---

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

                          E U R O P E

          Tuesday, July 23, 2024, Vol. 25, No. 147

                           Headlines



F R A N C E

AFFLELOU SAS: Fitch Affirms 'B' LongTerm IDR, Outlook Stable


G E R M A N Y

SOFTWARE AG: Fitch Assigns 'B' LongTerm IDR, Outlook Stable


I R E L A N D

ALBACORE EURO IV: S&P Assigns Prelim BB- (sf) Rating to E-R Notes
CAPITAL FOUR IV: S&P Assigns B- (sf) Rating to Class F-R Notes
HARVEST CLO XXIX: Fitch Assigns B-sf Final Rating to Cl. F-R Notes
JAMESTOWN 2024-1: S&P Assigns Prelim B (sf) Rating to Cl. G Notes
JUBILLEE 2019-XXIII: Fitch Puts B-sf Final Rating on Cl. F-R Notes

MAN GLG IV: Moody's Affirms B1 Rating on EUR9.5MM Class F Notes
OCP EURO 2024-10: S&P Assigns Prelim B- (sf) Rating to F Notes
PROVIDUS CLO VII: Fitch Assigns B-sf Final Rating to Cl. F-R Notes


I T A L Y

ALITALIA - SOCIETA: Boeing Aircraft Put Up for Sale
TEAMSYSTEM SPA: Fitch Affirms 'B' LongTerm IDR, Outlook Stable


N E T H E R L A N D S

DUTCH MORTGAGE 2024-1: S&P Assigns Prelim 'CCC' Rating to F Notes
ENSTALL GROUP: S&P Downgrades LT ICR 'B-', Outlook Stable


R U S S I A

AKFA ALUMINIUM: S&P Assigns 'B+/B' ICRs, Outlook Stable
ELDIK BANK: Fitch Assigns 'B-' LongTerm IDRs, Outlook Stable


S P A I N

SABADELL CONSUMER 1: Fitch Affirms 'BB+sf' Rating on Class D Notes


T U R K E Y

LIMAK CIMENTO: Fitch Assigns 'B+(EXP)' LongTerm IDR, Outlook Stable
RONESANS HOLDING: S&P Assigns 'B+' Long-Term ICR, Outlook Stable


U K R A I N E

DTEK RENEWABLES: S&P Cuts ICR to 'SD' on Distressed Debt Exchange
FERREXPO PLC: Fitch Affirms 'CCC+' LongTerm IDR
METINVEST BV: Fitch Affirms 'CCC' Long-Term IDRs


U N I T E D   K I N G D O M

AUXEY MIDCO: Fitch Affirms 'B' LT IDR, Alters Outlook to Stable
CHOCOCO LTD: Antony Batty Named as Administrators for Chocolatier
CONSORT HEALTHCARE: S&P Lowers Senior Secured Debt Rating to 'CC'
GLF ORCHID HOTELS: Quantuma Advisory Appointed as Administrators
NEWARK GOLF CLUB: Begbies to Lead Administration Proceedings

PRSL REALISATIONS 2024: FRP to Lead Administration Proceedings
RATIONAL FOREIGN: July 31 Safeguarded Funds Claims Bar Date Set

                           - - - - -


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

AFFLELOU SAS: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed Afflelou S.A.S. (Afflelou)'s Long-Term
Issuer Default Rating (IDR) at 'B' with a Stable Outlook. Fitch has
also assigned Afflelou's planned new senior secured notes an
expected rating of 'B+(EXP)' with a Recovery Rating 'RR3'. The
assignment of final rating is contingent on the receipt of final
documents conforming to information already reviewed.

Proceeds from the EUR560 million issue, together with EUR87 million
cash on its balance sheet, will be used to refinance existing
senior secured notes of EUR460 million and senior subordinated
notes of EUR75 million, distribute a EUR91 million dividend to
shareholders, and pay transaction-related expenses.

The affirmation of the IDR reflects its expectation that despite
the transaction, at FYE24 (year-end July 2024) leverage will remain
largely unchanged from FY23's 6.3x before it gradually reduces to
below 6.0x in FY26. The IDR continues to reflect Fitch's view of
Afflelou's limited geographical and product diversification and
moderately high financial leverage, balanced by a sustainable
cash-generative business model and leading positions in its core
market.

Despite a slightly higher interest burden, Fitch expects the
company to continue generating free cash flow (FCF) given its high
margins and limited capex requirements. The Stable Outlook reflects
its expectation of steady operating and credit metrics in a
constructive and stable regulatory environment.

KEY RATING DRIVERS

Mild Increase in Leverage: The refinancing would have marginally
lifted by 0.2x its EBITDAR gross leverage to a Fitch-estimated 6.3x
for the last 12 months to April 2024 as the special dividend is
largely funded by cash on balance sheet. It remains commensurate
with Afflelou's 'B' rating, and Fitch forecasts it to slowly
decrease towards 5.9x by FY26. Steady growth prospects in the
company's optical segment, mostly under a franchise model in
France, together with the roll-out of hearing-aid corners at
limited additional cost, should translate into gradually increasing
EBITDAR and, consequently, deleveraging.

Sustained Positive FCF Generation: The business has repeatedly
demonstrated steady cash flow-generative qualities, including
during the pandemic. Despite a slightly higher interest burden,
Fitch projects FCF margins at mid-to-high single digits on limited
capex and limited working-capital requirements, with upside from
the growth of hearing-aid activity, whose contribution has been
limited at below 10% of revenue. Fitch excludes further shareholder
distributions from its rating case, treating them as event risk.
Subsequently, positive FCF should strengthen the cash balance.

Resilient Business Model: Afflelou's business model combines the
typical features of a retailer with a strong franchisor business,
anchored in banner fees and wholesale distribution. This operating
profile also leads to contained cash outflows for capex and working
capital, supporting sustained positive FCF. Also, during the
pandemic in 2021, its revenue per store outperformed the market by
60% in France and by over 100% in Spain, underscoring the
efficiency of its franchise.

Gradually Improving Product Diversification: Afflelou is developing
its hearing-aid business using the same franchising model as its
optical business by opening separate hearing-aid stores, but also
exploiting synergies by adding hearing-aid corners to some of its
optical stores. This will continue to help diversify operations on
its existing business infrastructure, with hearing-aid products
also benefitting from a constructive regulatory environment in
France.

Strong Brand Supports Franchise Model: Afflelou has a strong market
position in its segment in France and Spain, with the highest brand
awareness in France, despite holding a third place in sales at 9%,
behind Krys and Optic 2000. In Spain, it is the fifth-largest
market participant with a 7% share, but is the largest franchisor
banner by number of stores. Fitch views strong brand awareness as
key to Afflelou's franchisor business model, which combines a wide
product range with low price sensitivity (due to private insurance
and social security reimbursement of purchases) from consumers.

Supportive Regulation, Sustainable Demand: Afflelou's predominant
exposure to France is balanced by a supportive healthcare system
that reimburses around 70% of consumers' optical expenditure. In
FY23, more than 95% of revenues came from prescription glasses,
hearing aids and contact lenses.

An ageing population and medical advancements for optical and
hearing-aid solutions support long-term demand. Fitch forecasts
growth in mid-single digits over the next three to five years, in
line with pre-pandemic trends. Fitch also expects Afflelou chains
to outperform the broader market, especially against independent
stores, due to economies of scale and a broader range of products
and services.

Hearing Aid Supports Medium-Term Growth: Despite a slowdown in the
French hearing-aid market in 2023, after exceptional growth on the
introduction of the 100% Santé programme for full reimbursement,
Fitch expects hearing aid to resume growth from, and to gain
momentum in, FY25, once consumers that have benefitted from 100%
Santé programme start replacing their devices. The fundamentals
for the hearing-aid market in France are strong, with around 60% of
patients in need of hearing aid still lacking the appropriate
devices. In contrast, the penetration rate for the optical market
is estimated at 95%.

DERIVATION SUMMARY

Afflelou's ratings reflect its healthcare products and retail
distribution network, which is predominantly franchised with owned
stores. The credit risk of the retail component is mitigated by a
favourable reimbursement policy for vision products in France,
covered by the state and mutual insurance policies. This provides
greater operational stability than at conventional high street
retailers, who face less predictable consumer behaviour and as a
result are exposed to greater sales and earnings uncertainties.

Compared with Auris Luxembourg II S.A. (WS; B/Stable), a supplier
of hearing aids, Afflelou is much smaller in revenue and EBITDAR,
and is less diversified geographically. Gross EBITDAR leverage is
also higher for Afflelou post-refinancing, although this is
mitigated by its higher margins and FCF generation.

Afflelou does not directly compete against Sunshine Luxembourg VII
SARL (Galderma). Both companies' performance could be affected by
similar spending trends in the healthcare and consumer products
market, although Fitch sees Afflelou as more resilient. Compared
with Galderma, Afflelou is more niche and has a smaller scale,
which was offset by its lower EBITDA gross leverage (about 1x) and
better FCF margins pre-Galderma's IPO.

KEY ASSUMPTIONS

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

- Revenue growth gradually decreasing towards 3.8% in FY27 from 6%
in FY24

- Steady EBITDA margin at 21%-22% until FY28

- Slightly negative net working capital outflows and capex at 5%-6%
of revenue a year until FY28

- No acquisitions and shareholder distributions to FY26

RECOVERY ANALYSIS

The recovery analysis assumes that Afflelou would remain a going
concern (GC) in a restructuring and that it would be reorganised
rather than liquidated. This is because intangible assets,
represented by its relationship with franchisees and suppliers, are
key to the value of the company. Fitch has assumed a 10%
administrative claim in the recovery analysis.

Its GC approach continues to assume a post-restructuring EBITDA of
about EUR64 million, at which Afflelou's capital structure would
become untenable, and which assumes corrective measures have been
taken. The company's EUR30 million revolving credit facility (RCF)
is assumed to be fully drawn in a default, and is super senior,
ranking ahead of its senior secured notes.

Fitch continues to assume a distressed multiple of 5.5x. Its
waterfall analysis generated a recovery computation in the 'RR3'
band (indicating a B+ instrument rating) for the planned EUR560
million senior secured notes. The waterfall analysis based on
current metrics and assumptions is 51% for the senior secured debt.
This indicates no headroom, should the company decide to issue more
debt in the course of this refinancing exercise.

RATING SENSITIVITIES

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

- EBITDA approaching EUR100 million as a result of network and
margin performance and lack of impact from adverse regulatory
changes

- EBITDAR gross leverage below 5.0x on a sustained basis

- EBITDAR fixed-charge coverage above 2.5x on a sustained basis

- Post-dividends FCF margin at or above 5% on a sustained basis

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

- EBITDA below EUR75 million on a sustained basis as a result of
weak network activity or impact of adverse regulatory changes

- EBITDAR gross leverage above 6.5x on a sustained basis due to
debt-funded acquisitions and shareholder distributions or lack of
deleveraging

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

- Post-dividends FCF margin falling towards low single digits or to
neutral levels

LIQUIDITY AND DEBT STRUCTURE

Sufficient Liquidity Post-Refinancing: Post-refinancing Afflelou is
expected to have EUR18 million of cash on balance sheet and access
to a fully undrawn EUR30 million RCF. The level of cash is limited
compared with historical balances but is mitigated by expectations
of positive FCF to FY28. It will have no refinancing needs until
2029.

ISSUER PROFILE

Afflelou operates as a franchisor in the optical and hearing aid
product markets, primarily in France and Spain.

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
   -----------             ------                 --------   -----
Afflelou S.A.S.      LT IDR B      Affirmed                  B

   senior secured    LT     B+(EXP)Expected Rating  RR3



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

SOFTWARE AG: Fitch Assigns 'B' LongTerm IDR, Outlook Stable
-----------------------------------------------------------
Fitch Ratings has assigned Software AG (SAG) a final Long-Term
Issuer Default Rating (IDR) of 'B' with a Stable Outlook, and a
final senior secured instrument rating of 'B' with a Recovery
Rating of 'RR4'. This follows the completion of its acquisition by
Silver Lake, finalisation of its debt issuance, and a significant
change in the business profile after the sale of its Super iPaas
Platform.

The 'B' IDR is lower than the 'B+(EXP)' IDR originally assigned to
SAG on its take-private acquisition announcement by Silver Lake in
July 2023. The final IDR reflects the recent sale of its Super
iPaas Platform, which represented around 70% of the company's
digital business platform (DBP) solutions segment revenue. The sale
results in a smaller business scale, higher leverage and a larger
share of its Adabas & Natural (A&N) segment that is exposed to some
revenue risks despite growing at high single digits in the past
three years and having a high portion of recurring revenues.

Fitch assumes that the bulk of disposal proceeds will be used for
shareholder distribution. Material changes in the use of proceeds
may result in a different rating, potentially higher if applied to
debt reduction.

Mosel Bidco AG's EUR1 billion term loan B (TLB) is the instrument
used to acquire SAG by Silver Lake in a take-private transaction in
2023, whose tender process has completed and delisted the company
in February 2024. SAG will merge into Mosel Bidco AG by end-July
2024, consolidating financials and debt.

KEY RATING DRIVERS

Leverage Increases: EBITDA leverage increased above SAG's negative
sensitivity for a 'B+' rating and Fitch expects it to remain high
until 2027 before it falls below 6.5x, leaving the company with
limited leverage headroom at its rating. The sale of the Super
iPaas Platform saw the company's 2024 pro-forma EBITDA decrease by
around EUR50 million and Fitch-defined EBITDA leverage would
increase to 6.9x in 2025 from 5.8x in 2023 as Fitch assumes that
none of the EUR2.1 billion proceeds from the sale of the Super
iPaas Platform will be used for debt reduction.

Operating Profile Changed: The sale of Super iPaas means that
revenues from the DBP segment will decrease to an expected EUR170
million in 2025 from EUR600 million in 2023, therefore increasing
A&N's share of group revenues to 50% in 2025 from 25% in 2023. SAG
would no longer rely on the higher revenue contribution from its
growing DBP platform to offset potential revenue growth softness at
A&N. Without the Super iPaas Platform, which brought together the
webMethods and StreamSets products into an AI-enabled platform for
enterprise integration, the DBP segment now has only its business
transformation tools - ARIS and ALFABET - and the IoT & analytics
product Cumulocity Iot.

A&N Faces Technology Risk: SAG's A&N segment, which is involved in
data management software, is one of its two business segments. This
line of business is exposed to risks linked to the availability of
newer alternative technologies. However, high switching costs mean
SAG should be able to manage potentially small volume declines by
price increases and additional tool offerings. SAG has publicly
committed to support A&N customers until 2050.

For large data-processing and data-sensitive enterprises legacy
workloads tend to be hefty and complex to migrate, thus making it
unlikely for some enterprises to fully replace their mainframes and
more likely to maintain a hybrid solution. Further, increase of
workloads and data volumes that drive increased mainframe
utilisation may mitigate some of the secular decline, helped by
CPI-linked step-ups embedded in most of their contracts with SAG.

A&N Remains Stable: Fitch expects A&N revenues would remain stable
or grow in low single digits, with limited ability to acquire new
customers, and profit margins remaining broadly flat. However,
A&N's products have low churn, are very profitable, and have
contributed to the majority of the company's cash flows. New
investments within the group will be spent towards building company
data sets and data management systems with newer technologies and
data storage systems.

Higher EBITDA Margins: The large reduction of the DBP segment has
lifted SAG's overall EBITDA margin due to A&N's higher
profitability. SAG expects to reduce its cost base further
following the sale of the Super iPaas Platform. This should raise
Fitch-defined EBITDA margin towards, or exceed 29% in 2025 from
19.5% in 2023. As A&N is very profitable it is an unlikely target
for deep cost cutting and large upside in profit margins. However,
at group level, Fitch assumes SAG will spend around EUR180
million-EUR200 million to reduce its cost base in the next 12-18
months to facilitate a structural margin improvement.

Strong Revenue Visibility: SAG has longstanding relationships with
clients and a leading renewal rate of 93%, supported by an average
contract length of three years. Strong revenue visibility supports
its execution of its cost-cutting plan and its deleveraging
prospects. This is reinforced by A&N's mission criticality and its
role as major contributor of SAG's profitability and free cash flow
(FCF) generation.

FCF Momentarily Constrained: Restructuring costs and temporarily
low margins will keep FCF negative for the next three years, before
it turns positive in 2027. Fitch expects SAG to boost FCF margins
to above 5% (or EUR25 million equivalent by 2026) after
restructuring costs subside, supporting liquidity and financial
flexibility from 2027 onwards.

Having transitioned to a mainly subscription-based revenue model,
SAG will have negligible net working-capital needs. This, coupled
with low capex requirements given fully expensed R&D for software
development, results in high FCF generation capacity that would
follow the unwinding of non-recurring costs associated with the
Super iPaas platform sale cost reduction.

Leading Global Position: SAG has a highly diversified customer base
and leading global position. It is recognised as a leader in the
market for each of its DBP products by Gartner and Forrester. It
has around 1,000 customers globally in 74 countries, while its win
rates above 60% across its DBP product portfolio should support its
defensive market position as the industry develops.

