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

                          E U R O P E

          Thursday, November 28, 2024, Vol. 25, No. 239

                           Headlines



B E L G I U M

TELENET GROUP: Fitch Affirms 'BB-' LongTerm IDR, Outlook Stable


B O S N I A   A N D   H E R Z E G O V I N A

BOSNIA AND HERZEGOVINA: S&P Affirms 'B+/B' ICR, Outlook Stable


F R A N C E

CIRCET EUROPE: Fitch Affirms 'B+' LT IDR, Alters Outlook to Stable
SIRONA HOLDCO: Moody's Cuts CFR to Caa1, Outlook Remains Negative
TAKECARE BIDCO: Moody's Affirms B2 CFR, Rates Secured Term Loan B2


I R E L A N D

DRYDEN 96: Fitch Affirms B-sf Rating on Cl. F Notes, Outlook Stable
MONUMENT CLO 2: S&P Assigns Prelim B+ (sf) Rating on F-1 Notes
NASSAU EURO II: Fitch Affirms 'B-sf' Rating on Class F Notes
VOYA EURO VIII: S&P Assigns Prelim B- (sf) Rating to Cl. F Notes


I T A L Y

EOLO SPA: Fitch Affirms 'B-' LongTerm IDR, Outlook Stable


N E T H E R L A N D S

VODAFONEZIGGO GROUP: Fitch Affirms B+ LongTerm IDR, Outlook Stable


R O M A N I A

GARANTI BANK: Fitch Hikes LongTerm IDR to 'BB', Outlook Stable


R U S S I A

NAVOIURANIUM: S&P Assigns 'BB-' ICR, Outlook Stable


S E R B I A

TELEKOM SRBIJA: S&P Rates $900MM Senior Unsecured Bond 'BB-'


S P A I N

A.I. CANDELARIA: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable


U N I T E D   K I N G D O M

ADVANCED OPTICAL: FRP Advisory Named as Joint Administrators
ASPEN FURNITURE: Leonard Curtis Named as Joint Administrators
BUSINESS MORTGAGE 5: Fitch Puts 'BBsf' Ratings on Watch Negative
CANARY WHARF: Fitch Keeps 'B' LongTerm IDR on Watch Negative
CPUK FINANCE: S&P Affirms 'B(sf)' Rating on B5-Dfrd Notes

CROSSWORD CYBERSECURITY: Quantuma Advisory Named as Administrators
FILMDOO LIMITED: MacDonald Partnership Named as Administrators
GALAXY BIDCO: Moody's Rates Senior Secured Term Loan 'B2'
KRF SERVICES: Cork Gully Named as Administrators
NEWDAY GROUP: Moody's Affirms 'B2' CFR, Outlook Remains Stable

SIM SHOPFITTING: Leonard Curtis Named as Joint Administrators

                           - - - - -


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B E L G I U M
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TELENET GROUP: Fitch Affirms 'BB-' LongTerm IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed Telenet Group Holding N.V.'s (Telenet)
Long-Term Issuer Default Rating (IDR) at 'BB-'. The Outlook is
Stable. Fitch has also affirmed the group's senior secured debt at
'BB+' with a Recovery Rating of 'RR2'.

Telenet's rating reflects its strong market position, scaled
network infrastructure that drives strong profitability and
operating cash flow. Fibre network capex and entry of a fourth
mobile network operator (Digi) could result in mounting competitive
pressure and raise leverage, albeit within the rating's
thresholds.

The credit profile could be shaped in the short to medium term by
Digi's market share gains in Belgium; reductions in Telenet's
shareholding of Wyre; a wholesale agreement between Telenet and
Orange, giving Telenet access to Wallonia and the remainder of
Brussels; and benefits of a potential agreement with Proximus,
which could increase fixed market penetration and save on the fibre
roll-out plan.

Key Rating Drivers

New Entrant to Increase Competition: Fitch's base case assumes Digi
will enter the Belgian consumer market by end-2024, deploying a
nationwide 5G network in cooperation with Citymesh, a local B2B
operator. Fitch assumes Digi gains about 10% of the total mobile
subscriber market share in its first five years. This could prove
an aggressive assumption if Digi's performance is weaker than
expected. However, it does discount a significant proportion of the
risk within its financial forecast and provides a strong basis for
the rating.

Its base case assumes that, combined with price competition, this
would cause Telenet's mobile revenue to drop by around 10% in
2024-2027.

Potential Fibre Deal with Proximus: Telenet and Proximus signed a
memorandum of understanding in July 2024 for potential cooperation
on fiber roll-out in medium and low-density areas in Flanders.
Proximus will build 0.8 million homes in medium-dense areas, while
Wyre will cover 1.2 million homes in medium-dense areas and 0.7
million homes in rural areas. The agreement is pending final terms
and regulatory approvals.

Key value drivers include reduced network overbuild, increased
penetration and network utilisation from the Proximus wholesale
traffic in additional to Telenet's and Orange's wholesale access.
The deal could save on the initial EUR2 billion fibre-to-the-home
(FTTH) roll-out budget, assumed in its base case from 2026 and
strengthens the collateral value of Telenet's assets.

Leverage Higher, Within Thresholds: Fitch forecasts EBITDA net
leverage to increase to 4.4x by end-2024 from 4.2x at end-2023, and
gradually rise towards 4.7x at end-2027. Fitch expects leverage to
remain within its rating thresholds of 4.3x to 5.0x. Leverage
increased in 2023 due to Telenet's additional EUR890 million debt
in 4Q23 and a subsequent EUR1,190 million dividend paid to Liberty
Global (LG), which gained a full ownership if Telenet in October
2023. This aligned with previously announced change in target
company-defined EBITDA (after leases) net leverage threshold to
4.0x-5.0x from previous 3.5x-4.5x.

FTTH Investments to Drive Leverage: Fitch expects capex to rise to
34%-35% of revenue in 2026-2027 from 32.7% in 2024 (2023: 23.1%),
due to the intensified FTTH roll-out. This will result in negative
free cash flow (FCF) margins and cash from operations
(CFO)-capex/debt over the forecast horizon, leading to a gradual
decrease in cash balance and an increase in EBITDA net leverage,
but still below the 5.0x downgrade threshold. However, capex above
its base case and increased competitive strain could pressure the
rating. Fitch does not expect Telenet to pay dividends as long as
Telenet remains FCF negative.

Lower EBITDA Margin Remains Flat: Fitch expects the Fitch-defined
EBITDA margin to decline to 40.4% in 2024, from 41.9% in 2023, and
stabilise at this level over 2025-2027. The lower margin is due to
a competitive market, especially before Digi's launch; increased
marketing investments; loss of the wholesale contract with VOO MVNO
after its acquisition by Orange Belgium; and the ramp-up of
entering the Wallonia market and previously unserved communes of
Brussels. Fitch expects the margin to remain tempered by
intensified competition when Digi unveils its offer.

Ramp-up Phase in New Regions: Telenet gained access to Wallonia and
the remaining third of Brussels under a 2023 15-year agreement
between Telenet and Orange Belgium, granting each other access to
their respective hybrid-fibre coaxial and future FTTH networks.
This will solidify Telenet's status as a nationwide fixed-mobile
convergence provider. Telenet is currently in a ramp-up phase to
build momentum in a new market it has entered with the alternative
'value-for-money' BASE brand. This expansion will involve
additional expenses and lower revenue margins due to wholesale
costs.

Infrastructure Impact on Credit Profile: Telenet's rating is based
on a full consolidation of network infrastructure provider Wyre, in
line with the company's financial accounting. A reduction in
Telenet's 66.8% stake in Wyre could lead to a proportionate or
deconsolidated financial approach to incorporating its ownership in
Wyre. It may also lead to a tangible tightening of the leverage
thresholds, reflecting the loss of a core operating asset and a
change in operating profile.

Derivation Summary

Telenet's ratings are driven by a solid operating profile,
underpinned by a strong network footprint in Flanders and part of
Brussels, expansion in other parts of Belgium through wholesale
agreement with Orange Belgium, and a sustainable competitive
position. Cash flow generation has been strong, but will be
tempered by significant capex related to the fibre roll-out. Fitch
expects Telenet's market position to erode gradually, due to its
assumption that Digi will increase market share.

Following LG's acquisition of the remaining stake in Telenet in
October 2023, Telenet has increased its net debt/EBITDA (after
leases) leverage target to 4.0x-5.0x, from the mid-point of a
3.5x-4.5x range, and subsequently increased leverage to 4.2x by
end-FY23 through a dividend recapitalisation. This is higher than
western European investment-grade telecom peers and more aligned
with other peers from the LG portfolio, such as VMED O2 UK Limited
(BB-/Negative) and The Sunrise Holding Group (BB-/Negative).

Telenet has a similarly strong operating profile to that of NOS,
S.G.P.S, S.A. (BBB/Stable), with higher leverage accounting for
Telenet's lower rating. Its revenue visibility is strong across the
sector (both investment grade and sub-investment grade).

Key Assumptions

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

- Underlying revenue growth of 0.2%-0.5% in 2024 and 2025 (0.4% in
2024 against 2023 reported figures) and then flat revenue, affected
by a decline in mobile revenue following Digi's entrance.

- Fitch-defined EBITDA margin to drop to 40.4% in 2024, from 41.9%
in 2023, and remain flat, affected by competitive market
environment, wage cost inflation, and increased marketing spend.
Fitch forecasts EBITDA margins will be affected by additional costs
of expansion in Wallonia in 2024 and 2025 and pricing pressures
from the fourth market participant in 2025 and beyond.

- Capex/sales ratio (excluding spectrum payments and amortisation
of broadcasting rights) of 33.8% in 2024 increasing to around 36%
in 2025-2027, driven by Wyre's fibre roll-out ramp-up. Its base
case includes some savings in 2026-2027 stemming from the fibre
roll-out cooperation with Proximus. Investment plan continues
beyond its forecast horizon.

- No dividend payments in 2024-2027.

Recovery Analysis

Fitch applies a generic approach to assign instrument ratings for
issuers with IDR in the 'BB' rating category. Telenet has only
senior secured debt in its capital structure. Therefore, the senior
secured debt is labelled as "Category 2 first lien", and Fitch
applies 'RR2', reflecting a maximum of two notches uplift from the
IDR of 'BB-' for the instrument rating, thus resulting in 'BB+'
instrument ratings.

RATING SENSITIVITIES

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

- A weaker operating environment due to increased competition from
either mobile or cable wholesale, or a new market entrant, such as
Digi, leading to a larger market share loss than Fitch expects and
a decrease in EBITDA;

- Fitch-defined EBITDA net leverage consistently above 5.0x and
EBITDA interest cover consistently below 4.5x;

- A change in financial or dividend policy leading to higher
leverage targets;

- CFO-capex/debt below 3.0% on a sustained basis

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

Positive rating action is unlikely in the short to medium term,
given its base case FCF and leverage profiles, but would be driven
by the following two factors if performance was better than Fitch
expects.

- Fitch-defined EBITDA net leverage falling below 4.3x on a
sustained basis;

- CFO-capex/debt above 7.5% on a sustained basis.

Liquidity and Debt Structure

Telenet had a cash balance of EUR961 million at end-September 2024.
Telenet's liquidity position is further supported by undrawn
revolving credit facilities of EUR590 million due in 2026 (EUR20
million) and 2029 (EUR570 million), and a EUR25 million overdraft
facility maturing in 2025.

The group has a long-dated debt maturity profile, with no
significant debt maturities until 2028. Fitch expects an unusually
high cash position (which is driven by the proceeds from the mobile
tower disposal completed in June 2022) to gradually decrease as it
is used to support the fibre roll-out plan, most of which is
planned by 2029.

Issuer Profile

Telenet is a Belgium-based converged telecom provider, operating
mainly in Flanders and some communes of Brussels. It expanded its
target market to the remaining part of Brussels and Wallonia in
early 2023 through a wholesale agreement with Orange Belgium.

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
   -----------             ------           --------   -----
Telenet Financing
USD LLC

   senior secured    LT     BB+  Affirmed     RR2      BB+

Telenet Finance
Luxembourg Notes
S.a r.l.

   senior secured    LT     BB+  Affirmed     RR2      BB+

Telenet Group
Holding N.V          LT IDR BB-  Affirmed              BB-
                     ST IDR B    Affirmed              B

Telenet
International
Finance Sarl

   senior secured    LT     BB+  New Rating   RR2

   senior secured    LT     BB+  Affirmed     RR2      BB+



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B O S N I A   A N D   H E R Z E G O V I N A
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BOSNIA AND HERZEGOVINA: S&P Affirms 'B+/B' ICR, Outlook Stable
--------------------------------------------------------------
On Nov. 22, 2024, S&P Global Ratings affirmed its 'B+/B' long- and
short-term issuer credit ratings on the Federation of Bosnia and
Herzegovina, a constituent entity of Bosnia and Herzegovina (BiH;
B+/Stable/B). The outlook is stable.

