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

                          E U R O P E

          Wednesday, August 14, 2024, Vol. 25, No. 163

                           Headlines



A U S T R I A

AMS-OSRAM AG: Fitch Lowers LongTerm IDR to 'B+', Outlook Stable


F I N L A N D

MEHILAINEN YHTYMA: Fitch Affirms 'B' LongTerm IDR, Outlook Stable


I R E L A N D

BAIN CAPITAL 2024-2: Fitch Puts 'B-sf' Final Rating to F-2 Notes
CAIRN CLO XVIII: Fitch Assigns 'B-(EXP)sf' Rating to Class F Notes
OCP EURO 2024-10: Fitch Assigns 'B-(EXP)sf' Rating to Class F Notes
SONA FIOS III: S&P Assigns Prelim B-(sf) Rating to Class F-2 Notes


L U X E M B O U R G

SANI/IKOS FINANCIAL: Fitch Puts 'B-' Final Rating to EUR350M Notes


N E T H E R L A N D S

DTEK RENEWABLES: Fitch Lowers LT IDR to 'C'


S E R B I A

MARERA INVESTMENT: S&P Lowers LT ICR to 'CCC+', Outlook Negative


U N I T E D   K I N G D O M

B3 SUPPLEMENTS: Royce Peeling Named as Administrators
BLUE SEA FOOD: Kroll Named as Administrators
H.PARKINSON HAULAGE: FRP Named as Administrators
INNOVATIVE RETAIL: Quantuma Named as Administrators
NEW CINEWORLD: S&P Affirms 'B-' Long-Term ICR, Outlook Stable

PRAESIDIAD GROUP: Moody's Puts 'C' CFR Under Review for Upgrade
SELBY CONTRACT: Meeting of Creditors Set for Aug. 23
SHAWBROOK MORTGAGE 2022-1: Fitch Affirms B+sf Rating on Cl. E Notes
SIG PLC: Moody's Cuts CFR to B2 & EUR300MM Sr. Secured Notes to B3
UTILITY SERVICES N.E.: FRP Named as Administrators

VANQUIS BANKING: Fitch Lowers LongTerm IDR to BB-, Outlook Negative
VENNTRO MEDIA: Leonard Curtis Named as Administrators
XYLOTEK LTD: ReSolve Advisory Named as Administrators

                           - - - - -


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A U S T R I A
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AMS-OSRAM AG: Fitch Lowers LongTerm IDR to 'B+', Outlook Stable
---------------------------------------------------------------
Fitch Ratings has downgraded ams-OSRAM AG's Long-Term Issuer
Default Rating (IDR) to 'B+' from 'BB-'. The Outlook on the IDR is
Stable. Its senior unsecured rating has been affirmed at 'BB-' with
a Recovery Rating of 'RR3'.

The downgrade reflects its view that ams-OSRAM's key credit ratios
such as gross leverage and free cash flow (FCF) margin, both of
which were outside their downgrade sensitivities at end-2023, will
not recover to levels that are compatible with the 'BB-' rating in
the next two years.

Recent financial performance of ams-OSRAM has been affected by
weaker-than expected demand from key end-markets, which has
resulted in under-utilisation of capacity affecting earnings
margins. It has also been hit by the restructuring and write-off
related to its microLED business, which has undergone a strategic
reassessment.

The Stable Outlooks reflects its view that ams-OSRAM has the
capacity to stabilise and then improve its financial metrics in the
short-to-medium term, following signs of turnaround in its 2Q24
result.

Key Rating Drivers

Weak Recovery in Some End-Markets: Fitch expects ams-OSRAM's
revenue for 2024 to be 3% lower than in 2023 due to sluggish demand
in key end markets such as industrial applications and automotive
and reduced production of some consumer goods. Customer destocking
continues to weigh on demand and is likely to continue at least for
the remainder of 2024. Over the longer term, underlying demand
dynamics remain favourable, and Fitch expects mid-single digit
revenue growth year-on-year from 2025 onwards.

Slow Deleveraging: Lower-than-expected earnings left end-1H24 gross
EBITDA leverage broadly unchanged from end-2023's at around 7x,
considerably outside its previous downgrade sensitivity of 4x.
Fitch expects a considerable improvement in absolute EBITDA over
the coming 18 months, which, alongside some debt repayment, will
improve leverage, although this ratio is still expected to remain
weak for the prior rating.

Weak Cash Flows to Improve: ams-OSRAM's FCF has been negative for
the past two years, and Fitch expects it to be negative again in
2024, due chiefly to extraordinary capex on capacity expansion. As
capex needs subside in the short term and capex returns to its
long-term levels of around 10% of revenue, FCF should turn positive
on a sustained basis. However, this is also contingent on prudent
working-capital management and the maintenance of a no-dividend
policy in the medium term.

Earnings Margins Rising Gradually: EBITDA margins improved to 13.1%
in 1H24 (from 10.6% in 2023), but remain relatively low as a result
of still-low capacity utilisation, the restructuring of the
microLEC- related business and mixed demand from key markets. Fitch
expects recent restructuring, alongside a gradual recovery in
demand, to lift EBITDA margins to close to 14% for 2024 and
gradually to 19% by 2028. This would provide a considerable boost
to the company's deleveraging efforts.

Ownership Structure Rating-Neutral: The rating factors in Fitch's
assumption that ams's ownership stake in ams-OSRAM will not
materially change from the current 86% in the short term. This
means continuing cash leakage from paying fixed dividends to
ams-OSRAM minority shareholders of around EUR30 million per year
and therefore lower margins (impact on EBITDA and funds from
operations (FFO) margin is around 1%). This results in a
structurally weaker financial profile but not sufficiently to have
a negative impact on the rating.

Derivation Summary

ams-OSRAM's business profile is broadly in line with that of
diversified industrial peers rated in the 'BB' category, given the
company's leading share in global automotive and sensor solutions,
reasonable geographic concentration and strong, albeit more
volatile, profitability and cash flow generation. It compares
favourably with US technological 'BB' category peers in
profitability and cash flow margins, but has higher leverage and
customer concentration.

The closest peers in the diversified industrials sector are KION
GROUP AG (BBB/Stable) and GEA Group Aktiengesellschaft
(BBB/Positive), which are larger and more diversified, but have
significantly lower profitability, with EBITDA margins typically
closer to around 10%. Leverage at KION and GEA is usually in the
range of 0.5x-2x, modestly better than at ams-OSRAM, and a key
rating differentiator.

Microchip Technology Inc. (BBB/Stable) and NXP Semiconductors N.V.
(BBB+/Stable) have significantly higher EBITDA margins and FFO
margins than ams-OSRAM. They also all have currently better
leverage profiles at around 2x for NXP Semiconductors and under 1x
at STMicroelectronics. However, Fitch expects ams-OSRAM to move
closer to this range over the medium term.

Key Assumptions

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

- Low single-digit revenue growth in 2H24 year on year

- Low-to-mid single digit revenue growth in 2025-2028

- EBITDA margins to continue to improve to 2028, driven by improved
capacity utilisation and cost reduction through restructuring
measures

- Capex at EUR500 million in 2024 and around 10% per year of
revenue for 2025-2028

- Convertible bond due in March 2025 to be repaid using existing
available liquidity

- Buyout of remaining ams-OSRAM shareholders in 2026 for around
EUR600 million

Recovery Analysis

Key Recovery Rating Assumptions

- The recovery analysis assumes that ams-OSRAM would be considered
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
EUR1.4 billion, assuming GC EBITDA of EUR330 million. GC EBITDA
incorporates a loss of a major customer, deterioration in demand
and a reduced order intake. The assumption also reflects corrective
measures taken in reorganisation to offset the adverse conditions
that trigger default

- Fitch assumes a 10% administrative claim

- Fitch applies an enterprise value (EV) multiple of 5x to the GC
EBITDA to calculate a post-reorganisation EV. The multiple is based
on ams-OSRAM's good market position and geographical
diversification, long-term cooperation with customers and sound
supplier diversification. It also factors in expected positive FCF
generation from 2025 after the completion of its large capex
programme in 2024. However, the EV multiple also reflects a rather
limited range of products

- Fitch deducts about EUR130 million from the EV, due to
ams-OSRAM's high use of non-recourse factoring facilities in 2024,
adjusted for a discount, in line with Fitch's criteria

- Fitch estimates the total amount of senior debt claims at EUR2.3
billion, which includes an EUR1 billion senior unsecured notes, a
EUR800 million revolving credit facility (RCF), EUR130 million of
reverse factoring and around EUR340 million of bank loans

- The allocation of value in the liability waterfall results in
recoveries corresponding to 'RR3'/60% for unsecured debt

RATING SENSITIVITIES

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

- FCF margin above 1%

- Improved diversification of the customer base

- Gross debt / EBITDA under 4x

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

- Neutral to negative FCF on a sustained basis

- Gross debt / EBITDA above 5.5x

Liquidity and Debt Structure

Strong Liquidity: At end-2Q24, ams-OSRAM had EUR800 million of
freely available cash, after adjusting for EUR100 million for
working-capital swings and intra-year needs. The company also
benefits from a EUR800 million undrawn committed RCF with a
September 2026 maturity.

ams-OSRAM maintains a high level of cash on its balance sheet and
its RCF as a back-up in the event that the remaining ams-OSRAM
minorities are bought out (around 14% of total ams-OSRAM shares
still outstanding). The value of this minority interest at end-1H24
was around EUR605 million, although Fitch does not treat the cash
for the potential buyout as restricted, as it does not believe that
a meaningful portion of the minority shares will be put to ams as
long as a related legal action is in progress. ams-OSRAM had also
utilised around EUR120 million under its factoring facility as at
end-June 2024.

Debt Structure: ams-OSRAM's debt structure has materially improved
after its refinancing in late 2023 of a majority of its
short-to-medium term maturities, which also reduced its overall
debt quantum. At end-1H24, it had some small short-term bank debt
maturities as well as its EUR440 million March 2025 convertible
bond, which Fitch believes will be repaid out with existing
liquidity.

Issuer Profile

ams-OSRAM designs and manufactures semiconductor sensor and emitter
components as well as high-performance sensor solutions. The
company also offers a variety of traditional lighting technologies
tailored for automotive, industrial, and medical applications, in
addition to selected high-volume portable consumer devices
applications.

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
   -----------              ------         --------   -----
ams-OSRAM AG          LT IDR B+  Downgrade            BB-

   senior unsecured   LT     BB- Affirmed    RR3      BB-



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F I N L A N D
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MEHILAINEN YHTYMA: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has assigned Mehilainen Yhtyma Oy's (Mehilainen) new
EUR1.86 billion term loan B (TLB), issued by its subsidiary
Mehilainen Yhtiot Oy, a 'B' senior secured debt rating with a
Recovery Rating of 'RR4'. Fitch has also affirmed Mehilainen's
Long-Term Issuer Default Rating (IDR) at 'B' with a Stable
Outlook.

The rating actions follow the placement of a new EUR1.86 billion
term loan (including a EUR110 million delayed draw term loan) and a
EUR200 million revolving credit facility (RCF), alongside repayment
of the previous EUR1.21 billion first-lien term loan, with final
terms in line with those originally reviewed by Fitch.