DERIVATION SUMMARY

SAG's operating profile is comparable to that of Teamsystem S.p.A.
(B/Stable), Engineering Ingegneria Informatica S.p.A (Engineering;
B/Stable) and AlmaViva S.p.A.'s (BB/Stable). While its A&N revenue
base has higher barriers to entry and is more recurring in nature
than Teamsystem's products, this is offset by its exposure to a
mature market. In addition, the contribution of DBP is less
mission-critical than Teamsystem's product suite.

SAG is also comparable in size to Teamsystem but has much higher
product and geographic diversification. However, certain revenue
risks due to SAG's product technology (in A&N) poses higher
execution risks to its deleveraging path compared with Teamsystem's
strong organic growth and deleveraging prospects as a leader in a
market with strong secular growth trends.

SAG's operating profile is in line with that of Engineering and
AlmaViva. The latter two have a higher portion of third-party
software solutions and consulting services than SAG's fully
proprietary software solution suite and recurring revenue base
while being exposed to markets with higher CAGRs. However,
Engineering and AlmaViva have lower margins and face more
constrained profitability.

Similar to SAG, Kyndryl Holdings, Inc. (BBB/Stable), DXC Technology
Company (BBB/F2/Stable) and Hewlett Packard Enterprise Company
(BBB+/F2/Stable) are also affected by the secular decline in mature
technologies on accelerated migration from on-premise to public
cloud data management infrastructures. These higher-rated peers are
much larger and better capitalised than SAG and their resulting
leverage profiles are also more stable, giving them headroom to
restructure loss-making contracts and shift to higher-value
services.

KEY ASSUMPTIONS

- Revenue to include 50% of the Super iPaas Platform contribution
in 2024 and 0% in 2025, leading to revenues of around EUR760
million in 2024 and EUR490 million in 2025, followed by 1%-2%
growth to 2027

- Fitch applies a 30% haircut to expected cost savings resulting in
a staggered EUR43.4 million EBITDA benefit by end-2026

- Fitch-defined EBITDA margin to increase to 22.2%, 29.3% and 30.3%
in 2024, 2025 and 2026, respectively, from 19.5% in 2023

- Working-capital needs to reduce to around 1%-2% of revenues for
2025-2027, from 4% in 2024

- Capex at around 1.1% of revenues for 2025-2027

- Non-recurring expenses of EUR200 million between 2024 and 2027

- Bolt-on acquisitions of EUR14 million a year from 2026 onwards

- No debt repayment as Fitch assumes a shareholder distribution of
EUR2 billion using the proceeds of the Super Ipaas Platform sale

RECOVERY ANALYSIS

The recovery analysis assumes that SAG would be considered a
going-concern (GC) in bankruptcy, and that it would be reorganised
rather than liquidated, due to the inherent value of its contract
portfolio, its incumbent software licenses and strong client
relationships.

Fitch has assumed a 10% administrative claim. Fitch assesses a GC
EBITDA at about EUR110 million. Fitch estimates that at this level
of EBITDA, after the undertaking of corrective measures, the
company would generate neutral-to-negative FCF. Financial distress,
leading to a restructuring, may be driven by a shrinking client
base as customers accelerate their migration to newer
technologies.

An enterprise value (EV) multiple of 5.0x EBITDA is applied to the
GC EBITDA to calculate a post-reorganisation EV. This is in line
with the lower end of multiples used for other software-focused
issuers rated in the 'B' category due to A&N's revenue risks.

Its recovery analysis includes SAG's EUR1 billion senior secured
TLB and its EUR100 million revolving credit facility (RCF) ranking
equally with each other. Fitch assumes the RCF is fully drawn for
the purpose of its recovery computation.

Its analysis results in expected recoveries of 45% for the senior
secured TLB, leading to a 'RR4' Recovery Rating and a 'B'
instrument rating, in line with the IDR.

RATING SENSITIVITIES

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

- EBITDA gross leverage below 5.0x on a sustained basis

- Cash from operations (CFO) less capex/total debt higher than 10%
on a sustained basis

- EBITDA/interest paid above 2.5x

- Successful diversification away from A&N into higher-growth
technologies, products and services

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

- EBITDA gross leverage remaining above 6.5x due to slow profit
growth or large reductions in revenues

- EBITDA /interest paid below 2.0x without any improvement over the
next 24 months

- CFO less capex/gross debt remaining below 2.5% through the cycle

- A weakening liquidity profile

LIQUIDITY AND DEBT STRUCTURE

Adequate Liquidity: SAG's liquidity is adequate with around EUR130
million of cash and cash equivalents on its balance sheet as of
December 2023 and availability of an undrawn EUR100 million RCF.
Fitch assumes any cash remaining on balance sheet (post Super Ipaas
Platform sale proceeds) will help finance negative FCF until 2026
before it turns positive. Such a liquidity profile is adequate as
SAG has no meaningful debt maturities until 2029.

ISSUER PROFILE

SAG is a German software company that provides essential
infrastructure software to manage data flows across enterprises.
The company holds a leading position in its non-relational database
management software segment.
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
   -----------             ------        --------   -----
Software AG          LT IDR B New Rating            B+(EXP)

   senior secured    LT     B New Rating   RR4      BB-(EXP)



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

ALBACORE EURO IV: S&P Assigns Prelim BB- (sf) Rating to E-R Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its preliminary credit ratings to
AlbaCore Euro CLO IV DAC's class A-R loan and class A-R, B-R, C-R,
D-R, and E-R notes.

On July 31, 2024, the issuer will refinance the original class A
loan and class A, B, C, D, and E notes by issuing replacement debt
of the same notional.

The replacement debt is largely subject to the same terms and
conditions as the original debt, except that the replacement debt
will have a lower spread over Euro Interbank Offered Rate than the
original debt.

The ratings reflect S&P's assessment of:

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

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

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

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

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

  Portfolio benchmarks
                                                        CURRENT

  S&P weighted-average rating factor                   2,779.85

  Default rate dispersion                                595.58

  Weighted-average life (years)                            4.21

  Obligor diversity measure                              139.33

  Industry diversity measure                              23.62

  Regional diversity measure                               1.13


  Transaction key metrics

                                                        CURRENT

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

  'CCC' category rated assets (%)                          2.28

  Actual 'AAA' weighted-average recovery (%)              36.79

  Actual weighted-average spread (net of floors; %)        3.97

  Actual weighted-average coupon (%)                       4.79


Rating rationale

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

The portfolio's reinvestment period will end in July 2025.

The portfolio is well-diversified, primarily comprising broadly
syndicated speculative-grade senior-secured term loans and
senior-secured bonds. Therefore, S&P has conducted its credit and
cash flow analysis by applying its criteria for corporate cash flow
CDOs.

S&P said, "In our cash flow analysis, we used a EUR448.35 million
target par collateral principal amount, the portfolio's actual
weighted-average spread (3.97%), actual weighted-average coupon
(4.79%), and actual weighted-average recovery rates at each rating
level.

"We applied various cash flow stress scenarios, using four
different default patterns, in conjunction with different interest
rate stress scenarios for each liability rating category.

"Elavon Financial Services DAC is the bank account provider and
custodian. We expect that the transaction's documented counterparty
replacement and remedy mechanisms will adequately mitigate its
exposure to counterparty risk under our current counterparty
criteria.

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

"At closing, we expect that the transaction's legal structure and
framework will be bankruptcy remote, in line with our legal
criteria.

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class B-R, C-R, D-R, and E-R notes could
withstand stresses commensurate with higher ratings than those
assigned. However, as the CLO is still in its reinvestment phase,
during which the transaction's credit risk profile could
deteriorate, we capped our assigned preliminary ratings on these
refinanced notes.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe our preliminary ratings
are commensurate with the available credit enhancement for the
class A-R loan and class A-R, B-R, C-R, D-R, and E-R notes.

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

The transaction securitizes a portfolio of primarily senior-secured
leveraged loans and bonds, and it is managed by Albacore Capital
LLP.

Environmental, social, and governance

S&P regards the transaction's exposure to environmental, social,
and governance (ESG) credit factors as broadly in line with its
benchmark for the sector. Primarily due to the diversity of the
assets within CLOs, the exposure to environmental credit factors is
viewed as below average, social credit factors are below average,
and governance credit factors are average.

For this transaction, the documents prohibit assets from being
related to certain activities, including, but not limited to, the
following: development, production, maintenance, trade or
stock-piling of weapons of mass destruction, or the production or
trade of illegal drugs, illegal narcotics or recreational
marijuana, the speculative extraction of oil and gas, thermal coal
mining, marijuana-related businesses, production or trade in
controversial weapons, hazardous chemicals, pesticides and wastes,
ozone depleting substances, endangered or protected wildlife of
which the production or trade is banned by applicable global
conventions and agreements, pornographic materials or content,
prostitution-related activities, tobacco or tobacco-related
products, gambling, subprime lending or payday lending activities,
weapons or firearms, and opioids.

Accordingly, since the exclusion of assets from these industries
does not result in material differences between the transaction and
S&P's ESG benchmark for the sector, no specific adjustments have
been made in its rating analysis to account for any ESG-related
risks or opportunities.

  Rating
    
                   PRELIM.    REPLACEMENT     ORIGINAL      CREDIT
         PRELIM.   AMOUNT     NOTES           NOTES    ENHANCEMENT

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

  A-R    AAA (sf)   206.60    3mE + 0.99%    3mE + 1.12%    40.54

  A-R loan  AAA (sf) 60.00    3mE + 0.99%    3mE + 1.12%    40.54

  B-R    AA (sf)     54.00    3mE + 1.90%    3mE + 2.60%    28.49

  C-R    A (sf)      30.40    3mE + 2.40%    3mE + 3.40%    21.71

  D-R    BBB- (sf)   30.50    3mE + 3.10%    3mE + 4.60%    14.91

  E-R    BB- (sf)    21.70    3mE + 6.20%    3mE + 6.90%    10.07

*The preliminary ratings assigned to the class A-R loan and class
A-R and B-R notes address timely interest and ultimate principal
payments, and the preliminary ratings assigned to the class C-R,
D-R, and E-R notes address ultimate interest and principal
payments.
§The payment frequency switches to semiannual and the index
switches to 6mE when a frequency switch event occurs.
3mE--Three-month Euro Interbank Offered Rate.


CAPITAL FOUR IV: S&P Assigns B- (sf) Rating to Class F-R Notes
--------------------------------------------------------------
S&P Global Ratings today assigned credit ratings to Capital Four
CLO IV DAC's class A-R, B-1-R, B-2-R, C-R, D-R, E-R, and F-R reset
notes. At closing, the issuer had subordinated notes outstanding
from the existing transaction.

This transaction is a reset of the already existing transaction
which closed in June 2022. The issuance proceeds of the refinancing
debt will be used to redeem the refinanced debt (the original
transaction's class and class A, B, C, D, E, and F notes, for which
S&P withdrew its ratings at the same time), and pay fees and
expenses incurred in connection with the reset.

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

The portfolio's reinvestment period will end 4.5 years after
closing, while the non-call period will end 1.5 years after
closing.

The ratings reflect S&P's assessment of:

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

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

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

-- The transaction's legal structure, which is bankruptcy remote.

-- The transaction's counterparty risks, which are in line with
our counterparty rating framework.

  Portfolio benchmarks

  S&P Global Ratings' weighted-average rating factor      2,808.67

  Default rate dispersion                                   595.83

  Weighted-average life(years)                                3.84

  Weighted-average life including reinvestment (years)        4.49

  Obligor diversity measure                                 131.52

  Industry diversity measure                                 21.66

  Regional diversity measure                                  1.29


  Transaction key metrics

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

  'CCC' category rated assets (%)                            3.20

  Actual 'AAA' weighted-average recovery (%)                36.39

  Actual floating-rate assets (%)                           90.79

  Actual weighted-average coupon                             3.60

  Actual weighted-average spread (net of floors; %)          3.94


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

"In our cash flow analysis, we used the EUR350 million target par
amount, the covenanted targeted weighted-average spread (3.90 %),
and the covenanted targeted weighted-average coupon (3.75%) as
indicated by the collateral manager. We assumed the actual targeted
weighted-average recovery rates at all rating levels. We applied
various cash flow stress scenarios, using four different default
patterns, in conjunction with different interest rate stress
scenarios for each liability rating category.

"Our credit and cash flow analysis shows that the class B-1-R,
B-2-R, C-R, D-R, E-R and F-R notes benefit from break-even default
rate (BDR) and scenario default rate cushions that we would
typically consider to be in line with higher ratings than those
assigned. However, as the CLO is still in its reinvestment phase,
during which the transaction's credit risk profile could
deteriorate, we have capped our ratings on the notes. The class A-R
notes can withstand stresses commensurate with the assigned
rating.

"Until the end of the reinvestment period on Jan. 15, 2029, the
collateral manager may substitute assets in the portfolio for so
long as our CDO Monitor test is maintained or improved in relation
to the initial ratings on the notes. This test looks at the total
amount of losses that the transaction can sustain as established by
the initial cash flows for each rating, and compares that with the
current portfolio's default potential plus par losses to date. As a
result, until the end of the reinvestment period, the collateral
manager may through trading deteriorate the transaction's current
risk profile, if the initial ratings are maintained.

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

"The transaction's documented counterparty replacement and remedy
mechanisms adequately mitigate its exposure to counterparty risk
under our current counterparty criteria.

"The transaction's legal structure and framework are bankruptcy
remote, in line with our legal criteria.

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

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

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

Environmental, social, and governance

S&P said, "We regard the exposure to environmental, social, and
governance (ESG) credit factors in the transaction as being broadly
in line with our benchmark for the sector. Primarily due to the
diversity of the assets within CLOs, the exposure to environmental
credit factors is viewed as below average, social credit factors
are below average, and governance credit factors are average. For
this transaction, the documents prohibit assets from being related
to the following industries: controversial weapons; nuclear weapon
programs; illegal drugs or narcotics; thermal coal; tobacco
production; pornography; payday lending; prostitution; gambling and
gaming companies; food ("soft") commodities and agricultural or
marine commodities; oil and gas from unconventional sources*;
opioid*; palm oil; tar and oil sands*; and illegal logging.

*When company revenues are above a threshold.

Accordingly, since the exclusion of assets from these industries
and areas does not result in material differences between the
transaction and S&P's ESG benchmark for the sector, no specific
adjustments have been made in its rating analysis to account for
any ESG-related risks or opportunities.

  Ratings list
                       BALANCE    CREDIT
  CLASS    RATING*   (MIL. EUR)  ENHANCEMENT (%)  INTEREST RATE§

  A-R      AAA (sf)    217.00     38.00    Three/six-month EURIBOR

                                           plus 1.33%

  B-1-R    AA (sf)      30.00     26.57    Three/six-month EURIBOR

                                           plus 1.90%

  B-2-R    AA (sf)      10.00     26.57    5.45%

  C-R      A (sf)       19.50     21.00    Three/six-month EURIBOR

                                           plus 2.25%

  D-R      BBB- (sf)    24.50     14.00    Three/six-month EURIBOR

                                           plus 3.40%

  E-R      BB- (sf)     15.70      9.51    Three/six-month EURIBOR

                                           plus 6.38%

  F-R      B- (sf)       9.70      6.74    Three/six-month EURIBOR

                                           plus 8.13%

  Sub.     NR           29.60      N/A     N/A

*The ratings assigned to the class A-R, B-1-R, and B-2-R notes
address timely interest and ultimate principal payments. The
ratings assigned to the class C-R, D-R, E-R, and F-R notes address
ultimate interest and principal payments.
§The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.

EURIBOR--Euro Interbank Offered Rate.
NR--Not rated.
N/A--Not applicable.
Sub.--Subordinated.


HARVEST CLO XXIX: Fitch Assigns B-sf Final Rating to Cl. F-R Notes
------------------------------------------------------------------
Fitch Ratings has assigned Harvest CLO XXIX DAC 's reset notes
final ratings, as detailed below

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

   A XS2498562664       LT PIFsf  Paid In Full   AAAsf
   A-R XS2848256322     LT AAAsf  New Rating     AAA(EXP)sf
   B XS2498563555       LT PIFsf  Paid In Full   AAsf
   B-1-R XS2848256678   LT AAsf   New Rating     AA(EXP)sf
   B-2-R XS2848256835   LT AAsf   New Rating     AA(EXP)sf
   C XS2498562821       LT PIFsf  Paid In Full   Asf
   C-R XS2848257056     LT Asf    New Rating     A(EXP)sf
   D XS2498563043       LT PIFsf  Paid In Full   BBB-sf
   D-R XS2848257213     LT BBB-sf New Rating     BBB-(EXP)sf
   E XS2498564108       LT PIFsf  Paid In Full   BB-sf
   E-R XS2848257486     LT BB-sf  New Rating     BB-(EXP)sf
   F XS2498563126       LT PIFsf  Paid In Full   B-sf
   F-R XS2848257643     LT B-sf   New Rating     B-(EXP)sf

TRANSACTION SUMMARY

Harvest CLO XXIX DAC is a securitisation of mainly senior secured
obligations (at least 96%) with a component of senior unsecured,
mezzanine, second-lien loans, first-lien last-out loans and
high-yield bonds. Note proceeds have been used to redeem the
existing rated notes and to fund a portfolio with a target par of
EUR400 million. The portfolio is actively managed by Investcorp
Credit Management EU Limited DAC. The collateralised loan
obligation (CLO) has a 4.5-year reinvestment period and 7-year
weighted average life (WAL).

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'/'B-. The Fitch weighted
average rating factor (WARF) of the identified portfolio is 25.5.