Outlook

The stable outlook reflects S&P's assessment that while the
political landscape will continue to pose challenges for FBiH's
financial planning, economic recovery will support fiscal revenue
growth, alleviating inflationary pressures on operating spending.
With projected surpluses and access to markets, FBiH will maintain
stable liquidity.

Downside scenario

S&P said, "We could lower the long-term rating if management
pursues aggressive capital expenditure, resulting in significant
deficits after capital accounts. We could also lower the rating if
we observed a disruption in FBiH's access to funding sources."

Upside scenario

Any upgrade would be contingent upon positive developments in
Bosnia and Herzegovina's credit quality, given that S&P currently
rates FBiH at the same level as the sovereign. Additionally, an
upgrade would require an improvement in the planning and
transparency practices of FBiH's financial management, while
maintaining a positive budgetary performance and sufficient
liquidity.

Rationale

S&P said, "We anticipate that strong revenue growth, along with
reduced inflation, will allow FBiH to maintain surpluses in its
capital accounts, although at lower levels than in previous
periods. We therefore project a continued decline in the debt
burden, as we anticipate a slow implementation of planned
investments.

"We don't project that FBiH's access to external funding will be
affected by an escalation in national political instability. FBiH's
internal liquidity position and access to domestic short-term
funding and to a pool of international lenders should ensure
adequate liquidity to cover its annual debt service obligations."

Frequent internal political gridlock hinders economic growth and
effective fiscal policy planning, with no immediate resolution in
sight

FBiH's economy is relatively poor compared with Eastern European
peers and the Federation faces significant demographic challenges.
Regional GDP per capita was around $8,000 in 2023, in line with the
BiH national average. We also expect real GDP growth to accelerate
to a solid 2.8%-3.0% per year over 2024-2026, in line with the
national trend. The economy is diversified, with trade (wholesale
and retail) and manufacturing as the leading economic activities.
Inflation has been declining since peaking at 14% in 2022 and S&P's
expect it to fall to close to 2% from 2025.

FBiH faces some significant demographic challenges. The population
is declining and is also aging rapidly. A significant portion of
the working-age and high-skilled population is migrating in search
of better opportunities. The government has not yet implemented
medium-term policies to address this issue but has focused on
long-term policies designed to support families with children.

The institutional framework in which constituent entities in BiH
operate is constrained by frequent political tensions that
challenge the delicate balance of power between various authorities
as outlined in the Dayton Accord and Constitution. The ongoing
regional conflicts, such as those related to Republika Srpska, are
creating political tensions, and hindering economic potential,
despite the unlikelihood of a secession. While there is broad
consensus among governments on the need for institutional and
economic reforms--and the EU membership process has encouraged this
view--implementation is slow and gradual.

Despite the FBiH's autonomy in managing its fiscal policy, this
independence and the priorities outlined in the budget are not yet
fully realized in practice. While FBiH's fiscal performance is
satisfactory, actual investments typically fall short of the
allocated funds. In S&P's view, this gap between planning and
execution indicates a weakness in financial management,
particularly regarding the predictability of budget execution. On a
positive note, the self-imposed Debt and Liquidity Laws help
enhance visibility and planning for medium-term financing needs by
establishing legally binding limits on debt service payments.

While future surpluses in FBiH decrease pressure on the debt
burden, they also reflect low investment

S&P projects future surpluses will be weaker than in recent years,
as a consequence of weaker economic growth and lingering effects of
inflation, which have significantly increased expenditures, in
particular social security and personnel costs. As a result,
investment capacity will primarily depend on external sources of
financing.

FBiH benefits from access to necessary financing from multilateral
organizations (World Bank, Germany's promotional bank KfW, European
Bank for Reconstruction and Development, European Investment Bank,
IMF) and commercial banks. The FBiH also benefited from grants for
projects from the "Paris Club," Saudi Fund for Development, and
others. In S&P's view, market access should remain satisfactory, in
contrast to the current limited access of its national peer,
Republika Srpska. FBiH's internal liquidity position and access to
domestic short-term funding should be sufficient to cover about 70%
of annual debt service. Moreover, FBiH is legally required to
maintain a cash buffer of at least 45 days of operating
expenditures and to prioritize debt service payments. Additionally,
a special mechanism facilitates a timely repayment of nearly 85% of
FBiH's debt, mostly owed to multilateral institutions.
Specifically, the State Indirect Tax Authority (ITA) collects
indirect taxes and allocates them for financing central government
institutions and servicing external debt issued on behalf of the
constituent entities.

S&P said, "In our debt assessment we include the direct debt of
FBiH, as well as the debt it contracts to lend to public companies
and lower government tiers. We project that tax-supported debt
including on-lending will fall to below 80% of consolidated
operating revenue by 2026, while excluding on-lending it will
decline to below 30% in the same period. In 2023, total direct debt
was 6.1 billion konvertibilna marka (BAM), with BAM3.6 billion
on-lent to public enterprises and cantons and BAM2.5 billion
directly for FBiH. Approximately 85% of tax-supported debt is
external, mostly denominated in euros, and most of this debt
carries fixed interest rates. In our view, the potential risks
associated with contingent liabilities for FBiH are relatively
limited. FBiH owns two banks, which exposes the government to
potential risks of recapitalization in case of material losses.
However, we don't see this as an imminent risk."

  Ratings List

  Ratings Affirmed

  Federation of Bosnia and Herzegovina

  Issuer Credit Rating      B+/Stable/B




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F R A N C E
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CIRCET EUROPE: Fitch Affirms 'B+' LT IDR, Alters Outlook to Stable
------------------------------------------------------------------
Fitch Ratings has revised telecoms network service provider Circet
Europe SAS's (Circet) Outlook to Stable from Positive, while
affirming its Long-Term Issuer Default Rating (IDR) at 'B+'. Fitch
has also affirmed the group's EUR2 billion senior secured term loan
B (TLB) at 'BB-' with a Recovery Rating of 'RR3'.

The Outlook revision reflects delays to deleveraging compared with
its previous expectations, due to inflationary pressures and
operational challenges in a few markets, especially in Germany.
However, Fitch believes that Circet continues to have strong
fundamentals, which should support its revenue and EBITDA growth
over the medium term.

Cirect's ratings are constrained by high leverage, fairly high,
although improving, customer concentration, and a limited ability
to pass on inflation to its customers. This is counterbalanced by
Cirect's leading market positions in most of its markets, as well
as increased scale and geographical diversification.

Key Rating Drivers

High Leverage: Fitch expects Fitch-defined EBITDA gross leverage to
increase to around 6.0x at end-2024 on a reported basis from 5.7x
at end-2023 (5.5x pro-forma for new acquisitions), both weak for
the rating. Fitch forecasts the metrics to fall to 5.2x in 2025 and
to 4.5x by end-2027. The pace of deleveraging will depend on the
take-up rate of its new-build projects in its growth markets and
its ability to stabilise margins at 2022-2023 levels. Its ratings
case assumes Fitch-defined EBITDA margin to fall to 10.3% in 2024
from 10.9% in 2023 and 12.6% in 2022, before improving to 11%-11.5%
in 2025-2028.

Geographic Diversification Strategy: Circet diversified its
footprint to 13 countries in 2023 from a single market in France in
2017. This has helped stabilise revenue, by mitigating the
volatility associated with the cyclical nature of telecom networks
deployment. This is because different markets have different phases
of fibre to the home (FTTH) deployment and have different timelines
for adopting the latest generation of mobile networks.

Fitch expects Circet's revenue from FTTH network deployment to
decline in the markets with very high FTTH coverage. Fitch expects
growth in countries where FTTH coverage is relatively low, such as
Germany, the US, the UK and others. Its growth strategy involves
capitalising on strong market shares in the operations and
maintenance market in mature markets, and expanding into adjacent
energy transition markets with strong growth potential.

Temporary Operational Challenges: Circet faced a number of
challenges in 2H23 and 2024, significantly affecting its
performance versus its previous expectations. The decline in mature
markets for fiber deployment (France, Spain, the Netherlands),
coupled with delays in launching new contracts, was exacerbated by
continued inflationary pressures on margins and quality issues in
Germany. The latter required additional work, causing a
considerable decline in margins and the company to underperform its
prior expectation regarding overall free cash flow.

Solid Business Profile: Cirect's market-leading positions, strong
contract execution, and reputation for expertise and quality
continue to support its business profile. Its scale and
diversification are in line with the 'bb' midpoint under Fitch's
Diversified Services industry criteria. Its dependence on the
French telecom infrastructure and its largest customer, Orange S.A.
(BBB+/Stable), has been steadily decreasing. Service
diversification is also satisfactory as Circet moves up the value
chain and increases its added-value per contract. While its
customer, geographic and end-market concentration are declining,
they remain high.

Structural Margin Decline: Circet's Fitch-defined EBITDA margin
declined to 11%-12% in 2022-2023 from 16% in 2019. Profitability
has been adversely affected by diversification into new geographies
with structurally lower margins in some markets than in France and,
to a lesser extent, by inflationary pressures. Nevertheless, Fitch
believes Circet's current margins still compare well against other
Fitch-rated business services companies'.

Leading Market Position: Leading market positions in France,
Ireland and the UK, Germany, and Benelux with its Circet and KN
brands are a positive credit factor. Circet has used its expertise
in telecom infrastructure services to secure outsourcing contracts
with several major European telecom operators. Expansion into the
US offers cross-region business opportunities with existing clients
and through acquisitions. Fitch believes that Circet is uniquely
positioned to work on all technologies and with its involvement in
the design, roll-out, activation and maintenance of its client's
network.

Manageable Concentration Risks: Moderate customer diversification
and significant exposure to new-build contracts (35%-40%) create
meaningful but manageable risks, notably through contract renewal.
Circet's operations remain concentrated in France with a 30% share
(2023) in revenue, albeit down from 100% in 2017. Its two largest
customers account for 19% of revenue (2023), which is moderately
high but represents a meaningful improvement from 78% in 2017.
However, Fitch believes reduction in concentration is likely to be
slower from now onwards.

Supportive Sector Fundamentals: Longer technology cycles and high
fibre coverage in the long term could weigh on the availability of
build contracts. However, the telecom industry's low cyclicality,
growing maintenance and subscriber connection capabilities,
continued technology development, good customer retention rates and
the trend toward outsourcing are mitigating factors. Circet has
also started diversifying into the growing energy transition sector
where it can leverage its expertise in telecom networks
construction (eg. building EV charging stations and power
distribution networks).

Derivation Summary

Circet is stronger than smaller similarly rated peers that are more
focused on a single service offering and country. It also compares
well with peers that offer a wider range of services to broader
end-markets, such as SPIE SA (BB+/Stable).

Like most Fitch-rated medium-sized business services companies,
Circet benefits from a leading position in a specific end-market.
Sales also tend to be concentrated on a limited number of customers
in a small number of countries. However, this is a characteristic
of the TMT sector, which comprises few dominant operators in each
country. Circet's lean and flexible cost structure supports
materially higher operating and cash profitability than peers' and
is strong for the rating.

Key Assumptions

- Marginal revenue growth in 2024, improving to high-to-mid single
digits until 2028, driven by organic growth and acquisitions

- Fitch-defined EBITDA margin of 10.3% in 2024, improving to
11%-11.5% in 2025-2028

- Capex at 1%-1.2% of revenue in 2024-2028

- Working-capital outflow at 2% of sales p.a. in 2024-2028

- No dividend payments

- Acquisitions averaging at around EUR140 million p.a. in
2024-2028

Recovery Analysis

- Fitch has revised up going-concern (GC) EBITDA to EUR360 million,
from EUR335 million previously, reflecting Cirect's recently
completed acquisitions. Financial distress is likely to result from
the loss of one or two customers that account for 10%-20% revenue,
coupled with erosion in EBITDA margin toward the industry average
of around 10%

- An enterprise value (EV) multiple of 5.0x is used to calculate a
post-reorganisation valuation, which reflects Circet's limited size
in absolute terms (though sizable relative to peers') and a
business model that is exposed to regulations, TMT development and
concentration in customers

- Circet's debt comprises a EUR345 million revolving credit
facility (RCF), a EUR2.1 billion TLB, and a small amount of local
bank lines for an estimated total EUR136 million at end-2024 and
EUR80 million of bonds guaranteed by France. Fitch also views the
EUR259 million factoring as not being available in the recovery
analysis, which decreases the EV available for other debt
recoveries. Fitch does not include payment-in kind (PIK)
shareholder loans into recovery analysis as Fitch treats these
instruments as equity-like

- Its analysis results in a senior secured instrument rating of
'BB-' with a Recovery Rating of 'RR3'. The waterfall analysis
output percentage on current metrics and assumptions is 51%,
implying no headroom at 'RR3'.