The IDR reflects Mehilainen's robust operations with sustained
positive free cash flow (FCF) balancing tight credit metrics,
whereby Fitch estimates its initially reduced leverage headroom in
2024 will be restored. The Stable Outlook reflects its assumptions
of sustained profitability recovery and considers Mehilainen's
defensive business profile.

The previous debt facilities of a EUR1.21 billion of first-lien
term loan have been repaid and the associated debt rating has been
withdrawn.

Key Rating Drivers

Updated Debt Recovery Prospects: The higher new term loan amount
and the increase in the RCF result in lower recovery prospects for
the new debt, leading to a senior secured rating of 'B', in line
with Mehilainen's IDR.

Adequate Leverage Headroom: The revised Fitch case now assumes that
Mehilainen's EBITDAR leverage will peak in 2024 at 7.0x, before
gradually improving to 6.2x in 2027, which is appropriate for the
'B' IDR. A smooth deleveraging path is contingent on sustained
improvement in profitability and efficient integration of acquired
businesses. Execution risk is mitigated by Mehilainen's strong
record of M&A.

The completed transaction does not change its assessment of
Mehilainen's financial policy, taking into account that the
proceeds exceeding currently outstanding debt will be used mostly
for buyout of minority and management stakes, and Fitch does not
assume that this cash upstream will be recurring.

Coverage Remains Tight: Fitch expects Mehilainen's interest
expenses to grow to EUR120 million-EUR130 million a year in
2024-2025 from around EUR70 million in 2023. Coupled with
Fitch-calculated leases at 6.5%-7% of revenues, this results in the
forecast fixed charge cover ratio remaining slightly above 1.5x. In
conjunction with reduced leverage headroom, this leaves less scope
for operating underperformance under the updated capital
structure.

Strong 2024 Performance: Fitch has revised its forecast to reflect
an improved profitability trend and more aggressive M&A pipeline.
Fitch forecasts 2024-2025 revenue growth at the group level at low
double-digits. Fitch revised its operating profitability forecast
to reflect margin recovery, predominantly driven by price
increases.

Robust FCF Generation: Mehilainen has maintained positive FCF,
which Fitch expects to continue at around a 3%-5% margin averaging
around EUR70 million to 2027 after investments in greenfield units.
This will be supported by resilient operating profitability and
relatively low capex for the sector at 2.5%-3% of revenue. Fitch
expects the company to reinvest most of its FCF in
earnings-accretive M&As. Fitch has revised its annual acquisition
assumption up to an average EUR120 million from EUR75 million, as
Fitch assumes the company may be more acquisitive after the
completion of the announced transaction.

Growth Strategy Outside Home Market: Mehilainen has shifted its
strategy from consolidation in its home market to expansion in new
geographies to increase long-term growth opportunities. Germany and
Sweden are the key geographies for Mehilainen's expansion, with
different regulatory regimes offering freedom of choice to
patients. The record of successful M&A completion and their
estimated low contribution to revenues and earnings in the medium
term suggests moderate execution risk around the strategy.

Fitch views increased geographical diversification as positive for
the rating in the long term as it reduces Mehilainen's exposure to
increasing regulatory scrutiny in Finland. Fitch notes that
presence in new markets only becomes economically reasonable with
meaningful scale.

Diversified Defensive Operations: As a social infrastructure asset,
Mehilainen benefits from stable and steadily growing demand across
its diversified services. Its strong position in the Finnish
private healthcare and social care markets with reasonable scale
supports its ability to maintain operating and cash-flow
profitability amid regulatory changes. With regulatory staffing
requirements evolving in Finland, Mehilainen is actively managing
staff costs at a lower and more predictable level by educating and
hiring medical workers from low labour cost regions outside the
company's home market.

Derivation Summary

Unlike most Fitch-rated private healthcare service providers with a
narrow focus on either healthcare or social care services,
Mehilainen is an integrated service provider with diversified
operations across both markets. It has a meaningful presence in
each type of service in Finland, making its business model more
resilient to weaknesses in individual service lines. Mehilainen
also benefits from a stable regulatory framework, which encourages
competition from private healthcare providers, although it has led
to some margin pressures particularly in 2022, with higher
staff-to-patient requirements.

Mehilainen's financial leverage is balanced by adequate operating
profitability and positive cash flow generation given its
asset-light business model with low capital intensity.

Mehilainen and French private hospital operator Almaviva
Developpement's (B/Stable) ratings reflect their strong national
market positions, reliance on stable regulation within a single
geography, albeit limiting the scope for profitability improvement,
low single-digit FCF margins, moderate to high leverage of
5.0x-7.0x and M&A-driven growth strategies.

Key Assumptions

- Revenue growth of around 10% in 2024-2025 driven by mid-single
digit organic growth (includes higher prices) as well as bolt-on
M&A; annual revenue growth of 5%-6% thereafter

- EBITDA margin (Fitch-defined, excluding IFRS 16 adjustments) to
stabilise around 13.6% from 2024 onwards

- Capex averaging 2.5%-2.8% of revenue.

- Small working capital cash outflows of around EUR5 million-EUR10
million per year

- Ongoing business restructuring and optimisation changes included
in FFO as recurring business costs.

- Bolt-on acquisition spending averaging EUR120 million a year in
2024-2027.

- No shareholder distributions other than EUR500 million upstream
in 2024 as part of the proposed recapitalisation.

Recovery Analysis

The recovery analysis assumes that Mehilainen would be reorganised
as a going concern (GC) in bankruptcy rather than liquidated. Fitch
estimates post-restructuring GC EBITDA at around EUR150 million,
which includes the benefits of the 2024 M&A pipeline. Fitch views
this level of EBITDA as appropriate for the company to remain a GC,
reflecting possible corrective restructuring measures
post-distress.

Fitch continues to apply a distressed enterprise value/EBITDA
multiple of 6.5x, implying a premium of 0.5x over the sector
median, reflecting Mehilainen's stable regulatory regime for
private-service providers in Finland, a well-funded national
healthcare system and the company's strong market position across
diversified service lines with inherently profitable and cash
generative operations.

The allocation of value in the liability waterfall results in a
Recovery Rating of 'RR4' for the senior secured TLB of EUR1,860
million (including the Delayed Draw EUR110 million), indicating a
'B' instrument rating with a waterfall-generated recovery
computation of 43% based on current assumptions. The TLB ranks pari
passu with the increased EUR200 million RCF, which Fitch assumes to
be fully drawn prior to distress for analysis purposes.

RATING SENSITIVITIES

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

- Successful execution of medium-term strategy leading to a further
increase in scale with EBITDA margins above 13% on a sustained
basis;

- Continued supportive regulatory environment and Finnish
macro-economic factors;

- FCF margins remaining at mid-single-digit levels;

- EBITDAR leverage improving towards 6.0x and EBITDAR fixed charge
cover trending towards 2.0x

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

- Pressure on profitability, with the EBITDA margin declining
towards 10% on a sustained basis as a result of weakening organic
performance, productivity losses with fewer customer visits, lower
occupancy rates, pressure on costs, or weak integration of
acquisitions;

- Risk to the business model resulting from adverse regulatory
changes to public and private funding in the Finnish healthcare
system, including from the health and social services reform;

- EBITDAR leverage above 7.5x and cash from operations-capex/total
debt falling to low single digits due to operating underperformance
or aggressively funded M&A, or EBITDAR fixed charge cover below
1.5x;

- As a result of the above adverse trends, declining FCF margins to
low single digits

Liquidity and Debt Structure

Comfortable Liquidity: Positive forecast FCF in excess of EUR100
million a year and EUR200 million available under the upsized RCF
build comfortable liquidity headroom.

Refinancing Risks Addressed: After completion of refinancing,
Mehilainen has no meaningful debt maturities until 2031 other than
its fully undrawn RCF that is extended to 2029.

Issuer Profile

Mehilainen is an integrated provider of primary healthcare and
social care services, operating through 840 medical units across
Finland, Estonia, Sweden and Germany.

ESG Considerations

Mehilainen Yhtyma Oy has an ESG Relevance Score of '4' for Exposure
to Social Impacts due to the company operating in highly regulated
healthcare and social-care markets, with a dependence on the public
healthcare funding policy, which has a negative impact on the
credit profile, and is relevant to the ratings in conjunction with
other factors.

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

   Entity/Debt               Rating         Recovery   Prior
   -----------               ------         --------   -----
Mehilainen Yhtiot Oy

   senior secured      LT     WD Withdrawn             B+

   senior secured      LT     B  New Rating   RR4      B(EXP)

Mehilainen Yhtyma Oy   LT IDR B  Affirmed              B



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I R E L A N D
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BAIN CAPITAL 2024-2: Fitch Puts 'B-sf' Final Rating to F-2 Notes
----------------------------------------------------------------
Fitch Ratings has assigned Bain Capital Euro CLO 2024-2 DAC final
ratings as detailed below.

   Entity/Debt           Rating             Prior
   -----------           ------             -----
Bain Capital Euro
CLO 2024-2 DAC

   Class A           LT AAAsf  New Rating   AAA(EXP)sf
   Class B-1         LT AAsf   New Rating   AA(EXP)sf
   Class B-2         LT AAsf   New Rating   AA(EXP)sf
   Class C           LT Asf    New Rating   A(EXP)sf
   Class D           LT BBB-sf New Rating   BBB-(EXP)sf
   Class E           LT BB-sf  New Rating   BB-(EXP)sf
   Class F-1         LT B+sf   New Rating   B+(EXP)sf
   Class F-2         LT B-sf   New Rating   B-(EXP)sf
   Class M           LT NRsf   New Rating   NR(EXP)sf
   Class X           LT AAAsf  New Rating   AAA(EXP)sf
   Subordinated      LT NRsf   New Rating   NR(EXP)sf

Transaction Summary

Bain Capital Euro CLO 2024-2 DAC is a securitisation of mainly
senior secured loans and secured senior bonds (at least 90%) with a
component of senior unsecured, mezzanine, and second-lien loans.
Note proceeds are being used to fund a portfolio with a target par
of EUR400 million. The portfolio is actively managed by Bain
Capital Credit U.S. CLO Manager II, LP. The collateralised loan
obligation (CLO) has an approximately 4.5-year reinvestment period
and an 8.5-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 24.6.

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

Diversified 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 of
20% and a maximum exposure to the three-largest Fitch-defined
industries of 40%. These covenants ensure 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.

The transaction includes four Fitch matrices. Two are effective at
closing, corresponding to a WAL covenant of 8.5 years with
fixed-rate limits of 7.5% and 12.5%. The remaining two matrices are
effective one year from closing and share the same limits except
the WAL test, which is 7.5 years. However, a switch to the forward
matrices is subject to the aggregate collateral balance (defaulted
obligations at Fitch-calculated collateral value) being at least
equal to the target par amount.

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

RATING SENSITIVITIES

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

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

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 F-1 notes
have a cushion of three notches, class B to F-2 have a cushion of
two notches each, while the 'AAAsf' rated class X and A notes have
no cushion.

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
and a 25% decrease of the RRR across all ratings of the
Fitch-stressed portfolio would lead to downgrades of four notches
for the class A to E notes, to below 'B-sf' for the class F-1 and
F-2 notes, and would have no impact on the class X 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 for the
rated notes, 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
remaining life of the transaction.

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

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

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

DATA ADEQUACY

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

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

ESG Considerations

Fitch does not provide ESG relevance scores for Bain Capital Euro
CLO 2024-2 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.