High Recovery Expectations (Positive): At least 96% of the
portfolio comprises of 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 60.0%.

Diversified Portfolio (Positive): The transaction includes various
concentration limits, including a maximum exposure to the
three-largest Fitch-defined industries in the portfolio at 40%, and
a top 10 obligor concentration limit at 20%. These covenants ensure
that the asset portfolio will not be exposed to excessive
concentration.

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 portfolio with the aim of testing the robustness of the
transaction structure against its covenants and portfolio
guidelines.

The transaction can extend the WAL test by one year at the step-up
date one year from closing if the aggregate collateral balance
(defaulted obligations at the lower of Fitch- and S&P-calculated
collateral value) is at least at the reinvestment target par amount
and if the transaction is passing all its tests.

Cash Flow Modelling (Positive): The WAL used for the Fitch stressed
portfolio and matrices analysis is 12 months less than the WAL
covenant to account for structural and reinvestment conditions
after the reinvestment period, including the over-collateralisation
test and Fitch 'CCC' limit, among other things. In Fitch's opinion,
these conditions would reduce the effective risk horizon of the
portfolio during the stress period.

RATING SENSITIVITIES

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

A 25% increase of the mean default rate (RDR) across all ratings
and a 25% decrease of the recovery rate (RRR) across all ratings of
the identified portfolio would lead to a downgrade of one notch for
the class B-1-R/B-2-R and E-R notes, to below 'B-sf' on the class
F-R notes and have no impact on the class A-R, C-R and D-R 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-1-R/B-2-R, C-R, D-R, E-R
and F-R notes have a two-notch cushion each, while the class A-R
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 on the class A-R to D-R notes, and to below 'B-sf' on
the class E-R and F-R 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, upgrades, based on the
Fitch-stressed portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining WAL test, allowing
the notes 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 Harvest CLO XXIX
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.

JAMESTOWN 2024-1: S&P Assigns Prelim B (sf) Rating to Cl. G Notes
-----------------------------------------------------------------
S&P Global Ratings has assigned preliminary ratings to Jamestown
Residential 2024-1 DAC's class A to G-Dfrd Irish RMBS notes. At
closing, the transaction will also issue unrated class Z-Dfrd,
R-Dfrd, X1, and X2-Dfrd notes.

Jamestown Residential 2024-1 is a static RMBS transaction that
securitizes a EUR702.115 million portfolio of performing and
reperforming owner-occupied and buy-to-let mortgage loans secured
over residential properties in Ireland.

This securitization is a refinancing of Jamestown Residential
2021-1 DAC and Mulcair Securities No.2 DAC, which S&P rated.
Jamestown Residential 2021-1 is a purchased portfolio, which was
previously securitized in Jepson Residential 2019-1 DAC. Bank of
Scotland (Ireland) Ltd., Nua Mortgages Ltd., and Start Mortgages
DAC originated the loans, mostly between 2005 and 2008. The loans
in Mulcair Securities No.2 DAC were originated by the Bank of
Ireland, ICS Building Society, and Bank of Ireland Mortgage Bank.

The preliminary combined portfolio cutoff date is June 30, 2024. Of
the loans in the pool, 93.3% pay floating rates of interest and
46.81% have interest-only repayments. Arrears in the portfolio are
increasing, reflecting higher repayments due to rising interest
rates. Arrears exceeding three months are at 26%. Pepper Finance
Corporation (Ireland) DAC and The Bank of Ireland, the
administrators and legal title holders, are responsible for
day-to-day servicing.

S&P applied its global residential loans criteria to the pool to
derive the WAFF and the weighted-average loss severity (WALS) at
each rating level.

  Table 1

  Portfolio WAFF and WALS

                                             BASE FORECLOSURE
                                                    FREQUENCY  
                                                COMPONENT FOR
                                              AN ARCHETYPICAL
  RATING                            CREDIT     IRISH MORTGAGE
  LEVEL WAFF (%) WALS (%)  COVERAGE (%) LOAN POOL (%)

  AAA        49.23        27.82       13.7       14.00

  AA         42.96        23.46      10.08         9.2

  A          39.66        16.34       6.48         6.9

  BBB        35.97        12.81       4.61         4.5
  
  BB         31.83        10.53       3.35         2.0

  B          30.95         8.59       2.66        1.50

WAFF--Weighted-average foreclosure frequency.
WALS--Weighted-average loss severity.

S&P said, "Our preliminary rating on the class A notes addresses
the timely payment of interest and the ultimate payment of
principal. Our preliminary ratings on the class B-Dfrd to G-Dfrd
notes address the ultimate payment of interest and principal. Our
preliminary ratings also address timely receipt of interest on all
the rated notes other than class A notes when they become the most
senior outstanding notes. The timely payment of interest on the
class A notes is supported by the liquidity reserve fund, which
will be fully funded at closing to its required level of 0.50% of
the class A notes' closing balance. The class A and B-Dfrd to
G-Dfrd notes benefit from a general reserve fund, which will be
fully funded at closing to its required level of 2.00% of the
portfolio balance at closing. Furthermore, the transaction benefits
from the ability to use principal to cover certain senior items.

"We have considered the transaction's resilience in case of
additional stresses, such as increased defaults, to determine our
forward-looking view. We also considered the notes' ability to
withstand delayed recoveries on defaulted assets.

"We expect to assign ratings at closing subject to a satisfactory
review of the transaction documents and legal opinions. There are
no rating constraints in the transaction under our counterparty,
operational risk, or structured finance sovereign risk criteria. We
consider the issuer to be bankruptcy remote."

Jamestown Residential 2024-1 is a static RMBS transaction that
securitizes a portfolio of performing and reperforming
owner-occupied and buy-to-let mortgage loans secured over
residential properties in Ireland.

  Preliminary ratings

  CLASS     PRELIM. RATING*   CLASS SIZE (%)   INTEREST RATE

  A          AAA (sf)          72.00           3mE + a margin

  B-Dfrd     AA (sf)            5.20           3mE + a margin

  C-Dfrd     A (sf)             4.50           3mE + a margin

  D-Dfrd     BBB (sf)           1.75           3mE + a margin

  E-Dfrd     BB (sf)            2.00           3mE + a margin

  F-Dfrd     B+ (sf)            0.45           3mE + a margin

  G-Dfrd     B (sf)             0.30           3mE + a margin

  Z-Dfrd     NR                13.80           Fixed coupon
  
  R-Dfrd     NR                 2.36           Fixed coupon

  X1         NR                 N/A            Class X1 payment

  X2-Dfrd    NR                 N/A            Class X2 payment

*S&P's preliminary ratings address timely receipt of interest and
ultimate repayment of principal on the class A notes and the
ultimate payment of interest and principal on the other rated
notes. Our preliminary ratings also address timely receipt of
interest on all the rated notes other than class A notes when they
become the most senior outstanding notes.
Dfrd--Deferrable.
3mE--Three-month Euro Interbank Offered Rate.
NR--Not rated.
N/A--Not applicable.


JUBILLEE 2019-XXIII: Fitch Puts B-sf Final Rating on Cl. F-R Notes
------------------------------------------------------------------
Fitch Ratings has assigned Jubilee CLO 2019-XXIII DAC reset notes
final ratings as detailed below.

   Entity/Debt              Rating               Prior
   -----------              ------               -----
Jubilee CLO
2019-XXIII DAC

   A XS2075328943       LT PIFsf  Paid In Full   AAAsf
   A-1-R XS2856830174   LT AAAsf  New Rating     AAA(EXP)sf
   A-2 XS2856830331     LT AAAsf  New Rating     AAA(EXP)sf
   B XS2075329677       LT PIFsf  Paid In Full   AAsf
   B-1-R XS2856830505   LT AAsf   New Rating     AA(EXP)sf
   B-2-R XS2856830760   LT AAsf   New Rating     AA(EXP)sf
   C XS2075330097       LT PIFsf  Paid In Full   Asf
   C-R XS2856830927     LT Asf    New Rating     A(EXP)sf
   D XS2075330683       LT PIFsf  Paid In Full   BBB-sf
   D-R XS2856831149     LT BBB-sf New Rating     BBB-(EXP)sf
   E XS2075331228       LT PIFsf  Paid In Full   BB-sf
   E-R XS2856831495     LT BB-sf  New Rating     BB-(EXP)sf
   F XS2075331731       LT PIFsf  Paid In Full   B-sf
   F-R XS2856831651     LT B-sf   New Rating     B-(EXP)sf

TRANSACTION SUMMARY

Jubilee CLO 2019-XXIII DAC is a securitisation of mainly senior
secured obligations (at least 96%) with a component of senior
unsecured, mezzanine, second-lien loans and high-yield bonds. Note
proceeds were used to fund a portfolio with a target par of EUR475
million and to redeem the outstanding notes. The portfolio is
actively managed by Alcentra Ltd. The collateralised loan
obligation (CLO) has a 4.5-year reinvestment period and a
seven-year weighted average life (WAL) test limit.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch places the
average credit quality of obligors in the identified portfolio at
'B'. The Fitch weighted average rating factor (WARF) of the
identified portfolio is 24.2.

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

Diversified Asset Portfolio (Positive): The transaction includes
various concentration limits in the portfolio, including a
fixed-rate obligation limit at 12.5%, a top 10 obligor
concentration limit at 20%, and a 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.

Portfolio Management (Neutral): The transaction has an
approximately 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.

WAL Step-Up Feature (Neutral): The transaction can extend the WAL
by one year, to 7.0 years, on the step-up date, which is one year
after closing at the earliest. The WAL extension is subject to
conditions including satisfying the collateral-quality tests and
the adjusted collateral balance being at least equal to the
reinvestment target par.

Cash Flow Modelling (Neutral): The WAL used for the Fitch-stressed
portfolio was 12 months less than the WAL covenant to account for
structural and reinvestment conditions after the reinvestment
period, including passing the over-collateralisation and Fitch
'CCC' limitation tests, and a WAL covenant that progressively steps
down over time, both before and after the end of the reinvestment
period. In Fitch's opinion, these conditions reduce the effective
risk horizon of the portfolio during the stress period.

RATING SENSITIVITIES

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

A 25% increase of the mean default rate (RDR) across all ratings
and a 25% decrease of the recovery rate (RRR) across all ratings of
the identified portfolio would lead to a downgrade of no more than
one notch for the class A-1-R notes, two notches for the class
A-2-R notes and three notches for the class B-R to D-R notes. The
class E-R notes would be downgraded to below 'B-sf'.

Downgrades, which are based on the identified portfolio, 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 and shorter life of the identified
portfolio than the Fitch-stressed portfolio, the class B-R and C-R
notes display a rating cushion of two notches and the class D-R,
E-R and F-R notes of five notches. The class A-1-R notes and class
A-2-R notes do not display any rating cushion as they are already
at the highest achievable rating.

Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded either due to manager trading or
negative portfolio credit migration, a 25% increase of the mean RDR
across all ratings and a 25% decrease of the RRR across all ratings
of the Fitch-stressed portfolio would lead to downgrades of two
notches for the class A-1-R to C-R and the class E-R notes and one
notch to the class D-R notes.

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

A 25% reduction of the 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 five notches for the rated notes, except
for the 'AAAsf' rated notes.

During the reinvestment period, upgrades, which are based on the
Fitch-stressed portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining WAL test, allowing
the notes to withstand larger-than-expected losses for the
remaining life of the transaction.

After the end of the reinvestment period, upgrades, except for the
'AAAsfsf' notes, 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 Jubilee CLO
2019-XXIII 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.

MAN GLG IV: Moody's Affirms B1 Rating on EUR9.5MM Class F Notes
---------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by Man GLG Euro CLO IV Designated Activity Company:

EUR23,500,000 Class C Deferrable Mezzanine Floating Rate Notes due
2031, Upgraded to Aa1 (sf); previously on Dec 9, 2022 Upgraded to
Aa3 (sf)

EUR20,000,000 Class D Deferrable Mezzanine Floating Rate Notes due
2031, Upgraded to A3 (sf); previously on Dec 9, 2022 Upgraded to
Baa1 (sf)

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

EUR173,000,000 (current outstanding amount EUR105,158,882) Class
A-1 Senior Secured Floating Rate Notes due 2031, Affirmed Aaa (sf);
previously on Dec 9, 2022 Affirmed Aaa (sf)

EUR30,000,000 (current outstanding amount EUR18,235,644) Class A-2
Senior Secured Fixed Rate Notes due 2031, Affirmed Aaa (sf);
previously on Dec 9, 2022 Affirmed Aaa (sf)

EUR29,000,000 Class B-1 Senior Secured Floating Rate Notes due
2031, Affirmed Aaa (sf); previously on Dec 9, 2022 Affirmed Aaa
(sf)

EUR20,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2031,
Affirmed Aaa (sf); previously on Dec 9, 2022 Affirmed Aaa (sf)

EUR19,000,000 Class E Deferrable Junior Floating Rate Notes due
2031, Affirmed Ba2 (sf); previously on Dec 9, 2022 Affirmed Ba2
(sf)

EUR9,500,000 Class F Deferrable Junior Floating Rate Notes due
2031, Affirmed B1 (sf); previously on Dec 9, 2022 Affirmed B1 (sf)

Man GLG Euro CLO IV Designated Activity Company, issued in March
2018, is a collateralised loan obligation (CLO) backed by a
portfolio of mostly high-yield senior secured European loans. The
portfolio is managed by GLG Partners LP. The transaction's
reinvestment period ended in May 2022.

RATINGS RATIONALE

The rating upgrades on the Class C and Class D notes are primarily
a result of deleveraging of the Class A-1 and Class A-2 notes
following amortisation of the underlying portfolio since June
2023.

The Class A-1 and Class A-2 notes have paid down by approximately
EUR79.2 million (39.0% of original balance) in the last 12 months.
As a result of the deleveraging, over-collateralisation (OC) has
increased across the capital structure. According to the trustee
report dated June 2024 [1] the Class A/B, Class C, Class D, Class E
and Class F OC ratios are reported at 147.1%, 129.5%, 117.5%,
108.0%  and 103.8% compared to June 2023 [2] levels of 133.0%,
121.6%, 113.4%, 106.5%  and 103.4%, respectively.

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

Key model inputs:

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

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

Performing par and principal proceeds balance: EUR252.3 million

Defaulted Securities: EUR4.0 million

Diversity Score: 49

Weighted Average Rating Factor (WARF): 2979

Weighted Average Life (WAL): 3.3 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.7%

Weighted Average Coupon (WAC): 4.1%

Weighted Average Recovery Rate (WARR): 43.1%

Par haircut in OC tests and interest diversion test: None.

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

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
May 2024.

Counterparty Exposure:

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

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

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

Additional uncertainty about performance is due to the following:

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

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

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

OCP EURO 2024-10: S&P Assigns Prelim B- (sf) Rating to F Notes
--------------------------------------------------------------
S&P Global Ratings assigned preliminary credit ratings to OCP Euro
CLO 2024-10 DAC's class A to F notes. At closing, the issuer will
also issue unrated subordinated notes.

The preliminary ratings reflect S&P's assessment of:

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

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

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

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

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

  Portfolio benchmarks
                                                         CURRENT

  S&P Global Ratings' weighted-average rating factor    2,801.08

  Default rate dispersion                                 517.19

  Weighted-average life (years)                             4.74

  Obligor diversity measure                               164.62

  Industry diversity measure                               23.23

  Regional diversity measure                                1.33


  Transaction key metrics
                                                         CURRENT

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

  'CCC' category rated assets (%)                           0.00

  Actual 'AAA' weighted-average recovery (%)               37.04

  Actual weighted-average spread (net of floors; %)         4.13

  Actual weighted-average coupon (%)                        3.52


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

Rationale

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

"In our cash flow analysis, we used the EUR500 million target par
amount, the actual weighted-average spread (4.13%), the actual
weighted-average coupon (3.52%), and the actual weighted-average
recovery rates calculated in line with our CLO criteria for all
classes of ratings. We applied various cash flow stress scenarios,
using four different default patterns, in conjunction with
different interest rate stress scenarios for each liability rating
category.

"Until the end of the reinvestment period on April 20, 2029, the
collateral manager may substitute assets in the portfolio for so
long as our CDO Monitor test is maintained or improved in relation
to the initial ratings on the notes. This test looks at the total
amount of losses that the transaction can sustain as established by
the initial cash flows for each rating, and it compares that with
the current portfolio's default potential plus par losses to date.
As a result, until the end of the reinvestment period, the
collateral manager may through trading deteriorate the
transaction's current risk profile, if the initial ratings are
maintained.

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

"We expect the transaction's documented counterparty replacement
and remedy mechanisms to adequately mitigate its exposure to
counterparty risk under our current counterparty criteria.

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

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

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class B to F notes could withstand
stresses commensurate with the same or higher ratings than those we
have assigned. However, as the CLO is still in its reinvestment
phase, during which the transaction's credit risk profile could
deteriorate, we have capped our preliminary ratings assigned to the
notes.

"In addition to our standard analysis, to provide an indication of
how rising pressures among speculative-grade corporates could
affect our ratings on European CLO transactions, we have also
included the sensitivity of the ratings on the class A to E notes
based on four hypothetical scenarios and applied to the actual
portfolio characteristics at closing.

