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

                          E U R O P E

          Thursday, November 14, 2024, Vol. 25, No. 229

                           Headlines



D E N M A R K

MEDALLION MIDLAND: Moody's Withdraws B1 CFR on Debt Extinguishment
SUSTAINABLE PROJECTS: Registers 41.99M Shares for Possible Resale


F R A N C E

ELIS SA: Moody's Hikes Rating from Ba1, Alters Outlook to Stable


G E R M A N Y

DEMIRE DEUTSCHE: Moody's Alters Outlook on 'Caa2' CFR to Stable


I R E L A N D

AVOCA STATIC I: Moody's Assigns (P)Ba3 Rating to Class E-R Notes
BRIDGEPOINT CLO VII: S&P Assigns B- (sf) Rating on Class F Notes
BRIDGEPOINT VII: Fitch Assigns 'B-sf' Final Rating on Class F Notes
BUSHY PARK CLO: S&P Assigns B- (sf) Rating on Class F-R Notes
BUSHY PARK: Fitch Assigns 'B-sf' Final Rating on Class F-R Notes

MONUMENT CLO 2: Fitch Assigns 'B+(EXP)sf' Rating on Class F-1 Notes
PALMER SQUARE 2021-2: Moody's Affirms B1 Rating on EUR5MM F Notes


I T A L Y

CREDEMVITA SPA: Fitch Affirms 'BB+' Rating on Subordinated Debt


K A Z A K H S T A N

FREEDOM FINANCE: S&P Upgrades LT ICR to 'BB-', Outlook Stable


N E T H E R L A N D S

GLOBAL BLUE: Moody's Affirms 'B1' CFR & Alters Outlook to Positive
MAXEDA DIY: Moody's Downgrades CFR to Caa1, Outlook Negative
SANDY MIDCO: Moody's Affirms 'B2' CFR & Alters Outlook to Negative


N O R W A Y

KONGSBERG AUTOMOTIVE: Moody's Downgrades CFR to B2 & PDR to B2-PD


P O R T U G A L

BANCO MONTEPIO: DBRS Hikes LongTerm Issuer Rating to BB(high)


T U R K E Y

MILLI REASURANS: A.M. Best Hikes Finc’l. Strength Rating to C+


U N I T E D   K I N G D O M

D.M.S. INTERNATIONAL: Forvis Mazars Named as Joint Administrators
EALBROOK MORTGAGE 2024-1: DBRS Finalizes B(high) Rating on E Notes
KINGSWOOD SCHOOL: Quantuma Advisory Named as Joint Administrators
MILK VISUAL: Begbies Traynor Named as Joint Administrators
PAVILLION MORTGAGES 2024-1: DBRS Finalizes B(low) Rating on F Notes

PAXMAN JOINERIES: KRE Corporate Named as Joint Administrators
PETRA DIAMONDS: Moody's Cuts CFR to Caa1, Outlook Remains Negative
STELLER SYSTEMS: FRP Advisory Named as Joint Administrators
SYMAL DEVELOPMENTS: Rushtons Insolvency Named as Administrators
VANQUIS BANKING: Fitch Puts 'BB-' LongTerm IDR on Watch Negative

WINCHESTER 1 PLC: Moody's Assigns Ba1 Rating to GBP3.1MM E Notes

                           - - - - -


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D E N M A R K
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MEDALLION MIDLAND: Moody's Withdraws B1 CFR on Debt Extinguishment
------------------------------------------------------------------
Moody's Ratings withdrew all of Medallion Midland Acquisition, L.P.
ratings, including its B1 Corporate Family Rating, B1-PD
Probability of Default Rating, B1 senior secured term loan rating
and the outlook was changed to ratings withdrawn from ratings under
review. Prior to the withdrawal the ratings were under review for
upgrade following the announcement by ONEOK, Inc. (ONEOK, Baa2
stable) that it had agreed to acquire Medallion. The withdrawals
follow the extinguishment of its outstanding debt.

RATINGS RATIONALE

Medallion has fully repaid its senior secured term loan following
the closing of its acquisition by ONEOK. All of Medallion's ratings
have been withdrawn because its rated debt is no longer
outstanding.

Medallion Midland Acquisition, L.P. is a privately owned crude oil
gathering and intra-basin pipeline transportation system in the
Midland Basin. The company's system is comprised of over 1,300
miles of pipe with about 1.3 million bbl/d of crude oil throughput
capacity as well as roughly 1.5 million bbl of storage. Medallion
was owned by Global Infrastructure Partners and is now a wholly
owned subsidiary of ONEOK, Inc.



SUSTAINABLE PROJECTS: Registers 41.99M Shares for Possible Resale
-----------------------------------------------------------------
Sustainable Projects Group Inc. filed a preliminary prospectus on
Form S-1 with the U.S. Securities and Exchange Commission relating
to the proposed resale or other disposition, from time to time, of
up to 41,986,090 shares of common stock, $0.0001 par value per
share, of the Company, by the selling stockholders -- Doris
Muehlbauer and Kurt Muehlbauer -- who are the mother and father,
respectively, of Stefan Muehlbauer, the Company's Chief Financial
Officer.

The shares offered by the prospectus may be sold by the selling
stockholders from time to time in the over-the-counter market or
any other national securities exchange or automated interdealer
quotation system on which our common stock is then listed or
quoted, through negotiated transactions or otherwise at market
prices prevailing at the time of sale or at negotiated prices.

The selling stockholders will sell all or a portion of the shares
being offered pursuant to this prospectus at a fixed price of $0.20
per share until our common stock is quoted on the OTCQX, the OTCQB
or listed on a national securities exchange, if ever, and
thereafter at prevailing market prices at the time of sale, at
varying prices, or at negotiated prices.

All net proceeds from the sale of the shares of common stock
covered by this prospectus will go to the selling stockholders.
Sustainable Projects Group will receive none of the proceeds from
the sale of the shares of common stock covered by this prospectus
by the selling stockholders and are only paying expenses relating
to the registration of the shares of common stock with the
Securities and Exchange Commission, but all selling and other
expenses incurred by the selling stockholders will be borne by
them.

The Company's common stock is currently quoted on the OTC Pink tier
of the over-the-counter market maintained by OTC Markets Group,
Inc. under the symbol "SPGX." However, the trading market for its
common stock is sporadic and extremely limited. On October 30,
2024, the closing price of its common stock on the OTC Pink was
$0.20 per share.

A full-text copy of the preliminary prospectus is available at:

               https://tinyurl.com/yvkcvxhx   

                    About Sustainable Projects

Aalborg, Denmark-based Sustainable Projects Group Inc. is a
pure-play lithium company focused on supplying high-performance
lithium compounds to the fast-growing electric vehicle and broader
battery markets.

                           Going Concern

The Company cautioned in its Form 10-Q Report the quarter ended
March 31, 2024, that there is substantial doubt about its ability
to continue as a going concern. According to the Company, it has
limited revenue and has sustained operating losses, resulting in a
deficit. The Company said the realization of a major portion of its
assets is dependent on its continued operations, which in turn is
dependent upon its ability to meet financing requirements and the
successful completion of the Company's planned lithium production
facility.

As of June 30, 2024, Sustainable Projects Group had $1,943,187 in
total assets, $3,118,576 in total liabilities, and $1,175,389 in
total stockholders' deficit.



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F R A N C E
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ELIS SA: Moody's Hikes Rating from Ba1, Alters Outlook to Stable
----------------------------------------------------------------
Moody's Ratings has upgraded Elis S.A. to investment-grade rating,
assigned a Baa3 long term issuer rating and withdrawn the Ba1
corporate family rating and the Ba1-PD probability of default
rating. Concurrently, Moody's have upgraded to (P)Baa3 from (P)Ba1
the rating on the EUR4 billion backed senior unsecured Euro Medium
Term Note (EMTN) programme and to Baa3 from Ba1 the ratings on the
company's backed senior unsecured notes. The outlook was changed to
stable from positive.  

"The upgrade reflects Elis' sustained strong operating performance
that will allow  the company to further  improve its credit
metrics," says Sarah Nicolini, a Moody's Ratings Vice
President-Senior Analyst and lead analyst for Elis.

"The upgrade also reflects Moody's expectation that Elis will be
committed to maintaining an investment-grade rating even in the
event of transformational acquisitions," adds Ms Nicolini.

The expected progressive reduction in leverage and the company's
public commitment to an investment-grade rating are Financial
strategy and risk management considerations as per Moody's General
Principles for Assessing Environmental, Social and Governance Risks
methodology.

RATINGS RATIONALE

Moody's expect that Elis' operating performance will continue to be
strong, with solid organic revenue growth of around 5% per year,
driven by price increases and volume growth, and broadly stable
Moody's EBITA margins of around 15%-16%.

As a result, Moody's expect that the company's Moody's adjusted
debt/EBITDA ratio will decrease towards 2.5x by year end 2025, well
below the 3x threshold for an upgrade to investment-grade. Leverage
could further improve in 2026 with the potential conversion into
equity of the convertible bond maturing that year.

Moody's also forecast that the company will further increase its
Moody's adjusted retained cash flow/ net debt ratio to around 35%
over the next 12-18 months, compared to 28.5% in the last 12 months
ended June 2024. This strong metric will offset the company's
weaker Moody's adjusted free cash flow (FCF)/ debt ratio, that
Moody's forecast to remain around 5% over this period, owing to the
capital-intensive nature of the business particularly due to the
capitalization of linen costs.

Over the past few months, the company held exploratory
conversations with Vestis Corporation (Ba3 negative) and UniFirst
around a potential entry into the US market. On October 4, 2024,
the company announced that both discussions have been terminated,
as neither would have allowed Elis to complete a transaction that
would be in line with the company's strict financial discipline.

While Moody's cannot rule out that that the company may pursue
transformational M&A transactions in the future, the rating
reflects the expectation that any large acquisition will be funded
in a way commensurate with the Baa3 rating.

Elis' Baa3 issuer rating is supported by (1) its leading market
shares in core geographies and its network density, creating
barriers to entry, (2) its resilient operating performance and
ability to flex costs and capital expenditures if needed, and (3)
its good geographic diversification.

At the same time, the rating is constrained by (1) the
capital-intensive nature of the business, which limits FCF
generation, (2) its exposure to the hospitality sector (around 25%
of total revenue), leading to some volatility during periods of
weaker global economic activity, and (3) its high exposure to
energy costs, which could potentially strain margins despite the
partial hedges, if not offset by price increases or cost savings.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) CONSIDERATIONS

The rating action is driven by governance considerations associated
with Elis' public commitment to an investment-grade rating and to
maintaining a conservative financial policy which prioritises
deleveraging, while maintaining moderate dividends. Moody's expect
that the company will purse selective bolt-on acquisitions without
impairing its deleveraging trajectory, and that, should larger
acquisitions materialize, Elis will continue demonstrating
financial discipline without jeopardizing its rating. As a result,
Moody's have changed the assessment of the company's Financial
Strategy and risk Management factor to 2 from 3, the overall
exposure to governance risks (Issuer Profile Score or "IPS") to G-2
from G-3, and Elis's Credit Impact Score to CIS-2 from CIS-3.

LIQUIDITY

Elis' liquidity is good. The company had EUR421 million of cash on
balance sheet as of June 2024. Moody's expect that Elis will
generate Moody's adjusted FCF of around EUR200 million per year in
the next 12-18 months.

In addition, the company relies on a EUR870 million undrawn
sustainability-linked revolving credit facility (RCF) due in
November 2028. The RCF provides a backup for the EUR600 million
commercial paper programme, of which EUR297 million was outstanding
as of June 30, 2024. Moody's expect Elis to maintain comfortable
capacity under the net leverage financial maintenance covenant that
applies to the RCF and the USPP debt. The covenant, which is tested
semiannually, is set at 3.75x. Net reported leverage was 2.1x as of
June 30, 2024. The company has also put in place a securitization
programme, of which EUR192 million was used as of June 30, 2024.

The next upcoming maturities are the EUR500 million bond maturing
in April 2025, which has been partially pre-financed with the
EUR400 million bond issuance in March 2024, and the EUR350 million
bond maturing in February 2026.

RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects Moody's expectation that Elis will
maintain a solid operating performance while progressively
improving its credit metrics. It also factors in the expectation
that the company will maintain a conservative financial policy,
without deteriorating its credit metrics should potential
acquisition opportunities arise.

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

Upward pressure on the rating could develop if Elis' business line
diversity increases substantially and cyclical exposure diminishes,
its scale increases over time, and it sustains a solid operating
performance such that its Moody's adjusted debt/EBITDA reduces
below 2x on a sustainable basis and its Moody's adjusted FCF/debt
ratio sustainably increases towards high single digits.

Downward pressure on the rating could develop if Elis fails to
generate anticipated levels of revenue, profitability or free cash
flow or it engages in large debt-financed acquisitions that exceed
the limits of its financial policy such that its Moody's adjusted
debt/EBITDA ratio sustainably increases above 3x and its Moody's
adjusted FCF/debt ratio decreases below 5% on a sustainable basis.
The rating could also come under downward pressure if the company's
liquidity materially weakens.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE              

Headquartered in France, Elis S.A. is a multiservice provider of
flat linen, garment and washroom appliances, water fountains,
coffee machines, dust mats and pest control services. The company
reported EUR4.3 billion of revenue and EUR1.48 billion of EBITDA in
2023.



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G E R M A N Y
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DEMIRE DEUTSCHE: Moody's Alters Outlook on 'Caa2' CFR to Stable
---------------------------------------------------------------
Moody's Ratings has affirmed the Caa2 long term corporate family
rating of DEMIRE Deutsche Mittelstand Real Estate AG's ("DEMIRE" or
"the company"). At the same time the senior unsecured rating of its
EUR600 million note issuance now maturing in December 2027 was
upgraded to Caa2 from Caa3. The outlook changed to stable from
negative.

RATINGS RATIONALE

The rating affirmation and the outlook change to stable follows the
implementation of DEMIRE's restructuring proposal, which Moody’s
have considered a distressed exchange. Key elements of the
restructuring included the extension of the remaining bonds to 2027
with a 5% cash interest and a 3% PIK interest in 2027, and provided
some security to noteholder. In total the restructuring will reduce
the bond volume by a total of notional of roughly EUR250 million
resulting from cash payment of EUR50 million at par and a tender
for EUR196 million of bonds at a maximum price of 76.25%. The
company uses cash on balance sheet including disposal proceeds and
a EUR93 million liquidity injection from shareholders to fund the
payments. Moody’s do consider the shareholder loan provided by
Apollo affiliates as debt given it does not meet Moody’s criteria
to receive equity credit.