CAIRN CLO XVIII: Fitch Assigns 'B-(EXP)sf' Rating to Class F Notes
------------------------------------------------------------------
Fitch Ratings has assigned Cairn CLO XVIII DAC expected ratings.

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

   Entity/Debt                  Rating           
   -----------                  ------           
Cairn CLO XVIII DAC

   Class A XS2872283846     LT AAA(EXP)sf  Expected Rating
   Class B XS2872284067     LT AA(EXP)sf   Expected Rating
   Class C XS2872284224     LT A(EXP)sf    Expected Rating
   Class D XS2872284570     LT BBB-(EXP)sf Expected Rating
   Class E XS2872284737     LT BB-(EXP)sf  Expected Rating
   Class F XS2872284901     LT B-(EXP)sf   Expected Rating
   Class Z XS2872285114     LT NR(EXP)sf   Expected Rating
   Sub Notes XS2872285387   LT NR(EXP)sf   Expected Rating

Transaction Summary

Cairn CLO XVIII DAC is a securitisation of mainly senior secured
loans (at least 90%) with a component of senior unsecured,
mezzanine, and second-lien loans. Note proceeds will be used to
fund a portfolio with a target par of EUR400 million. The portfolio
will be actively managed by Cairn Loan Investments II LLP. The CLO
will have an approximately 4.6-year reinvestment period and a
7.5-year weighted average life test (WAL).

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors to be in the 'B' category. The
Fitch weighted average rating factor of the identified portfolio is
23.7.

High Recovery Expectations (Positive): At least 90% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 63.6%.

WAL Step-Up Feature (Neutral): The transaction can extend the WAL
by one year at the step-up date one year after closing. The WAL
extension is subject to conditions including fulfilling the
portfolio-profile, collateral-quality, coverage tests and adjusted
collateral principal amount being at or above the reinvestment
target par, with defaulted assets at their collateral value on the
step-up date.

Diversified Portfolio (Positive): For the expected rating analysis,
the top 10 largest obligors limit is at 20% of the portfolio
balance while the fixed-rate asset limit is at 10%. The transaction
also includes various concentration limits, including 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 4.6-year reinvestment period and includes
reinvestment criteria similar to those of other European
transactions. Fitch's analysis is based on a stressed-case
portfolio with the aim of testing the robustness of the transaction
structure against its covenants and portfolio guidelines.

Cash Flow Modelling (Positive): The WAL used for the transaction's
matrix and stress portfolio analysis is 12 months less than the WAL
covenant at the issue date. This reduction to the risk horizon
accounts for the strict reinvestment conditions envisaged by the
transaction after its reinvestment period. These include, among
others, passing both the coverage tests and the Fitch 'CCC' bucket
limitation test post reinvestment as well a WAL covenant that
progressively steps down over time, both before and after the end
of the reinvestment period.

Fitch believes these conditions would reduce the effective risk
horizon of the portfolio during the stress period.

RATING SENSITIVITIES

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

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

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

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

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

A 25% reduction of the mean RDR across all ratings and a 25%
increase in the RRR across all ratings of the Fitch-stressed
portfolio would lead to upgrades of up to three notches for the
notes, except for the 'AAAsf' rated notes, which are at the highest
level on Fitch's scale and cannot be upgraded.

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, leading to the
ability of the notes to withstand larger-than-expected losses for
the remaining life of the transaction. After the end of the
reinvestment period, upgrades may occur in case of stable portfolio
credit quality and deleveraging, leading to higher credit
enhancement and excess spread available to cover for 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

Cairn CLO XVIII DAC

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

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

ESG CONSIDERATIONS

Fitch does not provide ESG relevance scores for Cairn CLO XVIII
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.

OCP EURO 2024-10: Fitch Assigns 'B-(EXP)sf' Rating to Class F Notes
-------------------------------------------------------------------
Fitch Ratings has assigned OCP Euro CLO 2024-10 DAC expected
ratings.

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

   Entity/Debt              Rating           
   -----------              ------           
OCP Euro
CLO 2024-10 DAC

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

Transaction Summary

OCP Euro CLO 2024-10 DAC is a securitisation of mainly senior
secured obligations (at least 90%) with a component of senior
unsecured, mezzanine, second-lien loans and high-yield bonds. Note
proceeds will be used to fund the portfolio with a target par of
EUR500 million.

The portfolio is actively managed by Onex Credit Partners Europe
LLP. The CLO will have an approximately 4.7-year reinvestment
period and a nine-year weighted average life (WAL) test.

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 of the identified portfolio is 24.6

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 of the identified portfolio is 62.9%.

Diversified Asset Portfolio (Positive): The transaction will have a
concentration limit for the 10 largest obligors of 20%. The
transaction will also include various concentration limits,
including the 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.

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

Cash-flow Modelling (Positive): The WAL Fitch modelled is 12 months
less than the WAL covenant. This is to account for the strict
reinvestment conditions envisaged after the reinvestment period.
These include, among others, passing both the coverage tests and
the Fitch 'CCC' limit post reinvestment as well as a WAL covenant
that progressively steps down over time, both before and after the
end of the reinvestment period. Fitch believes these conditions
would reduce the effective risk horizon of the portfolio during the
stress period.

The Fitch 'CCC' test condition can be altered to a
maintain-or-improve basis, but only if the manager switches back to
the closing matrix (subject to satisfying the collateral quality
tests) from the forward matrix, effectively unwinding the benefit
from the one-year reduction in the Fitch-stressed portfolio WAL. If
the manager has not switched to the forward matrix, which includes
satisfying the target par condition, it will not be able to switch
back and move to a Fitch 'CCC' test maintain-or-improve basis.
Fitch believes strict satisfaction of the Fitch 'CCC' test is more
effective at preventing the manager from reinvesting and extending
the WAL, than maintaining and improving the Fitch 'CCC' test.

RATING SENSITIVITIES

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

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

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
five notches for the notes.

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

A 25% reduction of the mean RDR across all ratings and a 25%
increase in the RRR across all ratings of the Fitch-stressed
portfolio would lead to upgrades of up to three notches for the
notes, except for the 'AAAsf' rated notes, which are at the highest
level on Fitch's scale and cannot be upgraded.

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

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

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

DATA ADEQUACY

OCP Euro CLO 2024-10 DAC

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

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

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.

SONA FIOS III: S&P Assigns Prelim B-(sf) Rating to Class F-2 Notes
------------------------------------------------------------------
S&P Global Ratings assigned its preliminary credit ratings to Sona
Fios CLO III DAC's class X, A, B, C, D, E, F-1, and F-2 notes. At
closing, the issuer will issue unrated subordinated notes.

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

-- The diversified collateral pool, which primarily comprises
mainly 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     2,695.11

  Default rate dispersion                                 503.55

  Weighted-average life (years)                             5.01

  Obligor diversity measure                               114.92

  Industry diversity measure                               20.81

  Regional diversity measure                                1.12


  Transaction key metrics
                                                         CURRENT

  Total par amount (mil. EUR)                             450.00

  Defaulted assets (mil. EUR)                                  0

  Number of performing obligors                              123

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

  'CCC' category rated assets (%)                          0.00

  Targeted 'AAA' weighted-average recovery (%)            37.06

  Targeted weighted-average spread net of floors (%)       4.23


This is a European cash flow CLO transaction, securitizing a pool
of mainly primarily syndicated senior secured loans or bonds. The
portfolio's reinvestment period ends approximately 4.50 years after
closing, and the portfolio's non-call period is 1.5 years after
closing. Under the transaction documents, the rated notes pay
quarterly interest unless there is a frequency switch event.
Following this, the notes will switch to semiannual payment.

S&P said, "We expect the portfolio to be well-diversified,
primarily comprising mainly 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 modeled the EUR450 million target
par amount, the covenanted weighted-average spread of 4.15%, and
the covenanted weighted-average recovery rates. We applied various
cash flow stress scenarios, using four different default patterns,
in conjunction with different interest rate stress scenarios for
each liability rating category.

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

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

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

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class B, C, D, E, F-1, and F-2 notes is
commensurate with higher ratings than those we have assigned.
However, as the CLO will have a reinvestment period, during which
the transaction's credit risk profile could deteriorate, we have
capped the assigned preliminary ratings.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe that our preliminary
ratings are commensurate with the available credit enhancement for
each class of 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 have also included the
sensitivity of the ratings on the class X to F-1 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-2 notes."

Environmental, social, and governance factors

S&P said, "We regard the transaction's exposure to environmental,
social, and governance (ESG) credit factors 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 deriving a material
portion of their revenues from the following: trade in endangered
or protected wildlife; opioid drug manufacturing and distribution;
hazardous chemicals, pesticides and wastes; ozone-depleting
substances; operation, management or provision of services to
private prisons; pornography, adult entertainment or prostitution;
casinos and/or online gambling platforms; extraction, storage and
transportation of oil and gas; controversial weapons; production of
palm oil and palm fruit products; thermal coal; tobacco;
speculative transactions of soft commodities; or payday lending.
Since the exclusion of assets related to these activities does not
result in material differences between the transaction and our ESG
benchmark for the sector, we have not made any specific adjustments
in our rating analysis to account for any ESG-related risks or
opportunities."

  Preliminary ratings

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

  X       AAA (sf)       2.00      N/A     Three/six-month EURIBOR

                                           plus 0.70%

  A       AAA (sf)     279.00      38.00   Three/six-month EURIBOR

                                           plus 1.32%

  B       AA (sf)       50.40      26.80   Three/six-month EURIBOR

                                           plus 1.95%

  C       A (sf)        26.10      21.00   Three/six-month EURIBOR

                                           plus 2.30%

  D       BBB- (sf)     31.50      14.00   Three/six-month EURIBOR

                                           plus 3.25%

  E       BB- (sf)      20.20       9.51   Three/six-month EURIBOR

                                           plus 5.92%

  F-1     B+ (sf)       5.60        8.27   Three/six-month EURIBOR

                                           plus 7.74%

  F-2     B- (sf)       7.90        6.51   Three/six-month EURIBOR

                                           plus 8.50%

  Sub     NR            34.70        N/A   N/A

*The preliminary ratings assigned to the class X, A, and B notes
address timely interest and ultimate principal payments. The
preliminary ratings assigned to the class C, D, E, F-1, and F-2
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.




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

SANI/IKOS FINANCIAL: Fitch Puts 'B-' Final Rating to EUR350M Notes
------------------------------------------------------------------
Fitch Ratings has assigned Sani/Ikos Financial Holdings 1 S.a
r.l.'s EUR350 million 2030 notes a final rating of 'B-', with a
Recovery Rating of 'RR4'. Sani/Ikos Financial Holdings 1 S.a r.l.
is a fully-owned subsidiary of Sani/Ikos Group Newco S.C.A.
(Sani/Ikos Group).

The rating action follows the placement of the new notes to
refinance the previously outstanding EUR300 million 2026 notes,
with their final terms conforming to previously received
information. The new notes are rated in line with Sani/Ikos Group's
Long-Term Issuer Default Rating (IDR) of 'B-'.

The 'B-' IDR reflects Sani/Ikos Group's smaller scale and a weaker
financial profile than peers', with free cash flow (FCF)
consistently under pressure from an asset-heavy business model.
Leverage is persistently high due to the time gap between
debt-funded capex and operational cash inflows. The company also
has an aggressive financial policy, as evident in its distributions
to shareholders in 2022 and 2023.

