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

                          E U R O P E

          Monday, November 18, 2024, Vol. 25, No. 231

                           Headlines



G E R M A N Y

GOLDEN RAY 1: Moody's Assigns B2 Rating to EUR2.4MM Class E Notes
TAKKO HOLDING: Fitch Assigns BB- Final Rating on EUR350MM Sec Notes


I R E L A N D

ANCHORAGE CAPITAL 3: Fitch Assigns B-sf Final Rating to Cl. F Notes
ANCHORAGE CAPITAL 3: S&P Assigns B-(sf) Rating on Cl. F-R Notes
AVOCA CLO XVI: Fitch Assigns 'B-(EXP)sf' Rating to Class F-RR Notes
AVOCA CLO XVI: S&P Assigns Prelim B-(sf) Rating to Cl. F-R-R Notes
CARLYLE EURO 2024-2: Fitch Assigns B-(EXP)sf Rating on Cl. E Notes

MADISON PARK XIX: Fitch Assigns 'B-(EXP)sf' Rating to Cl. F-R Notes
MADISON PARK XIX: S&P Assigns Prelim B-(sf) Rating on F-R Notes
MADISON PARK XVIII: S&P Assigns B- (sf) Rating to Class F Notes
RRE 3 LOAN: S&P Assigns BB- (sf) Rating to Class D-R Notes
SCULPTOR EUROPEAN VII: S&P Assigns B- (sf) Rating to F-R Notes

SHAMROCK 2024-1: S&P Assigns Prelim 'B-' Rating to Class F Notes
TIKEHAU CLO IX: Fitch Assigns 'B-(EXP)sf' Rating on Class F-R Notes


L U X E M B O U R G

ARD FINANCE: Moody's Lowers CFR to Caa2, Outlook Negative


N E T H E R L A N D S

PEER HOLDING: Moody's Rates New EUR1BB First Lien Term Loan 'Ba2'


N O R W A Y

NP3 FASTIGHETER: NCR Alters Outlook on Issuer Rating to Stable


S W E D E N

INTRUM AB: Debt Collector Pursues U.S. Restructuring


T U R K E Y

ARCELIK AS: Fitch Lowers Local Currency IDR to 'BB-', Outlook Neg
ODEA BANK: Fitch Alters Outlook on 'B-' Rating to Watch Positive
TURK HAVA YOLLARI: S&P Raises ICR to 'BB' on Sovereign Upgrade
TURK TELEKOM: S&P Upgrades LT ICR to 'BB' After Sovereign Action
TURKCELL ILETISIM:S&P Raises LT ICR to 'BB' After Sovereign Action



U K R A I N E

UKRENERGO: Fitch Lowers Rating on Sr. Unsecured Notes to 'C'


U N I T E D   K I N G D O M

AVOCA STATIC I: Fitch Assigns 'BB+(EXP)sf' Rating on Cl. E-R Notes
AZURE FINANCE 3: Moody's Affirms B1 Rating on GBP3.7MM Cl. F Notes
BOPARAN HOLDINGS: S&P Upgrades ICR to 'B' on Completed Refinancing
BRAINN WAVE: Opus Restructuring Named as Joint Administrators
CSW PROCESS: Interpath Advisory Named as Joint Administrators

ELSTREE FUNDING 5: DBRS Finalizes BB(high) Rating on 2 Tranches
JOHN TRUSWELL: BDO LLP Named as Joint Administrators
NEWDAY FUNDING 2021-3: DBRS Confirms BB Rating on E Notes
NEWDAY FUNDING 2024-3: DBRS Finalizes BB Rating on E Notes
PIERPONT BTL 2024-1: DBRS Finalizes BB(high) Rating on X Notes

SOPHOS INTERMEDIATE: S&P Affirms 'B-' ICR & Alters Outlook to Pos.
WIDMER ADELAIDE: Lucas Ross Named as Administrators


X X X X X X X X

[*] BOND PRICING: For the Week November 11 to November 15, 2024

                           - - - - -


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G E R M A N Y
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GOLDEN RAY 1: Moody's Assigns B2 Rating to EUR2.4MM Class E Notes
-----------------------------------------------------------------
Moody's Ratings has assigned definitive ratings to Notes issued by
Golden Ray S.A., Compartment 1:

EUR50M Class A1 Guaranteed Floating Rate Asset Backed Notes due
December 2057, Definitive Rating Assigned Aaa (sf)

Underlying Rating: Assigned Aa3 (sf)

Financial Guarantor: European Investment Fund (Aaa)

EUR149.2M Class A2 Floating Rate Asset Backed Notes due December
2057, Definitive Rating Assigned Aa3 (sf)

EUR12M Class B Floating Rate Asset Backed Notes due December 2057,
Definitive Rating Assigned A2 (sf)

EUR9.6M Class C Floating Rate Asset Backed Notes due December
2057, Definitive Rating Assigned Baa3 (sf)

EUR4.8M Class D Floating Rate Asset Backed Notes due December
2057, Definitive Rating Assigned Ba2 (sf)

EUR2.4M Class E Floating Rate Asset Backed Notes due December
2057, Definitive Rating Assigned B2 (sf)

Moody's have not assigned a rating to the EUR12M Class F Fixed Rate
Asset Backed Notes due December 2057 and to the EUR5.2M Class R
Variable Rate Asset Backed Notes due December 2057.

RATINGS RATIONALE

The Notes are backed by a static pool of German consumer solar
loans originated by Enpal B.V. This represents the first issuance
out of the  Golden Ray S.A. program.

The portfolio of assets amounts to approximately EUR240.0 million
as of October 11, 2024 pool cut-off date. The Liquidity Reserve
will be funded to 0.75% of the Class A1 and A2 Notes balance at
closing and will be funded with principal proceeds from the
portfolio up to 1.5% of the Class A1 and A2 Notes balance after
closing. Once the liquidity reserve initial top-up is completed,
the liquidity reserve will be replenished up to its target amount
in the interest waterfall. The total credit enhancement for the
Class A Notes will be 17.6%.

The Class A1 Notes rating is primarily based on the guarantee
provided by the European Investment Fund (Aaa). The Class A2 Notes
to Class E Notes ratings are primarily based on the credit quality
of the portfolio, the structural features of the transaction and
its legal integrity. Moody's have concluded that the Class A1 Notes
underlying rating and the Class A2 Notes rating are constraint by a
new combination of credit risks: (i) financing a new asset type
with limited performance history untested through an economic
cycle, (ii) long loan tenors, and (iii) operational risks.

The transaction benefits from various credit strengths such as: (i)
an amortizing liquidity reserve fund sized at 1.5% of Class A1 and
A2 Notes balance after top-up, (ii) a granular portfolio of assets,
and (iii) a static portfolio.

However, Moody's note that the transaction features some credit
weaknesses such as: (i) an unrated servicer (Enpal B.V.), (ii)
limited historical performance data, and (iii) receivables
maturities up to 25 years. Various mitigants have been included in
the transaction structure such as: (i) the appointment of a back-up
servicer at closing, (ii) an independent cash manager, (iii)
estimation language in case no servicer report is available, and
(iv) principal to pay interest. The limited availability of
historical data compared to the long loan maturities are reflected
in the asset assumptions.

Moody's determined the portfolio lifetime expected defaults of
5.5%, expected recoveries of 20.0% and Aaa portfolio credit
enhancement of 26.0% related to borrower receivables. The expected
defaults and recoveries capture Moody's expectations of performance
considering the current economic outlook, while the PCE captures
the loss Moody's expect the portfolio to suffer in the event of a
severe recession scenario. Expected defaults and PCE are parameters
used by us to calibrate Moody's lognormal portfolio loss
distribution curve and to associate a probability with each
potential future loss scenario in the cash flow model to rate
Consumer ABS.

Portfolio expected defaults of 5.5% are higher than the EMEA
Consumer ABS average and are based on Moody's assessment of the
lifetime expectation for the pool taking into account: (i) the
limited historical performance data for the originator's portfolio,
(ii) the long loan maturities, and (iii) other qualitative
considerations.

Portfolio expected recoveries of 20.0% are in line with the EMEA
Consumer ABS average and are based on Moody's assessment of the
lifetime expectation for the pool taking into account: (i)
historical performance of the book of the originator and (ii) other
qualitative considerations.

PCE of 26.0% is higher than the EMEA Consumer ABS average and is
based on Moody's assessment of the pool which is mainly driven by:
(i) evaluation of the underlying portfolio, complemented by the
historical performance information as provided by the originator,
(ii) the 25 years maturity of the solar loan products, and (iii)
other qualitative considerations. The PCE level of 26.0% results in
an implied coefficient of variation ('CoV') of 53.44%.

The principal methodology used in these ratings was "Moody's
Approach to Rating Consumer Loan-Backed ABS" published in July
2024.

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 servicing or cash management interruptions; (ii) economic
conditions being worse than forecast resulting in higher arrears
and losses, and (iii) for the Class A1 Notes rating, a downgrade of
the European Investment Fund.


TAKKO HOLDING: Fitch Assigns BB- Final Rating on EUR350MM Sec Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Takko Holding Luxembourg 2 S.à.r.l.'s
(Takko; B/Stable) EUR350 million 10.25% six-year senior secured
notes issued by Takko Fashion GmbH a final rating of 'BB-' with a
Recovery Rating of 'RR2'.

Takko's 'B' rating reflects its strong niche positioning in the
discount apparel market as a top player in its home German market,
aided by good brand awareness and a long record of resilient
performance. Despite limited scale and concentrated operations
within basic wear and high reliance on the competitive German
market for profits, the rating is supported by superior
profitability that results in healthy free cash flow (FCF)
generation. This is offset by moderate EBITDAR leverage and tight
coverage ratios due to reliance on a fully-leased store network.

The Stable Outlook captures its expected normalisation of margins
leading to leverage and coverage metrics stabilising at below 6x
and at 1.5x, respectively. The Outlook is also supported by the
company's satisfactory liquidity position and extended maturity
profile.

Key Rating Drivers

Strong Niche Positioning: Takko benefits from top-three positioning
in its key market of operations (particularly Germany) as a fashion
discounter retailer. It counts on a well-known brand through which
it has achieved some market share gains. Focus on a value-for-money
proposition has provided resilience, with consumer appeal during
the recent inflationary period despite weak consumer confidence.
Its business model is based on convenience stores located in
proximity to discounter supermarkets, in easily accessible retail
parks or shopping areas, where around 80% of the store base is
located.

Limited Diversification: Despite its presence in 17 countries,
Takko is heavily dependent on Germany, which accounts for 64% of
its sales as of the last 12 months (LTM) ending July 2024. The
company's product range consists primarily of mainstream and basic
clothing, making up 84% of its assortment, mostly targeting a
specific audience of middle-aged women on a budget. Takko's store
portfolio is limited to a single type of store format. Its presence
in the fast growth online channel, which is determining increasing
competition, is limited.

Superior and Resilient Profitability: The July 2024 LTM EBITDAR
margin, at close to 25%, is above the average for retailers, which
evidences good capability to pass on inflation. Takko's emphasis on
basic clothing enables it to minimise fashion-related risks and
benefit from extended lead times and off-season ordering. This
approach contributes to reducing sourcing and shipping costs. With
sourcing mostly concentrated in Asia (36% in China), the company
could face higher costs in the event of higher import duties in
Europe, but this would affect most of the industry.

Takko designs in-house, but by capitalising on longer sourcing
horizons, it secures lower purchase prices. This strategy is
crucial, in its view, for maintaining the discounter business
model. However, after end-FY25 (financial year to end-January
2025), Fitch projects the EBITDAR margin will reduce towards a more
sustainable level of 23%.

Moderate Leverage: The rating is constrained by a high debt burden
and limited deleveraging prospects. Takko has established a new
capital structure consisting of EUR350 million senior secured
notes, EUR28 million revolving credit facility (RCF) and
maintaining the EUR175 million letter of credit facility, which
Fitch does not treat as debt.

This transaction follows the successful August 2023 restructuring
and Fitch expects it to result in moderate to high opening leverage
of 5.6x. Takko's capitalised leases contribute most to its
lease-adjusted debt, reflecting reliance on its store network.
Fitch treats the EUR125 million payment-in-kind loan, which is
outside the restricted group, as equity, in accordance with its
methodology.

Beneficially Long Payment Terms: Takko regularly uses letter of
credits with its mostly Asian suppliers. This enables deferred
trade payments and results in longer than peer average payable
maturity of around 110 days. It allows suppliers to collect
invoices earlier by discounting them, and Fitch believes the
structure is sustainable, with limited risk of terms changing.
Fitch does not treat the use of letter of credits as debt, but
believe that if they fell away, Takko would rely on a corresponding
level of RCF use. If payment terms were shortened, debt or cash
would need to cover the difference, increasing net debt. This event
risk is not currently factored into the rating.

Intensively Competitive Industry: Fashion retailers face
significant competitive pressures, heightened by a growing online
market and by price-sensitive behaviour of budget consumers,
despite discounters benefiting from some trade-down trends. Fitch
expects consumer confidence to recover from its current low driven
by the increased cost of living, but the fashion discount segment
remains more resilient and less discretionary than other clothing
categories. However, the industry as a whole is experiencing
decreasing volumes, which Fitch expects to only recover modestly.

Manageable Environment and Social Risks: The clothing industry is
characterised by increasing scrutiny of labour practices and
environmental impact in its supply chain by consumers and pressure
groups as well as the object of government regulation. Fitch
currently views the company's proactive approach to these aspects
as adequate. Fitch has not assumed an acceleration of regulatory
initiatives over the rating horizon, but more stringent regulation
or careful purchasing patterns could affect the company's cost
structure and demand for its products.

Tight Coverage Ratios: Takko has weak fixed-charge coverage ratios,
due to a high share of leases and a growing store network, with its
expectation that EBITDAR metrics stay around 1.5x, aligned with a
'B-' rating. This is offset by the company's actively-managed
leased store network, which helps mitigate inflation indexation,
and a safe liquidity buffer. Contracts are mostly fixed, mature and
include frequent termination clauses. A decrease in fixed-charge
coverage ratios would indicate less efficient property management
or declining capital returns due to weak strategy execution,
potentially impacting ratings.

Credible Growth Plan: Fitch views the company's expansion plan for
new store openings as reasonable. Takko intends to implement
performance improvement measures, including revised pricing and
markdown mechanisms, as well as a value creation plan with
headquarter savings. Fitch sees limited execution risks, despite
the recent appointment of new top management. Based on its
assessment of the sector and of Takko's corporate strategy, which
involves limited expansion capex and quick pay back periods, Fitch
anticipates a moderate acceleration of annual like-for-like sales
growth in FY25-FY26 before normalising around 3.5%, ultimately
leading to FCF generation at 3% of revenues.

Derivation Summary

Fitch rates Takko using its Non-Food Retail Navigator. Takko has
smaller scale and narrower portfolio diversification than its
non-food retail rated peers such as Pepco Group N.V. (BB/Stable),
Ceconomy AG (BB/Stable) or EG Group Limited (B/Stable), but is more
profitable than most non-food peers with EBITDAR margins above 20%,
due to its particularly long-lead purchase mechanism.

Despite the portfolio being concentrated in basic wear against
widely diversified peers like El Corte inglés, S.A. (BBB-/Stable)
or Pepco, whose sales are supported by a wide variety of goods on
targeted at the same clientele, Fitch sees mainstream discount
clothing as more resilient in nature.

Takko is reliant on Germany, similarly to Maxeda DIY Holding B.V.
(B-/Negative), Mobilux Group SCA (B+/Stable) or FNAC Darty SA
(BB+/Stable) on their home markets, while Ceconomy and Pepco
benefit from a wider geographical footprint. Also, Takko's brick
and mortar business model lacks meaningful online sales, similarly
to Pepco or EG Group. Takko's EBITDAR leverage forecast at around
6x is higher than Pepco and Mobilux's but below EG Group, which is
offset by its recurrence in the convenience food segment and
greater scale and diversification.

Key Assumptions

- Like-for-like revenue growth of 2.5% on average in FY25-FY28

- EBITDA margin stabilising at around from 10% for FY25-FY28

- Capex of EUR30 million-EUR40 million for FY25-28, including 1.5%
maintenance capex

- Annual non-recurring outflows of EUR5 million

- Stable net working capital flow

- No dividend distributions

Recovery Analysis

The recovery analysis assumes that Takko will be considered as a
going concern (GC) rather than liquidated in bankruptcy.

Fitch assumed a 10% administrative claim, which are unavailable
during restructuring and hence deducted from the enterprise value
(EV).

The estimated GC EBITDA of EUR90 million reflects the level of
earnings required for the company to sustain operations as a GC in
unfavourable market conditions of shrinking volumes and with an
inability to pass on cost increases. Fitch assumed a 5x EV/EBITDA
multiple, reflecting Takko's healthy underlying operating and FCF
margins. This EV/EBITDA multiple is below Mobilux's 5.5x and
Douglas's 5.5x due to the latter's larger scale.

Post-refinancing, Takko's debt consists of super senior EUR28
million RCF and EUR175 million letters of credit facility, to which
Fitch is applying 30% discount and Fitch treats as first priority
in its cash waterfall, together with the RCF and ahead of the
senior secured debt that consists of EUR350 million.

Its waterfall analysis generates a ranked recovery for the senior
secured notes in the 'RR2' band, indicating a 'BB-' rating. The
waterfall analysis output percentage on current metrics and
assumptions is 73% for the EUR350 million notes.

RATING SENSITIVITIES

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

- Evidence in sustained like-for-like revenue growth improving to
above EUR150 million EBITDA and geographical diversification, along
with enhanced operating margins

- EBITDAR leverage falling below 5.5x

- EBITDAR fixed-charge coverage above 1.7x on a sustained basis

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

- Deteriorating performance of the business, either due to
recessionary environment, competition or lack of cost control,
leading to declining like-for-like sales and weaker EBITDAR

- Reduced liquidity headroom (including availability of letters of
credit) due to trading underperformance, aggressive financial
policy, or more pronounced seasonality, requiring a regularly drawn
RCF

- Sustained EBITDAR leverage over 6.5x

- EBITDAR fixed-charge coverage weakening below 1.2x on a sustained
basis

Liquidity and Debt Structure

Satisfactory Liquidity: Fitch expects Fitch-calculated available
liquidity of around EUR100 million at end-FY25 after restricting
EUR30 million of cash for intra-year working capital purposes plus
expected EUR28 million of an available undrawn RCF. Fitch forecasts
that FCF generation will be positive, driven by strong
profitability, adequate working capital management and light capex
(its rating case incorporates capex of EUR30 million with
flexibility permitted by the ability to further reduce growth
capex). Refinancing have been addressed with senior secured notes
now extended and maturing in 2030.

Liquidity is also boosted by a EUR175 million letter of credits
instrument. Takko uses this facility for deferred payment purposes.
It extends payment terms by about 10 days beyond the standard
period, resulting in an average payable period of around 110 days.
By using letters of credit, Takko enables earlier invoice
collection for suppliers. While Fitch does not classify then as
debt, their absence would likely lead Takko to rely on the RCF to
manage extended payment terms. If payment terms were shortened,
additional liquidity would be needed to bridge the gap.

Issuer Profile

Takko is a leading European discounter in fashion retail, where it
holds a top-three market position in its niche German market. It
operates more than 1,900 stores across 17 countries. The company
offers a limited range of apparel and accessories for the whole
family (70% of the assortment is for women and children), with a
focus on basic and mainstream clothing (84% is basic wear) at low
prices with overall low fashion risk. The primary target customers
are mid-40s mothers on a budget. Takko is vertically integrated,
with in-house design and sourcing capabilities in Asia.

Date of Relevant Committee

18 October 2024

MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS

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

ESG Considerations

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

   Entity/Debt             Rating        Recovery   Prior
   -----------             ------        --------   -----
Takko Fashion GmbH

   senior secured      LT BB- New Rating   RR2      BB-(EXP)




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I R E L A N D
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ANCHORAGE CAPITAL 3: Fitch Assigns B-sf Final Rating to Cl. F Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Anchorage Capital Europe CLO 3 DAC final
ratings, as detailed below.

   Entity/Debt              Rating           
   -----------              ------           
Anchorage Capital
Europe CLO 3 DAC

   A XS2914142901       LT AAAsf  New Rating

   B XS2914143115       LT AAsf   New Rating

   C XS2914143461       LT Asf    New Rating

   D XS2914143628       LT BBB-sf New Rating

   E XS2914143974       LT BB-sf  New Rating

   F XS2914144279       LT B-sf   New Rating

   Subordinated Notes
   XS2063533173         LT NRsf   New Rating

Transaction Summary

Anchorage Capital Europe CLO 3 DAC is a securitisation of mainly
senior secured obligations (at least 90%) with a component of
unsecured senior loans, unsecured senior bonds, second-lien loans,
first-lien last out loans, mezzanine obligations 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
Anchorage CLO ECM, L.L.C. The CLO has a 2.75-year reinvestment
period and a 6.75-year weighted average life test (WAL).

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch considers the
average credit quality of obligors at 'B'/'B-' category. The
Fitch-calculated weighted average rating factor of the identified
portfolio is 25.0.

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

Diversified Asset Portfolio (Positive): The transaction includes
two Fitch test matrices that are effective at closing. These
correspond to a top-10 obligor concentration limit of 21%, two
fixed-rate asset limits at 7.5% and 12.5% and a 6.75 year WAL. The
transaction also has various concentration limits for the
portfolio, including a maximum exposure to the three largest
Fitch-defined industries at 42.5%. These covenants ensure that the
asset portfolio will not be exposed to excessive concentration.

Portfolio Management (Neutral): The transaction has a 2.75-year
reinvestment period, which is governed by reinvestment criteria
that are similar to those of other European transactions. Fitch's
analysis is based on a stressed-case portfolio with the aim of
testing the robustness of the transaction structure against its
covenants and portfolio guidelines.

Cash Flow Modelling (Neutral): The WAL used for the transaction's
stress portfolio analysis and matrices 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 both the
coverage tests and the Fitch 'CCC' maximum limit, as well as a WAL
covenant that progressively steps down over time, both before and
after the end of the reinvestment period. Fitch believes these
conditions would reduce the effective risk horizon of the portfolio
during the stress period.

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 and
would lead to downgrades of no more than one notch for the class B
to E notes, and to below 'B-sf' for the class F notes.

Based on the current portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of defaults and portfolio deterioration. Due to the
better metrics of the current portfolio than the Fitch-stressed
portfolio the rated notes display a rating cushion to downgrades 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 up to four
notches for the class A to E notes and to below 'B-sf' for the 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
portfolio would lead to upgrades of no more than three notches for
the rated notes of the transaction, except for the 'AAAsf' notes,
which are at the highest level on Fitch's scale and cannot be
upgraded.

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

Anchorage Capital Europe CLO 3 - RESET

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

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

ESG CONSIDERATIONS

Fitch does not provide ESG relevance scores for Anchorage Capital
Europe CLO 3 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.

ANCHORAGE CAPITAL 3: S&P Assigns B-(sf) Rating on Cl. F-R Notes
---------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Anchorage Capital
Europe CLO 3 DAC's class A-R to F-R European cash flow CLO notes.
At closing, the issuer had unrated subordinated notes outstanding
from the existing transaction.

This transaction is a reset of an existing transaction that
originally closed on Nov. 29, 2019. The existing classes of notes
were fully redeemed with the proceeds from the issuance of the
replacement notes on the reset date. At the same time, S&P withdrew
its ratings on the redeemed notes.

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

The portfolio's reinvestment period ends approximately 2.67 years
after closing, and its non-call period ends 1.42 years after
closing.