RATING SENSITIVITIES

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

- EBITDA leverage above 5.5x

- Free cash flow (FCF) margin below 2.5%

- Loss of contracts with key customers

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

- EBITDA leverage below 4.5x on a sustained basis, supported by
consistent financial discipline in capital allocation

- FCF margin above 5% on a sustained basis

- An increasing share of life-of-contract revenue and extended
contract length

Liquidity and Debt Structure

Circet has a comfortable liquidity position, supported by EUR360
million of cash and cash equivalents at end-September 2024 and
access to a EUR345 million RCF (undrawn) available until March
2028.

The TLB, which comprises the majority of Circet's debt, is
floating-rate and due in 2028. Financial hedging instruments are in
place for part of its debt, which mitigates the risk from rising
benchmark rates.

Issuer Profile

France-based Circet is the number one provider of telecom
infrastructure services to telecom operators in France and now has
leading positions in several other European countries.

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
   -----------             ------        --------   -----
Circet Europe SAS    LT IDR B+  Affirmed            B+

   senior secured    LT     BB- Affirmed   RR3      BB-

SIRONA HOLDCO: Moody's Cuts CFR to Caa1, Outlook Remains Negative
-----------------------------------------------------------------
Moody's Ratings downgraded to Caa1 from B3 the long-term corporate
family rating and to Caa1-PD from B3-PD the probability of default
rating on Sirona HoldCo (Seqens), as well as the instrument ratings
to Caa1 from B3 on Sirona BidCo France's EUR930 million senior
secured term loan B (TLB) and the EUR130 million senior secured
revolving credit facility (RCF), both due 2028. Moody's maintained
the negative outlook.

The rating action reflects:

-- Weaker than expected recovery of group EBITDA with management
guidance of around EUR110 million for 2024 compared to EUR140
million in combination with an uncertain recovery path in 2025 and
beyond due to ongoing and challenging competitive dynamics in the
global p-Aminophenol (PAP) market.

-- Weakening liquidity with a higher utilization of its RCF, less
working capital improvements in 2024 than expected and a dwindling
cash balance (excluding the CellForCure perimeter) that stood at
around EUR56 million at the end of September 2024 against around
EUR113 million at the end of June 2024 and after purchasing
minority shares in China for about EUR30 million.

-- Earnings improvement in Seqens' non-PAP related activities are
positive, and the company plans to rightsize its PAP capacities.
However, these are not sufficient to improve its group leverage
from Moody's-adjusted debt/EBITDA of around 9.7x as of September
2024 towards 7.0x, with enough clarity on timeline, to maintain the
previous B3 CFR.

RATINGS RATIONALE

The Caa1 CFR reflects actions management has implemented to reduce
costs and adjust production capacities; moderate EBITDA
improvements year-to-date in Seqens' Life Sciences Inputs,
Specialty Ingredients and Upstream divisions; moderate working
capital releases year-to-date; and the receipt of government
subsidies for its new paracetamol production unit, which limits
Seqens' own capital expenditure.

The Caa1 CFR also takes into account unsustainably high leverage,
negative free cash flow and weakening liquidity, as well as very
high business risks. Business risks include Seqens' improving but
still moderate size relative to much larger and more diversified
global competitors, exposure to pharmaceutical regulation and
quality controls because production issues can have a significant
effect on operating performance, and the cyclicality of its
commoditized solvents business.

Moody's consider the highly-levered capital structure, recurring
operational restructuring as well as management's track record,
governance considerations, among the key drivers for the rating
action.

LIQUIDITY

Seqens' liquidity remains weak. Excluding the CellForCure
perimeter, Seqens at the end of September 2024 had access to EUR5
million (EUR11 million at 2023 end) in its cash-pool perimeter and
EUR51 million (EUR106 million) in China. RCF drawings were at EUR60
million, with EUR70 million still available. The senior secured net
leverage financial covenant, set at 8.8x was at 7.6x, has not been
tested. The actual release of EUR7.6 million of working capital
year-to-date lags the initial EUR26.5 million target (EUR30 million
for the full year). Management is confident to release a further
EUR14 million worth of working capital in the fourth quarter, but
execution risks remain.

OUTLOOK

The outlook is negative. The negative outlook assumes a protracted
recovery of financial metric improvements even when taking into
account actions that management are pursuing to strengthen the
operating performance and to bolster the capital structure. The
negative outlook also reflects execution risks regarding the
various initiatives such as operational restructuring and liquidity
management including working capital management.

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

For an upgrade of ratings Moody's would expect: debt/EBITDA below
7.0x; positive free cash flow and improving liquidity; visible
sustained improvement in the performance of Seqens' PAP business;
and absence of material and recurring operational restructuring.

Moody's could downgrade the ratings if the company's liquidity
position worsens; inability to stem the erosion of operating
competitiveness and profitability; or ineffectiveness of corrective
actions that bolster the financial profile.

The principal methodology used in these ratings was Chemicals
published in October 2023.

COMPANY PROFILE

Seqens, headquartered in Ecully, France, is a producer of small
molecules active pharmaceutical ingredients (APIs), solvents for
pharmaceutical customers as well as chemicals for the personal care
industry. Seqens in 2023 (2022) generated pro-forma revenues of
around EUR1,018 million (EUR1,302 million) and EBITDA of around
EUR158 million (EUR212 million). The company is majority-owned
(76.9%) by funds of private equity sponsor SK Capital.

TAKECARE BIDCO: Moody's Affirms B2 CFR, Rates Secured Term Loan B2
------------------------------------------------------------------
Moody's Ratings has affirmed the B2 long-term corporate family
rating and B2-PD probability of default rating of Takecare Bidco
(Sante Cie or the company). Concurrently, Moody's have assigned B2
instrument ratings to Sante Cie's proposed EUR735 million backed
senior secured term loan B and EUR150 million backed senior secured
revolving credit facility (RCF), both due in 2031 (with the RCF
maturing 6 months before the TLB). The B2 instrument ratings of
Sante Cie's existing EUR530 million backed senior secured term loan
B and EUR90 million backed senior secured RCF due in 2028 and 2027
are unaffected by this action and are expected to be withdrawn at
the closing of the transaction. The outlook remains stable.

Sante Cie intends to use the proceeds to refinance the existing
term loan B due in 2028, repay EUR25 million of RCF drawing due in
2027, repay EUR175 million of a EUR195 convertible bond residing
outside of the restricted group, and cover transaction fees and
expenses.

RATINGS RATIONALE

The affirmation of the B2 CFR reflects that, despite this
re-leveraging transaction, where Moody's expect Moody's-adjusted
gross debt/EBITDA to increase to 6.2x pro forma the proposed
refinancing from 4.9x as of end September 2024 and above the
downgrade trigger of 6.0x, Sante Cie should be able to improve
credit metrics fairly rapidly (reduce leverage to around 6.0x by
end FY2024), on the back of the continued strong earnings growth
and solid free cash flow (FCF) generation. However, initially, the
B2 rating will have limited flexibility for M&A activity or
shareholder distributions.

Moody's project that Sante Cie's revenue will sustain organic
growth at a low double-digit percentage rate annually in 2025 and
2026. This growth is expected to be fueled by an expansion in the
patient portfolio across all therapeutic segments, which should
counterbalance the impact of the anticipated annual low
single-digit average price decreases, primarily affecting the
respiratory segment. Moody's expect Sante Cie's Moody's-adjusted
EBITDA margin to be around 26%-27% in 2025-26 and the company to
generate annual FCF of at least EUR15 million- EUR20 million. As a
result, Moody's expect Moody's-adjusted leverage to decrease
towards 5.0x by end 2026 and Moody's-adjusted free cash flow to
debt ratio to be between 2% and 3% in the next 18 months.

Sante Cie's B2 rating continues to reflect the company's good
market position in the fragmented French home care services market;
its track record of solid organic growth driven, among others, by
partnerships with other healthcare providers; the growth potential
of the French home care services market, backed by favorable
demographics and the shift to home care; Sante Cie's overall high
degree of revenue visibility, supported by social security
reimbursements and the stability of the patient portfolio; and
resilient margins, supported by the ability to generate economies
of scale and limit the impact of tariff cuts.

The B2 rating also considers the company's small size with revenue
amounting to EUR499 million for last twelve months ended September
2024 (based on management preliminary numbers); its high exposure
to ongoing tariff cuts in the French and German home care services
markets; its currently high leverage pro forma for the transaction,
which stands at 6.24x as of September 2024 although expected to
trend towards 5x in the next 12 to 18 months; active M&A strategy,
which might delay any deleveraging going forward; and high capital
spending requirements to support high organic growth, which
constrain free cash flow generation.

Governance considerations under Moody's General Principles for
Assessing Environmental, Social and Governance Risks methodology
are a driver of the rating action on Sante Cie. Historically, the
company has shown tolerance for high leverage, which at times
exceeded Moody's downgrade threshold of 6.0x. However, there is a
track record of the company being able to deleverage rapidly on the
back of steady EBITDA growth and positive FCF generation, and
operate within the boundaries for the rating for the most part.
Moody's understand that current shareholders of Sante Cie are
looking to further reduce leverage from the current level and will
only target bolt-on acquisitions that will further strengthen their
portfolio offering and profitability. Additionally, the rating does
not incorporate significant shareholder distributions or
debt-funded acquisitions in the next 12 to 18 months that could
lead to material deviation from Moody's current projections.

LIQUIDITY

The company's liquidity is good and supported by around EUR50
million of cash balance as of September 2024 (10% of revenue) pro
forma for the transaction, EUR150 million backed senior secured RCF
expected to be undrawn at closing of the contemplated refinancing,
expected positive FCF for the next 12-18 months and long dated debt
maturities since the new revolving credit facility and the term
loan will mature in 2031.

The debt documentation includes a covenant, for the benefit of the
lenders to the revolving credit facility, tested when the revolving
credit facility is drawn by more than 40%.

STRUCTURAL CONSIDERATIONS

Pro forma the refinancing, Sante Cie's debt will consist of term
loan B of EUR735 million and EUR150 million revolving credit
facility, both maturing in 2031. The senior secured term loan and
the senior secured revolving credit facility are pari passu and
rated B2, in line with the CFR in the absence of any significant
liabilities ranking ahead or behind.

After the closing of the transaction, there will remain EUR20
million of convertible bonds which Moody's treat as equity for the
purpose of Moody's credit metrics calculations.

COVENANTS

Moody's have reviewed the draft terms for the new credit
facilities. The following are proposed terms, and the final terms
may be materially different:

Guarantor coverage will be at least 80% of consolidated EBITDA
(determined in accordance with the agreement). Security will be
granted over key shares, receivables and material bank accounts.

Incremental facilities are permitted up to the greater of 100% of
EBITDA and EUR148 million. Unlimited pari passu debt is permitted
up to a senior secured net leverage ratio of 4.65x or less.
Dividends, equity redemptions and subordinated debt payments are
permitted up to a net leverage ratio of 4.3x or, if funded from
acceptable funding sources, 4.55x. Asset sale proceeds are required
to be applied in full (subject to standard carve-outs).

Adjustments to consolidated EBITDA include cost savings and
synergies capped at 25% of EBITDA and reasonably achievable within
24 months.

RATIONALE FOR RATING OUTLOOK

The stable outlook reflects Moody's expectations that Sante Cie
will be able to maintain credit metrics commensurate with the B2
rating over the next 18 months on the back of continued and stable
EBITDA growth, thereafter, leading to a Moody's-adjusted leverage
decreasing towards 5x by end FY2026. The stable outlook also
assumes positive free cash flow generation capacity at all times
and at least an adequate liquidity profile with comfortable
headroom under its financial covenant.

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

Moody's could upgrade the rating if (1) Moodys-adjusted debt/EBITDA
remains below 5.0x while the company grows its earnings further and
successfully executes its business strategy, including the smooth
integration of bolt-on acquisitions; (2) its Moody's-adjusted EBITA
to interest increases to above 2.5x (3) its Moodys-adjusted
FCF/debt remains above 5%; and (4) and there are no adverse changes
in the company's strategy or financial policy.

Moody's could downgrade the rating if (1) Sante Cie's
Moodys-adjusted (gross) debt/EBITDA remains above 6.0x; (2)
Moody's-adjusted EBITA to interest falls below 1.5x; (3)
profitability deteriorates because of competitive, regulatory or
pricing pressure; (4) Moody's-adjusted FCF turns negative for a
prolonged period or financial policy becomes more aggressive with
regard to debt-financed acquisitions.

PRINCIPAL METHODLOGY

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

COMPANY PROFILE

Sante Cie, headquartered in Lyon, France, is among the leading
providers of home care services (Prestataire de Sante a Domicile or
PSAD) in France. The company provides medical equipment,
consumables, logistics and paramedical services for a range of
therapeutic areas including respiratory assistance, infusion,
insulin, nutrition, and dialysis.