The weak financial profile is balanced by the company's strong
niche in the luxury lodging business, which typically enjoys lower
demand sensitivity to economic cycles.

Key Rating Drivers

Debt Maturity Addressed Proactively: Sani/Ikos Group has addressed
its 2026 December maturities well in advance through the issue of
its EUR350 million bond. The refinancing has resulted in only 24%
of outstanding debt maturing before 2030, with annual repayments of
EUR50 million-EUR80 million over 2024-2029.

Solid Performance Continues in 2024: Fitch forecasts the 2024
season to see slightly weaker demand after a record 2023, but Fitch
still incorporates high single-digit to low double-digit growth in
average daily rates (ADR) to reflect further price-list increases
and a more limited usage of discounts in advance bookings earlier
in the year. Its forecast assumes that continuous growth of room
rates will not affect occupancy levels that have historically been
high at around 90%-95% during the operating season (translating
into 45%-55% full-year occupancy).

New Hotels Opened in 2023: Sani/Ikos Group opened two hotels in
2023, as part of its ambitious multi-year capex plan to add five
properties to a 10-hotel asset base in 2022. Its EBITDA margin of
33% in 2023 reflected successful integration of its new assets, and
their ramp-up also supported ADR increases for the 2024 season.
Three new hotel additions are expected from already committed
projects, one in 2026 and two in 2027.

Strong ADRs Offset Cost Inflation: Strong ADR growth throughout
2023 and so far in 2024 has allowed Sani/Ikos Group to cover
growing costs and should help sustain profitability despite
anticipated wage inflation. Fitch expects material cost inflation
to persist in 2024. Fitch sees further pricing optimisation as the
company continues to increase its share of direct sales and reduces
its discounts.

FCF Improvement From 2028: Strong EBITDA has historically
translated into robust funds from operation (FFO) margins of
16%-22%. However, FCF has remained volatile due to high capex
intensity linked to expansion projects. The Fitch rating case
assumes that capex intensity, accounting only for secured
developments, to materially reduce by 2028, with prospects for FCF
turning positive.

Fitch expects capex by 2028 to partially shift to extension and
renovation of existing hotels from increasing hotel count. Fitch
forecasts that FCF margins will remain deeply negative at 25%-35%
in 2024-2025 before they gradually improve to -5% in 2027.

Deleveraging Delayed by New Projects: The company's ambitious
planned expansion to a total 15 operating hotels has considerable
execution risk, as the construction pipeline is subject to cost
inflation and delays, especially for the remaining two hotels due
in 2027 and the extension of existing hotels. Its forecast assumes
2026 EBITDAR leverage will still be slightly above its negative
sensitivity of 7.5x, and further commitments to new developments
could delay deleveraging even further. However, this should be
balanced by the strong performance of its hotels and a growing
asset base over the long term.

Seasonal Operations but Adequate Profitability: Sani/Ikos Group
resorts generally operate for six to seven months a year, with
occupancy close to 95% . This allows for material optimisation of
costs, which are not easily scalable but highly variable
off-season. Further, high hotel density per resort (300 rooms or
more with high break-even occupancy) and above-average revenue per
available room (RevPAR) make Sani/Ikos Group operationally more
efficient than peers and lead to strong EBITDA margins of above 30%
(2023: 33%). Fitch expects EBITDA margins to rise above 35% by 2026
as it ramps up RevPar at new sites.

Niche Positioning, Small Scale: Sani/Ikos Group has a niche market
position with its 12 upscale resorts, including seven luxury
all-inclusive hotels, with a system size of only 3,477 rooms. Most
of the hotels are in Greece and although it has been expanding in
Spain and Portugal, Fitch believes Greece will remain its key
market over the medium term. Fitch also projects its business scale
(as measured by EBITDAR) will remain consistent with a 'B' rating
category in the sector. Nevertheless, Sani/Ikos Group's niche
positioning within its segment allows it to benefit from limited
competition and price inelasticity of demand, which drive its
strong operating performance.

Fully-Owned but Encumbered Assets: Sani/Ikos Group directly manages
and mostly fully owns its current hotel portfolio, which allows
control over asset development and day-to-day operations. According
to management, this helps ensure consistently high levels of
service and efficiency. Fitch estimates that the fairly new real
estate portfolio should allow Sani/Ikos Group to keep maintenance
capex at around 3% of revenue. Fitch views this as low relative to
peers'. All of its operating real estate that it owns (except newly
acquired Pinomar) is mortgaged at the operating company (opco)
level.

Derivation Summary

Sani/Ikos Group's business profile compares well with that of FIVE
Holdings (BVI) Limited (B+/ Stable), which is also a small hotel
chain concentrated on one single market (Dubai). FIVE has slightly
fewer rooms and greater room concentration on sites than Sani/Ikos
Group. It operates only under one brand, while Sani/Ikos Group has
two. FIVE also has fewer repeat bookings, as it targets young and
affluent guests, while Sani/Ikos Group benefits from greater
loyalty of mid-to high-income families with children. Conversely,
Sani/Ikos Group relies on British and German guests, while FIVE is
more diversified in this respect.

Sani/Ikos Group is present only in the luxury segment, like FIVE.
Its predominantly all-inclusive offer results in higher ADR than
FIVE, but the latter's total revenue generated per available room
nights (TrevPar) is higher due to its food & beverage revenue and
the year-round operations of FIVE's properties compared with
Sani/Ikos Group operating six months a year.

Fitch deems both companies asset-heavy with the only difference
being that FIVE prefers to sell and lease back hotel space, while
Sani/Ikos Group continues to fully own hotels after constructing
them. This results in FIVE's lower EBITDA margin than Sani/Ikos
Group's. However, FIVE's EBITDAR margin is stronger as it generates
substantial revenue from food & beverage, which is driven by its
entertainment events. The two-notch rating difference results
mostly from its expectation of FIVE's strong deleveraging and
higher expected free cash flow (FCF) generation than at Sani/Ikos
Group.

Sani/Ikos Group is rated below German-based hotel operator One
Hotels GmbH (Motel One, B+/ Stable), which focuses on the
"affordable design" segment in western Europe. Motel One operates
under a different business model as it leases its hotel portfolio.
It is larger than Sani/Ikos Group, with 26,470 rooms in 2023 and
EBITDAR of more than EUR400 million, close to the 'BB' category
median. Further, Fitch expects lower leverage and positive FCF for
Motel One, which explain the two-notch difference with Sani/Ikos
Group.

Sani/Ikos Group is significantly smaller in number of rooms and
business size than higher-rated globally diversified peers such as
Accor SA (BBB-/Positive), Hyatt Hotels Corporation (BBB-/Stable),
and Wyndham Hotels & Resorts Inc. (BB+/Stable). It also has a
weaker financial structure, with higher leverage and more limited
financial flexibility. This results in significant rating
differential with these peers.

Key Assumptions

- ADR to rise 10% in 2024 followed by a 4% to 5% increase per year
in 2025-2027, with average occupancies declining to 90% in 2027
from 93% in 2024-2025 following new hotel openings

- EBITDA margin estimated at 33.5% in 2024, growing to 36% in 2026
following ramp-up of new hotels and renovation and extensions of
plans at hotels already in operation. Fitch forecasts a slight
decline of margin in 2027, with two new hotels opening in the year

- Capex, including secured projects only and revised development
and acquisition cost on existing and new locations, of around
EUR725 million over 2024-2027

- Additional net debt proceeds of EUR220 million to fund expansion
plans in 2025-2027, following an anticipated net debt increase of
EUR140 million in 2024

Recovery Analysis

- A bespoke recovery analysis for Sani/Ikos Group creditors
reflects a 'traded asset valuation', which is similar to a
liquidation process, backed by a substantial asset base, although
Sani/Ikos Group senior secured noteholders have no direct recourse
to ring-fenced assets. Senior noteholders could seize ownership of
its main operating entities by exercising share pledges, and
attempt to sell the SPVs that hold the assets (net of asset-backed
debt that would need to be redeemed on change of control).

- A 10% administrative claim

- Although opco creditors in a liquidation could seize their
respective assets and obtain full recovery before the remainder of
the proceeds is distributed among noteholders, Fitch assumes assets
could be sold either individually or in aggregate

- Real estate value, externally estimated at EUR2.5 billion at
end-2023 (excluding sites under development), has an advance rate
of 50%

- Asset-backed opco debt of EUR970 million (including used capex
facility lines and drawn EUR13 million revolving credit facility)
ranks first, followed by EUR15 million vendor financing and a EUR15
million shareholder loan from the Ikos Pinomar minority shareholder
issued at opco level, which Fitch estimates on enforcement would
rank ahead of holding company (holdco)-level senior secured notes.
All of Sani/Ikos Group's operating real estate (except for the
Pinomar asset) that it owns is currently mortgaged at the opco
level

- The waterfall-generated recovery computation of 41% for the
holders of the new senior secured notes assumes average recovery
prospects on default and hence no notching from the IDR for the
bond, resulting in a 'B-'/'RR4' debt rating

RATING SENSITIVITIES

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

- Visibility of EBITDAR gross leverage trending below 6x

- More limited negative FCF generation with the margin trending
towards low negative single digits under current capex assumptions

- EBITDAR fixed charge cover above 2.0x on a sustained basis.

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

- Material underperformance with occupancy and ADR deterioration in
current portfolio or from newly-opened hotels, resulting in EBITDA
margin falling below 30%

- No visibility of EBITDAR gross leverage trending below 7.5x over
the forecast horizon

- EBITDAR fixed charge cover below 1.5x

- Liquidity deterioration due to negative FFO generation, with
minimal headroom in available liquidity to cover business
requirements, interest and committed capex over the next 24 months

Liquidity and Debt Structure

Satisfactory Liquidity: Sani/Ikos Group had EUR100 million
available cash at end-2023 (excluding EUR8 million of estimated
restricted cash), with an additional over EUR200 million available
through an undrawn committed capex facility. Further, the company
signed a new EUR25 million RCF in April maturing in 2027, as well
as an additional secured asset financing of EUR229 million maturing
in 2031. The refinancing also added EUR39 million liquidity net of
fees.

Capex and Maturities Covered: Operational cash flow, existing capex
lines and new secured debt are expected to cover most of the
planned capex and debt maturities in 2024-2026. The company has a
record of raising new asset-backed debt, which partially alleviates
liquidity risk should building cost inflation increase its capex.
Overall, the maturity profile of Sani/Ikos Group's debt has
improved substantially, with the refinancing extending maturities
to 2030 from 2026.

The majority of opco debt was refinanced in 2H22 with all
maturities extended and two further asset-level debt financings
issued in 2023. The new debt profile has some maturity
concentration in 2030 and 2031, but Fitch expects the company to
refinance them ahead of maturity.

Date of Relevant Committee

11 July 2024

REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF
RATING

Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.

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
   -----------             ------         --------   -----
Sani/Ikos Financial
Holdings 1 S.a r.l.

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



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

DTEK RENEWABLES: Fitch Lowers LT IDR to 'C'
-------------------------------------------
Fitch Ratings has downgraded DTEK Renewables B.V.'s Long-Term
Foreign- and Local-Currency Issuer Default Ratings (IDR) to 'C'
from 'CC'. Fitch has also downgraded DTEK Renewables Finance B.V.
notes' rating to 'C' from 'CC' with a Recovery Rating of 'RR4'.

