----
Siena Mortgages
07-5 S.P.A

   Class A IT0004304223   LT AA-sf  Affirmed   AA-sf
   Class B IT0004304231   LT AA-sf  Affirmed   AA-sf
   Class C IT0004304249   LT B-sf   Affirmed   B-sf

Siena Mortgages
07-5 S.P.A Series 2

   Class A IT0004353808   LT A+sf   Affirmed   A+sf
   Class B IT0004353816   LT A+sf   Affirmed   A+sf
   Class C IT0004353824   LT CCCsf  Affirmed   CCCsf

TRANSACTION SUMMARY

The two Italian RMBS transactions were originated by Banca Monte
dei Paschi di Siena S.p.A. (BMPS, BB/Stable/B) and its
subsidiaries.

KEY RATING DRIVERS

Cash Reserve Replenishment: The cash reserves for both transactions
have been replenished over the last 12 months, albeit still below
their target levels (at around 90% and 80% of their targets in
February 2024, for SM07-5 and SM07-5 S2, respectively).

For SM07-5 the cash reserve continues to provide adequate coverage
for payment interruption risk (PIR) and Fitch expects the cash
reserve to reach its target within the short-to-medium term, which
is underlined by the revision of the Outlook to Stable. On the
contrary replenishment of the cash reserve to its target for SM07-5
S2 will not provide sufficient credit enhancement to allow full
repayment at maturity under some of Fitch's stressed rating
scenarios.

SM07-5 S2 Ratings Capped at 'A+sf': The ratings of the class A and
B notes of SM07-5 S2 reflect Fitch's view of unmitigated PIR in
ratings above the 'Asf' category. The current cash reserve does not
provide coverage of PIR in the short-to-medium term. Fitch deems
PIR mitigated up to 'A+sf' as the servicer (BMPS) holds collections
for no longer than two business days and BMPS qualifies as an
operational-continuity bank under the agency's Structured Finance
and Covered Bonds Counterparty Rating Criteria.

Stable Defaults Drive Affirmations: Gross cumulative defaults at
end-February 2024 were at 2.6% and 3.1% for SM07-5 and SM07-5 S2,
respectively, within Fitch's expectations and lower than the
Italian RMBS Index at 4.8%. Three-month plus delinquencies were at
1.0% and 1.4%, for SM07-5 and SM07-5 S2, respectively, higher than
the Italian RMBS Index of 0.6%. The cash reserves have been drawn
in the past to cover for defaults; however, Fitch does not expect
high defaults to materialise over the remaining life of the
transactions given the high seasoning of the underlying
portfolios.

Credit Enhancement (CE) Building Up: CE has continued to build up,
due to repayment of the underlying portfolios and the sequential
pay-down of the notes. CE for the senior notes is above 75% for
both transactions, for the class B notes above 48% and for the
class C notes above 5%.

ESG - Governance: SM07-5 S2 is exposed to PIR, which results in a
cap on the ratings at 'A+sf'.

RATING SENSITIVITIES

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

Deterioration in asset performance beyond Fitch's assumptions could
trigger negative rating action on the notes. Cash reserve drawings
may result in unmitigated PIR and therefore negatively affect the
ratings of the notes.

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

Replenishment of the cash reserves up to their target levels for
SM07-5 and a long-term record of the cash reserve providing full
coverage of PIR for SM07-5 S2 may positively affect the notes'
ratings.

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

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

DATA ADEQUACY

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

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

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

ESG CONSIDERATIONS

SM07-5 Series 2 has an ESG Relevance Score of '5' for Transaction
Parties & Operational Risk due to PIR, which has a negative impact
on the credit profile, and is highly relevant to the rating,
resulting in a cap on the senior notes' rating.

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.




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

4FINANCE HOLDING: Fitch Assigns 'B' LongTerm IDR, Outlook Stable
----------------------------------------------------------------
Fitch Ratings has assigned 4finance Holding S.A. a Long-Term Issuer
Default Rating (IDR) of 'B' and a Short-Term IDR of 'B'. The
Outlook on the Long-Term IDR is Stable.

Fitch has also assigned 4finance S.A.'s outstanding senior
unsecured bonds, unconditionally and irrevocably guaranteed by
4finance Holding S.A. and its major operating subsidiaries
(excluding TBI Bank EAD), a long-term rating of 'B' with a Recovery
Rating of 'RR4'.

KEY RATING DRIVERS

4finance Holding's ratings are driven by its standalone credit
profile and reflect inherently high regulatory and credit risks of
its monoline business model in a higher-risk segment of consumer
lending and growing exposure to weaker operating environments that
in turn heightens, among others, foreign-currency risk. Rating
strengths are its long record of stable operations in subprime and
near-prime unsecured consumer lending, its satisfactory
profitability, granular and short-dated loan portfolio, tested
access to bond markets and currently manageable refinancing risk.

Fitch treats 4finance Holding's 100%-owned bank subsidiary (TBI
Bank) as an investment asset due to limited integration and
synergies.

Subprime Online Consumer Lender: Luxembourg-domiciled 4finance
Holding is the holding company of a Latvia-headquartered online
lender operating in the high-yield consumer lending segment in
eight countries, mainly in Spain and other European countries, but
increasingly also in lower-rated non-European markets such as the
Philippines and Mexico. Fitch views its business model as monoline
and inherently exposed to regulatory risks.

Good Track Record: 4finance Holding has demonstrated adequate
financial performance through economic cycles and in different
countries by developing well-established underwriting practices.
High margins, sufficient scale, small-ticket loans, short tenors
and effective utilisation of extensive client data have allowed the
company to build a profitable online lending business ahead of some
peers and roll out its model in additional markets.

Modest Size: 4finance Holding has sufficient scale to maintain a
profitable online lending business but is modest in absolute size,
with total equity of about EUR215 million at end-2023, after
treating TBI Bank as an investment asset on its balance sheet and
adding the same value to equity. This constrains its business
profile score at 'b', reflecting its view that the net asset value
of TBI Bank might be volatile and not be immediately available for
loss-absorption for the rest of the group due to the regulatory
ringfence around TBI Bank. Further, the modest size of 4finance
Holding's capital exposes the company to potentially large losses
and competition from larger financial institutions.

High Credit Risk: 4finance Holding's business model results in
fairly large credit losses with an impaired (Stage 3)/gross loans
ratio of 14% at end-2023. Its cost of risk (loan impairment
charges/average gross loans) averaged 30% in the last four years,
but sharply increased to 54% in 2023 due to its focus on more
high-risk borrowers. Impairment charges consumed 81% of
pre-impairment operating profit in 2023.

Positively, impaired loans were 1.5x covered by loan loss
provisions. Portfolio seasoning risks are manageable as about 65%
of loans matured within 12 months and the average maturity of the
loan portfolio was nine months at end-2023. Single-name
concentration is low, with 20 largest exposures representing 0.2%
of the loan book at end-2023.

Satisfactory Profitability: 4finance Holding's profitability is a
key rating strength. Its net interest margin in the last four
financial years exceeded 60%, reflective of its business model. Its
pre-tax income/average assets ratio was 4.3% in 2023, but
volatility resulted in an average ratio for the last four years at
1.8%. Its cost/income ratio was sound at 42% in 2023 (2020: 69%),
supported by efficient online-based operations, but customer
acquisition costs of its online business model and expansion to new
markets can lead to volatility of operating expenses.

Low Leverage, Restricted Capital: Assuming TBI Bank is treated as
an investment asset on its balance sheet and the same value is
added to the equity, 4finance Holding's gross debt/tangible equity
ratio was 1.5x at end-2023. This is commensurate with Fitch's 'bb'
category for capitalisation and leverage, but Fitch adjusts the
score downwards as the net asset value of TBI Bank might not be
immediately available for loss-absorption for the rest of the group
due to the regulatory ringfence, inherent risks of 4finance
Holding's business model, fairly high double leverage, a modest
equity base and potential dividend distribution in case of a sale
of TBI Bank.

Tested Access to Funding: 4finance Holding has an adequate
liquidity profile, supported by short-term assets (about 65% of the
loan book matures within 12 months) and longer-term funding
comprising two bonds with maturities in 2026 and 2028. The company
has a tested access to bond markets, but its funding profile
remains confidence-sensitive with a history of bond extension
rather than conventional refinancing.

RATING SENSITIVITIES

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

- A material deterioration in profitability, eg. its pre-tax
income/average assets ratio worsening to below 2%

- A weakening of its funding profile such as constrained funding
access, or marked increase in refinancing risks including inability
to refinance the upcoming 2026 bond maturity in a timely fashion or
shorter average debt maturities

- A sharp increase in credit risk or leverage, for instance, due to
a decrease in the net asset value of TBI Bank, which would also
lead to an increase in double leverage

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

- Sustained franchise growth coupled with maintenance of a sound
and stable financial performance (including sound profitability and
contained leverage) and improving corporate governance could lead
to positive rating action

- Increased availability of the capital restricted at TBI Bank or
increased synergies and integration with TBI Bank, the latter of
which Fitch deems unlikely given the prudentially regulated nature
of TBI Bank

DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS

The senior unsecured debt rating is equalised with the Long-Term
IDR, reflecting Fitch's expectation of average recovery prospects
given the group's largely unsecured funding profile.

DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES

The senior unsecured debt rating is primarily sensitive to changes
to the Long-Term IDR.

Changes to its assessment of recovery prospects for senior
unsecured debt in a default could result in the senior unsecured
debt rating being notched down from the Long-Term IDR.

ADJUSTMENTS

The 'bb' sector risk operating environment score has been assigned
below the 'bbb' category implied score due to the following
adjustment reason(s): regulatory and legal framework (negative),
international operations, divergence between domicile and business
activity (negative), regional, industry or sub-sector focus
(negative).

The 'b' business profile score has been assigned below the 'bb'
category implied score due to the following adjustment reason:
business model (negative).

The 'b+' capitalisation and leverage score has been assigned below
the 'bb' category implied score due to the following adjustment
reasons: risk profile and business model (negative), size of
capital base (negative).

SUMMARY OF FINANCIAL ADJUSTMENTS

Fitch treats TBI Bank as an investment asset due to limited
integration and synergies.

Date of Relevant Committee

30 April 2024

ESG CONSIDERATIONS

4finance Holding has an ESG Relevance Score of '4' for Exposure to
Social Impacts due to regulatory risks to the business model
development (including the potential tightening of lending rate
caps), which have a negative impact on the credit profile, and are
relevant to the ratings in conjunction with other factors.

4finance Holding has an ESG Relevance Score of '4' for Customer
Welfare - Fair Messaging, Privacy & Data Security due to the risks
in the context of fair lending practices and pricing transparency,
which have a negative impact on the credit profile, and are
relevant to the ratings in conjunction with other factors.

4finance Holding has an ESG Relevance Score of '4' for Group
Structure as fungibility of capital is, in its view, restricted
between the regulated bank and the rest of the group, which has a
negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.

4finance Holding has an ESG Relevance Score of '4' for Governance
Structure due to the developing nature of its corporate governance
structure with limited independent oversight including the absence
of a supervisory board, 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   
   -----------                ------         --------   
4finance Holding S.A.   LT IDR B  New Rating

                        ST IDR B  New Rating

4Finance S.A.

   senior unsecured     LT     B  New Rating   RR4


ENDO LUXEMBOURG: Invesco VLT Marks $627,000 Loan at 34% Off
-----------------------------------------------------------
Invesco High Income Trust II ("VLT") has marked its $627,062 loan
extended to Endo Luxembourg Finance Co. I S.a.r.l. to market at
$413,861 or 66% of the outstanding amount, as of February 29, 2024,
according to a disclosure contained in VLT's Form N-CSR for the
fiscal year ended February 29, 2024, filed with the U.S. Securities
and Exchange Commission.

VLT is a participant in a Term Loan to Endo Luxembourg Finance. The
loan accrues interest at a rate of 14.50% (1 mo. PRIME + 6.00%) per
annum. The loan matures on March 27, 2028.

VLT is a Delaware statutory trust registered under the Investment
Company Act of 1940, as amended, as a closed-end management
investment company. The Trust's investment objective is to provide
its common shareholders high current income, while seeking to
preserve shareholders' capital, through investment in a
professionally managed, diversified portfolio of high-income
producing fixed-income securities.

VLT is led by Glenn Brightman, Principal Executive Officer; and
Adrien Deberghes, Principal Financial Officer. The Trust can be
reached through:

     Glenn Brightman
     Invesco High Income Trust II
     1555 Peachtree Street, N.E., Suite 1800
     Atlanta, GA 30309
     Tel: (713) 626-1919

              About Endo International PLC

Endo International plc (OTC: ENDPQ) is a generics and branded
pharmaceutical company.  It develops, manufactures, and sells
branded and generic products to customers in a wide range of
medical fields, including endocrinology, orthopedics, urology,
oncology, neurology, and other specialty areas.  On the Web:
http://www.endo.com/    

Endo International and certain of its subsidiaries initiated
voluntary prearranged Chapter 11 proceedings (Bankr. S.D.N.Y. Lead
Case No. 22-22549) on Aug. 16, 2022.

On May 25, 2023, Operand Pharmaceuticals Holdco II Limited and
Operand Pharmaceuticals Holdco III Limited each filed a voluntary
Chapter 11 petition also in the U.S. Bankruptcy Court for the
Southern District of New York.  On May 31, 2023, Operand
Pharmaceuticals II Limited and Operand Pharmaceuticals III Limited
each filed a voluntary Chapter 11 petition also in the Southern
District of New York.

The Company's cases are jointly administered before the Honorable
James L. Garrity, Jr.

Endo initiated the financial restructuring process after reaching
an agreement with a group of its senior debtholders on a
transaction that would substantially reduce outstanding debt,
address remaining opioid and other litigation-related claims, and
best position Endo for the future. This would allow the Company to
advance its ongoing business transformation from a strengthened
financial position to create compelling value for its stakeholders
over the long term.

Endo's India-based entities are not part of the Chapter 11
proceedings.  The Company has filed recognition proceedings in
Canada and expects to file similar proceedings in the United
Kingdom and Australia.

The Debtors tapped Skadden, Arps, Slate, Meagher & Flom, LLP as
legal counsel; PJT Partners, LP as investment banker; and Alvarez &
Marsal North America, LLC as financial advisor.  Kroll
Restructuring Administration, LLC, is the claims agent and
administrative advisor. A Website dedicated to the restructuring is
at http://www.endotomorrow.com/    

Roger Frankel, the legal representative for future claimants in the
Chapter 11 cases, tapped Frankel Wyron LLP and Young Conaway
Stargatt & Taylor, LLP, as legal counsels, and Ducera Partners,
LLC, as investment banker.


MANGROVE LUXCO: Moody's Hikes CFR to Caa1 & Alters Outlook to Pos.
------------------------------------------------------------------
Moody's Ratings upgraded the long-term corporate family rating of
Mangrove LuxCo III S.a r.l. (Mangrove or the company) to Caa1 from
Caa2 and the company's probability of default rating to Caa1-PD
from Caa2-PD. Concurrently, the rating of Mangrove's EUR356 million
guaranteed senior secured notes due 2025 has been upgraded to Caa1
from Caa2. The outlook was changed to positive from stable.

RATINGS RATIONALE

The rating action was triggered by the steady improvement of
operating performance Mangrove shows since mid 2022. The company's
focus on its core competencies and attractive markets led to a 31%
increase in order intake to EUR1.7 billion in 2023. In the same
period revenue grew by 25% to EUR1,348 million from EUR1,077
million in 2022. An order backlog of EUR1.1 billion provides good
revenue visibility for 2024 and beyond. The revenue increase also
benefited EBITDA, which reached EUR116 million (Moody's adjusted;
2022: EUR68 million), focus on working capital management allowed a
release of working capital of EUR76 million, leading to a free cash
flow (FCF) of EUR112 million in 2023. The positive development is
also reflected in leverage as measured by Moody's adjusted
Debt/EBITDA, which declined to 4.3x year-over-year from 8.1x in
2022. Moody's Ratings expect Mangrove to continue deleveraging
through earnings growth over the next 12 to 18 months supported by
the company's strong order backlog and good earnings momentum. The
agency expects the company's profitability to continue to improve
over the next 12 to 18 months.

The Caa1 CFR of Mangrove is supported by Mangrove's established
position in the global heat exchanger market, with a broad product
portfolio, global production capability and geographical
diversification; the critical nature of the heat exchanger product,
which typically accounts for a small percentage of the overall cost
of a large power plant or asset; the company's expansion into the
data centre application market, which has solid growth
fundamentals; and potential support from the shareholder (the
private equity company Triton) in case of need.

The rating is constrained by refinancing risk related to the
upcoming maturity of its EUR65 million revolving credit facility
and its EUR190 million guarantee facility maturing in June 2025 and
the EUR356 million guaranteed senior secured notes in October 2025.
In addition, the rating takes into account the cyclical nature of
some of Mangrove's end markets.

With regard to claims brought forward by the senior unsecured
noteholders of Galapagos Holding S.A. (Galapagos) management
confirms that court decisions that ruled in the company's favor and
irrevocable withdrawals allowed Mangrove to close all four claims
that could have had a negative financial impact on Mangrove Group
during 2023 and beginning of 2024. The ongoing insolvency
proceedings in respect of Galapagos S.A. remain contested, however
management does not perceive there to be any risk to the efficacy
of the restructuring nor of claims against Mangrove entities, as a
result of such proceedings going forward.

LIQUIDITY

Mangrove's liquidity is adequate. As of December 31, 2023, the
company had around EUR160 million of available cash on balance
(after deducting EUR7 million restricted cash). Over the next 12
months, Moody's expect Mangrove to generate around EUR105 million
in funds from operations (after interest payments), which, together
with available cash on balance, will be sufficient to cover the
expected liquidity needs, including working cash, working capital
needs and capital expenditure (including lease payments) together
totaling around EUR167 million.

Through June 2025, Mangrove does not have any significant debt
maturities. The EUR65 million revolving credit facility, undrawn as
of December 31, 2023, is due June 2025 together with the company's
EUR190 million senior guarantee facility, which has been utilized
by EUR125 million as of December 31, 2023. The company's guaranteed
senior secured bonds mature in October 2025.