The ratings reflect S&P's assessment of:

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

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

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

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

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

  Portfolio benchmarks

  S&P Global Ratings' weighted-average rating factor    2,805.97

  Default rate dispersion                                 552.08

  Weighted-average life (years)                             4.24

  Obligor diversity measure                               120.81

  Industry diversity measure                               18.75

  Regional diversity measure                                1.22

  Transaction key metrics

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

  'CCC' category rated assets (%)                          2.16

  Target 'AAA' weighted-average recovery (%)              36.38

  Modeled 'AAA' weighted-average recovery (%)             36.38

  Target weighted-average spread (net of floors; %)        3.96

  Modeled weighted-average coupon (%)                      5.10

Rationale

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

"In our cash flow analysis, we used the EUR400 million target par
amount, the covenanted weighted-average spread (3.95%), the
covenanted weighted-average coupon (5.10%), and the target
weighted-average recovery rates at all rating levels, as indicated
by the collateral manager. We applied various cash flow stress
scenarios, using four different default patterns, in conjunction
with different interest rate stress scenarios for each liability
rating category.

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class B-R to E-R notes benefits from
break-even default rate and scenario default rate cushions that we
would typically consider commensurate with higher ratings than
those assigned. However, as the CLO is still in its reinvestment
phase, during which the transaction's credit risk profile could
deteriorate, we have capped our ratings assigned to the notes. The
class A-R notes can withstand stresses commensurate with the
assigned rating.

"For the class F 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 'B- (sf)' rating on this
class of notes.

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

-- The class F-R notes' available credit enhancement, which is in
the same range as that of other CLOs S&P has rated and that has
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 20.03% (for a portfolio with a weighted-average
life of 4.24 years), versus if it was to consider a long-term
sustainable default rate of 3.1% for 4.24 years, which would result
in a target default rate of 13.14%.

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

Until the end of the reinvestment period on July 15, 2027, the
collateral manager may substitute assets in the portfolio for so
long as S&P's CDO Monitor test is maintained or improved in
relation to the initial ratings on the notes. This test looks at
the total amount of losses that the transaction can sustain as
established by the initial cash flows for each rating, and it
compares that with the current portfolio's default potential plus
par losses to date. As a result, until the end of the reinvestment
period, the collateral manager may through trading deteriorate the
transaction's current risk profile, as long as the initial ratings
are maintained.

Following the end of the reinvestment period, certain assets can be
substituted as long as they meet the reinvestment criteria.

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

"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. The issuer is a special-purpose entity that meets our
criteria for bankruptcy remoteness.

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

"In addition to our standard analysis, to 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-R to E-R
notes based on four hypothetical scenarios.

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

The transaction securitizes a portfolio of primarily senior secured
leveraged loans and bonds, and is managed by Anchorage CLO ECM,
LLC.

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, obligors deriving revenue from
certain industries like production of palm oil, affecting animal
welfare etc. 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
                     Amount                       Credit
  Class   Rating*   (mil. EUR)    Interest rate§  enhancement (%)

  A-R     AAA (sf)     248.00       3mE +1.22%       38.00

  B-R     AA (sf)       44.00       3mE +2.15%       27.00

  C-R     A (sf)        24.00       3mE +2.40%       21.00

  D-R     BBB- (sf)     28.00       3mE +3.50%       14.00

  E-R     BB- (sf)      16.00       3mE +6.06%       10.00

  F-R     B- (sf)       14.00       3mE +8.49%        6.50

  Subordinated NR 51.58       N/A                N/A

*The ratings assigned to the class A-R and B-R notes address timely
interest and ultimate principal payments. The ratings assigned to
the class C-R to F-R notes address ultimate interest and principal
payments.
§The payment frequency switches to semiannual and the index
switches to six-month Euro Interbank Offered Rate (EURIBOR) when a
frequency switch event occurs.
NR--Not rated.
N/A--Not applicable.
3mE--Three-month EURIBOR.


AVOCA CLO XVI: Fitch Assigns 'B-(EXP)sf' Rating to Class F-RR Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Avoca CLO XVI DAC expected ratings.

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

   Entity/Debt          Rating           
   -----------          ------           
Avoca CLO XVI DAC

   Class A-1RR      LT AAA(EXP)sf  Expected Rating
   Class A-2RR      LT AAA(EXP)sf  Expected Rating
   Class B-1RR      LT AA(EXP)sf   Expected Rating
   Class B-2RR      LT AA(EXP)sf   Expected Rating
   Class C-RR       LT A(EXP)sf    Expected Rating
   Class D-RR       LT BBB-(EXP)sf Expected Rating
   Class E-RR       LT BB-(EXP)sf  Expected Rating
   Class F-RR       LT B-(EXP)sf   Expected Rating
   Class X-RR       LT AAA(EXP)sf  Expected Rating

Transaction Summary

Avoca CLO XVI DAC is a securitisation of mainly senior secured
obligations (at least 96%) with a component of senior unsecured,
mezzanine, second-lien loans and high-yield bonds. Note proceeds
will be used to redeem the existing notes except the subordinated
notes and to fund the portfolio with a target par of EUR450
million.

The portfolio is actively managed by KKR Credit Advisors (Ireland).
The CLO will have a 4.6-year reinvestment period and an 8.5 year
weighted average life test (WAL) at closing.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors in the 'B'/'B-' category. The
Fitch-calculated weighted average rating factor (WARF) of the
identified portfolio is 24.8.

High Recovery Expectations (Positive): At least 96% 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-calculated
weighted average recovery rate (WARR) of the identified portfolio
is 61.5%.

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

Portfolio Management (Neutral): The transaction has a reinvestment
period of about 4.6 years 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 transaction
stress portfolio and matrices analysis is 12 months less than the
WAL covenant at issue date, to account for post-reinvestment period
structural and reinvestment conditions, including the coverage
tests and Fitch 'CCC' limitation passing. This ultimately reduces
the maximum possible risk horizon of the portfolio when combined
with loan pre-payment expectations.

RATING SENSITIVITIES

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

An increase of the default rate (RDR) at all rating levels in the
current portfolio by 25% of the mean RDR and a decrease of the
recovery rate (RRR) by 25% at all rating levels would have no
impact on the class A-RR debt and lead to downgrades of one notch
for the class B-RR to D-RR notes, two notches for the class E-RR
notes, and to below 'B-sf' for the class F-RR notes. Downgrades may
occur if the build-up of the notes' credit enhancement following
amortisation does not compensate for a larger loss expectation than
initially assumed due to unexpectedly high levels of defaults and
portfolio deterioration.

Due to the better metrics and shorter life of the current portfolio
than the Fitch-stressed portfolio, the class B-1-RR, B-2-RR, D-RR,
E-RR and F-RR notes display a rating cushion of two notches, and
the class C-RR notes of one notch.

Should the cushion between the current portfolio and the
Fitch-stressed portfolio be eroded either due to manager trading or
negative portfolio credit migration, a 25% increase of the mean RDR
and a 25% decrease of the RRR across all ratings of the stressed
portfolio would lead to downgrades of four notches for the class
A-2-RR to D-RR debt, three notches for the class D-RR notes and to
below 'B-sf' for the class E-RR and F-RR notes.

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

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

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

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

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

DATA ADEQUACY

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
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.

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

ESG CONSIDERATIONS

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

AVOCA CLO XVI: S&P Assigns Prelim B-(sf) Rating to Cl. F-R-R Notes
------------------------------------------------------------------
S&P Global Ratings assigned preliminary ratings to Avoca CLO XVI
DAC's class X-R, A-1-R, A-2-R, B-1-R, B-2-R, C-R, D-R, E-R, and F-R
notes. At closing, the issuer will also issue unrated subordinated
notes.

This transaction is a reset of the already existing transaction,
which S&P Global Ratings did not rate. At closing, the existing
classes of notes will be fully redeemed with the proceeds from the
issuance of the replacement notes on the reset date.

The preliminary ratings assigned to Avoca CLO XVI's reset notes
reflect S&P's assessment of:

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

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

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

-- The transaction's legal structure, which we expect to be
bankruptcy remote.

-- The transaction's counterparty risks, which we expect to be in
line with our counterparty rating framework.

  Portfolio benchmarks
                                                          Current

  S&P weighted-average rating factor                     2,786.24

  Default rate dispersion                                  500.01

  Weighted-average life (years)                              4.13

  Weighted-average life (years) extended
  to cover the length of the reinvestment period             4.57

  Obligor diversity measure                                171.59

  Industry diversity measure                                20.86

  Regional diversity measure                                 1.32

  Transaction key metrics
                                                          Current

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

  'CCC' category rated assets (%)                            1.00

  Target 'AAA' weighted-average recovery (%)                37.20

  Target weighted-average spread (net of floors; %)          3.82

  Target weighted-average coupon (%)                         4.15

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

Rationale

Under the transaction documents, the rated notes will pay quarterly
interest unless a frequency switch event occurs. Following this,
the notes will switch to semiannual payments. The portfolio's
reinvestment period will end approximately 4.5 years after
closing.

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

"In our cash flow analysis, we used the EUR450 million target par
amount, the covenanted weighted-average spread (3.70%), the
covenanted weighted-average coupon (4.50%), and the target
weighted-average recovery rates calculated in line with our CLO
criteria for all classes of notes. 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 15, 2029, the
collateral manager may substitute assets in the portfolio as long
as our CDO Monitor test is maintained or improved in relation to
the initial ratings on the notes. This test looks at the total
amount of losses that the transaction can sustain--as established
by the initial cash flows for each rating--and compares that with
the current portfolio's default potential plus par losses to date.
As a result, until the end of the reinvestment period, the
collateral manager may through trading deteriorate the
transaction's current risk profile, if the initial ratings are
maintained.

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

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

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

The CLO will be managed by KKR Credit Advisors (Ireland) Unlimited
Co., and the maximum potential rating on the liabilities is 'AAA'
under our operational risk criteria.

S&P said, "Following our analysis of the credit, cash flow,
counterparty, operational, and legal risks, we believe the
preliminary ratings are commensurate with the available credit
enhancement for the class X-R to F-R-R notes. Our credit and cash
flow analysis indicates that the available credit enhancement for
the class B-1-R-R to E-R-R notes could withstand stresses
commensurate with higher ratings than those 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 preliminary ratings on the notes.

"Given our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe our preliminary ratings
are commensurate with the available credit enhancement for all the
rated classes of notes.

"In addition to our standard analysis, to indicate how rising
pressures among speculative-grade corporates could affect our
ratings on European CLO transactions, we also included the
sensitivity of the ratings on the class A-1-R-R to E-R-R notes
based on four hypothetical scenarios.

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

Environmental, social, and governance

S&P said, "We regard the transaction's exposure to environmental,
social, and governance (ESG) credit factors as broadly in line with
our benchmark for the sector. Primarily due to the diversity of the
assets within CLOs, the exposure to environmental and social credit
factors is viewed as below average, while governance credit factors
are average. The transaction documents prohibit assets from being
related to the following industries: anti-personnel mines, cluster
weapons, depleted uranium, nuclear weapons, white phosphorus,
biological or chemical weapons; civilian firearms; tobacco; thermal
coal or coal extraction; payday lending; thermal coal production,
speculative extraction of oil and gas, oil sands and associated
pipelines industry; endangered or protected wildlife; marijuana;
pornography or prostitution; opioid; and illegal drugs or
narcotics. 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

            Prelim.  Prelim. Amount                  Credit
  Class     rating*   (mil. EUR)   Interest rate§  enhancement
(%)

  X-R       AAA (sf)     4.50    Three/six-month EURIBOR      N/A
                                 plus 1.00%

  A-1-R-R   AAA (sf)   273.60    Three/six-month EURIBOR    39.20
                                 plus 1.28%

  A-2-R-R   AAA (sf)    10.00    Three/six-month EURIBOR    36.98
                                 plus 1.70%

  B-1-R-R   AA (sf)     34.40    Three/six-month EURIBOR    27.11
                                 plus 2.00%

  B-2-R-R   AA (sf)     10.00    5.10%                      27.11

  C-R-R     A (sf) 26.50    Three/six-month EURIBOR    21.22
                                 plus 2.30%

  D-R-R     BBB- (sf) 32.00    Three/six-month EURIBOR    14.11
                                 plus 3.35%

  E-R-R     BB- (sf) 20.50    Three/six-month EURIBOR     9.56
                                 plus 6.30%

  F-R-R     B- (sf) 13.50    Three/six-month EURIBOR     6.56
                                 plus 8.85%

  Sub notes NR          46.00    N/A                          N/A

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


CARLYLE EURO 2024-2: Fitch Assigns B-(EXP)sf Rating on Cl. E Notes
------------------------------------------------------------------
Fitch Ratings has assigned Carlyle Euro CLO 2024-2 DAC expected
ratings. The assignment of final ratings is contingent on the
receipt of final documents conforming to information already
reviewed.

   Entity/Debt              Rating           
   -----------              ------           
Carlyle Euro CLO
2024-2 DAC

   A-1A XS2931908524    LT AAA(EXP)sf  Expected Rating

   A-1B XS2931908870    LT AAA(EXP)sf  Expected Rating

   A-2A XS2931909092    LT AA(EXP)sf   Expected Rating

   A-2B XS2931909258    LT AA(EXP)sf   Expected Rating

   B XS2931909415       LT A(EXP)sf    Expected Rating

   C-1 XS2931909761     LT BBB-(EXP)sf Expected Rating

   C-2 XS2937133598     LT BBB-(EXP)sf Expected Rating

   D XS2931909928       LT BB-(EXP)sf  Expected Rating

   E XS2931910181       LT B-(EXP)sf   Expected Rating

   Subordinated Notes  
   XS2931910348         LT NR(EXP)sf   Expected Rating

Transaction Summary

Carlyle Euro CLO 2024-2 DAC is a securitisation of mainly (at least
90%) senior secured obligations with a component of senior
unsecured, mezzanine, second-lien loans and high-yield bonds. Note
proceeds will be used to purchase a portfolio with a target par of
EUR400 million. The portfolio is actively managed by Carlyle CLO
Partners Manager L.L.C and the CLO will have about a 4.6-year
reinvestment period and an 7.5-year weighted average life (WAL)
test.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'/'B-'. The Fitch weighted
average rating factor (WARF) of the identified portfolio is 24.7.

High Recovery Expectations (Positive): At least 90% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 61.6%.

Diversified Portfolio (Positive): The transaction will include
various concentration limits in the portfolio, including a
fixed-rate obligation limit at 10%, a top 10 obligor concentration
limit at 20% and a maximum exposure to the three largest
Fitch-defined industries 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 is one year after closing.
The WAL extension is at the option of the manager but subject to
conditions, including passing the collateral-quality tests,
portfolio profile tests, coverage tests and the reinvestment target
par, with defaulted assets at their collateral value.

Portfolio Management (Neutral): The transaction will have a
reinvestment period of about 4.6 years and include 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 for the Fitch-stressed
portfolio analysis is 12 months less than the WAL covenant. This is
to account for the strict reinvestment conditions envisaged by the
transaction after its reinvestment period, which include passing
the coverage tests, the Fitch WARF test and the Fitch 'CCC' bucket
limitation test after reinvestment as well as a WAL covenant that
progressively steps down, before and after the end of the
reinvestment period. Fitch believes these conditions would reduce
the effective risk horizon of the portfolio during stress periods.

RATING SENSITIVITIES

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

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

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 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

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 Carlyle Euro CLO
2024-2 DAC. In cases where Fitch does not provide ESG relevance
scores in connection with the credit rating of a transaction,
programme, instrument or issuer, Fitch will disclose any ESG factor
that is a key rating driver in the key rating drivers section of
the relevant rating action commentary.


MADISON PARK XIX: Fitch Assigns 'B-(EXP)sf' Rating to Cl. F-R Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Madison Park Euro Funding XIX DAC's
reset expected ratings, as detailed below. The assignment of final
ratings is contingent on the receipt of final documents conforming
to information already reviewed.

   Entity/Debt          Rating           
   -----------          ------           
Madison Park Euro
Funding XIX DAC

   A-1-R            LT AAA(EXP)sf  Expected Rating
   A-2-R            LT AAA(EXP)sf  Expected Rating
   B-1-R            LT AA(EXP)sf   Expected Rating
   B-2-R            LT AA(EXP)sf   Expected Rating
   C-R              LT A(EXP)sf    Expected Rating
   D-R              LT BBB-(EXP)sf Expected Rating
   E-R              LT BB-(EXP)sf  Expected Rating
   F-R              LT B-(EXP)sf   Expected Rating

Transaction Summary

Madison Park Euro Funding XIX DAC is a securitisation of mainly
senior secured loans and secured senior bonds with a component of
senior unsecured, mezzanine, and second-lien loans. The transaction
will have a target par of EUR400 million. The portfolio is actively
managed by Credit Suisse Asset Management Limited. The
collateralised loan obligation (CLO) will have a 4.5-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 at 'B'/'B-'. The Fitch weighted
average rating factor (WARF) of the identified portfolio is 24.9.

High Recovery Expectations (Positive): At least 96% 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 60.9%.

Diversified Portfolio (Positive): The transaction will include
various concentration limits, including a maximum exposure to the
three largest Fitch-defined industries in the portfolio at 37%, a
top 10 obligor concentration limit at 20%, a maximum fixed-rate
asset limits of 12.5% and an 8.5-year WAL. These covenants ensure
the asset portfolio will not be exposed to excessive
concentration.

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

Cash Flow Modelling (Positive): The WAL used for the transaction's
matrix and the Fitch-stressed portfolio analysis is 12 months less
than the WAL covenant. This is to account for the strict
reinvestment conditions envisaged by the transaction after its
reinvestment period. These include, among others, passing both the
coverage tests and the Fitch 'CCC' bucket limitation test post
reinvestment as well a WAL covenant that progressively steps down
over time, both before and after the end of the reinvestment
period. Fitch believes these conditions would reduce the effective
risk horizon of the portfolio during 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-1-R
notes and would lead to a downgrade of one notch for the class
A-2-R to E-R notes and downgrades to below 'B-sf' for the class F-R
notes.

Downgrades, which are based on the identified portfolio, may occur
if the loss expectation is larger than initially assumed, due to
unexpectedly high levels of default and portfolio deterioration.
Due to the better metrics and shorter life of the identified
portfolio than the Fitch-stressed portfolio, the class B-1-R to F-R
notes each display a rating cushion of two notches.

Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded either due to manager trading or
negative portfolio credit migration, a 25% increase of the mean RDR
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 class A-1-R to D-R notes and to below 'B-sf'
for the class E-R and F-R notes.

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

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

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

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

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

DATA ADEQUACY

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

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

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

ESG Considerations

Fitch does not provide ESG relevance scores for Madison Park Euro
Funding XIX 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.

MADISON PARK XIX: S&P Assigns Prelim B-(sf) Rating on F-R Notes
---------------------------------------------------------------
S&P Global Ratings assigned preliminary credit ratings to Madison
Park Euro Funding XIX DAC's class A-1-R, A-2-R, B-1-R, B-2-R, C-R,
D-R, E-R, and F-R notes.

At closing, the issuer may also issue EUR1 million unrated
additional subordinated notes. There are also unrated subordinated
notes outstanding from the original transaction.

The preliminary ratings assigned to the reset notes 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 reset notes through collateral selection,
ongoing portfolio management, and trading.

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

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

  Portfolio benchmarks
                                                        Current

  S&P Global Ratings weighted-average rating factor    2,827.09

  Weighted-average life (years)                            4.29

  Weighted-average life (years) extended
  to match reinvestment period                             4.54

  Obligor diversity measure                              139.59

  Industry diversity measure                              23.65

  Regional diversity measure                               1.19

  Weighted-average rating                                     B

  'CCC' category rated assets (%)                          1.21

  Actual 'AAA' weighted-average recovery rate             36.33

  Actual weighted-average spread (net of floors; %)        4.21

  Actual weighted-average coupon                           5.29

S&P said, "At closing, we expect the target portfolio to be
well-diversified, primarily comprising broadly syndicated
speculative-grade senior secured term loans. Therefore, we have
conducted our credit and cash flow analysis by applying our
criteria for corporate cash flow CDOs.

"In our cash flow analysis, we modelled the EUR400 million target
par amount, the covenanted weighted-average spread of 4.05%, and
the covenanted weighted-average coupon of 5.00%. We have assumed
actual weighted-average recovery rates at all rating levels below
'AAA'. At the 'AAA' rating level, we used the covenanted
weighted-average recovery rate of 36.00% provided by the manager.
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."

The portfolio manager may, at any time, and without regard to the
eligibility criteria, acquire workout obligations to enhance and
protect the recovery value of a defaulted obligation from the same
obligor. All funds required for the purchase of such obligations
may be paid out of the supplemental reserve account, the interest
account, or the principal account.

Regarding the principal account, the portfolio manager may only use
it if each of the class A-R/B-R, C-R, and D-R par value tests are
satisfied, or if the total collateral balance remains above the
reinvestment target par balance immediately after the purchase. All
distributions associated with such purchases will be deposited in
the principal account.

Workout obligations will not be taken into account for determining
satisfaction of any of the coverage tests, portfolio profile tests,
or collateral quality tests. Only workout obligations purchased
with principal proceeds will be given the following credit:

-- For the adjusted collateral principal amount, workout
obligations that satisfy all of the eligibility criteria will be
deemed to be collateral debt obligations; and

-- For the par value tests (including the class F-R par value test
for the life of the deal), workout obligations that satisfy certain
of the eligibility criteria will be deemed to be defaulted
obligations only if each par value test is passing without giving
any credit to any such workout obligation.

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

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

"We expect the transaction's legal structure and framework to be
bankruptcy remote. The issuer is expected to be a special-purpose
entity that meets our criteria for bankruptcy remoteness.

"The CLO will be managed by Credit Suisse Asset Management Ltd.
Under our operational risk criteria, the maximum potential rating
on the liabilities is 'AAA'.

"Until the end of the reinvestment period on July 15, 2029, the
collateral manager can substitute assets in the portfolio for so
long as our CDO Monitor test is maintained or improved in relation
to the initial ratings on the notes. This test looks at the total
amount of losses that the transaction can sustain as established by
the initial cash flows for each rating, and compares that with the
default potential of the current portfolio 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.

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

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

"In addition to our standard analysis, to provide an indication of
how rising pressures among speculative-grade corporates could
affect our ratings on European CLO transactions, we have also
included the sensitivity of the preliminary ratings on the class
A-1-R to E-R notes, based on four hypothetical scenarios.

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

Environmental, social, and governance factors

S&P said, "We regard the exposure to environmental, social, and
governance (ESG) credit factors in the transaction as being broadly
in line with our benchmark for the sector. Primarily due to the
diversity of the assets within CLOs, the exposure to environmental
credit factors is viewed as below average, social credit factors
are below average, and governance credit factors are average. For
this transaction, the documents prohibit assets from being related
to activities that are identified as not compliant with
international treaties on controversial weapons; to activities that
evidence severe weaknesses in business conduct and governance in
relation to the United Nations Global Compact Principles;
production or trade of illegal drugs or narcotics; trades in
endangered or protected wildlife; or usage of child or forced
labour."