The upgrade of the bond rating reflects the new capital structure
that contains a mix of instruments pro-forma for the restructuring.
While the majority class of debt may remain unsecured for the next
12 to 18 months, unsecured debt remains structurally subordinated
to sizeable secured debt, but is now senior to the shareholder
loan.

The stable outlook balances improving gross leverage expectations
with ongoing operational headwinds in the portfolio, structural
concerns and execution risk for the disposal plan.

Going forward DEMIRE will aim to reduce debt through disposals as
leverage remains high and disposals are an essential part of the
restructuring plan, including further paydown targets. Moody's see
material execution risks in selling DEMIRE's assets in a still weak
German transaction market with economic weakness reducing investor
appetite, but see high disposal volumes with moderate discounts as
the main path to a sustainable capital structure.

Moody's expect Moody's-adjusted debt/gross assets remaining below
60% (Q3 2024 was 59%). Moody's assumptions driving down balance
sheet leverage expectations include some further single digit value
decline expectations, CAPEX spending including tenant incentives
required to manage an asset management intensive portfolio,
adjustments to some balance sheet items like claims related to
Cielo and LIMES, and Moody's inclusion of the shareholder loan in
debt. Those adjustments are overcompensated by the positive impact
from bond repayments, including EUR30-50 million annual repayments
from future disposal expectations, in the next 12-18 months.

As a consequence of Moody's assessment of the shareholder loan
being debt, a currently weakening earnings base from the asset
pool, and the increased interest rate on the bond, Moody's-adjusted
fixed charge cover will drop below 1x. Excluding the effect of the
shareholder loan, on which interest can be deferred at the option
of the issuer, fixed charge cover will stay above 1.5x in 2025.
Moody's do not consider EBTIDA created by discounted buybacks as
sustainable earnings and would hence remove it from the
calculations. At the same time Moody's did not incorporate
potential penalties in case of lack of bond repayment in 2025 and
2026 in Moody's projections. Ultimately, DEMIRE will be required to
find an equity solution for the shareholder loan in the next years,
or sell materially more assets than Moody's anticipate.

LIQUIDITY

Following the restructuring, DEMIRE's liquidity remains tight and
relies on refinancing of secured debt. As part of the
restructuring, Moody's estimate about EUR200 million has been spent
post Q3 reporting on the repayment and repurchase of the bonds as
agreed in the restructuring. The company had  EUR165 million cash
on balance sheet as of June 2024 and will use up to EUR93 million
shareholder loan. Moody's expect Moody's-adjusted CFO below EUR10
million for 2024 and 2025. EUR35 million outstanding debt is due in
November 2024 and EUR38 million in 2025, which Moody's understand
the company aims to extend, but Moody's consider may require asset
management or some debt deduction. DEMIRE also aims to actively
dispose of assets to address its liquidity needs and has started to
sign first smaller disposals.

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

An upgrade could occur if

-- The company successfully disposes assets to meet the expected
annual paydown of debt in the restructuring agreement

-- DEMIRE manages to crystalise value in its Fair Value REIT stake
and other complex claims like Cielo

-- DEMIRE manages to roll its upcoming secured debt

-- Moody's-adjusted debt/assets reduces well below 60%, including
Moody's adjustments on balance sheet items next to investment
properties

-- Interest cover remains above 1x

A downgrade may occur if

-- DEMIRE's liquidity weakens

-- Operational weakness in the asset portfolio makes further
disposal and refinancing activities challenging

Structural Considerations

Unsecured bonds and secured property debt will be the main sources
of debt for DEMIRE going forward. While the balance of unsecured
debt will drop materially from the restructuring, secured debt will
also decline compared to its H1 2024 balance as a consequence of
the LIMES portfolio default and deconsolidation. Hence bonds will
remain the majority class of debt by end of 2024 but trending down
over time. At the same time, the bonds benefit from structural
seniority to the initially EUR193 million shareholder loan provided
by an Apollo affiliate, which supports the rating of the bonds
despite subordination to material secured debt volumes.

The principal methodology used in these ratings was REITs and Other
Commercial Real Estate Firms published in February 2024.




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I R E L A N D
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AVOCA STATIC I: Moody's Assigns (P)Ba3 Rating to Class E-R Notes
----------------------------------------------------------------
Moody's Ratings announced that it has assigned the following
provisional ratings to refinancing notes to be issued by Avoca
Static CLO I Designated Activity Company (the "Issuer"):

EUR186,300,000 Class A-R Senior Secured Floating Rate Notes due
2035, Assigned (P)Aaa (sf)

EUR20,800,000 Class B-R Senior Secured Floating Rate Notes due
2035, Assigned (P)Aa1 (sf)

EUR18,300,000 Class C-R Deferrable Mezzanine Floating Rate Notes
due 2035, Assigned (P)A2 (sf)

EUR14,500,000 Class D-R Deferrable Mezzanine Floating Rate Notes
due 2035, Assigned (P)Baa3 (sf)

EUR13,800,000 Class E-R Deferrable Junior Floating Rate Notes due
2035, Assigned (P)Ba3 (sf)

RATINGS RATIONALE

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

The Issuer is a static cash flow CLO. The issued notes will be
collateralized primarily by broadly syndicated senior secured
corporate loans. The portfolio will be 100% ramped as of the
closing date.

KKR Credit Advisors (Ireland) Unlimited Company ("KKR") may sell
assets on behalf of the Issuer during the life of the transaction.
Reinvestment is not permitted and all sales and unscheduled
principal proceeds received will be used to amortize the notes in
sequential order.

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

In addition to the five classes of notes rated by us, the Issuer
has originally issued EUR32.89 million of Subordinated Notes which
remain outstanding and are not rated.

Methodology Underlying the Rating Action:

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

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

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

Moody's modeled the transaction using a cash flow model based on
the Binomial Expansion Technique, as described in Moody's
methodology.

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

Performing par: EUR275.20 million

Defaulted Par: none

Diversity Score: 49

Weighted Average Rating Factor (WARF): 3008

Weighted Average Spread (WAS): 3.87%

Weighted Average Recovery Rate (WARR): 45.19%

Weighted Average Life (WAL): 3.80 years


BRIDGEPOINT CLO VII: S&P Assigns B- (sf) Rating on Class F Notes
----------------------------------------------------------------
S&P Global Ratings assigned credit ratings to Bridgepoint CLO VII
DAC's class A loan and class A to F European cash flow CLO notes.
The issuer also issued unrated subordinated notes.

Under the transaction documents, the rated loan and notes will pay
quarterly interest unless a frequency switch event occurs.
Following this, the loan and notes will switch to semiannual
payments. The portfolio's reinvestment period will end
approximately 4.7 years after closing, while the non-call period
will end 1.5 years after closing.

The ratings reflect S&P's assessment of:

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

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

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

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

  Portfolio benchmarks
                                                         Current

  S&P Global Ratings' weighted-average rating factor    2,844.62

  Default rate dispersion                                 342.98

  Weighted-average life (years)                             4.94

  Obligor diversity measure                               119.53

  Industry diversity measure                               20.26

  Regional diversity measure                                1.15

  Transaction key metrics
                                                         Current

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

  'CCC' category rated assets (%)                           1.50

  Actual 'AAA' weighted-average recovery (%)               36.13

  Actual weighted-average spread (%)                        3.99

  Actual weighted-average coupon (%)                        5.90

Rating rationale

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

S&P said, "In our cash flow analysis, we used the EUR400 million
target par amount, the covenanted weighted-average spread (3.90%),
the covenanted weighted-average coupon (4.50%), and the actual
weighted-average recovery rates for all rating levels. We applied
various cash flow stress scenarios, using four different default
patterns, in conjunction with different interest rate stress
scenarios for each liability rating category.

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

As a result, until the end of the reinvestment period, the
collateral manager may through trading deteriorate the
transaction's current risk profile, as long as the initial ratings
are maintained.

S&P said, "Under our structured finance sovereign risk criteria,
the transaction's exposure to country risk is sufficiently
mitigated at the assigned ratings.

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

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

"Our credit and cash flow analysis indicate that the available
credit enhancement for the class B-1 to E notes could withstand
stresses commensurate with higher ratings than those we have
assigned.

"However, as the CLO will be in its reinvestment phase starting
from closing, during which the transaction's credit risk profile
could deteriorate, we have capped our assigned ratings on the
notes."

The class A and F notes and class A loan can withstand stresses
commensurate with the assigned ratings.

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

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

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

The transaction securitizes a portfolio of primarily senior secured
leveraged loans and bonds. Bridgepoint Credit Management Ltd.
manages the transaction.

Environmental, social, and governance

S&P said, "We regard the exposure to environmental, social, and
governance (ESG) credit factors in the transaction as being broadly
in line with our benchmark for the sector. Primarily due to the
diversity of the assets within CLOs, the exposure to environmental
credit factors is viewed as below average, social credit factors
are below average, and governance credit factors are average. For
this transaction, the documents prohibit assets from being related
to certain activities, including, but not limited to the following:
the production or trade of illegal drugs or narcotics; the
development, production, maintenance of weapons of mass
destruction, including biological and chemical weapons; manufacture
or trade in pornographic materials; payday lending; and tobacco
distribution. Accordingly, since the exclusion of assets from these
industries does not result in material differences between the
transaction and our ESG benchmark for the sector, no specific
adjustments have been made in our rating analysis to account for
any ESG-related risks or opportunities."

  Ratings list
                      Amount                          Credit
  Class   Rating*   (mil. EUR)  Interest rate (%)§ enhancement
(%)

  A       AAA (sf)    179.00     3mE + 1.30          38.00

  A loan  AAA (sf)     69.00     3mE + 1.30          38.00

  B-1     AA (sf)      36.00     3mE + 1.95          26.50

  B-2     AA (sf)      10.00           5.00          26.50

  C       A (sf)       23.00     3mE + 2.25          20.75

  D       BBB- (sf)    27.00     3mE + 3.10          14.00

  E       BB- (sf)     18.00     3mE + 6.00           9.50

  F       B- (sf)      12.00     3mE + 8.18           6.50

  Sub    NR            31.25            N/A            N/A

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

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


BRIDGEPOINT VII: Fitch Assigns 'B-sf' Final Rating on Class F Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Bridgepoint CLO VII Designated Activity
Company notes final ratings, as detailed below.

   Entity/Debt                Rating             Prior
   -----------                ------             -----
Bridgepoint CLO VII
Designated Activity
Company

   A Loan                 LT AAAsf  New Rating   AAA(EXP)sf

   A Notes XS2908610046   LT AAAsf  New Rating   AAA(EXP)sf

   B-1 XS2908609972       LT AAsf   New Rating   AA(EXP)sf

   B-2 XS2911032196       LT AAsf   New Rating   AA(EXP)sf

   C XS2908609899         LT Asf    New Rating   A(EXP)sf

   D XS2908610475         LT BBB-sf New Rating   BBB-(EXP)sf

   E XS2908610392         LT BB-sf  New Rating   BB-(EXP)sf

   F XS2908610129         LT B-sf   New Rating   B-(EXP)sf

   Subordinated Notes
   XS2908612414           LT NRsf   New Rating

Transaction Summary

Bridgepoint CLO VII Designated Activity Company is a securitisation
of mainly senior secured obligations (at least 90%) with a
component of senior unsecured, mezzanine, second-lien loans and
high-yield bonds. Note proceeds were used to fund a portfolio with
a target par of EUR400 million that is actively managed by
Bridgepoint Credit Management Limited. The collateralised loan
obligation (CLO) has a 4.7-year reinvestment period and a 7.5-year
weighted average life (WAL) test at closing, which can be extended
by one year, at any time, from one year after closing.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'/'B-'. The
Fitch-calculated weighted average rating factor (WARF) of the
current portfolio is 25.4.

Strong Recovery Expectation (Positive): At least 90% of the
portfolio 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-calculated
weighted average recovery rate (WARR) of the current portfolio is
61.3%.

Diversified Asset Portfolio (Positive): The transaction has a
concentration limit for the 10 largest obligors of 21%. The
transaction also includes various concentration limits, including a
maximum exposure to the three-largest Fitch-defined industries in
the portfolio at 40%. These covenants ensure the asset portfolio
will not be exposed to excessive concentration.

WAL Step-Up Feature (Neutral): The transaction can extend the WAL
by one year on the step-up date, which can be one year after
closing at the earliest. The WAL extension is at the option of the
manager but subject to conditions including the collateral quality
tests satisfaction and the aggregate collateral balance (defaults
at Fitch-calculated collateral value) being at least at the
reinvestment target par.

Portfolio Management (Neutral): The transaction has two Fitch test
matrices corresponding to a maximum fixed-rate asset limit at 10%
and a top 10 obligor limit at 21%. One is effective at closing and
corresponds to a WAL test of 7.5 years while another is effective
from 18 months post-closing and corresponds to a WAL test of seven
years. The switch to the forward matrix is subject to the aggregate
collateral balance (with defaults at collateral value) being at
least equal to the reinvestment target par balance.

The transaction has a 4.7-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 (Neutral): The WAL used for the Fitch-stressed
portfolio analysis is 12 months less than the WAL covenant at the
issue date, to account for the strict reinvestment conditions
envisaged by the transaction after its reinvestment period. These
include, among others, passing the coverage tests, and the Fitch
'CCC' bucket limitation test post reinvestment, as well as a WAL
covenants 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 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 current portfolio would have no impact on the class A notes,
would lead to a downgrade of no more than one notch of the class D
and E notes, two notches of the class B and C notes, and a
downgrade to below 'B-sf' for the class F notes.

Downgrades, which are based on the current 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 of the current portfolio than the
Fitch-stressed portfolio the rated notes display a rating cushion
to a downgrade of up to two notches.

Should the cushion between the current portfolio and the
Fitch-stressed portfolio erode 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 result in downgrades of four notches
to the class B notes, three notches to the class A, C and E notes,
one notch to the class D notes, and to below 'B-sf' for the class F
notes.

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

A 25% reduction of the mean RDR across all ratings and a 25%
increase in the RRR across all ratings of the Fitch-stressed
portfolios would lead to upgrades of no more than four notches for
the rated notes of the transaction, except for the 'AAAsf' notes.

During the reinvestment period, upgrades, based on 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 available to
cover losses in the remaining portfolio.

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

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

DATA ADEQUACY

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

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

ESG Considerations

Fitch does not provide ESG relevance scores for Bridgepoint CLO VII
Designated Activity Company. 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
any ESG factor that is a key rating driver in the key rating
drivers section of the relevant rating action commentary.