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

DRYDEN 96: Fitch Affirms B-sf Rating on Cl. F Notes, Outlook Stable
-------------------------------------------------------------------
Fitch Ratings has upgraded Dryden 96 Euro CLO 2021 DAC's class B-1
and B-2 notes, and affirmed the others.

   Entity/Debt            Rating           Prior
   -----------            ------           -----
Dryden 96 Euro
CLO 2021 DAC

   A XS2471067319     LT AAAsf  Affirmed   AAAsf
   B-1 XS2471067400   LT AA+sf  Upgrade    AAsf
   B-2 XS2471067749   LT AA+sf  Upgrade    AAsf
   C XS2471068044     LT Asf    Affirmed   Asf
   D XS2471068127     LT BBB-sf Affirmed   BBB-sf
   E XS2471068556     LT BB-sf  Affirmed   BB-sf
   F XS2471068713     LT B-sf   Affirmed   B-sf

Transaction Summary

Dryden 96 Euro CLO 2021 DAC is a cash flow CLO comprising mostly
senior secured obligations. The transaction is managed by PGIM
Limited and exited its reinvestment period in June 2024.

KEY RATING DRIVERS

Stable Performance: Since Fitch's last review in January 2024, the
portfolio's performance has remained stable. According to the last
trustee report dated 31 October 2024, the transaction was passing
all its tests with no reported defaults (in line with the last
review). The trustee report also discloses a 0.14% 'CCC' bucket,
but this figure only captures obligations that were rated 'CCC+' or
below at the time of their purchase, whereas the actual exposure to
assets currently rated 'CCC+' or below is 7.05%, as calculated by
Fitch.

Limited Refinancing Risk: The transaction has manageable near- and
medium-term refinancing risk, in view of large default-rate
cushions for each class of notes. The CLO has just 0.5% maturing in
2025 and 4.3% maturing in 2026, as calculated by Fitch. The
transaction's comfortable break-even default-rate cushions support
the Stable Outlook.

'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the underlying obligors at 'B'/'B-'. The Fitch-calculated weighted
average rating factor of the current portfolio is 24.9 as reported
by the trustee.

High Recovery Expectations: Senior secured obligations comprise
92.5% of the portfolio. 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 current portfolio as reported by the trustee was
61.3%.

Transaction Outside Reinvestment Period: Although the transaction
exited its reinvestment period in June 2024, the manager can
reinvest unscheduled principal proceeds and sale proceeds from
credit-risk obligations and credit-improved obligations after the
reinvestment period, subject to compliance with the reinvestment
criteria. Fitch's analysis is therefore based on a portfolio where
Fitch stressed the transaction's covenants to their limits. Fitch
tested the notes' achievable ratings across the Fitch test matrix
as the portfolio can still migrate to different collateral quality
tests.

RATING SENSITIVITIES

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

Based on the current portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration.

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

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 Dryden 96 Euro CLO
2021 DAC.

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

MONUMENT CLO 2: S&P Assigns Prelim B+ (sf) Rating on F-1 Notes
--------------------------------------------------------------
S&P Global Ratings assigned preliminary credit ratings to Monument
CLO 2 DAC's class A-1 Loan and class A-1, A-2, B, C, D, E, and F-1
European cash flow CLO notes. The issuer will also issue unrated
subordinated notes.

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

The portfolio's reinvestment period will end approximately 4.6
years after closing, while the non-call period will end
approximately 1.6 years after closing.

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

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

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

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

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

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

  Portfolio benchmarks

  S&P weighted-average rating factor                 2,681.76

  Default rate dispersion                              505.50

  Weighted-average life (years)                          5.23

  Obligor diversity measure                            107.19

  Industry diversity measure                            19.68

  Regional diversity measure                             1.22
  
  Transaction key metrics

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

  'CCC' category rated assets (%)                       0.00

  Actual 'AAA' weighted-average recovery (%)           37.65

  Floating-rate assets (%)                             87.50

  Actual weighted-average spread (net of floors; %)     4.03

S&P said, "Our preliminary ratings reflect our assessment of the
collateral portfolio's credit quality, which has a weighted-average
rating of 'B'. We understand that at closing, the portfolio will 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 EUR400 million target par
amount, the actual weighted-average spread (4.03%), the actual
weighted-average coupon (6.98%), and the target portfolio
weighted-average recovery rates for all classes of notes and loan.
We applied various cash flow stress scenarios, using four different
default patterns, in conjunction with different interest rate
stress scenarios for each liability rating category.

"Until the end of the reinvestment period on July 20, 2029, the
collateral manager may substitute assets in the portfolio for as
long as our CDO Monitor test is maintained or improved in relation
to the initial ratings on the notes and loan. 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 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.

"At closing, 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.

"Our credit and cash flow analysis show that the class B, C, D, E,
and F-1 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 is still in its reinvestment phase, during which the
transaction's credit risk profile could deteriorate, we have capped
our preliminary ratings on the notes and loan."

The class A-1 Loan, and class A-1 and A-2 notes can withstand
stresses commensurate with the assigned preliminary ratings.

S&P said, "Following our analysis of the credit, cash flow,
counterparty, operational, and legal risks, we believe our
preliminary ratings are commensurate with the available credit
enhancement for the class A-1 Loan and class A-1 to F-1 notes.

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

Environmental, social, and governance

S&P regards the exposure to environmental, social, and governance
(ESG) credit factors in the transaction as being broadly in line
with our benchmark for the sector.

The transaction documents prohibit assets from being related to
certain activities, including but not limited to, the following:
trade in marijuana, gambling, hazardous chemicals; one whose
revenues are more than 10% derived from deforestation,
controversial weapons, the extraction of thermal coal, oil, and
fossil fuels from unconventional sources.

Accordingly, since the exclusion of assets from certain 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.

Monument CLO 2 is a European cash flow CLO securitization of a
portfolio of primarily senior secured leveraged loans and bonds. It
will be managed by Serone Capital Loan Management Ltd. and Serone
Capital Management LLP.

  Ratings

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

  A-1    AAA (sf)    142.00      39.50    Three/six-month EURIBOR
                                          plus 1.38%
  
  A-1 Loan AAA (sf)  100.00      39.50    Three/six-month EURIBOR
                                          plus 1.38%

  A-     AAA (sf)      6.00      38.00    Three/six-month EURIBOR
                                          plus 1.58%

  B      AA (sf)      44.00      27.00    Three/six-month EURIBOR
                                          plus 2.10%

  C      A (sf)       21.60      21.60    Three/six-month EURIBOR
                                          plus 2.60%

  D      BBB- (sf)    26.40      15.00    Three/six-month EURIBOR
                                          plus 3.50%

  E      BB- (sf)     22.00       9.50    Three/six-month EURIBOR
                                          plus 6.50%

  F-1    B+ (sf)       6.00       8.00    Three/six-month EURIBOR
                                          plus 7.60%

  Sub. Notes  NR      38.50        N/A      N/A

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


NASSAU EURO II: Fitch Affirms 'B-sf' Rating on Class F Notes
------------------------------------------------------------
Fitch Ratings has upgraded Nassau Euro CLO II DAC class C and D
notes and affirmed the rest. The Outlooks are Stable.

   Entity/Debt               Rating           Prior
   -----------               ------           -----
Nassau Euro CLO II DAC

   A XS2556942949        LT AAAsf  Affirmed   AAAsf
   B-1 XS2556943160      LT AAsf   Affirmed   AAsf
   B-2 XS2556943327      LT AAsf   Affirmed   AAsf
   C XS2556943673        LT A+sf   Upgrade    Asf
   D XS2556943830        LT BBB+sf Upgrade    BBBsf
   E XS2556944051        LT BB-sf  Affirmed   BB-sf
   F XS2556944309        LT B-sf   Affirmed   B-sf

Transaction Summary

Nassau Euro CLO II DAC is a cash flow CLO comprising mostly senior
secured obligations. The transaction is actively managed by Nassau
Global Credit (UK) LLP and will exit its reinvestment period in
February 2025.

KEY RATING DRIVERS

Stable Performance: The portfolio's performance has been stable.
According to the last trustee report dated 15 October 2024, the
transaction was passing all of its collateral-quality and
portfolio-profile tests. The transaction has 2.3% assets with a
Fitch-derived rating of 'CCC+' and below, according to the trustee
report, versus a limit of 7.5%. The transaction is 0.8% below its
target par but its shorter risk horizon also contributes to strong
cushions to support the upgrade of the class C and D notes by one
notch.

Limited Refinancing Risk: Exposure to near- and medium-term
refinancing risk is manageable, with no assets in the portfolio
maturing in 2024 and 0.3% in 2025, as calculated by Fitch.

Large Cushion Supports Stable Outlooks: All notes have large
default-rate buffers to support their ratings and should be capable
of absorbing further defaults in the portfolio. The ratings also
reflect sufficient credit protection for the notes to withstand
potential deterioration in the credit quality of the portfolio at
their ratings.

'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the underlying obligors at 'B'/'B-'. The Fitch weighted average
rating factor (WARF) of the current portfolio is 25.5 as calculated
by Fitch under its latest criteria.

High Recovery Expectations: Senior secured obligations comprise
99.8% of the portfolio. Fitch views the recovery prospects for
these assets as more favourable than for second-lien, unsecured and
mezzanine assets. The Fitch-calculated weighted average recovery
rate (WARR) of the current portfolio is 62.9%.

Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. The top 10 obligor
concentration, as calculated by Fitch, is 10.4%, and no obligor
represents more than 1.3% of the portfolio balance. Exposure to the
three-largest Fitch-defined industries is 33% as calculated by the
trustee. Fixed-rate assets reported by the trustee are 5.4% of the
portfolio balance, which compares favourably with the current
maximum of 10%.

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

RATING SENSITIVITIES

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

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.

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

Upgrades may result from stable portfolio quality and if the notes
start amortising, leading to higher credit enhancement across the
structure.

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.

ESG Considerations

Fitch does not provide ESG relevance scores for Nassau Euro CLO II
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.

VOYA EURO VIII: S&P Assigns Prelim B- (sf) Rating to Cl. F Notes
----------------------------------------------------------------
S&P Global Ratings assigned its preliminary credit ratings to Voya
Euro CLO VIII DAC's class A to F European cash flow CLO notes. At
closing, the issuer will issue unrated subordinated notes.

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

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

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

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

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

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

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

  Portfolio benchmarks

  S&P Global Ratings' weighted-average rating factor     2,777.51

  Default rate dispersion                                  488.26

  Weighted-average life (years)                              4.81

  Weighted-average life (years) extended
  to cover the length of the reinvestment period             5.02

  Obligor diversity measure                                186.09

  Industry diversity measure                                21.60

  Regional diversity measure                                 1.23

  Transaction key metrics

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

  'CCC' category rated assets (%)                            0.00

  Actual target 'AAA' weighted-average recovery (%)         37.07

  Actual target weighted-average spread (net of floors; %)   4.01

  Actual target weighted-average coupon (%)                  4.02

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

S&P said, "In our cash flow analysis, we used the EUR400 million
target par amount, the covenanted weighted-average spread (4.01%),
the covenanted weighted-average coupon (4.02%), and the covenanted
weighted-average recovery rates at all rating levels. We applied
various cash flow stress scenarios, using four different default
patterns, in conjunction with different interest rate stress
scenarios for each liability rating category.

"Until the end of the reinvestment period on Jan. 15, 2030, the
collateral manager may substitute assets in the portfolio for so
long as our CDO Monitor test is maintained or improved in relation
to the initial ratings on the notes. This test looks at the total
amount of losses that the transaction can sustain as established by
the initial cash flows for each rating, and it compares that with
the current portfolio's default potential plus par losses to date.
As a result, until the end of the reinvestment period, the
collateral manager may through trading deteriorate the
transaction's current risk profile, as long as the initial ratings
are maintained.

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

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

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

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

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

"In addition to our standard analysis, 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."

The transaction securitizes a portfolio of primarily senior-secured
leveraged loans and bonds and is managed by Voya Alternative Asset
Management 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 but not limited to, the following:
tobacco, controversial weapons, thermal coal production, and
pornography or prostitution. 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

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

  A       AAA (sf)     248.00       3mE +1.28%     38.00

  B       AA (sf)       45.00       3mE +1.95%     26.75

  C       A (sf)        23.00       3mE +2.35%     21.00

  D       BBB- (sf)     28.00       3mE +3.10%     14.00

  E       BB- (sf)      18.00       3mE +5.85%      9.50

  F       B- (sf)       12.00       3mE +8.68%      6.50

  Subordinated  NR      34.60       N/A              N/A

*The preliminary ratings assigned to the class A and B notes
address timely interest and ultimate principal payments. The
preliminary ratings assigned to the class C, D, E, and F 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 Euro Interbank Offered Rate.