The downgrade follows DTEK Renewables' announcement that it
received consent from noteholders to amend the terms of its EUR325
million 8.5% euro-denominated green notes due in November 2024.
Fitch deems execution of the offer as a distressed debt exchange
(DDE).

Key Rating Drivers

Consent Solicitation Constitutes a DDE: Fitch regards DTEK
Renewables' consent solicitation for its notes as a DDE, as the
restructuring imposes a material reduction in terms compared with
the existing contractual terms and also because the restructuring
is conducted by the issuer to avoid a probable default.

Material Reduction in Terms: The consent solicitation proposal
includes an extension of the maturity of the notes by three years
to 12 November 2027 and introduces an option for the company to pay
interest in the form of cash and/or payment-in-kind on no more than
two occasions as long as currency control regulations by the
National Bank of Ukraine (NBU) restrict the company's ability to
pay interest on the notes.

Moreover, the proposal foresees the termination of the requirement
to maintain and fund the notes' interest reserve account until bond
maturity, irrespective of the timing of the end of the war. Fitch
believes these changes together constitute a material reduction in
terms.

Consent Solicitation to Avoid Default: Fitch views the consent
solicitation as necessary for DTEK Renewables to avoid a probable
default. This is because the company is experiencing severe
distress due to the war resulting in lower generation volumes and
EBITDA, and also because of its weak liquidity position ahead of
its original bond maturity in November 2024.

Amended Moratorium on Foreign-Currency Payments: The NBU
foreign-exchange (FX) transfer moratorium restricting the company's
ability to transfer funds out of Ukraine to finance payments under
the notes was relaxed on 10 July 2024, after the consent
solicitation was launched. DTEK Renewables and other Ukrainian
companies will be able, under certain conditions, to send cash
abroad by means of dividends to service coupon payments of bonds
issued abroad, but not capital repayments.

Strained Cash Flows: The payment discipline of the guaranteed
buyer, which offtakes electricity generated by DTEK Renewables, is
weak and conditional on the overall energy market in Ukraine,
including the financial and liquidity position of main market
participants and liquidity support from international financial
institutions. As of 30 June 2024, the weighted average level of
settlements by the guaranteed buyer was 55% of amounts due versus
49% a year ago. The guaranteed buyer owed a total aggregate amount
of EUR58.9 million to DTEK Renewables as of 30 June 2024.

Severe Operational Disruptions: DTEK Renewables' output has been
significantly reduced by the war, with 1.0 TWh of energy produced
in 2023, albeit 13.4% higher than in 2022 but materially down from
2.1 TWh in 2021.

With the exception of Tiligulska Wind Electric Plant, its wind
farms (with an aggregate nominal capacity of about 500 MW, ie.
about 47% of the company's total installed capacity at end-2023)
stopped operations immediately when the war started, due to grid
connection disruptions and its location in Russian-occupied
territories, but three solar power plants continue to be
operational.

RD on Restructuring Completion: Fitch expects to downgrade the IDR
to 'RD' (restricted default) on execution of the consent
solicitation and simultaneously re-rate the company, most likely at
'CC', to reflect its capital structure post transaction.

Derivation Summary

DTEK Renewables' 'C' IDRs indicate that a default or default-like
process has begun.

Key Assumptions

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

- Operations and available assets maintained at current levels into
2024-2025, with all solar plants and only Tiligulska Wind Farm
operational at an increased 114MW capacity from May 2023

- Electricity production averaging 1,000 GWh annually in 2024-2025
(50% lower than in pre-war times)

- Annual average collection of receivables from the guaranteed
buyer at 55% of the amounts due and 100% collection of receivables
of Tiligulska Wind Farm from the market

- Capex limited to maintenance with all development projects
postponed

Recovery Analysis

Key Recovery Rating Assumptions

- The recovery analysis assumes that DTEK Renewables would be a
going concern (GC) in bankruptcy and that the company would be
reorganised rather than liquidated

- A 10% administrative claim

- Its assumptions cover the guarantor group only, which comprise
DTEK Renewables and certain subsidiaries

- Its GC EBITDA estimate reflects Fitch's view of a sustainable,
post-reorganisation EBITDA level on which Fitch bases the valuation
of the company

- Its estimate of GC EBITDA of subsidiaries - Orlivska Wind Farm,
Pokrovska Solar Farm and Tryfonivska Solar Farm and Tiligulska Wind
Electric Plant - of about EUR45 million is factored into its GC
EBITDA for DTEK Renewables

- The enterprise value multiple is 3x

- These assumptions result in a recovery rate for the senior
unsecured debt at 'RR4' with a waterfall- generated recovery
computation of 38%, indicating a 'C' instrument rating

RATING SENSITIVITIES

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

- An upgrade is unlikely due to the imminent DDE

- Cessation of military conflict, resumption of normal business
operations and improved liquidity

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

- Execution of a DDE or non-payment of interest and the maturing
principal, which would result in a downgrade to 'RD'. The IDR will
be further downgraded to 'D' if DTEK Renewables enters into
bankruptcy filings, administration, receivership, liquidation or
other formal winding-up procedures, or ceases business

Issuer Profile

DTEK Renewables is the owner of wind and solar power generation
assets in Ukraine with a 1,064MW capacity.

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
   -----------                  ------        --------   -----
DTEK Renewables
Finance B.V.

   senior unsecured    LT        C  Downgrade   RR4      CC

DTEK Renewables B.V.   LT IDR    C  Downgrade            CC
                       LC LT IDR C  Downgrade            CC



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

MARERA INVESTMENT: S&P Lowers LT ICR to 'CCC+', Outlook Negative
----------------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
Serbia-Based Marera Investment Group Ltd. to 'CCC+' from 'B-'.

The negative outlook indicates that S&P could lower the rating in
the next six to 12 months if Marera's fails to secure sufficient
liquidity sources well ahead of its short-term debt maturities,
enhancing the nonrepayment risk, or if it breaches financial
covenants.

S&P said, "We downgraded Marera because we see elevated refinancing
and liquidity risk in the next 12 months. In the next 12 months
Marera will need to repay around EUR29 million of debt including a
EUR21.1 million loan from the local AIK Banka due in June 2025. We
understand that Marera is putting in place a new 10-year bank loan
of up to EUR49 million, which it will use to refinance the existing
senior secured debt including the EUR21 million loan, although this
process is not yet complete. We understand that Marera can roll
over some of its bank loans amortized in the next 12 months (other
than the EUR21.1 million loan), and we do not expect Marera to
default in the next six months; rather we believe that the
refinancing and liquidity risk will augment in 2025 absent
refinancing. As of June 30, 2024, Marera had only EUR1.3 million of
cash and did not have any back-up facilities. We forecast that
Marera's free cash flow will likely be close to zero in 2024, given
the limited cash flow generation, and the elevated interest rate
environment that has led to higher interest expense (EUR9.7 million
in 2023 compared with S&P Global Ratings-adjusted EBITDA of EUR9.9
million). We also note that Marera has tight or nonexistent
headroom under some of its maintenance covenants--in particular,
the debt service coverage ratio (DSCR) covenant of 120% on one of
its properties. To reflect these risks, we have changed our
liquidity assessment for Marera to weak from less than adequate."

Marera's capital structure appears unsustainable in the long term
with the S&P Global Ratings-adjusted ratio of debt to debt plus
equity expected to stay elevated at close to 75%-80%. S&P said,
"Although we saw some improvement in 2023 when S&P Global
Ratings-adjusted debt to debt plus equity decreased to 77.7% from
80.6% a year before, we forecast that the ratio will remain
elevated at 75%-80% in the next 12 months. This is because in our
forecast for 2024, Marera will generate negative free operating
cash flow (after capex) which will likely lead to some debt
increase from around EUR160 million as of June 30, 2024 (EUR162
million at the end of 2023). In 2023, Marera's free operating cash
flow was negative EUR11.5 million. We forecast that Marera's S&P
Global Ratings-adjusted debt to EBITDA will stay elevated at
15x-16x in the next 12 months (16.3x at year-end 2023), which is
high compared with that of peers and given the company's high
rental yield. At the same time, we factor in that around 20%-25% of
Marera's debt is represented by shareholder loans and related-party
debt, for which repayment terms are more flexible versus the senior
secured bank loans that form the remainder of the portfolio."
Senior secured loans represent around two-thirds of Marera's bank
debt. The weighted average maturity of Marera's debt was just above
five years at the end of 2023.

Positively, Marera demonstrates strong occupancy and robust rental
growth and its portfolio valuation remains resilient, balanced by
the portfolio's small size compared with peers' and some tenant
concentration. Marera continues to demonstrate a very high
occupancy of 99%-100%, supported by the good quality of its assets
and their favorable location largely in Belgrade, but also by
demand exceeding supply in the local real estate market fueled by
favorable economic conditions. S&P said, "Marera also benefits from
mid-single digit like-for-like rent increases, and we expect that
the ongoing investment in the portfolio will likely improve
Marera's cash-generating capacity. That said, we note that some
project delays reduced the company's EBITDA contribution in
2022-2023." In particular, the delays with the launch of Bigz, an
important office project of Marera, which saw the first tenants
accommodated in May 2024, decreased EBITDA by around EUR1.9 million
in 2023 versus the business plan. Marera also faced some delays in
the portfolio expansion in the past. Positively, Marera's tenant
portfolio remains well diversified, with the top 10 tenants
contributing 37% of revenue in 2023. Marera's weighted average
lease term decreased to 3.6 years in 2023 from 3.8 years in 2022
and it remains shorter than that of other rated European office
players. Marera is one of the most important players in the Serbian
real estate market, but the size of its portfolio (around EUR191
million at year-end 2023, or +11% year on year) remains relatively
small compared with larger international peers, which constrains
our business risk assessment.

The negative outlook reflects high uncertainty regarding Marera's
ability to successfully secure sufficient funding to cover any
short-term debt maturities and maintain sufficient covenant
headroom within the next six to 12 months.

S&P would lower the rating if Marera's liquidity deteriorates and
it fails to gain bank approvals for refinancing or loan extensions
to cover upcoming short-term debt maturities in a timely manner or
a covenant breach, such that the possibility of a default
increases.

S&P could revise the outlook to stable if Marera completes
refinancing so that its liquidity is sustainable with sufficient
headroom over the next 12 months and ensures sufficient headroom
under its financial covenants.




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

B3 SUPPLEMENTS: Royce Peeling Named as Administrators
-----------------------------------------------------
B3 Supplements Limited was placed into administration proceedings
in the High Court of Justice, Court Number: CR-2024-MAN-001013, and
Royce Peeling Green Limited was appointed as administrators on Aug.
2, 2024.

B3 Supplements Limited, doing business as B3 Labs, is a premium
white label CBD manufacturing company based in Manchester
formulating white label CBD products for brands of all sizes. Its
registered office is at Unit B, Broadgate Business Park, Broadway,
Chadderton, Oldham OL9 0JA.