BUSHY PARK CLO: S&P Assigns B- (sf) Rating on Class F-R Notes
-------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Bushy Park CLO
DAC's class A-R, B-R, C-R, D-R, E-R, and F-R notes and class
A-Loan. At closing, the issuer had unrated subordinated notes
outstanding from the existing transaction.

This transaction is a reset of the already existing transaction.
The existing classes of notes were fully redeemed with the proceeds
from the issuance of the replacement notes and loan on the reset
date. The ratings on the original notes have been withdrawn.

The reinvestment period will end 2.93 years after closing, while
the non-call period will end 0.93 years after closing.

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

The ratings assigned to the notes and loan reflect S&P's assessment
of:

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

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

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

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

-- The transaction's counterparty risks, which is in line with
S&P's counterparty rating framework.

  Portfolio benchmarks

  S&P Global Ratings' weighted-average rating factor 2,853.48

  Default rate dispersion 536.96

  Weighted-average life (years) 4.25

  Weighted-average life
  (years--adjusted for reinvestment period) 4.25

  Obligor diversity measure 154.71

  Industry diversity measure 20.04

  Regional diversity measure 1.25

  Transaction key metrics

  Total par amount (mil. EUR) 400.00

  Defaulted assets (mil. EUR) 2.00

  Number of performing obligors 207

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

  'CCC' category rated assets (%) 3.84

  Target 'AAA' weighted-average recovery (%) 36.96

  Actual weighted-average spread (%) 3.91

  Actual weighted-average coupon (%) 3.53

S&P said, "Our ratings reflect our assessment of the collateral
portfolio's credit quality, which has a weighted-average rating of
'B'. We consider that the portfolio is well-diversified on the
closing date, primarily comprising broadly syndicated
speculative-grade senior secured term loans and senior secured
bonds. Therefore, we conducted our credit and cash flow analysis by
applying our criteria for corporate cash flow CDOs."

The transaction includes an amortizing reinvestment target par
amount, which is a predetermined reduction in the value of the
transaction's target par amount unrelated to the principal payments
on the notes and loan. This may allow for the principal proceeds to
be characterized as interest proceeds when the collateral par
exceeds this amount, subject to a limit, and affect the
reinvestment criteria, among others. This feature allows some
excess par to be released to equity during benign times, which may
lead to a reduction in the amount of losses that the transaction
can sustain during an economic downturn. In S&P's cash flow
analysis it therefore assumed a starting collateral size of
EUR392.85 million (i.e., the EUR400 million target par minus the
maximum reinvestment target par adjustment amount of EUR7.15
million).

S&P said, "In our cash flow analysis, we also modeled the
covenanted weighted-average spread (3.85%), the covenanted
weighted-average coupon (3.55%), and the targeted weighted-average
recovery rates at each rating level as indicated by the collateral
manager. S&P applied various cash flow stress scenarios, using four
different default patterns, in conjunction with different interest
rate stress scenarios for each liability rating category.

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

"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 ratings, as the exposure to individual
sovereigns does not exceed the diversification thresholds outlined
in our criteria.

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

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class B-R, C-R, and D-R notes could
withstand stresses commensurate with higher ratings than those
assigned. However, as the CLO will be in its reinvestment phase,
during which the transaction's credit risk profile could
deteriorate, we have capped our ratings assigned to the notes. The
class A-R and E-R notes and class A-Loan can withstand stresses
commensurate with the assigned ratings.

"For the class F-R notes, our credit and cash flow analysis
indicates that the available credit enhancement could withstand
stresses commensurate with a lower rating. However, we have applied
our 'CCC' rating criteria, resulting in a preliminary 'B- (sf)'
rating on this class of notes."

The ratings uplift for the class F-R notes reflects several key
factors, including:

-- The tranche's available credit enhancement, which is in the
same range as that of other CLOs S&P has rated and that have
recently been issued in Europe.

-- The portfolio's average credit quality, which is similar to
other recent CLOs.

-- S&P's model generated break-even default rate at the 'B-'
rating level of 13.42% (for a portfolio with a weighted-average
life of 4.25 years), versus if we were to consider a long-term
sustainable default rate of 3.1% for 4.25 years, which would result
in a target default rate of 13.18%.

-- S&P does not believe that there is a one-in-two chance of this
tranche defaulting.

-- S&P does not envision this tranche defaulting in the next 12-18
months.

Following this analysis, S&P considers that the available credit
enhancement for the class F-R notes is commensurate with the
assigned 'B- (sf)' rating.

Following S&P's analysis of the credit, cash flow, counterparty,
operational, and legal risks, it believes that its ratings are
commensurate with the available credit enhancement for the class
A-R, B-R, C-R, D-R, E-R, and F-R notes and class A-Loan.

In addition to S&P's standard analysis, S&P has also included the
sensitivity of the ratings on the class A-R to E-R notes and class
A-Loan, based on four hypothetical scenarios.

As S&P's ratings analysis makes additional considerations before
assigning ratings in the 'CCC' category, and it would assign a 'B-'
rating if the criteria for assigning a 'CCC' category rating are
not met, S&P has not included the above scenario analysis results
for the class F-R notes.

Environmental, social, and governance

S&P regards the exposure to environmental, social, and governance
(ESG) credit factors in the transaction as being broadly in line
with our benchmark for the sector. Primarily due to the diversity
of the assets within CLOs, the exposure to environmental credit
factors is viewed as below average, social credit factors are below
average, and governance credit factors are average. For this
transaction, the documents prohibit assets from being related to
the following industries:

-- Production of biological, nuclear, chemical or similar
controversial weapons, anti-personnel land mines, or cluster
munitions.

-- More than 5% of revenue from tobacco and tobacco products; oil
and gas production or extraction; coal mining; pornography or
prostitution; harmful activities affecting animal welfare; or trade
in weapons or firearms.

-- More than 10% of revenue from production of non-sustainable
palm oil.

-- More than 25% of revenue from land acquisition displacement
activities or speculative transactions of soft commodities.

-- More than 50% of revenue from the trade in hazardous chemicals,
pesticides and wastes, ozone-depleting substances; the trade in
predatory or payday lending activities; the trade in cannabis or
opioids.

-- Activities that are in violation of the UN Global Compact's Ten
Principles.

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

  Ratings list
                        Amount
  Class    Rating*   (mil. EUR)  Sub (%)    Interest rate§

  A-R      AAA (sf)    112.25    38.00    Three/six-month EURIBOR
                                          plus 1.28%

  A-Loan   AAA (sf)    135.75    38.00    Three/six-month EURIBOR
                                          plus 1.28%

  B-R      AA (sf)      44.00    27.00    Three/six-month EURIBOR
                                          plus 1.75%

  C-R      A (sf)       24.00    21.00    Three/six-month EURIBOR
                                          plus 2.20%

  D-R      BBB (sf)     28.00    14.00    Three/six-month EURIBOR
                                          plus 3.00%

  E-R      BB- (sf)     18.00     9.50    Three/six-month EURIBOR
                                          plus 6.00%

  F-R      B- (sf)      12.00     6.50    Three/six-month EURIBOR
                                          plus 8.26%

  Sub notes   NR        38.50      N/A    N/A

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

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



BUSHY PARK: Fitch Assigns 'B-sf' Final Rating on Class F-R Notes
----------------------------------------------------------------
Fitch Ratings has assigned Bushy Park CLO DAC reset notes final
ratings.

   Entity/Debt                 Rating               Prior
   -----------                 ------               -----
Bushy Park CLO DAC

   A XS2585563567          LT PIFsf  Paid In Full   AAAsf
   A-R-Loan                LT AAAsf  New Rating
   A-R-Note XS2919082763   LT AAAsf  New Rating
   B XS2585563997          LT PIFsf  Paid In Full   AAsf
   B-R XS2919082847        LT AAsf   New Rating
   C XS2585564029          LT PIFsf  Paid In Full   Asf
   C-R XS2919083068        LT Asf    New Rating
   D XS2585564458          LT PIFsf  Paid In Full   BBB-sf
   D-R XS2919083225        LT BBB-sf New Rating
   E XS2585564615          LT PIFsf  Paid In Full   BB-sf
   E-R XS2919083571        LT BB-sf  New Rating
   F XS2585566073          LT PIFsf  Paid In Full   B-sf
   F-R XS2919083738        LT B-sf   New Rating

Transaction Summary

Bushy Park CLO DAC is a securitisation of mainly senior secured
obligations (at least 90%) with a component of senior unsecured,
mezzanine, second-lien loans and high-yield bonds. Note proceeds
were used to redeem all the existing notes, apart from the
subordinated notes and to fund a portfolio with a target par of
EUR400 million. The portfolio is actively managed by Blackstone
Ireland Limited. The collateralised loan obligation (CLO) has a
three-year reinvestment period and a seven-year weighted average
life (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 (WARF) of the identified
portfolio is 25.4.

High Recovery Expectations (Positive): At least 90% of the
portfolio 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 62.2%.

Diversified Portfolio (Positive): The transaction has two matrices
effective at closing corresponding to the 10-largest obligors at
20% of the portfolio balance and two fixed-rate assets limits at 5%
and 12.5% of the portfolio. The transaction also includes various
concentration limits, including a maximum exposure to the
three-largest Fitch-defined industries in the portfolio at 40%.
These covenants ensure that the asset portfolio will not be exposed
to excessive concentration.

Portfolio Management (Neutral): The transaction has a three-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 Fitch-stressed
portfolio and matrices analysis is 12 months less than the WAL
covenant, to account for structural and reinvestment conditions
post-reinvestment period, including the over-collateralisation
tests and Fitch 'CCC' limit test. 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 A-R
notes and would lead to downgrades of one notch for the class B-R,
C-R, D-R and E notes and to below 'B-sf' for the class F-R notes.

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

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

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

A 25% reduction of the mean RDR across all ratings and a 25%
increase in the RRR across all ratings of the Fitch-stressed
portfolio would lead to an upgrade of one notch for the class F-R
notes, up to two notches for the class B-R notes and three notches
upgrades for the class C-R, D-R and E-R notes. The class A-R notes
are rated at the maximum 'AAAsf'.

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

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

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

DATA ADEQUACY

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

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

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

ESG Considerations

Fitch does not provide ESG relevance scores for Bushy Park CLO
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 any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.


MONUMENT CLO 2: Fitch Assigns 'B+(EXP)sf' Rating on Class F-1 Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Monument CLO 2 DAC expected ratings.

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

   Entity/Debt              Rating           
   -----------              ------           
Monument CLO 2 DAC

   A-1 Loan             LT AAA(EXP)sf  Expected Rating
   A-1 Notes            LT AAA(EXP)sf  Expected Rating
   A-2                  LT AAA(EXP)sf  Expected Rating
   B                    LT AA(EXP)sf   Expected Rating
   C                    LT A(EXP)sf    Expected Rating
   D                    LT BBB-(EXP)sf Expected Rating
   E                    LT BB-(EXP)sf  Expected Rating
   F-1                  LT B+(EXP)sf   Expected Rating
   Subordinated Notes   LT NR(EXP)sf   Expected Rating

Transaction Summary

Monument CLO 2 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 a portfolio with a target par of EUR400
million. The portfolio is actively managed by Serone Capital
Management LLP. The collateralised loan obligation (CLO) will have
a 4.6-year reinvestment period and an 8.5-year weighted average
life (WAL) test.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors in the 'B' category. Fitch
weighted average rating factor (WARF) 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 (WARR) of the identified portfolio is 62.6%.

Diversified Portfolio (Positive): For the expected rating analysis,
the fixed-rate asset limit used is 7.5%. The transaction will have
a concentration limit for the 10 largest obligors of 20%. The
transaction will also include various concentration limits,
including a maximum exposure to the three-largest Fitch-defined
industries in the portfolio at 40%. These covenants ensure that the
asset portfolio will not be exposed to excessive concentration.

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

Cash Flow Modelling (Positive): The WAL used for the Fitch-stressed
portfolio analysis was reduced by 12 months. This is to account for
the strict reinvestment conditions envisaged after the reinvestment
period. These include passing the coverage tests and the Fitch
'CCC' maximum limit and a WAL covenant that progressively decreases
over time. In its opinion, 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 lead to a downgrade of one notch for
the class B, E and F-1 notes and have no impact on the remaining
class of notes.

Based on the identified portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration. Due to the
better metrics and shorter life of the identified portfolio than
the Fitch-stressed portfolio, the class B, D, E and F-1 notes have
a rating cushion of two notches and the class C notes a rating
cushion of three notches. The class A-1 and A-2 notes have no
rating cushion.

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

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

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

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

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

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

DATA ADEQUACY

Monument CLO 2 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.

ESG Considerations

Fitch does not provide ESG relevance scores for Monument CLO 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 any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.


PALMER SQUARE 2021-2: Moody's Affirms B1 Rating on EUR5MM F Notes
-----------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by Palmer Square European Loan Funding 2021-2 Designated
Activity Company:

EUR60,000,000 Class B Senior Secured Floating Rate Notes due 2031,
Upgraded to Aaa (sf); previously on Nov 19, 2021 Assigned Aa2 (sf)

EUR22,500,000 Class C Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to A1 (sf); previously on Nov 19, 2021
Assigned A2 (sf)

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

EUR340,000,000 (Current outstanding amount EUR163,488,977) Class A
Senior Secured Floating Rate Notes due 2031, Affirmed Aaa (sf);
previously on Nov 19, 2021 Assigned Aaa (sf)

EUR25,000,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed Baa3 (sf); previously on Nov 19, 2021
Assigned Baa3 (sf)

EUR17,500,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed Ba2 (sf); previously on Nov 19, 2021
Assigned Ba2 (sf)

EUR5,000,000 Class F Senior Secured Deferrable Floating Rate Notes
due 2031, Affirmed B1 (sf); previously on Nov 19, 2021 Assigned B1
(sf)

Palmer Square European Loan Funding 2021-2 Designated Activity
Company, issued in November 2021, is a static collateralised loan
obligation (CLO) backed by a portfolio of mostly high-yield senior
secured/mezzanine European loans. The portfolio is serviced by
Palmer Square Europe Capital Management LLC (the "Servicer").

RATINGS RATIONALE

The rating upgrades on the Class B and C notes are primarily a
result of the deleveraging of the Class A notes following
amortisation of the underlying portfolio since the last review date
in February 2024.