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

EOLO SPA: Fitch Affirms 'B-' LongTerm IDR, Outlook Stable
---------------------------------------------------------
Fitch Ratings has affirmed Eolo SpA's Long-Term Issuer Default
Rating (IDR) at 'B-' with a Stable Outlook. Fitch also affirmed the
company's senior secured notes (SSN) at 'B' with a Recovery Rating
of 'RR3'.

Eolo's ratings reflect its high leverage and its expectations of
negative free cash flow (FCF) due to high capex . The affirmation
follows Eolo's good operating performance to date and its
shareholders' demonstrated commitment to support liquidity through
capital injections. Fitch has also tightened Eolo's leverage
sensitivities to reflect the company's weak FCF profile.

The Stable Outlook reflects Fitch's expectations that Eolo is
likely to receive additional equity injections from its
shareholders to fund its capex plan. Failure to do so in the next
6-12 months would affect the company's ability to implement its
growth plans and lead to liquidity concerns.

Key Rating Drivers

Negative FCF: Persisting negative FCF combined with significant
execution risks are key risks to Eolo's rating and business
profile. Its base case expects Eolo's growth strategy and network
upgrade to keep FCF to remain negative until FY29 (financial year
ending March). However, Fitch expects Fitch-defined EBITDA margin,
which treats leases as operating expenses, to increase to about
38.4% in FY28 from around 35.6% in FY23. High capex, at 50%-40% of
revenue over the next three years, invested for customer base
growth and technology upgrades on the network, will keep FCF
negative, and require additional external liquidity.

The company has some financial flexibility and discretion to reduce
capex, which could alleviate short-term liquidity pressures.
However, this is likely to affect its growth and ability to build
scale.

Liquidity Depends on Shareholder Support: Eolo needs additional
shareholder support to preserve liquidity and continue investing in
its network and in customer acquisition at the current pace. The
business plan may prevent deleveraging and FCF break-even over the
medium term. Fitch expects Eolo's shareholders to intervene should
the company struggle to meet its funding requirements through the
debt capital markets.

Demonstrated Shareholder Support: The company's shareholders have
demonstrated support through a EUR50 million equity injection
announced last year, of which a first tranche of EUR30 million will
be received in 2QFY25. Fitch expects the company and its
shareholders to prioritise customer growth, technology upgrades and
network expansion, even at the expense of delaying FCF generation.
If the company reduced these investments and accelerated FCF
generation, it would impact long-term EBITDA growth potential and
competitive position.

Fastweb Deal Improves Growth Potential: Eolo and Fastweb signed a
strategic partnership in April 2024 to accelerate high-speed
broadband coverage in rural Italy. The deal will give Fastweb
wholesale access to Eolo's fixed wireless access (FWA) footprint,
enlarging Eolo's wholesale revenue growth opportunities. Fastweb
has also given Eolo exclusive access to its 26GHz spectrum, which
will allow Eolo to offer internet speeds up to 1Gbps. This will
allow Eolo to compete with fibre in overlapping areas, protect and
increase its market share and increase current average revenue per
user (ARPU), in line with the more competitive offer.

New Capex Requirements: Eolo will initially need additional capex
to install antennas compatible with the new 26GHz frequencies on
their existing base transceiver stations. However, the transition
to 26GHz will significantly benefit the company's FCF profile long
term, because the customer premise equipment (CPE) cost for 26GHz
is significantly less than that for 28GHz frequencies. This means
that customer growth will be less expensive and have a higher FCF
conversion for every new customer on 26GHz.

Capex to Remain High: Fitch expects Eolo's capex to remain high at
over EUR430 million for FY25-FY28 before benefiting from the 26GHz
lower CPE cost. Its capex estimates include the cost to cover the
extension of the right-of-use of frequencies. Investments will
complete the coverage of Eolo's addressable market and upgrade its
network technology. Fitch estimates that in case of distress Eolo's
minimum capex would be of EUR80 million-EUR90 million. At this
level, the company is likely to be able to invest in minimum
short-term customer additions but at the expense of its longer-term
growth.

Good Customer Growth: Eolo's customer base grew by 5.6% year on
year in 1QFY25. The company increased its market share to 3.53% as
of June 2024 compared with 3.37% the previous year. The share of
28GHz technology among its active contracts increased to 49% in
1QFY25 from 40% in 1QFY24, which Fitch views positively, as
customers using this technology have lower churn than those using
Eolo's 5GHz technology.

Limited Deleveraging: Fitch expects Eolo's EBITDA leverage to
reduce to 5.7x in FY25 from 6.4x in FY24. Fitch expects EBITDA
growth to be sufficient to offset continued gross debt increases,
resulting in stable leverage around 5.0-6.0x from FY25-FY28. Its
forecasts assume additional funding, on top of committed equity, of
EUR85 million for FY25-FY28, which Fitch models as additional
debt.

Risks to FWA Operating Environment: Fitch believes FWA could be a
key technology in Italy, where FTTH networks will not be deployed
or where fibre-to-the-cabinet connection is sub-optimal. Fitch
believes long-term FTTH coverage will be 85%-90% of Italian
households, leaving a 10%-15% market opportunity for FWA.
Increasing medium-term household data consumption should support
broadband fixed connectivity usage. However, in the long term, FWA
may be challenged by alternative wireless technologies such as
satellite broadband and the extensive deployment of 5G mobile
networks.

Derivation Summary

Eolo holds a strong position in the FWA technology niche of the
Italian broadband market. This enables the company to grow its
customer and geographical coverage in suburban and rural Italy,
where the roll-out of fibre networks is slow and structurally
sub-optimal. In this niche, Eolo's peer is Tiscali (previously
Linkem), which also operates a FWA network but with limited
geographical overlap. Eolo's ratings are based on an expanding
business model, high leverage, and large capex requirements driving
negative FCF. Its operating and financial profiles are commensurate
with a 'B-' rating.

Eolo is comparable with the speculative-grade issuers covered by
Fitch in the telecommunications sector, particularly smaller ones
that cover niche market positions. Nuuday A/S (B/ Stable) also has
high leverage and capex requirements driving negative FCF. It is
the leader in the end-user market for mobile and broadband services
in Denmark. For its infrastructure it relies on its network partner
TDC NET A/S (BB/Stable).

High leverage, tight liquidity and limited visibility of FCF
generation improvement are key constraints and risks to Eolo's
ratings.

Key Assumptions

- Revenue growth of around 6.7% in FY25 and 7% FY26, benefiting
from increased wholesale revenue from Fastweb, and increasing to
7.2% and 5.9% in FY27 and FY28, respectively, as benefits from
higher adoption of the 26Ghz frequency improves customer growth and
ARPU

- Subscribers growing at an average of 6% a year for FY25-FY28,
with moderate growth in ARPU and decreasing churn

- Moderate growth in ARPU from around EUR29 a month

- Limited cash tax payments due to large losses carried forward
until FY29

- Capex at around 40% of revenue in FY25 and from 45%-35% in
FY26-FY28

Recovery Analysis

Its recovery analysis assumes Eolo would be considered a going
concern (GC) in bankruptcy, and that it would be reorganised rather
than liquidated. This is based on the inherent value of its FWA
network in suburban and rural areas in Italy. Fitch has assumed a
10% administrative claim.

Fitch assesses GC EBITDA at around EUR80 million. Its distressed
scenario assumes slower customer growth, stagnation in pricing and
higher capex requirements to maintain the customer base. This will
lead to shrinking margins and higher cash needs to fund capex,
causing increases in leverage. At the GC EBITDA level, Fitch
expects Eolo to be FCF negative. However, the company may be able
to achieve positive FCF after scaling back capex requirements,
following a cut in unprofitable areas from its FWA coverage. A sale
to another telecoms operator with greater scale may also be an
option.

Fitch uses a 5.0x multiple, at the mid-point of its distressed
multiples range for high-yield and leveraged- finance credits. Its
choice of multiple is justified by the potential attractiveness of
the business for other Italian telecoms operators, balanced by the
lack of FCF generation in the medium term.

Eolo's EUR140 million revolving credit facility (RCF) is assumed to
be fully drawn on default. The RCF ranks super senior and ahead of
SSNs. Its waterfall analysis generates a ranked recovery for the
SSN noteholders in the 'RR3' category, leading to a 'B' instrument
rating. This results in a waterfall-generated recovery computation
output percentage of 56%.

RATING SENSITIVITIES

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

- Disruptions to FWA expansion due to faster-than-expected and more
efficient roll-out of fibre networks in rural and suburban areas in
Italy, leading to a higher customer churn

- EBITDA leverage higher than 6.0x, caused by a reduction in
margins and by increases in gross debt

- EBITDA interest coverage below 3.0x

- Evidence of deterioration in short-term liquidity, due to
persistently fully drawn RCF and lack of visibility on timely
shareholder support

- Increased refinancing risk as maturities on the RCF and notes
approach

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

- A successful roll-out of the FWA network leading to broadband
leadership in target niches with customer expansion and control on
pricing

- Evidence of improvements in cash flow generation leading to
neutral FCF margins in 18 to 24 months

- EBITDA leverage sustainably below 4.5x

- Increase in liquidity headroom through additional facilities or
reimbursements under the RCF

Liquidity and Debt Structure

Eolo's cash position as of 1QFY25 was EUR5 million with remaining
undrawn RCF availability of around EUR17 million. Fitch expects the
company to draw down the remaining available portion of the RCF in
FY26 after exhausting the committed EUR50 million equity injection
from shareholders.

Fitch expects additional cash requirements over the next six to 12
months to continue funding the company's capex plan. Failure to do
so would compromise the company's ability to execute its growth
plan and could lead to liquidity issues commensurate with a lower
rating category.

Issuer Profile

Eolo is a provider of broadband and ultra-broadband services in
Italy. It focuses on rural and suburban areas through the
deployment of FWA, and is the leading operator in Italy for this
technology.

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
   -----------             ------       --------   -----
Eolo SpA             LT IDR B- Affirmed            B-

   senior secured    LT     B  Affirmed   RR3      B



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

VODAFONEZIGGO GROUP: Fitch Affirms B+ LongTerm IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has affirmed VodafoneZiggo Group B.V.'s (VZ)
Long-Term Issuer Default Rating (IDR) at 'B+' with a Stable
Outlook. Fitch has also affirmed the group's senior secured debt at
'BB' with a Recovery Rating of 'RR2', vendor financing notes at
'B-'/'RR6' and senior notes at 'B-'/'RR6', issued by VZ's
subsidiaries.

VZ's ratings are constrained by high leverage, predominantly due to
its shareholder-friendly financial policy. Fitch expects this to
keep leverage high, with limited headroom against its EBITDA net
leverage threshold of 5.8x. In addition, competitive pressure in
the fixed-line consumer segment continues to reduce VZ's fixed-line
customer base. This may potentially necessitate a higher capex in
case network upgrade is considered.

The ratings are supported by VZ's solid operating profile and
established convergent position in the three-player Dutch telecom
market. This results in consistent pre-shareholder distribution
free cash flow (FCF) generation.

Key Rating Drivers

Fixed-Line Competition Curbs Growth: Fixed-line competition is
pressuring VZ's revenue, with incumbent Royal KPN N.V. (BBB/Stable)
and Odido, which is cooperating with Open Dutch Fibre, continuing
to roll-out fiber. The competitors' fiber take-up promotions saw VZ
lose 4.1% of its broadband customer base in the year to September
2024 and 1.0% in 3Q24. This was partly offset by a rise in average
revenue per user (ARPU), but consumer cable revenue still fell by
4.8% in 3Q24.

Fitch expects CPI-linked price increases going forward to be lower
than the 2.5% rise in July 2024 and 8.5% hike in July 2023, likely
slowing revenue growth inflection, but support VZ's churn
management efforts. VZ offers gigabit speeds and improved network
quality across 100% of its coverage since completing its DOCSIS 3.1
upgrade in 2022. The company has decided to focus on DOCSIS
technology and has been testing DOCSiS 4.0 successfully. Further
upgrades will depend on consumer demand for higher broadband
speeds, which competitors can offer on fiber networks, but would
increase capex and may further pressure VZ's leverage metrics.

Convergence to Limit Churn: VZ is increasing its convergence to
protect its broadband customer base against ARPU erosion. The Dutch
market has high convergence, with both KPN and VZ gradually
increasing the penetration of customers subscribing to both
fixed-line and mobile services. VZ's convergence rate reached 49%
at end-3Q24, from 32% at end-2018, driven by its competitive
bandwidth capability and developing TV services. This is against
KPN's penetration rate of 59%. Fitch sees scope for further
convergence rate growth at VZ, although the pace has slowed.

Mobile Growth Positive: Fitch expects rising mobile revenue, driven
by higher subscriber numbers, which should mitigate the competitive
pressure in the fixed-line segment and support modest revenue
growth. Mobile revenue rose by 5.5% in 3Q24, continuing a long
trend of consecutive quarterly growth, bolstered by 10% mobile
price indexation in October 2023, the expanding customer base and
handset sales.