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

Environmental, social, and governance factors

S&P said, "We regard the exposure to environmental, social, and
governance (ESG) credit factors in the transaction as being broadly
in line with our benchmark for the sector. Primarily due to the
diversity of the assets within CLOs, the exposure to environmental
credit factors is viewed as below average, social credit factors
are below average, and governance credit factors are average. For
this transaction, the documents prohibit (and or for some of these
activities there are revenue limits or can't be the primary
business activity) assets from being related to certain activities,
including, but not limited to, the following: coal mining and/or
coal-based power generation, trade of illegal drugs or narcotics,
including recreational cannabis, the sale of tobacco products, the
production or distribution of antipersonnel landmines, cluster
munitions, biological and chemical, radiological and nuclear
weapons, non-sustainable palm oil production.

"Accordingly, since the exclusion of assets from these industries
does not result in material differences between the transaction and
our ESG benchmark for the sector, no specific adjustments have been
made in our rating analysis to account for any ESG-related risks or
opportunities."

  Preliminary ratings

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

  A       AAA (sf)    310.00      3mE +1.32%      38.00

  B       AA (sf)      56.25      3mE +1.90%      26.75

  C       A (sf)       28.75      3mE +2.25%      21.00

  D       BBB- (sf)    35.00      3mE +3.25%      14.00

  E       BB- (sf)     22.50      3mE +5.96%       9.50

  F       B- (sf)      15.00      3mE +8.40%       6.50

  Z       NR           TBC        N/A              N/A

  Subordinated   NR    39.95      N/A              N/A

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

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


PROVIDUS CLO VII: Fitch Assigns B-sf Final Rating to Cl. F-R Notes
------------------------------------------------------------------
Fitch Ratings has assigned Providus CLO VII DAC reset notes final
ratings, as detailed below.

   Entity/Debt              Rating           
   -----------              ------           
Providus CLO VII DAC

   A-R XS2850612537     LT AAAsf  New Rating
   B-R XS2850612701     LT AAsf   New Rating
   C-R XS2850613261     LT Asf    New Rating
   D-R XS2850613428     LT BBB-sf New Rating
   E-R XS2850613774     LT BB-sf  New Rating
   F-R XS2850613931     LT B-sf   New Rating

TRANSACTION SUMMARY

Providus CLO VII DAC is a reset securitisation of mainly senior
secured obligations (at least 90%) with a component of senior
unsecured, mezzanine, second-lien loans, first-lien, last-out loans
and high-yield bonds. The note proceeds were used to redeem the
existing notes (except the subordinated notes) and to fund a
portfolio with a target par amount of EUR400 million, which is
actively managed by Permira European CLO Manager LLP. The
transaction has a 4.5-year reinvestment period and a 7.5-year
weighted average life test (WAL) at closing.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch places the
average credit quality of obligors at 'B'/'B-'. The Fitch weighted
average rating factor (WARF) of the identified portfolio is 25.9.

High Recovery Expectations (Positive): At least 90% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate (WARR) of the identified portfolio is 62.5%.

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

WAL Step-Up Feature (Neutral): The transaction can extend its
weighted average life (WAL) by one year on the step-up date, which
is one year after closing. The WAL extension is subject to
conditions including satisfaction of all 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.

The transaction includes four Fitch matrices, two effective at
closing with fixed-rate asset buckets of 5% and 10% and the other
one year after closing. The fourth can be selected by the manager
at any time from one year after closing as long as the portfolio
balance (including defaulted obligations at their Fitch-calculated
collateral value) is above target par.

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

RATING SENSITIVITIES

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

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

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 five notches, except for
the 'AAAsf' 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, allowing the notes
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 Providus CLO VII
DAC. In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose in the key rating drivers
any ESG factor which has a significant impact on the rating on an
individual basis.



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

ALITALIA - SOCIETA: Boeing Aircraft Put Up for Sale
---------------------------------------------------
In accordance with the extraordinary administration procedure of
Alitalia - Societa Aerea Otaliana S.p.A., the Extraordinary
Commissioners intend to transfer one (1) used Boeing B777-200ER
aircraft, bearing manufacturer's serial number 32858, registration
marks I-DISU, equipped with two GE90-94B engines bearing
manufacturer's serial numbers 900395 and 900396, as better
described in the full version of the invitation to submit purchase
offers published on the website
https://www.amministratizonestraordinariaalitaliasai.com

The Extraordinary Commissioners invite the interested parties to
submit offers for the acquisition of the aircraft according to the
terms, conditions and procedures set out in the full version of the
Invitation.


TEAMSYSTEM SPA: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
--------------------------------------------------------------
Fitch Ratings has affirmed TeamSystem S.p.A's Long-Term Issuer
Default Rating (IDR) at 'B' with a Stable Outlook.

Fitch has assigned TeamSystem's prospective EUR700 million senior
secured notes an expected rating of 'B+(EXP)' with a Recovery
Rating of 'RR3'. The proceeds will be used to repay EUR380 million
of outstanding floating-rate notes, to fund M&A and be retained as
cash on its balance sheet. TeamSystem has also upsized and extended
its revolving credit facility (RCF) to EUR300 million from EUR180
million.

The assignment of the final rating on the instrument issued is
contingent on the completion of the transaction and the receipt of
final documents conforming to information already received.

The notes will increase EBITDA leverage to 6.0x in 2024 from 5.6x
in 2023, albeit to within the thresholds of the company's 'B'
rating. Strong operating performance continues to support the
rating as Fitch-defined EBITDA rose 39% in 2023. Continued EBITDA
growth is likely to allow TeamSystem to deleverage 0.4x-0.5x per
year and build leverage headroom, depending on future M&A and
financial policy.

KEY RATING DRIVERS

Deleveraging Capacity: Fitch's base case projects that TeamSystem's
Fitch-defined EBITDA leverage will fall to around 5.3x in 2025 and
4.9x in 2026, from 5.8x at end-2024, following the refinancing.
Barring further debt issuance, leverage could reduce to just below
the 5.0x positive sensitivity for 'B+' in 2027. However, a proven
change in the company's financial policy and commitment to keep
EBITDA leverage below 5.0x on a sustained basis would support a
higher rating sooner. Its deleveraging path is supported by a high
portion of recurring revenue and contribution from recent M&A to
EBITDA growth in 2024.

Financial Policy to Remain Aggressive: TeamSystem has maintained
high leverage with an LBO capital structure under different private
equity owners. Shareholders have historically utilised the
company's debt capacity in full to boost shareholders'
distributions and to fund M&As and Fitch expects their financial
policy to remain aggressive in the medium term. Increases in
leverage were observed in the company's current refinancing, in its
recapitalisation in 2021, and with its bond issues in 2022 and
2023.

Successful Price Increases: TeamSystem has been successful in
implementing their "more-for-more" strategy where new product
offerings and functionalities are the main drivers of their price
increases. It has discretion over price adjustments on an annual
basis and its subscriptions are renewed every January, providing
good revenue visibility over the year. Fitch expects TeamSystem to
continue to benefit from price increases in 2024, albeit not as
significant as those in 2023 when customers were accustomed to a
high inflation.

The company's leading position, the critical nature of its services
and their modest prices as a share of the customers' overall cost
base, protect it from inflation-related shocks.

High EBITDA Margins: TeamSystem's Fitch-defined EBITDA margins grew
to 38.3% in 2023 from 35.6% in 2022 and while margins will remain
high, Fitch expects them to decrease in 2024 to around 36.2%. The
margin decrease is due to higher sales and marketing expenses and
to the integration of recent M&A targets with lower profitability.
Teamsystem's M&A strategy has some execution risk in integrating
acquired targets. Delays in extracting synergies may temporarily
dilute EBITDA margins.

Strong Free Cash Flow (FCF): TeamSystem enjoyed high pre-dividend
FCF margins above 10% in 2021 and 2022, due to low capex
requirements and favourable working-capital dynamics. FCF margins
fell to 6.6% in 2023 due to one-off higher working capital needs.
Fitch expects FCF margins rise above 10% for 2025-2027.
TeamSystem's FCF generation is a key supporting factor of its
bolt-on acquisition strategy.

Secular Growth Trends Supportive: Positive underlying market trends
have spurred TeamSystem's double-digit organic revenue growth. The
introduction of e-signature and e-invoicing in Italy has driven
strong growth of its customer base as micro-businesses and SMEs
begin to adopt financial and accounting software products. Fitch
expects this to continue in Italy and a similar trend in Spain and
Turkey following approvals of laws on mandatory electronic
invoicing.

New Markets Execution Risks: While entering new geographies, such
as Spain and Turkey, allows TeamSystem to diversify away from
Italy, Fitch sees operational risk due to the high fragmentation of
these markets. Fitch remains cautious in its forecasts on organic
revenue growth in Spain and Turkey due to the presence of
competitive products and, potentially, slower adoption across all
regions.

Increasing Revenue Visibility: TeamSystem's recurring revenue
represented 86% of total revenue in 1Q24, up from around 81% in
2020. Its new business lines, digital finance and HR, have
performed well with yearly revenue growth of around 22.5% and
11.5%, respectively, in 1Q24. Fitch expects overall revenue growth
to remain strong in 2024 on strong new bookings, full-year revenue
and EBITDA contributions from M&A, and a favourable operating
environment supporting digitisation and adoption of e-invoicing in
Italy, Spain and Turkey.

Stable Churn: Churn has remained stable on average at 8%, including
renegotiations, across the company's business lines. Churn is
higher for growing micro-business clients, but much lower in SMEs
and professionals. Weakening profitability at their customers is
unlikely to increase churn significantly, due to TeamSystem's
strong market position and the essential nature of its products and
services.

DERIVATION SUMMARY

Fitch assesses TeamSystem under its Technology Ratings Navigator
framework. TeamSystem's rating reflects its high leverage and its
leading market position in the Italian enterprise resource planning
(ERP) software market. The critical nature of Teamsystem's product
offering to its client's businesses translates into higher revenue
visibility than for some peers with lower product criticality.

TeamSystem's close Fitch-rated peer is Unit4 Group Holding B.V.
(Unit4; B/Stable). TeamSystem's leading market share of around 40%
is higher, but Unit4 has better geographic diversification.
TeamSystem has higher EBITDA margins and is slightly ahead of Unit4
in their share of recurring revenue. Both companies have comparable
leverage profiles as LBOs.

Cedacri S.p.A (B/Negative) and Dedalus SpA (Dedalus; B-/Negative)
are also active with a software-as-a-service (SaaS) model and have
similar profiles to TeamSystem. These companies are exposed to
favourable secular growth trends benefitting from strong
digitisation in Italy and across Europe. Cedacri, however, operates
in the Italian banking and financial institutions industry and is
thus exposed to the risk of consolidation within its customer
base.

Engineering Ingegneria Informatica S.p.a. (Engineering; B/Stable)
has greater revenue scale and lower capex requirements than
TeamSystem. However, Fitch believes that ERP providers' diversified
customer base provides for lower business risk than companies with
a consultancy model like Engineering and AlmavivA S.p.A
(BB/Stable).

KEY ASSUMPTIONS

- Annual revenue growth of 18.5% in 2024, 11.0% in 2025 and 8.8% in
2026

- Fitch-defined EBITDA margin dilution to 36.2% in 2024, from 38.3%
in 2023, before rising to 36.6% in 2025

- Capex, excluding research and development costs, at 3.2% of
revenue in 2024 and 3% in 2025-2027

- Research and development costs of EUR33 million-EUR40 million per
year to 2027, fully deducted from EBITDA

- M&A expenditure of EUR300 million in 2024, followed by EUR150
million to 2027

- Yearly cash interest on payment-in-kind instruments of EUR30
million-EUR35 million, which are treated as shareholder
distributions

RECOVERY ANALYSIS

Fitch believes TeamSystem would be considered a going-concern (GC)
in bankruptcy and would be reorganised rather than liquidated. This
is due to its technological and legislative knowledge and a wide
customer base for TeamSystem's product suite of licenses and
subscriptions packages.

Fitch assesses the company's post-restructuring GC EBITDA at EUR235
million on a pro-forma basis, up from EUR165 million in its
previous rating action. The increase reflects the company's
increased scope of companies following recent M&A activity, its
pre-funded M&A following the refinancing and its updated capital
structure. The post-restructuring GC EBITDA takes into account
slower growth prospects, impaired pricing power and higher
competitive intensity that would lead to a restructuring. Fitch has
assumed a 10% charge for administrative claims.

Fitch uses an enterprise value (EV)/EBITDA multiple of 6.0x, in
line with the average of its distressed multiples for business
services and technology companies in the 'B' category. This is
based on strong industry dynamics for TeamSystem in the Italian ERP
sector, high barriers to entry and a strong market share with
prospects for sustained cash flow generation.

Fitch assumes TeamSystem's EUR300 million RCF to be fully drawn on
default. The RCF ranks super senior and ahead of its senior secured
notes. The senior secured notes would increase, following the
company's refinancing, to a total of EUR1,850 million. Its EUR300
million holdco notes are recognised as equity and excluded from its
debt quantum calculation. Its analysis indicates a recovery of
'RR3'/52% for the senior secured notes, implying a single-notch
uplift from the IDR and limited headroom for additional
indebtedness.

RATING SENSITIVITIES

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

- EBITDA leverage below 5.0x on a sustained basis with a proven
change in financial policy

- EBITDA interest coverage sustained above 3.0x

- FCF margin consistently above 10%

- Continued growth of cloud-related revenue to over half of total
sales

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

- EBITDA leverage above 6.5x on a sustained basis as a result of
smaller EBITDA margins or material debt-funded acquisitions

- EBITDA interest coverage below 2.0x

- FCF margin consistently below 5%

- Evidence of a lack of consolidation of the company's position in
the SME, micro business and cloud markets or dilution of
profitability from the Spanish and Turkish markets

- Decline in EBITDA margin to below 30% on a sustained basis due to
excessive dilution from M&A, as well as loss of internal efficiency
and pricing power

LIQUIDITY AND DEBT STRUCTURE

Healthy Liquidity: TeamSystem's liquidity is satisfactory with
EUR62 million cash and cash equivalents as of 31 March 2024, which
will increase following the refinancing. Fitch forecasts cash of at
least EUR90 million at end-2024, after M&A. TeamSytem's liquidity
is also supported by its positive FCF generation and undrawn
remaining EUR165 million RCF at end-1Q24, which will be upsized to
EUR300 million following the refinancing.

ISSUER PROFILE

TeamSystem is an Italian-based provider of financial and accounting
ERP software.

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
   -----------             ------                 --------   -----
TeamSystem S.p.A.    LT IDR B      Affirmed                  B

   senior secured    LT     B+     Affirmed          RR3     B+

   super senior      LT     B+     Affirmed          RR3     B+

   senior secured    LT     B+(EXP)Expected Rating   RR3



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

DUTCH MORTGAGE 2024-1: S&P Assigns Prelim 'CCC' Rating to F Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its preliminary credit ratings to Dutch
Mortgage Finance 2024-1 B.V.'s (DMF 2024-1) class A, B-Dfrd,
C-Dfrd, D-Dfrd, E-Dfrd, F-Dfrd, and X-Dfrd notes. At closing, the
issuer will also issue unrated S1 and S2 notes and class R notes.

DMF 2024-1 is an RMBS transaction that securitizes a final
portfolio of EUR1,522.2 million Dutch mortgage loans secured on
properties in the Netherlands. The majority of the loans are
buy-to-let.

This is the eleventh Dutch Property Finance/Dutch Mortgage Finance
transaction that S&P has rated.

Most of the loans in the pool were originated since 2021 (58.43%).
DMF 2024-1 involves the sale of a portfolio of Dutch mortgage loans
originated or acquired by RNHB B.V, along with loans from several
other portfolios.

3.9% of the loans in DMF 2024-1 consist of the "Trident" portfolio.
These loans were acquired from Syntrus Achmea Real Estate & Finance
B.V. and have similar characteristics to those originated by RNHB.
4.34% are from the "Purple" portfolio and 11.9% from the "Yellow"
portfolio, and both were acquired from FGH Bank N.V. In addition,
9.1% of the loans are from the "Espoo" portfolio. RNHB recently
acquired the Espoo portfolio from ABN AMRO Bank N.V. 0.2% of the
loans are from the "Dome" portfolio.

Finally, approximately 7.8% of the pool comprises assets from Dutch
Property Finance 2017-1, 7.7% from Dutch Property Finance 2018-1,
and 7.0% from Dutch Property Finance 2019-1.

The collateral comprises multiple borrowers grouped into risk
groups, sharing an obligation to service the entire debt. In the
final pool, 58.3% of the portfolio (49.7% based on S&P's
methodology) by current balance comprises commercial (43.9%) and
mixed-use (15.4%) properties.

Credit enhancement for the rated notes will consist of
subordination and the reserve fund.

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

  Preliminary ratings

  CLASS    PRELIM. RATING   CLASS SIZE (%)

  A           AAA (sf)         84.50

  B-Dfrd      AA (sf)           5.00

  C-Dfrd      A+ (sf)           3.50

  D-Dfrd      BBB (sf)          3.35

  E-Dfrd      BB (sf)           2.15

  F-Dfrd      CCC (sf)          1.50

  X-Dfrd      BB+ (sf)          2.50

  R           NR                N/A

  S1          NR                N/A

  S2          NR                N/A

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


ENSTALL GROUP: S&P Downgrades LT ICR 'B-', Outlook Stable
---------------------------------------------------------
S&P Global Ratings lowered to 'B-' from 'B' its long-term issuer
credit rating on Enstall Group B.V., as well as its issue rating on
its $375 million term loan B (TLB) and EUR143 million equivalent
revolving credit facility (RCF), for which the recovery rating
remains '3' (50% estimated recovery in a default).