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

The Class A notes have paid down by approximately EUR73.0 million
(21.5% of its initial balance) since last review. As a result of
the deleveraging, over-collateralisation (OC) has increased across
the capital structure. According to the trustee report dated
October 2024[1] the Class A/B, Class C, Class D, Class E and Class
F OC ratios are reported at 139.06%, 127.46%, 116.65%, 110.12% and
108.38% compared to January 2024[2] levels of 129.32%, 121.02%,
112.97%, 107.95% and 106.59%, respectively. Moody's note that the
October 2024 principal payments are not reflected in the reported
OC ratios.

The deleveraging and OC improvements primarily resulted from high
prepayment rates of leveraged loans in the underlying portfolio.
Most of the prepaid proceeds have been applied to amortise the
liabilities. All else held equal, such deleveraging is generally a
positive credit driver for the CLO's rated liabilities.

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

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

Performing par and principal proceeds balance: EUR320.1 million

Diversity Score: 47

Weighted Average Rating Factor (WARF): 2999

Weighted Average Life (WAL): 3.4 years

Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.53%

Weighted Average Coupon (WAC): 3.77%

Weighted Average Recovery Rate (WARR): 44.78%

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

Methodology Underlying the Rating Action:

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

Counterparty Exposure:

The rating action took into consideration the notes' exposure to
relevant counterparties, such as account bank, using the
methodology "Moody's Approach to Assessing Counterparty Risks in
Structured Finance" published in October 2024. Moody's concluded
the ratings of the notes are not constrained by these risks.

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

The rated notes performance is subject to uncertainty. The notes
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change.

Additional uncertainty about performance is due to the following:

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

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




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

CREDEMVITA SPA: Fitch Affirms 'BB+' Rating on Subordinated Debt
---------------------------------------------------------------
Fitch Ratings has revised Italian insurer Credemvita S.p.A.'s
Outlook to Positive from Stable and affirmed its Insurer Financial
Strength (IFS) Rating at 'BBB+' (Good) and Long-Term Issuer Default
Rating (IDR) at 'BBB'. Fitch has also affirmed Credemvita's
subordinated debt at 'BB+'.

The Positive Outlook follows Fitch's similar rating action for
Credemvita's parent Credito Emilano S.p.A., which in turn follows
the revision of the Outlook on Italy's 'BBB' Long-Term IDR.

The affirmation continues to reflect Credemvita's ownership by
Credem.

Key Rating Drivers

Ownership Credit-Positive: Fitch expects Credemvita to receive
support from Credem. Therefore, Fitch aligns Credemvita's IDR with
Credem's and notches Credemvita's IFS Rating up once to reflect
better recovery assumptions for policyholder obligations. It is
fully integrated within Credem's product offering and is a
significant contributor to the parent's profitability.

Linked to Italian Sovereign: Credemvita's standalone credit
quality, as indicated by its provisional IFS Rating of 'BBB', is
highly linked to Italy's sovereign rating (BBB/Positive), given the
group's exposure to Italian sovereign debt. This is captured in
Fitch's assessment of Credemvita's investment risk via its
sovereign investment concentration risk factor. Credemvita's
exposure to Italian sovereign bonds was at EUR2.2 billion at
end-2023, corresponding to 5.2x shareholders' capital.

Risky Assets May Improve: Credemvita's standalone credit quality is
influenced by its high asset-concentration risk. The 'risky-assets'
ratio was very high, albeit declining, at 191% at end-2023
(end-2022: 263%), mostly as a result of an expanded equity base.
Its investment and asset risk may improve in the event of Italy's
upgrade as the portion of the insurer's exposure to 'BBB' category
sovereign investments Fitch deems as risky assets would decrease to
15% from 30%, under its Insurance Rating Criteria.

Positive Company Profile Outlook: Fitch has revised the outlook on
Italy's score for industry profile and operating environment (IPOE)
to positive. Consequently, the outlook on Credemvita's company
profile. following Italy's Outlook revision to Positive. This
change follows Italy's Outlook revision and reflects its assessment
of country risk, as the company profile scoring is linked to the
IPOE score, as defined under its Insurance Rating Criteria

RATING SENSITIVITIES

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

- A revision of Credem's Outlook to Stable

- A weakening in Credem's propensity to support Credemvita

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

- An upgrade of Credem's IDR

Public Ratings with Credit Linkage to other ratings

Credemvita's ratings are directly linked to Credem's ratings.

ESG Considerations

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

   Entity/Debt              Rating            Prior
   -----------              ------            -----
Credemvita S.p.A.     LT IDR BBB   Affirmed   BBB
                      LT IFS BBB+  Affirmed   BBB+

   Subordinated       LT     BB+   Affirmed   BB+




===================
K A Z A K H S T A N
===================

FREEDOM FINANCE: S&P Upgrades LT ICR to 'BB-', Outlook Stable
-------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit and financial
strength ratings on Freedom Finance Insurance JSC (FFI) to 'BB-'
from 'B+'. The outlook is stable. S&P also raised the Kazakhstan
national scale rating on FFI to 'kzA-' from 'kzBBB+'.

S&P said, "The upgrade reflects our view that FFI's operating
performance has improved sustainably in 2023 and year to date.
After a period of underperformance over 2018-2022, FFI's operating
performance is now similar to or better than that of local peers
and in line with Kazakhstan's P/C market average. In 2023, FFI
posted solid profitability metrics, with a return on equity (ROE)
of 38% and a combined ratio of 85%. This compares favorably with
the Kazakhstani P/C market averages of 89% and 12.8%, respectively.
FFI benefited from an increase in the scale and scope of its
business, which improved operating performance and portfolio
diversification. FFI's operating performance improved further in
third-quarter 2024, with a combined ratio of 76% and an ROE of
48.3% for the first nine months of 2024 (in accordance with IFRS
17). This is due to business mix diversification and several
underwriting measures that FFI implemented over the past couple of
years to enhance profitability, limit underwriting risk, and
strengthen underwriting controls.

"We now forecast FFI's combined ratio will remain at about 90% on
average over 2024-2026. This is in line with the Kazakhstani P/C
market average, which we expect will be 90%-93% over the same
period. We expect FFI will continue focusing on profitability, with
an ROE of 30%-35% and a return on revenue above 20% over 2024-2026.
We also anticipate zero dividends over our forecast horizon as FFI
is committed to leverage market opportunities.

"We forecast that FFI's balance sheet will remain solid, with a
more sustainable and resilient capital position. In third-quarter
2024, FFI increased its capital to $66 million, from $47 million in
2023. According to our risk-based capital model, FFI is capitalized
in excess of our 99.8% benchmark, and we expect it will maintain
this level over 2024-2026.

"We consider the company's investment portfolio is conservative and
focuses on the domestic market. FFI primarily invests in sovereign
and government-related entities' instruments that are rated 'BBB'
on average. However, we acknowledge that the recent and expected
rapid business growth weigh on capitalization.

"We continue to view FFI as a strategically important subsidiary of
Freedom Holding Corp. (FRHC), which owns FFI through its
Kazakhstan-based broker subsidiary Freedom Finance JSC. We believe
FFI is important to the group's long-term strategy, which envisages
business diversification but also sees the insurance business as an
essential part of its financial services offering.

"Moreover, we assume the regulatory framework will continue to
prevent fund outflows--for example through dividend payments or
material investments--from FFI to support the group. Consequently,
we can rate FFI up to three notches above the group credit profile
to reflect our view of FFI as an insulated entity. We currently
apply two notches of uplift.

"The stable outlook reflects our expectation that FFI will continue
to broaden and diversify its business franchise over the next 12
months, while preserving its strong profitability and solid capital
position."

S&P could take a negative rating action over the next 12 months
if:

-- FFI's capital adequacy deteriorates for an extended period
below the 99.8% benchmark, which could occur as a result of
aggressive growth, high investment losses, or lower-than-expected
retained earnings; or

-- S&P observes higher risk exposure that increases the potential
for capital volatility.

S&P could consider a positive rating action over the next 12 months
if:

-- Capitalization improves sustainably to a level that is
materially redundant at a 99.95% confidence level; or

-- FFI further improves its competitive position through
consistently strong operating performance relative to higher-rated
peers, the successful execution of its business plans and growth
strategy, and a capital adequacy that is at least at the 99.8%
level.




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

GLOBAL BLUE: Moody's Affirms 'B1' CFR & Alters Outlook to Positive
------------------------------------------------------------------
Moody's Ratings has affirmed the B1 long term corporate family
rating and B1-PD probability of default rating of Global Blue
Acquisition B.V. (Global Blue or the company). Concurrently the
rating agency has affirmed the B1 instrument ratings of the
company's senior secured first-lien term loan and the senior
secured first lien revolving credit facility (RCF). The outlook has
been changed to positive from stable.

RATINGS RATIONALE      

The change in outlook to positive from stable reflects the
continued strong operating performance of the company over the past
12 months, leading to a reduction in Moody's-adjusted leverage to
around 4x and improved free cash flow levels. Global Blue's credit
metrics have significantly strengthened due to a robust
post-pandemic recovery in international travel and shopping and
Moody's expect them to meet Moody's guidance for positive rating
pressure over the next 12-18 months.

In fiscal 2024, ended March 2024, Global Blue reported a 36%
increase in revenues and a 91% increase in company-adjusted EBITDA,
reflecting a strong rebound in the Tax Free Shopping (TFS) business
in both Continental Europe and Asia Pacific. Sales-in-store volumes
have now recovered well above 2019 levels across all major
countries of origin, excluding China and Russia. Moody's note that
travelers from China were by far the largest source of revenues for
Global Blue before the pandemic, representing approximately 33% of
the worldwide sales-in-store volumes. The return of Chinese
international shoppers to Europe was slower than Moody's previous
expectations, however it was more than offset by the strong
recovery levels seen across other countries of origin, particularly
the US and the Gulf Cooperation Council (GCC). As a consequence,
the company's revenue mix is now more diversified, with Mainland
China only accounting for less than 20% of the global
sales-in-store volumes.

Global Blue's top-line growth is likely to decelerate from the
exceptional levels reported over the past couple of years as the
post-pandemic recovery will gradually normalize. As a consequence,
Moody's currently anticipate revenue to grow in the low teens and
high-single digit percentages over fiscal 2025 and 2026,
respectively. Moody's expect EBITDA expansion to be higher than
revenue growth due to the operating leverage of the business,
leading to a reduction in Moody's-adjusted leverage to below 3.0x
over the next 12-18 months.

Moody's expect Moody's-adjusted free cash flow to increase above
EUR40 million and EUR70 million in fiscal 2025 and 2026,
respectively, from EUR11 million in fiscal 2024. The improved cash
flow generation will be driven by EBITDA growth and lower debt
servicing payments following the repricing transaction completed
earlier this year. This is likely to translate into a
Moody's-adjusted FCF/debt in the low double digits percentages by
the end of fiscal 2026.

The B1 CFR further reflects Global Blue's: (1) leading market
position in the VAT refund processing for international shoppers;
(2) high customer retention rates and long-standing relationships
with key merchants; and (3) asset-light business model leading to
good FCF generation. Conversely, the company's credit challenges
include: (1) the relatively small scale of the business compared to
other firms in the travel and payments industries; (2) the material
dependance on the travel industry, which has good long-term growth
prospects, but is nevertheless prone to significant shifts in
demand due to exogenous factors; and (3) the exposure to luxury
retail which is currently facing softening demand.

RATIONALE FOR POSITIVE OUTLOOK

The positive outlook reflects Moody's view that Global Blue's
revenue and EBITDA will continue to grow over the next 12-18
months, leading to a reduction in Moody's-adjusted debt/EBITDA to
below 3x and an improvement in Moody's-adjusted FCF/debt towards
the low double-digit percentages. The positive outlook also
incorporates Moody's expectation that the company's financial
policies will remain prudent, prioritizing deleveraging over
shareholders distributions.

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

Upward rating pressure could develop if:

-- Global Blue continues to diversify its revenue streams; and

-- The business continues to grow organically while maintaining
profitability margins; and

-- Moody's-adjusted debt/EBITDA declines towards 3.0x; and

-- Moody's-adjusted EBITA/Interest Expense increases above 3.0x;
and

-- Moody's-adjusted FCF/Debt approaches 10%

More clarity regarding financial policies, including dividends or
share buybacks, is also an important consideration.

Conversely, negative rating pressure could arise if:

-- Moody's-adjusted leverage remains above 4.0x; or

-- Moody's-adjusted EBITA/Interest Expense decreases to below
2.0x; or
-- Moody's-adjusted FCF/Debt remains below 5%; or

-- The company fails to comply with the stated financial policy;
or

-- Liquidity deteriorates

ESG CONSIDERATIONS

Global Blue is controlled by private equity firms Silver Lake (43%
stake) and Partners Group (18%). However, the company's
concentrated ownership is partially mitigated by its status of
publicly listed entity on the NYSE and transparency as a result of
reporting and disclosure requirements. Furthermore, Moody's
positively note Global Blue's publicly communicated commitment to
operate with a net leverage below 2.5x, as defined by the company.

LIQUIDITY

Global Blue's liquidity is good. At the end of June 2024, the group
had an unrestricted cash balance of EUR96 million and EUR42 million
available under its EUR98 million committed revolving credit
facility (RCF) due in June 2030. Moody's forecast that Global Blue
will generate positive free cash flow in a range of EUR40 - 70
million on an annual basis over the next 12-18 months provides
further support to the overall liquidity profile of the business.
The RCF is subject to a springing net leverage covenant tested if
drawings reach or exceed 40% of facility commitments. Moody's
expect that Global Blue will retain ample headroom against a test
level of 8.0x (June 2024: 3.0x).

The company's business is seasonal, resulting in intra-year working
capital swings. Global Blue refunds the international shopper with
the VAT net of processing fees ahead of collecting the VAT from the
merchant or the government. During the summer season (first two
quarters of the company's fiscal year), when travel for leisure is
more active, it can lead to a large working capital outflow, while
the inverse is true during periods of slower activity, resulting in
a broadly neutral working capital movement for the year. The rating
assumes that even during period of working capital outflows, the
company retains strong headroom under its financial covenant, as
well as adequate back-up sources of liquidity to cover working
capital and other financial requirements.

Global Blue has no significant maturities in the next few years
with the EUR610 million term loan maturing in December 2030.

STRUCTURAL CONSIDERATIONS

The B1-PD probability of default rating reflects Moody's typical
assumption of a 50% family recovery rate, and takes account of the
covenant-lite structure of the term loans. The B1 ratings on the
first-lien term loan and the RCF are in line with the CFR,
reflecting the pari passu capital structure of the company.