The revolving credit facility requires compliance with several
maintenance financial covenants, including minimum EBITDA, net
leverage and minimum cash, which are tested regularly.

RATING OUTLOOK

The positive rating outlook reflects Mangrove's improved credit
quality and sizeable order backlog which provides good revenue
visibility into 2025 and thus indicates potential for a further
strengthening of credit metrics over the next quarters.

The recent strong operating performance positions the company more
favorably for the refinancing of its debt coming due in 2025. The
positive outlook factors in Moody's expectation that Mangrove will
swiftly address the extension of its credit facilities maturing in
June 2025 and the refinancing of its upcoming bond maturities
before these become short-term in October 2024.

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

An upgrade would require a long-term refinancing of outstanding
debt together with an extension of credit facilities.

A higher rating would also require further evidence that the
positive trend in operating performance is continuing so that
Mangrove sustainably meets the requirements for a B3 rating
including (i) EBITA margin in mid single digits, (ii) leverage well
below 6.5x debt/EBITDA and (iii) an at least adequate liquidity
position supported by positive free cash flow.

Downward pressure on the rating could materialise in case of an
erosion of profitability, if liquidity weakens; or if Moody's
assessment of the likelihood of a default increases.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Manufacturing
published in September 2021.

COMPANY PROFILE

Luxembourg-based Mangrove LuxCo III S.a r.l. (Mangrove) is the
parent of companies that operate under the name Kelvion. The
company is a leading global manufacturer of heat exchangers for a
variety of industrial applications. These primarily include Data
Centres, Food & Beverages,  HVAC (Heat, Ventilation and Air
Conditioning) & Refrigeration, Power & Energy, Chemicals, Oil and
Gas, Transportation and Heavy & Light Equipment.

The company is owned by a fund managed by Triton Partners, a
private equity group. During 2023, Mangrove generated EUR1,348
million in revenue and around EUR116 million in Moody's adjusted
EBITDA.


QSRP INVEST: Fitch Assigns First Time 'B(EXP)' IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has assigned QSRP Invest S.a r.l. (QSRP) an expected
first-time Issuer Default Rating (IDR) of 'B(EXP)' with Stable
Outlook. Fitch has also assigned its proposed senior secured term
loan B (TLB) by QSRP's wholly owned subsidiary QSRP Finco BV a
'B+(EXP)' expected rating, with a Recovery Rating of 'RR3'.

Final ratings are subject to the completion of refinancing and
final documentation for senior secured debt and payment-in kind
(PIK) convertible notes conforming to information already
received.

The 'B(EXP)' rating reflects QSRP's high leverage, small business
size and modest diversification by brand and geography. Rating
strengths are QSRP's predominantly franchise business model and its
focus on the quick-service restaurant segment, which Fitch believes
ensures greater business stability than for peers in the sector.

The Stable Outlook reflects its expectation of swift deleveraging
over 2024-2025, which will be driven by restaurant network
expansion and improvement in the profitability of its currently
underperforming Nordsee brand. Fitch also assumes QSRP to be able
to generate positive free cash flow (FCF) from 2025 once its
Nordsee restructuring is completed.

KEY RATING DRIVERS

Moderate Diversity, Small Scale: QSRP is a multi-brand restaurant
operator managing a moderately diversified portfolio of 1,081
franchised and company-operated restaurants under four brands:
O'Tacos (33% of units), Burger King (31%), Nordsee (29%) and Quick
(7%), three of which are owned or under a perpetual license. Its
restaurant network spans several western European countries, with
the largest presence in Belgium, Italy, France and Germany.
Nevertheless, Fitch views its scale as limited with an estimated
EBITDAR at EUR139 million in 2023, which is consistent with the 'B'
category in the sector.

Meaningful Execution Risks: The rating considers execution risks
related to the turnaround of its Nordsee seafood quick-service
restaurants. The majority of the business is represented by the
company-operated restaurants in Germany, which have been
underperforming other QSRP brands. The company has already started
the restructuring of the business by closing unprofitable stores
and cutting costs. Fitch projects around half of EBITDA growth in
2024 to come from improved profitability of the Nordsee restaurants
but assume the business will remain less profitable than other QSRP
brands.

In addition, Fitch sees execution risks from the expansion of the
O'Tacos restaurant network in new markets outside of QSRP's current
presence, which account for more than half of O'Tacos' new openings
pipeline for 2024-2027. Unsuccessful international expansion or
smaller profitability improvements at Nordsee may slow deleveraging
and be negative for the rating.

Expansion Drives Revenue Growth: Its rating case assumes revenue
growth to be mostly driven by new restaurant openings, primarily
under the O-Tacos and Burger King brands. Fitch forecasts same
store sales to grow at low single digits, with limited downside
risks as the quick-service segment tends to outperform the overall
restaurant market.

EBITDA Margin Improvement: Apart from the restructuring of the
Nordsee business, Fitch does not assume any meaningful
profitability improvements at other brands. Nevertheless, EBITDA
margin growth in its rating case is supported by QSRP's growing
franchise business, which is structurally more profitable, and a
declining share of net general and administrative expenses as its
restaurant network expands. Fitch expects growing EBITDA to support
QSRP's increasing FCF generation over 2025-2027, which is an
important attribute for its 'B(EXP)' rating.

High Leverage: Fitch estimates QSRP will have high EBITDAR
leverage, which is consistent with a lower rating in the restaurant
sector. However, its 'B(EXP)' rating is premised on expected swift
deleveraging over 2024-2025, with EBITDAR leverage falling to 6.1x
in 2024 and well below 6x in 2025, ensuring comfortable rating
headroom. Apart from EBITDAR growth, leverage reduction would be
driven by the repayment of EUR10 million government-guaranteed
loans received during the pandemic. Inability to deleverage to
below 6.0x from 2025 will put pressure on the rating.

Resilient Quick-Service Segment: QSRP operates under a quick-serve
restaurant model, which has proven resilient through economic
cycles in comparison with full-service restaurants, which are
reliant on more discretionary spending. A reputation for value and
consumers trading down from more expensive options limit downside
risks during economic slowdowns, while increased spending power
during strong economic activity will also lift trade in
quick-service restaurants.

Franchise Model Drives Stability: Around 70% of QSRP's restaurants
are operated under its franchising model, where the company
receives franchise fees and is not exposed to the restaurant cost
base. This results in higher and more resilient profitability and
favourably distinguishes QSRP from peers, such as Sizzling Platter
LLC (B-/ Stable) and Wheel Bidco Limited (B-/ Stable), which
predominantly operate their own restaurants.

Exclusive Rights for Burger King: QSRP operates under a Burger King
master franchise agreement, which gives it exclusive brand rights
in Belgium and Italy. Fitch believes that the company is
well-positioned to execute on store openings required by the
agreement. The agreement, however, limits the expansion of the
competing Quick brand, which is the most profitable for QSRP. Fitch
assumes no new store openings under this brand in its rating case.

DERIVATION SUMMARY

QSRP is rated one notch above Sizzling Platter, LLC (B-/Stable),
Wheel Bidco Limited (Pizza Express, B-/Stable), and two notches
above GPS Hospitality Holding Company (GPS, CCC+). QSRP's higher
rating is supported by its larger scale, diversification of brands,
and stronger EBITDA margin. As QSRP operates in multiple markets in
Europe and is expanding internationally, it is more geographically
diversified than Pizza Express, Sizzling Platter and GPS, who
mainly focus on one or two markets. Fitch also expects QSRP to
deleverage faster than peers and therefore its rating incorporates
a projected stronger financial structure in 2024-2025.

KEY ASSUMPTIONS

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

- Same-store sales growth at 3.5% a year over 2024-2027

- New store openings contributing 5%-9% to system-wide sales growth
each year

- EBITDA margin improving to above 18% in 2027 (2023: 15.3%)

- Nordsee restructuring costs of EUR4 million in 2024

- Capex of EUR40 million-EUR50 million a year

- Convertible notes issued by QSRP Platform Holding SCA and on-lent
to the restricted group as intercompany loan treated as equity

- No dividends

- No M&As to 2027

RECOVERY ANALYSIS

The recovery analysis assumes QSRP would be considered a going
concern (GC) in bankruptcy and that it would be reorganised rather
than liquidated. Fitch has assumed a 10% administrated claim.

In its bespoke recovery analysis, Fitch estimates GC EBITDA
available to creditors of around EUR70 million. The GC EBITDA
reflects Fitch's view of a sustainable, post-reorganisation EBITDA,
which would allow QSRP to retain a viable business model.

An enterprise value (EV)/EBITDA multiple of 5.0x is used to
calculate a post-reorganisation valuation. This is in line with the
multiple used for Wheel Bidco.

The EUR10 million government-guaranteed debt raised during the
pandemic, QSRP's new senior secured revolving credit facility (RCF)
of EUR85 million and TLB of EUR500 million rank equally with one
another. In accordance with Fitch's criteria, Fitch assumes RCF to
be fully drawn on default. Fitch also treats EUR111 million
convertible bonds, which are expected to be outside the restricted
group and on-lent in the form of an intercompany loan, as equity.
Therefore, convertible bonds do not affect recovery prospects for
senior secured lenders.

The waterfall analysis generated a ranked recovery for its senior
secured debt in the 'RR3' band indicating a 'B+(EXP)' rating, one
notch above the IDR. The waterfall analysis generated a recovery
output percentage of 53%, based on current metrics and
assumptions.

RATING SENSITIVITIES

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

- Successful execution of growth strategy and improving restaurant
profitability, leading to consistent EBITDA growth

- EBITDAR leverage below 5.0x on a sustained basis

- EBITDAR fixed charge coverage above 2.0x on a sustained basis

- Positive mid-single digit FCF margin on a sustained basis

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

- Inability to turn around Nordsee performance or
slower-than-expected expansion of its restaurant network

- EBITDAR margin below 16% on a sustained basis

- No visibility of EBITDAR leverage falling below 6.0x on a
sustained basis

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

- Deteriorating FCF

LIQUIDITY AND DEBT STRUCTURE

Sufficient Liquidity Post-Refinancing: Fitch expects QSRP's
liquidity to be satisfactory for its rating post- refinancing. This
will be supported by an EUR85 million 6.5-year RCF and projected
positive FCF. Fitch estimates a post-refinancing cash balance at
around EUR60 million at end-2024, after restricting EUR30 million
as minimum liquidity requirement. Refinancing will also extend the
company's debt maturity profile as the TLB will come due only in
2031.

ISSUER PROFILE

QSRP is a fast-food restaurant platform that operates a
well-diversified portfolio of brands.

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   
   -----------               ------                   --------   
QSRP Finco BV

   senior secured      LT     B+(EXP) Expected Rating   RR3

QSRP Invest S.a r.l.   LT IDR B(EXP)  Expected Rating


TRINSEO MATERIALS: $750MM Bank Debt Trades at 22% Discount
----------------------------------------------------------
Participations in a syndicated loan under which Trinseo Materials
Operating SCA is a borrower were trading in the secondary market
around 77.9 cents-on-the-dollar during the week ended Friday, May
17, 2024, according to Bloomberg's Evaluated Pricing service data.

The $750 million Term loan facility is scheduled to mature on May
3, 2028.  About $726.9 million of the loan is withdrawn and
outstanding.

Based in Luxembourg, Trinseo is a specialty material solutions
provider.




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

IGNITION MIDCO: EUR325MM Bank Debt Trades at 57% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Ignition Midco BV
is a borrower were trading in the secondary market around 43.1
cents-on-the-dollar during the week ended Friday, May 17, 2024,
according to Bloomberg's Evaluated Pricing service data.

The EUR325 million Term loan facility is scheduled to mature on
July 4, 2025.  The amount is fully drawn and outstanding.

Ignition Midco B.V. operates as a special purpose entity.  The
Company's country of domicile is the Netherlands.


SAMVARDHANA MOTHERSON: Fitch Hikes IDR to 'BB+', Outlook Positive
-----------------------------------------------------------------
Fitch Ratings has upgraded Netherlands-based Samvardhana Motherson
Automotive Systems Group BV's (SMRP BV) Long-Term Issuer Default
Rating (IDR) to 'BB+' from 'BB'. The Outlook is Positive. Fitch has
also upgraded SMRP BV's senior secured bonds to 'BBB-' with a
Recovery Rating of 'RR2' from 'BB+'/ 'RR2'.

SMRP BV's rating is based on the consolidated profile of its
stronger parent, Samvardhana Motherson International Limited
(SAMIL), under its Parent and Subsidiary Linkage Rating Criteria.
Fitch thinks SAMIL has high strategic and operational incentives to
provide support to its subsidiary.

The upgrade reflects SAMIL's enhanced scale, business
diversification and product offerings after a number of
acquisitions over 2023. Fitch expects further improvement in
profitability after a robust performance in the first nine months
of the financial year ended March 2024 (FY24), which will reduce
SAMIL's leverage after FY24 despite the acquisitions and higher
growth capex.

The Positive Outlook reflects Fitch's view that a sustained
improvement in profitability and management's commitment to
maintain a disciplined approach to M&A despite a large growth
target position SAMIL well to reduce leverage to a level consistent
with Fitch's revised guideline for an upgrade over the next two
years. Fitch believes SAMIL's robust record in expanding customer
relationships and integrating acquired businesses mitigates risks
in achieving the expected improvement in profitability.

KEY RATING DRIVERS

Improved Business Profile: Recently acquired companies with robust
market positions will boost SAMIL's revenue to nearly USD14 billion
by FY25, up 45% from FY23. SAMIL's dependence on its largest
customer, Volkswagen AG (A-/Stable) will reduce to around 23% of
sales, from 44% in FY15, and the biggest region, Europe, to 39%,
from close to 50%. SMRP BV has enhanced its product offerings,
capabilities and customer proximity after acquiring Germany's SAS
Autosystemtechnik GmbH and the assets of Dr. Schneider Holding
GmbH.

The acquisitions of Yachiyo Industry Co., Ltd. and Ichikoh
Industries have broadened SMRP BV's OEM relationships outside
Europe and added new products like sunroofs and fuel tanks. The
acquisition of France-based AD Industries - a provider of
components for aircraft engines and medical devices - marks SAMIL's
first significant investment towards its strategy to diversify its
end-market exposure away from autos.

Higher Profitability to Drive Deleveraging: SAMIL's EBITDA in
9MFY24 rose by around 50% yoy, on higher global vehicle output
following easing production constraints and normalising costs,
along with contributions from acquisitions that are largely margin
accretive. Fitch expects low single-digit growth in global vehicle
sales in 2024. Nonetheless, full-year contribution from
acquisitions will drive EBITDA growth of around 80% in FY25 from
FY23. Fitch expects EBITDA to grow to nearly INR120 billion in FY26
after including contribution from organic investments and some
synergies from acquisitions.

SAMIL's organic growth capex will rise after a measured approach in
recent years, but higher operating cash flow and a largely stable
dividend payout will drive positive free cash flow after FY24.
Fitch expects SAMIL's EBITDA net leverage to have improved to 2.3x
in FY24 and reduce further to close to 1.5x -Fitch's revised
threshold for positive rating action - by FY26. Fitch does not
include further acquisitions in the rating case due to lack of
visibility.

Acquisition Strategy Mitigates Risks: Fitch believes SAMIL's
acquisition strategy, which includes identifying attractively
priced targets that are strategically suitable and adhering to
prudent funding practices, mitigates risks from its aim of raising
revenue by more than 2x to USD36 billion by 2025. SAMIL's net
leverage is poised to reduce from 2.5x in FY23 despite completion
of 16 acquisitions with a combined EV of close to USD1 billion
since January 2023. Still, any large debt-funded acquisition may
put pressure on SMRP BV's rating.

Customer Relationships Underpin Leadership: SAMIL's product quality
and wide range of services underpin its long relationships with top
global OEMs, evident from its USD77 billion order book as of
September 2023. This mitigates risks from competition and weak
negotiating power against large OEMs on pricing and cost
pass-through. SMRP BV is a leading global supplier of exterior
mirrors, bumpers, dashboards and door panels for premium cars and
wiring harnesses for commercial vehicles, while SAMIL leads in
wiring harnesses for cars in India through a 33.4% joint venture.

Rating Based on Consolidated Profile: Fitch deems that SMRP BV has
a weaker credit profile than SAMIL, which owns 100% of SMRP BV.
SMRP BV's large financial contribution underpins the parent's high
strategic incentive to support its subsidiary, which is reflected
in regular financial support. Integrated management and decision
making drive the high operational incentive to provide support,
despite limited operational dependency. Fitch assesses SAMIL's
legal incentive to support SMRP BV as 'Medium'.

Secured Notes Rated Above IDR: SMRP BV's EUR100 million notes due
2025 are secured against assets and equity pledges at its key
subsidiaries, while its EUR300 million notes due 2024 remain
secured against equity pledges in key subsidiaries after the
release of security over hard assets under the fall-away security
structure, as defined in the note documentation. The collateral of
both notes qualify as Category 2 First Lien, as defined in Fitch's
Corporates Recovery Ratings and Instrument Ratings Criteria,
supporting a Recovery Rating of 'RR2' and a one-notch uplift from
SMRP BV's IDR.

DERIVATION SUMMARY

SAMIL's scale, diversification, leading market positions and
largely driveline agnostic products position it well against
Fitch-rated auto supplier peers.

SAMIL has larger scale and greater business diversification
compared with Metalsa S.A.P.I. de C.V. (BBB-/Stable), Nemak, S.A.B.
de C.V. (BBB-/Negative) and Tupy S.A. (BB+/Stable). SMRP BV's one
notch lower rating than Metalsa reflects the latter's stronger
financial profile characterised by lower leverage and higher
profitability. Nemak's rating benefits from its strong competitive
position as sole supplier in 90% of its product portfolio,
underpinning higher margins. Nonetheless, Nemak's leverage is
expected to remain higher than that of SAMIL amid moderating growth
in its electric vehicle business segment, underscoring the Negative
Outlook.