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

  Ratings list

          Prelim.  Prelim. Amount                  Credit  
  Class   rating*    (mil. EUR)    Interest rate§  enhancement
(%)

  A-1-R   AAA (sf)      244.00    3M EURIBOR + TBC    39.00

  A-2-R   AAA (sf)        8.00    3M EURIBOR + TBC    37.00

  B-1-R   AA (sf)        31.00    3M EURIBOR + TBC    26.75

  B-2-R   AA (sf)        10.00    TBC                 26.75

  C-R     A (sf)         23.00    3M EURIBOR + TBC    21.00

  D-R     BBB- (sf)      28.00    3M EURIBOR + TBC    14.00

  E-R     BB- (sf)       18.00    3M EURIBOR + TBC     9.50

  F-R     B- (sf)        12.00    3M EURIBOR + TBC     6.50

  Sub notes   NR         29.60    N/A                  N/A

*S&P's preliminary ratings on the class A-1-R, A-2-R, B-1-R, and
B-2-R notes address timely payment of interest and ultimate payment
of principal, while its preliminary ratings on the class C-R to F-R
notes address the ultimate payment of interest and principal.
§The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.

3M--Three month.
EURIBOR--Euro Interbank Offered Rate.
TBC--Spread/Coupon to be confirmed.
NR--Not rated.
N/A--Not applicable.


MADISON PARK XVIII: S&P Assigns B- (sf) Rating to Class F Notes
---------------------------------------------------------------
S&P Global Ratings assigned credit ratings to Madison Park Euro
Funding XVIII DAC's class A, B, C, D, E, and F notes. At closing,
the issuer also issued unrated subordinated notes.

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

The portfolio's reinvestment period will end approximately 4.67
years after closing, while the non-call period will end 1.47 years
after closing.

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

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

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

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

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

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

  Portfolio benchmarks

  S&P Global Ratings' weighted-average rating factor    2,877.58

  Weighted-average life (years)                             4.83

  Obligor diversity measure                               143.79

  Industry diversity measure                               23.85

  Regional diversity measure                                1.16

  Weighted-average rating                                      B

  'CCC' category rated assets (%)                           0.42

  'AAA' weighted-average recovery rate                     36.78

  Weighted-average spread (net of floors; %)                4.10

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

"In our cash flow analysis, we modelled the EUR400 million target
par amount, the covenanted weighted-average spread of 3.95%, and
the covenanted weighted-average coupon of 4.50% as indicated by the
collateral manager. We have assumed weighted-average recovery rates
in line with the recovery rates of the actual portfolio presented
to us, except for the 'AAA' level, where we have modelled a 35.78%
covenanted weighted-average recovery rate as indicated by the
collateral manager. We applied various cash flow stress scenarios,
using four different default patterns, in conjunction with
different interest rate stress scenarios for each liability rating
category.

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

"Until the end of the reinvestment period on July 15, 2029, the
collateral manager can substitute assets in the portfolio for so
long as our CDO Monitor test is maintained or improved in relation
to the initial ratings on the notes. This test looks at the total
amount of losses that the transaction can sustain as established by
the initial cash flows for each rating, and compares that with the
default potential of the current portfolio 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.

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

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

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

"The CLO is managed by Credit Suisse Asset Management Ltd. Under
our "Global Framework For Assessing Operational Risk In Structured
Finance Transactions," published on Oct. 9, 2014, the maximum
potential rating on the liabilities is 'AAA'.

"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 each class
of notes.

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

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

Environmental, social, and governance

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 activities that are identified as not compliant with
international treaties on controversial weapons; to activities that
evidence severe weaknesses in business conduct and governance in
relation to the United Nations Global Compact Principles;
production or trade of illegal drugs or narcotics; or trades in
endangered or protected wildlife." Assets that relate to the
following are also prohibited:

-- Draw more than 5% of revenue from tobacco;

-- Draw more than 5% of revenue from thermal coal;

-- Draw more than 10% of revenue from civilian firearms;

-- Draw more than 5% of revenue from oil sands extraction or
fossil fuels from unconventional sources;

-- Draw more than 5% of revenue from pornography and/or
prostitution or palm oil and palm fruit products;

-- Draw more than 30% of revenue from opioid manufacturing or
ozone-depleting substances; and

-- Draw more than 25% of revenue from the ownership or operation
of private prisons.

Since the exclusion of assets related to these activities does not
result in material differences between the transaction and S&P's
ESG benchmark for the sector, no specific adjustments have been
made in 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)    248.00   3M EURIBOR + 1.30%    38.00

  B       AA (sf)      44.00   3M EURIBOR + 1.95%    27.00

  C       A (sf)       20.00   3M EURIBOR + 2.35%    22.00

  D       BBB- (sf)    28.00   3M EURIBOR + 3.35%    15.00

  E       BB- (sf)     20.00   3M EURIBOR + 6.07%    10.00

  F       B- (sf)      14.00   3M EURIBOR + 8.42%     6.50

  Sub. Notes  NR       30.00   N/A                     N/A

*The ratings assigned to the class A and B 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.

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


RRE 3 LOAN: S&P Assigns BB- (sf) Rating to Class D-R Notes
----------------------------------------------------------
S&P Global Ratings assigned its credit ratings to RRE 3 Loan
Management DAC's class A-1-R to D-R notes. At closing, the issuer
also issued unrated performance, preferred return, and subordinated
notes.

This transaction is a reset of the already existing transaction
which closed in November 2019 and began to amortize earlier this
year. The issuance proceeds of the refinancing debt have been used
to redeem the refinanced debt (the original transaction's class A,
B, C, D, and E notes), and pay fees and expenses incurred in
connection with the reset.

This is a European cash flow CLO transaction, securitizing a
portfolio of primarily senior secured leveraged loans and bonds.
Redding Ridge Asset Management (UK) LLP manages the transaction.

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

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

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

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

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

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

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

The portfolio's reinvestment period will end approximately 4.67
years after closing, and the portfolio's maximum average maturity
date is approximately 15 years after closing.

  Portfolio benchmarks

  S&P Global Ratings' weighted-average rating factor     2,715.47

  Default rate dispersion                                  524.10

  Weighted-average life (years)                              4.67

  Obligor diversity measure                                116.76

  Industry diversity measure                                21.00

  Regional diversity measure                                 1.20

  Transaction key metrics

  Total par amount (mil. EUR)                                 425

  Defaulted assets (mil. EUR)                                   0

  Number of performing obligors                               147

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

  'CCC' category rated assets (%)                            0.27

  Target 'AAA' weighted-average recovery (%)                37.40

  Target portfolio weighted-average spread (%)               3.84

S&P said, "The portfolio is well-diversified, primarily comprising
broadly syndicated speculative-grade senior secured term loans and
senior secured bonds. Therefore, we have conducted our credit and
cash flow analysis by applying our criteria for corporate cash flow
CDOs. As such, we have not applied any additional scenario and
sensitivity analysis when assigning ratings to any class of notes
in this transaction.

"Although the transaction has a target par amount of EUR425
million, in our cash flow analysis, we only considered EUR422.27
million (i.e. the ramped amount) as the transaction has no
effective date concept. The covenanted weighted-average spread
(3.70%), and the covenanted weighted-average coupon indicated by
the collateral manager (3.30%). We assumed weighted-average
recovery rates in line with those of the target portfolio presented
to us. We applied various cash flow stress scenarios, using four
different default patterns, in conjunction with different interest
rate stress scenarios for each liability rating category.

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class A-2-R, B-R, C-1-R, C-2-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 starting from closing, during which the
transaction's credit risk profile could deteriorate, we have capped
the assigned ratings.

"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 is bankruptcy remote, in line
with our legal criteria.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe that our assigned ratings
are commensurate with the available credit enhancement for the
class A-1-R, A-2-R, B-R, C-1-R, C-2-R, and D-R notes.

"In addition to our standard analysis, we have also included the
sensitivity of the ratings on the class A-1-R to D-R notes to four
hypothetical scenarios."

Environmental, social, and governance factors

S&P said, "We regard the exposure to environmental, social, and
governance (ESG) credit factors in the transaction as being broadly
in line with our benchmark for the sector. Primarily due to the
diversity of the assets within clos, the exposure to environmental
credit factors is viewed as below average, social credit factors
are below average, and governance credit factors are average. For
this transaction, the documents prohibit assets from being related
to certain industries, including, but not limited:
thermal-coal-based power generation, mining or extraction; Arctic
oil or gas production, and unconventional oil or gas production
from shale, tight reservoirs, or oil sands; production of civilian
weapons; development of nuclear weapon programs and production of
controversial weapons; management of private for-profit prisons;
tobacco or tobacco products; opioids; adult entertainment;
speculative transactions of soft commodities; predatory lending
practices; non-sustainable palm oil productions; animal testing for
non-pharmaceutical products; endangered species; and banned
pesticides or chemicals.

"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."

RRE 3 Loan Management DAC is a European cash flow CLO transaction,
securitizing a portfolio of primarily senior secured leveraged
loans and bonds. Redding Ridge Asset Management (UK) LLP manages
the transaction.

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

  A-1-R   AAA (sf)   259.25     39.00 Three/six-month EURIBOR
                                          plus 1.29%

  A-2-R   AA (sf)     42.50     29.00 Three/six-month EURIBOR
                                          plus 1.85

  B-R     A (sf)      34.00     21.00 Three/six-month EURIBOR
                                          plus 2.20

  C-1-R   BBB (sf)    25.50     15.00 Three/six-month EURIBOR
                                          plus 3.00

  C-2-R   BBB- (sf)    4.25     14.00 Three/six-month EURIBOR
                                          plus 4.05

  D-R     BB- (sf)    18.05      9.75 Three/six-month EURIBOR
                                          plus 5.90

  Performance
  Notes        NR      1.00       N/A     N/A

  Preferred
  return
  notes        NR      0.25       N/A     N/A

  Subordinated
  Notes        NR     41.40       N/A     N/A

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

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


SCULPTOR EUROPEAN VII: S&P Assigns B- (sf) Rating to F-R Notes
--------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Sculptor European
CLO VII DAC's class A-R loan and class A-R, B-R, C-R, D-R, E-R, and
F-R notes. The issuer had also issued EUR43.05 million of
subordinated notes and class Z notes on the original closing date
and issued an additional EUR2.228 million of subordinated notes on
the reset closing date.

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 loan and notes on the reset
date. The ratings on the original loan and notes have been
withdrawn.

Under the transaction documents, the rated loan and notes will pay
quarterly interest unless a frequency switch event occurs, upon
which the loan and notes pay semiannually.

This transaction has a two-year non-call period, and the
portfolio's reinvestment period will end approximately 5 years
after closing.

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

-- The diversified collateral pool, which primarily comprises
broadly syndicated speculative-grade senior secured term loans and
bonds 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 loan and notes through collateral
selection, ongoing portfolio management, and trading.

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

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

  Portfolio benchmarks

  S&P Global Ratings' weighted-average rating factor    2,827.69

  Default rate dispersion                                 547.69

  Weighted-average life (years)                             4.58

  Weighted-average life (years) allowing
  for the reinvestment period                               4.92

  Obligor diversity measure                               125.55

  Industry diversity measure                               20.95

  Regional diversity measure                                1.14

  Transaction key metrics

  Total par amount (mil. EUR)                             450.00

  Number of performing obligors                              154

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

  'CCC' category rated assets (%)                           1.96

  'AAA' actual portfolio weighted-average recovery (%)     37.59

  Actual weighted-average spread (%)                        4.05

  Actual weighted-average coupon (%)                        4.16

Rating rationale

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 primarily comprises broadly
syndicated speculative-grade senior secured term loans and senior
secured bonds on the effective date. Therefore, we conducted our
credit and cash flow analysis by applying our criteria for
corporate cash flow CDOs.

"In our cash flow analysis, we used the EUR450 million par amount,
the actual weighted-average spread (4.05%), the actual
weighted-average coupon (4.16%), and the actual portfolio
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.

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

"Until the end of the reinvestment period on Oct. 15, 2029, the
collateral manager may substitute assets in the portfolio for so
long as our CDO Monitor test is maintained or improved in relation
to the initial ratings on the 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, if the initial ratings are
maintained.

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

"The operational risk associated with key transaction parties (such
as the collateral manager) that provide an essential service to the
issuer is in line with our operational risk criteria.

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

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

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

Environmental, social, and governance

S&P said, "We regard the exposure to environmental, social, and
governance (ESG) credit factors in the transaction as being broadly
in line with our benchmark for the sector. Primarily due to the
diversity of the assets within CLOs, the exposure to environmental
credit factors is viewed as below average, social credit factors
are below average, and governance credit factors are average. For
this transaction, the documents prohibit assets from being related
to certain activities, including, but not limited to weapons of
mass destruction, the production or trade of illegal drugs or
narcotics etc. 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."

Sculptor European CLO VII DAC is a European cash flow CLO
securitization of a revolving pool, comprising mainly
euro-denominated senior secured loans and bonds issued by
speculative-grade borrowers. Sculptor Europe Loan Management Ltd.
manages the transaction.

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

  A-R      AAA (sf)     174.95    38.00    Three/six-month EURIBOR
         
                                           plus 1.31%

  A-R loan AAA (sf)     104.05    38.00    Three/six-month EURIBOR

                                           plus 1.31%

  B-R      AA (sf)       47.25    27.50    Three/six-month EURIBOR

                                           plus 2.05%

  C-R      A (sf)        27.00    21.50    Three/six-month EURIBOR

                                           plus 2.60%

  D-R      BBB- (sf)     33.75    14.00    Three/six-month EURIBOR

                                           plus 3.75%

  E-R      BB- (sf)      20.25     9.50    Three/six-month EURIBOR

                                           plus 6.31%

  F-R      B- (sf)       13.50     6.50    Three/six-month EURIBOR

                                           plus 8.64%

  Z        NR            15.00      N/A    N/A

  Original
  sub. Notes   NR        28.05      N/A    N/A

  Additional
  sub. Notes   NR        2.228      N/A    N/A

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

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


SHAMROCK 2024-1: S&P Assigns Prelim 'B-' Rating to Class F Notes
----------------------------------------------------------------
S&P Global Ratings assigned preliminary ratings to Shamrock
Residential 2024-1 DAC's (Shamrock 2024-1) class A to F-Dfrd Irish
RMBS notes. At closing, the transaction will also issue unrated
class RFN, Z1-Dfrd, Z2-Dfrd, X, and Y notes.

The pool for Shamrock 2024-1 contains EUR306.9 million first-lien
residential mortgage loans located in Ireland. The loans were
originated by multiple lenders—primarily Permanent TSB PLC,
Allied Irish Banks PLC, EBS DAC, and Ulster Bank, which account for
over 80% of the pool. The pool comprises 77% owner-occupied
properties, 13% buy-to-let loans, and 10% of commercial loans.

There are EUR5.2 million of warehoused loans that are subject to
future write-off. S&P has conducted its analysis net of this amount
and have not given credit to these loans in its cashflow analysis.

The assets comprise a mix of assets that were never securitized and
loans that were previously securitized in various non-performing
loan transactions. All assets were positively identified on pay
rate percentage and cash collected metrics over recent periods.

Of the loan pool, 33.9% are currently at least one month in
arrears, with 22.5% of these borrowers more than three months in
arrears.

26.4% of the loans are interest-only loans or part-and-part loans.
In S&P's view, interest-only loans on owner-occupied properties
have historically exhibited a higher default probability than
otherwise similar loans that pay full principal and interest.

S&P said, "Our preliminary rating on the class A notes addresses
the timely payment of interest and the ultimate payment of
principal. Our preliminary ratings on the class B to F-Dfrd notes
address the ultimate payment of interest and principal.

"Our ratings on the class D-Dfrd, E-Dfrd, and F-Dfrd notes also
address the payment of interest based on the lower of the stated
coupon and the net weighted-average coupon."

The capital structure provides 28.90% of available credit
enhancement for the class A notes through subordination and the
non-liquidity reserve fund. A fully funded liquidity reserve fund
is available to meet revenue shortfalls on the class A notes, and
the non-liquidity reserve fund is available to meet revenue
shortfalls and provide credit enhancement to all rated notes.

Mars Capital Finance (Ireland) DAC and BCMGlobal ASI Ltd., the
administrators, are responsible for the day-to-day servicing.

  Ratings

  Class      Prelim. Rating   Class size (%)

  A           AAA (sf)        71.50

  B-Dfrd      AA- (sf)         5.00

  C-Dfrd      A- (sf)          3.50

  D-Dfrd*     BBB (sf)         3.25

  E-Dfrd*     BB (sf)          2.75

  F-Dfrd*     B- (sf)          3.25

  RFN         NR                1.5

  Z1-Dfrd     NR                1.5

  Z2-Dfrd     NR               2.75

  X           NR                N/A

  Y           NR                N/A

  Yield
  supplement
  overcollateralization
(YSO) §      NR                6.5

*S&P's ratings on the class D-Dfrd, E-Dfrd, and F-Dfrd notes also
address the payment of interest based on the lower of the stated
coupon and the net weighted-average coupon.
§The transaction will benefit from 6.50% overcollateralization at
closing that will support the available yield. The figures do not
show any credit that may accrue due to unused yield supplement
overcollateralization.
NR--Not rated.
N/A--Not applicable.


TIKEHAU CLO IX: Fitch Assigns 'B-(EXP)sf' Rating on Class F-R Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Tikehau CLO IX DAC reset notes expected
ratings.

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

   Entity/Debt           Rating           
   -----------           ------           
Tikehau CLO IX DAC

   Class A-R         LT AAA(EXP)sf  Expected Rating
   Class B-1-R       LT AA(EXP)sf   Expected Rating
   Class B-2-R       LT AA(EXP)sf   Expected Rating
   Class C-R         LT A(EXP)sf    Expected Rating
   Class D-R         LT BBB-(EXP)sf Expected Rating
   Class E-R         LT BB-(EXP)sf  Expected Rating
   Class F-R         LT B-(EXP)sf   Expected Rating

Transaction Summary

Tikehau CLO IX DAC reset 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 and refinance existing notes. The portfolio is
actively managed by Tikehau Capital Europe Limited. The CLO will
have a 2.1-year reinvestment period and a six-year weighted average
life (WAL) test at closing.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'. The Fitch weighted
average rating factor of the identified portfolio is 24.5.

High Recovery Expectations (Positive): At least 90% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 60.9%.

Diversified Asset Portfolio (Positive): The transaction includes a
top-10 obligor concentration limit at 25%. The transaction also
includes various other concentration limits, including a maximum
exposure to the three-largest Fitch-defined industries in the
portfolio at 43% and a maximum fixed-rate asset limit of 12.5%.
These covenants ensure that the asset portfolio will not be exposed
to excessive concentration.

Portfolio Management (Neutral): The transaction will have a
reinvestment period of about 2.1 years and include 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 Analysis (Neutral): The WAL used for the Fitch-stressed
portfolio and matrices analysis is six years, which is in line with
WAL covenant. While strict reinvestment conditions after the
reinvestment period are envisaged in this transaction, including
the satisfaction of over-collateralisation tests and Fitch's 'CCC'
limit tests, together with a progressively decreasing WAL covenant,
Fitch would not shorten the modelled risk horizon to under six
years according to its CLO criteria.

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 and B
notes, and lead to one-notch downgrades of the class C, D and E
notes, and to below 'B-sf' for the class F notes.

Based on the actual 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, all
notes display a two-notch rating cushion except the class A notes,
which are already at the highest rating.

Should the cushion between the identified portfolio and the stress
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
stressed portfolio would lead to downgrades of up to three notches
for the class B, C and E notes, two notches for the class A notes,
one notch for 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 RDR across all ratings and a 25% increase in
the RRR across all ratings of Fitch's Stress Portfolio would lead
to an upgrade of three notches for the class F notes, and two
notches for the remaining notes, except for the 'AAAsf' rated
notes, which are at the highest level on Fitch's scale and cannot
be upgraded.

During the reinvestment period, based on Fitch's Stress Portfolio,
upgrades may occur on better-than-expected portfolio credit quality
and a shorter remaining WAL test, leading to the ability of the
notes to withstand larger than expected losses for the remaining
life of the transaction. After the end of the reinvestment period,
upgrades may occur in case of stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread available to cover for losses on 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
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.

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



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

ARD FINANCE: Moody's Lowers CFR to Caa2, Outlook Negative
---------------------------------------------------------
Moody's Ratings has downgraded ARD Finance S.A. (Ardagh) long-term
corporate family rating to Caa2 from Caa1 and its probability of
default rating to Caa2-PD from Caa1-PD. ARD Finance S.A. (Ardagh)
is the top entity of Luxembourg-based glass and metal packaging
manufacturer Ardagh Group S.A.

Concurrently, Moody's have downgraded to Caa1 from B3 the rating on
the backed senior secured notes due 2026, to Caa3 from Caa2 the
rating on the backed senior unsecured notes due 2027 issued by
Ardagh Packaging Finance plc, and to C from Ca the rating on the
senior secured PIK toggle notes due 2027 issued by ARD Finance S.A.
The outlook for both entities remains negative.

"The downgrade to Caa2 reflects weaker than expected operating
performance and credit metrics of the group's glass business
(ARGID) and low visibility over the recovery trajectory," says
Donatella Maso, a Moody's Ratings Vice President - Senior Credit
Officer and lead analyst for Ardagh. "As a result, the group's
probability of default has further increased, given the material
debt approaching maturity in a higher interest rate environment,"
adds Ms. Maso.

RATINGS RATIONALE  

The downgrade reflects a slower than anticipated volumes recovery
for the group's glass business (ARGID) and limited visibility on
the demand rebound trajectory. These persistent difficult market
conditions have led the group to further curtail its glass
production capacity and to revise ARGID's EBITDA guidance for the
year to $600 million, which is significantly lower than that
achieved in 2023 and previous expectations.

The operating performance of ARGID was partially offset by the
resilience of the metal business (Ardagh Metal Packaging S.A.,
(AMP), B2 negative) resulting in a 4% decline in revenue and in a
10% decline in Moody's adjusted EBITDA for the group for the first
nine months of 2024. Lower EBITDA and higher debt from new Apollo
facilities contributed to an increase in the group's LTM September
2024 leverage to 11.5x compared to 10.9x at 2023 year-end. In
particular, leverage at ARGID level deteriorated further increasing
to approximately 15x compared to c.12x at 2023 year-end.

The demand for both glass and metal containers will likely improve
in 2025 but at lower pace compared to Moody's previous forecasts,
not allowing for a meaningful improvement in EBITDA and credit
metrics, particularly at ARGID level. In addition, the group's FCF
generation, despite the plan to significantly reduce the growth
investments for the foreseeable future, will continue to be weak
and not sufficient to accommodate higher interest costs in the
context of its 2026-2027 debt maturities. Ardagh will need to find
alternative sources of liquidity including potential asset sales or
undertake further financial strategies to reduce its debt ahead of
the refinancing to restore a more sustainable capital structure.

LIQUIDITY

Moody's consider Ardagh's liquidity as adequate, albeit weakening,
because of approaching significant debt maturities over 2026-27 and
expectation for weak free cash flow (FCF). Excluding the
ring-fenced debt at AMP, Ardagh has c. $2.6 billion equivalent
backed senior secured notes due in 2026 and c. $4 billion
equivalent backed senior unsecured notes and PIK toggle senior
secured notes due in 2027.

Ardagh's liquidity is supported by $751 million of available cash
as of September 30, 2024, $358 million of which is unrestricted at
ARGID; $239 million capacity under the asset-based lending (ABL)
facility of $500 million due February 2027 at ARGID, and an undrawn
ABL facility of $415 million due August 2026 at AMP; and certain
supplier financing and non-recourse factoring arrangements. More
specifically, ARGID's liquidity is supported also by $205 million
cash up-streamed from AMP in the form of dividends as ARGID holds
76% of the AMP ordinary and 100% of the AMP preferred shares.

The ABL facilities are subject to a financial covenant that would
require ARGID and AMP to maintain a fixed-charge coverage ratio of
1.0x, tested quarterly, if 90% or more of the facility is drawn.
Moody's expect the group to maintain adequate flexibility under the
covenant over the next 12-18 months.