The stable outlook reflects S&P's expectation that demand for solar
panels will recover from the current levels and that margins will
improve from late 2024, helped by improving volumes and cost-saving
initiatives, as well as that Enstall will maintain sufficient
liquidity coverage for the next 12 months.

S&P said, "The downgrade reflects Enstall's weak operating
performance since the second half of 2023, which we project will
continue until late 2024. Lower demand for solar panels and excess
inventory at distributor/customers have been negatively affecting
Enstall's operating performance since the second half of 2023, and
we expect that adverse market conditions will remain until late
2024. Specifically, Enstall reported lower sales growth in 2023
than we expected, at about 16% versus 30%-35% in our previous base
case, mostly due to declining volumes from the second half of the
year. We attribute the pressure on revenue primarily to excess
inventory, leading to prolonged destocking at the
distributor/customer level and continuing soft demand for solar
panels, which is persisting longer than we had anticipated. Lower
electricity prices in 2023, combined with high inflation, led to
excess inventories at the distributor/customer level, which reduced
demand for Enstall's products. Weak operating performance has
continued in 2024, with sales down 56% at the end of the first
quarter compared with the same period in 2023, and down 31%
compared with the fourth quarter of 2023. While we anticipate that
market conditions in the solar industry will start to recover from
late 2024, we believe that the macroeconomic environment will
remain challenging, with uncertain regulation exposing Enstall's
end markets to further volatility. According to our current base
case, we project revenue will decline by about 25%-30% in 2024,
before reverting to about 15%-25% growth in 2025, mostly thanks to
demand rebounding in the residential end markets in both Europe and
U.S."

S&P said, "We believe that Enstall's concentration on rooftop solar
panels exposes its results to higher volatility compared with
peers. We view Enstall as having lower geographic diversification
than peers, with about 60% of sales generated in the U.S. and 40%
in Europe, with the Netherlands and Belgium accounting for the
majority of European sales. Moreover, Enstall's product offering
remains limited to mounting systems for rooftop solar panels, which
is only a very small portion of the entire solar energy value
chain, mostly in the residential end market (about 75% of 2023
sales). We believe that such concentration contributes to Enstall
being significantly more exposed to results volatility and more
vulnerable to market downturns compared with other European and
global building materials companies, as demonstrated by recent
underperformance related to the market downturn.

"Lower operating leverage is pressuring profitability, and we
project the S&P Global Ratings-adjusted EBITDA margin will decline
to 21.0%-22.0% in 2024 from 25.7% starting in 2025. Enstall showed
a high degree of results volatility during the first quarter of
2024, and while the gross margin remained rather resilient at about
37.9%, absolute EBITDA showed a sharp decline of 83%, standing at
about EUR12.1 million compared with EUR72.2 million for the same
period in 2023. We note that the company is implementing some
cost-saving initiatives that, combined with gradual volumes and
sales recovery in the latter part of the year, should lead to
adjusted EBITDA standing at about EUR110 million-EUR120 million.
This would result in a projected EBITDA margin of about 21%-22% in
2024, down from 25.7% in 2023. We anticipate some margin recovery
in 2025, mostly thanks to better operating leverage, leading to an
EBITDA margin of about 23.5%-24.5%. We note that our forecast is
subject to some volatility considering that the timing and speed of
the recovery path remains uncertain.

"We expect adjusted leverage to remain high over the next few years
while FOCF will remain limited. Declining sales and lower absolute
EBITDA led to our projection that S&P Global Ratings-adjusted
leverage will peek at 7.5x-8.0x in 2024 compared with 4.6x in 2023.
While we expect some market recovery from late 2024, leading to
higher sales and absolute EBITDA, we project that leverage will
remain above 6.0x in 2025. Although we expect declining revenue in
2024 to weigh on operating cash flow, we expect this to be
partially offset by lower capital spending (capex) and positive
cash inflow from working capital. This leads to our projection that
FOCF cash flow will be neutral or at best EUR5 million in 2024,
resulting in FOCF to debt of about 0.0%-0.5%. We believe that FOCF
generation will continue to be limited in 2025, with FOCF to debt
below 1%, mostly due to higher working capital needs to support
recovering sales and volumes.

"We expect Enstall to have sufficient liquidity to cover its needs
over the next 12 months, but availability under the existing RCF
will likely be constrained by covenants. Subdued operating
performance in the first quarter of 2024 led to a weaker liquidity
buffer for Enstall and the company has mostly exhausted its
covenant headroom under the existing RCF. Specifically, the company
has a springing covenant tested when drawings on the RCF exceed
35%, which stipulates a maximum total leverage ratio of 5.5x, with
no step down. Leverage as of March 31, 2024, stood at 5.4x, and we
project that it will remain above the springing covenant test in
the coming months. This limits the possible draw-down under the RCF
to only EUR25 million, considering that Enstall already drew EUR25
million during the first quarter of 2024. We note that, even
considering lower availability under the RCF, Enstall has enough
sources of cash to cover its needs over the next 12 months. Enstall
would, however, need to finance its inventory and working capital
to support higher volumes if sales recover in line with our
base-case in 2025, which could put further pressure on liquidity
unless the company receives cash support from shareholders.
Overall, we view such liquidity management as aggressive and
therefore we have revised our assessment to less than adequate from
adequate.

"The stable outlook reflects our expectation that demand for solar
panels will recover from the current levels and that margins will
improve from late 2024, helped by improving volumes and cost-saving
initiatives. It also incorporates our expectation that the adjusted
leverage will improve to 6.0x-6.5x in 2025, from very high levels
in 2024, and that the company will generate limited but positive
FOCF in 2024 and 2025."

While the long-term business prospects remain positive, given the
supporting trends for energy transition, volatility can be high,
and S&P will closely monitor the situation over the next several
quarters. If the recovery projections were to significantly deviate
downward from our current base-case scenario for 2024-2025, the
rating could be under further pressure.

Downside scenario

S&P said, "We could lower our rating on Enstall over the next 12
months if volumes or margins showed little or no signs of improving
from current levels. This could lead to materially lower EBITDA
compared with our base case. Rating pressure could also come from
weakening liquidity."

Upside scenario

S&P could raise its rating on Enstall if its adjusted debt to
EBITDA sustainably improved to below 6x and the company generated
significantly positive FOCF.




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

AKFA ALUMINIUM: S&P Assigns 'B+/B' ICRs, Outlook Stable
-------------------------------------------------------
S&P Global Ratings assigned our 'B+/B' long- and short-term issuer
credit ratings to Uzbekistan-based aluminum and pvc profiles
manufacturer Akfa Aluminium LLC (Akfa).

The outlook is stable, indicating that Akfa will translate growth
of the domestic market into solid revenue and EBITDA generation,
yielding stable profitability and positive free cash flow.

S&P's ratings on Akfa capture its view of the group's leading
market positions in Uzbekistan and the growth prospects of the
domestic building materials market. With a 62% market share in
aluminum and 55% market share in PVC profiles (by revenue), Akfa
is, by far, a domestic market leader, while the second-largest
players in both aluminum and PVC have two-to-three times smaller
businesses. Engagement in both aluminum and PVC products--which are
targeted at different price segments--together with window and door
systems accessories among other related products, supports revenues
stability. Furthermore, Akfa's business prospects are supported by
rapid growth of new residential construction in Uzbekistan,
creating high demand for building materials that S&P expects to
continue in the coming years. This, in turn, is driven by rapidly
growing population (about 700,000 per year), the local government's
urban modernization initiatives, and various government incentives
to ensure affordable new housing.

The company's small size and limited diversity in the global
context, as well as lack of vertical integration and exposure to
raw material costs volatility, constrain its business risk
assessment. Despite being a market leader in Uzbekistan, Akfa is
smaller and has a more limited scope than other aluminum and PVC
profile producers it rates. Akfa achieved $71 million S&P Global
Ratings-adjusted EBITDA at end-2023, versus $140 million at
Germany-based Profine and $160 million at Belgium-based Corialis.
Akfa's product diversity is also limited, given all the products
are intended for the window manufacturing industry. Unlike its
international peers, who are well diversified geographically, in
2023 Akfa generated about 88% of its revenue in Uzbekistan and 9%
in neighboring Central Asian countries, meaning that it is exposed
mainly to developing and high-risk markets, in S&P's view. Akfa's
strategy entails increase of export sales outside the region--in
the European Economic Area and North America--but S&P thinks it
will be complicated by logistics costs and stiff competition from
both local and larger international players. As such, Uzbekistan
will likely remain the company's primary market. Akfa's profits are
exposed to volatility of input costs (aluminum and PVC) and
transmission of any cost fluctuations with a lag of several months
(in line with peers). Vertical integration is limited, given lack
of own distribution network; Akfa mainly buys raw materials and
sells its products either to distributors or to window
manufacturers.

Akfa has demonstrated relatively strong profitability and cash
generation thanks to operational efficiencies, balancing its
exposure to raw material cost volatility and limited vertical
integration. Akfa's production base, including eight facilities in
Uzbekistan, is well-invested on the back of approximately UZS1,100
billion ($95 million) deployed capital expenditure (capex) over the
past three years. Capacity utilization is currently low (30%-50%
across the plants on average); this level is inefficient but leaves
room for further production expansion with limited capex needs.
With selling and general administrative expenses at just 6% of
revenue, Akfa has a lower cost base than peers' that upholds its
above-average profitability. This is largely driven by its Uzbek
domicile (low average salaries and domestic logistics costs), which
should protect its domestic competitive position. S&P said, "We
think that the company will continue to raise prices to offset any
cost increases amid strong domestic market demand, leading us to
anticipate adjusted EBITDA margins of 20%-21% in the next two
years. We also think that Uzbekistan and, to a lesser extent,
neighboring countries, will continue to bring 92%-95% of revenue
and the bulk of EBITDA in the next two years, while export to
Europe and North America will continue to deliver low margins given
the complicated logistics."

Akfa's use of free operating cash flow (FOCF) and degree of
leverage and cash flow volatility are the main drivers of the
group's credit metrics. S&P said, "In our base case we assume
adjusted leverage to increase in 2024, with adjusted funds from
operations (FFO) to debt at 40% (83% in 2023) and adjusted debt to
EBITDA at 2.2x (1.1x in 2023), propelled by a guarantee provided to
a related party company. In 2025, we assume our adjusted leverage
metrics to improve, largely due to EBITDA growth, so that adjusted
FFO to debt increases to 50% and adjusted debt to EBITDA reduces to
1.8x. FOCF is expected to remain strong, with FOCF to debt at 33%
in 2024 and 45% in 2025, due to limited capex needs. We forecast
that FOCF will comprise UZS850 billion-UZS1,100 billion in
2024-2025, but there is little clarity on how it will be
distributed between debt reduction and dividends. Also, our
assessment of the company's financial risk profile recognizes our
expectation of volatility in the credit metrics, driven by working
capital swings and FX risk exposure." The latter arises because
Akfa's credit lines are fully denominated in U.S. dollars, while
revenue are generated predominantly in Uzbek som. The company does
not hedge this exposure, and its ability to fully adjust prices to
compensate for potential foreign currency swings is yet to be
tested.

Akfa's evolving governance could be an important driver for
leverage. Despite the high capex, until this year, the company's
adjusted leverage was relatively low, with FFO to debt above 80%.
S&P said, "This year we expect S&P Global Ratings-adjusted leverage
to nearly double, because Akfa's adjusted debt will include up to
$100 million guarantee provided to a seven-year loan to finance a
gold mining project in Tashkent region, issued by Akfa's sister
company, recently founded by its shareholders. We understand that
the shareholders also made a direct equity injection to the project
and the guaranteed amount may reduce when the loan is instead
collateralized by acquired mining equipment. While the transaction
already hurt Akfa's credit metrics--FFO to debt dropped to 40%--it
also highlighted weaknesses in the group's evolving governance.
Management does not envisage any other related-party transactions
at this time, but we cannot rule them out. This makes governance a
main component of the group's future leverage. The company does not
have a formal financial policy, and its commitments to current
leverage levels have yet to be tested."

Exposure to short-term financing is currently mitigated by low debt
and solid FOCF. S&P said, "The company's liquidity profile is
constrained by untested relationships with banks, a lack of
committed long-term credit facilities, and our view that Akfa has a
limited ability to absorb low-probability, high-impact events, with
limited need for refinancing. Also, Akfa's substantial intra-year
working capital requirements amid the need to purchase supplies
well in advance. In May 2024, Akfa secured a $130 million (UZS1650
billion) credit line, comprising several non-revolving tranches
totaling $100 million and a $30 million revolving credit facility
(RCF), from Kazakhstan-based Halyk Bank to fully repay its existing
local bank debt (UZS824 billion at end-2023) with the remainder to
fund seasonal working capital needs and capex. This somewhat
lengthened the weighted-average debt maturity to above three years,
but still, most of the debt, fully including the $30 million RCF,
is short term. Given solid FOCF, this does not materially constrain
our view of Akfa's credit quality as long as the group keeps debt
low. That said, higher debt could pressure liquidity."

S&P said, "The stable outlook reflects our view that, over the next
12 months, Akfa's solid revenue growth and S&P Global
Ratings-adjusted EBITDA margins, amid favorable domestic market
conditions, will support adjusted debt to EBITDA slightly above 2x
and FFO to debt at about 45%. We assume that FOCF will mitigate the
company's exposure to short-term bank financing, supporting
maintenance of liquidity sources to uses ratio of at least 1.0x.
Moreover, the stable outlook reflects our expectation that Akfa's
related-party transactions will remain limited to the existing
guarantee to a sister company."

S&P could lower the rating if Akfa:

-- Pursues large related-party transactions, increasing the
current or future liabilities.

-- Sees a material deterioration in its liquidity, for instance,
due to excessive use of short-term debt instruments.

-- Faces a significant deterioration in credit metrics, due to
weakened operating performance, with S&P Global Ratings-adjusted
debt to EBITDA remaining well above 2.0x and FFO to debt below 45%
on a sustained basis.

An upgrade is unlikely in the next 12 months, in S&P's view. A
positive rating action would hinge on growth sustained in line with
the company's forecasts, while maintaining conservative leverage
and demonstrating improvement in governance practices.

S&P said, "Governance factors are a negative consideration in our
credit analysis of Akfa. This is the case for many corporates we
rate in Uzbekistan, where we see elevated governance risks. We note
developing corporate practices and lower transparency and
disclosure than emerging market peers'. Environmental and social
factors have an overall neutral influence on our credit rating
analysis. As an aluminum and PVC systems manufacturer, we see less
environmental risk compared with heavy building materials and
cement companies. Aluminum-based products are generally viewed as
environmentally friendly, while polyvinyl chloride-based products
are deemed to be more energy-efficient, which is relevant in a
domestic context."


ELDIK BANK: Fitch Assigns 'B-' LongTerm IDRs, Outlook Stable
------------------------------------------------------------
Fitch Ratings has assigned Kyrgyzstan-based Open joint-stock
company Eldik Bank (Eldik) Long-Term Issuer Default Ratings (IDRs)
of 'B-' with Stable Outlooks. Fitch has also assigned Eldik a
Viability Rating (VR) of 'b-' and a Government Support Rating (GSR)
of 'b-'.

KEY RATING DRIVERS

Eldik's 'B-' Long-Term IDRs are driven by its 'b-' VR and
underpinned by potential support from the government of Kyrgyzstan.
The bank's VR reflects its strong domestic franchise, as well as
robust balance-sheet structure and financial metrics. These factors
are counterbalanced by high dollarisation and the bank's exposure
to the structurally weak Kyrgyz economy.

Weak Operating Environment: The 'b-' operating environment score
captures Kyrgyzstan's weak business climate, with volatile economic
growth through the cycle. High dependence on external trade with
Russia exposes local entities to the risk of secondary sanctions,
while certain governance deficiencies and regulatory gaps add to
the structural weaknesses.

Strong Franchise; Corporate Focus: Eldik is the third-largest bank
in Kyrgyzstan, making up 11% of sector assets and 12% of sector
deposits at end-2023. It has systemically important bank status,
while its state ownership stipulates close relations with the
national government and benefits its deposit-gathering ability. The
bank focuses on corporate and SME customers (end-2023: 73% of gross
loans), but is also developing the retail segment (27%).

Rapid Loan Growth; High Dollarisation: Eldik's loan growth was
aggressive in 2022-2023, with a CAGR of 30% outpacing the sector
average of 20%. The asset structure was solid, with net loans
making up just 42% of total assets at end-2023. Dollarisation of
liabilities is high (end-2023: 41% of total), pressuring the
foreign-currency on-balance sheet position, although it was
slightly negative at end-2023 (2% of equity). The lack of hedging
opportunities in Kyrgyzstan puts the bank's capitalisation at risk
in case of significant local-currency depreciation.