The credit facilities are guaranteed by material subsidiaries
representing at least 80% of consolidated EBITDA. The security
package consists of shares, bank accounts and intragroup
receivables.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Global Blue is a technology and payments solution provider which
enhances retail effectiveness and shopper experience by offering
VAT refund (world leader with 70% market share), payment solutions,
and post purchase solutions to retailers.

The company is publicly listed on the NYSE with a market cap of
USD1.1 billion as of November 01, 2024. In the 12 months to June
2024, Global Blue generated revenues of EUR446 million and
company-adjusted EBITDA of EUR164 million.


MAXEDA DIY: Moody's Downgrades CFR to Caa1, Outlook Negative
------------------------------------------------------------
Moody's Ratings has downgraded the corporate family rating of
Maxeda DIY Holding B.V. (Maxeda or the company) to Caa1 from B3 and
the company's probability of default rating to Caa1-PD from B3-PD.
Concurrently, the instrument rating on the company's EUR470 million
backed senior secured notes due October 2026 has also been
downgraded to Caa1 from B3. The outlook remains negative.

"The rating action reflects Maxeda's continued weak financial
performance through July 2024 which may make it more difficult to
refinance the company's upcoming 2026 debt maturities on a timely
basis", said Fabrizio Marchesi, a Moody's Ratings Vice President
and lead analyst for the company. "Although there is a possibility
that the company will improve its financial performance in the
coming quarters to a level that ensures the long-term
sustainability of the company's capital structure, there is
significant execution risk, particularly in the context of the
higher interest rate environment relative to when the company's
bonds were last refinanced", added Mr. Marchesi.

RATINGS RATIONALE

Governance was a key rating driver in the rating action, notably
Maxeda's financial strategy and risk management.

Maxeda's financial performance over the past six quarters has been
below expectations. Last-twelve month (LTM) revenue as of July 31,
2024 was 6% below fiscal 2023 (ended January 31, 2023). LTM
company-adjusted EBITDA (pre-IFRS 16) fell to EUR84 million as of
July 2024, compared to EUR107 million in fiscal 2023.
Moody's-adjusted leverage increased to 5.7x as of July 31, 2024
while Moody's-adjusted (EBITDA less capex)/interest has fallen to
0.9x and Moody's-adjusted FCF generation has been weak. The
underperformance was due to difficult weather conditions as well as
subdued demand following cost-of-living pressures and interest rate
increases.

While acknowledging that Maxeda's management are striving to
improve the company's profitability and cash flow generation,
Moody's consider this carries execution risk, particularly in the
context of the company's long track record of lacklustre financial
performance. Top-line growth has been anemic since fiscal 2009
while company-adjusted EBITDA (pre-IFRS 16) in the LTM period to
July 2024 is only broadly in line with fiscal 2017 levels.
Cumulative Moody's-adjusted FCF since fiscal 2017 is close to
break-even.

In this context, Moody's base case is that the company's financial
performance will not improve materially in the next 12-18 months.
Moody's believe this could make it difficult for the company to
refinance its upcoming debt maturities. Moody's forecast that
revenue will remain broadly flat over fiscal 2025 and 2026 with
company-adjusted EBITDA margin remaining in the EUR85-90 million
range. Although this level of EBITDA translates into positive
annual Moody's-adjusted FCF of around EUR15 million, this
represents only a relatively weak 1.5% of Moody's-adjusted debt and
does not factor in any potential increase in cost of funding which
could occur as part of a debt refinancing.

Maxeda's rating is also constrained by the cyclical nature of the
DIY market; intense competition in the DIY industry (including from
specialists for various products sold by the DIY generalists); the
seasonality of operations and cash flows, which are often impacted
by erratic weather conditions; and an aggressive,
shareholder-oriented financial policy.

Concurrently, the rating is supported by the Maxeda's strong
position in the DIY market in the Benelux; its long-established
brand names in both Belgium and the Netherlands with an extensive
network across both countries; the low trend risks in the company's
business model, and additional opportunities from e-commerce
growth.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) CONSIDERATIONS

Maxeda has a relatively fragmented shareholder structure which is
composed of several investments firms, which took control of the
company following a debt restructuring in 2015. These include
GoldenTree Asset Management and Ardian, with 46% and 31% of the
share capital, respectively. The company has an aggressive
financial policy as evidenced by its tolerance for leverage and a
EUR90 million cash distribution made to shareholders in July 2021,
part of which was financed with debt from a EUR50 million
tap-issuance. Maxeda's board structure and policies reflect
concentrated control and decision making, while financial
disclosure is more limited relative to publicly-listed companies.
These considerations are reflected in Maxeda's G-5 Issuer Profile
Score (IPS), which reflects overall exposure to governance risk, as
well as the company's Credit Impact Score (CIS) of CIS-5.

LIQUIDITY

Moody's consider Maxeda's liquidity to be adequate for now,
supported by EUR55 million of cash on balance sheet as of July 31,
2024 as well as a EUR65 million revolving credit facility (RCF),
which is currently undrawn. Part of the RCF (EUR37.5 million) is
subject to a springing senior net leverage covenant, with
sufficient capacity, tested quarterly if more than 40% of the
facility is drawn. Under the terms of the RCF documentation, a
covenant breach leads to a draw-stop. Moody's forecast covenant
compliance.

Although Moody's do not expect that the company will draw on the
RCF over the next 12-18 months, it matures on March 31, 2026, which
will reduce available liquidity. The company will then need to rely
on its current cash balance as well as any positive
Moody's-adjusted FCF to meet liquidity needs unless the RCF is
extended.

STRUCTURAL CONSIDERATIONS

The Caa1 rating on the EUR470 million backed senior secured notes
due October 01, 2026 reflects the upstream guarantees and share
pledges from material subsidiaries of the company, and pledges on
certain movable assets of the company. The Caa1 rating also takes
into account the presence of a super-senior RCF in the structure
and the sizeable trade payable claims at the level of operating
subsidiaries.

Maxeda's Caa1-PD probability of default rating is in line with the
CFR and reflects the use of a 50% family recovery rate, consistent
with a capital structure that includes bonds and bank debt.

RATING OUTLOOK

The negative outlook reflects the risk that the Maxeda's underlying
earnings trajectory remains flat at best and that its
Moody's-adjusted FCF generation remains weak, which could result in
an inability to successfully refinance its bond maturity in a
manner that avoids a distressed exchange over the next 12-18
months.

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

Upward rating pressure would require the company to successfully
address its upcoming debt maturities. Positive pressure would also
require a sustained improvement in operating performance,
characterised by solid top-line growth and improved margins, such
that Moody's-adjusted leverage is maintained at a level which
permits the company to generate mid-single digits Moody's-adjusted
FCF/debt on a sustained basis. The company would also have to
maintain an adequate liquidity.

Downward rating pressure could occur if it becomes clear that
Maxeda will not be able to refinance its debt maturities on a
timely basis or if liquidity is no longer adequate.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Maxeda is a DIY retailer that operates in the Netherlands, Belgium
and Luxembourg via various offline and online formats. Its offline
network comprises 334 stores, of which 206 are its own stores and
the balance are run by franchisees. In the financial year ended
January 31, 2024, the company reported revenue of EUR1.5 billion
and EBITDA of EUR88 million (company-adjusted, pre-IFRS 16).


SANDY MIDCO: Moody's Affirms 'B2' CFR & Alters Outlook to Negative
------------------------------------------------------------------
Moody's Ratings has affirmed the B2 corporate family rating and the
B2-PD probability of default rating of Sandy Midco B.V. (Roompot),
a holiday park operator based in the Netherlands, and the B2
ratings of the existing backed senior secured bank credit
facilities borrowed by Sandy Bidco B.V. The outlook on all entities
was changed to negative from stable.

"The change in outlook to negative from stable reflects Roompot's
weaker-than-expected operational results resulting from a
softer-than-expected topline and delays in realizing the expected
synergies following the Landal acquisition, with
higher-than-anticipated costs" says Elise Savoye, CFA, Vice
President Senior Analyst at Moody's Ratings and lead analyst for
Roompot. "Combined with an expected normalization of demand
post-pandemic, uncertainties around the synergies from Landal's
integration contribute to the uncertain improvement of Roompot's
coverage and potential further deterioration of its liquidity
profile" she adds.

RATINGS RATIONALE      

The change in outlook to negative from stable reflects Roompot's
weaker than expected operational results, driven by a softer
topline and heightened inflationary pressures that have not been
fully offset by price increases. Demand is normalizing after
experiencing strong growth post-pandemic, and combined with wet
weather, this has led to subdued budget execution with revenue
growth of 5% expected for full year 2024, well below the previously
expected 9%. Additionally, the Dutch leisure industry faces the
risk of an increased VAT, which, combined with subdued consumer
confidence, could severely affect demand and Roompot's pricing
power, leading to moderate, if not muted, organic growth. However,
revenue generation should be boosted by new park openings and
enhanced integration of Landal's operations. The results of
cross-selling and synergies remain uncertain, especially in light
of demand normalization.

The integration process with Landal is taking longer than budgeted,
with higher one-off implementation costs deteriorating liquidity
and delaying operational deleveraging. The company anticipates
drawing EUR65 to EUR75 million on its revolving credit facility
(RCF) by year-end, a higher level than last year-end. Moody's also
expect Moody's adjusted leverage to hover around 6.3x by year end
2024. The level and pattern of synergies are crucial to
understanding Roompot's metrics trajectory over the next 12 to 18
months.

The B2 CFR, which was affirmed, continues to positively reflect
Roompot's strong position in the Dutch holiday park market, with
enhanced geographical diversification and source markets following
the Landal acquisition, offering potential for synergies.
Additionally, Roompot benefits from a substantial unencumbered real
estate asset base. Offsetting these credit strengths, the rating
also incorporates (1) uncertain demand evolution with high
seasonality affecting working capital needs; (2) execution risks
from the integration of Landal; and (3) elevated pro forma
Moody's-adjusted leverage, with limited leverage reduction expected
over the next 12-18 months.

LIQUIDITY

Roompot's liquidity is adequate, with EUR41 million of cash on hand
as of June 30, 2024 and an undrawn EUR125 million revolving credit
facility (RCF). The company's cash flows are highly seasonal, with
cash building up in the first half of the year as reservations are
made and deposits collected. This cash is then depleted as services
are provided to customers primarily in the second half of the year.
The company anticipates drawing EUR65 to EUR75 million on its RCF
by year-end, reaching its lowest liquidity position due to business
seasonality. The ability to postpone its planned EUR15 million of
growth capex and its substantial unencumbered real estate base also
support Roompot's liquidity profile.

STRUCTURAL CONSIDERATIONS

The B2 ratings of the senior secured term loan B and senior secured
RCF  are in line with the company's B2 CFR because the company's
capital structure is all senior with a covenant-lite
documentation.

RATING OUTLOOK

The negative outlook reflects Roompot's weak positioning within its
rating category. This outlook also considers Moody's expectation of
more muted growth due to subdued consumer confidence and a
potential increase in Dutch VAT. Additionally, uncertainties around
the synergies that could be achieved from the integration of
Landal's operations contribute to the uncertain improvement of
Roompot's coverage and potential deterioration of its liquidity
profile. Moody's anticipate greater visibility on the synergies
pattern once the company shares its updated 2025 and 2026
projections.

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

While unlikely given the negative outlook, the ratings could be
upgraded if

-- Moody's-adjusted leverage moving sustainably below 5.0x

-- Moody's-adjusted FCF/debt increasing to the high-single-digit
percentages on a sustained basis

-- Consistently good liquidity

-- A track record of a balanced capital allocation policy, with no
excessive profit distributions or aggressive debt-funded
acquisitions

The ratings could be downgraded if

-- Moody's-adjusted leverage sustainably above 6.0x

-- Absence of a clear path towards Moody's EBITA/Interest Expense
sustainably above 1.5x

-- A significant weakening in Moody's-adjusted FCF or a
deterioration in liquidity

-- An aggressive financial policy, reflected by large debt-funded
acquisitions or distributions, as well as changes in its strategy
with regard to the real estate ownership

METHODLOGOLY

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

COMPANY PROFILE

Roompot is a leading holiday park operator based in the
Netherlands. Following the completion of the acquisition of Landal
from Awaze, the combined group operates around 300 parks under a
mixed model across 12 countries in Europe, notably the Netherlands,
which will remain its key market, Germany, Denmark, the UK and
Austria. In 2023, the combined group generated around EUR1.1
billion in revenue. Roompot was acquired by KKR from PAI Partners
in July 2020.




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N O R W A Y
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KONGSBERG AUTOMOTIVE: Moody's Downgrades CFR to B2 & PDR to B2-PD
-----------------------------------------------------------------
Moody's Ratings has downgraded to B2 from B1 the long term
corporate family rating and to B2-PD from B1-PD the probability of
default rating of Norwegian automotive parts supplier Kongsberg
Automotive ASA ("KA" or "the group"). The outlook has been changed
to stable from negative.

RATINGS RATIONALE

The downgrade to B2 follows KA's weaker than expected results for
the third quarter of 2024 (Q3 2024), published on November 5, 2024,
and its earlier announced upscale of cost cutting initiatives and
downward revision of its outlook for the full year 2024. Reflecting
the recent slowdown in both the passenger car and commercial
vehicle markets, and Moody's expectation of an about 3.5% drop in
global light vehicle production this year, Moody's significantly
lowered Moody's 2024 sales and earnings forecast for KA.
Considering the current high demand volatility and sluggish
economic growth prospects, Moody's forecast only slightly
recovering volumes in 2025 and KA's credit metrics to improve to
adequate levels for a B2 rating over the next 12-18 months, mainly
supported by its implemented and planned self-help measures.

For 2024, KA lowered its guidance for revenue to EUR760-790 million
(previously EUR790-830 million) and reported EBIT to EUR18-23
million (EUR28-35 million), with the latter, besides the lower
topline growth, also reflecting increased one-off costs for
overhead reductions and higher warranty costs. In addition to the
planned cost reductions, which should continue to yield EUR17
million in savings in 2024, the group targets additional annual
savings of at least EUR10 million by Q3 2025. Recognizing the
considerable savings potential, however, Moody's expect that KA's
profitability (Moody's adjusted EBIT margin) will remain below
Moody's guidance for a B1 rating of at least 4.5% in 2025 (around
0.5% for the last 12 months (LTM) through September 2024), assuming
flat to just slight topline growth and realization of most of the
targeted cost reductions. Given Moody's reduced earnings forecast,
Moody's also expect KA's free cash flow (FCF) to remain slightly
negative in 2025 and turn positive in 2026 only. That said, KA
might find it difficult to execute its cost saving actions and
achieve the forecast considerable profitability and cash flow
improvements as planned in the current sluggish market environment
and low visibility into a sustainable demand recovery.