STRUCTURAL CONSIDERATIONS

The Caa2-PD probability of default rating on ARD Finance S.A. is in
line with the CFR. This is based on a 50% recovery rate, as is
typical for capital structures that include bank debt and bonds.

The Caa1 rating of the backed senior secured notes due 2026 is one
notch above the Caa2 CFR, reflecting the significant amount of debt
ranking behind them. The Caa3 rating of the backed senior unsecured
notes is one notch below the Caa2 CFR, reflecting their
subordination to the sizeable amount of senior secured debt that
ranks ahead. The notes, both secured and unsecured, are guaranteed
by majority of the group restricted subsidiaries (primarily the
glass packaging business with the exclusion of Ardagh Glass
Africa). The senior secured notes are secured by a first-priority
lien on all non-ABL collateral, consisting of stocks and assets.

The C rating of the senior secured PIK toggle notes issued by ARD
Finance S.A. reflects the significant amount of debt ranking ahead,
the interests of which are PIK since June 30, 2024. The senior
secured PIK toggle notes at ARD Finance S.A. benefit from a pledge
over the shares of Ardagh Group S.A. and ARD Group Finance Holdings
S.A., and are not guaranteed.

RATIONALE FOR NEGATIVE OUTLOOK

The negative outlook reflects the uncertain market conditions which
may hamper Ardagh's ability to meaningfully improve its EBITDA and
credit metrics at a time when the group will face significant debt
maturities over 2026-27 in a higher interest rate environment. The
negative outlook also takes into account the increased risk of
default given the unsustainable capital structure and the potential
for distressed debt exchanges, given the potential for the group to
seek to reduce its debt through discounted open market purchases,
tender offers or exchange offers.

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

Given the negative outlook, there is limited upward pressure on the
rating. However, Ardagh's rating could be upgraded if the group
delivers a solid operating performance with sustainable EBITDA
growth and generates meaningful FCF leading to a more sustainable
capital structure, while maintaining an adequate liquidity
profile.

Ardagh's rating could be downgraded if it fails to address its
2026-2027 debt maturities at a manageable cost of debt; or if it
pursues financial strategies that entail higher losses for
creditors than those currently assumed in the current Caa2 rating.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass and Plastic Containers published in
December 2021.

COMPANY PROFILE

ARD Finance S.A. (Ardagh) is the parent company of Ardagh Group
S.A., one of the largest global suppliers of metal and glass
containers to the beverage and food end markets. The company
operates 61 production facilities (23 metal beverage can production
facilities and 38 glass container manufacturing facilities) in 16
countries, with a significant presence in Europe and North America,
and employs around 20,000 people.

Ardagh is a privately held company owned and controlled by Paul
Coulson, the former chairman and CEO of the group. In the last
twelve months ending September 30, 2024, Ardagh generated $9.1
billion of revenue and $1.2 billion of EBITDA. Ardagh Metal
Packaging S.A., the group's 76%-owned metal packaging subsidiary,
is listed on the NYSE.




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

PEER HOLDING: Moody's Rates New EUR1BB First Lien Term Loan 'Ba2'
-----------------------------------------------------------------
Moody's Ratings has assigned a Ba2 rating to Dutch retailer Peer
Holding III B.V.'s (Action or the company) proposed minimum EUR1
billion new 7-year EUR backed senior secured first lien term loan
B7 (TLB-7). Action's Ba2 Corporate Family Rating, Ba2 senior
secured first lien revolving credit facility rating, Ba2 ratings on
the existing USD and EUR backed senior secured term loans, and
Ba2-PD probability of default rating remain unchanged. The outlook
remains positive.

Action is contemplating a leverage-neutral amend & extend (A&E) and
repricing transaction. The company intends to raise minimum EUR1
billion in a new senior secured TLB-7 to fully refinance Action's
EUR625 million TLB-2 tranche due in January 2027 and refinance a
portion of its EUR2.5 billion TLB-3 tranche due September 2028. In
addition, the company intends to reprice any remaining amount of
its TLB-3 tranche.

"The proposed transaction is leverage-neutral and will address the
refinancing of the company's nearest debt maturity, on the TLB-2
tranche due in January 2027, a credit positive" says Guillaume
Leglise, a Moody's Ratings Vice President-Senior Analyst and lead
analyst for Action. "The term loan repricing will modestly reduce
interest expenses by at least EUR12 million a year, a small amount
when compared to the company's Moody's-adjusted free cash flows,
which Moody's expect at minimum EUR500 million a year before
dividends", adds Mr Leglise.

RATINGS RATIONALE

Action's Ba2 CFR reflects the company's (i) solid track record of
sales and earnings growth in the last decade, supported by a
well-executed store roll-out strategy; (ii) established position in
several European markets, such as Benelux, France, Germany, Poland,
Italy, Austria, Czechia and Spain; (iii) increasing geographical
diversification, with a growing presence in Portugal and Slovakia;
(iv) successful business model, which supports strong like-for-like
(LFL) sales and earnings growth, and the high returns on investment
associated with new store openings; (v) solid credit metrics and
cash flow generation for the rating category, and good liquidity;
and (vi) the positive trading momentum experienced by discount
retailers, whose simple low-cost approach resonates well with
customers, especially in the current context of inflationary
environment.

The Ba2 rating also reflects (i) Action's appetite for shareholder
distributions historically, which can result in a temporary period
of higher leverage, (ii) its exposure to the competitive and
fragmented discount retail segment, and (iii) the company's
sizeable number of new store openings, leading to execution risk in
terms of site selection and logistics risks.

The positive outlook factors in the possibility that over the next
12-18 months the company may meet the guidelines that would lead to
an upgrade. It also reflects Moody's expectations that Action's
product offering and value proposition will continue to appeal to
consumers, helping sustain the company's long track record of
strong financial performance.

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

An upgrade will be contingent on a continued good execution of the
company's store roll out strategy, notably in countries where
Action has limited presence, such as in Italy, Spain, Slovakia and
Portugal. Moody's would also expect the company to continue its
strong organic growth performance in a sluggish macroeconomic
environment. An upgrade would also require more visibility in
respect to leverage tolerance and the maintenance of a prudent
financial policy, balancing the interests of creditors and
shareholders. Quantitatively, Moody's could upgrade the rating if
the company's Moody's-adjusted debt/EBITDA were to be sustained
below 3.5x and retained cash flow/net debt to remain above 20%.

Moody's could downgrade the rating if Action is unable to maintain
an adequate liquidity buffer or if its operating performance
deteriorates materially (because of negative LFL sales growth or a
material decrease in profit margins). Moody's could also downgrade
the rating if Action's financial policy becomes more aggressive,
such that its Moody's-adjusted (gross) debt/EBITDA approaches
4.5x.

The principal methodology used in this rating was Retail and
Apparel published in November 2023.

COMPANY PROFILE

Peer Holding III B.V. (Action), established in the Netherlands in
1993, is a non-food discount retailer with revenues of around
EUR11.3 billion and operating EBITDA of EUR1.6 billion (company
adjusted, before IFRS 16) in 2023. As of June 2024, Action operated
2,685 stores. The company's wide product range includes branded and
private-label everyday items such as housekeeping and cleaning
products; personal care products; and more infrequently purchased
items such as office supplies, toys, clothing, multimedia and raw
materials for DIY, among others. The company facilitates a
treasure-hunt type of shopping experience by offering 150-200 new
products per week.

3i Group plc and funds managed/advised by 3i are the majority
shareholders of Action since 2011.




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

NP3 FASTIGHETER: NCR Alters Outlook on Issuer Rating to Stable
--------------------------------------------------------------
Nordic Credit Rating said that it had revised its outlook on
Sweden-based property manager NP3 Fastigheter AB (publ) to stable
from negative. At the same time, we affirmed our 'BB' long-term and
'N4' short-term issuer ratings on the company.

Rating rationale

"The outlook revision reflects our expectation that the company's
net interest coverage is likely to improve towards 2.5x over our
forecast period through 2026. We also expect that NP3 will continue
to grow through acquisitions, while maintaining net loan to value
at 56–57%, which is lower than historical levels. The company
focuses on high cash flow generating commercial properties,
supporting its cash flow metrics through organic deleveraging."

"Our long-term issuer rating reflects NP3's leveraged balance
sheet, modest size and focus on properties outside city centre
locations. The rating is constrained by below-average liquidity in
NP3's main markets and a financial risk appetite that, in our view,
is greater than warranted by the company's financial ratios.
Specifically, we view NP3's rapid growth and single-year debt
maturity concentrations as credit weaknesses."

"These weaknesses are offset by the company's high cash flow
generating property portfolio and its strong positions in its main
markets. We also take a positive view on the company's long lease
terms, combined with its highly diverse revenue streams, where the
10 largest tenants account for only 11% of its rental income."

Stable outlook

"The outlook is stable, reflecting our expectation that NP3's net
interest coverage will remain well above 2.2x while the company
targets continued growth through acquisitions. We also expect the
company to maintain its focus on high cash flow generating
commercial properties in northern and central Sweden, supporting
cash flow metrics. We anticipate leverage lower than historical
levels and believe that the company will maintain its net loan to
value around 56% despite its growth focus."


"We could raise the rating to reflect the company's improved credit
metrics, with adjusted loan to value (LTV) below 55% and net
interest coverage above 3x over a protracted period and continued
proactive refinancing and liquidity management."

"We could lower the rating to reflect NP3's weakened credit
metrics, with net interest coverage below 2.2x and net LTV
approaching 65% over a protracted period, or deteriorating market
fundamentals, negatively affecting occupancy and profitability."

Rating list                            To          From
Long-term issuer credit rating:        BB           BB
Outlook:                             Stable      Negative
Short-term issuer credit rating:       N4           N4



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

INTRUM AB: Debt Collector Pursues U.S. Restructuring
----------------------------------------------------
Europe's largest debt collector Intrum AB announced Nov. 15, 2024,
that after securing the required consents from its creditors to
confirm its proposed Chapter 11 reorganization plan, Intrum has
filed a voluntary petition for reorganization pursuant to Chapter
11 of the United States Bankruptcy Code in the United States
Bankruptcy Court for the Southern District of Texas.

Sweden's Intrum will seek approval with the Bankruptcy Court in
Houston of its Plan along with motions to, among other things,
continue its ordinary course operations. Approval of the Plan is
currently expected by the end of the calendar year.

The Debtors propose a combined hearing for December 5, 2024, to
consider approval of the Plan and Disclosure Statement.  Objections
to the Plan may be filed by December 3.

During the Chapter 11 case, and any other relevant implementation
phase of the Recapitalization Transaction, the Group intends to
continue to operate as normal with no disruption of service with
maximum focus on delivering the best services to its clients.

Furthermore, Intrum has sufficient liquidity to support the Group's
continued operations and execute on its business plan throughout
the Chapter 11 case and the Swedish company reorganization
processes.  The Group expects to continue to pay its financial
obligations in the ordinary course of business, without
interruption. The Group will remain in possession and control of
its assets, retain its existing management team and board of
directors, and maintain its ordinary operations in all other
material respects.

Andres Rubio, President and Chief Executive Officer of Intrum, said
in a Nov. 15 statement, "Today, with support from the overwhelming
majority of our key stakeholders, we are making significant
progress towards the implementation of our recapitalization
transaction. This pre-packaged, court-supervised Chapter 11 process
is a positive step for our company and will position Intrum -- and
all of our stakeholders -- for future success."

Solicitation for Intrum's Plan was launched on October 171, 2024
(Central Time) and the voting deadline expired on November 13,
2024. Of those that voted on the Plan, 100% (by value) of the
Group's RCF lenders and 82% (by value) of the Group's Noteholders
have voted in favor. The required majority for each class under a
Chapter 11 plan is 66.67% in amount (of allowed claims) by class.

In addition to the Chapter 11 case, Intrum is intending to complete
a Swedish company reorganization during the first quarter of 2025,
to ensure the results of the Chapter 11 process are given equal
effect in Sweden. The effectiveness of the Chapter 11 Plan is
conditional upon, amongst other things, the consummation of the
Swedish company reorganization. The Recapitalization Transaction is
expected to become effective during the first quarter of 2025,
following the satisfaction of all conditions precedent.

Intrum has also agreed to certain amendments to its Lock-Up
Agreement, Backstop Letter, and the Plan, which facilitate
implementation of the Recapitalization Transaction after May 31,
2025 if there are delays to the implementation process caused by
the Swedish company reorganisation process.

As set out in the notice to the extraordinary general meeting
announced by Intrum on November 1, 2024, the Recapitalization
Transaction will result in the noteholders receiving 10% of the
ordinary shares in Intrum on a fully diluted basis, as a condition
to noteholders writing down 10% of their debt holdings. The share
issuance is subject to approval by the extraordinary general
meeting of shareholders.

An application has been lodged at the Stockholm District Court
purporting that the amendments of the general terms and conditions
of the outstanding note loans -- MTN Notes -- maturing on:

     (a) July 3, 2025 with loan number 115 (ISIN: SE0013105533),
     (b) September 12, 2025 with loan number 111 (ISIN:
SE0013104080), and
     (c) September 9, 2026 with loan number 113 (ISIN:
SE0013360435),

resolved by the noteholders' meetings, as announced by Intrum on
November 15, 2024, are void.

Intrum rejects any assertions that the amendments of the general
terms and conditions of the MTN Notes are void and will take all
measures to protects its interest and those of its stakeholders.
Intrum is confident it has sufficient support to implement the
Recapitalization Transaction.

Further details of the Chapter 11 case can be found at the
following Website: https://cases.ra.kroll.com/IntrumAB

The Chapter 11 case relates to, amongst other debt instruments, the
senior unsecured notes and MTNs due from 2025–2028 with the
following identifiers: XS2211136168 / XS2211137059; XS2034925375 /
XS2034928122; XS2052216111 / XS2052216202; XS2566292160 /
XS2566291865; SE0013105533; SE0013105525; SE0013104080;
SE0013360435; XS2093168115.

                        About Intrum

Intrum AB is a provider of credit management services with a
presence in 20 markets in Europe. By helping companies to get paid
and supporting people with their late payments, Intrum leads the
way to a sound economy and plays a critical role in society at
large.  Intrum has circa 10,000 dedicated professionals who serve
around 80,000 companies across Europe. In 2023, income amounted to
SEK 20.0 billion.  Intrum is headquartered in Stockholm, Sweden and
publicly listed on the Nasdaq Stockholm exchange.  On the Web:
http://www.intrum.com/

On November 15, 2024, Intrum AB and U.S. affiliate Intrum AB of
Texas LLC each filed a voluntary petition for the relief under
Chapter 11 of the United States Bankruptcy Code in the United
States Bankruptcy Court for the Southern District of Texas (Bankr.
S.D. Tex. Lead Case No. 24-90575) to seek confirmation of their
Prepackaged Reorganization Plan.

The U.S. cases are pending before the Honorable Christopher M.
Lopez.

Milbank LLP and Porter Hedges LLP are serving as counsel in the
U.S. restructuring.  Houlihan Lokey is the advisor to Intrum.
Kroll Issuer Services Limited is the information agent.  Kroll
Restructuring Administration is the claims agent.  Brunswick Group
is also serving as advisers to Intrum.

Latham & Watkins LLP and Latham & Watkins (London) LLP, and
Advokatfirmaet Schjodt AS, are advising a group of bondholders
holding widely across Intrum AB's notes issuances (the "Notes Ad
Hoc Group").  PJT Partners (UK) Limited is financial advisor to the
noteholder ad hoc group.

Weil Gotshal & Manges LLP is representing a group of short-dated
bondholders holding primarily 2024- and 2025-maturing notes
("Minority Ad Hoc Group").

Ropes & Gray LLP is representing another minority group of
bondholders.

Clifford Chance US LLP is counsel to the group that collectively
holds approximately 76% of the total commitments under the RCF (the
"RCF Steerco Group").




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

ARCELIK AS: Fitch Lowers Local Currency IDR to 'BB-', Outlook Neg
-----------------------------------------------------------------
Fitch Ratings has downgraded Arcelik A.S.'s (Arcelik) Long-Term
Local-Currency Issuer Default Rating (LC IDR) to 'BB-' from 'BB+'
and its Long-Term Foreign-Currency IDR to 'BB-' from 'BB'. The
Outlooks on the ratings are Negative.

The downgrade reflects significantly weaker trading on lower demand
and weaker pricing of Arcelik's products. This left the company
with lower margins, increased debt funding requirements and,
consequently, sharply weaker credit metrics. Fitch now expects
EBITDA Gross leverage to exceed 6x at end- 2024 before it declines
to around 5x at end-2025 and approaches 4x at end-2026.

The Negative Outlooks reflect uncertainty over Arcelik's margin
recovery, synergies from its Whirlpool partnership as well as
leverage remaining above its 4.5x negative rating sensitivity until
end-2026.

Key Rating Drivers

Leverage Still Increasing in 2024: Fitch forecasts EBITDA leverage
to reach 6.7x at end-2024 due to lower EBITDA and higher debt.
Fitch expects debt to increase in 2024, due to a large funding gap
caused by lower margins, working-capital outflows and high capex.
Fitch expects leverage to improve over 2025-2027 as margins rise
and capex decreases, as no new plants are planned in the medium
term. Failure to reduce leverage during the next two years would
likely lead to a further rating downgrade.

Weaker EBITDA Margin: Fitch forecasts EBITDA margins to drop to
5.1% for 2024, due to lower gross margins, including higher
operating expenses (opex) and its margin-dilutive Whirlpool
partnership. Fitch also notes the adoption of inflation adjusted
accounting also has a negative impact on the margins. Gross margins
have been affected by a challenging price environment, especially
in Europe, slowing demand in Turkiye and higher raw material costs
for plastic. Opex has increased due mostly to growing personnel,
marketing, and selling expenses. Finally, the lower-margin
Whirlpool business will weigh on the combined group's EBITDA
margins.

Whirlpool Partnership Completed: The Whirlpool transaction created
a new major domestic appliance business in Europe by combining
Whirlpool Corporation's European operations with that of Arcelik's.
Seventy-five per cent of the newly formed company is owned by Beko
B.V. (Arcelik's wholly owned subsidiary) and 25% by Whirlpool
Corporation. No cash was exchanged as part of the transaction.
Revenue generated by Whirlpool entities at end-2023 were around
EUR3 billion versus Arcelik's total sales of about EUR8
billion-equivalent.

Combination Beneficial, but with Risks: Fitch believes the
Whirlpool partnership enhances Arcelik's manufacturing capabilities
by adding factories in the U.K. and Continental Europe, which
should drive cost synergies and increase its presence in Europe.
However, Whirlpool's European assets have historically been less
profitable, due partly to higher labour costs and lower factory
utilisation. Fitch sees some execution risk in the targeted
synergies of EUR300 million, which may take longer and require more
costs and capex than expected and thus put pressure on the rating.

Deteriorating Interest Cover: Fitch expects Arcelik's EBITDA
interest cover to reach a low of 1.8x in 2024 as increased
borrowings and higher local rates have increased interest expense
and as EBITDA has decreased. The company had significant short-term
(ST) debt as of end-3Q24 of TRY45 billion, with about a third in
local currency at an effective annual interest rate of 33%. It also
recently accessed the international debt capital market, having
issued bonds in September and November2023.

Strong International Market Position: In Turkiye, Arcelik is the
clear market leader, dominating more than half of the market since
the 2000s, which has been their source of cash generation. This has
enabled growth into the European and Asian markets. With the
Whirlpool partnership, Arcelik is now the market leader in Europe,
with Beko being the fastest-growing white goods brand. Arcelik also
holds market-leading positions in Romania, South Africa, Pakistan,
and Bangladesh.

Financial Services Adjustments: Arcelik's reported leverage is
affected by higher-than-average working- capital needs, as a
significant portion of durable goods are sold on credit in Turkiye.
While this is partly financed by Arcelik, the dealer credit risk is
covered by banks' letters of credit,mortgages, Direct debit system
and Arcelik stocks. Fitch assumes about 120 days of domestic
receivables come from this business practice in Turkiye and adjusts
debt up accordingly to reflect a more accurate peer comparison.
Based on its Financial Services Criteria, Fitch applies a 1x
debt-to-equity ratio to these receivables and financial
adjustment.

Derivation Summary

Arcelik's business profile is broadly in line with that of
diversified industrial peers rated in the low 'BBB' category, given
its leading position in Europe's and Turkiye's white goods sector,
as well as its solid production base across low-cost countries. Its
diverse production base compares favourably with that of Vestel
Elektronik Sanayi Ve Ticaret A.S. (B+/Positive) and Artel
Electronics LLC (B/Stable), which only manufacture with one
low-cost base. Arcelik's technological content and R&D capabilities
are broadly in line with those of Whirlpool Corporation
(BBB-/Negative) and the broader white goods industry.

However, Arcelik has had a higher share of revenue from emerging
markets than higher-rated white goods manufacturers, although this
will decrease now with the Whirlpool partnership. Fitch expects
Arcelik's margins to drop to around 5% in 2024, before it steadily
improves to almost 8% in 2027. This is much lower than historical
levels due to the margin-dilutive Whirlpool partnership, a
competitive pricing environment, and lower demand. This also
affects its leverage metrics, with gross leverage forecast to peak
at 6.4x at end-2024 before decreasing to below 4x at end-2027.
These financial metrics are worse than that of higher and
lower-rated peers, including Vestel, Whirlpool, LG Electronics Inc.
(BBB/Stable), and Artel.

Key Assumptions

- Double-digit revenue growth for the next four years across
Turkiye and international markets, supported by continued expansion
into new products, Whirlpool partnership and a favourable foreign
currency impact on sales

- Lower EBITDA margin from Whirlpool partnership, flat demand and
higher opex, but Fitch expects an improvement as demand in Europe
and Asia recovers and synergies are achieved from the Whirlpool
partnership

- Continued successful refinancing of upcoming ST maturities albeit
at a higher interest rate

- Financial-services adjustment assumes 120 days of domestic
receivables

- Minimal dividends distribution while Arcelik focuses on achieving
synergies from the Whirlpool partnership

RATING SENSITIVITIES

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

- EBITDA gross leverage below 3.5x on a sustained basis

- Successful execution of the Whirlpool partnership leading to
EBITDA margins above 9%

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

- EBITDA gross leverage above 4.5x

- EBITDA margin remaining below 6%

- Sustained negative free cash flow

- EBITDA interest coverage below 2.5x on a sustained basis

Liquidity and Debt Structure

Low Liquidity Score: Historically, Arcelik's liquidity score has
been below 1x, driven by the use of short-term debt to finance its
high working-capital needs. The company reported cash and cash
equivalents of TRY32.8 billion at end-3Q24. Fitch believes that
liquidity risk is mitigated by Arcelik's access to uncommitted
lines in the local market from both Turkish and international
lenders.

The liquidity score at below 1x is not adequate for the current
rating, but the risk is partly mitigated by customer receivables
financing, which is self-liquidating. The company has a record of
accessing the international debt capital market and most recently
issued a USD400 million bond in September 2023 and a USD100 million
bond in November 2023.

Issuer Profile

Arcelik A.S., owned by Koc Group, is the largest white goods and
consumer electronics manufacturer in Turkiye and Europe. The
company has 46 different production facilities in 14 countries and
offers its goods and services to more than 150 countries through
its 22 brands (which include Arcelik, Beko, Grundig, Hotpoint and
Whirlpool).

MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS

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

ESG Considerations

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

   Entity/Debt             Rating            Recovery   Prior
   -----------             ------            --------   -----
Arcelik A.S.      LT IDR    BB-     Downgrade           BB
                  LC LT IDR BB-     Downgrade           BB+
                  Natl LT   AAA(tur)Affirmed            AAA(tur)

   senior
   unsecured      LT        BB-     Downgrade   RR4     BB


ODEA BANK: Fitch Alters Outlook on 'B-' Rating to Watch Positive
----------------------------------------------------------------
Fitch Ratings has revised the Rating Watch on Odea Bank A.S.'s
(Odea) Long-Term (LT) Issuer Default Ratings (IDRs) and National
Long -Term Rating to Positive from Negative. At the same time Fitch
has affirmed Odea's Short-Term (ST) IDRs, Viability Rating (VR),
and subordinated debt rating, and removed them from Rating Watch
Negative.

Odea's Government Support Rating (GSR) of 'no support' is not
affected by this rating action.

The rating actions follows an announcement on 16 October 2024 of
the planned acquisition by Abu Dhabi Developmental Holding Company
PJSC (ADQ; AA/Stable) of 96% of Odea.

The Rating Watch Positive (RWP) on the LT IDRs and the National LT
Rating reflects the potential likelihood of support from its new
owner. The affirmation and removal of the RWN on Odea's VR reflects
its expectation of likely reduced pressures on the bank's
capitalisation following the completion of the acquisition,
including a potential capital injection.

Fitch expects to resolve the RWP on the completion of the
acquisition, including the necessary regulatory approval from the
authorities, which may take more than six months.

Key Rating Drivers

Fitch expects to assign a Shareholder Support Rating (SSR) to Odea
once the acquisition is finalised to reflect its view of potential
shareholder support. Once assigned, Odea's LT IDRs would be driven
by its SSR, which would be capped by country risk considerations.

Odea's VR reflects the bank's weak core capitalisation,
concentration in the Turkish operating environment, limited
franchise and weak asset quality. It also reflects the bank's
adequate funding and liquidity profile and limited refinancing
risks.

Fitch expects to withdraw the Government Support Rating (GSR) on
completion of the acquisition, because Fitch expects shareholder
support to become the primary source of support.

Rating Sensitivities

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

The RWP on the bank's IDRs could be removed if the announced
acquisition does not proceed or if Fitch views ADQ's propensity to
provide support is insufficient notwithstanding its ability.

Until the completion of the acquisition, the IDRs will remain
sensitive to a downgrade of the VR. The VR could be downgraded if
one or more of the bank's capital ratios are below their respective
minimum regulatory capital requirements for a sustained period,
including 2.5% capital conservation buffer without remedial
action.

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

Fitch expects to resolve the Rating Watch and upgrade the Long-Term
IDRs on completion of the acquisition and if Fitch assesses ADQ to
have sufficient propensity to provide support to Odea.

Prior to the completion of the acquisition, the IDRs remain
sensitive to an upgrade of the VR. The VR could be upgraded on a
sustained improvement in Odea's capitalisation, foreign-currency
liquidity performance and earnings performance, combined with a
strengthening in the bank's business profile.

OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS

Odea's subordinated notes' rating is at 'CCC' with a Recovery
Rating of 'RR6', and is notched down twice from the VR anchor
rating for loss severity, reflecting its expectation of poor
recoveries in a default.

The bank's 'B' Short-Term IDRs are the only option mapping to the
Long-Term 'B' IDR category.

OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES

The subordinated debt rating is sensitive to a change in Odea's VR.
The debt rating could also be downgraded should Fitch adversely
change its assessment of non-performance risk.

VR ADJUSTMENTS

The operating environment score of 'b+' for Turkish banks is lower
than the category implied score of 'bb', due to the following
adjustment reason: macroeconomic stability (negative).

ESG Considerations

Odea has an ESG Relevance Score for Management Strategy of '4',
reflecting an increased regulatory burden on all Turkish banks.
Management's ability across the sector to determine their own
strategy and price risk is constrained by the regulatory burden and
also by the operational challenges of implementing regulations at
the bank level. This has a moderately negative impact on banks'
credit profiles and is relevant to banks' ratings in combination
with other factors.

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

   Entity/Debt             Rating           Recovery   Prior
   -----------             ------           --------   -----
Odea Bank A.S.   LT IDR    B-  Rating
                               Watch Revision          B-

                 ST IDR    B   Affirmed                B

                 LC LT IDR B-  Rating
                               Watch Revision          B-

                 LC ST IDR B   Affirmed                B

                 Natl LT BBB(tur)Rating
                               Watch Revision          BBB(tur)

                 Viability b-  Affirmed                b-

   Subordinated   LT       CCC Affirmed        RR6     CCC


TURK HAVA YOLLARI: S&P Raises ICR to 'BB' on Sovereign Upgrade
--------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Turk Hava
Yollari (Turkish Airlines) by two notches to 'BB' from 'B+' and
S&P's issue ratings on its aircraft-backed enhanced equipment trust
certificates (EETCs) to 'BBB' from 'BB+'.

S&P said, "The stable outlook on our rating on Turkish Airlines
mirrors that on the sovereign ratings, and our expectation that the
airline will continue to pass our hypothetical sovereign default
stress test.

"The rating actions follow the upgrade of Turkiye, and our view
that the sovereign is quite unlikely to intervene negatively in the
airline's operations.  The sovereign credit rating on Turkiye was
raised by one notch on Nov. 1, 2024. At the same time, we have
observed no negative government intervention during periods of
economic stress in recent years, particularly in 2021-2023. The
Turkish lira lost two-thirds of its value versus the U.S. dollar
between Sept. 30, 2021, to Sept. 30, 2023, annual average inflation
more than trebled to 72% in 2022 and remained very high at 54% in
2023, and the government's usable foreign currency reserves
plunged. Despite this severe stress, we understand the government
did not intervene in Turkish Airlines' operations. Rather, the
government specifically exempted all local airlines from a
requirement for exporters to sell a portion of their foreign
currency revenue to the central bank in exchange for lira. We
therefore now consider the likelihood of negative government
intervention to be relatively low. We understand the government
recognized airlines' particular importance to Turkiye's tourism,
exports, and employment, and airlines' reliance on foreign currency
revenue to pay aircraft lessors.

"Turkish Airlines passes our sovereign default stress test,
allowing us to rate it one notch above the sovereign.  We forecast
that Turkish Airlines' liquidity sources would exceed uses in a
hypothetical sovereign default scenario, including a deep
recession, sharp currency devaluation, very high inflation, and
haircuts to available cash and liquid investments. We also
understand that Turkish Airlines' revenue is mainly received in
offshore accounts in foreign currencies from international
passengers, which could help to partly insulate it from negative
government intervention. However, we would not rate Turkish
Airlines more than one notch above the sovereign since it is a
government-related entity with a strong link to the Turkish
government. Turkish Airlines is 49.12% owned by Turkiye Wealth
Fund, and one class C share is held by Turkiye's Ministry of
Treasury and Finance Privatization Administration. The remaining
50.88% of shares are publicly traded.

"We revised our assessment of Turkish Airlines' SACP to 'bb+' from
'bb' to reflect its continued resilient operating performance.   We
now forecast adjusted FFO to debt will be slightly higher than 45%
in 2024 compared to our previous estimate of about 40%. This is
based on adjusted EBITDA of $4.5 billion-$4.6 billion in 2024 after
$4.9 billion in 2023, and lower adjusted debt than we previously
anticipated, partly due to exceptionally high interest income. The
relatively resilient EBITDA reflects unexpectedly strong air cargo
revenue growth exceeding 30% partly mitigating a 3% decline in
passenger yields, though they are still about 21% above
pre-pandemic levels; and EBITDA margins normalizing to about 20.0%
from 23.5% the previous year, stemming from high labor cost
inflation in Turkiye. The air cargo market has benefited from
robust e-commerce demand and lower shipping capacity due to
disruptions to traffic on the Red Sea, with Turkish Airlines
showing especially strong outbound volumes from Asia and managing
to capture market share. In 2025-2026, we forecast that high gross
capex will result in lower FFO to debt of 36%-39%, which is still
comfortably above our threshold of at least 30% for a 'bb+' SACP.
In 2025, we assume slightly higher EBITDA based on capacity growth
of 6%-8% and stable passenger yields, load factors, and cargo
revenue from expansion of the cargo terminal and fleet even if the
overall market softens; partly offset by continued normalization of
the EBITDA margin to about 19%. We consider there to be a
meaningful risk of aircraft-delivery delays, which could result in
lower EBITDA but also lower capex and adjusted debt. We anticipate
that EBITDA growth could be more significant in 2026 if Turkish
Airlines' EBITDA margin stabilizes as cost inflation eases.

"We no longer view Turkish Airlines' EBITDA as being at a cyclical
peak.   This is because the airline has now passed through a period
of less favorable lira depreciation (relative to inflation in
Turkiye) and softer passenger yields. Moreover, Turkish Airlines
has adapted to elevated geopolitical tensions in the Middle East,
which contributes less than 7% of its revenue, by reducing capacity
to the region by 20% in the third quarter and redeploying it
elsewhere. Furthermore, Turkish Airlines has significant diversity
in its operations, and demonstrated this particularly during the
pandemic when the volatility of its profits was lower than its
peers', partly due to the strong performance of its cargo
business.

"We view Turkish Airlines' financial policy as relatively prudent.
We understand that Turkish Airlines could start to pay dividends,
since it is no longer restricted from doing so under the Turkish
tax code and has a relatively strong balance sheet. However, we
would expect these to be relatively modest and consistent with the
airline's net leverage target. The airline's medium-term net
debt-to-EBITDA target is 2.0x-2.5x." This translates into net debt
to EBITDA of 2.3x-2.8x on an S&P Global Ratings-adjusted basis, or
FFO to debt of 30%-37% based on forecast interest and tax
payments.

Turkish Airlines continues to benefit from having one of the most
expansive, geographically diversified route networks, which
supports the stability of its earnings.   It flies to more
countries (133) than any other airline, across six continents, with
its hub in Istanbul benefiting from a unique geographic location
that connects Europe, the Middle East, Central Asia, and Africa.
Turkish Airlines also benefits from above-average adjusted EBITDA
margins, which we forecast at about 20% for full-year 2024. This
partly reflects the airline's lower operating costs in Turkiye than
that of international peers and its exposure to premium long-haul
routes. Turkish Airlines was the No. 5 airline in Europe by
passengers in 2023 and No. 3 in air cargo globally by freight ton
kilometers in the first nine months of 2024. Turkish Airlines'
business risk profile is somewhat constrained by its higher
exposure to economic and geopolitical risks in its home
jurisdiction and smaller scale by passengers and revenue than other
European legacy airlines such as International Consolidated
Airlines Group S.A., Deutsche Lufthansa AG, and Air France-KLM
S.A.

The stable outlook on S&P's rating on Turkish Airlines mirrors that
on the sovereign rating. It also reflects its expectation that the
airline will continue to pass our hypothetical sovereign default
stress test.

Downside scenario

S&P said, "We could lower the rating if our sovereign rating on
Turkiye weakens to 'B+' or lower, or the airline no longer passes
our hypothetical sovereign default stress test.

"We could also lower the rating if Turkish Airlines' FFO to debt
fell below 20% for a prolonged period. We view this as unlikely,
however, due to the airline's ample headroom above this trigger.
Nevertheless, such a decline could result from an unexpected
significant drop in passenger revenue if geopolitical tensions
escalate; a decrease in air cargo revenue once shipping capacity
recovers; or from significantly higher fuel and labor costs than we
expect, with only limited ability to pass them through to
customers. It could also result from more aggressive financial
policy than expected."

Upside scenario

S&P said, "We could raise the rating if Turkiye were upgraded to at
least 'BB' and the airline continues to pass our hypothetical
sovereign default stress test. An upgrade would also depend on
Turkish Airlines' SACP not deteriorating unexpectedly, implying
that FFO to debt stays higher than 30%, in line with our base
case."


TURK TELEKOM: S&P Upgrades LT ICR to 'BB' After Sovereign Action
----------------------------------------------------------------
S&P Global Ratings raised the long-term issuer credit rating on
Turk Telekom to 'BB' from 'BB-' and affirmed its 'B' short-term
issuer credit rating. S&P also raised the issue rating on the
senior unsecured debt to 'BB' from 'BB-', in line with the issuer
credit rating.

The outlook is stable, in line with the outlook on the long-term
rating on Turkiye.

The upgrade of Turk Telekom follows the rating action on Turkiye.
On Nov. 1, 2024, S&P Global Ratings raised its unsolicited
long-term sovereign credit ratings on Turkiye to 'BB-' from 'B+'.
The outlook is stable. S&P said, "We also raised our unsolicited
national scale ratings to 'trAA+/trA-1+' from 'trAA-/trA-1+'.
Finally, we revised up our T&C assessment to 'BB' from 'BB-',
signifying that the risk of the sovereign preventing private-sector
debtors from servicing foreign currency-denominated debt is
diminished, in light of steps taken by authorities to rebuild
previously depleted external buffers, amid a gradual removal of
financial sector regulations hampering foreign currency liquidity
management."

S&P said, "We rate Turk Telekom higher than the sovereign foreign
currency rating on Turkiye because Turk Telekom passes our
hypothetical sovereign default stress test that assumes, among
other factors, a 50% devaluation of the Turkish lira (TRY) against
hard currencies and a 20% decline in organic EBITDA. This is mainly
because the company keeps about 75% of its cash in hard currencies.
Therefore, in the hypothetical case of further lira depreciation,
we think the appreciation of the cash balance would offset the
increase in short-term debt maturities in foreign currencies and
capital expenditure. However, our ratings on Turk Telekom are
capped at the level of our T&C assessment on Turkiye where Turk
Telekom generates most of its cash flow. The T&C assessment
reflects our view of the likelihood that Turkiye would restrict
access to foreign currency liquidity for Turkish companies.

"The stable outlook on Turk Telekom reflects our stable outlook on
Turkiye and our expectation of the company's continued solid
operating performance. Our current assessment of the stand-alone
credit profile reflects our expectation that the S&P Global
Ratings' weighted average adjusted debt-to-EBITDA ratio will return
to 1.5x or below in 2024 and that free operating cash flow to debt
will gradually expand toward 10%.

"We could lower our ratings on Turk Telekom if we revised downward
our T&C assessment on Turkiye to 'BB-' or if Turk Telekom no longer
passed our hypothetical sovereign default stress test.

"We could raise our ratings on Turk Telekom if we revised upward
our T&C assessment on Turkiye to 'BB+' and if Turk Telekom
continued to pass our hypothetical sovereign default stress test."


TURKCELL ILETISIM:S&P Raises LT ICR to 'BB' After Sovereign Action
------------------------------------------------------------------
S&P Global Ratings raised the long-term issuer credit rating on
Turkcell Iletisim Hizmetleri A.S. (Turkcell) to 'BB' from 'BB-'.
S&P also raised the issue rating on the senior unsecured debt to
'BB' from 'BB-', in line with the issuer credit rating.

The outlook is stable, in line with the outlook on the long-term
rating on Turkiye.

The upgrade of Turkcell follows the rating action on Turkiye.  On
Nov. 1, 2024, S&P Global Ratings raised its unsolicited long-term
sovereign credit ratings on Turkiye to 'BB-' from 'B+'. The outlook
is stable. S&P said, "We also raised our unsolicited national scale
ratings to 'trAA+/trA-1+' from 'trAA-/trA-1+'. Finally, we revised
up our T&C assessment to 'BB' from 'BB-', signifying that the risk
of the sovereign preventing private-sector debtors from servicing
foreign currency-denominated debt is diminished, in light of steps
taken by authorities to rebuild previously depleted external
buffers, amid a gradual removal of financial sector regulations
hampering foreign currency liquidity management."

S&P said, "We rate Turkcell higher than the sovereign foreign
currency rating on Turkiye because Turkcell passes our hypothetical
sovereign default stress test that assumes, among other factors, a
50% devaluation of the Turkish lira (TRY) against hard currencies
and a 20% decline in organic EBITDA. This is mainly because the
company keeps about 75% of its cash in hard currencies. Therefore,
in the hypothetical case of further lira depreciation, we think the
appreciation of the cash balance would offset the increase in
short-term debt maturities in foreign currencies and capital
expenditure. However, our ratings on Turkcell are capped at the
level of our T&C assessment on Turkiye, where Turkcell generates
most of its cash flow. The T&C assessment reflects our view of the
likelihood that Turkiye would restrict access to foreign currency
liquidity for Turkish companies.

"The stable outlook on our long-term issuer credit rating on
Turkcell reflects that of the long-term rating on Turkiye. It also
reflects our expectation of the company's continued solid
operational performance. Our current assessment of Turkcell's 'bbb'
stand-alone credit profile reflects our expectation that its S&P
Global Ratings-adjusted debt-to-EBITDA ratio will be sustainably at
or below 1.5x over the next two years, while free operating cash
flow to debt will exceed 10%.

"We could lower our ratings on Turkcell if we revised downward our
T&C assessment on Turkiye to 'BB-' or if Turkcell no longer passed
our hypothetical sovereign default stress test.

"We could raise our ratings on Turkcell if we revised upward our
T&C assessment on Turkiye to 'BB+' and if Turkcell continued to
pass our hypothetical sovereign default stress test."




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

UKRENERGO: Fitch Lowers Rating on Sr. Unsecured Notes to 'C'
------------------------------------------------------------
Fitch Ratings has downgraded Private Joint Stock Company National
Power Company Ukrenergo's Long-Term Issuer Default Rating (IDR) to
'Restricted Default' (RD) from 'CC' after its failure to pay its
deferred interest under its USD825 million notes on 9 November 2024
following the deferral period agreed in the consent solicitation
executed in August 2022.

Fitch has also downgraded Ukrenergo's state-guaranteed notes'
senior unsecured rating to 'C' from 'CC'. The Recovery Rating is
'RR4'. Fitch has also revised downwards the company's Standalone
Credit Profile (SCP) to 'rd' from 'cc'.

The company, which is fully state-owned, has recently temporarily
suspended payments under its notes on the basis of the decision of
the Ministry of Energy. This is part of Ukraine's (Foreign-Currency
IDR of 'RD') debt restructuring and follows the completion of the
country's Eurobond debt restructuring.

Ukrenergo has not paid its four deferred coupons originally due on
9 November 2022, 9 May and 11 November 2023 and 9 May 2024 on its
USD825 million notes. The notes mature in November 2028. Fitch
views the missed interest payments as an 'RD'. The 'RD' rating
indicates an issuer that, in Fitch's opinion, has experienced an
uncured payment default but has not entered into bankruptcy filings
or ceased operating.

Key Rating Drivers

Uncured Expiry of Coupon Deferral: Ukrenergo did not seek
bondholder consent to further defer its coupons and it did not pay
deferred interest on 9 November 2024. Interests due and unpaid to
date amount to USD 151.5 million, including USD28.4 million regular
coupons due on 9 November 2024 (effectively on the first next
business day, ie 11 November) and USD123.1 million deferred
coupons. The regular coupon has a 30-day grace period but the
deferred coupons have no cure period. Fitch views the missed
payments as an 'RD'.

Ukrenergo's USD825 million 6.875% notes were amended on 9 August
2022, when their maturity was extended by two years to 9 November
2028 and its four bi-annual coupon payments falling due starting
from 9 November 2022 were deferred to 9 November 2024. At end-2023
the bonds accounted for 40% of Ukrenergo's gross debt, according to
the company's financial statements.

Inevitable Debt Restructuring: Fitch sees a debt restructuring as
inevitable, in line with the broader Ukraine government's efforts
to comply with its Extended Fund Facility IMF programme, which
foresees a debt restructuring with substantial debt reduction to
create fiscal headroom and restore debt sustainability. Ukrenergo
plans to engage with debtholders to restructure its debt in the
near future.

Fitch believes that the deferred interest and future interest
payments are unlikely to be paid until its bond restructuring is
completed.

Derivation Summary

Ukrenergo's 'RD' Long-Term IDR reflects its uncured failure to pay
its four deferred coupons due on 9 November 2024 for its USD825
million notes due 2028.

Recovery Analysis

The recovery analysis assumes that Ukrenergo would be considered a
going concern (GC) in bankruptcy and that it would be reorganised
rather than liquidated. Its EBITDA estimate reflects Fitch's view
of a sustainable, post-reorganisation EBITDA level on which Fitch
bases the enterprise valuation (EV).

Fitch used a distressed EV/EBITDA multiple of 4.0x to calculate
post-reorganisation valuation. It captures higher-than-average
business risks in Ukraine and reflects Ukrenergo's weaker business
profile than peers'.

Guaranteed bank loans and bonds rank equally in its recovery
analysis, although in an actual financial distress these debt
instruments may get a different treatment. After the deduction of
10% for administrative claims, its waterfall analysis generated a
waterfall-generated recovery computation (WGRC) in the 'RR4' band,
indicating a 'C' rating for Ukrenergo's notes. The WGRC output
percentage on current metrics and assumptions is 37%.

RATING SENSITIVITIES

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

Completion of debt restructuring would likely lead Fitch to re-rate
the company based on its new capital structure and business
prospects.

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

Inability to complete the restructuring and entering into
bankruptcy filing, administration, receivership, liquidation or
other formal winding-up procedure would lead to a downgrade to
'D'.

Liquidity and Debt Structure

Weak Liquidity: Ukrenegro's liquidity remains constrained, with
limited access to liquidity for operating purposes. At end-June
2024 the company had UAH8.7 billion of unrestricted cash and cash
equivalents and access to committed funding facilities totaling
UAH41.1 billion, but mainly dedicated to investment projects to be
implemented over the next four years, rather than for liquidity
purposes. This compares with short-term debt of UAH6.1 billion,
relating mainly to investment loans from international financial
institutions.

Issuer Profile

Ukrenergo is the 100% state-owned (through Ministry of Energy)
national electricity transmission system owner and operator in
Ukraine.

MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS

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

ESG Considerations

Ukrenergo has an ESG Relevance Score of '4' for Governance
Structure due to the incomplete board composition after the
dismissal of its CEO Volodymyr Kudrytskyi in early September, which
was followed by the resignation of two independent board members.
This, if unresolved, makes the company non-compliant with the
European Directive on unbundling and could delay Ukrenergo's bond
restructuring. As a result, this has a negative impact on the
credit profile, and is relevant to the ratings in conjunction with
other factors.

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

   Entity/Debt                  Rating        Recovery   Prior
   -----------                  ------        --------   -----
Private Joint Stock
Company National Power
Company Ukrenergo         LT IDR RD Downgrade            CC

   senior unsecured       LT     C  Downgrade   RR4      CC




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

AVOCA STATIC I: Fitch Assigns 'BB+(EXP)sf' Rating on Cl. E-R Notes
------------------------------------------------------------------
Fitch Ratings has assigned Avoca Static CLO I DAC reset notes
expected ratings. The assignment of final ratings is contingent on
the receipt of final documentation conforming to information
already reviewed.

   Entity/Debt              Rating           
   -----------              ------           
Avoca Static CLO I DAC

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

Transaction Summary

Avoca Static CLO I DAC is an arbitrage cash flow collateralised
loan obligation (CLO) that is being serviced by KKR Credit Advisors
(Ireland) Unlimited Company. Net proceeds from the issuance of the
notes will be used to purchase a static pool of primarily secured
senior loans and bonds, with a target par of EUR275.2million.

KEY RATING DRIVERS

'B' Portfolio Credit Quality (Neutral): Fitch places the average
credit quality of obligors at 'B' /'B-'. The Fitch weighted average
rating factor (WARF) of the current portfolio is 26.

High Recovery Expectations (Positive): Senior secured obligations
and first-lien loans make up nearly 100% of the portfolio. Fitch
views the recovery prospects for these assets as more favourable
than for second-lien, unsecured and mezzanine assets. The Fitch
weighted average recovery rate (WARR) of the current portfolio is
61.8%.