Stable Loan Quality Expected: Eldik's impaired loans (Stage 3 loans
under IFRS 9) reduced to 6.3% of gross loans at end-2023 (end-2022:
10.7%), underpinned by their work-out, while the total reserve
coverage ratio improved to 76% (end-2022: 71%). Stage 2 loans added
another 1% of gross loans at end-2023. Fitch expects the bank's
impaired loans ratio to remain stable in 2024, but aggressive loan
expansion in previous years may result in higher loan impairment
charges, due to portfolio seasoning.

Robust Profitability: Eldik's operating profitability has benefited
from the inflow of interest-free corporate accounts since 2022. The
bank's operating profit/risk-weighted assets ratio gradually rose
to 6.4% in 2023 (2021: 2.4%), supported by wider net interest
margin and large gains from FX operations. Fitch believes the
bank's core profitability ratio is likely to normalise at about 5%
in 2024, due to lower margins and potential loan impairment
charges.

Solid Capital Buffer: Eldik's Fitch Core Capital (FCC) ratio rose
to 28% at end-2023 (end-2022: 24%), underpinned by strong internal
capital generation and state capital injection (19% of FCC at
end-2023). Eldik receives regular capital contributions from the
government to support its subsidised lending in agriculture (UZS4.9
billion in 2021-2023). Fitch expects the FCC ratio to reduce to
about 26% by end-2025, due to moderate loan growth and dividend
payments.

Deposit Growth, Ample Liquidity: The bank's deposit base has more
than doubled since 2021 and remains the key funding source for the
bank (end-2023: 86% of total liabilities). Single-name deposit
concentration is high, with an outsized contribution from
government-related entities, but Fitch views these depositors as
stable and core. Eldik's liquidity buffer is solid, as reflected by
the 62% gross loans/customer deposits ratio at end-2023.

Government Support: Fitch believes the national government has high
propensity to support the bank due to Eldik's state ownership and
systemically important status, support record, and an acceptable
cost of potential support for the sovereign.

RATING SENSITIVITIES

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

A downgrade of Eldik's Long-Term IDRs would require a downgrade of
the VR and GSR. A downgrade of the GSR would be triggered by a
weakening of the sovereign's ability or propensity to support the
bank. Fitch views the latter as unlikely.

The VR could be downgraded if asset quality deterioration
translates into loss-making performance and the FCC ratio falls
below 10%, unless compensated by new common equity injections from
the state. Liquidity shortages, resulting from material deposit
outflows, could also be credit negative, if not supported by the
state.

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

An upgrade of Eldik's Long-Term IDRs could come from an upgrade of
the bank's VR or GSR. An upgrade of the GSR would be triggered by
some improvement in the sovereign ability to support the bank.

A VR upgrade would result from continuous improvements in the
Kyrgyz operating environment with the bank maintaining a stable
business model and financial profile.

VR ADJUSTMENTS

The capitalisation and leverage score of 'b-' is below the 'bb'
category implied score, due to the following adjustment reason:
'risk profile and business model' (negative).

DATE OF RELEVANT COMMITTEE

21 June 2024

ESG CONSIDERATIONS

Eldik has an ESG Relevance Score of '4' for Financial Transparency,
reflecting the quality of the bank's IFRS accounts. This has a
negative impact on the credit profile, and is relevant to the
rating[s] 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           
   -----------                         ------           
Open joint-stock
company Eldik Bank   LT IDR             B- New Rating
                     ST IDR             B  New Rating
                     LC LT IDR          B- New Rating
                     LC ST IDR          B  New Rating
                     Viability          b- New Rating
                     Government Support b- New Rating



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

SABADELL CONSUMER 1: Fitch Affirms 'BB+sf' Rating on Class D Notes
------------------------------------------------------------------
Fitch Ratings has affirmed Sabadell Consumer Finance Autos 1, FT
with Stable Outlooks as detailed below.

   Entity/Debt                Rating           Prior
   -----------                ------           -----
Sabadell Consumer
Finance Autos 1, FT

Class A ES0305723001   LT AAsf   Affirmed   AAsf
Class B ES0305723019   LT Asf    Affirmed   Asf
Class C ES0305723027   LT BBB+sf Affirmed   BBB+sf
Class D ES0305723035   LT BB+sf  Affirmed   BB+sf

TRANSACTION SUMMARY

The ABS transaction is backed by a static portfolio of fully
amortising auto loans originated by Sabadell Consumer Finance
S.A.U. (SCF) in Spain.

KEY RATING DRIVERS

Asset Assumptions Unchanged: Fitch has maintained all its asset
assumptions, based on the broadly stable asset pool characteristics
since the transaction's closing in September 2023 and its unchanged
performance expectations. Its performance expectations are in line
with a base-case lifetime default of 4.0% for the portfolio and
base-case lifetime recovery rates of 55% for new vehicles and 50%
for used vehicles, with gross cumulative defaults (GCD) on the
portfolio at 0.3% as of May 2024.

Stable Credit Enhancement (CE): The affirmations reflect Fitch's
view that the notes are sufficiently protected by credit
enhancement (CE) to absorb the projected losses commensurate with
their ratings. Fitch expects CE ratios to remain broadly stable
based on the pro-rata amortisation of the class A to E notes unless
a switch to sequential amortisation trigger is activated. Fitch
believes a switch to sequential amortisation is unlikely in the
short-to-medium term, due to the gap between portfolio performance
expectations and defined triggers.

Interest-Rate Risk Mitigated: The transaction benefits from an
interest rate swap agreement that adequately hedges the
interest-rate mismatch arising from the assets paying a fixed
interest rate and the class A to E notes paying floating rate.

Immaterial Payment Interruption Risk (PIR): PIR in a servicer
disruption is immaterial up to 'AA+sf', in line with Fitch's
updated Global Structured Finance Rating Criteria as interest
deferability is permitted under transaction documents for all rated
notes and does not constitute an event of default. The previously
applied criteria variation is no longer applicable, in accordance
with Fitch's Global Structured Finance Criteria.

RATING SENSITIVITIES

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

- Long-term asset performance deterioration such as increased
delinquencies or reduced portfolio yield

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

- Better-than-expected asset performance, driven by lower
delinquencies and higher recoveries.

- Increasing CE ratios, as the transaction deleverages to fully
compensate for the credit losses and cash flow stresses
commensurate with higher ratings, which may lead to upgrades

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

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

DATA ADEQUACY

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

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

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

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

ESG CONSIDERATIONS

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



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

LIMAK CIMENTO: Fitch Assigns 'B+(EXP)' LongTerm IDR, Outlook Stable
-------------------------------------------------------------------
Fitch Ratings has assigned Limak Cimento Sanayi ve Ticaret Anonim
Sirketi (Limak Cement) first-time expected Long-Term
Foreign-Currency (LTFC) and Long-Term Local-Currency (LTLC) Issuer
Default Ratings (IDR) of 'B+(EXP)'. The Outlook on both ratings is
Stable.

Fitch has also assigned an expected senior unsecured rating of
'B+(EXP)' to Limak Cement's proposed USD575 million notes due 2029,
in line with its LTFC IDR. The Recovery Rating on the senior
unsecured debt is 'RR4'. The assignment of final ratings is subject
to the completion of refinancing of all prior-ranking debt at
operating companies (opcos) and final documentation conforming to
information reviewed by Fitch.

The ratings are constrained by its smaller scale and weaker
geographical diversification than peers, foreign exchange (FX)
risks and negative free cash flow (FCF) due to capex. The group has
moderate profitability fluctuations through the cycle and Fitch
views its ability to pass on costs to customers as modest.

The LTLC IDR is underpinned by the group's strong market position
in cement production in Turkiye notably in the south east, a long
record of good operating performance at its established network of
cement factories and ready-mix concrete plants as well as a
diversified customer base.

The Stable Outlook reflects its expectation that post-refinancing,
Limak Cement will maintain leverage within its rating sensitivities
and that FCF will turn positive in 2025 despite some dividend
payments.

KEY RATING DRIVERS

Scale and Geography Constraints: Limak Cement's business profile is
sustainable, but weaker than some of Fitch-rated EMEA peers', with
8.9 million ton of cement and 8 million ton of clinker produced in
2023. Concentration of revenues in Turkiye limits its operating
environment assessment. Limak Cement is less geographically
diversified than larger peers and has a weaker market position
globally. The Turkish market faces substantial risks including
hyperinflation. Future cash flow and working-capital management
will rely on the group's continued ability to pass on rising costs
in a timely manner.

Restricted Group Structure: Limak Cement is ultimately wholly owned
by Limak Holding A.S.. Under the expected bond documentation, Limak
Cement's debt financing is separate from its parent, with no
cross-guarantees or cross-default provisions and with restricted
payment definitions limiting future related-party transactions.

Under the bond indentures Limak Cement's ability to rapidly
increase leverage is constrained by a fixed charge coverage
covenant, which also limits dividends paid to the parent. Fitch
thus views Limak Cement's legal ring-fencing as 'insulated' under
Fitch's Parent and Subsidiary Rating Linkage (PSL) Criteria. This,
in combination with 'porous' access and control, enables Limak
Cement to be rated on a standalone basis.

Profitability Higher than Peers: Limak Cement's EBITDA margin is
high versus its peers', at 30% in 2023, supported by healthy orders
from the Turkish construction industry, where it is among the top
five suppliers by capacity. Its costs are 71% in Turkish lira,
which typically provide a greater margin buffer than at
international peers. Domestic sales grew 16% year-on-year to reach
TRY19.8 billion or 95% of total consolidated revenues of TRY20.7
billion, while export sales were 5% in 2023. Fitch expects EBITDA
margins to remain strong, albeit slightly lower towards 28% on
average in 2024-2027, as cement price increases continue to
outstrip cost rises.

Refinancing Increases FX Risks: Fitch forecasts EBITDA gross
leverage of below 3x in 2024-2027, in line with 2023's 2.8x, which
is within its rating sensitivities. Fitch expects initially weak
interest cover of 1.5x- 2x, but this is likely to improve as EBITDA
grows. Fitch expects Cement Limak's capital structure to be almost
fully denominated in US dollars, increasing its exposure to FX risk
in interest and principal payments, and will continually test its
ability to pass on foreign currency-denominated costs to
customers.

The proposed bond is expected to have minimal impact on leverage
since the group intends to repay all existing debt. The new capital
structure will include around a USD60 million subordinated loan to
to Limak Holding A.S. Following the transaction, assets under lien
valued at about TRY20 billion will be released as part of the
refinancing. The new capital structure, however, will be heavily
reliant on a single fixed income instrument, which reduces funding
diversification and may increase refinancing risk.

Capex Raises Execution Risk: The group is committed to deploying an
aggregate of TRY15.5 billion (USD209 million) of capex for
2024-2028. Nearly 50% of the plan is focused on energy
decarbonisation as Limak Cement seeks to transition to net zero by
2050 with CO2 emission reduction by nearly 34% by 2030. In 2023, it
spent TRY950 million on capex and is on course to deploy TRY2.7
billion capex for 2024 and TRY4.3 billion in 2025. Despite the
capex plan providing improved cost visibility, Fitch does not
expect production capacity growth or margin improvement, due to
limited cost savings.

DERIVATION SUMMARY

Limak Cement's scale is commensurate with that of 'B' peers such as
United Cement Group Plc (UCG, B+/Stable) but significantly smaller
than that of Fitch-rated heavy building materials peers including
Holcim Ltd (BBB/Positive), CRH plc (BBB+/Stable) and CEMEX S.A.B.
de C.V. (Cemex, BBB-/Stable), which have stronger market positions
and wider production networks.

Limak Cement's product concentration on cement is similar to that
of Cemex, Titan Cement International S.A. (TCI, BB+/Stable). TCI
derives its revenue from Greece, Turkiye, Egypt and several south
eastern European countries while the majority of Limak Cement's
revenues are generated domestically. This is offset by Limak
Cement's ability to leverage its logistical network to increase
exports to European cities.

Limak Cement's financial profile is broadly in line with Cemex's
but weaker than that of UCG, CRH and Holcim. It has weaker
financial flexibility due to tight liquidity with no access to
committed credit facilities, but this is offset by a record of
financial discipline. Limak Cement's expected EBITDA margin of 28%
is higher than TCI's and CRH's operating profitability, and in line
with UCG's margin of 28% on average. Fitch expects Limak Cement's
FCF margin to improve in 2025 to over 5%, which is stronger than
the majority of peers' and reflects its capex intensity.

KEY ASSUMPTIONS

- Revenue to grow in line with GDP, and adjusted by Fitch's
assumptions for inflation under its Global Economic Outlook for
June 2024

- EBITDA margin of 28% to 2027

- Large capex at 11%-13% of revenue for 2024-2026 before falling to
well below 10%

- Full repayment of existing senior secured and a release of all
encumbrances on the group's assets

- Dividend payments to commence in 2024 at around TRY170 million,
rising to close to TRY1 billion by 2027

- No M&As to 2027

RECOVERY ANALYSIS

- The recovery analysis assumes that Limak Cement would be deemed a
going concern (GC) in bankruptcy and that it would be reorganised
rather than liquidated

- Its GC value available for creditor claims is estimated at about
TRY20.7 billion, assuming GC EBITDA of TRY5.1 billion

- GC EBITDA assumes a failure to broadly pass on raw material cost
inflation to customers. The assumption also reflects corrective
measures taken in reorganisation to offset the adverse conditions
that trigger its default

- A 10% administrative claim

- An enterprise value (EV) multiple of 4.5x EBITDA is applied to GC
EBITDA to calculate a post-reorganisation EV. The multiple is based
on Limak Cement's strong market position in Turkiye and good
customer diversification. At the same time, the EV multiple
reflects the group's concentrated geographical diversification,
volatile FCF generation and a low cement price environment

- Fitch estimates the total amount of senior debt claims at TRY20.7
billion, based on the assumed issue of the USD575 million five-year
bond

- These assumptions result in a recovery rate for the senior
unsecured instrument within the 'RR3' range, but Turkiye's Country
Ceiling constrains this to 'RR4', corresponding to a LTFC IDR at
'B+'. The principal and interest waterfall analysis output
percentage on current metrics and assumptions is also capped at
50%

RATING SENSITIVITIES

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

- Upside to LTFC IDR is constrained by Turkiye's Country Ceiling

- EBITDA gross leverage below 2.5x on a sustained basis, supported
by a consistent financial policy

- Sustainable FCF margins of at least 5%

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

- EBITDA gross leverage above 3.5x on sustained basis

- Neutral FCF generation

- The LTFC IDR would be downgraded on a downgrade of the Turkiye
sovereign rating and a downward revision of its Country Ceiling

LIQUIDITY AND DEBT STRUCTURE

Refinancing to Improve Liquidity: Fitch estimates Limak Cement had
about TRY1.5 billion readily available cash in 1Q24. Fitch adjusts
cash by TRY900 million for intra-year working-capital volatility,
which is about 3.5% of revenue. The group has access to uncommitted
short-term funding from local and international banks. However,
given the short-term nature of these facilities, they are excluded
from its liquidity calculations. The group will have no significant
scheduled debt repayments until 2028, post the expected bond issue.
Fitch expects the upcoming bond to represent the majority of Limak
Cement's debt in 2024.

ISSUER PROFILE

Limak Cement is one of the largest cement manufacturers in Turkiye
and has a presence in Ivory Coast, and Mozambique, while exporting
to 15 countries across four continents.

DATE OF RELEVANT COMMITTEE

01 July 2024

ESG CONSIDERATIONS

Limak Cement has an ESG Relevance Score of '4' for Financial
Transparency due to a lack of interim IFRS reporting, which has a
negative impact on the credit profile, and is relevant to the
rating 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

   -----------                   ------                   --------

LIMAK CIMENTO SANAYI
VE TICARET ANONIM
SIRKETI                 LT IDR    B+(EXP) Expected Rating
                        LC LT IDR B+(EXP) Expected Rating

   senior unsecured     LT        B+(EXP) Expected Rating   RR4

RONESANS HOLDING: S&P Assigns 'B+' Long-Term ICR, Outlook Stable
----------------------------------------------------------------
S&P Global Ratings assigned its 'B+' long-term issuer credit rating
to Turkiye-Based Ronesans Holding A.S.

The stable outlook reflects S&P's view that although Ronesans'
adjusted debt to EBITDA will improve to about 4.0x in 2024, by
2026, it will have risen to above 5.0x, as the group initiates its
investment cycle. It expects to use both debt and cash to fund
upcoming major projects, such as the Nakkas highway and the
greenfield polypropylene plant in Ceyhan, Turkiye.

Following the demerger of its Russian real estate business in June
2023, Ronesans' credit metrics strengthened as its debt levels
plummeted. Its S&P Global Ratings-adjusted debt levels more than
halved, to about Turkish lira (TRY) 55 billion, from TRY125 billion
the year before. S&P said, "Our debt calculation includes an
adjustment for financial guarantees. We attribute the fall in debt
to both the demerger of the debt-heavy Russian real estate business
and the company's lower amount of financial guarantees. Ronesans
also demonstrated resilience when its adjusted EBITDA dropped to
TRY11.5 billion in 2023 from TRY13.0 billion in 2022." The
reduction stemmed in part from its reduced scope--it had
deconsolidated the energy business following the sale of a 50%
stake to TotalEnergies in October 2023--as well as the costs
associated with the ramp up of major construction projects in
Turkiye.