SMRP BV is rated at the same level as Tupy, reflecting Tupy's
leading market position in high-value-added cast-iron structural
components and lower leverage. SAMIL has a smaller scale than
FORVIA S.E. (BB+/Stable). However, a similar degree of business
diversification, particularly after considering SAMIL's recent
acquisitions, and SAMIL's lower leverage underpin SMRP BV's ratings
at the same level.

SAMIL is rated one notch above Dana Incorporated
(BB/Stable),reflecting SAMIL's larger scale after recent
acquisitions, a more diversified customer base and Fitch's
expectations of Dana's higher leverage amid investments enabling
readiness for a transition to electric vehicles.

KEY ASSUMPTIONS

Fitch's key assumptions within its rating case for the issuer:

- SAMIL's consolidated revenue to rise by more than 20% yoy in
FY24, 17% in FY25 and 9% in FY26 on full-year contributions of
acquired businesses, low single-digit growth in global auto sales
volume and synergies from acquisitions.

- EBITDA margin to rise above 8% in FY24 and reach 9% in FY25 and
9.5% in FY26 (FY23: 7.2%), supported by higher margins at
acquisitions and volume growth.

- Capex to average between 4% to 5% of sales (FY23: 2.8%).

- Dividend payout to remain below 40% of net income over the next
few years.

RATING SENSITIVITIES

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

- SAMIL maintaining a disciplined financial policy and prudent
approach to M&A, leading to a sustained improvement in consolidated
EBITDA net leverage, after Fitch's adjustment for factoring, to
below 1.5x;

- SAMIL's free cash flow (FCF) margin sustained above 1.5%

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

- The Outlook may be revised to Stable if in Fitch's view SAMIL is
unlikely to meet the positive sensitivities, potentially due to a
shift in financial policy and M&A approach.

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: SAMIL's Fitch-estimated consolidated readily
available cash of INR57.1 billion as of FYE24 and undrawn portion
of INR54.3 billion under committed revolving credit facilities will
sufficiently cover INR57.6 billion in Fitch-estimated near-term
maturities of long-term debt, including SMRP BV's EUR300 million of
bonds due in July 2024 and EUR150 million term loan due in 4QFY25.
Fitch expects SAMIL to roll over a moderate amount of short-term
working capital debt in the normal course of business.

Fitch estimates SAMIL's annual debt maturities at INR28.7 billion
in FY26 and INR16.4 billion in FY27. Fitch expects positive FCF
after FY24, although SAMIL will have to refinance a portion of debt
maturities. SAMIL's improving leverage should aid in refinancing
and Fitch expects it to address these maturities well in advance,
in line with its record.

ISSUER PROFILE

SMRP BV is a leading supplier of rear-view vision systems, interior
and exterior modules, integrated assemblies and wiring harnesses to
the global automotive industry.

SUMMARY OF FINANCIAL ADJUSTMENTS

Fitch treats INR7.9 billion in FY23 (equivalent to 1% of sales) as
restricted cash for intra-year working-capital volatility.

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
   -----------                ------         --------   -----
Samvardhana Motherson
Automotive Systems
Group BV                LT IDR BB+  Upgrade             BB

   senior secured       LT     BBB- Upgrade    RR2      BB+




===========
N O R W A Y
===========

HURTIGRUTEN GROUP: Invesco VVR Marks EUR2.2MM Loan at 57% Off
-------------------------------------------------------------
Invesco Senior Income Trust ("VVR") has marked its EUR2,193,000
loan extended to Hurtigruten (Explorer II AS) to market at
EUR952,028 or 43% of the outstanding amount, as of February 29,
2024, according to a disclosure contained in VVR's Form N-CSR for
the fiscal year ended February 29, 2024, filed with the U.S.
Securities and Exchange Commission.

VVR is a participant in a Term Loan to Hurtigruten. The loan
accrues interest at a rate of 12.39% per annum. The loan matures on
February 22, 2029.

VVR is a Delaware statutory trust registered under the Investment
Company Act of 1940, as amended, as a closed-end management
investment company. VVR may participate in direct lending
opportunities through its indirect investment in the Invesco Senior
Income Loan Origination LLC, a Delaware limited liability company.
VVR owns all beneficial and economic interests in the Invesco
Senior Income Loan Origination Trust, a Massachusetts Business
Trust, which in turn owns all beneficial and economic interests in
the LLC. VVR may participate in direct lending opportunities
through its indirect investment in the Invesco Senior Income Loan
Origination LLC, a Delaware limited liability company. VVR owns all
beneficial and economic interests in the Invesco Senior Income Loan
Origination Trust, a Massachusetts Business Trust, which in turn
owns all beneficial and economic interests in the LLC.

VVR is led by Glenn Brightman, Principal Executive Officer; and
Adrien Deberghes, Principal Financial Officer. The Trust can be
reached through:

     Glenn Brightman
     Invesco Senior Income Trust
     1555 Peachtree Street, N.E., Suite 1800
     Atlanta, GA 30309
     Tel: (713) 626-1919

Hurtigruten is a Norwegian cruise ship operator that offers cruises
along the Norwegian coast, expedition cruises and land-based Arctic
experience tourism in Svalbard. In the first nine months of 2023,
Hurtigruten reported revenue of EUR512 million (2022: EUR441
million) and company-defined adjusted EBITDA of EUR58 million
(2022: EUR46 million). The Company's country of domicile is Norway.
Explorer II AS is a shipping company located in Oslo within the
Hurtigruten Group. Its purpose is to invest in, and lease out,
under bareboat charter agreements, specialized cruise vessels for
the operation in other Hurtigruten Group companies.




===========
S E R B I A
===========

UNION: Serbia Bankruptcy Agency to Auction Hotel on June 14
-----------------------------------------------------------
Iskra Pavlova at SeeNews reports that Serbia's state bankruptcy
supervision agency said it is offering for sale bankrupt Union
hotel, located in downtown Belgrade, at starting price of RSD297
million (US$2.8 million/EUR2.5 million).

The bankruptcy supervision agency said in a statement earlier this
week the 2,777 square metres hotel will be offered for sale at a
public auction on June 14, SeeNews relates.

According to SeeNews, the sale also includes Union's equipment, art
paintings, stored supplies and outstanding liabilities.  The
hotel's estimated value is RSD594 million, the statement read,
SeeNews notes.

Hotel Union was built in 1922 and used to be among the largest
hotels in the Serbian capital, offering 172 room with 241 beds, a
report of daily Novisti recalls.



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

HILDING ANDERS: Invesco Senior Marks EUR227,000 Loan at 59% Off
---------------------------------------------------------------
Invesco Senior Loan Fund has marked its EUR227,000 loan extended
Hilding Anders AB (Sweden) to market at EUR92,156 or 41% of the
outstanding amount, as of February 29, 2024, according to a
disclosure contained in Invesco Senior's Form N-CSR for the fiscal
year ended February 29, 2024, filed with the U.S. Securities and
Exchange Commission.

Invesco Senior is a participant in a Term Loan (Acquired October 4,
2022 - July 21, 2023; Cost $189,769) to Hilding Anders. The loan
accrues interest at a rate of 9.11% per annum. The loan matures on
February 28, 2026.

Invesco Senior Loan Fund is a Delaware statutory trust registered
under the Investment Company Act of 1940, as amended, as a
closed-end management investment company that is operated as an
interval fund and periodically offers its shares for repurchase.
The Fund may also invest a portion of its assets indirectly through
a wholly-owned subsidiary, Invesco Senior Loan TB, LLC, a Delaware
limited liability series company, which formed a separate
registered series. The Fund owns all beneficial and economic
interests in the Subsidiary and the Subsidiary's registered
series.

Invesco Senior is led by Glenn Brightman, Principal Executive
Officer; and Adrien Deberghes, Principal Financial Officer. The
Fund can be reached through:

     Glenn Brightman
     Invesco Senior Loan Fund
     1555 Peachtree Street, N.E., Suite 1800
     Atlanta, GA 30309
     Tel: (713) 626-1919

Hilding Anders AB offers a wide array of products that help people
sleep better.



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

AMPHORA FINANCE: GBP301MM Bank Debt Trades at 58% Discount
----------------------------------------------------------
Participations in a syndicated loan under which Amphora Finance Ltd
is a borrower were trading in the secondary market around 42
cents-on-the-dollar during the week ended Friday, May 17, 2024,
according to Bloomberg's Evaluated Pricing service data.

The GBP301 million Term loan facility is scheduled to mature on
June 2, 2025.  The amount is fully drawn and outstanding.

Amphora Finance Limited operates as a special purpose entity. The
Company was formed for the purpose of issuing debt securities to
repay existing credit facilities, refinance indebtedness, and for
acquisition purposes. The Company's country of domicile is the
United Kingdom.


ARJ CONSTRUCTION: Enters Administration, Halts Operations
---------------------------------------------------------
Neal Keeling at Manchester Evening News report that the company
contracted to build a luxury members' club in Manchester has gone
into administration.

Stevenage-based main ARJ Construction Ltd was established in 1991
and focuses on projects worth GBP10 million to GBP60 million,
particularly in South East England.

The company was the main contractor on two Manchester jobs: a GBP24
million expansion of Mollies Hotel and the Soho House members' club
in the former Granada Studios for Allied London Properties, and a
GBP15.6 million office fit-out job in St John's Quarter for
Booking.com, Manchester Evening News states.

According to Manchester Evening News, in a statement ARJ
Construction said: "We regret to advise that ARJ Construction
Limited have entered Administration and ceased trading on April 29,
2024, with Simon Carvill-Biggs and Sarah Cook of FRP Advisory
Trading Limited being appointed as Administrators."

A spokesman for the administrators said that it was anticipated ARJ
would be wound up and that an alternative contractor would have to
be found to complete the Soho House project in Manchester, with a
quick procurement process taking place, Manchester Evening News
relates.


CANTERBURY FINANCE 4: Fitch Affirms 'BB+sf' Rating on Class F Notes
-------------------------------------------------------------------
Fitch Ratings has upgraded Canterbury Finance No. 3 PLC's (CF3) and
Canterbury Finance No. 4 PLC's (CF4) class E notes, and affirmed
the remaining tranches, as detailed below.

   Entity/Debt           Rating           Prior
   -----------           ------           -----
Canterbury Finance
No. 4 PLC

   A2 XS2347611704   LT AAAsf  Affirmed   AAAsf
   B XS2347611969    LT AAAsf  Affirmed   AAAsf
   C XS2347612009    LT A+sf   Affirmed   A+sf
   D XS2347613155    LT A+sf   Affirmed   A+sf
   E XS2347615010    LT A+sf   Upgrade    Asf
   F XS2347615101    LT BB+sf  Affirmed   BB+sf

Canterbury Finance
No. 3 PLC

   A2 XS2198900958   LT AAAsf  Affirmed   AAAsf
   B XS2198901170    LT AAAsf  Affirmed   AAAsf
   C XS2198901253    LT A+sf   Affirmed   A+sf
   D XS2198901337    LT A+sf   Affirmed   A+sf
   E XS2198901501    LT A+sf   Upgrade    Asf
   F XS2198901840    LT BB+sf  Affirmed   BB+sf

TRANSACTION SUMMARY

The transactions are static securitisations of buy-to-let (BTL)
mortgages originated after 2017 by OneSavings Bank PLC (OSB;
BBB+/Stable/F2) trading under its Kent Reliance brand, in England
and Wales. The loans are serviced by OSB via its UK-based staff and
offshore team. The current portfolio balances are in the range of
24% and 39% relative to the initial portfolio balances as of the
latest reporting date.

KEY RATING DRIVERS

Increased CE Protection: The rating actions reflect Fitch's view
that the notes are sufficiently protected by credit enhancement
(CE) to absorb the projected losses commensurate with the
corresponding rating scenarios. Fitch expects the CE ratios in the
two transactions to continue building up due to the sequential
amortisation of the notes. For example, CE for CF3's class E notes
has increased to 16.7% as of March 2024 from 9.0% since the
previous review, and to 8.8% from 5.9% for CF4's class E notes.

Worsening Asset Performance: Arrears levels observed in CF3 and CF4
have remained above similar transactions in the broader UK BTL
sector. For CF3, the proportion of loans in arrears for one month
or more increased to 7.7% as of March 2024 from 4.7% a year
earlier. Similarly, CF4 saw an increase to 5.0% from 1.3%. Both
transactions have also seen an increase in late-stage arrears in
terms of loan count. Further deterioration in asset performance is
likely if borrowers are unable to refinance, due to the high
interest rates charged upon reversion, compared with those applied
during the loans' initial fixed-rate period.

Fitch views the most junior notes as vulnerable to performance
deterioration, which may reduce their model-implied-ratings (MIR)
in future reviews. Accordingly, Fitch has constrained the ratings
on the class F notes on both deals at up four notches below their
MIRs, as it expects the MIRs to converge with the current ratings.
CE for the class F notes in both deals ranges between 2.2% and 1.7%
as of the latest reporting date.

Seller Repurchases Re-fixed Loans: Fitch is aware that a number of
loans in both pools had received further fixed-rates (re-fixes),
which are considered product switches and have been repurchased by
OSB, as per the transactions' documents.

The majority of fixed-rate loans in the pools are scheduled to
roll-off onto OSB's standard variable rate in 2025 and 2026. Fitch
assumed a stress scenario in its analysis whereby loans due to
roll-off their fixed-rate period remained fixed for a further year
and were not repurchased by OSB. This would lead to an open
interest rate risk which could negatively affect the transactions,
as fixed-rate asset cash-flows may be insufficient to support the
floating-rate liabilities - particularly in rising interest rate
scenarios. See "Ratings Sensitivities" below.

Liquidity Access Constrains Junior Ratings: The transactions'
liquidity provisions are insufficient for the class C notes and
below to achieve ratings above 'A+sf', as these notes must make
timely interest payments when they are the most senior class
outstanding, and do not have access to the liquidity reserves.
However, Fitch considers the legal regime protecting funds in the
servicer's bank account, the interest deferability on notes when
not the most senior, along with the frequency of cash collection
transfers to the transaction account bank, as collectively
mitigating payment interruption risk for ratings up to 'A+sf'.

RATING SENSITIVITIES

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

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

In addition, an unanticipated decline in recoveries could result in
lower net proceeds, which may make certain notes susceptible to
potential negative rating action, depending on the extent of the
decline in recoveries. Fitch found that a 15% increase in the
weighted average foreclosure frequency (WAFF) and a 15% decrease in
the weighted average recovery rate (WARR) would lead to a
model-implied downgrade of one notch for CF4's class E notes.

Fitch also tested a scenario where it assumed that the current
proportion of fixed-rate loans for both transactions would remain
constant for one additional year. This could imply downgrades of up
to three notches for CF4.

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

Stable to improved asset performance driven by stable delinquencies
and defaults would lead to increasing CE levels and potential
upgrades. Fitch tested an additional rating sensitivity scenario by
applying a 15% decrease in the WAFF and a 15% increase in the WARR.
This would lead to model-implied upgrades of up to six notches for
CF3's and CF4's class F 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

Canterbury Finance No. 3 PLC, Canterbury Finance No. 4 PLC

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

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

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

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

ESG CONSIDERATIONS

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


CLARIVATE PLC: Fitch Affirms 'BB-' LongTerm IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Ratings
(IDRs) of Clarivate plc, Clarivate Science Holdings Corporation and
Camelot Finance SA at 'BB-'. Fitch has affirmed Clarivate's
first-lien debt at 'BB+'/'RR1' and its unsecured notes at
'BB-'/'RR4'. Fitch has also assigned a Long-Term IDR of 'BB-' to
Camelot US Acquisition, LLC and assigned the secured revolver and
term loan a 'BB+'/'RR1' rating. The Rating Outlook is Stable. The
ratings affect approximately $4.7 billion of debt.

The ratings reflect Clarivate's cash flow generation, profitability
and financial flexibility. The company's margins are strong due to
recurring subscription revenue streams, and free cash flow
generation should enable a reduction in leverage below Fitch's
positive sensitivity of 4.0x if the company continues to
voluntarily reduce its debt. Clarivate's subscription/re-occurring
revenues amount to 80%, providing a high level of visibility and
resilience through economic cycles. Financial flexibility is
supported by adequate liquidity, strong interest coverage and
maturities beginning in 2026. The company's debt and interest
burden limit the rating, but management has made voluntary debt
payments in the past two years.

KEY RATING DRIVERS

Resilience Through Economic Cycles: Clarivate's revenue has held up
during past contractions because customers rely on its products.
Transactional revenue is decreasing as management focuses on
growing subscription products and recurring revenue. During the
economic downturn in 2008 to 2009, Clarivate's key products
generated revenue growth. Its customers in academia and government
constitute almost half of their revenue, and quality scientific and
technical journal subscriptions have not been sensitive to
macroeconomic downturns.

Proprietary Platforms and Data: Clarivate sources data, adds
metadata including search terms and then provides access to
customers on technology platforms. Products such as its global
patent information platform provide the company with a defensible
position, since it would be difficult for any competitor to
replicate the breadth of their offering. Management reports high
client retention rates, indicating stability that provides good
credit protection.

Diversified, Longstanding Relationships: Clarivate's flagship
products hold top-tier positions across their respective markets.
They are an integral part of customers' decision-making process and
benefit from multi-year agreements. Clarivate has over 30,000
customers in more than 150 countries, including the top 30
pharmaceutical companies by revenue and 50 global patent offices.
Relationships with the top 50 customers average over 15 years. No
single customer accounts for more than 1% of revenue, and the 10
largest customers represent 7% of revenue. Annual revenue renewal
rates are in excess of 90%.

Strong FCF: Clarivate has enhanced its annual FCF generation over
the past several quarters, and the company's 2023 FCF of
approximately $425 million (after the preferred dividend) was in
line with its expectation. Fitch projects this metric will be above
$500 million in 2024 and the following years, which will enable
Clarivate to invest further in growth opportunities. The company
has attractive FCF characteristics due to a recurring subscription
revenue stream and strong EBITDA margins. Capital expenditure
requirements may increase as the company invests in machine
learning and AI capabilities.