Diversified Portfolio Composition (Positive): The largest three
industries comprise 37.5% of the portfolio balance, the top 10
obligors represent 14.8% of the portfolio balance and the largest
obligor represents 1.6% of the portfolio.

Static Portfolio (Positive): The transaction does not have a
reinvestment period and discretionary sales are only permitted if
there is no event of default and the aggregate principal balance of
all obligations sold during preceding 12-month period is no greater
than 30% of aggregate collateral balance. . Credit-risk
obligations, defaulted obligations or loss-mitigation loans may be
sold at any time provided that no event of default has occurred.

Allowance for Maturity Extensions (Neutral): The manager may vote
in favour of a maturity amendment on collateral obligations, as
long as the obligations do not become long-dated and the maturity
amendment's weighted average life (WAL) test is satisfied. However,
if the latter is not met, the manager may still vote for a maturity
amendment, provided that the collateral obligations extended in
this manner do not exceed 10% of the target par amount since the
issue date.

Fitch's analysis is based on the current portfolio, which Fitch
stressed by downgrading the ratings of all obligors on a Negative
Outlook (floored at CCC-) by one notch. This results in a WARF of
the portfolio of 26.8. Obligors on Negative Outlook represent 9.9%
of portfolio assets.

Deviation from Model-Implied Rating (MIR): Th class B-R and C-R
notes are rated one notch below their model-implied ratings (MIR)
to reflect insufficient break-even default-rate cushion for
obligors one Negative Outlook at the MIRs.

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 lead to a downgrade of up to three
notches for the rated 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 default and portfolio deterioration.
Due to the better WARF of the current portfolio than the
Fitch-stressed portfolio and the deviation from the MIRs, the class
B-R and C-R and show a rating cushion of one notch.

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

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

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

Upgrades, which are based on the Fitch-stressed portfolio, may
result from stable portfolio credit quality and deleveraging,
leading to higher credit enhancement and excess spread available to
cover losses in the remaining portfolio.

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

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

DATA ADEQUACY

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

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

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

ESG Considerations

Fitch does not provide ESG relevance scores for Avoca Static CLO I
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.


AZURE FINANCE 3: Moody's Affirms B1 Rating on GBP3.7MM Cl. F Notes
------------------------------------------------------------------
Moody's Ratings has upgraded the ratings of two notes in Azure
Finance No. 3 plc. The rating action reflects the increased levels
of credit enhancement for the affected notes.

Moody's affirmed the ratings of the notes that had sufficient
credit enhancement to maintain their current ratings.

GBP181.4M Class A Notes, Affirmed Aaa (sf); previously on Apr 20,
2023 Definitive Rating Assigned Aaa (sf)

GBP27.1M Class B Notes, Upgraded to Aa1 (sf); previously on Apr
20, 2023 Definitive Rating Assigned Aa3 (sf)

GBP18.4M Class C Notes, Upgraded to Aa3 (sf); previously on Apr
20, 2023 Definitive Rating Assigned A2 (sf)

GBP9.2M Class D Notes, Affirmed Baa3 (sf); previously on Apr 20,
2023 Definitive Rating Assigned Baa3 (sf)

GBP6.1M Class E Notes, Affirmed Ba2 (sf); previously on Apr 20,
2023 Definitive Rating Assigned Ba2 (sf)

GBP3.7M Class F Notes, Affirmed B1 (sf); previously on Apr 20,
2023 Definitive Rating Assigned B1 (sf)

GBP17.2M Class X Notes, Affirmed Caa1 (sf); previously on Apr 20,
2023 Definitive Rating Assigned Caa1 (sf)

Azure Finance No.3 plc is a static cash securitisation of auto
receivables extended by Blue Motor Finance Limited (NR) to obligors
located in the United Kingdom. The portfolio consists of hire
purchase agreements extended to private obligors.

RATINGS RATIONALE

The rating action is prompted by an increase in credit enhancement
for the affected tranches.

The performance of the transaction has slightly deteriorated. Total
delinquencies have slightly increased in the past year, with 60
days plus arrears currently standing at 1.03% of current pool
balance up from 0.62% last year. Cumulative defaults currently
stand at 5.23% of original pool balance, with a current pool factor
of 43.94%, up from 1.50% a year earlier when pool factor was at
77.30%.

Moody's maintained the current default probability assumption at
10% of the current portfolio balance and the assumption for the
fixed recovery rate at 40%. Moody's also maintained the portfolio
credit enhancement at 28%.

Increase in Available Credit Enhancement

Sequential amortization led to the increase in the credit
enhancement available in this transaction.

For instance, the credit enhancement for the upgraded Class B and C
Notes increased to 36.21% and 17.59% from 17.11% and 7.73%,
respectively, since closing.

The principal methodology used in these ratings was "Moody's Global
Approach to Rating Auto Loan- and Lease-Backed ABS" published in
August 2024.

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

Factors or circumstances that could lead to an upgrade of the
ratings include (1) performance of the underlying collateral that
is better than Moody's expected, (2) an increase in available
credit enhancement, (3) improvements in the credit quality of the
transaction counterparties and (4) a decrease in sovereign risk.

Factors or circumstances that could lead to a downgrade of the
ratings include (1) an increase in sovereign risk, (2) performance
of the underlying collateral that is worse than Moody's expected,
(3) deterioration in the notes' available credit enhancement and
(4) deterioration in the credit quality of the transaction
counterparties.


BOPARAN HOLDINGS: S&P Upgrades ICR to 'B' on Completed Refinancing
------------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating on
U.K. poultry producer Boparan Holdings Ltd. (Boparan) to 'B' from
'B-'. At the same time, S&P affirmed its 'B' issue rating on the
senior secured notes. The recovery rating is unchanged at '3', with
recovery prospects of 50%-70% (rounded estimate: 65%).

The stable outlook reflects S&P's view that Boparan's operating
performance should remain resilient over the next 12 months, with
positive FOCF and stable credit metrics.

Boparan has successfully refinanced its entire debt structure by
issuing GBP390 million of senior secured notes and a new super
senior GBP80 million revolving credit facility (RCF), thereby
addressing all of its short-term debt maturities.

Boparan has refinanced its entire capital structure, materially
reducing potential liquidity pressure.  On Oct. 31, 2024, Boparan
priced its GBP390 million five-year senior secured notes at a fixed
rate of 9.375%. Together with GBP150 million of cash proceeds from
the sale of its European poultry operations, the group has
successfully refinanced its entire capital structure. Post
transaction, the group also has access to a new GBP80 million
undrawn RCF with a 4.5-year maturity, which should support its
liquidity position.

S&P said, "We take a positive view of the measures that Boparan has
taken to reduce potential liquidity pressure, refinance in a timely
manner, and continue to invest in operating efficiency. Therefore,
we have revised our management and governance score upward to
neutral from moderately negative."

Boparan's refocus on the core U.K. business should improve its
credit metrics over the next 12-18 months.  Boparan is now focused
on maintaining its leading market position and its current EBITDA
margins in its core U.K. poultry business, while continuing to
maintain a smaller but profitable ready meals business. S&P views
this focus favorably as it enables the group to allocate more
resources to production, distribution, and marketing, while
investing in streamlining and improving its productivity and
operational cost structure.

S&P said, "Under our new base case, we see Boparan maintaining a
resilient operating performance over fiscal 2025 and fiscal 2026,
as we project revenue growth of 1.5%-2.5% on a like-for-like basis
and stable adjusted EBITDA of GBP150 million-GBP160 million
annually. As a result, we expect that adjusted debt to EBITDA will
reduce to 4.0x-4.5x alongside FFO to debt of 15.5%-16.0% in the
next 12-18 months.

"We expect the poultry business to stabilize thanks to steady
underlying demand for private-label poultry products. We expect the
cost base to improve thanks to better productivity at fewer sites,
stable retail partners, and the gradual benefits of increased
automation. Additionally, we see improving volumes in the meals and
bakery segment. That said, the U.K. food and beverage industry
remains highly competitive and subject to high price pressure from
large retailers. In addition, labor cost pressure, along with weak
consumer confidence, could still undermine Boparan's revenue growth
prospects.

"We believe that Boparan should be able to sustain positive FOCF
and deleveraging, although its track record is short.   Stable
EBITDA generation should translate into FOCF generation of GBP30
million-GBP45 million annually. This will help Boparan self-fund
its operations and support deleveraging. Despite this, the group is
yet to develop a sustained track record of positive FOCF generation
as the business remains working-capital intensive and now bears
higher financing costs. That said, cash generation in poultry
benefits from a factoring program that supports rapid cash
conversion, which is particularly helpful in peaks of seasonality.

"We assume a rise in annual capex to around 2.5%-3.0% of revenues
over the next two years, reflecting higher investments in
automation and site rationalization to support organic growth
prospects. As financing costs have risen despite the lower debt
quantum, we project that FFO cash interest coverage will be around
3.0x and FOCF to debt between 4.5% and 7.0% in the next 12-18
months.

"Overall, we believe that Boparan should operate with good
financial headroom over fiscal 2025 and fiscal 2026. The group's
only maintenance financial covenant is a requirement to maintain
minimum EBITDA of GBP75 million, which is well within our base
case. We have not factored into our base case any debt-financed
acquisitions or dividend payments over the next two years as we
understand that the shareholder is focused on rapidly deleveraging
using internal cash flows.

"The stable outlook reflects our view that Boparan's operating
performance will remain resilient over the next 12 months,
supporting deleveraging. The group's refocus on the core U.K.
operations, along with a more flexible operating cost structure,
should help support EBITDA generation and FOCF. We believe that
Boparan should be able to maintain adjusted leverage in the
4.0x-4.5x range over the next 12-18 months, with FFO cash interest
coverage remaining around 3.0x.

"We could lower our ratings if we see adjusted leverage increasing
above 5.0x or FFO cash interest coverage dropping below 2.0x.
Additionally, we could take a negative rating action if FOCF turns
negative. This could occur as a result of operational disruptions,
an inability to realize benefits from investments in automation and
organizational cost reductions, or volume declines stemming from
weak consumer demand.

"We could raise our ratings if Boparan's operating performance
improves such that adjusted debt to EBITDA is close to 4x on a
sustained basis through a track record of robust EBITDA growth and
FOCF generation. This could stem from higher growth in volume sales
than we expect as better consumer spending sentiment strengthens
demand more than we anticipate. At the same time, successful
operational-improvement initiatives to reduce fixed costs and
improve productivity in a decisive manner would boost
profitability."

ESG factors are a neutral consideration overall in S&P's credit
ratings analysis of Boparan. The group is committed to increasing
the sustainability of its production and has a goal for 100% of the
chicken it supplies to come from higher-welfare sources by 2027.
This reflects consumers' growing attention to more ethical
practices and general consumption trends.

In addition, the next-generation farms that the group's
shareholders have developed are driven by innovation, integrating
both higher-welfare standards and advanced technology to reduce
energy consumption by up to 60%. Since 2020, Boparan has reduced
its carbon emissions by 14% and is committed to achieving net zero
by 2035, reducing water usage by 2% per year, halving food waste by
2030, and transitioning to 80% renewable electricity by 2025.


BRAINN WAVE: Opus Restructuring Named as Joint Administrators
-------------------------------------------------------------
Brainn Wave Limited was placed in administration proceedings in the
High Court of Justice Business and Property Courts in Manchester,
Insolvency & Companies List (ChD), Court Number: CR-2024-001396,
and Gary Norton Lee and Frank Ofonagoro of Opus Restructuring LLP
were appointed as administrators on Nov. 1, 2024.  

Brainn Wave engages in business and domestic software development
and data processing, hosting and related activities.

Its registered office is at 207 Regent Street, Level 3, London, W1B
3HH.  Its principal trading address is at Office 14, 2 Walker
Street, Edinburgh, EH3 7LA.

The joint administrators can be reached at:

              Gary Norton Lee
              Frank Ofonagoro
              Opus Restructuring LLP
              2nd Floor, 3 Hardman Square
              Spinningfields, Manchester
              M3 3EB

For further details, contact:

              Sam Knight
              Email: sam.knight@opusllp.com.
              Tel No: 01908 087 226


CSW PROCESS: Interpath Advisory Named as Joint Administrators
-------------------------------------------------------------
CSW Process Limited was placed in administration proceedings in
the High Court of Justice Business and Property Courts in Leeds
Insolvency and Companies List (ChD), Court Number:
CR-2024-LDS-001130, and HenHoward Smith and Richard Harrison of
Interpath Advisory were appointed as administrators on Nov. 11,
2024.  

CSW Process, trading as CSW, engages in construction activities.

Its registered office is at c/o Interpath Advisory, 4th Floor,
Tailors Corner Thirsk Row, Leeds, LS1 4DP. Principal trading
address is at Ripley Drive, Normanton Industrial Estate, Normanton,
England, WF6 1QT.

The administrators can be reached at:

              Howard Smith
              Richard Harrison
              Interpath Advisory, Interpath Ltd
              4th Floor, Tailors Corner
              Thirsk Row, Leeds
              LS1 4DP

Further details, contact:

              Ellie Underwood
              Tel No: 0113 512 0980


ELSTREE FUNDING 5: DBRS Finalizes BB(high) Rating on 2 Tranches
---------------------------------------------------------------
DBRS Ratings Limited finalized its provisional credit ratings on
the residential mortgage-backed notes issued by Elstree Funding No.
5 PLC (Elstree 5 or the Issuer) as follows:

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

The credit ratings assigned to the Class F and Class X notes differ
from the previously assigned provisional credit ratings of BB (low)
(sf) and BB (high) (sf), respectively. This is mainly because of
the lower-than-expected margins of the liabilities, which improved
the cash flow analysis of these notes in Morningstar DBRS' rating
stress scenarios.

The credit rating on the Class A notes addresses the timely payment
of interest and the ultimate repayment of principal on or before
the final maturity date in August 2061. The credit ratings on the
Class B, Class C, Class D, Class E, and Class F notes address the
timely payment of interest once they are the senior-most class of
notes outstanding, otherwise the ultimate payment of interest, and
the ultimate repayment of principal on or before the final maturity
date. The credit rating on the Class X notes addresses the ultimate
payment of principal. Morningstar DBRS does not rate the residual
certificates also expected to be issued in this transaction.

CREDIT RATING RATIONALE

The Issuer is a bankruptcy-remote, special-purpose vehicle
incorporated in England and Wales. The notes issued funded the
purchase of residential assets originated by West One Secured Loans
Limited (WOSL) part of the Enra Specialist Finance (Enra) in the
UK. WOSL acts as the servicer of the respective loans in the
portfolio. Enra is a UK specialist provider of property finance.
CSC Capital Markets UK Limited acts as the back-up servicer
facilitator.

The initial mortgage portfolio consists of GBP 228.7 million
second-lien owner-occupied and first- and second-lien buy-to-let
mortgages secured by properties in the UK.

The transaction includes a pre-funding mechanism where the seller
has the option to sell recently originated mortgage loans to the
Issuer subject to certain conditions to prevent a material
deterioration in credit quality (the Conditions for Acquisition of
Additional Mortgage Loans). The acquisition of these assets shall
occur before the first interest payment date using the proceeds
standing to the credit of the prefunding reserves. Any funds that
are not applied to purchase additional loans will flow through the
pre-enforcement principal priority of payments and pay down the
rated notes on a pro rata basis.

The Issuer issued six tranches of collateralized mortgage-backed
securities (the Class A notes as well as the Class B, Class C,
Class D, Class E, and Class F notes) to finance the purchase of the
portfolio and the prefunding principal reserve ledger at closing.
Additionally, the Issuer issued one class of noncollateralized
notes, the Class X notes, the proceeds of which the Issuer used to
fully fund the general reserve fund (GRF) and liquidity reserve
fund (LRF).

The transaction is structured to initially provide 14.75% of credit
enhancement to the Class A notes comprising of subordination of the
Class B to Class F notes.

The transaction features a fixed-to-floating interest rate swap,
given the presence of a portion of fixed-rate loans (with a
compulsory reversion to floating in the future) while the
liabilities shall pay a coupon linked to the daily compounded
Sterling Overnight Index Average. The swap counterparty is Lloyds
Bank Corporate Markets PLC (Lloyds). Based on Morningstar DBRS'
credit rating on Lloyds, the downgrade provisions outlined in the
documents, and the transaction structural mitigants, Morningstar
DBRS considers the risk arising from the exposure to Lloyds to be
consistent with the credit ratings assigned to the rated notes as
described in Morningstar DBRS' "Derivative Criteria for European
Structured Finance Transactions" methodology.

Furthermore, Citibank N.A., London Branch acts as the Issuer
Account Bank and National Westminster Bank Plc as the Collection
Account Bank. Both entities are privately rated by Morningstar
DBRS, meet the eligible credit ratings in structured finance
transactions, and are consistent with the credit ratings assigned
to the rated notes as described in Morningstar DBRS' "Legal
Criteria for European Structured Finance Transactions"
methodology.

Credit and liquidity support is provided by a GRF that was funded
at closing from the issuance of the Class X notes. The GRF is
non-amortizing, sized at 1.25% of the collateralized notes balance
at closing (Class A to Class F notes), minus the LRF. It covers
senior fees and expenses, swap payments, interest as well as
principal deficiency ledger (PDL) balances. An amortizing LRF
provides further liquidity support and covers senior fees and
expenses, swap payments as well as interest shortfalls for the
Class A and the Class B notes. The LRF is sized at 1.25% of Class A
and Class B notes. The LRF amortizes in line with these notes with
no triggers. In addition, principal borrowing is also envisaged
under the transaction documentation and can be used to cover for
interest shortfalls of the most senior outstanding class of notes
(except the Class X notes).

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" methodology;

-- The transaction's ability to withstand stressed cash flow
assumptions and repay the Class A, Class B, Class C, Class D, Class
E, Class F, and Class X 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.

Morningstar DBRS' credit ratings on the rated notes address the
credit risk associated with the identified financial obligations in
accordance with the relevant transaction documents. The associated
financial obligations for each of the rated notes are the related
Interest Amounts and the related Class Balances.

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

JOHN TRUSWELL: BDO LLP Named as Joint Administrators
----------------------------------------------------
John Truswell & Sons (Garage) Limited was placed in administration
proceedings in the High Court of Justice, Business and Property
Courts in Leeds, Court Number: 2024-LDS-001128, and Mark Thornton
and Simon Girling of BDO LLP were appointed as administrators on
Nov. 11, 2024.  

John Truswell specializes in freight transport by road.

Its registered office is at Fall Bank Industrial Estate, Dodworth,
Barnsley, S75 LSC to be changed to BDO LLP, 5 Temple Square, Temple
Street, Liverpool, L2 5RH.

The joint administrators can be reached at:

              Mark Thornton
              BDO LLP
              Central Square, 29 Wellington Street
              Leeds, LS1 4DL

             -- and --

             Simon Girling
             BDO LLP
             Bridgewater House, Finzels Reach
             Counterslip, Bristol
             BS1 6BX


Further Details Contact:

             Abby Lalor
             Email: BRCMTNorthandScotland@bdo.co.uk
             Tel No: +44 (0)161 817 7656


NEWDAY FUNDING 2021-3: DBRS Confirms BB Rating on E Notes
---------------------------------------------------------
DBRS Ratings Limited took credit rating actions on the notes listed
below (collectively, the Notes) issued by NewDay Funding Master
Issuer and NewDay Funding Loan Note Issuer following its annual
review of the Notes:

NewDay Funding Master Issuer
Series 2021-3:

-- Class A1 Notes confirmed at AAA (sf)
-- Class A2 Notes confirmed at AAA (sf)
-- Class B Notes confirmed at AA (sf)
-- Class C Notes confirmed at A (low) (sf)
-- Class D Notes confirmed at BBB (sf)
-- Class E Notes confirmed at BB (sf)
-- Class F Notes confirmed at B (high) (sf)

Series 2022-1:

-- Class A1 Notes confirmed at AAA (sf)
-- Class A2 Notes confirmed at AAA (sf)
-- Class B Notes confirmed at AA (sf)
-- Class C Notes confirmed at A (low) (sf)
-- Class D Notes confirmed at BBB (sf)
-- Class E Notes confirmed at BB (sf)
-- Class F Notes confirmed at B (high) (sf)

Series 2022-2:

-- Class C Notes confirmed at A (low) (sf)
-- Class D Notes confirmed at BBB (sf)
-- Class E Notes confirmed at BB (sf)
-- Class F Notes confirmed at B (high) (sf)

Series 2022-3:

-- Class A Notes confirmed at A (sf)
-- Class D Notes confirmed at BBB (sf)
-- Class E Notes confirmed at BB (sf)
-- Class F Notes confirmed at B (high) (sf)

Series 2023-1:

-- Class A1 Notes confirmed at AAA (sf)
-- Class A2 Notes confirmed at AAA (sf)
-- Class B Notes confirmed at AA (sf)
-- Class C Notes confirmed at A (sf)
-- Class D Notes confirmed at BBB (sf)
-- Class E Notes confirmed at BB (sf)
-- Class F Notes confirmed at B (high) (sf)

Series 2024-1:

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

Series 2024-2:

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

NewDay Funding Loan Note Issuer
Series 2022-2:

-- Class A Loan Note confirmed at AA (sf)

VFN-F1 V1:

-- Class A Notes confirmed at BBB (sf)
-- Class E Notes confirmed at BB (sf)
-- Class F Notes confirmed at B (high) (sf)

The credit ratings address the timely payment of scheduled interest
and the ultimate repayment of principal by the relevant legal final
maturity dates.

The Notes or each transaction is a securitization of near-prime
credit cards granted to individuals domiciled in the UK by NewDay
Ltd. (NewDay or the originator) and are issued out of NewDay
Funding Master Issuer or NewDay Funding Loan Note Issuer as part of
the NewDay Funding-related master issuance structure under the same
requirements regarding servicing, amortization events, priority of
distributions, and eligible investments. NewDay Cards Ltd. (NewDay
Cards) is the initial servicer with Lenvi Servicing Limited (Lenvi)
in place as the backup servicer for each transaction.

The credit ratings are based on the following analytical
considerations:

-- Each transaction's structure, including the form and
sufficiency of available credit enhancement to withstand stressed
cash flow assumptions and repay the issuer's financial obligations
according to the terms under which the Notes are issued

-- The credit quality of NewDay's portfolio, the characteristics
of the collateral, its historical performance and Morningstar DBRS'
expectation of charge-offs, monthly principal payment rate (MPPR)
and yield under various stress scenarios

-- NewDay's capabilities with respect to origination, underwriting
and its position in the market and financial strength.

-- An operational risk review of NewDay Cards and Lenvi with
respect to servicing

-- The transaction parties' financial strength regarding their
respective roles

-- The consistency of the transaction's structure with Morningstar
DBRS' "Legal Criteria for European Structured Finance Transactions"
methodology

-- The long term sovereign credit rating on United Kingdom of
Great Britain and Northern Ireland, currently rated AA with a
Stable trend.

TRANSACTION STRUCTURE

Each transaction typically includes a scheduled revolving period.
During this period, additional receivables may be purchased and
transferred to the securitized pool, provided that the eligibility
criteria set out in the transaction documents are satisfied. The
revolving period may end earlier than scheduled if certain events
occur, such as the breach of performance triggers or servicer
termination. The servicer may have the option to extend the
scheduled revolving period by up to 12 months. If the notes are not
fully redeemed at the end of their respective scheduled revolving
periods, the individual transaction would enter into a rapid
amortization.

Each transaction includes a series-specific liquidity reserve that
has been replenished to the target amount in the transaction's
interest waterfalls. The liquidity reserve is available to cover
the shortfalls in senior expenses, senior swap payments if
applicable and interest due on the Class A Class B, Class C and
Class D Notes and would amortize to the target amount, subject to a
floor of GBP 250,000.