Fitch sees scope for further increases in 5G penetration in the
Netherlands from rising consumer adoption and greater demand for
internet-of-things SIM cards. Growth is likely to be correlated
with household and business spending trends, which Fitch expects to
improve as inflationary pressure continues to ease, further
supported by the 5G spectrum auction held in July 2024.

Well-Spread Maturity Profile: VZ does not have any major debt
maturities before 2028. This takes into account its recent EUR575
million senior unsecured green bond issuance with maturity in 2032.
Proceeds will be used to repay USD625 million in notes due 2027. VZ
proactively manages its debt structure. Hence, Fitch expects it to
refinance other maturities well in advance of when they fall due if
this allows for borrowing cost optimisation.

Stable Leverage Profile: Fitch expects leverage to stay at 5.7x by
end-2024, unchanged from the peak at end-2023 amid high
inflationary pressure that pushed the EBITDA margin down to 45.2%.
While Fitch expects a minor margin recovery in 2024, helped by cost
saving initiatives, net leverage will bear the impact of elevated
capex from the EUR57.5 million 5G spectrum payment made in July
2024. The cost savings should help net leverage return to
historical levels of 5.6x by 2025 and 5.5x by 2027.

Organic Deleveraging Capacity: VZ's strong market position and
stable performance in the competitive Dutch market results in
satisfactory cash flow generation, with an FCF margin, before
shareholder distributions, of 6% to 9% in its forecast. This
provides some organic deleveraging capacity, but Fitch expects the
shareholder-friendly distribution policy to be prioritised over
deleveraging efforts, which limited leverage headroom against its
downgrade threshold of 5.8x.

Interest Rates Hedged: Floating-rate debt constituted 45.5% of VZ's
loans and notes as at end-3Q24, while US-dollar denominated debt
stood at around 50.5%. VZ has hedged its interest rate and
foreign-exchange (FX) exposure until debt maturity through a
combination of cross-currency and interest rate derivatives. Fitch
expects EURIBOR and LIBOR rates to further decrease in 2024, which
together with VZ's hedging strategy, supports stable interest
coverage through to 2027.

Derivation Summary

VZ's ratings are supported by a solid operating profile, backed by
a strong convergent position in the Dutch market, while rising
fixed-line market competitiveness drives some revenue and EBITDA
margin pressure.

VZ's closest operational peers - VMED O2 UK Limited (BB-/Negative)
and Telenet Group Holding N.V. (BB-/Stable) - have similar business
characteristics and market potential, but deliver better financial
metrics, especially in leverage. Its forecast for VZ's EBITDA net
leverage of 5.7x at end-2024 places the company firmly in the 'B+'
rating. Fitch believes VZ has the scale and operational potential
to support a 'BB-' rating, but expect cash returns to shareholders
to increase towards the high-end of management guidance, keeping
leverage in line with a 'B+' rating, with the tight leverage
headroom only slightly improving by end-2026.

Key Assumptions

- Revenue increase of 1% in 2024, with average revenue growth of
0.6% between 2024 and 2027

- Fitch-defined EBITDA margin to improve to 45.7% in 2024 on easing
inflationary pressure and then gradually increasing to 46.6% by
2027

- Capex, excluding spectrum, at 23% of revenue in 2024-2027

- Distribution to shareholders of EUR270 million-350 million in
2024-2027

Recovery Analysis

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

- Fitch assumes a 10% administrative claim.

- Its going concern EBITDA estimate of EUR1.45 billion reflects its
view of a sustainable, post-reorganisation EBITDA level upon which
Fitch bases the valuation of the company. The estimate is 25% below
the Fitch-defined EBITDA in the 12 months to 3Q24.

- Fitch used an enterprise value multiple of 6x to calculate a
post-reorganisation valuation. This reflects a distressed
multiple.

Fitch estimates the total amount of debt claims at EUR11.6 billion,
which includes full drawings on an available revolving credit
facility of EUR800 million. Its recovery analysis indicates an 89%
recovery percentage for the senior secured debt, with an instrument
rating and Recovery Rating of 'BB' and 'RR2', respectively. VZ's
vendor financing and senior unsecured debt have zero recovery and
an instrument rating and Recovery Rating of 'B-' and 'RR6',
respectively.

RATING SENSITIVITIES

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

- Fitch-defined EBITDA net leverage above 5.8x on a sustained
basis

- CFO less capex/gross debt consistently below 3.3%

- Further intensification of competitive pressure that leads to
deterioration in operational performance

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

- Strong and stable FCF generation, together with a more
conservative financial policy, resulting in Fitch-defined EBITDA
net leverage below 5.0x on a sustained basis

- (Cash flow from operation - capex)/gross debt consistently above
5%

Liquidity and Debt Structure

Sufficient Liquidity: VZ reported a cash balance of EUR94.7 million
at end-September 2024. It also had a fully undrawn credit facility
of EUR800 million, of which EUR25 million is due in 2026 and EUR775
million in 2029. Maturities are long-dated and Fitch expects the
business to generate EUR270 million-350 million of pre-dividend FCF
between 2024 and 2027.

Fitch expects VZ to keep cash at below EUR100 million, as it has a
record of distributing excess cash to its parents. VZ's short-term
maturity in 2024 is predominantly vendor financing, which is
usually due within one year. Fitch expects this amount to be rolled
over under its recurring vendor financing arrangement. Vendor
financing is not included in covenant leverage, but is included in
all Fitch-defined metrics.

Issuer Profile

VZ is a joint venture formed in 2016 between Liberty Global Ltd.
and Vodafone Group Plc (BBB/Positive). The company is a fully
converged cable and mobile service provider in the Netherlands.

Summary of Financial Adjustments

Fitch treats shareholder distributions to VodafoneZiggo Group
Holding as other investing cash flow rather than dividends.

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
   -----------              ------          --------   -----
Ziggo Financing
Partnership

   senior secured     LT     BB  Affirmed     RR2      BB

VZ Secured
Financing B.V.

   senior secured     LT     BB  Affirmed     RR2      BB

Ziggo B.V.

   senior secured     LT     BB  Affirmed     RR2      BB

VZ Vendor
Financing II B.V.

   structured         LT     B-  Affirmed     RR6      B-

VodafoneZiggo
Group B.V.            LT IDR B+  Affirmed              B+

Ziggo Bond
Company B.V.

   senior unsecured   LT     B-  Affirmed     RR6      B-

   senior unsecured   LT     B-  New Rating   RR6      B-(EXP)



=============
R O M A N I A
=============

GARANTI BANK: Fitch Hikes LongTerm IDR to 'BB', Outlook Stable
--------------------------------------------------------------
Fitch Ratings has upgraded Garanti Bank S.A.'s (GBR) Long Term
Issuer Default Rating (IDR) to 'BB' from 'BB-'. The Outlook is
Stable. Fitch has also upgraded GBR's Viability Rating (VR) to 'bb'
from 'bb-' and Shareholder Support Rating (SSR) to 'bb-' from 'b-'.


The upgrades of the IDRs and VR reflect the benefits of the
improved Romanian operating environment to the bank's risk and
business profiles as well a limitation in contagion risk from its
linkage to Turkiye's exposures. The latter, combined with the
improved credit profile of GBR's direct parent Turkiye Garanti
Bankasi A.S. (TGB; BB-/Stable/bb-), support the upgrade of GBR's
SRR .

Key Rating Drivers

Small, Domestic Bank: GBR's IDRs and VR balance its reasonable
financial profile against its small size and narrow franchise,
albeit the latter is benefiting from growth in unsecured lending as
the operating environment in Romania has improved. Its assessment
also considers modest and diminishing contagion risk from its
lower-rated direct parent.

Improved Operating Environment: Strong GDP growth, supporting
income convergence with EU averages, labour market resilience and
the sector's large exposure to the Romanian sovereign
(BBB-/Stable), coupled with larger scale, reduced fragmentation of
the sector and improved diversification of income streams translate
into better prospects for the standalone credit profiles of
Romanian banks. Consequently, Fitch has revised the operating
environment score for Romanian banks to 'bbb-' from 'bb+'.

Narrow Franchise, Concentrated Business Model: GBR is a small
universal Romanian bank operating a traditional bank business
model, with growing focus on business diversification, albeit into
more volatile but higher-yielding business. However, the bank's
limited franchise constrains its competitive advantages in the
competitive Romanian banking sector. The burden of its modest and
declining exposure to Turkiye risk is diminishing due to improved
economic prospects and decreased intervention risk in Turkiye.

Reasonable Risk Profile: GBR's risk profile benefits from the
improved operating environment, but also reflects the bank's above
average risk appetite in lending, following recent high growth in
unsecured retail lending. Industry and single named concentration
are also above those of most large domestic peers. Despite this,
the bank's record in maintaining reasonable asset quality metrics
support its view that its risk framework is well-adapted to the
scale and complexity of its business profile.

Asset Quality Pressure Contained: Fitch expects the bank's impaired
loans ratio (end-1H24: 1.6%) to moderately weaken over the next two
years to about 2.1%, reflecting the normalisation of default rates
and the bank's recent faster growth in unsecured retail lending,
structurally weighing on new impaired loans generation as this
seasons. GBR's impaired loans ratio has historically outperformed
the sector average, but loan book concentrations increase
vulnerability to cyclical losses.

Delayed Recovery of Earnings: Fitch expects GBR's operating
profits/risk-weighted assets (RWAs) to further weaken in 2025
(end-1H24: 2.2% annualised), reflecting slowing revenue growth due
to tight competition, continued operating expense pressure and
normalising loan impairment charges. Wage pressure and high IT
investments, coupled with turnover tax that is particularly
burdensome for GBR mean profitability will start to recover only
from 2026. Fitch therefore believes the benefits of the improved
operating environment will take time to benefit GBR's earnings.

Capital Ratios Commensurate to Risks: GBR's capitalisation is a
rating strength and reflects the bank's high capital ratios (common
equity Tier 1 (CET1) ratio at end-1H24: 19.7%) providing moderate
buffers against stress, although it would be vulnerable to more
severe stress. Fitch expects the CET1 ratio to moderately decline
over the next two years, but the level should stay commensurate
with the bank's risk profile.

Adequate Liquidity; Reasonable Funding: Fitch expects the bank's
gross loans/customer deposits ratio to be broadly stable around
90%. GBR's funding profile is based on granular and fairly stable
customer deposits, although the bank's funding franchise is weaker
than large domestic peers. GBR's liquidity is reasonable and
refinancing risk is low.

Rating Sensitivities

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

GBR's IDRs and VR are sensitive to a weakening in the overall
bank's financial profile, whether due to asset quality pressure or
more pronounced decline in capitalisation ratios than Fitch
expects. A material increase in the bank's risk appetite, or
evidenced of weakening in its business profile would also be
negative for the ratings.

Fitch would also downgrade the VR in case its exposure, direct or
indirect to Turkiye or intervention risks in the country materially
increases.

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

An upgrade of GBR's IDR and VR would require a material
strengthening of the bank's business profile coupled with
maintaining its current financial profile.

The IDR could also be upgraded in case of an upgrade of its direct
parent's IDR by at least two notches.

Shareholder Support Rating (SSR): GBR's SSR is driven by potential
extraordinary support from Banco Bilbao Vizcaya Argentaria, S.A.
(BBVA; BBB+/Stable), the majority and controlling shareholder of
GBR's 100% shareholder, TGB, which Fitch views as the ultimate
source of support. The wide notching between the ultimate parent
and GBR reflects a moderate probability of institutional support
from BBVA, due to Fitch's view of the low strategic importance of
the Romanian operations for the BBVA group.

In addition, Fitch would not expect BBVA to support GBR over and
above the support it would extend to TGB. Consequently, TGB's 'BB-'
IDR, which incorporates Fitch's view of country risks in Turkiye,
constrains its assessment of support available to GBR at the 'bb-'
level.

SSR

GBR's SSR is sensitive to changes in its assessment of contagion
risk from its direct parent, TGB as Fitch does not expect support
from the ultimate parent, BBVA, to come over and above that for the
Turkish subsidiary.

VR ADJUSTMENTS

The 'bb' asset quality score is below the 'bbb' category implied
score, due to the following adjustment reason: concentration
(negative).

The 'bb-' earnings and profitability score is below the 'bbb'
category implied score, due to the following adjustment reason:
earnings stability (negative).

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

The funding and liquidity score of 'bb' is below the 'bbb' category
implied score, due to the following adjustment reason: deposit
structure (negative).

ESG Considerations

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

   Entity/Debt                          Rating           Prior
   -----------                          ------           -----
Garanti Bank S.A.    LT IDR              BB  Upgrade     BB-
                     ST IDR              B   Affirmed    B
                     Viability           bb  Upgrade     bb-
                     Shareholder Support bb- Upgrade     b-



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

NAVOIURANIUM: S&P Assigns 'BB-' ICR, Outlook Stable
---------------------------------------------------
S&P Global Ratings assigned its 'BB-' long-term foreign and local
currency issuer credit ratings to Uzbekistan-based uranium producer
Navoiuranium.