Deleveraging Capacity and Commitment: Clarivate's capital structure
includes $1.4 billion of convertible preferred shares, and Fitch's
criteria treat this as 50% debt, i.e., increasing the company's
leverage on a Fitch-calculated basis. When these shares convert to
common equity in June of 2024, Fitch-calculated debt will decrease
by almost $700 million. In addition, Clarivate's management has
already made material voluntary debt repayments. Its leverage could
be below its positive sensitivity by YE'24 if management continues
to pay down debt ahead of schedule.

DERIVATION SUMMARY

Clarivate has a leading position in information services and
analytics serving the scientific research, intellectual property
and life sciences end-markets. Leverage has been above 4.0x due to
the transaction history, most notably the acquisition of ProQuest
in 2021. The company voluntarily paid down significant debt during
2023.

Peers include Moody's Corporation (BBB+/Stable), Thomson Reuters
Corporation (BBB+/Stable), The Dun & Bradstreet Corporation
(BB-/Positive), and MSCI Inc. (BBB-/Stable). Among its peers
Clarivate has the highest leverage and the lowest free cash flow
generation. EBITDA leverage for Dun & Bradstreet has been above
4.0x for the past several years but slightly below Clarivate's
leverage. All the investment grade names operate with much lower
leverage and larger scale, i.e., absolute EBITDA metrics.
Similarly, EBITDA margins for Dun & Bradstreet have been the lowest
of these issuers in the low to mid 30% range. Clarivate has been
operating above 40%, and Moody's and MSCI have the highest margins
which are above 50%. No Country Ceiling or parent-subsidiary
factors affect the ratings.

KEY ASSUMPTIONS

- Revenue growth of 2%;

- EBITDA margins sustained above 40%;

- Capital intensity at 9% of revenue, although the company is
targeting a reducing in maintenance capex.

RECOVERY ANALYSIS

The senior secured term loan, revolving credit facility and secured
notes, rank as a category 1 first lien security resulting in a
recovery rating of 'RR1'/+2.

The unsecured notes have a recovery rating of 'RR4'/+0, in line
with the IDR.

RATING SENSITIVITIES

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

- EBITDA Leverage equal or lower than 4.0x

- Sustained organic revenue growth in excess of low single digits

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

- EBITDA Leverage equal or greater than 5.0x

- Expectation for flat to negative organic revenue growth

- Shift to more aggressive financial policy.

LIQUIDITY AND DEBT STRUCTURE

Adequate liquidity: The company has adequate liquidity with $362
million of cash and equivalents as of March 31, 2024, and the full
$700 million available on the revolving credit facility. Fitch also
projects FCF to approach or exceed $500 million 2024, enabling the
company to continue its voluntary leverage reduction plan.

Debt maturity profile: Clarivate's $700 million senior secured
notes mature in November of 2026, which is its earliest maturity.
The company also has senior secured notes of approximately $920
million maturing in 2028 and unsecured notes of approximately $920
million maturing in 2029. All of these notes are fixed rate. In
January 2024, Clarivate extended its revolving credit facility to
2029 and its term loan to 2031; the $700 million revolver is
undrawn. The term loan of $2.15 billion is floating rate debt, and
Clarivate improved this to SOFR + 2.75% at the time of the January
2024 amendment.

ISSUER PROFILE

Clarivate Plc is a leading global information services and
analytics company serving the scientific research, intellectual
property and life sciences end-markets. They provide structured
information and analytics to facilitate the discovery, protection
and commercialization of scientific research, innovations and
brands.

ESG CONSIDERATIONS

Clarivate Plc has an ESG Relevance Score of '4' for Customer
Welfare - Fair Messaging, Privacy & Data Security due to managing
customer data, 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
   -----------               ------          --------   -----
Camelot U.S.
Acquisition LLC        LT IDR BB- New Rating

   senior secured      LT     BB+ New Rating   RR1

Clarivate Plc          LT IDR BB- Affirmed              BB-

Clarivate Science
Holdings Corporation   LT IDR BB- Affirmed              BB-

   senior unsecured    LT     BB- Affirmed     RR4      BB-

   senior secured      LT     BB+ Affirmed     RR1      BB+

Camelot Finance S.A.   LT IDR BB- Affirmed              BB-

   senior secured      LT     BB+ Affirmed     RR1      BB+


DEUCE MIDCO: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
-----------------------------------------------------------
Fitch Ratings has affirmed Deuce Midco Limited's (David Lloyd
Leisure, DLL) Long-Term Issuer Default Rating (IDR) at 'B'. The
Outlook is Stable. Fitch has also affirmed Deuce Finco plc's senior
secured instrument ratings at 'B+' with a Recovery Rating of
'RR3'.

The 'B' IDR reflects DLL's high gross EBITDAR leverage, which Fitch
expects to fall to around 6.5x in 2024 (from 7.1x in 2023), and to
remain within its rating thresholds of 6x-7x over the next four
years. Reduction in leverage is underpinned by self-funded new
sites, yield progression and cost management leading to solid
expected profitability with EBITDA margin trending towards 22%. The
business is cash-generative, but Fitch expects broadly neutral cash
flows on the basis of continued disciplined expansion. Refinancing
of notes due in 2027 in a higher interest rate environment may
weigh on weak EBITDAR coverage at 1.7x.

The Stable Outlook is driven by its expectation that DLL will
maintain steady membership levels and margins even in a
recessionary environment. Fitch could revise the Outlook to
Negative on declining membership levels, weaker profitability and
larger free cash flow (FCF) outflows eroding liquidity and delaying
deleveraging prospects as refinancing approaches for maturities in
2026 and 2027.

KEY RATING DRIVERS

Continued Growth: Fitch expects on average just over 5% revenue
growth in 2024, supported by price increase, new club openings
using internally generated cash, and a focus on premium membership
("premiumisation"). Fitch believes that DLL's wealthy client base
is less sensitive to price increases and its 6.5% average price
increase in January 2024 will have a limited impact on membership
numbers overall.

Higher Yield: Fitch anticipates that the ongoing shift to premium
membership categories, following investment into spas, will
continue increasing the average yield per member. Fitch also
expects a slight increase in ancillary revenues from personal
training, and food and beverage. Its assumed yield increase of just
above inflation in 2025-2027 has limited downside risk and scope
for improvement, considering the level of investment made on
improvement projects.

Profit Expansion: Fitch has slightly lifted its 2024 EBITDA
forecast to GBP172 million. This is a GBP31 million annual
improvement due to yield increase and easing cost pressures,
particularly related to hedged energy cost. Generally, Fitch
believes that cost inflation is adequately managed through price
increases.

Fitch expects EBITDA margin of around 22% over the next four years,
with a slight improvement driven by maturing clubs and improving
yield, which should help offset normalising cost inflation. This
will be partially offset by margin dilution from some less
profitable European clubs. Fitch has reversed the IFRS16 impact on
leases in line with its corporate criteria. This creates a GBP23
million difference versus IAS17 EBITDA in 2023.

Weak Coverage: Fitch expects EBTDAR fixed charge coverage to remain
fairly weak on average at 1.7x over the next four years. The ratio
is partly protected by around 70% of the debt being hedged and caps
on rent increases until refinancing in a higher interest rate
environment. DLL's current effective interest rate is just above 6%
for its notes due in 2027.

High Leverage, Adequate for Rating: Fitch projects EBITDAR leverage
at around 6.5x in 2024 as EBITDA improves on higher yield from
"premiumisation" and cost pressures ease, particularly for energy
where the hedged cost in 2024 is GBP10 million lower from last
year. Leverage is high but adequate for a 'B' rating given DLL's
robust business model with underlying positive FCF. Fitch sees
scope for leverage to reduce further as profits grow over the next
four years, albeit partially offset by increasing lease cost, which
when capitalised, increases debt.

Disciplined Approach to Capex: Its rating case incorporates a
disciplined approach to capex, resulting in broadly neutral annual
cash flows over the next four years, including expansion and
pipeline capex. This follows high capex in 2022, which materially
reduced the cash balance as DLL recovered from the pandemic.
Management has the flexibility to adapt capex due to quarterly
decision-making, and as a large part of capex relates to
improvement/"premiumisation" projects.

Fitch anticipates a combination of annual self-funded capex and M&A
of around GBP135 million for 2024-2027. Fitch believes DLL is
likely to continue to focus on "premiumisation" to deliver yield
and differentiate itself from the market. The rating case factors
in maintenance capex at around 5% of sales. Fitch continues to see
moderate execution risk in converting existing members to more
premium categories, despite positive trends so far.
Revenue-accretive, cash-funded capex should aid deleveraging once
additional profits are captured, but it reduces immediate financial
flexibility.

Solid Operations: Fitch views DLL as a strong business benefiting
from a growing health and fitness sector and a loyal affluent
membership base that is less sensitive to economic pressures. Its
premium lifestyle offering sets DLL apart from the traditional gym
format, resulting in less direct competition and lower attrition
rates. Subscription income (around 80% of sales) is complemented
mainly by food and beverage and personal-training revenue streams.

DERIVATION SUMMARY

DLL's IDR reflects the company's niche leading position with an
affluent membership base that is less sensitive to economic
pressures.

Its closest Fitch-rated peer is Pinnacle Bidco plc (Pure Gym;
B-/Stable), one of the leading gym and fitness operators in Europe
with a value/low-cost business model, even though the companies
have very different business models. Pure Gym faces more rigorous
price competition in a more crowded market, while DLL's members are
less price-sensitive. Pure Gym is smaller by revenue, but has a
geographically more balanced portfolio following its Fitness World
acquisition, while DLL is increasing its geographic
diversification. The gym market is polarised and both companies
have been winning market share from their mid-market peers.

Due to its low-cost business model, Pure Gym has mildly higher
profitability than DLL with an EBITDAR margin trending towards 41%
versus around 37.5% at DLL over the next four years. Pure Gym has a
more aggressive expansion strategy, resulting in weaker expected
FCF generation and around 1.0x higher EBITDAR leverage than DLL.
Fitch projects DLL's EBITDAR leverage at 6.5x in 2024 with
potential to trend slightly lower, although it will depend on
management's appetite for growth.

KEY ASSUMPTIONS

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

- Membership levels to slightly increase during 2024, driven by new
site openings and maturation of new clubs balanced by attrition
following price increase and during transformation projects

- Two net new site additions in 2024 and four net new site
additions per year between 2025 and 2027 (two each in the UK and
Europe)

- Average members per site remaining flat at around 5,490 as
attrition due to price increases, is offset by new and still
maturing clubs

- Average yield of GBP73.1 per member in 2024, up 8% on 2023, as
expected price increases and "premiumisation" help offset higher
costs, followed by a slower 3-3.5% rise in 2025-2027

- Ancillary sales improving to around GBP147 million in 2024 and
rising 2%-3% annually in 2025-2027

- EBITDA margin around 21.5% in 2024, improving slightly above 22%
in 2025, as cost inflation, which is easing, is expected to be
mitigated by increase in yield, while rent increases are assumed to
be capped at 4.5%. EBITDA margins to remain around 22% in 2026-2027
as continued yield increases offset cost inflation

- Capex in 2024 at GBP115 million primarily to fund new club
openings, "premiumisation" of existing sites and maintenance,
followed by around GBP120 million per year in 2025-2027

- M&A of around GBP15 million per year from 2024 onwards,
reflecting on average two European club additions per year

- No dividends

RECOVERY ANALYSIS

Fitch's Recovery Rating Assumptions:

The recovery analysis assumes that DLL would be reorganised as a
going concern (GC) in bankruptcy rather than liquidated. Fitch has
assumed a 10% administrative claim.

DLL's GC EBITDA of GBP113 million estimate (unchanged from previous
review) reflects Fitch's view of a sustainable, post-reorganisation
EBITDA level, on which Fitch bases the enterprise valuation (EV).

Fitch has applied a 6x EV/EBITDA multiple to the GC EBITDA to
calculate a post-reorganisation EV. The multiple, which is 0.5x
higher than for Pure Gym, reflects a well-invested premium estate
(long leases mainly), an established brand name and lower attrition
rate of members than budget fitness operators', positive underlying
FCF generation over the rating horizon and reasonable performance
through past recessions when the estate was less well-invested.

Its approximately GBP900 million-equivalent senior secured notes
rank behind an GBP125 million super senior revolving credit
facility (RCF), which Fitch assumes to be fully drawn, but ahead of
its GBP250 million payment-in kind (PIK) instrument raised outside
the restricted group, which Fitch treats as equity.

Its waterfall analysis generates a ranked recovery for the senior
secured notes in the 'RR3' band, indicating a 'B+' instrument
rating, one notch up from the IDR. The waterfall analysis output
percentage on current metrics and assumptions is 53% (unchanged).

RATING SENSITIVITIES

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

Fitch does not expect positive rating action over the next four
years, unless DLL's business gains more scale and becomes more
diversified, with:

- EBITDAR leverage below 6.0x on a sustained basis, suggesting a
more robust underlying performance than expected, or a more
conservative financial policy

- EBITDAR fixed-charge coverage, trending towards 2.0x on a
sustained basis

- Positive FCF margin above 4%

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

- Weaker profitability amid lower yields, higher attrition or
larger cost pressures, and/or higher cash outflows than
incorporated in Fitch's forecast

- EBITDAR leverage above 7.0x on a sustained basis

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

- FCF margin remaining neutral to negative

LIQUIDITY AND DEBT STRUCTURE

Satisfactory Liquidity: Available liquidity amounted to around
GBP132.7 million as of end-2023, comprising GBP8.7 million of
reported cash on balance sheet and GBP125 million available under
the committed RCF. This is sufficient to fund the company's
investment plan estimated at GBP115 million for 2024. Fitch expects
the RCF to remain largely undrawn during its forecast horizon.

Fitch expects broadly neutral cash outflow in 2024 as DLL continues
with the "premiumization" of more clubs and opens two new clubs
(including one in Europe). Under the new capital structure DLL has
no near-term maturities, with its RCF maturing in 2026 and the
senior secured notes in 2027.

ISSUER PROFILE

DLL is a premium lifestyle club operator in the UK (83% of 2023
revenues), with an expanding presence in Europe.

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
   -----------               ------       --------   -----
Deuce Midco Limited    LT IDR B  Affirmed            B

Deuce FinCo plc

   senior secured      LT     B+ Affirmed   RR3      B+


HORIZONTE MINERALS: Placed Into Administration
----------------------------------------------
Mining.com reports that Glencore-backed Horizonte Minerals (AIM,
TSX: HZM) has been placed into administration after it was unable
to secure the necessary financing for the completion of its
Araguaia nickel project in Brazil.

Horizonte's board has appointed Geoff Rowley and Chad Griffin from
FRP Advisory as administrators, Mining.com relates.  It said this
decision seeks to maintain the business's value for creditors and
other stakeholders, Mining.com notes.

According to the company, discussions with secured creditors and
existing and potential new investors regarding alternative
scenarios will continue.

Potential outcomes include raising financing at the subsidiary
level, disposing of the Araguaia project while it is in care and
maintenance, liquidating the project's assets, or considering other
options available under Brazilian law, Mining.com discloses.

Horizonte has already requested a suspension of trading in its
ordinary shares on the London Stock Exchange and the Toronto Stock
Exchange, Mining.com Mining.com states.


MILTON THREE: Two Pubs Sold Following Administration
----------------------------------------------------
Ryan Smith at The Shields Gazette reports that two popular pubs in
South Tyneside now have new owners after their parent company went
into administration.

The Black Bull, on Front Street in East Boldon, and The Ship and
Royal, on Ocean Road in South Shields, both went on the market
earlier this year.

The Milton Three Pub Group announced that it had appointed
administrators in November 2023 to sell a portfolio of 25 pubs
across the North East and Yorkshire, The Shields Gazette relates.

According to The Shields Gazette, of the 25 pubs, Punch Pubs and Co
have acquired the 24 of them following the sale of The Milton Three
Pub Group.

Avison Young and Watling Real Estate handled the sale of the
portfolio, with the agent reporting that there was a high level of
interest from a number of organisations, The Shields Gazette
notes.

The sale attracted two rounds of competitive bids with Punch Pubs
and Co being the successful bidder for 24 of them, The Shields
Gazette discloses.

The Victoria, in Whitley Bay, was stripped out and sold to Amber
Taverns -- who have already started work on a full refurbishment of
the venue, The Shields Gazette states.


OCADO GROUP: Fitch Lowers LongTerm IDR to 'B-', Outlook Stable
--------------------------------------------------------------
Fitch Ratings has downgraded Ocado Group PLC's Long-Term Issuer
Default Rating (IDR) to 'B-' from 'B+'. The Outlook is Stable.
Fitch has also downgraded Ocado's senior unsecured instrument
rating to 'B-' from 'B+' with a Recovery Rating of 'RR4'.

The downgrade reflects its view of slower expected growth in
profits due to the slower ramp up and rollout of international
customer fulfilment centres (CFCs) than previously envisioned. This
is combined with refinancing requirements in a higher interest rate
environment during the financial year ending November 2024 (FY24).

Ocado's technology drives online grocery profitability, demand for
which Fitch expects to continue growing. However, Fitch believes
the execution risks for Ocado to reach scale and profitability
remain high, due to slower than anticipated deployment of the
company's infrastructure by its partners. Based on its estimates,
Ocado will not need to raise additional resources to fund capex
during FY24 to FY26, but its liquidity position is being eroded and
it will need timely refinancing of upcoming debt maturities due in
2025 and 2026 to leave its cash balances available to fund the
growth.

If debt is not refinanced 12-15 months ahead of maturities, with
GBP600 million convertible debt due in December 2025, this is
likely to negatively impact the rating.

The ratings reference Ocado Plc's restricted group only (as defined
by its bond documentation), and exclude Ocado Retail Ltd (ORL, its
joint venture with Marks and Spencer Group Plc; M&S).

KEY RATING DRIVERS

Slower Earnings Growth: Fitch expects slower growth in profits due
to slower ramp up under existing CFCs and the opening of fewer new
CFCs during FY24-FY26. Fitch forecasts EBITDA (post rents) to trend
from around GBP60 million in FY24 to GBP175 million by FY26 (FY23:
GBP14 million, based on its estimates). This is around GBP20
million below its previous forecasts for each year. Fitch views the
execution risk associated with ramp-up of existing CFCs, rollout of
new CFCs and delivery of efficiencies to drive earnings growth as
high.