The Joint Administrators may be reached:

     Gareth Hunt
     David Norman Kaye
     Royce Peeling Green Limited
     The Copper Room
     Deva City Office Park
     Trinity Way, Salford
     Manchester, M3 7BG
     Tel: 0161 608 0000
     E-mail: businessrecover@rpg.co.uk

Alternative contact: Hannah Teal


BLUE SEA FOOD: Kroll Named as Administrators
--------------------------------------------
The Blue Sea Food Company Limited was placed into administration
proceedings in the High Court of Justice, Business and Property
Courts in Birmingham, Insolvency & Companies List (ChD), Court
Number: CR-2024-BHM-000474, and Kroll Advisory Ltd was appointed as
administrators on Aug. 5, 2024.

The Blue Sea Food Company Limited -- https://devoncrab.com/ --
doing business as Devon Crab, is in the business of processing and
preserving of fish and crustaceans.  Its principal trading address
is at Unit 20 Torbay Business Park, Paignton, TQ4 7HP.

The Joint Administrators may be reached at:

     Matthew Ingram
     Elizabeth Anne Welch
     Kroll Advisory Ltd
     4B Cornerblock
     2 Cornwall Street
     Birmingham, B3 2DX

Contact details for the Joint Administrators:

     Emily Hewitson
     Tel: 0121 214 1131
     E-mail: Devoncrab@kroll.com


H.PARKINSON HAULAGE: FRP Named as Administrators
------------------------------------------------
H.Parkinson Haulage Limited was placed into administration
proceedings in the High Court of Justice, Business & Property
Courts in Leeds, Court Number: CR-2024-LDS-000746, and FRP Advisory
Trading Limited was appointed as administrators on Aug. 5, 2024.

H.Parkinson Haulage Limited provides haulage and warehousing
services.  Its registered office is at Mayfield House, Chorley
Road, Walton Le Dale, Preston, PR5 4JN.  Its principal trading
addresses are at:

     1 Aston Way, Moss Side Industrial Estate, Leyland, PR26 7UX;
and
     1 Olivers Place, Fulwood, Preston, PR2 9WT

The Joint Administrators may be reached at:

     David Acland
     Lila Thomas
     FRP Advisory Trading Limited
     Derby House
     12 Winckley Square
     Preston, PR1 3JJ
     Tel: 01772 440700

Alternative contact:

     Nick Saunders
     E-mail: cp.preston@frpadvisory.com


INNOVATIVE RETAIL: Quantuma Named as Administrators
---------------------------------------------------
Innovative Retail Development Limited was placed into
administration proceedings in the Business and Property Courts in
England & Wales, Court Number: CR-2024-004758, and Quantuma
Advisory Limited was appointed as administrators on Aug. 7, 2024.

Innovative Retail Development Limited leases and operates owned or
leased real estate.  Its registered office and principal trading
address is at 27 Riley Square, Bell Green, Coventry, CV2 1LS.

The Joint Administrators may be reached at:

     Simon Campbell
     Kelly Mitchell
     Quantuma Advisory Limited
     Office D, Beresford House
     Town Quay
     Southampton, SO14 2AQ

For further details, please contact:

     Konrad Cajgler
     Tel: 02382 356936
     E-mail: konrad.cajgler@quantuma.com


NEW CINEWORLD: S&P Affirms 'B-' Long-Term ICR, Outlook Stable
-------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' long-term issuer credit rating
on New Cineworld Midco Ltd., its 'B+' issue rating on the super
senior revolving credit facility (RCF), and its 'B-' issue rating
on the senior secured term loan facility.

The stable outlook reflects S&P's expectation that improved cinema
admissions should allow Cineworld to reduce leverage and start
generating positive FOCF after leases in 2025, and that liquidity
will remain adequate over the next 12 months.

Cineworld's proposed restructuring plan could improve its UK
business's financial health and reduce the group's lease
liabilities. On July 26, 2024, Cineworld announced a restructuring
plan aimed at making its U.K. business financially self-sufficient
by reducing rents, exiting nonprofitable sites, implementing cost
control initiatives, and optimizing operations to accommodate lower
attendances. In 2023, Cineworld U.S. underwent Chapter 11
reorganization which allowed it to terminate or amend non-viable
leases, but this did not address the U.K. business. Global cinema
attendance remains below pre-pandemic levels and we expect it will
decline in 2024 compared with 2023. This is due to film release
delays induced by the Writers Guild of America (WGA) and Screen
Actors Guild-American Federation of Television and Radio Artists
(SAG-AFTRA) strikes in 2023. As a result, Cineworld's U.K. business
still generates negative EBITDA and requires cash injections from
the U.S. group in 2024 to sustain rent payments.

The restructuring plans will be considered by the court on Aug. 27,
2024. If 75% by value of those creditors voting in each consenting
class vote for the plan and it is sanctioned by the court, it will
be implemented immediately after the plan sanction hearing,
currently expected to be on Sept. 26, 2024. If the plan is
implemented successfully, S&P estimates the company could reduce
its U.K. lease liabilities by about 10-15%. By renegotiating lease
terms with landlords and closing non-viable cinemas, the U.K.
group's EBITDA could turn positive in 2025.

If the plans are implemented, the terms of Cineworld's senior term
loan facilities will be amended, including:

-- Extending the senior secured term loan's (TLB) maturity by six
months to Jan. 31, 2029.

-- Extending the TLB's PIK election by six months, until July 31,
2025, with an additional 1% premium margin for PIK interest over
the equivalent cash payment rate.

-- Extending the call protection by four months until Nov. 30,
2024.

Separately, on July 26, 2024, Cineworld amended the terms of its
senior facilities to ringfence the U.K. business such that if the
restructuring plans were unsuccessful and the U.K. group became
insolvent, the U.S. group would be protected from potential
enforcement action by senior lenders who would only be entitled to
enforce over and accelerate up to the value of any U.K. group
collateral.

S&P said, "Under our criteria we view the proposed restructuring
plan as opportunistic because the Cineworld group is not facing any
near-term maturity or interest payment on its senior debt and its
liquidity remains adequate. We also expect FOCF will breakeven
after lease payments in 2024, and for 2025 we forecast adjusted
leverage will reduce to less than 5.0x and FOCF will become
sustainably positive when the box office recovers."

The company's 2024 operating performance is affected by last year's
Hollywood strikes, but we expect recovery in 2025. 2024's box
office is still being affected by last year's actor and writer
strikes, which stopped or delayed film production and resulted in
blockbuster releases being postponed until 2025, such as Captain
America: Brave New World, Disney's Snow White, and Mission:
Impossible 8. In the first half of 2024, global box office declined
by about 18%-20% compared with 2023. S&P said, "We forecast the
company's 2024 admissions to be about 13% lower than last year due
to a stronger performance in the second half. This includes Inside
Out 2--the highest-grossing animated film of all time earning $1.5
billion worldwide--and the strong performance from Wolverine &
Deadpool, as well as major titles due to be released, including
Gladiator II, Wicked, Joker: Folie à Deux, Alien: Romulus, and
Venom: The Last Dance. Ticket and concession price indexations also
support the group's revenue, so we forecast total reported revenue
will decline by about 9% to $3.1 billion. As a result, we forecast
adjusted EBITDA to be materially lower in 2024 than our previous
expectations, but 2024 FOCF after lease payments will breakeven,
and adjusted leverage will remain elevated at about 6.7x. In 2025,
we expect admissions to recover, supporting an EBITDA rebound to
about $1 billion. FOCF after leases is anticipated to be positive
and leverage will reduce below 5.0x. That said, average ticket
prices are at an all-time high and we believe that cinemas are
facing a high substitution risk from the popularity of on-demand
streaming services and advanced consumer electronics. Therefore, if
the macroeconomic environment turns out to be weaker than we
forecast, consumers may be increasingly sensitive to discretionary
spending and choose lower-cost, in-home viewing options, prompting
cinema exhibitors to adjust pricing."

S&P said, "The stable outlook reflects our expectation that in
2024, Cineworld's earnings and cash flow will be restrained by the
weak slate of film releases. Adjusted leverage will remain high at
about 6.7x, but its FOCF after lease expenses will breakeven and
liquidity will remain adequate. From 2025, improving cinema
admissions should enable Cineworld to reduce leverage to less than
5.0x and start generating positive FOCF after leases.

"We could lower the rating over the next 12 months if admissions
failed to recover in line with our expectations, leading to
negative FOCF after leases and deteriorating liquidity and the
capital structure becoming unsustainable.

"We could raise the rating if cinema admissions recovered ahead of
our expectations, leading to a quicker improvement in earnings,
such that Cineworld's FOCF after leases approached $100 million on
a sustainable basis and EBITDAR cash interest coverage approached
1.5x.

"Social factors are a moderately negative consideration in our
credit rating analysis on Cineworld. Activity in the cinema
industry remains subdued following the pandemic due to health and
safety measures and delays to film production leading to low cinema
admissions. Although an extreme disruption to operations like this
is not likely to recur soon, we expect these social factors will
continue to affect Cineworld's credit metrics over our forecast
period."


PRAESIDIAD GROUP: Moody's Puts 'C' CFR Under Review for Upgrade
---------------------------------------------------------------
Moody's Ratings placed the C corporate family rating of Praesidiad
Group Limited ("Praesidiad") on review for upgrade, along with its
probability of default rating of C-PD. Moody's have also withdrawn
the C rating on the backed senior secured bank credit facilities of
its subsidiary, Praesidiad Limited, as these obligations no longer
exist. Previously, the outlook was stable for both entities.

This review follows the closing of Praesidiad's expected
restructuring in May 2024 whereby the previously outstanding
instruments were partially reinstated and partially novated to
parent companies above Praesidiad's level. During the review
Moody's will assess the impact of the company's new capital
structure on its existing ratings.

RATINGS RATIONALE

The rating action reflects the reduction in debt following
Praesidiad's restructuring leading to more sustainable leverage
levels. The rating action also incorporates Moody's expectations of
further deleveraging, along with some cash generation, going
forward.

During this review, Moody's will focus on the details of
Praesidiad's new capital structure including the overhang of holdco
debt, which consists in part of the novated pre-petition
instruments. Moody's will also assess the company's performance in
2024 and beyond and the likelihood of Praesidiad generating more
stable earnings and reducing exceptional costs. Furthermore,
Moody's will consider the strategy and risk appetite under
Praesidiad's new management team.

Praesidiad's credit profile remains supported by the company's good
position in a fragmented perimeter protection market with regional,
product and end-market diversification; positive sector
fundamentals, such as long-term trend of securing people and
assets; and material deleveraging as a result of the
restructuring.

Conversely, Praesidiad's ratings are constrained by still soft
macroeconomic environment weighing on revenue and earnings
generation, limited visibility into and lumpiness of orders in some
of its segments, as well as exposure to volatile prices of inputs
such as steel and zinc coupled with a time lag in passing on cost
increases to customers. The company's ability to grow its earnings
and generate free cash flow is also uncertain at this point, as are
the new management's financial policies.

LIQUIDITY

Post-restructuring, Praesidiad's liquidity remains weak. The
company had over EUR27 million at year-end 2023 and no near-term
maturities following the restructuring transactions; however, it
does not have a revolving credit line which could pressure its
liquidity if operating performance deteriorates.

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

Moody's expectations of sustained leverage reduction coupled with
at least breakeven free cash flow and manageable interest coverage
could result in a ratings upgrade, upon completion of the review.
An improved trajectory in the company's operating performance, as
well as adequate liquidity, would also be needed for an upgrade.