More positively, Moody's recognize KA's reduced indebtedness after
its bond refinancing in June and the projected profit growth that
should support its leverage (Moody's adjusted gross debt/EBITDA) to
further decline to below 4x (from about 6.4x as of LTM September
2024) by the end of 2025, a low level for its B2 rating.

Other factors that continue to constrain KA's B2 CFR relate to its
exposure to the cyclical and competitive markets for trucks and
passenger cars; its relatively small size in the context of the
global automotive supplier industry, with expected group revenue of
less than EUR0.8 billion in 2024; and its exposure to volatile raw
material prices.

Credit strengths incorporated in the rating include KA's
diversification in non-automotive (including commercial vehicles
and passenger cars) end markets, such as construction or
agriculture; strong market positions in very profitable specialty
products, where competition is limited because of significant entry
barriers; good customer diversification; over EUR1.6 billion in
order intake as of LTM September 2024,  providing good revenue and
earnings visibility; and its conservative financial policy and
adequate liquidity.

LIQUIDITY

Moody's regard KA's liquidity as adequate. As of September 30,
2024, the group's cash sources comprised of EUR80 million cash and
cash equivalents, full availability under its new EUR15 million
revolving credit facility (maturing in 2028) and about EUR30
million forecast annual funds from operations. These cash sources
exceed the group's short term cash needs, consisting mainly of
around EUR34 million capital spending (including lease liability
payments) and Moody's working cash assumption of around EUR24
million (representing 3% of sales). As of September 30, 2024, KA
had only minimal short-term debt outstanding. Moody's assume that
KA will continue to abstain from dividend payments and additional
share buybacks beyond a final EUR2.4 million payment in Q1 2024.

Moody's further expect the group to comply with its new maintenance
covenants (EUR10 million minimum liquidity and maximum reported
leverage of 3.5x) at all times.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook balances KA's recently slowing financial
performance and risks around a successful implementation of
intensified cost reduction initiatives and achievement of the
targeted cost savings, with Moody's forecast of its credit metrics
improving to adequate levels for its B2 rating and close to
break-even Moody's adjusted FCF by year-end 2025. The stable
outlook further assumes that KA will maintain consistent adequate
liquidity.

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

Moody's could upgrade the rating, if KA's (1) Moody's-adjusted EBIT
margin sustainably exceeded 4.5%, (2) Moody's-adjusted gross
debt/EBITA reduced sustainably to well below 4x, (3)
Moody's-adjusted EBITDA/interest reaches 4.5x, (4) Moody's-adjusted
FCF turned sustainably positive.

Moody's could downgrade the rating, if KA's (1) Moody's-adjusted
EBIT margin falls below 3%, (2) leverage exceeds 5x
Moody's-adjusted debt/EBITDA, (3) Moody's-adjusted EBITDA/interest
remained below 3.5x, (4) Moody's-adjusted FCF failed to gradually
improve and reach break-even by year-end 2025; or if its liquidity
started to weaken.

PRINCIPAL METHODOLOGY

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

COMPANY PROFILE

Kongsberg Automotive ASA (KA) is a global automotive supplier
headquartered in Kongsberg, Norway, and is publicly listed in
Norway. KA is a manufacturer and supplier of powertrain and chassis
(P&C) products (55% of sales in FY 2023), and specialty products
(45%) for automotive and commercial vehicle producers. Its main
products include air couplings, fluid transfer systems (FTS),
transmission control and vehicle dynamics. The group employs around
4,800 people in 22 manufacturing plants and 6 technical centers in
Europe, the Americas and Asia.

In the 12 months through September 2024, KA reported revenue of
EUR814 million and EBIT (company-adjusted) of EUR26.3 million (3.2%
margin).




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

BANCO MONTEPIO: DBRS Hikes LongTerm Issuer Rating to BB(high)
-------------------------------------------------------------
DBRS Ratings GmbH upgraded the credit ratings of Caixa Economica
Montepio Geral, caixa economica bancaria, S.A. (Banco Montepio, or
the Bank), including the Long-Term Issuer Rating and Long-Term
Senior Debt to BB (high) from BB, and the Long-Term Deposits to BBB
(low) from BB (high). The Bank's Short-Term Debt and its Short-Term
Issuer Ratings were also upgraded to R-3, from R-4, and the Bank's
Short-Term Deposits rating was upgraded to R-2 (middle). At the
same time, Morningstar DBRS changed the trends on all ratings to
Positive.

Banco Montepio's Intrinsic Assessment (IA) was also raised to BB
(high) and the Support Assessment maintained at SA3. The Bank's BBB
(low) Long-Term Deposits rating is one notch above the IA,
reflecting the legal framework in place in Portugal which has full
depositor preference in bank insolvency and resolution proceedings.
See a full list of credit ratings at the end of this press
release.

KEY CREDIT RATING CONSIDERATIONS

The upgrade of Banco Montepio's credit ratings reflects the
sustained improvement in the Bank's risk profile, capitalization
and earnings, that have benefited from stronger interest revenues
and lower provisions. The credit rating action also considers the
Bank's material reduction in the stock of non-performing assets,
and its strengthened capital position through organic capital
generation and a reduction of risk-weighted assets (RWAs) driven by
asset de-risking.

The Positive trend reflects Morningstar DBRS's view that the Bank
is likely to maintain its sound capital and liquidity buffers.
Likewise, the trend reflects our expectation that the Bank, is well
placed to cope with asset quality risks posed by still high
interest rates and to continue to reduce non-performing loans, all
of which could result in further positive rating pressure.

Banco Montepio's credit ratings continue to reflect the Bank's good
retail franchise in Portugal and improved funding and liquidity
position, following further customer deposit base stability and the
repayment of Central Bank funding. However, the credit ratings also
reflect the bank's small size and modest profitability and its
limited flexibility in the past to raise capital. While having
improved recently, profitability remains below its domestic and
international peers.

The Bank's IA is positioned below the Intrinsic Assessment Range
(IAR). We are of the view that Banco Montepio needs a longer track
record of maintaining asset quality and profitability improvements
before the Bank's credit ratings move into the investment grade
level.

CREDIT RATING DRIVERS

Banco Montepio's credit ratings could be upgraded if the Bank is
able to sustain improved profitability and continue to improve its
risk profile, while maintaining robust capital and liquidity
buffers. More consistent access to a variety of market funding
would also apply upward pressure on the credit ratings. Negative
credit rating implications are unlikely given the Positive trend.
However, the trend could return to Stable should its profitability
and asset quality deteriorate. The credit ratings could also be
downgraded because of material weakening of the Bank's capital.

CREDIT RATING RATIONALE

Franchise Combined Building Block Assessment: Moderate/Weak

Banco Montepio is a small Portuguese retail and commercial bank
with total assets of EUR 18.2 billion in H1 2024 and is majority
owned by the Montepio Geral Associacao Mutualista. It is the
seventh largest bank by assets in Portugal, and as part of a long
and successful turnround, the Bank streamlined its branch footprint
and reduced its headcount. It has 226 branches in Portugal, and a
total market share of around 5% for loans and deposits as of June
2024. The Bank's strategic re-focus on its core Portuguese market
included the sale of Finibanco Angola in August 2023. Prior to
that, the Bank liquidated Banco MG Cabo Verde, as well as the
disposal of its stake in Banco Terra, S.A. in Mozambique. In
addition, the Bank's business model, centered on traditional retail
and commercial banking with limited diversification, has benefitted
from the reduction in legacy problem assets and the higher interest
rate environment.

Earnings Combined Building Block Assessment: Moderate

Banco Montepio's profitability has significantly improved in recent
years, driven by a series of restructuring initiatives, balance
sheet de-risking, and rising interest rates. Net interest income
remained strong in 1H 2024, at EUR 194 million, up 2.2%
year-over-year. Lower impairments and provisions, and contained
operating costs also supported income. The cost of risk declined to
12bps at June 2024, from 42bps at end-2023. Banco Montepio posted
net income of EUR 68.7 million in 1H 2024 - representing a return
on equity of 8.6% in June 2024 from 1.8% a year earlier. In 2023,
the Bank reported a heavy loss in the third quarter related to the
disposal of Finibanco Angola, which led to the recognition of a
negative impact of EUR 116 million from FX reserve
reclassification. The Bank's recurring cost to income ratio of
50.5% in 1H 2024 compares well to its Portuguese peer group.

Risk Combined Building Block Assessment: Good/Moderate

Banco Montepio's risk profile has improved in recent years due to
de-risking and significant reduction of non-performing exposures
(NPEs). The Bank's active management of NPE and real estate assets
has led to better asset quality metrics. Banco Montepio's NPL
declined by 38% YOY in 1H 2024 to EUR 330 million due to disposals,
and higher cures and recoveries. The reduction was ahead of the
Bank's strategic target. NPLs as a share of total loans fell to
2.8% from 3.2% at end-2023. The reduction in real estate assets was
also material, declining by 31% YOY to 231 million and representing
1.3 % of net assets, down from 1.8% a year earlier. At the same
time, the total NPL coverage by provisions for balance sheet loans
increased to 72% in 1H2024 from 60% in 1H 2023, resulting in a net
NPE ratio of 0.8% (as reported). We expect Banco Montepio's asset
quality to benefit from a benign economic environment in Portugal
and the gradual reduction of interest rates, albeit from higher
levels.

Funding and Liquidity Combined Building Block Assessment:
Good/Moderate

Banco Montepio's funding profile is underpinned by its customer
deposits, the bulk of which are with retail customers. There has
been a recent shift to term deposits with higher remuneration. Term
deposits increased to 61% of the total at June 2024, from 58% at
end-2023. In 1H 2024, the loan-to-deposit ratio declined to 81.9%
in June 2024, down from 85.7% at end-2023. With an MREL ratio of
25.3% at 1H 2024, the Bank has already met its own funding
requirement of 23.5% by January 2025. The Bank returned to the
wholesale market with one Tier 2 issuance of EUR 250 million in
March 2024 (at a fixed interest rate of 8.5%) and two MREL eligible
issuances in senior bonds: EUR 200 million in October 2023 (at a
fixed interest rate of 10.0%) and EUR 250 million in May 2024 (at a
fixed interest rate of 5.625%). The difference in interest rates
indicates greater market confidence in the Bank. Banco Montepio
also maintained an adequate liquidity profile with a buffer of EUR
5.6 billion, including unencumbered assets, net of haircuts, and
cash and deposits at Central Banks. LCR ratio and NSFR ratio were
reported at 219% and 135% respectively in June 2024, both
comfortably above minimum requirements.

Capitalization Combined Building Block Assessment: Moderate
Banco Montepio continues to strengthen its capital buffers. The
Bank's CET1 increased to 16.1% in June 2024, from 14.4% a year
earlier. Fully implemented total capital increased 2.3 percentage
points over the same year to reach 19.4%. This represents 540 bps
of excess capital over minimum requirements. The improvement was
mainly due to strong organic capital generation and a reduction in
RWAs on the back of the Bank's strategy of reducing non-strategic
assets, real estate exposures and NPL disposals.

Notes: All figures are in euros unless otherwise noted.




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

MILLI REASURANS: A.M. Best Hikes Finc’l. Strength Rating to C+
----------------------------------------------------------------
AM Best has upgraded the Financial Strength Rating to C+ (Marginal)
from C (Weak) and the Long-Term Issuer Credit Rating to "b-"
(Marginal) from "ccc" (Weak) of Milli Reasurans Turk Anonim Sirketi
(Milli Re) (Türkiye). The outlook of these Credit Ratings
(ratings) is stable.

The ratings reflect Milli Re's balance sheet strength, which AM
Best assesses as weak, as well as its adequate operating
performance, neutral business profile and marginal enterprise risk
management.

The rating upgrades reflect an improvement in Milli Re's
consolidated balance sheet strength fundamentals, notably through
increased risk-adjusted capitalization, as measured by Best's
Capital Adequacy Ratio (BCAR). The improvement in Milli Re's BCAR
was underpinned by good earnings retention, as well as a robust
retrocession programme, which protected the company's balance sheet
following the February 2023 Kahramanmaras earthquakes. The balance
sheet strength assessment also considers Milli Re's unconsolidated
solvency metrics, which are impacted by the company's shareholding
in a larger subsidiary, Anadolu Anonim Türk Sigorta Sirketi
(Anadolu).  

Milli Re has substantial exposure to Turkiye, where it is
headquartered and where the majority of its business and assets are
located. In AM Best's view, economic, political and financial
system risks in Türkiye are high. Although the economic conditions
continue to be challenging, volatility has reduced since the May
2023 elections, and the central bank has taken robust actions to
control the very high inflation and de-valuation of the currency.

Milli Re has a track record of adequate earnings generation,
evidenced by consolidated and unconsolidated return on equity (ROE)
that exceeded 20% over the past five years (2019-2023). ROE should
be viewed in the context of the company's main operating
environment of Türkiye, which since 2021, has been characterized
by extremely high inflation. Overall returns are driven by solid
investment income, supported by the high-interest-rate environment
in Türkiye and substantial foreign exchange gains. Underwriting
performance continues to be a drag on earnings, demonstrated by a
consolidated and unconsolidated five-year weighted average combined
ratio of 127% and 158%, respectively, adversely impacted by the
depreciation of the Turkish lira and inflation. The depreciation of
the lira has had a particularly significant impact on
unconsolidated underwriting results given that more than three
quarters of Milli Re's business is underwritten in foreign
currency.

Milli Re has a strong market position in Türkiye as the only
locally capitalized, privately owned reinsurer. In addition, the
company's profile benefits from its ownership of Anadolu, which is
among the top three largest companies in the country's direct
insurance market.




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

D.M.S. INTERNATIONAL: Forvis Mazars Named as Joint Administrators
-----------------------------------------------------------------
D.M.S. International Limited was placed in administration
proceedings in the High Court of Justice Business and Property
Courts in Bristol, Court Number: CR-2024-LDS-001119, and Michael
Ian Field and Rebecca Jane Dacre of Forvis Mazars LLP of were
appointed as administrators on Nov. 7, 2024.  

D.M.S. International is into freight air transport.

Its registered office is at c/o Forvis Mazars LLP, The Pinnacle,
160 Midsummer Boulevard, Milton Keynes, MK9 1FF.  Its principal
trading address is at Marlowe House, Unit B Rudford Ind Est,
Arundel, BN18 0BF.