S&P said, "The outlook is stable, mirroring that on the sovereign
rating, since we do not expect to rate the company above
Uzbekistan. Also, we forecast production and margins to remain
steady in the near term as the company benefits from high uranium
spot prices and low operating costs.

"Our ratings reflect Navoiuranium’s small scale and concentrated
asset base, which is solely in Uzbekistan . The company operates 25
mines within the Navoiy region of Uzbekistan, with the majority of
production (75% in 2023) attributable to the Zafarabad plant
administration. Our assessment of Navoiuranium's business risk
profile is largely constrained by the company's exposure to
Uzbekistan, which we consider a high-risk country with evolving
regulations and governance standards. As a single-commodity
producer, risks inherent to the uranium market pose a threat to
sustaining high margins, underpinned by contracts delivered at the
spot price, with no indexation or flooring. We view this as
negative because it leaves the company vulnerable to a decrease in
uranium prices, which have historically undergone large swings
after nuclear disasters and changes in regulation. However, we
acknowledge the company's operational success over the past two
years and its ability to ramp up production quickly as a result of
in-situ leaching rather than open-pit mining operations. The
company has total reserves of close to 119 million pounds (lbs),
providing a reserve life of just over 11 years. Due to the small
scale, we view this as behind other uranium peers, with
Kazatomprom's reserve life exceeding 40 years, and Cameco's and
Orano's at 27 and 31 years, respectively."

EBITDA generation should continue to support high margins with
current uranium price levels. In 2023, Navoiuranium generated S&P
Global Ratings-adjusted EBITDA of about Uzbek sum (UZS) 4.1
trillion (about $370 million) with a margin of 65.3%. With the
addition of a new contract with Western Mining Corp. (WMC) and
higher uranium prices of about $85 per lb, up from $53 per lb in
2023, we forecast a meaningful uplift of EBITDA to about UZS9.0
trillion (about $660 million) in 2024. Looking forward, we forecast
EBITDA margins will stay at about 80%, due to low material and
labor costs, which we anticipate will reduce further given the
depreciation of the Uzbek sum against the U.S. dollar. The spot
price of uranium is also expected to soften over our forecast
horizon as global supply and demand factors become more balanced,
but the additional production and contractual revenue will somewhat
offset this.

Navoiuranium's joint ventures will be of strategic value to the
company and government, enhancing the production base in the long
term. Currently, Navoiuranium has five planned joint ventures with
foreign partners, consisting of production fields and projects
within Asia. All five joint ventures are in the preliminary stages,
and Navoiuranium is yet to make an investment, with additions to
production expected toward the end of 2026. Investment by the
company is expected to be $50 million-$150 million annually,
starting in 2025. We view the joint ventures as a strategic measure
to attract more foreign investment.

S&P said, "We expect Navoiuranium to maintain conservative credit
metrics, with funds from operations (FFO) to debt higher than 60%
and S&P Global Ratings-adjusted leverage lower than 1.5x through
the cycle. We expect Navoiuranium's credit metrics to remain strong
over the next two years, complemented by low raw material and labor
costs. The only debt instrument on the balance sheet is a Chinese
renminbi (RMB) 435 million (about $60 million) facility from the
National Bank of Uzbekistan, in which RMB82 million is currently
drawn. Due to the company's low debt and EBITDA of over UZS4.0
trillion (about $370 million) in 2023, we forecast credit metrics
to maintain generous headroom for the ratings. That said,
potentially volatile cash flows, given concentrated operations and
fluctuating uranium prices, are an important contributor to our
overall assessment of Navoiuranium’s financial risk profile. The
only revenue visibility is from current contracts, which are
primarily with private energy companies in Asia. The company is
currently operating at full capacity, and we understand no new
contracts will be signed for the next few years. That said, we
forecast the total order book to increase from 3,772 tons in 2023
to around 5,000 tons in 2025, primarily driven by contractual
increases.

The rating on Navoiuranium is capped at the 'BB-' sovereign rating
on Uzbekistan because of the sovereign's 100% ownership and full
control of the company. Navoiuranium is one of the larger
corporations in Uzbekistan, having recently been formed from the
split of the uranium assets of NMMC (Navoi Mining and Metallurgical
Co.). The government owns 100% of the company through the ministry
of mining and geology, and has strong government representation on
its board. We therefore consider that there are no sufficient
mechanisms that would prevent negative government intervention if
the state wanted extra cash from the company (for instance, due to
sovereign financial stress). We have seen the government use its
influence with major corporations over the past few years. For
example, it has mandated a large investment program on national gas
producer Uzbekneftegaz while also extracting sizable dividends from
it, which resulted in a material increase in leverage. Similarly,
100% state-owned copper producer Almalyk MMC is in the middle of a
large expansion project but is also paying large dividends, causing
leverage to increase faster than expected. On the other hand, S&P
considers the potential mechanisms of support, such as the subsoil
use tax (8% in 2023) and the dividend policy of 50% of net income
to be flexible. These mechanisms are untested and subject to
government intervention. But S&P views the latter as unlikely
unless a specific risk to the uranium market were to occur.

Lack of a track record of operations constrains our rating. Since
the company was formed only two years ago, S&P does not have an
adequate time frame to assess profitability, production, and
governance over the long term. A track record of meeting production
targets, launching new projects on time and within budget
(including joint ventures), management of price risk, and
maintenance of conservative leverage could support an improvement
in the company’s SACP over time.

The stable outlook on Navoiuranium mirrors that on Uzbekistan and
our forecast that the company can maintain its production and
margins in the near term, benefiting from high uranium spot prices
and low costs of operations.

S&P could downgrade Navoiuranium if we took the same action on
Uzbekistan. S&P could also lower the rating if:

-- A major operational setback occurred, leading to materially
reduced cash flows coupled with high capital expenditure (capex)
needs to restore production.

-- Excessive shareholder distributions in any form, leading to a
significant decrease in FFO to debt to less than 60%.

S&P could upgrade Navoiuranium if we were to upgrade Uzbekistan,
assuming the company's SACP supports an upgrade. This could result
from:

-- A track record of delivering stable production and continued
margins, alongside additional production from joint ventures.

-- Commitment to modest leverage through the cycle.




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

TELEKOM SRBIJA: S&P Rates $900MM Senior Unsecured Bond 'BB-'
------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' long-term issuer credit and
issue ratings to Serbia's leading integrated telecom operator
Telekom Srbija a.d. Beograd (Telekom Srbija) and its $900 million
senior unsecured bond.

The stable outlook reflects S&P's outlook on Serbia, its belief
that Telekom Srbija will execute its strategy to continue
increasing its fixed-line broadband and mobile convergent customer
base and monetize its premium content and well-invested network, as
well as its expectations that the company will be successful in
timely securing additional funding to face its maturities beyond
June 2025.

The 'BB-' ratings are in line with the preliminary ratings assigned
on Oct. 10, 2024.

S&P's base-case assumptions have not changed significantly, except
for the total amount of the senior unsecured bond issuance ($900
million instead of the $750 million it assumed previously) and the
total debt repaid ($1,275 million instead of $1,135 million assumed
previously). These differences are not material from a credit
metrics and ratings standpoint.

Telekom Srbija is the dominant player in Serbia and a leading
integrated telecommunications provider in BiH and Montenegro.  
Telekom Srbija is the No. 1 provider of fixed broadband, fixed-line
telephony, mobile telephony, and multimedia services in Serbia. The
company had a 44.1% subscriber market share in mobile (ahead of No.
2 Yettel with 32%), 57.1% in fixed-line broadband (well ahead of
No. 2 SBB with 27%), and 54% in multimedia (ahead of No. 2 SBB with
39%) as of June 2024. The company is also the largest fixed-line
telephone operator and one of the two largest mobile telephony,
internet, and multimedia providers in BiH. It is the largest mobile
telephony, internet, and multimedia services provider and the
second-largest fixed-line telephone operator in Montenegro.

S&P believes Telekom Srbija's market position is underpinned by its
well-invested fixed-line broadband and mobile network.  Telekom
Srbija's strengths are underpinned by its well-invested, fully
integrated fixed-line broadband and mobile networks, although the
company sold a portfolio of about 1,800 towers in December 2023, in
line with several passive mobile infrastructure transactions that
closed in Europe over the past decade. The company has more than
96% of the population covered by 4G technology in its main markets,
supported by a large and diverse mobile spectrum portfolio across
all frequency bands and a dense network of 3,186 sites in Serbia.
Telekom Srbija's 5G mobile network is ready to roll out in dense
urban areas, at no major incremental costs because its current
mobile network is dense enough to carry out its 5G plan, while
57.5% of its mobile towers are already connected with fiber. Since
2021, Telekom Srbija has invested significantly in a fiber optic
network aimed at expanding its network quality and coverage, making
it the market leader in FTTH in Serbia with a network covering over
60% of the households nationally. Historically, the company has
been focusing on urban and dense areas, but it is now increasingly
addressing rural areas. Telekom Srbija has also rolled out FTTH in
BiH and Montenegro and currently covers 13% and 67% of total
households, respectively.

Telekom Srbija further differentiates from competition thanks to
its extensive and exclusive content.   Telekom Srbija offers a wide
range of content focusing on different segment groups. The company
produces its own TV premium content in cooperation with global and
regional content creators and its content library consists of
approximately 12,000 titles, while it has participated in the
production of over 145 series and 84 movies. Telekom Srbija has
also secured exclusive and extensive sports distribution rights,
including all major sport leagues, local TV, and premium foreign
content through its Arena Channels Group, which is not only offered
in Telekom Srbija's bundles, but also across the Balkans and the
Serbian diaspora in Europe (Germany, Austria, Switzerland) and
Turkiye via wholesale agreements and triple-quadruple play bundled
via mobile virtual network operator (MVNO) contracts. This strategy
has enabled Telekom Srbija to increase revenue at a compound annual
growth rate of 16.5% between 2019 and 2023 and grow its multimedia
market share to 53% from 38% in Serbia, to 31% from 24% in BiH, and
to 41% from 35% in Montenegro over the same period.

Both Telekom Srbija's network and extensive content portfolio are
key enablers of its growth strategy, which will enhance the depth
of its convergent offering and generate additional growth
opportunities.   Telekom Srbija leverages its well-invested
network, diversified and unique media content portfolio, and large
subscriber base to cross sell services and expand the number of
bundled packages it offers. This leads to an overall increase in
customer spend, satisfaction, and stickiness; higher average
revenue per user (ARPU); and consequently higher revenue by
locking-in subscribers and incentivizing them to migrate to
high-speed data packages and premium multimedia services. While
Telekom Srbija compares positively with its competitors in terms of
bundled package penetration with a total of 51% in Serbia, 43% in
BiH, and 48% in Montenegro, the company has the opportunity to
increasingly bundle its mobile customer base, and to grow broadband
and multimedia bundled subscriptions in BiH and Montenegro. Telekom
Srbija is also planning to further monetize content investments,
expanding its reach to the Serbian diaspora across the globe as
already started in certain European countries and Turkiye. This
strategy, combined with continuous focus on improved customer
satisfaction, and price increases will in our view support forecast
revenue growth of about 15% per year in 2024 and 2025 and S&P
Global Ratings-adjusted EBITDA margin improvement toward 38% in
2025, from 27.4% in 2023.

Telekom Srbija operates in a stable and supportive regulatory
environment with good economic fundamentals.   No new entrants are
expected in mobile and fixed-line broadband in the foreseeable
future and Telekom Srbija is required to open only its copper
network to the competition. In addition, it is supported by solid
GDP growth expectations of 4%, on average, beyond 2024, and a
constant growth of average wages, which supports consumer
spending.

The company's strengths are somewhat balanced by its
still-below-peers' average profitability, owing to the expensive
content strategy it aims to increasingly monetize; still large
contribution from mobile operations; and its relatively smaller
scale compared with Western European incumbents due to the service
area it covers.   High content costs largely undermine Telekom
Srbija's profitability, resulting in S&P Global Ratings-adjusted
EBITDA margin (after capitalized content production and content
acquisition) that is below the peer average, expected at about 33%
in 2024, from 27.4% in 2023. This is because the company invested
massively in the production of internal content and securing
exclusive broadcasting sports and TV rights to drive expansion and
growth, all of which it has to continue monetizing. S&P said, "As a
result of its lower margin and elevated capital expenditure
(capex), we expect Telekom Srbija will continue reporting negative
free operating cash flow (FOCF) over 2024-2025. Our view of Telekom
Srbija's business positioning is further constrained by the
company's business mix being still dependent on mobile revenue,
with a relatively low degree of mobile convergent customers (about
14% in Serbia)." Broadband and pay-TV revenue stood at about 13%
and 24% over the 12 months ended June 30, 2024, against a
contribution of around 47% from mobile services. Finally, with
revenue equivalent to about EUR1.5 billion and S&P Global
Ratings-adjusted EBITDA equivalent to about EUR415 million in 2023,
Telekom Srbija has a relatively smaller scale than Western European
incumbents owing to the service area it covers.