The ratings would likely be confirmed at their current level upon
completion of the review should the company fail to evidence
consistent operating improvement leading to sustainable capital
structure and adequate liquidity.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Headquartered in the United Kingdom, Praesidiad is a global
provider of outdoor perimeter security systems. The company's
products are marketed under the Betafence, Guardiar and Hesco
brands and cater to a wide range of end-markets characterised by
high-security needs such as utilities, oil and gas, military and
other high-security events, but also residential, temporary
fencing, farming, cable and wire, as well as low- and
medium-security perimeter protection and control products. In 2023,
Praesidiad reported revenues of EUR247 million and adjusted EBITDA
of EUR34 million.

SELBY CONTRACT: Meeting of Creditors Set for Aug. 23
----------------------------------------------------
Under Rule 15.13 of the Insolvency (England and Wales) Rules 2016,
the Joint Administrators of Selby Contract Flooring Limited are
seeking a decision from creditors on:

     1) establishing of a Creditors' Committee, if sufficient
nominations are received by Aug. 7, 2024, and those nominated are
willing to be members of a Committee.

     2) the basis of the Joint Administrators' fees.

     3) the approval of the Joint Administrators' Category 2
expenses.

     4) the approval of the pre-Administration cost.

     5) the timing of the Joint Administrators' discharge by way of
a virtual meeting.

The meeting will be held as a virtual meeting by Microsoft Teams on
Aug. 23, 2024, at 11:00 a.m. Details of how to access the virtual
meeting are included in the notice delivered to creditors. If any
creditor has not received this notice or requires further
information, please contact the Joint Administrators.

A creditor may appoint a person as a proxy-holder to act as their
representative and to speak, vote, abstain or propose resolutions
at the meeting. A proxy for a specific meeting must be delivered to
the chair before the meeting. A continuing proxy must be delivered
to the Joint Administrators and may be exercised at any meeting
which begins after the proxy is delivered. Proxies may be delivered
to Opus Restructuring LLP, 1 Radian Court, Knowlhill, Milton
Keynes, MK5 8PJ.

In order to be counted, a creditor's vote must be accompanied by a
proof in respect of the creditor's claim (unless it has already
been given). A vote will be disregarded if a creditor's proof in
respect of their claim is not received by 4 p.m. on 22 August 2024
(unless the chair of the meeting is content to accept the proof
later). A creditor who has opted out from receiving notices may
nevertheless vote if the creditor provides a proof of debt in the
requisite time frame. Proofs may be delivered to Opus Restructuring
LLP, 1 Radian Court, Knowlhill, Milton Keynes, MK5 8PJ.

Selby Contract Flooring Limited is a wholesaler of furniture,
carpets and lighting equipment.  Its registered office and
principal trading address is at 24 Crimscott Street, London, SE1
5TE.

Selby Contract Flooring Limited was placed in administration
proceedings in the High Court of Justice, Court Number:
CR-2024-000423, and Opus Restructuring LLP was appointed as
administrators on July 16, 2024.


SHAWBROOK MORTGAGE 2022-1: Fitch Affirms B+sf Rating on Cl. E Notes
-------------------------------------------------------------------
Fitch Ratings has upgraded Shawbrook Mortgage Funding 2022-1 PLC's
class C and D notes and affirmed the others.

   Entity/Debt                Rating           Prior
   -----------                ------           -----
Shawbrook Mortgage
Funding 2022-1 PLC

   Class A XS2562973615   LT AAAsf  Affirmed   AAAsf
   Class B XS2562973706   LT AA+sf  Affirmed   AA+sf
   Class C XS2562973888   LT AA-sf  Upgrade    A+sf
   Class D XS2562973961   LT A-sf   Upgrade    BBB+sf
   Class E XS2562974001   LT B+sf   Affirmed   B+sf
   Class F XS2562974183   LT CCsf   Affirmed   CCsf

Transaction Summary

The transaction is a static securitisation of buy-to-let (BTL)
mortgages originated between 2016 and 2022 by Shawbrook Bank
Limited (Shawbrook), in England, Scotland and Wales. Shawbrook is
the named servicer, although day-to-day servicing is delegated to
Target Servicing Limited.

KEY RATING DRIVERS

Below MIR; Performance Could Worsen: The class B and E notes have
been affirmed one and two notches below their respective
model-implied ratings (MIR), while the upgrades of the class C and
D notes are constrained two notches below their MIRs. By current
balance, 76.0% of the pool pay a fixed rate (4.50% of a weighted
average basis), which will revert to a likely higher floating rate
(Shawbrook Bank Rate) plus contractual margin.

The vast majority of these reversions will occur between 2025 and
2027, which may lead to an increase in arrears, if borrowers
struggle to pay the likely higher mortgage installments
post-reversion. However, Fitch found that increasing the weighted
average (WA) foreclosure frequency (FF) by 30% will have no impact
on the notes' current ratings.

Increasing CE: Credit enhancement (CE) has increased since the last
review in October 2023 interest payment date (IPD). This is due to
sequential amortisation and the general reserve fund, which
increases as the liquidity reserve fund amortises. CE for the class
A notes increased to 17.14% from 15.41% as at the June 2024 IPD.
This increase in CE has supported the rating actions.

Strong Relative Asset Performance: The transaction's one-month plus
and three-month plus arrears currently stand at 1.79% and 0.76%,
respectively, at the June 2024 IPD. The figures are below the
Fitch-rated BTL Performance Index of 4.33% and 2.60% for the
respective measures. Fitch expects a deterioration in these
measures in this pool and the BTL sector as a whole as higher
mortgage costs for floating-rate borrowers persist in 2024 and
2025.

HMO Rental Yield Haircut: The high interest coverage ratio (ICR)
for the asset pool is linked to the higher rental yield of house of
multiple occupation (HMO) properties, which make up 71% of the
pool. However, such properties are complex to manage and may
require higher maintenance costs. Fitch has therefore applied an
approximately 25% haircut to the rental income of HMO properties.
This broadly aligns with the stricter debt service coverage ratio
(DSCR) requirement for Shawbrook than for standard properties,
resulting in an adjusted ICR of 117.0%. This is a variation to
Fitch's criteria.

HMO Valuation Haircut: Fitch has adjusted the valuation of large
HMO properties (seven occupants or more) by applying a 10% haircut.
This is a variation to Fitch's criteria. These properties are
typically valued with a yield-based approach, which may result in
higher volatility depending on the occupancy rate, among others.

RATING SENSITIVITIES

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

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

Additionally, unanticipated declines in recoveries could result in
lower net proceeds, which may make certain notes susceptible to
negative rating action, depending on the extent of the decline in
recoveries. Fitch found that a 15% increase in the WAFF and a 15%
decrease in the weighted average recovery rate (WARR) decrease
would lead to a downgrade of no more than one notch for the class
C, D and E notes.

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

Stable to improved asset performance driven by stable delinquencies
and defaults would lead to increasing CE and, potentially,
upgrades. A decrease in the WAFF of 15% and an increase in the WARR
of 15% would result in upgrades of no more than one notch for the
class B notes, two notches for the class D notes and three notches
for the class E notes.

CRITERIA VARIATION

Fitch has adjusted the valuation of large HMO properties (seven
occupants or more) by applying a 10% haircut. These properties are
typically valued with a yield-based approach, which may result in
higher volatility depending on factors such as the occupation rate.
Fitch believes the attractiveness of these properties may be driven
by other factors than the typical drivers of housing demand such as
the evolution of a specific population (students, care workers,
seasonal workers). This market also has a limited size and
conversion costs may be needed to adapt these properties to
standard properties that could be sold to an owner occupier or
non-HMO-investor.

Fitch has applied an approximately 25% haircut to the rental income
of HMO properties. This is necessary as rental income on HMO
properties may also need to cover various additional costs compared
with standard BTL properties and therefore may not be available to
meet rental payments. Consequently, the rental value input is
reduced for Fitch's ICR calculation for this pool. This broadly
aligns with Shawbrook's stricter DSCR requirement for HMO
properties than for standard properties.

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

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.

SIG PLC: Moody's Cuts CFR to B2 & EUR300MM Sr. Secured Notes to B3
------------------------------------------------------------------
Moody's Ratings has downgraded UK-based building materials
specialist distribution company SIG plc's (SIG or the company)
long-term corporate family rating and probability of default rating
to B2 and B2-PD from B1 and B1-PD, respectively. Concurrently,
Moody's have downgraded to B3 from B2 the instrument rating on
SIG's EUR300 million backed senior secured notes due 2026. The
outlook remains negative.

The rating action reflects:

-- Significantly lower earnings and a further deterioration of
SIG's key credit ratios over the last twelve months (LTM) to June
30, 2024. Moody's adjusted debt / EBITDA increased to 6.4x from
5.4x in 2023 and Moody's adjusted EBITA / interest expense
decreased to 0.5x from 1.1x in 2023 over the LTM period.

-- Recovery prospects across the company's main markets not
expected until 2025 as levels of new construction and refurbishment
activity currently remain subdued.

-- Debt due for refinancing in 2026 and likely to be done while
credit metrics remain weakly positioned. However, Moody's recognise
the company's good liquidity, supported by sizeable cash balance of
GBP101 million and undrawn GBP90 million RCF.

RATINGS RATIONALE  

SIG reported its first half (H1) results on August 6, which
confirmed significant weakening of the company's performance. On a
like-for-like (LFL) basis group revenue decreased by 7% in H1 2024
compared to H1 2023 and for the last twelve months (LTM) to June
30, 2024 it was GBP2,655 million. Company underlying operating
profit was down 64% over the same period and for the LTM to June
30, 2024 it was GBP32 million. This was driven by the prolonged
challenging market conditions in its larger businesses, namely UK
Interiors, France and Germany, leading to lower volumes, as well as
price deflation. Moody's adjusted operating profit margin decreased
to 0.5% for the LTM period from 1.4% in 2023.

Moody's do not expect material improvements coming through this
year and Moody's expect Moody's adjusted gross debt/ EBITDA to
remain around 6.5x in 2024 before decreasing towards 5.5x in 2025.
Moody's adjusted EBITA / interest expense is expected to remain
weak, at 0.5x in 2024 and below 1.5x in 2025. Moody's 2025
estimates moderate market recovery in SIG's key markets and also
factors in margin improvements from the company's cost savings and
efficiency initiatives. Moody's estimates include an element of
restructuring costs that are likely to recur.

SIG's B2 CFR is supported by the company's (1) leading position as
a specialist building materials distribution company with a focus
on the relatively resilient roofing and insulation segments, good
geographic diversification and significant exposure to the more
stable renovation market; (2) conservative financial policies and
good liquidity; (3) relatively flexible cost base and the inherent
countercyclical nature of working capital.

Conversely, the CFR also factors in (1) the fragmented and highly
competitive European building materials distribution market; (2)
inherently low profitability in the industry, which limits free
cash flow generation; and (3) deteriorating economic outlook and
reducing construction and renovation activity in Europe.

LIQUIDITY

The company's liquidity is good with GBP101 million of cash on the
balance sheet as of June 30, 2024. In addition, SIG's liquidity
benefits from a fully undrawn GBP90 million revolving credit
facility (RCF) due May 2026. The RCF is subject to a 4.75x net
leverage springing covenant that is tested when the RCF is over 40%
drawn at a quarter end reporting date. The company also utilises
approximately GBP40 million under a factoring facility in one of
its French businesses to speed up the collection of the
receivables.