The joint administrators can be reached at:

            Rebecca Jane Dacre
            Forvis Mazars LLP
            The Pinnacle
            160 Midsummer Boulevard
            Milton Keynes
            MK9 1FF

            -- and --

            Michael Ian Field
            Forvis Mazars LLP
            90 Victoria Street
            Bristol BS1 6DP

For further information, contact:
           
            The Joint Administrators
            Tel No: 012 1232 9603

Alternative contact:  Lottie Atkins


EALBROOK MORTGAGE 2024-1: DBRS Finalizes B(high) Rating on E Notes
------------------------------------------------------------------
DBRS Ratings Limited finalized its provisional credit ratings on
the bonds issued by Ealbrook Mortgage Funding 2024-1 Plc (the
Issuer):

-- Class A Notes at AAA (sf)
-- Class B Notes at AA (low) (sf)
-- Class C Notes at A (low) (sf)
-- Class D Notes at BBB (sf)
-- Class E Notes at B (high) (sf)

The credit ratings on the Class A notes address the timely payment
of interest and the ultimate payment of principal on or before the
final maturity date in August 2066. The credit ratings on the Class
B to Class E notes address the timely payment of interest when most
senior and the ultimate payment of principal on or before the final
maturity date. Morningstar DBRS does not rate the Class R notes.

CREDIT RATING RATIONALE

The Issuer is a securitization of UK residential mortgage-backed
securities (RMBS) backed by first lien mortgage loans. The
portfolio has been originated and is serviced by Bluestone
Mortgages Limited (Bluestone). In 2023, Bluestone has been acquired
by Shawbrook Bank Limited, which is the seller and sponsor of the
transaction.

The portfolio comprises almost entirely (99.1%) owner-occupied
mortgages and has a WA original loan-to-value ratio (OLTV) of 68.0%
and WA seasoning of 1.1 years. The initial WA coupon of the
portfolio of 7.8% and the pool will benefit from a reversionary
margin above Bank of England Rate (BBR) of about 3.9%.

The Issuer issued five tranches of collateralized mortgage-backed
securities (the Class A, Class B, Class C, Class D, and Class E
notes) to finance the purchase of the initial portfolio.
Additionally, one class of noncollateralized notes was issued, the
Class R notes, the proceeds of which were used by the Issuer to
fund the GRF and the LRF.

The LRF is available to cover shortfalls of senior fees and
interest on the Class A and Class B notes. The LRF is amortizing
and sized at 1.4% of the initial Class A and Class B notes at
closing. On each Interest Payment Date (IPD), the target level will
be 1.4% of the current amount outstanding of the Class A and Class
B notes until the Class B notes have redeemed. The amortization of
the LRF would stop if either: (1) the collateralized notes are not
redeemed in full at the FORD; or (2) the cumulative defaults are
greater than 5% of closing portfolio balance

The GRF provides liquidity and credit support to the rated notes.
The GRF has a target amount on each IPD equal to 1.4% of the
initial collateralized notes balance minus the LRF target amount.
The GRF is available to cover shortfalls on senior fees, interest,
and any principal deficiency ledger (PDL) debits on the Class A to
Class E notes after the application of revenue available funds and
LRF draws. The amortization of the GRF is subject to the same
conditions of the LRF amortization (see above). On the final
maturity date, all amounts held in the GRF will form part of
available principal funds and the GRF target will be zero.

Morningstar DBRS based its credit ratings on a review of the
following analytical considerations:

-- The transaction's capital structure, including the form and
sufficiency of available credit enhancement;

-- The credit quality of the mortgage portfolio and the ability of
the servicer to perform collection and resolution activities.
Morningstar DBRS estimated stress-level probability of default
(PD), loss given default (LGD), and expected losses (EL) on the
mortgage portfolio. Morningstar DBRS used the PD, LGD, and EL as
inputs into the cash flow engine. Morningstar DBRS analyzed the
mortgage portfolio in accordance with its "European RMBS Insight:
UK Addendum";

-- The transaction's ability to withstand stressed cash flow
assumptions and repay the Class A, Class B, Class C, Class D and
Class E notes according to the terms of the transaction documents;

-- The structural mitigants in place to avoid potential payment
disruptions caused by operational risk, such as a downgrade, and
replacement language in the transaction documents;

-- The sovereign credit rating of AA with a Stable trend on the
United Kingdom of Great Britain and Northern Ireland as of the date
of this press release; and

-- The expected consistency of the transaction's legal structure
with Morningstar DBRS' "Legal Criteria for European Structured
Finance Transactions" methodology and the presence of legal
opinions that are expected to address the assignment of the assets
to the Issuer.

Notes: All figures are in British pound sterling unless otherwise
noted.


KINGSWOOD SCHOOL: Quantuma Advisory Named as Joint Administrators
-----------------------------------------------------------------
Kingswood School Limited was placed in administration proceedings
in the High Court of Justice Business and Property Courts of
England and Wales, Court Number: CR-2024-005963, and Andrew
Andronikou and Michael Kiely of Quantuma Advisory Limited were
appointed as administrators on Nov. 1, 2024.  

Kingswood School specialized in primary education.

Its registered office is at 3 Boyd Street, London, E1 1FQ and it is
in the process of being changed to c/o Quantuma Advisory Limited,
7th Floor, 20 St Andrew Street, London, EC4A 3AG.  Principal
trading address is at 78 Solihull Road, Shirley, Solihull, West
Midlands B90 3HL.

The joint administrators can be reached at:

           Andrew Andronikou
           Michael Kiely
           Quantuma Advisory Limited
           7th Floor, 20 St. Andrew Street
           London, EC4A 3AG

For further details, contact:
            
            Archie Edmonds
            Email: archie.edmonds@quantuma.com
            Tel No: 0203 744 7234


MILK VISUAL: Begbies Traynor Named as Joint Administrators
----------------------------------------------------------
Milk Visual Effects Limited was placed in administration
proceedings in In the High Court of Justice Business and Property
Courts of England and Wales Court Numbe, Court Number:
CR-2024-006518, and Robert Ferne and Jeremy Karr of Begbies Traynor
(Central) LLP were appointed as administrators on Oct. 30, 2024.  

Milk Visual is a media company.

Its registered office is at  Clerkenwell House Clerkenwell House,
67 Clerkenwell Road, London, EC1R 5BL.

The joint administrators can be reached at:

             Robert Ferne
             Jeremy Karr
             Begbies Traynor (Central) LLP
             31st Floor, 40 Bank Street
             London, E14 5NR

For further details, contact:

             David Hetherington
             Begbies Traynor (London) LLP
             Tel No:  020 7516 1500
             Email: David.Hetherington@btguk.com


PAVILLION MORTGAGES 2024-1: DBRS Finalizes B(low) Rating on F Notes
-------------------------------------------------------------------
DBRS Ratings Limited finalized its provisional credit ratings on
the following classes of notes issued by Pavillion Mortgages 2024-1
PLC (the Issuer):

-- Class A at AAA (sf)
-- Class B at AA (sf)
-- Class C at A (sf)
-- Class D at BBB (low) (sf)
-- Class E at BB (low) (sf)
-- Class F at B (low) (sf)

The credit rating assigned to the Class A notes addresses the
timely payment of interest and the ultimate repayment of principal
by the legal final maturity date. The credit rating assigned to the
Class B notes addresses the timely payment of interest once it is
the senior-most and the ultimate repayment of principal by the
legal final maturity date. The credit ratings assigned to the Class
C, Class D, Class E, and Class F notes address the ultimate payment
of interest and the ultimate repayment of principal by the legal
final maturity date. Morningstar DBRS does not rate the Class G and
Class Z notes also expected to be issued in this transaction.

CREDIT RATING RATIONALE

The Issuer is a bankruptcy-remote special-purpose vehicle
incorporated in the UK. The collateralized notes are backed by
first-lien owner-occupied residential mortgage loans originated by
Barclays Bank UK PLC.

The transaction features a Liquidity Reserve Fund (LRF), which will
provide liquidity support to the Class A and Class B notes, and the
Class S Certificate in the priority of payments. The initial
balance of the LRF will be 0.5% of the Class A and Class B notes'
outstanding balance at closing; on each Interest Payment Date the
target level of the LRF will be 0.5% of the outstanding balance of
the Class A and Class B notes as at the end of the collection
period until the Class B notes have redeemed.

The transaction also features a General Reserve Fund (GRF), which
will provide liquidity and credit support to the rated notes The
target balance of the GRF will be equal to 2.0% of the portfolio
outstanding balance at closing minus the LRF target balance. In
other words, the general reserve will be initially funded to its
initial balance of GBP 14.4 million and its target balance will
then increase as the LRF amortizes.

Morningstar DBRS calculated the credit enhancement for the Class A
notes at 21.6%, which is provided by the subordination of the Class
B to Class G notes and the initial balance of the GRF. Credit
enhancement for the Class B notes will be 14.6%, provided by the
subordination of the Class C to Class G notes and the initial
balance of the GRF. Credit enhancement for the Class C notes will
be 10.1%, provided by the subordination of the Class D to Class G
notes and the initial balance of the GRF. Credit enhancement for
the Class D notes will be 6.8%, provided by the subordination of
the Class E to Class G notes and the initial balance of the GRF.
Credit enhancement for the Class E notes will be 4.1%, provided by
the subordination of the Class F to Class G notes and the initial
balance of the GRF. Credit enhancement for the Class F notes will
be 2.6%, provided by the subordination of the Class G notes and the
initial balance of the GRF.

As of August 31, 2024, the mortgage portfolio consisted of 6,159
loans with an aggregate principal balance of GBP 912.6 million. The
majority of the loans in the pool (71% of the initial collateral
balance) have been originated between 2021 and 2024, with the rest
having been granted from 2013 to 2020. Most mortgage loans in the
asset portfolio were granted to employed borrowers (81.8%) and
self-employed borrowers (16.8%) and are all secured by a
first-ranking mortgage right.

The portfolio contains 83% fixed-rate loans with a fixed-rate
period. Once their fixed-rate period is over, the loans will switch
to a floating rate of interest. As of the cut-off date, 63% of the
mortgage loans were reported as performing, 21% were reported as
delinquent with arrears up to three months (including technical
arrears), and 16% delinquent with arrears above three months.

Barclays Bank UK PLC originated and services the mortgages. CSC
Capital Markets UK Limited will be the backup servicer facilitator
in the transaction.

Notes: All figures are in British pound sterling unless otherwise
noted.


PAXMAN JOINERIES: KRE Corporate Named as Joint Administrators
-------------------------------------------------------------
Paxman Joineries Limited was placed in administration proceedings
in the Royal Court of Justice, Court Number: CR-2024-6476, and
David Taylor and Paul Ellison of KRE Corporate Recovery Limited
were appointed as administrators on Nov. 1, 2024.  

Paxman Joineries engages in joinery installation.

Its registered office is at c/o KRE Corporate Recovery Ltd, Unit 8,
The Aquarium, 1-7 King Street, Reading, RG1 2AN.  Its principal
trading address is at  50 Vanguard Way, Southend-On-Sea, SS3 9QY.

The administrators can be reached at:

           David Taylor
           Paul Ellison
           KRE Corporate Recovery Limited
           Unit 8, The Aquarium
           1-7 King Street
           Reading, RG1 2AN

For further information, contact:

           The Joint Administrators
           E-mail: info@krecr.co.uk
           Tel: 01189-479090


PETRA DIAMONDS: Moody's Cuts CFR to Caa1, Outlook Remains Negative
------------------------------------------------------------------
Moody's Ratings has downgraded to Caa1 from B3 the long-term
corporate family rating and to Caa1-PD from B3-PD the probability
of default rating of Petra Diamonds Limited (Petra). Concurrently,
Moody's have downgraded to Caa2 from B3 the backed senior secured
rating of the notes issued by Petra Diamonds US$ Treasury Plc. The
outlook on all entities remains negative.

RATINGS RATIONALE

The downgrade reflects a combination of the weakening of Petra's
credit metrics in the financial year 2024 that ended 30 June 2024
(financial 2024), with uncertain path of recovery amid the
continuing depressed diamond market environment and slow increase
in the company's production volume; the company's weakened
liquidity, with high reliance on its ZAR1.75 billion ($96 million)
committed revolving credit facility (RCF) and very limited cushion
under its covenants (which are calculated based on the company's
reported metrics that may differ from Moody's-adjusted metrics);
and its unsustainable capital structure with increased refinancing
risk related to its outstanding $242 million senior secured second
lien notes due March 2026, which Moody's view as governance risks.

As of June 30, 2024, Petra's  leverage increased to 4.1x gross
debt/EBITDA from 2.6x as of June 30, 2023 and 1.4x as of June 30,
2022, while its EBIT interest coverage declined to negative 0.5x
from positive 0.7x as of June 30, 2023 and 4.0x as of June 30, 2022
(all metrics are Moody's-adjusted). The weakening in credit metrics
was driven mainly by the decline in Moody's-adjusted EBITDA to $75
million in financial 2024 from $106 million in financial 2023. The
EBITDA declined because of the continued diamond market downturn
that started in the second half of 2022, and the decrease in
Petra's annual diamond production to 2.7 million carats (mcts) in
financial 2023-24 from 3.3 mcts in financial 2022, resulting from
the maturity of the company's current mining areas at its flagship
Cullinan and Finsch mines, as well as the suspension of operations
at its Williamson mine until July 2023 following a tailings storage
facility failure in November 2022.

Higher leverage was also driven by the increase in Moody's-adjusted
debt to $304 million as of June 30, 2024 from $276 million a year
earlier, because the company partly utilised its available RCF to
finance working capital amid low diamond prices.    

In financial 2024, Petra implemented cost cutting measures which it
expects to save more than $40 million in operating costs annually
starting from financial 2025, compared to its initial estimates, in
addition to $10 million cost savings already achieved in financial
2024. The company also reduced its expansion capital spending by
$80 million for financial 2024 and $55 million for financial 2025,
and smoothed out its capital spending program for the following
years until financial 2030.

Assuming some recovery in the company's production volume and
diamond prices, and a delivery of targeted cost savings, Moody's
expect Petra to generate Moody's-adjusted EBITDA of more than $85
million in financial 2025. Under this scenario, the company's
Moody's-adjusted free cash flow (FCF) will remain deeply negative
because of its still sizeable, although significantly reduced,
capital spending. Negative FCF will leave Petra highly reliant on
its available RCF which Moody's expect to remain largely utilised,
given the company's low cash balance. As a result, Moody's expect
its leverage to remain above 4.0x and EBIT interest coverage to
remain below 1.0x in financial 2025 (all metrics are
Moody's-adjusted and do not represent the calculation of covenants
under Petra's debt documentation).