Fitch believes the business should generate adequate profit margins
once it reaches scale, with EBITDA margins improving towards 16% by
FY27. Its forecast incorporates improving direct operating costs,
and reduction of technology and support costs. Ocado has stated it
targets reducing its annual cash technology costs in the medium
term to GBP240 million (from GBP292 million in FY23) and its cash
support costs to GBP150 million (GBP191 million in FY23).

Slower Ramp-up of International CFCs: Its previous forecast assumed
that an average international CFC goes live with two or three
modules, and upon growing utilisation, Ocado's clients order
further modules to achieve assumed average full capacity of five
modules in the third year of going live. Fitch now models slower
ramp up with full capacity reached two or three years later, which
also leads to Ocado being paid full fees for its capacity and
services later.

At end-FY23, Ocado's technology was employed at 14 international
CFC by five customers, with an average of 3.14 modules in each,
which have gradually gone live since FY20. Two new international
CFCs opened in FY23. The slower than anticipated ramp up of partner
CFCs has been due to lower demand and in some cases operational
challenges. Ocado is helping its clients via its partner success
programme and the results of these efforts are not fully in Ocado's
control.

Projections Revised Downwards: Fitch expects addition of on average
three new CFCs per year over the next three years, which is less
than its previous assumption. Fitch now incorporates 17 instead of
22 live international CFCs by end FY24, then increasing to 23 CFCs
by end of FY26. Kroger is the key partner with eight live CFCs,
with no new CFCs added during FY23, and slower rollout than
initially envisioned. Sobey's is another key partner with three
live CFCs. Opening of CFCs for Coles has been delayed to FY24 from
FY23.

This is leading to slower progression of EBITDA for Ocado, but is
mitigated in cash flow terms by an average GBP390 million annual
capex per year, which is lower than its previous forecast. Ocado
also plans to grow its intelligent automation segment in a
capex-light way. Despite the lower capex, Fitch projects an average
GBP270 million annual negative free cash flow (FCF) over
FY24-FY26.

Refinancing, Higher Cost of Capital: Fitch expects weak EBITDA
interest coverage metrics, at around 1.7x on average in FY24-FY26,
as Fitch expects Ocado to refinance its GBP600 million convertible
bond with 0.875% coupon ahead of its maturity in December 2025, at
a materially higher interest rate. The inability to refinance or
refinancing at a materially higher rate than modelled would be
negative for the rating.

Satisfactory Liquidity: Ocado has sufficient cash balances of
around GBP0.8 billion to fund FY24 and FY25 capex, but cash will be
eroded over the rating horizon. Cash will be supported by nearly
GBP160 million cash inflows to be received from the Autostore
settlement. Fitch also assumes that the revolving credit facility
(RCF; GBP300 million), currently undrawn, remains available and is
extended to support liquidity. Fitch no longer assumes any inflow
from the M&S deferred consideration.

New Funding Needed in FY27: According to its rating case, Ocado may
need to raise new funding in FY27 as its FCF is likely to still be
negative after it has deployed its current cash balances. However,
Fitch understands that Ocado has further flexibility to lower its
technology and support costs.

Fitch also understands that Ocado's management does not intend to
raise more debt beyond its refinancing needs and plans to fund
growth capex from internally generated cash in mid-term. Current
debt documentation has a debt incurrence covenant of a minimum 2.0x
fixed charge coverage that does not apply to refinancing and
according to management should not restrict additional debt raise.

Weak FY23 ORL Performance: ORL, which Fitch deconsolidates in its
projections, reported only a small profit in FY23, which was in
line with its guidance. This was due to higher fees and support
costs, despite growth in sales from more active customers and more
average orders per week, maintained gross profit margin and
efficiencies in fulfilment and delivery costs.

In its view, over 1 million active customers (1Q24) that have
shopped at Ocado within the 12 weeks to 3 March 2024 support future
growth in average orders per week from 407,000 at end-FY23. Ocado
had excessive network capacity, which it adjusted by closing its
oldest and least efficient Hatfield CFC during FY23, but ORL is
still paying Ocado's Solutions business unit for this capacity.

Importance of Profitable Online Channel: Ocado's technology
achieves efficiency and profitability in the online channel, which
is critical to retailers. Despite the post-pandemic normalisation,
the long-term trend is for the grocery online channel to expand. In
turn, this should continue driving demand for Ocado's solutions.
Fitch believes ORL is a poster-child for what can be achieved with
Ocado's technology in the eyes of its partners and investors. This
underlines the importance of its profit recovery.

DERIVATION SUMMARY

Fitch applies its Business Service Navigator framework to Ocado.
This reflects that the UK retail operations under ORL are
ring-fenced with no direct recourse to Ocado's lenders and its view
that the business risk profile of the solutions business will drive
Ocado's credit quality in the long term, given the accelerating
growth of and investment in these operations.

In comparison with Irel Bidco S.a.r.l (IFCO, B+/Stable), engaged in
reusable packaging container solutions to the retail sector, Ocado
is currently less established and has higher execution risk. IFCO
is a global leader in a niche market and benefits from scale,
geographic diversification, long customer relationships in a sector
with good growth prospects. Ocado will have similar characteristics
once the business reaches scale, in addition to contracted revenue
base, low customer churn and high switching costs (a function of
its bespoke technology). This helps counterbalance some reliance on
Kroger as its key customer and partner.

Once it reaches scale, Ocado should demonstrate solid profitability
for the rating, with the EBITDA margin trending towards 16%, which
is below the more established IFCO with an EBITDA margin above 20%.
Leverage metrics are currently meaningless for Ocado but Fitch
expects its leverage to reduce to around 8x by FY26. This compares
with lower expected leverage for IFCO, at below 6.0x, which is more
aligned with the rating category.

Fitch has also compared Ocado with Polygon Group AB (B/Negative),
market leader on the European property damage restoration industry.
Both companies have comparable business profiles with leading
market positions in their respective industries and similar scale.
Ocado has better geographical diversification and expected revenue
visibility compared with Polygon, which is exposed to the German
market with shorter length contracts.

This is offset by the higher execution risk of Ocado's business.
Polygon exhibits a better profitability profile with its EBITDA
margin around 6.0% in 2022 but Fitch expects that Ocado's
profitability profile will improve, reaching a higher margin in
FY25 as it continues to ramp up existing CFCs and drive
efficiencies. Polygon had lower EBITDA leverage at around 9.0x in
2022 than Ocado due to lower operating profitability, which is
expected to recover to around 7.0x.

KEY ASSUMPTIONS

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

Revenue for the technology solutions segment to grow to around
GBP620 million in FY26 as CFCs are ramped up and rolled out (on
average three new CFCs and 16 modules added per year between
FY24-26);

- Revenues for UK logistics increasing towards GBP720 million by
FY26;

- EBITDAR of technology solutions segment to near GBP65 million in
FY24 and GBP175 million in FY26;

- EBITDAR for UK logistics segment to remain stable around
GBP30million over the rating horizon;

- Lease cost on average GBP30 million per year in FY24 to FY26;

- Gross capex (excluding ORL) averaging around GBP390 million a
year in FY24 to FY27;

- Cash inflows of GBP100 million and GBP58 million in FY24 and FY25
from Autostore settlement;

- No upstream dividends from ORL;

- No M&A, no common dividend payments.

RECOVERY ANALYSIS

Fitch's Key Recovery Rating Assumptions:

The recovery analysis assumes that Ocado would be reorganised as a
going concern (GC) in bankruptcy rather than liquidated. Fitch has
assumed a 10% administrative claim and the value available to
creditors consisting of the sum of Ocado restricted group's
enterprise value (EV) and 50% of the JV.

Ocado's GC EBITDA is based on FY25 EBITDA for the restricted group
at around GBP105 million (previously on FY24 expected EBITDA at
around GBP80 million) capturing CFCs that are under construction
now and to open shortly. Fitch considers that about GBP95 million
(GBP71 million previously) of this would be available to creditors
post-restructuring, given the execution risks in the international
technology segment while also recognising a more established UK
business.

Fitch has used a 6.0x EV/EBITDA multiple (unchanged), which is in
line with business services companies' distressed multiple, but
reflects the strong growth of Ocado's business and its market
position.

Fitch attributes half of its estimated GBP0.6 billion (GBP0.9
billion previously) value for this business in its GC valuation for
Ocado. Fitch views that a default of ORL would not be simultaneous
and consequently base the JV valuation on the expected sustainable
medium-term EBITDA of GBP75 million (revised from GBP110 million)
and an 8x multiple, which is not a distressed valuation. The
multiple is based on trading multiples for grocers, higher
multiples for pure online retailers and technology companies. Any
additional debt at the JV above the assumed GBP30 million RCF will
affect the value attributed to it.

Ocado's GBP300 million secured RCF ranks ahead of its other
existing debt. Senior unsecured notes (GBP500 million) rank pari
passu with GBP950 million convertibles.

The outcome of the recovery analysis for senior unsecured notes is
'B-'/'RR4', aligned with Ocado's Long-Term IDR. The waterfall
analysis output percentage is 32% (unchanged). Should additional
debt ranking ahead or pari passu with unsecured notes be added to
Ocado's capital structure, this will push the Recovery Rating of
the notes to 'RR5'.

RATING SENSITIVITIES

Factors That Could, Individually Or Collectively, Lead To Positive
Rating Action/Upgrade:

Fitch does not envisage positive rating action over the forecast
period, reflecting the inherent execution risks associated with the
transformation into a solutions and business service provider.
However, over the longer term, evidence of greater maturity of the
business, with increasing scale and diversification and lower
upfront capex would indicate successful execution of Ocado's growth
strategy and be positive for the rating with:

- EBITDA trending to GBP200 million

- Sufficient positive FCF generation to fund growth capex

- EBITDA Interest coverage recovering towards 1.5x

- Visibility of EBITDA gross leverage below 6.5x on a sustained
basis

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

- Lack of concrete refinancing options communicated to the market
by September 2024, or the inability to refinance 12-15 months ahead
of debt maturities, or insufficient liquidity to fund at least two
years capex

- Continued execution challenges, such as further delays in
roll-out of new CFCs, inability to scale up existing CFCs, or
deliver technology or support cost efficiencies leading to EBITDA
not reaching at least GBP50 million in FY24 and at least GBP100
million by FY25, and a higher and faster cash burn than captured in
its rating case

- Readily available cash below GBP500 million at end-FY24

LIQUIDITY AND DEBT STRUCTURE

Adequate Cash to Fund Investments: The restricted group has an
adequate, but reducing cash position comprising around GBP800
million cash and a fully undrawn GBP300 million RCF. Fitch expects
that this liquidity position will support its FY24-FY26 cash
absorption from its high capex investment, and Fitch estimates an
available liquidity position of around GBP0.85 billion at
end-FY24.

Approaching Debt Maturities: Ocado's mid-term liquidity profile is
strongly dependent on its ability to timely address upcoming debt
maturities with GBP600 million convertible notes due December 2025
followed by GBP500 million senior unsecured notes due October 2026
with external resources and not eroding its RCF and cash balances
cushion. The RCF expires in June 2025 but has an option to extend
by one year that will need to be exercised. Ocado has demonstrated
strong access to financial markets via capital raises in the past,
including GBP500 million senior unsecured notes in September 2021,
following a GBP350 million convertible bond issue (due in January
2027) along with a GBP657 million new share placement in 2020.

ISSUER PROFILE

Ocado is a technology company that develops end-to-end operating
solutions for online grocery retail. It also has its own grocery
retail operations, which are ring-fenced in a JV with M&S.

EXTERNAL APPEAL COMMITTEE OUTCOMES

In accordance with Fitch's policies the Issuer appealed and
provided additional information to Fitch that resulted in a rating
action that is different than the original rating committee
outcome.

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
   -----------              ------        --------   -----
Ocado Group PLC       LT IDR B- Downgrade            B+

   senior unsecured   LT     B- Downgrade   RR4      B+


PRAESIDIAD LTD: EUR290MM Bank Debt Trades at 41% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Praesidiad Ltd is a
borrower were trading in the secondary market around 59.3
cents-on-the-dollar during the week ended Friday, May 17, 2024,
according to Bloomberg's Evaluated Pricing service data.

The EUR290 million Term loan facility is scheduled to mature on
October 4, 2024.  The amount is fully drawn and outstanding.

Praesidiad Limited provides security products and solutions. The
Company offers force protection solutions, perimeter security
systems, industrial mesh, and fencing products that defend and
protect military, commercial, and domestic end-users.  The
Company's country of domicile is the United Kingdom.


RECYCLING TECHNOLOGIES: Owed Wilthsire Council Almost GBP1 Mil.
---------------------------------------------------------------
Jessica Moriarty at Wiltshire Times reports that a Swindon
recycling firm that went bust owed Wiltshire Council almost GBP1
million, according to a public report on Companies House.

Recycling Technologies had hoped to develop a machine that could
turn plastic waste into a synthetics oil, but went into
administration in September 2022 due to a lack of funding,
Wiltshire Times relates.

In March 2024, dozens of employees made redundant were ruled to
have won an employment tribunal against the firm, Wiltshire Times
discloses.

According to Wiltshire Times, a document published after the
company announced its collapse showed that it was GBP935,433 in
debt to Wiltshire Council and Recycling Technologies was unable to
repay this amount before it was dissolved.

"Recycling Technologies were awarded a loan by the Swindon and
Wiltshire Local Enterprise Partnership Ltd (SWLEP) and not by
Wiltshire Council," Wiltshire Times quotes
Wiltshire Council's leader Richard Clewer as saying.

"The funding was awarded through the Growing Places Infrastructure
Fund, a government fund set up to loan money to companies to
support their growth, and not through local taxation.

"Sadly Recycling Technologies went into administration in 2022.

"The final report of the administrators was received in October
2023 confirming insufficient funds to repay creditors and the
company was dissolved in January of this year."


SPINNAKER TOPCO: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has assigned Spinnaker Debtco Limited's EUR675
million equivalent term loan B (TLB) a final senior secured rating
of 'B+' with a Recovery Rating of 'RR3'. Fitch has also affirmed
Spinnaker Topco Limited's (Norgine)Long-Term Issuer Default Rating
(IDR) at 'B'. The Outlook is Stable.

Norgine's ratings reflect its product portfolio, which benefits
from established positions in selected markets, strong
profitability, and growth prospects from over-the-counter (OTC)
commercialisation opportunities. The ratings remain constrained by
Norgine's size, product concentration, combined with depressed
initial free cash flow (FCF) due to temporarily higher investment
in the business, and high starting leverage in 2024.

The Stable Outlook reflects its expectations that initially limited
rating headroom post issuance will improve over the rating horizon
to 2028 as Fitch projects that recent investments will translate
into growth, driving deleveraging. In its view, this path to
deleveraging carries some execution risks, which Fitch assesses as
moderate for the rating, and is supported by satisfactory
liquidity.

KEY RATING DRIVERS

Concentrated Business; Structural Growth Opportunities: Norgine's
business risk profile is underpinned by good market positions in
selected established developed prescription medicine and consumer
health markets, balancing its limited size and concentrated product
portfolio. Its specialist care franchise offers defensive and
structural growth opportunities. The business plan anticipates
gradual broadening of its customer base by accelerating a
consumerisation strategy for its core Movicol brand, while
retaining a solid prescription drug base in selected markets.

In addition, under its new capital structure, Norgine has
satisfactory financial flexibility to add inorganic growth and
further diversify its business profile, which Fitch would consider
positive for the rating.

High Leverage, Rating Headroom Improving: The rating is constrained
by Norgine's significant opening financial leverage with EBITDA
gross leverage at around 6x, which indicates limited rating
headroom. However, the Stable Outlook assumes a gradual reduction
in leverage towards 4x over the rating horizon to 2027, leading to
a financial structure more comfortably aligned with the 'B' rating,
assuming financial discipline and conservative capital
allocations.

Temporarily Depressed Cash Generation: Based on its assumption of
solid organic growth, Fitch expects Norgine's EBITDA margins to
gradually increase towards 27% (from around 22% in 2023) over the
rating horizon to 2027, which Fitch considers strong for
consumer-driven OTC peers. This reflects the underlying
contribution from prescription drug sales as well as positive input
from operating leverage and marketing synergies.

Fitch views FCF conversion as generally favourable, trending
towards high single digits over the rating horizon. This is from
initially depressed levels, reflecting the investments in 2023-2024
in the business (including manufacturing and distribution capacity
in its integrated business model), which should support its organic
growth assumptions.

Meaningful Execution Risks: Fitch expects execution risks
associated with Norgine's targeted commercialisation strategy as
meaningful but manageable, based on the experienced management
team. Nevertheless, Fitch views the acceleration of key products
from prescription drugs to OTC products as a key driver of its
organic growth assumptions, which require a targeted,
market-by-market approach and careful marketing strategy in the
face of competition from larger international consumer health
market constituents.

Any supporting inorganic growth strategy also requires a careful
selection of complementary assets or brands, coupled with financial
discipline to support the rating. Fitch assumes EUR25 million
EBITDA contribution in the rating case to 2027 based on assumed M&A
of EUR300 million from available liquidity.

Structurally Growing, Defensive Market Exposure: In its view,
Norgine's exposure to structurally growing and defensive markets,
combined with active brand lifecycle management, underpin its
profitable growth opportunities, which require a carefully executed
marketing strategy in selected markets. The rating factors in the
current mix of prescription and OTC drugs in Norgine's portfolio,
it incoporates a gradual increasing OTC contribution, which Fitch
has reflected by assessing Norgine in the context of its consumer
product navigator, blended with some pharma characteristics.

DERIVATION SUMMARY

Fitch rates Norgine under its Global Rating Navigator Framework for
Consumer Companies, overlaid with some pharmaceutical
characteristics to reflect Norgine's distinct business profile.
Under this framework, Fitch recognises that its operations
emphasise its product development investments, brand management,
and a diversified distribution network. Its business benefits from
established positions with good exposure to mature markets in
developed economies.