S&P said, "We anticipate Ronesans' credit metrics will improve
further in 2024, so that adjusted debt to EBITDA drops to about
4.0x; it will then increase in 2025-2026 as the new investment
cycle begins. We forecast that EBITDA will increase to about TRY18
billion in 2024, and to TRY22 billion-TRY23 billion in 2025-2026,
supported by the commencement of major projects in Turkiye, such as
the Nakkas Highway, the Mersin-Adana-Gaziantep (MAG) railway, and
the Ceyhan polypropylene facility in Adana. As of Dec. 31, 2023,
Ronesans' order backlog had increased by 24% year-on-year, to about
EUR7.7 billion and covered about 65% of our projected 2024-2026
revenue.

"Underlying margins are expected to remain broadly stable. We
attribute this to Ronesans' major projects in its home market,
where EBITDA margins for construction are typically stronger than
the European average for the segment. Earnings in the real estate
business have proved stable. However, overall margins will be hit
by the group's deconsolidation of its high-margin energy business.
Our EBITDA calculation includes dividends received from equity
investments but excludes items we consider to be non-operational in
nature (such as interest income, the share of profits from equity
accounted investments, and noncash gains from divestments). We do
not deduct cash from debt in our calculation because we assess
Ronesans' business risk as weak. We also adjust debt for items like
lease liabilities, net pension obligations, and financial
guarantees.

"Conversely, we expect adjusted free operating cash flow (FOCF) to
decline significantly to negative TRY18 billion in 2024 from about
negative TRY8 billion in 2023. The metric will be hit by the
increase in growth investments, as we adjust FOCF to include all
growth capex. About 65% of Ronesans' planned investments will be
debt funded. Our forecast indicates that FOCF to debt is likely to
remain below 5% throughout 2024-2026, even after netting for the
debt-funded portion of new investments. That said, the company has
a track record of monetizing assets and supporting its liquidity
through the sale of minority stakes in subsidiaries under its
investments segment, most recently through the initial public
offering (IPO) of Ronesans Gayrimenkul Yatirim A.S."

Ronesans' leading market positions in the construction, real
estate, and health care concessions support the rating. In its
construction business, Ronesans benefits from robust market
positioning in Turkiye and a good market share in the Netherlands.
It is one of the largest European construction companies by
revenue. Similarly, Ronesans is the largest retail real estate
owner in Turkiye, with a total of 13 assets (mainly large shopping
centers) worth EUR2.6 billion as of year-end 2023. Ronesans'
portfolio is scattered across the country, but it has a presence in
the largest cities. Its asset locations in large catchment areas
strengthen its positioning and drive both footfall and retailer
sales.

The company has a strong reputation and a good track record of
contract execution for the public sector. Ronesans' ability to win
and successfully execute large projects--including in defense,
infrastructure, and health care--on time and within budget allows
it to participate in large government tenders. Although the Turkish
construction market is relatively fragmented, the company's track
record and expertise gives it a competitive advantage, in S&P's
view.

The final factor supporting the rating is the quality of the
company's real estate portfolio and its diversified tenant base,
which comprises a mix of international and national brands.
Ronesans' top 10 tenants represent about 25% of its rental income.
Its real estate assets benefit from a first-mover advantage,
established by Ronesans' construction arm, which developed the
portfolio and secured land plots that are located within city
centers and linked to public transport. Those factors are now a
source of competitive advantage, in S&P's view; any new supply
would be built further from city centers.

S&P said, "We regard Ronesans' project concentration in its
construction business, narrow geographic diversity, and modest
scale as the main constraints on its credit profile. The company's
construction segment generated revenue of about TRY73 billion in
2023. We project that construction-related sales will increase to
about TRY140 billion in 2024, including the impact of currency
devaluation. Some of the company's revenue is generated in or
linked to hard currencies, which allows it to benefit from the
devaluation of the Turkish lira." Although Ronesans'
construction-related sales are increasing, they are still modest
compared with those of higher-rated peers, such as Strabag,
Hochtief, or Webuild. These companies are several times larger than
Ronesans and operate in multiple countries. Ronesans' project
concentration is higher than that of its industry peers--its top
five projects represent over 50% of its order book.

Asset concentration is also evident in Ronesans' real estate
business. The top three assets represent over 40% of the total net
operating income and a relatively high proportion of its turnover
base rent. The high geographic and asset exposures, combined with
the potential variability in rental payments, reduces the quality
and predictability of the company's earnings and weighs on its
credit profile.

S&P said, "The stable outlook indicates that we expect Ronesans'
adjusted debt to EBITDA to improve to about 4.0x in 2024, and then
gradually increase to above 5.0x by 2026. The group has started a
new investment cycle and will use cash and debt to fund its major
projects. These include the Nakkas highway and the greenfield
polypropylene plant in in Ceyhan, Turkiye. FOCF is also likely to
remain negative during 2024-2026. However, we forecast that the
company's earnings will increase as it benefits from synergies
between its development activities in petrochemicals, concessions,
and renewable energy, and its construction business line."

Downside scenario

S&P said, "We could lower our rating on Ronesans if we took a
similar action on Turkiye and our analysis indicated that the
company could not be rated above the sovereign as it was unlikely
to survive a sovereign default.

"We could also lower our rating on Ronesans if any of the group's
projects saw significant delays or if margins were eroded, such
that debt to EBITDA was forecast to increase above 6.0x without
near-term recovery prospects. Materially negative FOCF, beyond our
current forecast, and liquidity pressure would also weigh on the
rating."

Upside scenario

Given the group's upcoming investments, S&P sees an upgrade as
unlikely in the near term. However, it could raise the rating on
Ronesans if:

-- Its adjusted debt-to-EBITDA ratio approached 4.0x--or
better--on a sustainable basis;

-- FOCF to debt improved sustainably to above 5%; and

-- The company passed our stress test analysis associated with a
sovereign default.

Governance factors are a moderately negative consideration because
of the entrepreneurial ownership. Mr. Erman Ilicak ultimately owns
the group. Decision-making can therefore be centralized, with most
of the board consisting of connected directors.

S&P said, "Environmental factors are an overall neutral
consideration in our credit rating analysis of Ronesans. A
significant portion of its backlog is in transportation
infrastructure--such as the MAGRailway and the Nakkas highway in
Turkiye--and building construction, which we see as neutral in
terms of environmental risk." Overall, the group is focusing on
renewable energy procurement (including through its joint venture
with TotalEnergies), energy and water consumption, waste
management, and supply-chain management to achieve a 55% reduction
in scope 1 and scope 2 carbon dioxide emissions by 2030. It aims to
reach carbon neutrality by 2040.




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

DTEK RENEWABLES: S&P Cuts ICR to 'SD' on Distressed Debt Exchange
-----------------------------------------------------------------
S&P Global Ratings lowered its long-term foreign and local currency
issuer credit ratings on Ukrainian renewables developers DTEK
Renewables (DTEK) to 'SD' (selective default) from 'CCC-'. S&P also
lowered its issue rating on the senior unsecured notes to 'D'
(default) from 'CCC-'.

S&P will evaluate DTEK's profile in the coming weeks, once it has
more clarity on the company's creditworthiness following the
implementation of the exchange offer.

S&P said, "We lowered our ratings on DTEK following a transaction
we consider to be a distressed debt exchange. On July 12, 2024,
DTEK announced it received consent of holders of the outstanding
EUR325 million greens bonds due in November 2024 (EUR280 million
currently outstanding) to amend the terms of the trust deed related
to the green bonds. We view the exchange as distressed since the
investor will receive less value than promised when the original
debt was issued." This is because the proposed amendments to the
Trust Deed incorporates, among others:

-- The extension of the maturity of the notes by three years to
Nov. 12, 2027; and

-- The introduction of an option for the issuer to elect to pay
interest in the form of cash or payment-in-kind ("PIK") on not more
than two occasions under certain conditions.

In addition, S&P assumes that if the consent proposals did not get
the required approval, there would have been a realistic
possibility of a conventional default considering the group's
current liquidity position and inability to access new financing
and near-term green bonds maturity.

S&P said, "We intend to review our ratings on DTEK and its debt in
the coming weeks. This transaction optimizes the group's capital
structure by delaying the repayment of its EUR280 million
outstanding green notes, thereby limiting the risk of what we
consider an otherwise highly likely default. We will evaluate the
company's profile very shortly once we have more information from
the DTEK regarding the decision on the consent."


FERREXPO PLC: Fitch Affirms 'CCC+' LongTerm IDR
-----------------------------------------------
Fitch Ratings has affirmed Ferrexpo plc's Long-Term Issuer Default
Rating (IDR) at 'CCC+'.

The rating reflects Ferrexpo's sufficient funding for at least over
the next one year, aided by cash flow generation from limited but
stable export sales and a lack of financial debt. It also reflects
heightened operating risk for the company following Ukraine's
military invasion by Russia. The rating also incorporates risks
stemming from Ferrexpo's exposure to various legal claims that
could have a negative impact on the credit profile of the company.

KEY RATING DRIVERS

Uncertainty from Legal Claims: Ferrexpo is facing a number of legal
processes that Fitch believes could affect its operational and
financial performance. Among these is a UAH4,727 million claim
against its Ferrexpo Poltava Mining subsidiary related to contested
sureties given by a now defunct bank. The group earlier this year
withdrew a proposed interim dividend and made a USD125 million
provision for the legal claim, which is under consideration in the
Ukrainian Supreme Court. The timeline and court outcome of the
claims remain uncertain.

Sales Volumes Recovering: The reopening of some Black Sea shipping
lanes from Ukrainian ports since late 2023 has allowed Ferrexpo to
raise iron ore pellet production volumes (both direct reduced iron
(DRI) and standard grade) in recent months. It reported a 76%
year-on-year rise in total pellet production in 1H24, and is now
utilising two to three of its four pellet lines (up from one to two
last year). Fitch forecasts production volumes of 5.5mt in 2024, up
44% from a year ago, which assumes a drop in volumes in 2H24 due to
an expected weakening of pellet demand in the coming months.

Earnings Bottoming Out: Ferrexpo's 2023 Fitch-adjusted EBITDA of
around USD92 million is likely to be the trough, provided no more
material disruptions to operations from the war. Fitch forecasts
EBITDA of over USD150 million in 2024, driven by an expected
increase in production volumes, before it gradually moderates to
2027, in line with Fitch's lower commodity price assumptions.

2024 Free Cash Flow Turns Negative: Fitch estimates slightly
negative free cash flow (FCF) in 2024, as expected higher
working-capital outflows offset the impact of improved utilisation
and continued low capex. Ferrexpo's longer-term FCF forecasts are
less certain at this stage, due to the unclear duration and
severity of the war with Russia.

Energy Shortages Return: Ferrexpo has resumed importing energy from
European neighbours at a higher cost, following an intensification
in Russian attacks on Ukrainian energy infrastructure since March
2024. Fitch assumes a material increase in electricity input prices
this year, which in combination with a recovery in volumes, will
put some pressure on absolute operating costs.

DERIVATION SUMMARY

The 'CCC+' and below ratings for most corporate issuers in Ukraine
reflect heightened operational and financial risks.

Ferrexpo's 'CCC+' rating reflects high operational risks in Ukraine
but benefits from export proceeds and lack of financial debt, which
makes it more resilient than other Fitch-rated Ukrainian corporates
such as Metinvest B.V. (CCC) and Interpipe Holdings plc (CCC-).

KEY ASSUMPTIONS

- Average realised pellet price of USD137/tonne in 2024

- Pellet production of 5.5mt in 2024

- Capex of USD100 million in 2024

- No dividends

RATING SENSITIVITIES

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

- De-escalation of Russia's military operations in Ukraine
facilitating a further re-opening of logistical routes and reducing
operating risks

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

- Significant operational disruptions, liquidity constraints as a
result of the war and/or ongoing legal proceedings

LIQUIDITY AND DEBT STRUCTURE

Sufficient Liquidity: At end- 2023, Ferrexpo had available cash and
cash equivalents of USD115 million. It has minimal debt linked to
leases, which allows it to maintain a net cash position. Operations
are managed on a day-to-day basis with operating cash flow and
existing cash balances.

The group maintains its offshore cash position primarily in US
dollars, while, in Ukraine, cash is held primarily in hryvnia.
Ferrexpo targets to maintain around 80% of cash offshore (primarily
in US dollars), with the remainder in Ukraine to support daily
operations and general requirements.

ESG CONSIDERATIONS

Ferrexpo plc has an ESG Relevance Score of '4' for Group Structure
and Governance Structure due to related party transactions 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           Prior
   -----------           ------           -----
Ferrexpo plc       LT IDR CCC+ Affirmed   CCC+
                   ST IDR C    Affirmed   C

METINVEST BV: Fitch Affirms 'CCC' Long-Term IDRs
------------------------------------------------
Fitch Ratings has affirmed Metinvest B.V.'s Long-Term Foreign and
Local Currency Issuer Default Ratings (IDR) and senior unsecured
rating at 'CCC'. The Recovery Rating is 'RR4'.

The rating reflects heightened operating risk since Russia's
invasion of Ukraine, including the occupation and damage of some of
its assets, as well as ongoing logistical and power constraints.
The rating also reflects the group's cash flow generation from an
international asset base, which along with offshore cash position
should support its ability to service its financial obligations in
2024 and 2025. Fitch estimates that around 20% of the company's
2024 EBITDA will be generated by international assets.

Fitch has revised Metinvest's National Long-Term rating to
'AA-(ukr)' from 'BBB(ukr)'. The Outlook is Stable. The revision is
in line with the recalibration of the Ukrainian national rating
scale.

KEY RATING DRIVERS

Logistical Constraints Easing: Since August 2023 exporters in
Ukraine have regained the ability to ship goods through the ports
of Pivdennyi, Odesa and Chornomorsk, which had been previously
restricted by the outbreak of the war in early 2022. This has
supported the resumption of Metinvest's seaborne exports, resulting
in total iron ore concentrate production increasing over 110% in
Q124 and utilisation of the iron ore business reaching over 60%.
Until a full reopening of Black Sea shipping routes Metinvest
remains reliant on rail exports through western Ukraine to sell its
products globally.

Earnings Stabilising: Metinvest's Fitch-adjusted EBITDA fell 32%
annually to below USD1 billion in 2023, reflecting the first full
financial year following the loss or suspension of its operations
in Mariupol and Avdiivka, and a moderation in commodity prices.
Assuming no further loss or damage to operations due to the war,
Fitch expects less volatility in earnings over the next four
years.

Fitch forecasts EBITDA to gradually moderate to around USD800
million in 2024 and USD750 million in 2025, as its lower price
assumptions for iron ore, metallurgical coal and steel products
offset a gradual rise in sales volumes.

Disruption Risk Remains High: While Metinvest has successfully
readjusted its operational capabilities and logistical routes since
the outbreak of war, the risk of disruption remains high. Advances
made by Russian forces in Donetsk in recent months mean the front
line is now less than 50km away from Metinvest's key Pokrovske coal
mine and its Zaporizhstal joint-venture steel plant.

Additionally, an intensification of Russian attacks on Ukrainian
energy infrastructure in recent months has led to significant
domestic power shortages, forcing Metinvest to resume the imports
of electricity from outside Ukraine at a higher cost.

Positive FCF Expected: Fitch estimates that Metinvest should be
able to generate significantly positive free cash flow (FCF) in
2024, supported by an expected increase in sales volumes from
mining operations after the partial resumption of Black Sea exports
and by low overall capex offsetting an increase in working-capital
outflows.

Liquidity Management in Focus: Metinvest continues to proactively
manage its liquidity, utilising spare cash to make early
repurchases of outstanding bonds when possible. Fitch believes
recent National Bank of Ukraine resolutions liberalising some
currency restrictions should allow Metinvest to begin distributing
dividends from operations in Ukraine to cover coupon payments,
although this has yet to be tested. Given ongoing restrictions,
Metinvest continues to rely on cash generation at its non-Ukrainian
assets (European re-rollers and US coking coal operations) to
service its debt principal repayments for now.

DERIVATION SUMMARY

The 'CCC' rating reflects Metinvest's heightened operational and
financial risks. Its mining peer Ferrexpo plc is rated higher at
'CCC+' due to the absence of financial debt. Metinvest's business
profile benefits from producing assets outside Ukraine, supporting
its rating above Interpipe Holdings plc (CCC-), which has assets
fully concentrated in Ukraine.

KEY ASSUMPTIONS

- Commodities price assumptions in line with Fitch's price deck for
2024-2027

- Production volumes in Ukraine increasing to around 60% of pre-war
levels in 2024, with a moderate recovery in 2025-2026

- Annual capex averaging around USD300 million in 2024-2027

- No dividends to 2027

RECOVERY ANALYSIS

The recovery analysis assumes that Metinvest would be considered a
going-concern (GC) in bankruptcy and that it would be reorganised
rather than liquidated.

Metinvest's GC EBITDA of USD600 million reflects war-related
disruption to exports and local operations.

Fitch uses an enterprise value/EBITDA multiple of 3.0x to calculate
a post-reorganisation valuation, reflecting the presence of key
manufacturing assets in a territory with military conflict.

Taking into account Fitch's "Country-Specific Treatment of Recovery
Ratings Criteria" and after deducting 10% for administrative
claims, Fitch's analysis results in a waterfall-generated recovery
computation (WGRC) in the 'RR4' band, indicating a 'CCC' instrument
rating for Metinvest's senior unsecured notes. The WGRC output
percentage on current metrics and assumptions is 50%.