STRUCTURAL CONSIDERATIONS

The company's EUR300 million backed senior secured notes are rated
B3, one notch below the CFR. Although the backed senior secured
notes and the GBP90 million super senior RCF share the same
security package and guarantor coverage, the notes rank junior to
the RCF upon enforcement over the collateral. The size of RCF and
trade payable balances is relatively large compared with the notes,
which results in notching. Security comprises share pledges and a
floating charge over assets in the UK, and guarantees are provided
from material companies representing at least 95% of revenue, 94%
gross assets and 91% of EBITDA.

ESG CONSIDERATIONS

Private equity firm Clayton Dubilier & Rice (CD&R), which owns 29%
of SIG's shares, has two non-executive directors in the Board.
Moody's expect CD&R, similar to other private equity firms, to have
relatively higher appetite for shareholder-friendly actions,
although Moody's also expect that SIG will adhere to its publicly
stated financial policies.

RATING OUTLOOK

The negative outlook reflects SIG's weak trading performance and
credit metrics remaining at current levels in 2024 with only modest
recovery in 2025.  It also reflects Moody's expectation that the
company's liquidity will remain good.

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

Moody's could upgrade the company's rating if: (1) Moody's adjusted
gross debt/EBITDA decreases sustainably below 5.0x on a sustained
basis; (2) Moody's adjusted FCF / debt increasing towards 5%; (3)
Moody's adjusted EBITA / Interest increases towards 2x; and (4) the
company builds track record of operating with a conservative
financial policy.

Downward pressure could materialise if (1) Moody's adjusted
debt/EBITDA is sustained above 6x; (2) EBITA / interest does not
increase towards 1.5x; (3) FCF is sustainably negative; (4)
liquidity profile deteriorates; or (5) the company pursues
debt-funded acquisitions or shareholder distributions, which result
in weakening of the company's credit metrics.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Distribution
and Supply Chain Services published in February 2023.

PROFILE

Based in Sheffield, England, SIG plc is a European building
materials distributor specialist. The company operates in the UK,
France, Germany, Poland, the Benelux and Ireland and is focussed on
roofing products and insulation. With about 440 branches across
Europe, SIG generated GBP2.7 billion revenue for the LTM to June
30, 2024, reporting company adjusted EBITDA of GBP112 million for
the period. The company is listed on the London Stock Exchange with
current market capitalisation of GBP290 million as at August 7,
2024. Private equity firm CD&R owns 29% of the shares.

UTILITY SERVICES N.E.: FRP Named as Administrators
--------------------------------------------------
Utility Services (N.E.) Limited was placed into administration
proceedings in the High Court of Justice, Business and Property
Courts in Leeds, Court Number: CR-2024-774, and FRP Advisory
Trading Limited was appointed as administrators on Aug. 2, 2024.

Utility Services (N.E.) Limited is into construction of civil
engineering projects.  Its registered office is at 2 Meridian
Court, Whitehouse Business Park, Peterlee, Durham, United Kingdom,
SR8 2RQ.

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:

     Lianne Maidman
     E-mail: caseutilityservices@frpadvisory.com


VANQUIS BANKING: Fitch Lowers LongTerm IDR to BB-, Outlook Negative
-------------------------------------------------------------------
Fitch Ratings has downgraded Vanquis Banking Group plc's (VBG)
Long-Term Issuer Default Rating (IDR) to 'BB-' from 'BB'. The
Outlook is Negative. Fitch has also downgraded VBG's senior
unsecured long-term debt rating to 'BB-' from 'BB' and its
subordinated Tier 2 debt rating to 'B' from 'B+'.

The downgrades reflect delay to Fitch's expected timetable for VBG
returning to profit following revised guidance accompanying the
group's recently announced 1H24 results. One-off charges of around
GBP40 million within those results have also weakened end-2024 Tier
1 ratio expectations.

The Negative Outlook reflects ongoing pressure on VBG's ratings
from execution risk on the group's ability to return to meaningful
profitability over the next two years, which could further
negatively affect the perceived strength of its franchise and
regulatory capital headroom.

Key Rating Drivers

Narrow Franchise; Retail Funding: VBG's ratings reflect the
concentration of its business model within non-prime lending, with
weak asset quality and volatile profitability. The ratings also
recognise VBG's acceptable capitalisation and access to funding
that includes granular, albeit price-sensitive, retail deposits.
Fitch rates VBG primarily under its Non-Bank Financial Institutions
Rating Criteria, but also refers to its Bank Rating Criteria when
assessing the capitalisation and leverage and funding, liquidity
and coverage key rating drivers.

1H24 Losses: On 1 August, VBG reported a pre-tax loss of GBP46.5
million, equivalent on an annualised basis to -3% of average total
assets. Management now expects VBG to report a loss for 2024 as a
whole. The pre-tax loss in 1H24 was mainly caused by a GBP29
million revaluation of stage 3 vehicle finance loans and another
GBP11 million write-off of obsolete assets. The need to charge off
these (largely historical) assets weakens Fitch's view of VBG's
risk profile and capital headroom.

Revised 2024 Guidance: Management's guidance for a 2024 loss
represented the year's second downward revision to expected
earnings, following a previous disclosure in March regarding
complaint handling costs, which led to Fitch revising the Outlook
on VBG's Long-Term IDR to Negative (see Fitch Revises Vanquis
Banking Group's Outlook to Negative; Affirms at 'BB' published on
18 March 2024).

Reduced Capital Headroom: VBG's regulatory Tier 1 ratio of 19.8%,
which is equivalent to the common equity Tier 1 ratio in the
absence of AT1 debt, remained above the regulatory minimum of 13.4%
as of end-1H24. However, overall regulatory capital headroom has
declined as a result of the continued losses. Consequently,
management has revised its guidance for the Tier 1 ratio for 2024
downward by 100bp.

Retail Funding Benefit: VBG's main source of funding is retail
deposits at Vanquis Bank. This avoids significant refinancing
concentration and has helped the group manage increasing funding
costs.

RATING SENSITIVITIES

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

- Inability to return to pre-tax profitability by 2025, which would
weaken Fitch's view of the strength of VBG's franchise and business
model

- VBG's common equity Tier 1 ratio falling below 16% on a sustained
basis or a material reduction in regulatory capital headroom (for
example as a result of negative earnings), or an erosion of market
confidence in the adequacy of VBG's capital in the light of
emerging risks

- A deterioration in VBG's liquidity profile, as reflected in a
reduction in unrestricted liquidity or notably weaker funding
access

- Incurrence of a material level of fine or need to pay redress to
customers in respect of any significant demonstrated breach of
regulatory lending guidelines

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

- Fitch could revise VBG's Outlook to Stable if its run-rate
profitability recovers sustainably, approaching a pre-tax profit to
average total assets of 1.0%

- Upside for the ratings is presently limited, in view of the
Negative Outlook. In the medium term, it would require a strong and
sustainable rebound in operating profitability. This would be
helped by gaining both material scale and revenue diversification
by business line, which would indicate a stronger business
profile.

DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS

VBG's senior unsecured notes are rated in line with the group's
Long-Term IDR, reflecting Fitch's expectation of average recovery
prospects.

The subordinated tier 2 notes' rating is two notches below VBG's
Long-Term IDR, reflecting poor recovery prospects in the event of a
failure of VBG, in line with Fitch's base-case notching for Tier 2
debt. Fitch has not applied additional notching as the issue terms
do not contain features that give rise to incremental
non-performance risk.

DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES

The senior unsecured debt and Tier 2 notes ratings are principally
sensitive to a change in VBG's Long-Term IDR and material changes
to Fitch's recovery expectations for the bonds.

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

VBG's senior debt rating is primarily sensitive to movements in its
IDR. It is also sensitive to weaker recovery expectations, which
could result, for example, from retail deposits materially
increasing as a proportion of the group's total funding relative to
senior debt.

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

An upgrade of VBG's Long-Term IDR would result in an upgrade of the
unsecured debt and Tier 2 notes' ratings.

ADJUSTMENTS

The sector risk operating environment score has been assigned above
the implied score due to the following adjustment reason:
regulatory and legal framework (positive).

The business profile score has been assigned below the implied
score due to the following adjustment reasons: business model
(negative) and Market Position (negative).

The asset quality score has been assigned above the implied score
due to the following adjustment reason: collateral and reserves
(positive).

ESG Considerations

VBG has an ESG Relevance Score of '4' for Exposure to Social
Impacts and Customer Welfare stemming from a business model focused
on non-prime and sub-prime consumer lending. This exposes the group
to shifts of consumer or social preferences and to increasing
regulatory scrutiny, in particular on loans to low-income
individuals. This has a moderately negative influence on the
pricing strategy, product mix, and targeted customer base.

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
   -----------              ------           -----
Vanquis Banking
Group plc             LT IDR BB- Downgrade   BB

   senior unsecured   LT     BB- Downgrade   BB

   subordinated       LT     B   Downgrade   B+

VENNTRO MEDIA: Leonard Curtis Named as Administrators
-----------------------------------------------------
Venntro Media Group Limited was placed into administration
proceedings in the High Court of Justice, Business and Property
Courts in Newcastle-Upon-Tyne, Company & Insolvency List (ChD),
Court Number: CR-2024-NCL-000131, and Leonard Curtis was appointed
as administrators on Aug. 2, 2024.

Venntro Media Group -- https://www.venntro.com/ -- is a technology
and media company behind thousands of online communities and dating
sites around the world. Its principal trading address is at 59-60
Thames St, Windsor SL4 1TX.

The Joint Administrators may be reached at:

     Iain Nairn
     Leonard Curtis
     Unit 13, Kingsway House
     Kingsway Team Valley Trading Estate
     Gateshead, NE11 0HW

          - and -

     Sean Williams
     Leonard Curtis
     9th Floor, 7 Park Row
     Leeds, LS1 5HD
     Tel: 0113 323 8890
     E-mail: recovery@leonardcurtis.co.uk

Alternative contact: Amelia Blythe


XYLOTEK LTD: ReSolve Advisory Named as Administrators
-----------------------------------------------------
Xylotek Ltd was placed in administration proceedings in the High
Court of Justice Business and Property Courts of England and Wales,
Insolvency and Companies List, Court Number: CR-2024-004276, and
Simon Jagger and Ben Woodthorpe of ReSolve Advisory Limited were
appointed as administrators on July 31, 2024.  

Xylotek Ltd Xylotek -- https://www.xylotek.co.uk/ -- specializes in
the design and delivery of advanced timber structures. Its
registered office and principal trading address is at Barton Manor
Works, Barton Manor, Bristol, BS2 0RL.

The administrators can be reached at:

         Simon Jagger
         Ben Woodthorpe
         ReSolve Advisory Limited
         22 York Buildings,
         London, WC2N 6JU
         Tel No: (020) 3370 3126

Alternative contact:

         Hashem Kherfan
         E-mail: Hashem.Kherfan@resolvegroupuk.com


                           *********


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

Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

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

This material is copyrighted and any commercial use, resale or
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written permission of the publishers.

Information contained herein is obtained from sources believed to
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delivered via e-mail.  Additional e-mail subscriptions for
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                * * * End of Transmission * * *