As all British pounds sterling (GBP)-denominated Notes carry
floating-rate coupons based on the daily compounded Sterling
Overnight Index Average (Sonia), there is an interest rate mismatch
between the fixed-rate collateral and the floating-rate Notes. The
potential interest rate mismatch risk is to a certain degree
mitigated by excess spread and the originator's ability to increase
the credit card contractual rate and is considered in Morningstar
DBRS' cashflow analysis.

As the NewDay Funding Master Issuer Series 2021-3, Series 2022-1
and Series 2023-1 have Class A2 Notes denominated in U.S. dollars
(USD), there are balance-guaranteed, cross-currency swaps in each
transaction to hedge the currency risk between the GBP-denominated
collateral and the USD-denominated Class A2 Notes.

COUNTERPARTIES

HSBC Bank plc is the account bank for each transaction. Based on
Morningstar DBRS' private credit ratings on HSBC Bank
plc and the downgrade provisions outlined in the transaction
documents, Morningstar DBRS considers the risk arising
from the exposure to the account bank to be commensurate with the
credit ratings assigned.

BNP Paribas SA, ING Bank N.V. and Banco Santander SA are the swap
counterparties for the NewDay Funding Master Issuer, Series 2021-3
Class A2 swap, 2022-1 Class A2 swap and 2023-1 Class A2 swap,
respectively. Morningstar DBRS has a Long-Term Issuer Rating of AA
(low) on BNP Paribas SA, AA (low) on ING Bank N.V. and A (high) on
Banco Santander SA which all meet the criteria to act in such
capacity. The swap documentation for the above transactions also
contains downgrade provisions consistent with Morningstar DBRS'
criteria.

PORTFOLIO ASSUMPTIONS

The most recent total payment rate including the interest
collections of the eligible portfolio was 14.7% based on the
October 2024 investor report and continued to remain above
historical levels. While the recent levels do not appear to be
susceptible to the current inflationary pressures and interest
rates, Morningstar DBRS elected to maintain the expected MPPR at 8%
after removing the interest collections.

The most recent total yield of the eligible portfolio from the
October 2024 investor report was 33.3%, up from the record low of
26% in May 2020 as a result of the consistent repricing of credit
card rates by NewDay following the Bank of England base rate
increases since mid-2022. After consideration of the observed
trends and the removal of spend-related fees, Morningstar DBRS also
maintained the expected yield at 27%.

Furthermore, the annualized charge-off rate of the eligible
portfolio was 13.6% from the October 2024 investor report after
reaching a record high of 17.6% in April 2020. Based on the
analysis of historical charge-off rates, delinquencies and
consideration of the current interest levels, Morningstar DBRS also
maintained the expected charge-off rate at 18%.

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


NEWDAY FUNDING 2024-3: DBRS Finalizes BB Rating on E Notes
----------------------------------------------------------
DBRS Ratings Limited finalized provisional credit ratings on the
following classes of notes (collectively, the Notes) issued by
NewDay Funding Master Issuer plc (the Issuer):

-- Series 2024-3, Class A Notes at AAA (sf)
-- Series 2024-3, Class B Notes at AA (sf)
-- Series 2024-3, Class C Notes at A (sf)
-- Series 2024-3, Class D Notes at BBB (sf)
-- Series 2024-3, Class E Notes at BB (sf)
-- Series 2024-3, Class F Notes at B (high) (sf)

The credit ratings of the Notes address the timely payment of
scheduled interest and the ultimate repayment of principal by the
legal final maturity date.

The transaction is a securitization of near-prime credit cards
granted to individuals domiciled in the UK by NewDay Ltd. (NewDay)
and are issued out of the Issuer as part of the NewDay
Funding-related master issuance structure under the same
requirements regarding servicing, amortization events, priority of
distributions, and eligible investments. NewDay Cards Ltd. (NewDay
Cards) is the initial servicer with Lenvi Servicing Limited in
place as the backup servicer for the transaction.

CREDIT RATING RATIONALE

The credit ratings of the Notes are based on the following
analytical considerations:

-- The transaction's structure, including the form and sufficiency
of available credit enhancement to withstand stressed cash flow
assumptions and repay the Issuer's financial obligations according
to the terms under which the Notes are issued.

-- The credit quality of NewDay's portfolio, the characteristics
of the collateral, its historical performance and Morningstar DBRS
expectation of charge-offs, monthly principal payment rates
(MPPRs), and yield rates under various stress scenarios.

-- Morningstar DBRS operational risk review of NewDay and NewDay
Cards' capabilities regarding origination, underwriting, servicing,
position in the market and financial strength.

-- The transaction parties' financial strength regarding their
respective roles.

-- The consistency of the transaction's structure with Morningstar
DBRS' methodology "Legal Criteria for European Structured Finance
Transactions".

-- Morningstar DBRS long-term sovereign credit rating on United
Kingdom of Great Britain and Northern Ireland, currently at AA with
a Stable trend.

TRANSACTION STRUCTURE

The transaction includes a scheduled revolving period. During this
period, additional receivables may be purchased and transferred to
the securitized pool, provided that the eligibility criteria set
out in the transaction documents are satisfied. The revolving
period may end earlier than scheduled if certain events occur, such
as the breach of performance triggers or servicer termination. On
the other hand, the servicer may extend the scheduled revolving
period by up to 12 months. If the Notes are not fully redeemed at
the end of the scheduled revolving period, the transaction will
enter into a rapid amortization.

The transaction also includes a series-specific liquidity reserve
to cover shortfalls in senior expenses, senior swap payments (if
applicable) and interest on the Class A, Class B, Class C and Class
D Notes (collectively, Senior Classes) and would amortize to the
target amount of 2.5% of Senior Classes' outstanding balance,
subject to a floor of GBP 250,000.

As the Notes are denominated in GBP with floating-rate coupons
based on the daily compounded Sterling Overnight Index Average
(Sonia), there is an interest rate mismatch between the fixed-rate
collateral and the Sonia-based coupon rates. The potential risk is
to a certain degree mitigated by excess spread and NewDay's ability
to increase the credit card annual percentage rates.

COUNTERPARTY

HSBC Bank plc is the account bank for the transaction. Based on
Morningstar DBRS private credit ratings on HSBC Bank plc and the
downgrade provisions outlined in the transaction documents,
Morningstar DBRS considers the risk arising from the exposure to
the account bank to be commensurate with the credit ratings
assigned.

PORTFOLIO ASSUMPTIONS

The most recent total payment rate including the interest
collections of the eligible portfolio was 14.7% based on the
October 2024 investor report and continued to remain above
historical levels. While the recent levels do not appear to be
susceptible to the current inflationary pressures and interest
rates, Morningstar DBRS elected to maintain the expected MPPR at 8%
after removing the interest collections.

The most recent total portfolio yield of the eligible portfolio
from the October 2024 investor report was 33.3%, up from the record
low of 26% in May 2020 as a result of the consistent repricing of
credit card rates by NewDay following the Bank of England base rate
increases since mid-2022. After consideration of the observed
trends and the removal of spend-related fees, Morningstar DBRS also
maintained the expected yield at 27%.

Furthermore, the October 2024 investor report annualized charge-off
rate of the eligible portfolio was 13.6% after reaching a record
high of 17.6% in April 2020. Based on the analysis of historical
charge-off rates, delinquencies and consideration of the current
inflationary environment, Morningstar DBRS also maintained the
expected charge-off rate at 18%.

Notes: All figures are in Pound Sterling unless otherwise noted.


PIERPONT BTL 2024-1: DBRS Finalizes BB(high) Rating on X Notes
--------------------------------------------------------------
DBRS Ratings Limited finalized provisional credit ratings to the
following classes of notes to be issued by Pierpont BTL 2024-1 PLC
(the Issuer):

-- Class A Notes Provis.-Final at AAA (sf) from (P) AAA (sf)

-- Class B Notes Provis.-Final at AA (low) (sf) from (P) AA (low)
(sf)

-- Class C Notes Provis.-Final at A (sf) from (P) A (low) (sf)

-- Class D Notes Provis.-Final at BBB (high) (sf) from (P) BBB
(sf)

-- Class E Notes Provis.-Final at BBB (low) (sf) from (P) BB
(high) (sf)

-- Class X Notes Provis.-Final at BB (high) (sf) from (P) BB
(high) (sf)

The credit rating on the Class A notes addresses the timely payment
of interest and ultimate payment of principal on or before the
final maturity date. The credit ratings on the Class B to E notes
address the timely payment of interest once they are the most
senior class and the ultimate repayment of principal on or before
the final maturity date. The credit rating on the Class X notes
addresses the ultimate repayment of interest and principal on or
before the final maturity date.

CREDIT RATING RATIONALE

The transaction represents the issuance of United Kingdom of Great
Britain and Northern Ireland (UK) residential mortgage-backed
securities (RMBS) backed by first-lien, buy-to-let (BTL) mortgage
loans. The Issuer is a bankruptcy-remote special-purpose vehicle
incorporated in the UK. The notes issuance has funded the purchase
of UK first-lien mortgage loans originated and serviced by
LendInvest BTL Limited (LendInvest) and MTF (LE) Limited (MTF) (the
Originators and Servicers), and subsequently purchased by JPMorgan
Chase Bank, N.A., London branch (the Seller).

This is the third securitization from the Pierpont BTL series, the
first rated by Morningstar DBRS, following Pierpont BTL 2021-1 PLC
and Pierpont BTL 2023-1 PLC. The mortgage portfolio as of August
2024 consists of GBP 299.7 million of first-lien mortgage loans
collateralized by BTL properties in the UK. The pool has a
seasoning of six months and yields a current weighted-average
coupon of 5.5%.

Liquidity in the transaction is provided by a liquidity reserve
fund (LRF), which covers senior costs and expenses as well as
interest shortfalls for the Class A notes. In addition, the LRF is
also available to cover interest shortfalls in the Class B notes as
long as either they are the most senior class of notes outstanding
or that the debit balance in their principal deficiency ledger does
not exceed 10% of the initial principal amount of the Class B notes
at closing.

Principal borrowing is also envisaged under the transaction
documentation and can be used to cover senior costs and expenses,
including swap payments, as well as interest shortfalls of Classes
A to E, subject to being the most senior class of notes
outstanding.

The transaction also features a fixed-to-floating interest rate
swap, given the presence of fixed-rate loans (which would revert to
a floating rate in the future), while the liabilities will pay a
coupon linked to Sterling Overnight Index Average. The swap
counterparty appointed as of closing is J.P. Morgan SE.
Furthermore, Citibank, N.A., London Branch has been appointed as
the Issuer Account Bank, and Barclays Bank PLC acts as the
Collection Account Bank.

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, Class
E, and Class X 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.

Morningstar DBRS' credit ratings on the rated notes address the
credit risk associated with the identified financial obligations in
accordance with the relevant transaction documents. The associated
financial obligations for each of the rated notes are the related
Interest Payment Amounts and the related Class Balances.

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


SOPHOS INTERMEDIATE: S&P Affirms 'B-' ICR & Alters Outlook to Pos.
------------------------------------------------------------------
S&P Global Ratings revised its ratings outlook on Sophos
Intermediate I Ltd. to positive. S&P also affirmed its 'B-'
long-term issuer credit rating, along with its 'B-' issue rating on
its senior secured debt. The '3' recovery rating on the debt
facilities remains unchanged, indicating its expectation of about
55% recovery in the event of default.

S&P said, "The positive outlook reflects our expectations that
Sophos will successfully complete the acquisition of Secureworks
and integrate it into the framework, improving Sophos' business
position going forward. We expect leverage will keep below 7.5x and
FOCF to debt will remain above 5%. We will consider revising the
outlook over the next 6-12 months, contingent upon the successful
integration of Secureworks.

"The outlook revision reflects our forecast that following the
acquisition, financial metrics could support a higher rating. We
expect that strong performance in endpoint and network
subscriptions will support the company's organic revenue and profit
growth. We expect billings in fiscal 2025 (ending March 2025) will
increase by north of 15% to $1.3 billion. This includes our
assumption of Sophos' organic improvement in billings by
approximately 10%, as well as consolidation of Secureworks from
fourth-quarter fiscal 2025, which is when we expect the transaction
to complete."

In fiscal 2026 we forecast consolidated billings to grow 25%. This
has support from Secureworks' full-year billings growing
organically by about 5%.

S&P said, "At the same time, we expect consolidated EBITDA margin
to remain solid nearly 30% in fiscal 2025, reflecting Sophos' solid
organic performance and a further reduction in operating costs
compared with fiscal 2024. Starting in fiscal 2026, we expect
EBITDA margin to stabilize in the high-20% area due to weak
profitability of Secureworks on a stand-alone basis, as well as
incorporating expected cost synergies and associated exceptional
costs. We forecast adjusted EBITDA will increase to slightly above
$375 million and to nearly $415 million in fiscals 2025 and 2026,
respectively.

"Since the transaction will be partially financed with new debt
issuance, we estimate that this will cause a temporary hike in S&P
Global Ratings-adjusted leverage of about 6.5x in fiscal 2025 from
5.6x in fiscal 2024. However, we believe the combined company could
still maintain S&P Global Ratings-adjusted leverage below
7.5x--commensurate with a higher rating--if Sophos's organic
performance and integration synergies are in line with our base
case.

"The acquisition will strengthen Sophos' business position in the
longer-term. We believe this transaction will improve Sophos'
product offering, strengthening its managed detection and response
(MDR) and extended detection and response (XDR) segments.
Historically, Sophos was mainly focusing on endpoint and network
solutions. Its own MDR solutions accounted for over 10% of fiscal
2024 revenue. Through Secureworks, Sophos will acquire one of the
market-leading MDR/XDR frameworks, putting it closer to larger
cyber security peers and strengthening its competitive advantage.
It will also expand cross-selling opportunities through
Secureworks' client base, which mainly consists of large
enterprises. The acquisition will also enhance Sophos' scale of
operations.

"We note execution risks integrating Secureworks into Sophos'
framework. Between fiscal 2020 and 2024, Secureworks' top line
declined 32% due to its transition from legacy products toward a
proprietary Taegis MDR platform. Amid this transformation, the
company's EBITDA remained only breakeven, and cash flow generation
was negative. Now, Secureworks has largely completed its business
transformation, but we remain cautious in our assumptions for
future billings growth and potential integration risks for Sophos.
We forecast Sophos will achieve most of its planned cost reductions
in 2026.

"We expect cash flow generation and interest coverage will remain
solid in fiscals 2025-2026. We forecast Sophos to maintain solid
cash generation going forward on the back of robust EBITDA margins
and low capital expenditure (capex) requirements. Cash flow in
fiscal 2025 is mainly fueled by recovery in billings. S&P Global
Ratings-adjusted FOCF was $144 million in fiscal 2024 due to a
disruption from implementing the new lead-to-cash system. We expect
S&P Global Ratings-adjusted FOCF to recover to $150 million-$160
million in fiscal 2025 and could expand further to $160
million-$170 million in fiscal 2026, thanks to growing scale of
operations and cost efficiencies. The company's cash flows are
slightly restrained by interest expense of $165 million-$170
million due to an increase in financial debt and still-elevated
interest rates environment and lack of hedging. However, we
forecast EBITDA interest coverage remaining solid at around 2.0x in
fiscal 2025-2026.

"The positive outlook reflects our view that if Sophos successfully
completes the acquisition and integrates SecureWorks as planned,
this will likely enhance its business strength and maintain S&P
Global Ratings-adjusted leverage and FOCF to debt metrics enough to
support a higher rating."

S&P could revise the outlook to stable if adjusted leverage
increases above 7.5x, FOCF to debt declines below 5%, and EBITDA
interest coverage remains below 2.0x. This could happen if it
observes:

-- A slowdown in Sophos' stand-alone billings due to loss of
customers.

-- Integration-related expenses above S&P's base case or technical
disruptions leading to much weaker cost synergies between Sophos
and Secureworks, as well as weaker billings, EBITDA, and FOCF
generation than we forecast.

S&P could raise the rating in the next 6-12 months if,
post-acquisition, Sophos:

-- Continues to expand organic revenue and EBITDA and successfully
integrates Secureworks into Sophos' infrastructure, achieving cost
synergies in line with our base case; and

-- Maintains its S&P Global-adjusted debt to EBITDA at less than
7.5x and FOCF to debt above 5% and increases EBITDA interest
coverage above 2.0x.


WIDMER ADELAIDE: Lucas Ross Named as Administrators
---------------------------------------------------
Widmer Adelaide Limited was placed in administration proceedings in
the High Court of Justice, Court Number: CR-2024-006744, and
Stephen Lancaster of Lucas Ross Limited was appointed as
administrators on Nov. 8, 2024.  

Widmer Adelaide fka AT Flooring Contracts Ltd specializes in
business support service activities.

Its registered office is at Lucas Ross Limited, c/o Stanmore House,
64-68 Blackburn Street, Manchester, M26 2JS.  Its principal trading
address is at  Tenax Road, Trafford Park, Stretford, Manchester,
M17 1JT.

The joint administrators can be reached at:

             Stephen Lancaster
             Lucas Ross Limited
             Stanmore House
             64-68 Blackburn Street
             Radcliffe, Manchester
             M26 2JS

Further Details Contact:

             Stephen Lancaster
             Tel No: 0161 509 5095




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

[*] BOND PRICING: For the Week November 11 to November 15, 2024
---------------------------------------------------------------
Issuer                Coupon    Maturity Currency Price
------                ------    -------- -------- -----
Altice France Holdin  10.500    5/15/2027  USD   31.645
NCO Invest SA         10.000   12/30/2026  EUR    0.152
NCO Invest SA         10.000   12/30/2026  EUR    0.152
Cabonline Group Hold  12.487    4/19/2026  SEK   39.472
Ferralum Metals Grou  10.000   12/30/2026  EUR   28.500
Codere Finance 2 Lux  11.000    9/30/2026  EUR   45.085
Turkiye Government B  10.400   10/13/2032  TRY   47.000
Marginalen Bank Bank  12.039               SEK    7.001
Avangardco Investmen  10.000   10/29/2018  USD    0.186
Fastator AB           12.500    9/26/2025  SEK   40.707
Oscar Properties Hol  11.270     7/5/2024  SEK    0.081
IOG Plc               12.498    9/22/2025  EUR    1.204
Fastator AB           12.500    9/25/2026  SEK   32.572
Saderea DAC           12.500   11/30/2026  USD   48.693
Codere Finance 2 Lux  11.000    9/30/2026  EUR
Immigon Portfolioabb  10.055               EUR   14.626
UkrLandFarming PLC    10.875    3/26/2018  USD    1.849
Tinkoff Bank JSC Via  11.002               USD   42.875
Bilt Paper BV         10.360               USD    0.562
Ilija Batljan Invest  10.007               SEK   10.000
Plusplus Capital Fin  11.000    7/29/2026  EUR    7.281
Privatbank CJSC Via   10.250    1/23/2018  USD    3.678
Fastator AB           12.500    9/24/2027  SEK   41.006
Bulgaria Steel Finan  12.000     5/4/2013  EUR    0.216
Kvalitena AB publ     10.067     4/2/2024  SEK   45.750
Transcapitalbank JSC  10.000               USD    1.450
Privatbank CJSC Via   11.000     2/9/2021  USD    0.500
Sidetur Finance BV    10.000    4/20/2016  USD    0.777
R-Logitech Finance S  10.250    9/26/2027  EUR   15.000
Privatbank CJSC Via   10.875    2/28/2018  USD    5.217
Altice France Holdin  10.500    5/15/2027  USD   31.500
Ukraine Government B  11.000    4/20/2037  UAH   34.907
UkrLandFarming PLC    10.875    3/26/2018  USD    1.849
NTRP Via Interpipe L  10.250     8/2/2017  USD    1.002
UBS AG/London         10.000    3/23/2026  USD   36.620
Serica Energy Chinoo  12.500    9/27/2019  USD    1.500
Phosphorus Holdco PL  10.000     4/1/2019  GBP    0.146
Ukraine Government B  11.000    4/24/2037  UAH   37.672
Teksid Aluminum Luxe  12.375    7/15/2011  EUR    0.619
Bilt Paper BV         10.360               USD    0.562
Privatbank CJSC Via   10.875    2/28/2018  USD    5.217
BNP Paribas Emission  15.000    9/25/2025  EUR   52.870
Societe Generale SA   20.000    7/21/2026  USD    3.070
Societe Generale SA   11.000    7/14/2026  USD   14.500
Societe Generale SA   23.510    6/23/2026  USD    6.625
Societe Generale SA   20.000   11/28/2025  USD   11.530
Leonteq Securities A  20.800     2/5/2025  CHF   32.090
Societe Generale SA   23.500     3/3/2025  USD   48.920
UBS AG/London         17.500     2/7/2025  USD
Evocabank CJSC        11.000    9/27/2025  AMD    0.000
Societe Generale SA   26.640   10/30/2025  USD    1.300
BNP Paribas Issuance  20.000    9/18/2026  EUR   22.880
Leonteq Securities A  19.000   11/22/2024  CHF   21.130
Leonteq Securities A  12.640   11/20/2024  CHF   39.650
UniCredit Bank GmbH   20.000   12/31/2024  EUR   39.290
Societe Generale SA   21.000   12/26/2025  USD   26.860
Goldman Sachs Intern  16.288    3/17/2027  USD   22.060
Deutsche Bank AG/Lon  12.780    3/16/2028  TRY   48.054
Tonon Luxembourg SA   12.500    5/14/2024  USD    2.216
Tonon Luxembourg SA   12.500    5/14/2024  USD    2.216
Deutsche Bank AG/Lon  14.900    5/30/2028  TRY   49.727
Ukraine Government B  11.000    2/16/2037  UAH   34.979
Banco Espirito Santo  10.000    12/6/2021  EUR    0.058
Elli Investments Ltd  12.250    6/15/2020  GBP    1.000
Elli Investments Ltd  12.250    6/15/2020  GBP    1.000
BLT Finance BV        12.000    2/10/2015  USD   10.500
Petromena ASA         10.850   11/19/2018  USD    0.622
KPNQwest NV           10.000    3/15/2012  EUR    1.197
Leonteq Securities A  22.200    4/29/2025  CHF   34.790
Bank Vontobel AG      26.000     3/5/2025  CHF   37.100
Bank Vontobel AG      14.500     4/4/2025  CHF   42.000
Bank Vontobel AG      12.000    4/11/2025  CHF   41.200
Bank Vontobel AG      24.000    4/14/2025  CHF   44.800
Leonteq Securities A  24.000    4/23/2025  CHF   30.680
Bank Vontobel AG      12.000     3/5/2025  CHF   42.500
Leonteq Securities A  20.000    1/22/2025  CHF   13.220
Basler Kantonalbank   14.200    9/17/2025  CHF   38.690
Bank Julius Baer & C  12.000    5/28/2025  USD   36.900
Bank Vontobel AG      14.250    5/30/2025  USD   32.400
Landesbank Baden-Wue  11.500    4/24/2026  EUR   23.520
Bank Vontobel AG      11.000    4/29/2025  CHF   10.200
Bank Vontobel AG      12.000    6/17/2025  CHF   14.600
UniCredit Bank GmbH   12.250    2/28/2025  EUR   35.250
Bank Vontobel AG      20.000    7/31/2025  CHF   22.600
Swissquote Bank Euro  17.590    4/22/2025  USD   50.000
Swissquote Bank SA    14.960     7/1/2025  CHF   38.860
Vontobel Financial P  23.250    6/27/2025  EUR   33.350
Bank Vontobel AG      15.000   10/14/2025  USD   43.500
UBS AG/London         21.600     8/2/2027  SEK   17.640
Bank Vontobel AG      13.500     1/8/2025  CHF    2.900
Vontobel Financial P  14.250   12/31/2024  EUR   56.040
Vontobel Financial P  17.500   12/31/2024  EUR   49.520
UniCredit Bank GmbH   16.550    8/18/2025  USD   17.990
Swissquote Bank Euro  18.530     3/5/2025  CHF   36.430
Bank Vontobel AG      14.000     3/5/2025  CHF    4.900
DZ Bank AG Deutsche   18.200    3/28/2025  EUR   48.180
Erste Group Bank AG   10.750    3/31/2026  EUR   38.950
Leonteq Securities A  12.000    12/4/2024  CHF   45.810
Leonteq Securities A  20.000   12/11/2024  CHF   42.300
Bank Vontobel AG      11.000    4/11/2025  CHF    7.800
Vontobel Financial P  20.250   12/31/2024  EUR   16.060
Leonteq Securities A  18.000   12/27/2024  CHF   31.650
Vontobel Financial P  12.750   12/31/2024  EUR   44.630
Vontobel Financial P  11.000   12/31/2024  EUR   49.950
Leonteq Securities A  11.000     1/9/2025  CHF   42.740
Leonteq Securities A  20.000    3/11/2025  CHF   17.140
Raiffeisen Switzerla  16.500    3/11/2025  CHF   17.090
Leonteq Securities A  24.000    1/13/2025  CHF    4.050
UniCredit Bank GmbH   10.700     2/3/2025  EUR   14.090
UniCredit Bank GmbH   10.700    2/17/2025  EUR   14.390
Erste Group Bank AG   14.500    5/31/2026  EUR   33.700
UniCredit Bank GmbH   13.400    8/22/2025  EUR
UniCredit Bank GmbH   11.200   12/28/2026  EUR   43.310
Leonteq Securities A  22.600    6/24/2025  CHF   46.630
Vontobel Financial P  18.500    6/27/2025  EUR   32.850
DZ Bank AG Deutsche   16.000    6/27/2025  EUR   44.740
DZ Bank AG Deutsche   18.500    3/28/2025  EUR   28.440
DZ Bank AG Deutsche   17.600    6/27/2025  EUR   27.630
Vontobel Financial P  29.200    1/17/2025  EUR   35.908
Raiffeisen Switzerla  16.000     3/4/2025  CHF   17.600
Leonteq Securities A  16.000     3/4/2025  CHF   35.530
Leonteq Securities A  14.500    2/27/2025  CHF   48.160
Finca Uco Cjsc        12.000    2/10/2025  AMD    0.000
Leonteq Securities A  20.000    3/21/2025  CHF   35.450
Vontobel Financial P  13.000   12/31/2024  EUR   58.830
Vontobel Financial P  14.750   12/31/2024  EUR   56.000
Vontobel Financial P  20.000   12/31/2024  EUR   43.840
Vontobel Financial P  11.000   12/31/2024  EUR   62.000
Vontobel Financial P  16.750   12/31/2024  EUR   53.500
Vontobel Financial P  17.250   12/31/2024  EUR   46.320
DZ Bank AG Deutsche   15.500   12/31/2024  EUR   35.760
DZ Bank AG Deutsche   17.100   12/31/2024  EUR   31.110
Landesbank Baden-Wue  10.000   10/24/2025  EUR   18.610
Landesbank Baden-Wue  11.000    2/27/2026  EUR   20.880
Landesbank Baden-Wue  10.500    4/24/2026  EUR   22.850
Landesbank Baden-Wue  13.000    4/24/2026  EUR   24.970
Raiffeisen Schweiz G  16.000    2/19/2025  CHF   31.290
Swissquote Bank Euro  25.320    2/26/2025  CHF   26.400
DZ Bank AG Deutsche   13.200    3/28/2025  EUR   33.920
DZ Bank AG Deutsche   18.900    3/28/2025  EUR   35.480
DZ Bank AG Deutsche   21.200    3/28/2025  EUR   32.960
DZ Bank AG Deutsche   12.500   12/31/2024  EUR   47.210
DZ Bank AG Deutsche   11.050    5/23/2025  EUR   42.020
Zurcher Kantonalbank  23.000     3/5/2025  CHF   37.800
Leonteq Securities A  24.000    1/16/2025  CHF   20.080
Raiffeisen Switzerla  11.000     1/3/2025  CHF   28.020
Landesbank Baden-Wue  16.500    4/28/2025  EUR   21.050
Landesbank Baden-Wue  11.000     1/2/2026  EUR   21.160
Landesbank Baden-Wue  16.000     1/2/2026  EUR   24.060
Landesbank Baden-Wue  13.000    6/27/2025  EUR   20.560
Landesbank Baden-Wue  10.500    4/28/2025  EUR   22.090
Landesbank Baden-Wue  19.000    4/28/2025  EUR   20.960
DZ Bank AG Deutsche   22.800    3/28/2025  EUR   38.880
Landesbank Baden-Wue  16.000    6/27/2025  EUR   19.960
Landesbank Baden-Wue  15.000     1/3/2025  EUR   23.960
Landesbank Baden-Wue  10.500    2/28/2025  EUR   47.620
Landesbank Baden-Wue  11.500    2/28/2025  EUR   21.560
Landesbank Baden-Wue  15.000    2/28/2025  EUR   19.460
Landesbank Baden-Wue  19.000    2/28/2025  EUR   18.350
Leonteq Securities A  18.000    2/20/2025  CHF   32.260
DZ Bank AG Deutsche   14.100    3/28/2025  EUR   46.880
DZ Bank AG Deutsche   18.600    3/28/2025  EUR   42.710
DZ Bank AG Deutsche   23.600    3/28/2025  EUR   31.130
DZ Bank AG Deutsche   23.400   12/31/2024  EUR   27.120
Vontobel Financial P  26.450    1/24/2025  EUR   16.306
Swissquote Bank Euro  19.340     8/5/2025  USD   42.850
Vontobel Financial P  18.500   12/31/2024  EUR   46.940
Vontobel Financial P  11.250   12/31/2024  EUR   55.620
Vontobel Financial P  13.000   12/31/2024  EUR   53.090
Vontobel Financial P  14.750   12/31/2024  EUR   50.820
Vontobel Financial P  16.500   12/31/2024  EUR   48.860
Landesbank Baden-Wue  16.000     1/3/2025  EUR   18.090
Landesbank Baden-Wue  22.000     1/3/2025  EUR   15.230
Landesbank Baden-Wue  25.000     1/3/2025  EUR   14.110
Landesbank Baden-Wue  16.000    6/27/2025  EUR   17.430
BNP Paribas Emission  13.000   12/30/2024  EUR   38.130
DZ Bank AG Deutsche   11.500   12/31/2024  EUR   14.970
DZ Bank AG Deutsche   23.100   12/31/2024  EUR   48.070
Landesbank Baden-Wue  19.000     1/3/2025  EUR   16.440
Landesbank Baden-Wue  14.000    6/27/2025  EUR   17.380
Landesbank Baden-Wue  19.000    6/27/2025  EUR   18.310
Landesbank Baden-Wue  21.000    6/27/2025  EUR   18.770
Landesbank Baden-Wue  10.500     1/2/2026  EUR   17.260
Zurcher Kantonalbank  14.000    6/17/2025  USD   37.830
Raiffeisen Schweiz G  10.000   12/31/2024  CHF   46.940
Landesbank Baden-Wue  12.000    2/27/2026  EUR   21.570
Vontobel Financial P  16.000    3/28/2025  EUR   21.550
Swissquote Bank SA    24.070     5/6/2025  CHF   32.790
DZ Bank AG Deutsche   16.400    3/28/2025  EUR   44.680
Swissquote Bank SA    20.060    5/22/2025  CHF   32.880
DZ Bank AG Deutsche   20.400    3/28/2025  EUR   26.570
Vontobel Financial P  20.250   12/31/2024  EUR   45.350
Landesbank Baden-Wue  12.000     1/3/2025  EUR   20.290
Landesbank Baden-Wue  15.000     1/3/2025  EUR   16.900
Landesbank Baden-Wue  18.000     1/3/2025  EUR   15.490
Leonteq Securities A  21.000   12/18/2024  CHF   34.810
Inecobank CJSC        10.000    4/28/2025  AMD    0.000
Leonteq Securities A  10.340    8/31/2026  EUR   43.200
Bank Vontobel AG      11.500    1/14/2025  EUR   48.700
Basler Kantonalbank   10.000    1/20/2025  EUR   47.360
UBS AG/London         11.000    1/20/2025  EUR   46.450
HSBC Trinkaus & Burk  14.100   12/30/2024  EUR   16.560
HSBC Trinkaus & Burk  11.400   12/30/2024  EUR   18.390
HSBC Trinkaus & Burk  16.000    3/28/2025  EUR   18.440
HSBC Trinkaus & Burk  15.100    3/28/2025  EUR   18.740
HSBC Trinkaus & Burk  11.000    3/28/2025  EUR   20.810
HSBC Trinkaus & Burk  13.400    6/27/2025  EUR   21.560
HSBC Trinkaus & Burk  11.500    6/27/2025  EUR   22.580
HSBC Trinkaus & Burk  15.200   12/30/2024  EUR   10.220
HSBC Trinkaus & Burk  16.300    3/28/2025  EUR    9.210
HSBC Trinkaus & Burk  14.400    3/28/2025  EUR    9.090
HSBC Trinkaus & Burk  13.900   12/30/2024  EUR   46.050
HSBC Trinkaus & Burk  12.800    3/28/2025  EUR   47.720
Landesbank Baden-Wue  12.000    1/24/2025  EUR   16.680
Landesbank Baden-Wue  15.500    1/24/2025  EUR   14.050
Bank Vontobel AG      10.500    5/12/2025  EUR   38.600
ACBA Bank OJSC        11.500     3/1/2026  AMD    9.500
HSBC Trinkaus & Burk  15.100   12/30/2024  EUR   47.490
HSBC Trinkaus & Burk  16.100   12/30/2024  EUR   15.130
HSBC Trinkaus & Burk  11.100   12/30/2024  EUR   17.890
HSBC Trinkaus & Burk  15.900    3/28/2025  EUR   18.150
HSBC Trinkaus & Burk  15.000    3/28/2025  EUR   18.410
HSBC Trinkaus & Burk  13.300    6/27/2025  EUR   21.360
HSBC Trinkaus & Burk  11.300    6/27/2025  EUR   22.030
Basler Kantonalbank   10.000     2/3/2025  EUR   41.510
HSBC Trinkaus & Burk  16.300   12/30/2024  EUR   15.450
HSBC Trinkaus & Burk  13.100   12/30/2024  EUR   17.230
Landesbank Baden-Wue  10.000    6/27/2025  EUR   19.520
HSBC Trinkaus & Burk  18.100   12/30/2024  EUR   11.110
DZ Bank AG Deutsche   16.500   12/27/2024  EUR   14.940
DZ Bank AG Deutsche   14.300   12/31/2024  EUR   30.950
BNP Paribas Issuance  19.000    9/18/2026  EUR    0.980
Leonteq Securities A  25.000   12/18/2024  CHF   20.650
HSBC Trinkaus & Burk  10.250   12/30/2024  EUR   25.080
HSBC Trinkaus & Burk  17.500   12/30/2024  EUR   39.580
UniCredit Bank GmbH   18.800   12/31/2024  EUR   39.560
UniCredit Bank GmbH   19.700   12/31/2024  EUR
BNP Paribas Emission  12.000   12/30/2024  EUR   47.720
BNP Paribas Emission  13.000   12/30/2024  EUR   44.940
BNP Paribas Emission  14.000   12/30/2024  EUR   41.340
BNP Paribas Emission  17.000   12/30/2024  EUR   38.030
BNP Paribas Emission  16.000   12/30/2024  EUR   49.460
BNP Paribas Emission  17.000   12/30/2024  EUR   47.500
BNP Paribas Emission  16.000   12/30/2024  EUR   49.500
BNP Paribas Emission  13.000   12/30/2024  EUR   40.490
BNP Paribas Emission  17.000   12/30/2024  EUR   46.420
UniCredit Bank GmbH   19.300   12/31/2024  EUR
Raiffeisen Schweiz G  17.500   11/20/2024  CHF   43.610
Bank Vontobel AG      21.000   12/23/2024  CHF   33.000
DZ Bank AG Deutsche   11.000   12/20/2024  EUR   44.040
DZ Bank AG Deutsche   14.000   12/20/2024  EUR   39.170
Landesbank Baden-Wue  11.000    3/28/2025  EUR   16.770
Landesbank Baden-Wue  13.000    3/28/2025  EUR   15.740
Landesbank Baden-Wue  15.000    3/28/2025  EUR   15.110
Leonteq Securities A  25.000     1/3/2025  CHF   25.560
Leonteq Securities A  21.000     1/3/2025  CHF   14.010
Landesbank Baden-Wue  14.000    1/24/2025  EUR   17.020
Bank Vontobel AG      18.000   12/31/2024  USD   40.400
UniCredit Bank GmbH   10.500     4/7/2026  EUR   25.440
DZ Bank AG Deutsche   13.400   12/31/2024  EUR   40.500
DZ Bank AG Deutsche   22.500   12/31/2024  EUR   38.080
Bank Vontobel AG      15.500   11/18/2024  CHF   21.100
National Mortgage Co  12.000    3/30/2026  AMD    0.000
DZ Bank AG Deutsche   19.100   12/31/2024  EUR   27.990
DZ Bank AG Deutsche   21.300   12/31/2024  EUR   25.560
DZ Bank AG Deutsche   20.900   12/31/2024  EUR   43.050
Ameriabank CJSC       10.000    2/20/2025  AMD    0.000
HSBC Trinkaus & Burk  19.600   12/30/2024  EUR   13.100
HSBC Trinkaus & Burk  12.900   12/30/2024  EUR   49.080
Bank Vontobel AG      10.000   12/23/2024  EUR   40.200
Leonteq Securities A  10.600     1/3/2025  EUR   48.880
HSBC Trinkaus & Burk  15.200   12/30/2024  EUR   15.980
HSBC Trinkaus & Burk  11.100   12/30/2024  EUR   18.860
HSBC Trinkaus & Burk  13.400    3/28/2025  EUR   19.510
Landesbank Baden-Wue  14.000    6/27/2025  EUR   17.750
HSBC Trinkaus & Burk  11.600    3/28/2025  EUR   20.540
HSBC Trinkaus & Burk  15.700   12/30/2024  EUR   12.270
UniCredit Bank GmbH   18.500   12/31/2024  EUR
UniCredit Bank GmbH   19.300   12/31/2024  EUR   45.730
Zurcher Kantonalbank  10.500     2/4/2025  EUR   43.520
HSBC Trinkaus & Burk  17.400   12/30/2024  EUR   14.330
BNP Paribas Emission  11.000   12/30/2024  EUR   40.280
Vontobel Financial P  18.000   12/31/2024  EUR   49.420
BNP Paribas Emission  14.000   12/30/2024  EUR   38.450
Finca Uco Cjsc        13.000    5/30/2025  AMD    0.000
Landesbank Baden-Wue  14.000   10/24/2025  EUR   19.530
DZ Bank AG Deutsche   10.750   12/27/2024  EUR   13.080
Leonteq Securities A  24.000     1/9/2025  CHF   13.050
Leonteq Securities A  23.000     1/9/2025  CHF   30.350
Raiffeisen Schweiz G  15.000    1/22/2025  CHF   20.010
Leonteq Securities A  20.000    1/22/2025  CHF   35.080
HSBC Trinkaus & Burk  14.500   12/30/2024  EUR   18.410
Armenian Economy Dev  10.500     5/4/2025  AMD    0.000
DZ Bank AG Deutsche   14.900   12/31/2024  EUR   47.230
DZ Bank AG Deutsche   14.200   12/31/2024  EUR   12.850
DZ Bank AG Deutsche   17.300   12/31/2024  EUR   58.990
DZ Bank AG Deutsche   19.000   12/31/2024  EUR   42.640
DZ Bank AG Deutsche   17.600   12/31/2024  EUR   43.960
DZ Bank AG Deutsche   14.200   12/31/2024  EUR   65.870
HSBC Trinkaus & Burk  22.250    6/27/2025  EUR   14.520
HSBC Trinkaus & Burk  17.500    6/27/2025  EUR   12.640
HSBC Trinkaus & Burk  12.750    6/27/2025  EUR   11.920
HSBC Trinkaus & Burk  11.750    6/27/2025  EUR   45.690
HSBC Trinkaus & Burk  15.500    6/27/2025  EUR   43.780
UniCredit Bank GmbH   10.400    2/28/2025  EUR   49.190
UniCredit Bank GmbH   11.500    2/28/2025  EUR   47.350
UniCredit Bank GmbH   11.100    2/28/2025  EUR
UniCredit Bank GmbH   11.500    2/28/2025  EUR
UniCredit Bank GmbH   12.800    2/28/2025  EUR   41.700
UniCredit Bank GmbH   14.500   11/22/2024  EUR
UniCredit Bank GmbH   19.100   12/31/2024  EUR
HSBC Trinkaus & Burk  13.500   12/30/2024  EUR   41.150
Leonteq Securities A  25.000   12/11/2024  CHF   18.410
UBS AG/London         10.250    3/10/2025  EUR   37.950
Citigroup Global Mar  25.530    2/18/2025  EUR    0.010
Bank Julius Baer & C  12.720    2/17/2025  CHF   17.400
Armenian Economy Dev  11.000    10/3/2025  AMD    0.000
UBS AG/London         11.750    12/9/2024  EUR   36.150
Corner Banca SA       12.000   12/16/2024  CHF   41.060
Landesbank Baden-Wue  11.000     1/3/2025  EUR   13.580
Landesbank Baden-Wue  13.000     1/3/2025  EUR   12.360
EFG International Fi  11.120   12/27/2024  EUR   38.830
UniCredit Bank GmbH   10.200   11/22/2024  EUR
UniCredit Bank GmbH   11.000   11/22/2024  EUR
Leonteq Securities A  24.000   12/27/2024  CHF   22.860
Leonteq Securities A  23.000   12/27/2024  CHF   35.050
UniCredit Bank GmbH   17.200   12/31/2024  EUR
UniCredit Bank GmbH   18.000   12/31/2024  EUR   35.900
UniCredit Bank GmbH   18.800   12/31/2024  EUR
UniCredit Bank GmbH   19.600   12/31/2024  EUR
UniCredit Bank GmbH   10.500   12/22/2025  EUR   29.310
ACBA Bank OJSC        11.000    12/1/2025  AMD    0.000
UBS AG/London         15.000     4/7/2025  USD   37.550
Landesbank Baden-Wue  14.500   11/22/2024  EUR   19.700
Landesbank Baden-Wue  18.000   11/22/2024  EUR   16.330
Landesbank Baden-Wue  11.000   11/22/2024  EUR   24.890
Landesbank Baden-Wue  10.500   11/22/2024  EUR   23.080
Landesbank Baden-Wue  16.000   11/22/2024  EUR   17.080
PA Resources AB       13.500     3/3/2016  SEK    0.124
Phosphorus Holdco PL  10.000     4/1/2019  GBP    0.146
DZ Bank AG Deutsche   11.900   11/22/2024  EUR   47.950
HSBC Trinkaus & Burk  15.600   11/22/2024  EUR   13.910
HSBC Trinkaus & Burk  12.600   11/22/2024  EUR   15.670
HSBC Trinkaus & Burk  10.300   11/22/2024  EUR   17.460
HSBC Trinkaus & Burk  15.700   11/22/2024  EUR   14.240
HSBC Trinkaus & Burk  12.800   11/22/2024  EUR   16.090
HSBC Trinkaus & Burk  10.000   11/22/2024  EUR   18.530
Credit Agricole Corp  10.200   12/13/2027  TRY   49.521
Lehman Brothers Trea  12.000     7/4/2011  EUR    0.100
Lehman Brothers Trea  16.000   12/26/2008  USD    0.100
Lehman Brothers Trea  10.500     8/9/2010  EUR    0.100
Lehman Brothers Trea  11.000    6/29/2009  EUR    0.100
Ukraine Government B  11.000     4/1/2037  UAH   34.857
Ukraine Government B  11.000     4/8/2037  UAH   34.843
Lehman Brothers Trea  10.000   10/23/2008  USD    0.100
Lehman Brothers Trea  10.000   10/22/2008  USD    0.100
Lehman Brothers Trea  17.000     6/2/2009  USD    0.100
Lehman Brothers Trea  13.500     6/2/2009  USD    0.100
Lehman Brothers Trea  10.000    6/17/2009  USD    0.100
Lehman Brothers Trea  11.000     7/4/2011  USD    0.100
Lehman Brothers Trea  16.800    8/21/2009  USD    0.100
Lehman Brothers Trea  12.000    7/13/2037  JPY    0.100
Ukraine Government B  11.000    4/23/2037  UAH   34.815
Ukraine Government B  11.000    3/24/2037  UAH   34.876
Lehman Brothers Trea  10.000    6/11/2038  JPY    0.100
Lehman Brothers Trea  18.250    10/2/2008  USD    0.100
Lehman Brothers Trea  11.000    2/16/2009  CHF    0.100
Lehman Brothers Trea  14.900   11/16/2010  EUR    0.100
Lehman Brothers Trea  15.000    3/30/2011  EUR    0.100
Lehman Brothers Trea  14.900    9/15/2008  EUR    0.100
Bulgaria Steel Finan  12.000     5/4/2013  EUR    0.216
Lehman Brothers Trea  11.000   12/19/2011  USD    0.100
Lehman Brothers Trea  16.200    5/14/2009  USD    0.100
Lehman Brothers Trea  10.600    4/22/2014  MXN    0.100
Lehman Brothers Trea  10.000    5/22/2009  USD    0.100
Lehman Brothers Trea  10.442   11/22/2008  CHF    0.100
Lehman Brothers Trea  23.300    9/16/2008  USD    0.100
Lehman Brothers Trea  12.400    6/12/2009  USD    0.100
Lehman Brothers Trea  11.000     7/4/2011  CHF    0.100
Lehman Brothers Trea  13.432     1/8/2009  ILS    0.100
Lehman Brothers Trea  13.150   10/30/2008  USD    0.100
Lehman Brothers Trea  14.100   11/12/2008  USD    0.100
Lehman Brothers Trea  11.250   12/31/2008  USD    0.100
Lehman Brothers Trea  13.000   12/14/2012  USD    0.100
Lehman Brothers Trea  10.000    3/27/2009  USD    0.100
Lehman Brothers Trea  13.000    7/25/2012  EUR    0.100
Lehman Brothers Trea  16.000    10/8/2008  CHF    0.100
Lehman Brothers Trea  10.000    2/16/2009  CHF    0.100
Lehman Brothers Trea  13.000    2/16/2009  CHF    0.100
Lehman Brothers Trea  11.750     3/1/2010  EUR    0.100
Lehman Brothers Trea  16.000   10/28/2008  USD    0.100
Lehman Brothers Trea  16.000    11/9/2008  USD    0.100
Lehman Brothers Trea  15.000     6/4/2009  CHF    0.100
Lehman Brothers Trea  13.500   11/28/2008  USD    0.100
Sidetur Finance BV    10.000    4/20/2016  USD    0.777
DZ Bank AG Deutsche   12.700   12/31/2024  EUR   40.360
UniCredit Bank GmbH   11.600   12/31/2024  EUR   40.440



                           *********


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

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

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

This material is copyrighted and any commercial use, resale or
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members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
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                * * * End of Transmission * * *