Compared with its closest peers, Norgine is rated in line with
Cooper Consumer Health (Cooper; B/Stable). Norgine's 6.0x forecast
EBITDA leverage for 2024 compares favourably with Cooper's, which
is offset by Cooper's larger scale and stronger profitability.
Fitch expects that after 2024, Norgine will reduce its capital
intensity, which along with profitability improvements, should
result in FCF margins similar to Cooper's.

Fitch also compares Norgine with some asset-light pharmaceutical
companies focused on off-patent branded and generic drugs,
including Pharmanovia Bidco Limited (Atnahs; B+/Stable), ADVANZ
PHARMA Holdco Limited (Advanz; B/Stable), as well as the larger
generic drug manufacturer Nidda BondCo GmbH (Stada; B/Stable).

Atnahs has a one-notch higher rating due to its lower leverage,
higher profitability, and stronger FCF margins, which offset its
smaller scale. Stada benefits from more sizeable and
cash-generative operations, but has a more aggressive financial
risk profile than Norgine, with EBITDA leverage historically above
6.0x. Advanz has higher margins, but similar levels of leverage to
Norgine currently.

KEY ASSUMPTIONS

- Organic revenue growth in the high single-digits through 2027, as
the Movicol expansion offsets some of the declining revenue growth
from Xifaxan and Angusta.

- EBITDA margin of around 22% in 2024, steadily increasing towards
27% by 2027, as the company's restructuring programmes improve
profitability.

- Capex of 6.5% of revenues in 2024, as the company continues
investing in the reconfiguration of its facilities. Fitch expects
this to come down to 2.5% in 2025, and 1.5% in 2026-27.

- EUR300 million in acquisitions in total from 2024 through 2027.

- No dividends paid through 2027.

RECOVERY ANALYSIS

The recovery analysis assumes that Norgine would be restructured as
a going concern (GC) rather than liquidated in a default.

In its bespoke recovery analysis, Fitch estimates GC EBITDA
available to creditors of EUR100 million, on which Fitch bases the
enterprise value.

Fitch applies a distressed enterprise value (EV/EBITDA) multiple of
5.5x to calculate a GC EV. The multiple is lower than 6.0x for
Cooper, given Norgine's smaller scale and lower margins due to
Cooper's inherent market protection within the French market.

Fitch assumes Norgine's multi-currency EUR160 million revolving
credit facility (RCF) would be fully drawn in a restructuring,
ranking equally with the rest of the senior secured loan. Its
waterfall analysis generates a ranked recovery for senior secured
creditors in the 'RR3' band, leading to a 'B+' instrument rating,
one notch above the IDR. The waterfall analysis output percentage
on current metrics and assumptions is 59% for the senior secured
loans.

RATING SENSITIVITIES

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

- Successful implementation of the investment strategy, resulting
in increased scale and profitability, reflected in EBITDA
generation above EUR200 million and the FCF margin approaching
double digits.

- EBITDA leverage consistently below 5.0x

- EBITDA interest coverage above 3.0x

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

- Slower-than-expected results of the company's market expansion
strategy, leading to EBITDA leverage above 6.0x, and neutral to
positive FCF margins.

- EBITDA interest coverage below 2.0x

LIQUIDITY AND DEBT STRUCTURE

Satisfactory Liquidity: Fitch views the current liquidity structure
as satisfactory for the rating. Fitch expects the company's initial
capital structure to have around EUR17 million of cash in hand, in
addition to increasing the RCF to EUR160 million. These sources
should cover the company's cash flow needs for investing in its
facilities and restructuring its operations. Furthermore, the
completed debt issuance reduces refinancing risk, as it extends the
company's maturity for two years.

The IDR is assigned at the Spinnaker Topco Ltd level as long as
Spinnaker Debto Limited does not consolidate the restricted group.

ISSUER PROFILE

Norgine provides prescription and OTC treatments in
gastroenterology, hepatology, and critical care.

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
   -----------             ------         --------   -----
Spinnaker Debtco
Limited

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

Spinnaker Topco
Limited              LT IDR B  Affirmed              B


VIVO ENERGY: Moody's Lowers LongTerm Unsecured Rating to Ba1
------------------------------------------------------------
Moody's Ratings has downgraded to Ba1 from Baa3 the long-term
senior unsecured rating of Vivo Energy Limited's (Vivo Energy or
the company) $350 million bond maturing in September 2027 issued by
Vivo Energy Investments B.V. Concurrently, Moody's has withdrawn
Vivo Energy's Baa3 long term issuer rating and assigned a Ba1
corporate family rating and Ba1-PD probability of default rating,
in line with the rating agency's practice for corporates with
non-investment grade ratings. The outlook on all entities has been
changed to stable from negative.

RATINGS RATIONALE

The rating action reflects Moody's view that Vivo Energy's metrics
have deteriorated over time and Moody's adjusted leverage has
increased to 4.7x as of December 2023 from 2.1x in 2021. The
increase in leverage is a combination of weaker operating
performance impacted by exceptional provisions and higher Moody's
adjusted gross debt than initially forecasted by Moody's, following
the debt push down from Vitol and an increase of non-recourse debt
levels in local operating subsidiaries. Vivo Energy's adjusted debt
has increased to $1.8 billion as of December 2023 from $0.9 billion
two years before, which has resulted in increased pressure in the
company's credit metrics. The increase in gross debt exposes the
company to weaker cash flows under the current high interest rate
environment.

Increasing sovereign risks and operating challenges in key
countries continue to weigh on the company's credit quality. The
operating environment in countries such as Kenya and Senegal
continues to be weak and government receivables remain high at $267
million in 2023, above the $114 million in 2021 although lower than
the peak level of $402 million reached in 2022. Delays in
government receivables and other working capital requirements are
financed through non-recourse loans raised at local operating
subsidiaries level. However, local bank borrowings in aggregate
have not reduced following a $135 million reduction in government
receivables. As a result, bank borrowings at local operating
subsidiaries have increased to $569 million from $280 million in
2021, but cash also increased from $392 million in 2021 to $544
million in 2023. Moody's expects that the company will continue to
reduce government receivables during 2024 and 2025 and reduce local
debt borrowing accordingly.

On April 25, the competition tribunal of South Africa approved Vivo
Energy's acquisition of Engen South Africa. Moody's views the
transaction as positive and will strengthen the company's business
profile. The acquisition improves the company's geographical
diversification and stability of cash flows through regulated
markets and will be financed through a mix of debt - ZAR10 billion
raised locally - and a larger cash equity contribution from Vitol.
The acquisition will be accretive and improve Vivo Energy's credit
metrics in 2024 and 2025. Nevertheless, the forecasted credit
metrics for the next 24 months are better positioned within the Ba1
rating category. The rating agency expects Vivo Energy's gross debt
(as adjusted by Moody's) to increase to $2.5 billion by the end of
fiscal year end 2024 from $1.8 billion in 2023 with an increase in
EBITDA pro forma to $850 million to $875 million in 2024 and 2025.
This will result in a Moody's adjusted leverage of 3.0x for the
next 18 to 24 months while interest coverage, measured as Moody's
adjusted EBIT over interest expense, will improve towards 3.5x in
2024 from 1.5x in 2023.

Vivo Energy's Ba1 CFR also reflects the company's business profile
supported by (1) a large and supportive shareholder; (2) its
limited exposure to petroleum product price risk through
arrangements with suppliers to sell products at prevailing prices
set by regulators; (3) exposure to regulated markets with absolute
margins granted on fuel prices; (4) the strength of the Shell and
Engen brands in Africa; and (5) the critical socioeconomic role
that fuel retailers play in African countries.

On the other hand, Vivo Energy's ratings also reflect (1) the
company's exposure to speculative-grade sovereign environments that
add currency-conversion risk, volatility and high receivables
outstanding; (2) High leverage driven by a track record of
increasing debt levels; (3) Regulatory risks of operating in less
developed markets; and (4) Dependence on Shell and Engen brands.

Moody's has decided to withdraw the rating for its own business
reasons.

ESG CONSIDERATIONS

Vivo Energy's Credit Impact Score of CIS-3 indicates that ESG
considerations have a limited impact on the current credit rating
with potential for greater negative impact over time. This reflects
some exposures to environmental and social risks, but also
governance considerations. While Vivo Energy is controlled by
Vitol, the company has a track record of good governance practices,
including with respect to environmental and social
responsibilities.

RATING OUTLOOK

The stable outlook reflects Moody's expectation that Vivo Energy
will maintain its liquidity buffers and credit metrics will
stabilize within the Ba1 rating category following the Engen South
Africa acquisition. The stable outlook also assumes the company
will reduce its Moody's adjusted debt to EBITDA to below 4.0x and
interest cover (measured as Moody's adjusted EBIT to interest
expense) above 4.0x. This will likely depend on some improvement in
financial performance along with the ability of Vivo Energy to
reduce its government receivables and subsequently reduce total
debt levels.

LIQUIDITY PROFILE

Vivo Energy's liquidity is adequate and sufficient to meet its
operational, financial and capital expenditure needs over the next
12 to 18 months. The company's liquidity profile is supported by a
large cash balance of $544 million as well as a $300 million
undrawn revolving credit facilities as of December 31, 2023.
Moody's understands that the company aims to keep around $400
million of gross cash on its balance sheet before Engen's
acquisition.

Additionally, Vivo Energy has more than $1.5 billion undrawn,
unsecured and uncommitted short-term bank facilities. These
facilities are material in size, but Moody's expects them to be
only partly utilized in future. As these credit lines are
uncommitted, Moody's does not consider them as a robust source of
liquidity. These liquidity lines are extended to the company's
operating entities for working capital purposes.

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

The ratings could be upgraded if (1) Moody's-adjusted debt/EBITDA
is sustained well below 2.5x; (2) Moody's-adjusted EBIT/interest
expense increases above 4.0x on a sustained basis; and (3) there is
a track record of positive free cash flow generation. A rating
upgrade would also require that there is a commitment by the
company to maintain conservative credit metrics, there is no
deterioration of the operating environment in the African countries
in which the company operates and liquidity profile is strong.

Downward pressure on Vivo Energy's rating would result from (1) a
deterioration of sovereign ratings especially if related to its
largest markets; (2) failure to reduce debt/ EBITDA below 3.5x; (3)
failure to maintain positive free cash flow generation over time;
(4) EBIT/interest expense reduces below 3.0x; and (5) the group
failing to maintain a good liquidity on a rolling 12-18 month
basis. The rating agency continues to monitor the increasing
proportion of subsidiary financing to the extent that it raises
structural subordination over time to the senior unsecured
instrument.

STRUCTURAL CONSIDERATIONS

The Ba1 instrument rating on the $350 million notes is in line with
Vivo Energy's Ba1 CFR. This reflects their pari passu position with
the existing $400 million term loan and $300 million undrawn RCF
issued by Vivo Energy Investments B.V. The company has sizable
drawn working capital facilities totaling $569 million as of
December 31, 2023 spread across its countries of operation which
are non-recourse to Vivo Energy and are self-liquidating facilities
used to fund fuel purchases on an unsecured basis. The company has
also $544 million of cash, with around 80% of it sitting in the
operating subsidiaries and $160 million subordinated shareholder
loan.

In recent years the company has increased the level of operating
subsidiary debt which comprises 39% of total gross debt. This
creates structural subordination because the notes will not benefit
from upstream guarantees. However, Vivo Energy has access to cash
flows from 28 operating subsidiaries, as well as sizable cash
balances at the holding level of around $150 million that provide
ample liquidity for debt servicing. The operating subsidiaries also
have their own cash balances totaling $400 million that, that can
be used to lower the operating subsidiary debt. Moody's have
therefore decided to keep the rating on the bond in line with the
issuer rating. Nevertheless, an increase in the proportion of debt
at the operating subsidiaries is likely to cause the unsecured
notes to be notched down from the CFR.

In recent years the company has increased the level of operating
subsidiary debt which comprises 39% of total gross debt. This
creates structural subordination because the notes will not benefit
from upstream guarantees. However, Vivo Energy has access to cash
flows from 28 operating subsidiaries, as well as sizable cash
balances at the holding level of around $150 million that provide
ample liquidity for debt servicing. The operating subsidiaries also
have their own cash balances totaling $400 million that can be used
to lower the operating subsidiary debt. We have therefore decided
to keep the rating on the bond in line with the issuer rating.
Nevertheless, an increase in the proportion of debt at the
operating subsidiaries is likely to cause the unsecured notes to be
notched down from the CFR.

The principal methodology used in these ratings was Retail and
Apparel published in November 2023.

CORPORATE PROFILE

Vivo Energy is a leading retailer and distributor of Shell and
Engen-branded fuel and lubricants in Africa. As of December 31,
2023 and pro forma for the Engen South Africa acquisition, the
company will have a network of more than 4,000 retail site stations
(leading market position on Shell brands; Engen brands have no. 2
to no. 4 market positions) in 28 African countries for its retail
customers and commercial clients in industries such as
transportation, mining, aviation, marine, construction and
power-generation.


[*] UK: Company Insolvencies in England and Wales Up 18%
--------------------------------------------------------
Holly Williams at PA Media reports that the number of companies
going bust surged by nearly a fifth in April despite recent figures
showing Britain emerged from recession at the start of the year.

According to PA Media, official data from the Insolvency Service
showed that total company insolvencies in England and Wales jumped
to 2,177 last month -- up 18% compared with the previous month and
on a year-on-year basis.

Corporate failures were sent higher in April, having fallen the
previous month, PA Media notes.

They were largely pushed up by an 18% month-on-month rise in
creditors' voluntary liquidations (CVLs), at 1,715 last month, PA
Media states.

There were also 300 compulsory liquidations, up 11% on March, a 36%
rise in administrations to 144, and company voluntary arrangements
(CVAs) doubled to 18, PA Media discloses.

The figures come a week after official data showed the UK economy
had exited a short recession, with estimated gross domestic product
(GDP) growth of 0.6% in the first quarter, PA Media relates.

The number of company insolvencies hit a 30-year high in 2023 as
firms suffered amid high interest rates and cost pressures, with
Wilko proving the year's most high-profile casualty, according to
PA Media.

Businesses across the UK were hit by a barrage of costs last year,
including higher interest rates, energy bills and staff wages,
while they also grappled with falling consumer confidence, PA Media
states.

While energy costs have come down this year, wage bills have
soared, while consumer spending has remained under pressure, PA
Media notes.

The Body Shop's UK operations and Ted Baker have been among those
to hit the wall in 2024, with retail and hospitality particularly
feeling the brunt.

The latest official data shows the construction sector saw the
highest number of insolvencies, at 17% of the total, followed by
wholesale and retail trade and motor repairs at 16% and
accommodation and food services at 15%, PA Media discloses.

Insolvencies have risen the most in the hospitality sector versus a
year ago, according to the Insolvency Service, PA Media states.

According to PA Media, Inga West, restructuring lawyer at Ashurst,
said the sector's woes "can perhaps be explained by a multitude of
reasons including a time lag of Covid issues, post-Brexit staff
shortages, food and energy price increases, interest rate rises and
the cost-of-living crisis reducing demand".

She cautioned "it may continue to get worse before it gets better"
for the sector.