RATING SENSITIVITIES

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

- De-escalation of Russia's military operations in Ukraine allowing
a further re-opening of logistical routes and reducing operating
risks

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

- Increased signs of a probable default, for instance from
liquidity stress, inability to service debt or failing operations
and depleted cash flow

- Intensification of the conflict with Russia leading to damage to
key production assets

LIQUIDITY AND DEBT STRUCTURE

Sufficient Near-Term Liquidity: Metinvest's cash balance of USD467
million at end-2023 and projected positive FCF of over USD150
million for 2024 (both Fitch-adjusted) will bolster its onshore and
offshore reserves and should be sufficient to cover financial
obligations over the next 12 months.

Metinvest partially redeemed around EUR112 million of its 2025
bonds and USD56 million of its 2026 bonds earlier this year. Its
next significant maturity is EUR183 million of outstanding 2025
bonds due in June next year.

ESG CONSIDERATIONS

Metinvest has an ESG Relevance Score of '4' for Group Structure due
to historically sizeable related-party transactions, which has a
negative impact on the credit profile, and is relevant to the
rating 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
   -----------             ------            --------   -----
Metinvest B.V.  LT IDR    CCC   Affirmed                CCC
                ST IDR    C     Affirmed                C
                LC LT IDR CCC   Affirmed                CCC
                LC ST IDR C     Affirmed                C
                Natl LT AA-(ukr)Revision Rating         BBB(ukr)
                Natl ST F1+(ukr)Revision Rating         F3(ukr)

   senior
   unsecured    LT        CCC   Affirmed        RR4     CCC



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

AUXEY MIDCO: Fitch Affirms 'B' LT IDR, Alters Outlook to Stable
---------------------------------------------------------------
Fitch Ratings has revised Auxey Midco Limited's (Alexander Mann
Solutions, AMS) Outlook to Stable from Positive, while affirming
its Long-Term Issuer Default Rating (IDR) at 'B'. Fitch has also
affirmed the senior secured instrument ratings on the sterling and
US dollar term loans issued by Auxey Bidco Limited and Alexander
Mann Solutions Corporation, respectively, at 'B+' with Recovery
Ratings of 'RR3'.

The Outlook revision to Stable reflects a decrease in demand for
staffing services, resulting in reduced hiring volumes and
fewer-than-anticipated new wins, thus leading to a material
deterioration in EBITDA gross leverage expectations for 2024 and
2025. The decline in business activity has also affected AMS's
ability to generate sufficient revenue and free cash flow (FCF) to
support deleveraging. Fitch does not expect Fitch-adjusted EBITDA
leverage to fall below 4.0x over the next two to three years while
EBITDA interest coverage remains below 2.0x over this period.

AMS' 'B' rating reflects its small size, limited customer
diversification and exposure to macroeconomic pressures. This is
balanced by supportive industry growth drivers, the company's
healthy market position in the niches it operates in, strong
organic growth potential in the expansionary phase of the cycle,
and an asset-light business model that supports FCF generation -
excluding working-capital seasonality.

KEY RATING DRIVERS

NFI Decline: In 2023, AMS's net fee income (NFI) fell 7.7% across
key sectors, particularly financial services and pharmaceuticals,
in its major markets, the US and UK. This was driven by lower
attrition and a slower pace of hiring. While year-on-year
comparisons in 2H24 will be flattered by a soft 2H23 the extent of
NFI recovery remains uncertain and Fitch expects any improvement to
be muted. AMS was slower to enter the downturn than peers, like
Randstad, and may experience a similar delayed recovery.

Exposure to Cyclicality: As a business process outsourcer, AMS is
more entrenched in its client operations than recruitment peers who
are more dependent on hiring volumes with lower switching costs.
AMS's contracts typically include minimum fee protection, which
reduce exposure to market volatility. While labour markets have
been buoyed by persistent labour shortages in many sectors,
companies remain more cautious in hiring to preserve cost
efficiencies.

2023 EBITDA Margin Compression: Staff costs constitute roughly 75%
of the company's operating expenses. While AMS has adapted its
workforce to manage costs and withheld bonus payments,
Fitch-calculated EBITDA margin fell to 14.6% in 2023 from 17.6% in
2022. However, its margins continue to compare favourably with
average industry margins of 3%-6% for staffing companies. Fitch
expects EBITDA margins to shrink further to around 13% in 2024,
before they improve from 2025, albeit subject to NFI trend and the
pace of cost resurgence.

2024 Macroeconomic Challenges: Fitch's Global Economic Outlook
(GEO) sees signs that labour markets will continue to cool in 2H24.
Fitch anticipates that AMS's markets will face challenging
conditions in this period, with hiring volumes remaining subdued.
Fitch expects 2024 to be a low point, followed by gradual
stabilisation. Its base case assumes a recovery in 2025. As AMS
works with a large number of multinationals and public institutions
Fitch expects the majority of these clients would gradually return
to normalised hiring volumes in 2025 and 2026.

Volatile Leverage: EBITDA leverage is volatile due to AMS's small
scale and its susceptibility to economic cycles. Based on its
conservative assumptions, Fitch expects Fitch-defined EBITDA
leverage to peak at 6.4x in 2024 before it falls to 5.0x-6.0x over
the following two years. Fitch believes that, on a
through-the-cycle basis, Fitch-defined EBITDA leverage will remain
within these thresholds that are commensurate with a 'B' IDR.

Limited Customer Diversification: Fitch estimates that a
significant concentration of NFI is among AMS's largest 15
customers, albeit spread across financial services,
pharmaceuticals, defence, engineering, and public sectors. This
concentration leaves AMS more vulnerable to individual contract
losses, and a material reduction in scope in its largest contracts
could constrain EBITDA growth.

Financial Flexibility: Fitch expects FCF to be negative in 2024
because of working-capital outflows combined with lower EBITDA and
high interest costs. However, Fitch assumes more
neutral-to-positive cash flows from 2025. Fitch expects EBITDA
interest coverage to remain weak for the 'B' rating. Fitch sees
near-term refinancing risk as manageable since AMS was able to
amend and extend its credit agreement in 2023. Its term loan
maturities are in 2027, when Fitch expects market conditions will
have improved.

DERIVATION SUMMARY

AMS does not have direct Fitch-rated speculative-grade peers.
Instead Fitch compares AMS with peers within the broader business
services market portfolio (rated by Fitch) such as Assemblin
Caverion Group AB (Assemblin) (B/Stable), Polygon Group AB
(B/Negative) and Expleo Group (B-/Stable).

While AMS is similar in scale to Polygon and Expleo with EBITDA of
less than GBP100 million, AMS generates higher margins because of
its specialised services in the niche it operates in.

Polygon operates in the damage restoration business and works with
framework agreements and without committed volumes, and has high
customer retention similar to AMS. However, demand for Polygon's
services is resilient through the cycle. AMS's credit profile is
also constrained by a less diversified customer base similar to
Polygon's because of high concentration across its top 15 clients.

AMS also shares similar leverage profiles with these peers, though
its Fitch-adjusted leverage is more volatile as it is more exposed
to cyclical pressures. Consequently, AMS's leverage thresholds are
set tighter than Polygon's and Expleo's.

KEY ASSUMPTIONS

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

- NFI decline in 2024 of high single digits followed by high
single-digit growth in 2025, driven by contract scope expansion as
well as new contract wins

- Fitch-defined EBITDA margin to decline to 13% in 2024, before
recovering to 2023 levels in 2025

- Working-capital inflows/outflows of GBP10 million-GBP20 million
per year

- Capex at 2.5% of NFI per year to 2027

- No M&A or dividend payments for 2024-2027

RECOVERY ANALYSIS

- The recovery analysis assumes that AMS would be considered a
going concern in bankruptcy and that it would be reorganised rather
than liquidated

- A 10% administrative claim

- Its going-concern EBITDA estimate of GBP55 million reflects
Fitch's view of a sustainable, post-reorganisation EBITDA

- An enterprise value multiple of 5.0x is used to calculate a
post-reorganisation valuation and reflects a distressed multiple

- AMS's revolving credit facility (RCF) of GBP40 million, which
ranks equally with its term loan B (TLB), is assumed to be fully
drawn in default. Fitch does not include its GBP60 million invoice
discounting facility in recoveries as Fitch assumes it will be
available through bankruptcy. On that basis, its analysis suggests
a recovery percentage for the senior secured debt in the 'RR3'
band, consistent with an instrument rating of 'B+'. The
waterfall-generated recovery computation based on current metrics
and assumptions is 60%.

RATING SENSITIVITIES

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

- Larger scale with EBITDA trending above GBP100 million combined
with sustainably higher FCF

- A more diversified customer base and services offering that
strengthens the operating profile

- EBITDA leverage below 4.0x throughout the cycle

- EBITDA interest cover sustained above 2.5x through the cycle

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

- EBITDA leverage above 6.0x throughout the cycle

- EBITDA interest cover below 2.0x through the cycle

- Consistently negative or volatile FCF generation along with
permanent withdrawals under the RCF

- Evidence of increasing operational pressures including fewer
contract renewals and pricing pressures

LIQUIDITY AND DEBT STRUCTURE

Satisfactory Liquidity: Liquidity is supported by a cash balance of
GBP63 million at end-2023 and the availability of GBP34.4 million
under its GBP40 million RCF (net of GBP5.6 million ring-fenced for
guarantees and foreign-exchange lines), maturing in December 2026.
Fitch expects these resources to be sufficient to fund shortfalls
in FCF from seasonal working-capital outflows and capex
requirements. AMS also has access to GBP60 million and USD5 million
invoice discounting facilities.

ISSUER PROFILE

AMS, headquartered in London, is a provider of talent acquisition
and management services to over 200 corporations, primarily
multinational blue-chip corporations across eight sectors and 120
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
   -----------                ------        --------   -----
Alexander Mann
Solutions Corporation

   senior secured       LT     B+ Affirmed    RR3      B+

Auxey Midco Limited     LT IDR B  Affirmed             B

Auxey Bidco Limited

   senior secured       LT     B+ Affirmed    RR3      B+

CHOCOCO LTD: Antony Batty Named as Administrators for Chocolatier
-----------------------------------------------------------------
Chococo Limited was placed in administration proceedings in the
High Court of Justice, Business and Property Courts of England and
Wales, Court Number: CR-2024-004211, and Antony Batty & Company LLP
was named as administrators on July 16, 2024.

Chococo, born in Dorset in 2002, is an independent artisan
chocolate brand.  Its registered office is at 21c Commercial Road,
Swanage, BH19 1DF.  Its principal trading address is at Unit E,
Link Estate, Blackhill Road, Holton Heath, Poole, BH16 6LS.

The Joint Administrators may be reached at:

     William Antony Batty
     James Stares
     Antony Batty & Company LLP
     3 Field Court, Gray’s Inn
     London, WC1R 5EF

For further details, contact:

     Sheniz Bayram
     Tel: 020 7831 1234
     E-mail: Sheniz@antonybatty.com


CONSORT HEALTHCARE: S&P Lowers Senior Secured Debt Rating to 'CC'
-----------------------------------------------------------------
S&P Global Ratings lowered its issue rating on Consort Healthcare
(Tameside) PLC (ProjectCo) debt to 'CC' from 'CCC-'.

The rating remains on CreditWatch with negative implications, where
they were placed Feb. 2, 2024, indicating S&P could lower the
ratings to 'D' (default) upon ProjectCo's failure to meet the
scheduled payment.

The recovery rating on the senior secured debt is unchanged at '5',
reflecting its expectation of modest recovery (10%-30%; rounded
estimate: 20%) prospects in the event of default.

ProjectCo is a limited-purpose vehicle that used bond proceeds to
finance the design, construction, and operation of the project for
the Trust under a 34-year project agreement, as part of the U.K.
government's private finance initiative program. The project
comprises an 86-bed acute diagnostic and treatment center, a mental
health facility, and a surface car park.

The downgrade reflects ProjectCo's lack of sufficient liquidity to
meet its next debt repayment in September 2024. Following the stay
on the restructuring plan, ProjectCo has limited viable options to
replenish its operational cash flow and liquidity balance. It has
been using its contractual reserve balance to maintain its
operational costs and legal expense since March 2024, exhausting
its liquidity. This is because the Trust continues to withhold the
unitary payments as it has since March 2024, leaving ProjectCo with
no financial flexibility to meet its next maturity.

S&P said, "The CreditWatch placement indicates that we might lower
the issue rating on ProjectCo's debt to 'D' if it defaults on its
next debt installment in September 2024. We will seek to resolve
the CreditWatch placement in the coming three months."


GLF ORCHID HOTELS: Quantuma Advisory Appointed as Administrators
----------------------------------------------------------------
GLF Orchid Hotels Ltd was placed in administration proceedings in
the High Court of Justice, Business and Property Courts of England
and Wales, Insolvency & Companies List (ChD), Court Number:
CR-2024-004243, and Quantuma Advisory Limited was named as
administrators on July 17, 2024.

GLF Orchid Hotels Ltd is a hotel operator.  Its registered office
is at 2nd Floor Kirkland House, 11-15 Peterborough Road, Harrow,
HA1 2AX.  Its principal trading address is at 34 Gervis Road,
Bournemouth, Dorset, BH1 3DH.

The Joint Administrators may be reached at:

     Chris Newell
     Jo Leach
     Quantuma Advisory Limited
     2nd Floor, Arcadia House
     15 Forlease Road
     Maidenhead, SL6 1RX

For further details, contact:

     David Easto
     Tel: 01628 478 100
     E-mail: david.easto@quantuma.com


NEWARK GOLF CLUB: Begbies to Lead Administration Proceedings
------------------------------------------------------------
Newark Golf Club Company Limited was placed in administration
proceedings in the High Court of Justice Business and Property
Courts in Leeds Insolvency and Companies List (ChD), No.
CR-2024-LDS-000700, and Begbies Traynor (Central) LLP was appointed
as administrators on July 16, 2024.

Newark Golf Club Company Limited operates a golf course.  Its
inclusive Member Club was formed in 1901.  The Company's registered
office is at Newark Golf Club, Coddington, Newark, Notts, NG24
2QX.

The Joint Administrators may be reached at:

     Robert Dymond
     Gareth David Rusling
     Begbies Traynor (Central) LLP
     3rd Floor, Westfield House
     60 Charter Row
     Sheffield, S1 3FZ

          - and -

     Robert A H Maxwell
     Begbies Traynor (Central) LLP
     Floor 2, 10 Wellington Place
     LEEDS, LS1 4AP

For further details, contact:

     Ben Kingham
     Tel: 0114 2755033
     E-mail: Ben.Kingham@btguk.com


PRSL REALISATIONS 2024: FRP to Lead Administration Proceedings
--------------------------------------------------------------
PRSL Realisations 2024 Limited was placed in administration
proceedings in the High Court of Justice, Business and Property
Courts of England and Wales, Insolvency & Companies List (ChD),
Court Number: CR-2024-4231, and FRP Advisory Trading Limited was
appointed as administrators on July 17, 2024.

PRSL Realisations 2024 Limited does business as Premier Roof
Systems Limited.  It provides joinery and roofing service.  Its
registered office is at Unit 8 Tyne Point Industrial Estate,
Shaftesbury Avenue, Jarrow, NE32 3UP to be changed to 1st Floor, 34
Falcon Court, Preston Farm Business Park, Stockton On Tees, TS18
3TX.

The Joint Administrators may be reached at:

     Martyn James Pullin
     David Antony Willis
     FRP Advisory Trading Limited
     1st Floor, 34 Falcon Court
     Preston Farm Business Park
     Stockton on Tees, TS18 3TX
     Tel: 01642 917555

Alternative contact for inquiries on proceedings:

     Robyn Coulter
     E-mail: Robyn.Coulter@frpadvisory.com

A petition seeking to wind up Premier Roof Systems was filed June
14, 2024, by Tuff X Processed Glass Limited claiming to be a
creditor of the company.  The Petitioner's solicitor is:

     Lester Aldridge LLP
     Russell House
     Oxford Road
     Bournemouth, BH8 8EX
     E-mail: Lucy.Cullen@LA-law.com


RATIONAL FOREIGN: July 31 Safeguarded Funds Claims Bar Date Set
---------------------------------------------------------------
Kristina Kicks and Edward George Boyle, each of Interpath Ltd, 10
Fleet Place, London, EC4M 7RB, were appointed as joint special
administrators of Rational Foreign Exchange Limited (in special
administration) (which traded as "RationalFX") and joint
administrators of Xendpay Limited (in administration) on November
29, 2023.  Xendpay acted as agent for RationalFX, therefore
customers of Xendpay may have a Safeguarded Funds Claim against
RationalFX.

The joint special administrators have set a bar date of July 31,
2024, which is the date by which customers are required to submit a
Safeguarded Funds Claim in the special administration, in order to
be included in the adjudication process for a first distribution of
Safeguarded Funds held in the special administration.

The full Bar Date Notice is available on the joint special
administrators' website:
https://www.ia-insolv.com/case+INTERPATH+RNB30B2912.html

Any other queries in relation to this notice or general queries in
respect of the special administration should be sent by email to
rationalfx@interparth.com or by post to 130 St. Vincent St.,
Glasgow G2 5HF.



                           *********


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
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000.


                * * * End of Transmission * * *