Moody's expect Petra's cushion regarding the net debt/EBITDA and
EBITDA/net finance charges covenants under its committed RCF (which
are calculated based on the company's reported metrics that may
differ from Moody's-adjusted metrics) to be very limited. Prices
below Moody's expectations or unexpected operating issues which
might dent the company's financial results, could result in a
breach of covenants over the next 12 months. A breach of the
liquidity covenant, which requires the company to maintain a cash
balance of not less than $20 million over the next 12 months, could
also occur as of the June 30, 2025 testing date if the company
fails to resolve the refinancing risk by then, because both RCF and
the notes will mature within the next 12 months after that testing
date.

Petra's Caa1 CFR factors in (1) the company's small scale and
operational concentration in the two key mines in South Africa (Ba2
stable); (2) its exposure to the volatile rough diamond prices and
USD/ZAR exchange rate; (3) prolonged period of diamond market
downturn despite favorable long-term fundamentals, with uncertain
prospects for price recovery; (4) Petra's weakened credit metrics
amid the depressed diamond market and slow recovery in production
volume; (5) the company's weakened liquidity with increased
reliance on the RCF amid very limited cushion for covenant
compliance; (6) Petra's unsustainable capital structure with
increasing refinancing risk as its March 2026 notes maturity
approaches; and (7) its exposure to business, social, political and
regulatory risks in South Africa and Tanzania (B1 stable).

The rating also takes into account (1) the company's solid reserve
base at its flagship Cullinan and Finsch mines, and a long life
potential of these mines; (2) enhanced resilience of Petra's
profitability and cash generation to the weak diamond prices,
following cost reduction and postponement of certain investments;
(3) its five-year wage agreements with labour unions signed in July
2024; and (4) its track record of debt reduction and proactive
liquidity management, including intention to refinance the
outstanding $242 million notes due March 2026 one year in advance.

The Caa2 rating of Petra's outstanding $242 million guaranteed
senior secured second lien notes is one notch below Petra's CFR,
because the notes are subordinated to the company's ZAR1.75 billion
($96 million) senior secured first lien RCF, which was largely
utilised as of September 30, 2024. This notching reflects Moody's
assumption that RCF will remain largely utilised in case Petra's
operating cash flow does not increase significantly.

RATING OUTLOOK

The negative outlook reflects Petra's increasing refinancing risk
as its March 2026 notes maturity approaches, while the path of
recovery for its cash flow generation and credit metrics remains
uncertain amid the continuing weak diamond market environment and
slow recovery in the company's production volume.

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

Given the negative rating outlook, an upgrade is unlikely over the
next 12-18 months. A potential positive rating action would be
dependent on the company's ability to resolve the refinancing risk
related to its March 2026 notes maturity and achieve a more
sustainable capital structure, improve its liquidity, increase its
production volume and restore its credit metrics.

Moody's could downgrade the ratings if the company fails to improve
its liquidity and resolve its refinancing risk in a timely manner,
increasing the likelihood of a default, including in a form of a
distressed exchange or debt restructuring.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Mining
published in October 2021.


STELLER SYSTEMS: FRP Advisory Named as Joint Administrators
-----------------------------------------------------------
Steller Systems Ltd was placed in administration proceedings in the
High Court of Justice Business and Property Courts of England and
Wales, Insolvency & Companies List (ChD), Court Number:
CR-2024-006453, and Rajnesh Mittal and Benjamin Neil Jones of FRP
Advisory Trading Limited, were appointed as administrators on Oct.
29, 2024.  

Steller Systems is into engineering related scientific and
technical consulting activities.

Its registered office is at Glenholm, George Street, Nailsworth,
Stroud, GL6 0AG in the process of being changed to c/o FRP Advisory
Trading Limited, 2nd Floor, 120 Colmore Row, Birmingham, B3 3BD.
Its principal trading address is at Glenholm George Street,
Nailsworth, Stroud, GL6 0AG, 22 Compass Point, Ensign Way, Hamble,
Southampton, SO31 4RA.

The joint administrators can be reached at:

             Rajnesh Mittal
             Benjamin Neil Jones
             FRP Advisory Trading Limited
             2nd Floor, 120 Colmore Row
             Birmingham, B3 3BD

For further details, contact:

             The Joint Administrators
             Email: cp.birmingham@frpadvisory.com
             Tel: 0121 710 1680

Alternative contact:  Monika Olajcova


SYMAL DEVELOPMENTS: Rushtons Insolvency Named as Administrators
---------------------------------------------------------------
Symal Developments Ltd was placed in administration proceedings in
the High Court of Justice, Business and Property Work, Insolvency
and Companies List (ChD), Court Number: CR-2024-006589, and Nicola
Baker of Rushtons Insolvency Limited was appointed as
administrators on Nov. 1, 2024.  

Symal Developments is into property developments.

Its registered office and principal trading address is at 107 Bell
Street, London, NW1 6TL.

The joint administrator can be reached at:

             Nicola Baker
             Rushtons Insolvency Limited
             6 Festival Building
             Ashley Lane, Saltaire
             BD17 7DQ

For Further Details, Contact:

              The Joint Administrators
              Email: dwolski@rushtonsifs.co.uk.
              Tel No: 01274 598 585

Alternative contact: Dominic Wolski



VANQUIS BANKING: Fitch Puts 'BB-' LongTerm IDR on Watch Negative
----------------------------------------------------------------
Fitch Ratings has placed Vanquis Banking Group plc's (VBG) 'BB-'
Long-Term Issuer Default Rating (IDR) on Rating Watch Negative
(RWN). Fitch has also placed VBG's senior unsecured debt and
subordinated Tier 2 debt ratings on RWN.

The RWN reflects Fitch's view that the recent UK Court of Appeal
ruling against several UK-based vehicle finance lenders, if upheld
by the Supreme Court, could negatively affect VBG's business
profile, profitability and capitalisation and lead to a downgrade
of its Long-Term IDR. Although VBG did not have discretionary
commission arrangements in place and was not part of the court
ruling announced on 25 October, the court's decision to go beyond
the requirements set out by the UK Financial Conduct Authority
(FCA) in January means that the probability of VBG and other UK
vehicle finance lenders having to set up a customer redress scheme
has increased.

Fitch will look to resolve the RWN when the implications of the
historical vehicle finance probe are clearer. Fitch believes it may
take longer than the typical six-month horizon to resolve the RWN.

Key Rating Drivers

Court of Appeal Ruling: On 25 October 2024, the UK Court of Appeal
ruled that commissions in three vehicle finance lenders (not
relating to Vanquis transactions) were not adequately disclosed to
the customers, resulting in a lack of informed consent. The ruling
went beyond the scope set by the FCA to potentially include further
commission arrangements, including fixed fees. Fitch understands
that the lenders subject to the court ruling intend to appeal the
decision to the UK Supreme Court.

VBG publicly stated that it has not provided any discretionary
commission arrangements on car loans and that all car loans
provided since the Court of Appeal ruling have commission
disclosures in line with the judgement.

Motor Finance Important to Franchise: Motor finance, conducted via
its Moneybarn subsidiary, is an important part of VBG's overall
franchise, accounting for 39% of gross receivables at end-1H24 and
21% of total income in 6M24. A prolonged period of uncertainty in
the UK motor finance market could negatively affect VBG's motor
finance franchise and, ultimately revenue and earnings
diversification.

Potential Further Pressure on Profitability: VBG's management
expect the company to report a net loss for 2024 (1H24: pre-tax
loss of GBP46.5 million), largely as result of increased stage 3
loans and higher complaint handling costs in its core credit card
business. While good progress in implementing its GBP75 million
gross cost savings should support VBG's profitability in 4Q24 and
2025, more restrained growth in vehicle finance as a result of the
court ruling could delay VBG's return to sustained net
profitability.

Potential Impact on Capital: Should VBG be required to establish a
customer redress scheme against historical vehicle finance
commissions, Fitch estimates the potential financial impact to be
material. However, Fitch also notes that VBG would likely not be
required to set up such a scheme if the Supreme Court ruling
narrows the scope to discretionary commission arrangement.

Based on its current assessment, which is among other things
sensitive to the length of the look-back period, penalty interest
rates (if any) and the timing of redress payments, Fitch believes
that the financial impact could lead to a breach of Fitch's
capitalisation downgrade trigger. VBG's Tier 1 ratio stood at 18.7%
at end-3Q24 versus its downgrade trigger of 16%.

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 its capitalisation, leverage and funding, liquidity and
coverage.

RATING SENSITIVITIES

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

Fitch expects to resolve the RWN upon more clarity of the potential
impact from the review of commissions on historical motor finance
loans on VBG's profitability, capitalisation and business profile.
Based on its current assessment Fitch believes a downgrade of the
Long-Term IDR, should the Supreme Court uphold the ruling of the
Court of Appeal, is likely to be limited to one notch but could go
beyond one notch if the financial impact on VBG (for instance as a
result of a longer look-back period) is more severe than currently
assumed.

Beyond the potential immediate impact from the recent court ruling,
VBG's Long-Term IDR remains sensitive to the factors outline in the
rating action commentary published on 7 August 2024, namely:

- 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

- 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

- 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

VBG's ratings could be affirmed and removed from RWN if the
uncertainty surrounding historical vehicle finance commission
reduces and risks to VBG's business and financial profiles abate.

- Upside is presently limited, in view of the RWN. In the medium
term, an upgrade 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

All debt ratings have been placed on RWN, mirroring the RWN on
their anchor ratings.

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 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

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 'a' sector risk operating environment score is above the 'bbb'
implied category score due to the following adjustment reason:
regulatory and legal framework (positive).

The 'bb-' business profile score is below the 'bbb' implied
category score due to the following adjustment reasons: business
model (negative), market position (negative).

The 'bb-' asset quality score is above the 'ccc & below' implied
category 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. It also
has a negative impact on its credit profile and is relevant to the
ratings in conjunction with other factors.

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

   Entity/Debt                    Rating                 Prior
   -----------                    ------                 -----
Vanquis Banking Group plc   LT IDR BB- Rating Watch On   BB-

   senior unsecured         LT     BB- Rating Watch On   BB-

   subordinated             LT     B   Rating Watch On   B


WINCHESTER 1 PLC: Moody's Assigns Ba1 Rating to GBP3.1MM E Notes
----------------------------------------------------------------
Moody's Ratings has assigned definitive ratings to Notes issued by
Winchester 1 PLC:

GBP266.1M Class A Mortgage Backed Floating Rate Notes due October
2056, Definitive Rating Assigned Aaa (sf)

GBP13.5M Class B Mortgage Backed Floating Rate Notes due October
2056, Definitive Rating Assigned Aa3 (sf)

GBP12.0M Class C Mortgage Backed Floating Rate Notes due October
2056, Definitive Rating Assigned A2 (sf)

GBP6.0M Class D Mortgage Backed Floating Rate Notes due October
2056, Definitive Rating Assigned Baa2 (sf)

GBP3.1M Class E Mortgage Backed Floating Rate Notes due October
2056, Definitive Rating Assigned Ba1 (sf)

GBP3.0M Class X1 Floating Rate Notes due October 2056, Definitive
Rating Assigned Baa1 (sf)

GBP1.5M Class X2 Floating Rate Notes due October 2056, Definitive
Rating Assigned Ba2 (sf)

RATINGS RATIONALE

The Notes are backed by a static pool of UK buy-to-let (BTL)
mortgage loans originated by Hampshire Trust Bank Plc (NR). This
represents their first issuance. The securitised portfolio consists
of 691 mortgage loans with a current balance of approximately
GBP300.7 million as of October 27 pool cutoff date.  The definitive
rating for the Class X2 notes is different than the previously
assigned provisional rating as a result of higher available excess
spread due to tighter pricing of note margins.  There is linkage
between the ratings of the Class B Notes and Banco Santander S.A.
(Spain) in its role of swap provider, given the combination of the
current rating of Banco Santander S.A. as the swap counterparty,
the level of the triggers, the large proportion of fixed rate loans
as a percentage of the portfolio and the available credit
enhancement.

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

The transaction benefits from an amortizing liquidity reserve sized
at 1.25% of Class A and B Notes balance. The liquidity reserve is
available to cover fees and interest on Classes A and B notes will
amortise in line with the balance of Classes A and B and is subject
to a floor of 0.75% of the Class A and B balance at closing.

Hampshire Trust Bank Plc (not rated) is the servicer and Citibank,
N.A., London Branch (Aa3/P-1) is the cash manager in the
transaction. In order to mitigate the operational risk, Intertrust
Management Limited (Not rated) will act as the back-up servicer
facilitator. To ensure payment continuity over the transaction's
lifetime the transaction documents incorporate estimation language
whereby the cash manager can use the three most recent servicer
reports to determine the cash allocation in case no servicer report
is available.

Moody's determined the portfolio lifetime expected loss of 1.70%
and MILAN Stressed Loss of 11.80% related to borrower receivables.
The expected loss captures Moody's expectations of performance
considering the current economic outlook, while the MILAN Stressed
Loss captures the loss Moody's expect the portfolio to suffer in
the event of a severe recession scenario. Expected loss and MILAN
Stressed Loss are parameters used by us to calibrate its lognormal
portfolio loss distribution curve and to associate a probability
with each potential future loss scenario in the ABSROM cash flow
model to rate RMBS.

Portfolio expected loss of 1.70%: This is higher than the UK
buy-to-let sector average and is based on Moody's assessment of the
lifetime loss expectation for the pool taking into account: (i) the
collateral performance of originated loans to date, as provided by
the originator; (ii) limited historical performance of the seller's
loan book; (iii) benchmarking with comparable transactions in the
UK buy-to-let sector and (iv) the current economic conditions in
the UK.

MILAN Stressed Loss of 11.80%: This is higher than UK buy-to-let
sector average and follows Moody's assessment of the loan-by-loan
information taking into account the following key drivers: (i) the
portfolio characteristics including the weighted-average current
LTV of 69.7% for the pool; (ii) 100% BTL portfolio with 100%
interest-only and 21.7% HMO loans; (iii) highly concentrated
portfolio with top 20 borrowers representing 18.2% of the pool; and
(iv) benchmarking with other UK buy-to-let transactions.

The principal methodology used in these ratings was "Residential
Mortgage-Backed Securitizations" published in October 2024.

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

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

Factors that may cause an upgrade of the ratings of the notes
include significantly better than expected performance of the pool
together with an increase in credit enhancement of Notes.

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



                           *********


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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Information contained herein is obtained from sources believed to
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or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000.


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