===============
X X X X X X X X
===============

[*] BOND PRICING: For the Week May 13 to May 17, 2024
-----------------------------------------------------
Issuer                 Coupon    Maturity Currency  Price
------                 ------    -------- --------  -----
Altice France Holding   10.500   5/15/2027  USD     35.593
Codere Finance 2 Luxem  11.000   9/30/2026  EUR     34.412
Solocal Group           10.940   3/15/2025  EUR     20.356
Solis Bond Co DAC       10.327   5/31/2024  EUR     50.000
Codere Finance 2 Luxem  12.750  11/30/2027  EUR      1.035
IOG Plc                 13.428   9/20/2024  EUR      4.938
Caybon Holding AB       10.566    3/3/2025  SEK     35.210
Altice France Holding   10.500   5/15/2027  USD     38.336
Kvalitena AB publ       10.067    4/2/2024  SEK     45.000
Oscar Properties Holdi  11.270    7/5/2024  SEK      1.000
R-Logitech Finance SA   10.250   9/26/2027  EUR     15.334
Codere Finance 2 Luxem  13.625  11/30/2027  USD      1.000
Codere Finance 2 Luxem  13.625  11/30/2027  USD      1.000
Offentliga Hus I Norde  10.871              SEK     43.304
YA Holding AB           12.758  12/17/2024  SEK     15.026
Immigon Portfolioabbau  10.258              EUR      9.751
Tinkoff Bank JSC Via T  11.002              USD     43.213
Bilt Paper BV           10.360              USD      1.538
Saderea DAC             12.500  11/30/2026  USD     48.083
Ilija Batljan Invest A  10.768              SEK      3.500
Privatbank CJSC Via UK  10.250   1/23/2018  USD      3.768
Solocal Group           10.940   3/15/2025  EUR      8.893
UkrLandFarming PLC      10.875   3/26/2018  USD      4.206
Plusplus Capital Finan  11.000   7/29/2026  EUR     11.220
Marginalen Bank Bankak  12.996              SEK     45.000
Codere Finance 2 Luxem  11.000   9/30/2026  EUR     34.412
Avangardco Investments  10.000  10/29/2018  USD      0.108
Virgolino de Oliveira   11.750    2/9/2022  USD      0.677
Bourbon Corp SA         11.652              EUR      1.375
Virgolino de Oliveira   10.500   1/28/2018  USD      0.010
Transcapitalbank JSC V  10.000              USD      1.450
Virgolino de Oliveira   10.500   1/28/2018  USD      0.010
Bakkegruppen AS         11.720    2/3/2025  NOK     45.373
Sidetur Finance BV      10.000   4/20/2016  USD      0.373
Privatbank CJSC Via UK  10.875   2/28/2018  USD      5.264
Phosphorus Holdco PLC   10.000    4/1/2019  GBP      0.242
Societe Generale SA     24.000   11/8/2024  USD     46.880
Goldman Sachs Internat  16.288   3/17/2027  USD     28.200
Societe Generale SA     14.300   8/22/2024  USD      8.930
Ukraine Government Bon  11.000   4/23/2037  UAH     24.795
Bulgaria Steel Finance  12.000    5/4/2013  EUR      0.216
Societe Generale SA     14.000    8/8/2024  USD     37.100
Societe Generale SA     15.000   9/29/2025  USD      6.370
Societe Generale SA     22.750  10/17/2024  USD     22.100
Virgolino de Oliveira   10.875   1/13/2020  USD     36.000
Privatbank CJSC Via UK  11.000    2/9/2021  USD      1.000
Credit Suisse AG/Londo  20.000  11/29/2024  USD     15.740
Societe Generale SA     26.640  10/30/2025  USD      2.170
Credit Suisse AG/Londo  11.200   8/26/2024  USD     39.300
UBS AG/London           16.500   7/22/2024  CHF     22.020
Deutsche Bank AG/Londo  14.900   5/30/2028  TRY     48.606
Societe Generale SA     20.000  11/28/2025  USD      5.650
Societe Generale SA     20.000  12/18/2025  USD     19.600
Societe Generale SA     27.300  10/20/2025  USD      8.400
Societe Generale SA     11.000   7/14/2026  USD     12.350
Societe Generale SA     20.000   1/29/2026  USD     15.300
Societe Generale SA     20.000   7/21/2026  USD      3.940
Societe Generale SA     23.510   6/23/2026  USD      3.943
Virgolino de Oliveira   10.875   1/13/2020  USD     36.000
Societe Generale SA     16.000    7/3/2024  USD     16.500
BNP Paribas Issuance B  20.000   9/18/2026  EUR     28.600
Societe Generale SA     20.000   9/18/2026  USD     12.110
Sidetur Finance BV      10.000   4/20/2016  USD      0.373
Societe Generale SA     21.000  12/26/2025  USD     26.000
Societe Generale SA     16.000    8/1/2024  USD     13.800
Societe Generale SA     15.000    8/1/2024  USD     18.700
Tonon Luxembourg SA     12.500   5/14/2024  USD      0.010
KPNQwest NV             10.000   3/15/2012  EUR      0.773
Petromena ASA           10.850  11/19/2018  USD      0.622
Deutsche Bank AG/Londo  12.780   3/16/2028  TRY     45.239
Ukraine Government Bon  11.000   4/24/2037  UAH     27.286
Societe Generale SA     16.000    8/1/2024  USD     30.600
Ukraine Government Bon  12.500   4/27/2029  UAH     38.506
Ukraine Government Bon  11.000   4/20/2037  UAH     24.435
Leonteq Securities AG/  26.000   7/24/2024  CHF     47.920
Fast Credit Capital UC  11.500   7/13/2024  AMD      0.000
Converse Bank           10.500   5/22/2024  AMD      9.400
NTRP Via Interpipe Ltd  10.250    8/2/2017  USD      1.013
Lehman Brothers Treasu  11.750    3/1/2010  EUR      0.100
Tonon Luxembourg SA     12.500   5/14/2024  USD      0.010
Bank Julius Baer & Co   13.600   6/17/2024  CHF     50.100
Societe Generale SA     16.000    7/3/2024  USD     28.500
Bank Vontobel AG        13.000   6/26/2024  CHF      6.600
Russian Railways JSC     8.720  10/15/2040  RUB     50.000
Bank Vontobel AG        10.000   5/28/2024  CHF      5.400
UBS AG/London           21.600    8/2/2027  SEK     43.710
Inecobank CJSC          10.000   4/28/2025  AMD      0.000
Evocabank CJSC          11.000   9/27/2025  AMD      0.000
Basler Kantonalbank     24.000    7/5/2024  CHF     35.500
Ukraine Government Bon  10.570   5/10/2027  UAH     44.648
Zurcher Kantonalbank F  24.673   6/28/2024  CHF     41.500
National Mortgage Co R  12.000   3/30/2026  AMD      0.000
Bilt Paper BV           10.360              USD      1.538
Virgolino de Oliveira   11.750    2/9/2022  USD      0.677
Lehman Brothers Treasu  14.900   9/15/2008  EUR      0.100
Ukraine Government Bon  11.000   2/16/2037  UAH     24.593
Ukraine Government Bon  11.000   3/24/2037  UAH     24.726
Ukraine Government Bon  11.000    4/8/2037  UAH     24.791
Ukraine Government Bon  11.000    4/1/2037  UAH     24.759
Bank Vontobel AG        13.500    1/8/2025  CHF     17.200
Leonteq Securities AG   24.000   1/13/2025  CHF     27.030
Bank Vontobel AG        14.000    3/5/2025  CHF     43.700
Landesbank Baden-Wuert  11.500   9/27/2024  EUR     49.000
UBS AG/London           19.500   7/19/2024  CHF     42.900
Bank Vontobel AG        18.000   7/19/2024  CHF     39.400
Leonteq Securities AG/  27.000   7/24/2024  CHF     11.490
Landesbank Baden-Wuert  15.500   1/24/2025  EUR     44.910
Landesbank Baden-Wuert  12.500   6/28/2024  EUR     40.550
Landesbank Baden-Wuert  14.500   6/28/2024  EUR     36.180
Swissquote Bank SA      25.080   6/12/2024  CHF     38.150
EFG International Fina  11.120  12/27/2024  EUR     34.610
Bank Julius Baer & Co   15.300   6/17/2024  EUR     50.050
Russian Railways JSC    12.940   2/28/2040  RUB     50.000
Vontobel Financial Pro  19.500   6/28/2024  EUR     49.420
Raiffeisen Schweiz Gen  20.000   6/12/2024  CHF     32.240
Citigroup Global Marke  25.530   2/18/2025  EUR      1.180
UniCredit Bank GmbH     19.200   6/28/2024  EUR     46.480
BNP Paribas Emissions-  13.000   6/27/2024  EUR     50.300
Zurcher Kantonalbank F  16.000   6/14/2024  CHF     46.980
UBS AG/London           18.500   6/14/2024  CHF     26.240
Leonteq Securities AG/  11.000   5/13/2024  CHF     35.470
Bank Julius Baer & Co   12.720   2/17/2025  CHF     41.100
Bank Vontobel AG        21.000   6/10/2024  CHF     36.100
Zurcher Kantonalbank F  17.500    6/7/2024  CHF     49.960
Raiffeisen Switzerland  18.000   6/12/2024  CHF     36.770
Raiffeisen Switzerland  16.000   6/12/2024  CHF     24.850
Zurcher Kantonalbank F  13.000    6/7/2024  CHF     46.490
Basler Kantonalbank     16.000   6/14/2024  CHF     24.180
EFG International Fina  24.000   6/14/2024  CHF     35.190
Ist Saiberian Petroleu  14.000  12/28/2024  RUB     10.170
UBS AG/London           13.500   8/15/2024  CHF     47.850
DZ Bank AG Deutsche Ze  11.200   6/28/2024  EUR     44.330
Landesbank Baden-Wuert  18.000    1/3/2025  EUR     49.380
Landesbank Baden-Wuert  15.000    1/3/2025  EUR     52.200
UBS AG/London           13.000   9/30/2024  CHF     17.880
UniCredit Bank GmbH     14.900   9/27/2024  EUR     46.690
Landesbank Baden-Wuert  13.000   3/28/2025  EUR     50.060
Leonteq Securities AG/  22.000   10/2/2024  CHF     49.200
Landesbank Baden-Wuert  10.500    1/2/2026  EUR     48.660
Landesbank Baden-Wuert  15.000   3/28/2025  EUR     48.470
DZ Bank AG Deutsche Ze  13.250   6/26/2024  EUR     52.290
DZ Bank AG Deutsche Ze  14.000   9/25/2024  EUR     48.770
ObedinenieAgroElita OO  13.750   5/22/2024  RUB     50.000
Leonteq Securities AG/  10.340   8/31/2026  EUR     53.030
UniCredit Bank GmbH     19.800   6/28/2024  EUR     29.390
Finca Uco Cjsc          12.000   2/10/2025  AMD      0.000
UniCredit Bank GmbH     16.550   8/18/2025  USD     27.710
UniCredit Bank GmbH     13.800   9/27/2024  EUR     34.610
UniCredit Bank GmbH     15.800   9/27/2024  EUR     32.850
UniCredit Bank GmbH     16.900   9/27/2024  EUR     32.160
UniCredit Bank GmbH     19.100   9/27/2024  EUR     31.040
UniCredit Bank GmbH     18.000   9/27/2024  EUR     31.560
Societe Generale SA     15.000  10/31/2024  USD     49.800
Landesbank Baden-Wuert  23.000   6/28/2024  EUR     47.550
Landesbank Baden-Wuert  19.000    1/3/2025  EUR     52.260
Landesbank Baden-Wuert  25.000    1/3/2025  EUR     48.360
Landesbank Baden-Wuert  27.000   9/27/2024  EUR     51.670
UniCredit Bank GmbH     14.800   9/27/2024  EUR     33.670
Landesbank Baden-Wuert  27.000   6/28/2024  EUR     45.160
Landesbank Baden-Wuert  22.000    1/3/2025  EUR     49.020
Leonteq Securities AG   24.000    1/9/2025  CHF     49.560
Leonteq Securities AG   28.000    9/5/2024  CHF     45.040
UniCredit Bank GmbH     14.700   8/23/2024  EUR     33.590
UniCredit Bank GmbH     14.500  11/22/2024  EUR     36.940
UniCredit Bank GmbH     13.100   2/28/2025  EUR     40.660
UniCredit Bank GmbH     13.800   2/28/2025  EUR     40.000
UniCredit Bank GmbH     14.500   2/28/2025  EUR     39.220
UniCredit Bank GmbH     14.800   9/27/2024  EUR     36.450
UniCredit Bank GmbH     16.400   9/27/2024  EUR     42.500
Vontobel Financial Pro  15.500   6/28/2024  EUR     46.720
Vontobel Financial Pro  13.250   9/27/2024  EUR     49.490
BNP Paribas Issuance B  19.000   9/18/2026  EUR      0.820
HSBC Trinkaus & Burkha  20.250   6/28/2024  EUR     24.800
HSBC Trinkaus & Burkha  17.500  12/30/2024  EUR     32.720
HSBC Trinkaus & Burkha  18.750   9/27/2024  EUR     29.020
Bank Vontobel AG        12.000   9/30/2024  EUR     12.500
UniCredit Bank GmbH     14.300   8/23/2024  EUR     36.560
UniCredit Bank GmbH     13.900  11/22/2024  EUR     39.680
UniCredit Bank GmbH     13.700   9/27/2024  EUR     37.640
UniCredit Bank GmbH     15.100   9/27/2024  EUR     44.230
UniCredit Bank GmbH     13.500   2/28/2025  EUR     42.810
Societe Generale SA     25.260  10/30/2025  USD      8.557
HSBC Trinkaus & Burkha  17.600   9/27/2024  EUR     32.200
HSBC Trinkaus & Burkha  15.100  12/30/2024  EUR     35.940
HSBC Trinkaus & Burkha  12.500  12/30/2024  EUR     38.300
HSBC Trinkaus & Burkha  10.800  12/30/2024  EUR     40.620
UniCredit Bank GmbH     10.700    2/3/2025  EUR     24.590
UniCredit Bank GmbH     10.700   2/17/2025  EUR     24.850
Societe Generale SA     15.110  10/31/2024  USD     28.000
Landesbank Baden-Wuert  10.000  10/25/2024  EUR     37.550
Landesbank Baden-Wuert  11.500  10/25/2024  EUR     32.680
EFG International Fina  10.300   8/23/2024  USD     31.280
UniCredit Bank GmbH     17.800   6/28/2024  EUR     27.020
UniCredit Bank GmbH     19.200   6/28/2024  EUR     26.290
UniCredit Bank GmbH     18.800  12/31/2024  EUR     33.710
Landesbank Baden-Wuert  10.000   8/23/2024  EUR     44.250
BNP Paribas Emissions-  18.000   6/27/2024  EUR     47.300
BNP Paribas Emissions-  20.000   6/27/2024  EUR     47.560
BNP Paribas Emissions-  23.000   6/27/2024  EUR     46.020
BNP Paribas Emissions-  17.000   6/27/2024  EUR     49.280
BNP Paribas Emissions-  21.000   6/27/2024  EUR     45.760
Leonteq Securities AG   28.000   8/21/2024  CHF     41.810
Armenian Economy Devel  10.500    5/4/2025  AMD      0.000
UniCredit Bank GmbH     15.700   6/28/2024  EUR     44.890
UBS AG/London           10.000   3/23/2026  USD     27.090
HSBC Trinkaus & Burkha  17.000   6/28/2024  EUR     33.120
Societe Generale SA     10.010   8/29/2024  USD     47.400
Societe Generale SA     15.360   11/8/2024  USD     24.400
DZ Bank AG Deutsche Ze  16.000   6/28/2024  EUR     32.670
UniCredit Bank GmbH     19.500   6/28/2024  EUR     30.820
Leonteq Securities AG/  20.000    8/7/2024  CHF     10.270
Leonteq Securities AG/  30.000    8/7/2024  CHF     28.920
UniCredit Bank GmbH     18.500  12/31/2024  EUR     38.210
UniCredit Bank GmbH     19.300  12/31/2024  EUR     37.600
Raiffeisen Schweiz Gen  20.000    8/7/2024  CHF     37.580
UniCredit Bank GmbH     18.200   6/28/2024  EUR     31.960
Leonteq Securities AG/  22.000    8/7/2024  CHF     28.750
DZ Bank AG Deutsche Ze  10.750  12/27/2024  EUR     45.000
UniCredit Bank GmbH     19.300  12/31/2024  EUR     36.610
Societe Generale SA     15.840   8/30/2024  USD   #N/A N/A
UniCredit Bank GmbH     10.500   9/23/2024  EUR     30.130
Evocabank CJSC          11.000   9/28/2024  AMD      0.000
Leonteq Securities AG/  21.000   8/14/2024  CHF     42.000
Leonteq Securities AG   20.000    7/3/2024  CHF      9.410
Leonteq Securities AG   26.000    7/3/2024  CHF     33.810
Swissquote Bank SA      23.990    7/3/2024  CHF     40.930
HSBC Trinkaus & Burkha  18.100  12/30/2024  EUR     47.330
HSBC Trinkaus & Burkha  15.700  12/30/2024  EUR     50.630
Corner Banca SA         18.500   9/23/2024  CHF     14.250
Raiffeisen Switzerland  20.000   6/26/2024  CHF     32.910
Vontobel Financial Pro  23.000   6/28/2024  EUR     41.620
Vontobel Financial Pro  11.000   6/28/2024  EUR     47.340
Leonteq Securities AG/  27.600   6/26/2024  CHF     28.900
UniCredit Bank GmbH     15.600   6/28/2024  EUR     46.790
UniCredit Bank GmbH     14.100   6/28/2024  EUR     48.690
Vontobel Financial Pro  18.000   6/28/2024  EUR     46.090
Vontobel Financial Pro  19.500   6/28/2024  EUR     44.430
Vontobel Financial Pro  12.500   6/28/2024  EUR     47.550
Leonteq Securities AG   23.000   6/26/2024  CHF     35.910
Leonteq Securities AG/  20.000   9/26/2024  USD     31.780
Leonteq Securities AG/  21.600   6/26/2024  CHF      8.820
Leonteq Securities AG/  25.000    9/5/2024  EUR     49.720
Swissquote Bank SA      29.000    6/4/2024  CHF     43.950
Leonteq Securities AG   24.000    9/4/2024  CHF     48.420
UniCredit Bank GmbH     19.400   6/28/2024  EUR     28.240
UniCredit Bank GmbH     19.100  12/31/2024  EUR     35.550
UniCredit Bank GmbH     20.000  12/31/2024  EUR     34.860
Leonteq Securities AG/  24.000   8/14/2024  CHF     42.870
Zurcher Kantonalbank F  22.000    8/6/2024  USD     34.130
Leonteq Securities AG/  20.000    7/3/2024  CHF     40.130
UniCredit Bank GmbH     16.100  12/31/2024  EUR     48.200
UniCredit Bank GmbH     17.000  12/31/2024  EUR     46.510
UniCredit Bank GmbH     18.000  12/31/2024  EUR     45.140
UniCredit Bank GmbH     18.900  12/31/2024  EUR     43.910
UniCredit Bank GmbH     19.800  12/31/2024  EUR     42.850
Vontobel Financial Pro  24.500   9/27/2024  EUR     44.720
Bank Vontobel AG        20.500   11/4/2024  CHF     38.500
Leonteq Securities AG/  22.000   8/14/2024  CHF     41.440
Vontobel Financial Pro  24.500   6/28/2024  EUR     40.370
UniCredit Bank GmbH     10.300   9/27/2024  EUR     30.540
Landesbank Baden-Wuert  15.000   8/23/2024  EUR     35.330
UBS AG/London           14.250   8/19/2024  CHF     30.150
Raiffeisen Switzerland  10.500   7/11/2024  USD     24.330
Leonteq Securities AG   24.000   9/25/2024  CHF     50.590
Raiffeisen Schweiz Gen  20.000   9/25/2024  CHF     40.400
Raiffeisen Schweiz Gen  20.000   9/25/2024  CHF     28.500
UniCredit Bank GmbH     15.800   6/28/2024  EUR     24.950
UniCredit Bank GmbH     17.000   6/28/2024  EUR     24.320
UniCredit Bank GmbH     18.200   6/28/2024  EUR     23.750
UniCredit Bank GmbH     19.500   6/28/2024  EUR     23.240
UniCredit Bank GmbH     17.200  12/31/2024  EUR     31.270
UniCredit Bank GmbH     18.000  12/31/2024  EUR     31.110
UniCredit Bank GmbH     18.800  12/31/2024  EUR     30.990
UniCredit Bank GmbH     19.600  12/31/2024  EUR     30.910
Leonteq Securities AG   20.000   9/18/2024  CHF     50.810
UniCredit Bank GmbH     19.700  12/31/2024  EUR     33.510
HSBC Trinkaus & Burkha  22.250   6/27/2025  EUR     47.500
HSBC Trinkaus & Burkha  17.500   6/27/2025  EUR     50.470
HSBC Trinkaus & Burkha  11.250   6/27/2025  EUR     39.660
HSBC Trinkaus & Burkha  15.500   6/27/2025  EUR     36.930
Leonteq Securities AG   23.000  12/27/2024  CHF     33.390
Bank Vontobel AG        12.250   6/17/2024  CHF     44.100
UBS AG/London           15.750  10/21/2024  CHF     47.450
UBS AG/London           14.250   7/12/2024  EUR     17.700
Landesbank Baden-Wuert  11.000    1/3/2025  EUR     39.720
HSBC Trinkaus & Burkha  17.400   6/28/2024  EUR     47.520
Vontobel Financial Pro  14.500   6/28/2024  EUR     48.730
Vontobel Financial Pro  11.000   6/28/2024  EUR     40.630
Basler Kantonalbank     17.000   7/19/2024  CHF     40.060
Vontobel Financial Pro  16.500   6/28/2024  EUR     46.070
Vontobel Financial Pro  19.500   6/28/2024  EUR     43.870
Bank Vontobel AG        20.000   6/26/2024  CHF     32.900
UniCredit Bank GmbH     13.400   9/27/2024  EUR     39.310
Raiffeisen Schweiz Gen  16.000   7/24/2024  CHF     47.200
HSBC Trinkaus & Burkha  14.800  12/30/2024  EUR     38.260
HSBC Trinkaus & Burkha  13.400  12/30/2024  EUR     39.620
HSBC Trinkaus & Burkha  17.500   9/27/2024  EUR     48.550
HSBC Trinkaus & Burkha  17.400  12/30/2024  EUR     41.440
HSBC Trinkaus & Burkha  19.000   3/28/2025  EUR     39.570
HSBC Trinkaus & Burkha  16.300   3/28/2025  EUR     40.860
HSBC Trinkaus & Burkha  19.600  11/22/2024  EUR     41.970
Bank Vontobel AG        10.000   8/19/2024  CHF      7.900
Leonteq Securities AG/  15.000   7/24/2024  CHF      8.760
Bank Vontobel AG        25.000   7/22/2024  USD     25.200
Vontobel Financial Pro  16.500   6/28/2024  EUR     47.920
Vontobel Financial Pro  15.000   6/28/2024  EUR     49.950
Vontobel Financial Pro  14.000   6/28/2024  EUR     47.750
Vontobel Financial Pro  21.500   6/28/2024  EUR     42.990
UniCredit Bank GmbH     17.800   6/28/2024  EUR     43.350
Bank Vontobel AG        22.000   5/31/2024  CHF     21.100
Finca Uco Cjsc          13.000  11/16/2024  AMD      0.000
Bank Vontobel AG        10.000    9/2/2024  EUR     50.000
Leonteq Securities AG/  16.000   6/20/2024  CHF     25.370
Raiffeisen Switzerland  20.000   6/19/2024  CHF     36.520
HSBC Trinkaus & Burkha  19.700   6/28/2024  EUR     42.510
HSBC Trinkaus & Burkha  15.500   6/28/2024  EUR     52.440
Swissquote Bank SA      20.120   6/20/2024  CHF      9.330
DZ Bank AG Deutsche Ze  19.400   6/28/2024  EUR     45.390
Leonteq Securities AG/  20.000   6/19/2024  CHF     35.620
Leonteq Securities AG/  24.000   6/19/2024  CHF     36.440
Leonteq Securities AG/  23.400   6/19/2024  CHF     35.080
Leonteq Securities AG/  15.000   9/12/2024  USD     24.020
Leonteq Securities AG/  21.000   5/22/2024  USD     25.160
Raiffeisen Switzerland  20.000   5/22/2024  CHF     30.180
Leonteq Securities AG/  19.000   6/10/2024  CHF     34.180
BNP Paribas Emissions-  16.000   6/27/2024  EUR     49.060
DZ Bank AG Deutsche Ze  16.900   6/28/2024  EUR     51.850
Leonteq Securities AG/  30.000    5/8/2024  CHF     24.420
Landesbank Baden-Wuert  13.000    1/3/2025  EUR     39.240
DZ Bank AG Deutsche Ze  12.500   6/26/2024  EUR     42.990
Raiffeisen Switzerland  20.000    5/8/2024  EUR     46.330
Bank Vontobel AG        10.500   7/29/2024  EUR     47.900
UBS AG/London           13.750    7/1/2024  CHF     35.150
Raiffeisen Switzerland  17.500   5/30/2024  CHF     39.250
Swissquote Bank SA      26.980    6/5/2024  CHF     32.140
Armenian Economy Devel  11.000   10/3/2025  AMD      0.000
Leonteq Securities AG/  14.000    7/3/2024  CHF      8.620
Leonteq Securities AG/  21.000    6/5/2024  CHF     38.640
Landesbank Baden-Wuert  15.500   9/27/2024  EUR     40.180
Leonteq Securities AG/  24.000    6/5/2024  CHF     35.770
Leonteq Securities AG/  28.000    6/5/2024  CHF     26.820
Vontobel Financial Pro  10.750   6/28/2024  EUR     49.170
Raiffeisen Switzerland  16.000   5/22/2024  CHF     24.040
Leonteq Securities AG/  26.000   5/22/2024  CHF     26.470
Leonteq Securities AG/  24.000   5/22/2024  CHF     38.700
ACBA Bank OJSC          11.500    3/1/2026  AMD      9.250
Bank Vontobel AG        12.000   6/10/2024  CHF     37.600
UBS AG/London           14.500  10/14/2024  CHF     44.950
HSBC Trinkaus & Burkha  13.600   9/27/2024  EUR     45.900
Finca Uco Cjsc          12.500   6/21/2024  AMD      0.000
Leonteq Securities AG   24.000    7/3/2024  CHF     37.910
HSBC Trinkaus & Burkha  15.900   9/27/2024  EUR     42.000
Landesbank Baden-Wuert  18.000  11/22/2024  EUR     50.130
HSBC Trinkaus & Burkha  18.300   9/27/2024  EUR     39.120
Landesbank Baden-Wuert  13.300   8/23/2024  EUR     42.210
DZ Bank AG Deutsche Ze  12.000   9/25/2024  EUR     52.400
Raiffeisen Schweiz Gen  20.000   9/11/2024  CHF     44.210
DZ Bank AG Deutsche Ze  12.750   6/26/2024  EUR     52.190
Citigroup Global Marke  14.650   7/22/2024  HKD     35.865
Leonteq Securities AG/  28.000   5/30/2024  CHF     37.450
Leonteq Securities AG/  27.000   5/30/2024  CHF      6.250
Ameriabank CJSC         10.000   2/20/2025  AMD      9.010
Zurcher Kantonalbank F  21.000   5/17/2024  CHF     45.110
Leonteq Securities AG/  26.000   7/31/2024  CHF     35.740
Landesbank Baden-Wuert  12.000   1/24/2025  EUR     51.650
UniCredit Bank GmbH     11.900   6/28/2024  EUR     50.850
UniCredit Bank GmbH     18.000   6/28/2024  EUR     38.600
UniCredit Bank GmbH     19.800   6/28/2024  EUR     35.080
Zurcher Kantonalbank F  22.000   7/24/2024  USD     51.500
Swissquote Bank SA      27.050   7/31/2024  CHF     42.400
Swissquote Bank SA      16.380   7/31/2024  CHF      8.510
UniCredit Bank GmbH     13.200   6/28/2024  EUR     49.000
UniCredit Bank GmbH     17.100   6/28/2024  EUR     40.670
UniCredit Bank GmbH     18.900   6/28/2024  EUR     36.730
Landesbank Baden-Wuert  20.000   5/24/2024  EUR     48.810
Leonteq Securities AG   24.000   8/21/2024  CHF     46.420
Raiffeisen Switzerland  12.300   8/21/2024  CHF     12.300
Basler Kantonalbank     18.000   6/21/2024  CHF     37.700
DZ Bank AG Deutsche Ze  23.200   6/28/2024  EUR     47.720
DZ Bank AG Deutsche Ze  24.100   6/28/2024  EUR     50.750
HSBC Trinkaus & Burkha  17.300   9/27/2024  EUR     34.400
HSBC Trinkaus & Burkha  11.200  12/30/2024  EUR     42.820
HSBC Trinkaus & Burkha  19.600  12/30/2024  EUR     39.800
HSBC Trinkaus & Burkha  15.200  12/30/2024  EUR     43.470
HSBC Trinkaus & Burkha  18.100   3/28/2025  EUR     39.960
HSBC Trinkaus & Burkha  14.400   3/28/2025  EUR     42.430
Vontobel Financial Pro  17.000   9/27/2024  EUR     49.000
Vontobel Financial Pro  18.000   9/27/2024  EUR     47.590
Vontobel Financial Pro  21.000   9/27/2024  EUR     45.450
Vontobel Financial Pro  23.500   6/28/2024  EUR     40.950
Raiffeisen Switzerland  20.000   7/10/2024  CHF     39.270
ACBA Bank OJSC          11.000   12/1/2025  AMD      9.400
UBS AG/London           19.000   7/12/2024  CHF     36.500
Bank Vontobel AG        18.000   6/28/2024  CHF     38.300
Swissquote Bank SA      25.390   5/30/2024  CHF     39.930
Swissquote Bank SA      20.240   7/10/2024  CHF     56.540
Swissquote Bank SA      26.120   7/10/2024  CHF     37.210
Leonteq Securities AG/  20.000   7/17/2024  CHF     45.340
HSBC Trinkaus & Burkha  19.000   6/28/2024  EUR     27.250
HSBC Trinkaus & Burkha  11.000   6/28/2024  EUR     35.690
HSBC Trinkaus & Burkha  15.000   6/28/2024  EUR     46.610
HSBC Trinkaus & Burkha  15.000   6/28/2024  EUR     30.050
Leonteq Securities AG   24.000   7/10/2024  CHF     40.030
Leonteq Securities AG   26.000   7/10/2024  CHF     36.920
UBS AG/London           18.750   5/31/2024  CHF     26.480
Swissquote Bank SA      21.320   7/17/2024  CHF     44.830
Swissquote Bank SA      26.040   7/17/2024  CHF     38.640
Leonteq Securities AG   21.000   7/17/2024  CHF     44.710
UniCredit Bank GmbH     19.700   6/28/2024  EUR     33.520
UniCredit Bank GmbH     18.600  12/31/2024  EUR     40.680
UniCredit Bank GmbH     19.500  12/31/2024  EUR     39.910
Bank Vontobel AG        23.000    6/4/2024  CHF     38.300
Vontobel Financial Pro  18.000   6/28/2024  EUR     49.210
Leonteq Securities AG/  24.000   7/10/2024  CHF     36.840
Vontobel Financial Pro  21.000   6/28/2024  EUR     46.690
Swissquote Bank SA      24.040   9/11/2024  CHF     46.090
Leonteq Securities AG/  22.000   9/11/2024  CHF     44.760
Leonteq Securities AG   18.000   9/11/2024  CHF     16.360
Vontobel Financial Pro  19.500   9/27/2024  EUR     46.510
Raiffeisen Switzerland  20.000   5/10/2024  CHF     40.990
UniCredit Bank GmbH     14.700  11/22/2024  EUR     38.490
EFG International Fina  15.000   7/12/2024  CHF     34.110
Swissquote Bank SA      23.200   8/28/2024  CHF     48.590
Finca Uco Cjsc          13.000   5/30/2025  AMD      0.000
Vontobel Financial Pro  16.000   6/28/2024  EUR     47.420
Vontobel Financial Pro  19.000   6/28/2024  EUR     45.080
Leonteq Securities AG/  23.000   5/15/2024  CHF     44.530
Raiffeisen Schweiz Gen  19.500    6/6/2024  CHF     38.700
Vontobel Financial Pro  13.500   6/28/2024  EUR     50.200
Leonteq Securities AG   20.000   8/28/2024  CHF     13.420
Raiffeisen Schweiz Gen  20.000   8/28/2024  CHF     17.200
UBS AG/London           25.000   7/12/2024  CHF     42.200
Landesbank Baden-Wuert  11.000   6/28/2024  EUR     27.310
Bank Vontobel AG        15.500  11/18/2024  CHF     42.900
Basler Kantonalbank     21.000    7/5/2024  CHF     39.740
Leonteq Securities AG   24.000   7/17/2024  CHF     31.530
Basler Kantonalbank     22.000    9/6/2024  CHF     45.360
UniCredit Bank GmbH     15.000   8/23/2024  EUR     35.130
Vontobel Financial Pro  18.000   9/27/2024  EUR     26.410
Leonteq Securities AG/  23.000   7/24/2024  CHF     36.170
Vontobel Financial Pro  24.750   6/28/2024  EUR     31.590
Vontobel Financial Pro  23.000   6/28/2024  EUR     49.880
Leonteq Securities AG/  19.000    6/3/2024  CHF     46.740
Leonteq Securities AG/  19.000   5/24/2024  CHF      9.170
Societe Generale SA     16.000   8/30/2024  USD     20.400
Societe Generale SA     16.000   8/30/2024  USD     27.500
Societe Generale SA     18.000   8/30/2024  USD     14.000
Societe Generale SA     15.000   8/30/2024  USD     18.300
Bank Vontobel AG        11.500   5/16/2024  CHF     51.400
Leonteq Securities AG/  24.000   5/17/2024  CHF     63.310
Basler Kantonalbank     18.000   6/17/2024  CHF     34.490
UBS AG/London           11.250   9/16/2024  EUR     50.950
Ukraine Government Bon  12.500  10/12/2029  UAH     37.196
Ukraine Government Bon  11.870    1/6/2027  UAH     49.217
Ukraine Government Bon  11.580    2/2/2028  UAH     41.453
Ukraine Government Bon  11.110   3/29/2028  UAH     39.925
Ukraine Government Bon  11.880   12/9/2026  UAH     49.941
Ukraine Government Bon  11.570    3/1/2028  UAH     41.065
Ukraine Government Bon  10.710   4/26/2028  UAH     38.912
Lehman Brothers Treasu  18.250   10/2/2008  USD      0.100
Lehman Brothers Treasu  14.900  11/16/2010  EUR      0.100
Lehman Brothers Treasu  16.000   10/8/2008  CHF      0.100
Lehman Brothers Treasu  11.000  12/20/2017  AUD      0.100
Lehman Brothers Treasu  11.000  12/20/2017  AUD      0.100
Lehman Brothers Treasu  11.000  12/20/2017  AUD      0.100
Lehman Brothers Treasu  11.000   2/16/2009  CHF      0.100
Lehman Brothers Treasu  10.000   2/16/2009  CHF      0.100
Lehman Brothers Treasu  13.000   2/16/2009  CHF      0.100
Lehman Brothers Treasu  10.000  10/23/2008  USD      0.100
Lehman Brothers Treasu  10.000  10/22/2008  USD      0.100
Lehman Brothers Treasu  16.000  10/28/2008  USD      0.100
Lehman Brothers Treasu  16.200   5/14/2009  USD      0.100
Lehman Brothers Treasu  10.600   4/22/2014  MXN      0.100
Lehman Brothers Treasu  16.000   11/9/2008  USD      0.100
Lehman Brothers Treasu  10.000   5/22/2009  USD      0.100
Lehman Brothers Treasu  15.000    6/4/2009  CHF      0.100
Lehman Brothers Treasu  10.442  11/22/2008  CHF      0.100
Lehman Brothers Treasu  17.000    6/2/2009  USD      0.100
Lehman Brothers Treasu  13.500    6/2/2009  USD      0.100
Lehman Brothers Treasu  23.300   9/16/2008  USD      0.100
Lehman Brothers Treasu  12.400   6/12/2009  USD      0.100
Lehman Brothers Treasu  10.000   6/17/2009  USD      0.100
Lehman Brothers Treasu  11.000    7/4/2011  USD      0.100
Lehman Brothers Treasu  11.000    7/4/2011  CHF      0.100
Lehman Brothers Treasu  12.000    7/4/2011  EUR      0.100
Lehman Brothers Treasu  16.000  12/26/2008  USD      0.100
Lehman Brothers Treasu  13.432    1/8/2009  ILS      0.100
Lehman Brothers Treasu  13.150  10/30/2008  USD      0.100
Lehman Brothers Treasu  16.800   8/21/2009  USD      0.100
Lehman Brothers Treasu  14.100  11/12/2008  USD      0.100
Lehman Brothers Treasu  11.250  12/31/2008  USD      0.100
Lehman Brothers Treasu  13.000  12/14/2012  USD      0.100
Lehman Brothers Treasu  12.000   7/13/2037  JPY      0.100
Lehman Brothers Treasu  10.000   6/11/2038  JPY      0.100
BLT Finance BV          12.000   2/10/2015  USD     10.500
Banco Espirito Santo S  10.000   12/6/2021  EUR      0.058
Lehman Brothers Treasu  10.500    8/9/2010  EUR      0.100
Lehman Brothers Treasu  10.000   3/27/2009  USD      0.100
Lehman Brothers Treasu  11.000   6/29/2009  EUR      0.100
Lehman Brothers Treasu  11.000  12/19/2011  USD      0.100
Lehman Brothers Treasu  15.000   3/30/2011  EUR      0.100
Lehman Brothers Treasu  13.500  11/28/2008  USD      0.100
Bulgaria Steel Finance  12.000    5/4/2013  EUR      0.216
Lehman Brothers Treasu  13.000   7/25/2012  EUR      0.100
Teksid Aluminum Luxemb  12.375   7/15/2011  EUR      0.619
Credit Agricole Corpor  10.500   2/16/2027  TRY     50.684
Ukraine Government Bon  10.360  11/10/2027  UAH     40.791
Credit Agricole Corpor  10.200  12/13/2027  TRY     46.425
Codere Finance 2 Luxem  12.750  11/30/2027  EUR      1.035
Privatbank CJSC Via UK  10.875   2/28/2018  USD      5.264
UkrLandFarming PLC      10.875   3/26/2018  USD      4.206
Tailwind Energy Chinoo  12.500   9/27/2019  USD      1.500
Phosphorus Holdco PLC   10.000    4/1/2019  GBP      0.242
PA Resources AB         13.500    3/3/2016  SEK      0.124



                           *********


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-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
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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members of the same firm for the term of the initial subscription
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