S&P said, "We expect Telekom Srbija's S&P Global Ratings-adjusted
debt to EBITDA will be about 5.2x in 2024, before reducing to 4.2x
by 2025, with negative FOCF over the period.   S&P Global
Ratings-adjusted debt to EBITDA of slightly more than 5.0x in 2024
and our expectation of negative FOCF constrain our rating on
Telekom Srbija. While we expect a sharp leverage reduction to about
4.2x in 2025, we forecast FOCF should turn positive only by the end
of 2026 as intensive capex plans absorb forecast revenue growth and
profitability improvement over 2024-2025. This is because the
company continues investing in its fiber network and making its
mobile network 5G ready while continuously investing in multimedia
content. Although we understand some growth capex could be delayed
and the company can decide to postpone or stop the production of
content, we believe such investments are still necessary for the
company to maintain its network and media leadership and deliver on
its growth strategy through content monetization, growing bundled
penetration, and price increases.

"We assess liquidity as adequate, but we note that Telekom Srbija
will have to secure new funding to cope with maturities beyond June
2025.   We believe Telekom Srbija will have sufficient funds from
July 1, 2024, pro forma for the proposed bond and term loan
issuance, to cope with its maturities in the next 12 months,
although this would require some capex or dividend adjustments
absent further issuance over the next several quarters. We are also
mindful the company will have to secure additional funding to cover
its maturities beyond June 2025. However, we view positively that
Telekom Srbija has built strong relationships with banks and
investors over the years and understand the company is in active
discussions to secure new facilities, or to renew or roll over
existing ones, although no firm and final commitments have been
received yet.

"The stable outlook reflects the outlook on Serbia. It also
reflects our belief that Telekom Srbija will execute its strategy
to continue increasing its fixed-line and mobile convergent
customer base and monetize its premium content and well-invested
network, such that FOCF turns positive by 2026 and S&P Global
Ratings-adjusted leverage sustainably reduces to less than 5x. The
stable outlook also reflects our expectation that the company will
be successful in timely securing additional funding to face its
maturities beyond June 2025."

S&P could lower the rating if:

-- Telekom Srbija's adjusted leverage rises above 6x due to a
slower-than-expected monetization of its large and diversified
multimedia content, and if its investments in network upgrade and
quality translate into subdued revenue and EBITDA growth and a
large FOCF deficit in 2025 and potentially beyond.

-- S&P believes Telekom Srbija's liquidity sources are not
sufficient to sustain its operations over the next 12 months.

S&P lowers its sovereign rating on Serbia.

S&P said, "Rating upside is remote over the next 12 months,
considering our assessment of a moderate likelihood of support from
the government and our BBB-/Stable/A-3 local currency ratings on
Serbia. We could raise our assessment of Telekom Srbija's
stand-alone credit profile (SACP) to 'bb-' should its S&P Global
Ratings-adjusted leverage reduce substantially and sustainably
below 5x and its FOCF turns positive, supported by our forecast of
high revenue growth and profitability improvement, in addition to
adequate liquidity. Such a revision would, however, not result in a
change to our 'BB-' rating on Telekom Srbija.

"We could raise the rating on Telekom Srbija to 'BB' if we revise
our view of its SACP to 'bb', which would require adjusted leverage
of less than 4x and FOCF to debt comfortably and sustainably above
5%, with a steadily adequate liquidity."




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

A.I. CANDELARIA: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
----------------------------------------------------------------
Fitch Ratings has affirmed A.I. Candelaria (Spain) S.A.'s Long-Term
Foreign and Local Currency Issuer Default Ratings (IDRs) and USD950
million of notes outstanding due between 2028 and 2033 at 'BB'. The
Rating Outlook is Stable.

A.I. Candelaria (Spain), S.A.'s ratings are linked to the credit
profiles of its Oleoducto Central S.A. (OCENSA; BB+/Stable)
subsidiary, which is A.I. Candelaria's only source of cash flow to
service debt, and Ecopetrol S.A. (BB+/Stable), which indirectly
owns 72.65% of OCENSA.

The ratings also incorporate the significant influence of A.I.
Candelaria on OCENSA's dividend policy, which mitigates the
dependence on a single source of cash flow from its minority
interest in OCENSA. The ratings are constrained by A.I.
Candelaria's moderately high leverage and structural subordination
to OCENSA's creditors.

Key Rating Drivers

Adequate Dividend Stream: A.I. Candelaria's ratings are supported
by the quality of the dividends received from its 27.35% stake in
OCENSA. The company participates in a regulated business with
strong cash flows and a good track record of dividends received.
Fitch's base case scenario assumes dividends from OCENSA of USD180
million-USD193 million over the rating horizon.

A.I. Candelaria benefits from OCENSA's key position as the largest
crude oil transportation company in Colombia, which connects the
most important oil basins with the country's main export terminal
and refineries. This helps OCENSA to remain competitive through
different price cycles.

Structural Subordination: A.I. Candelaria's outstanding notes will
remain structurally subordinated to OCENSA's outstanding USD400
million notes. As the holding company, it depends on dividends from
OCENSA to service its obligations. Therefore, a substantial
leverage increase at OCENSA could increase the structural
subordination of A.I. Candelaria's creditors.

This risk is mitigated by OCENSA's record of stable dividend
distributions and A.I. Candelaria's veto right over changes in
OCENSA's dividend policy and capex above USD100 million. Fitch
believes the projected dividend stream will be more than sufficient
to cover interest expense and principal payments on A.I.
Candelaria's outstanding notes.

Moderately High Capital Structure: A.I. Candelaria's capital
structure is moderately high for its rating. Gross leverage,
measured as total debt/dividends received, was 4.7x as of YE 2023.
Fitch expects leverage to gradually trend toward 4.0x in the medium
term, as the company began amortizing its outstanding 2033 notes in
2028. The amortized structure of A.I. Candelaria's notes reduces
the company's exposure to refinancing risk. EBITDA is expected to
cover interest expense by 3x or more over the rating horizon.

Strong Minority Rights: A shareholder agreement gives A.I.
Candelaria significant influence on OCENSA's dividend policy, which
reduces its dependence on its minority interest in OCENSA for its
sole source of cash flow. A.I. Candelaria has a strong veto right
on OCENSA's significant decisions, and it is entitled to appoint
two of the five directors to OCENSA's board. A 90.1% majority of
shareholder votes is required to change the dividend policy, among
other significant business decisions, to protect cash flow and
liquidity.

Derivation Summary

A.I. Candelaria's ratings rely on the dividend stream from OCENSA,
which has non-investment-grade credit quality. Overall, assets such
as crude and products pipelines, natural gas and other
contractually supported operations have predictable operating
performance and consistent earnings and cash flow. OCENSA's credit
profile is linked to that of Ecopetrol, which indirectly owns
72.65% of OCENSA. Fitch believes operational integration and
strategic ties between the entities are significant enough to
create economic incentives for Ecopetrol to effectively support
OCENSA.

Tolling-based natural gas peers in the region, such as
Transportadora de Gas Internacional S.A. E.S.P. (TGI; BBB/Stable)
and Transportadora de Gas del Peru, S.A. (TGP; BBB+/Stable),
benefit from the cash flow stability afforded by more purely
take-or-pay models, allowing them to support more leverage.
OCENSA's stronger financial profile, with average leverage below
0.5x over the rating horizon, is offset by a greater exposure to
volumetric risk, given its higher reliance on ship-and-pay
contracts than peers.

Key Assumptions

- OCENSA's transported volumes for ship-and-pay contracts grow by
1% over the rating horizon;

OCENSA's transported volumes for ship-or-pay contracts are
conducted per negotiated terms with off-takers;

- Current tariffs remain valid through 2024 and then increase by 1%
annually thereafter;

- Dividend payout of 100% of net income;

- Exchange rate as forecast by Fitch's Sovereign Group;

- Debt service reserve account covers 1.25x of the next debt
service payment, covering interest and principal;

- Dividends distribution contingent on meeting the debt service
reserve account requirement.

RATING SENSITIVITIES

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

- A downgrade of OCENSA's credit ratings;

- EBITDA interest coverage, measured as dividends received/gross
interest expense, sustained below 2.5x;

- Significant additional debt at the OCENSA level, which increases
the structural subordination of A.I. Candelaria;

- Failure to deleverage below 4.5x over the rating horizon, which
could widen the rating differential with OCENSA.

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

- An upgrade of OCENSA's credit ratings.

Liquidity and Debt Structure

Fitch expects liquidity to remain strong, considering AI
Candelaria's forecast for readily available cash and consistently
positive FCF generation. The principal of the notes due 2028 is
payable in 12 consecutive semiannual installments beginning in
2022, equivalent to 70% of the issuance. The notes due 2033 will be
payable in 10 consecutive semiannual installments beginning in
2028, equivalent to 75% of the issuance. The balances will be paid
on the maturity dates.

The debt service reserve account to be constituted as part of the
collateral will represent a liquidity buffer over the medium term.
It must cover no less than 1.25x of the next debt service payment,
including both interest and principal.

Issuer Profile

AI Candelaria is a holding company. Its main source of cash is
dividends received from its 27.352% ownership interest in OCENSA,
the largest crude oil transportation company in Colombia.

Public Ratings with Credit Linkage to other ratings

A.I. Candelaria's ratings are linked to OCENSA's credit profile.

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.

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.

   Entity/Debt               Rating          Prior
   -----------               ------          -----
A.I. Candelaria
(Spain), S.A.       LT IDR    BB  Affirmed   BB
                    LC LT IDR BB  Affirmed   BB

   senior secured   LT        BB  Affirmed   BB



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

ADVANCED OPTICAL: FRP Advisory Named as Joint Administrators
------------------------------------------------------------
Advanced Optical Limited was placed into administration proceedings
in the Business & Property Courts of England & Wales, Court Number:
CR-2024-006963, and Steven Ross and Allan Kelly of FRP Advisory
Trading Limited, were appointed as joint administrators on Nov. 18,
2024.  

Advanced Optical is a manufacturer of prescription lenses.

Its registered office is at Suite 5, 2nd Floor, Regent Centre,
Gosforth, Newcastle upon Tyne, NE3 3LS to be changed to Mulberry
Grove, Suite 3653, Wokingham, RG40 9NN.  Its principal trading
address is at Unit 1 The Business Centre, Raan's Road, Amersham,
HP6 6FB.

The joint administrators can be reached at:

             Steven Ross
             Allan Kelly
             FRP Advisory Trading Limited
             Suite 5, 2nd Floor, Bulman House
             Regent Centre, Newcastle Upon Tyne
             NE3 3LS

Further Details Contact:

             The Joint Administrators
             Tel No: 0191 605 3737

Alternative contact: Sarah Dorkin
                     Email: cp.newcastle@frpadvisory.com



ASPEN FURNITURE: Leonard Curtis Named as Joint Administrators
-------------------------------------------------------------
Aspen Furniture Ltd was placed into administration proceedings in
the High Court of Justice Business and Property Courts in
Manchester, Insolvency & Companies List (ChD), Court Number:
CR-2024-001485, and Rochelle Schofield and Andrew Knowles of
Leonard Curtis, were appointed as joint administrators on Nov. 15,
2024.  

Aspen Furniture manufactures furniture.

Its registered office and principal trading address is at 2nd
Floor, Tameside Works 2nd Floor, Tameside Works, Park Road,
Dukinfield SK16 5PT.

The joint administrators can be reached at:

            Andrew Knowles
            Rochelle Schofield
            Leonard Curtis
            Riverside House, Irwell Street
            Manchester, M3 5EN

For further details, contact:
           
            The Joint Administrators
            Email: recovery@leonardcurtis.co.uk
            Tel No: 0161 831 9999

Alternative contact: Helen Hales

BUSINESS MORTGAGE 5: Fitch Puts 'BBsf' Ratings on Watch Negative
----------------------------------------------------------------
Fitch Ratings has placed eight tranches of Business Mortgage
Finance 5 plc (BMF5), Business Mortgage Finance 6 plc (BMF6) and
Business Mortgage Finance 7 plc (BMF7) on Rating Watch Negative
(RWN).

Across the transactions, all notes that are rated higher than 'Csf'
have been placed on RWN. The notes already rated 'Csf' have not
been placed on RWN as they cannot be downgraded except to default.

   Entity/Debt                 Rating                  Prior
   -----------                 ------                  -----
Business Mortgage
Finance 6 PLC

   Class M1 XS0299446442   LT CCCsf  Rating Watch On   CCCsf
   Class M2 XS0299446798   LT CCCsf  Rating Watch On   CCCsf

Business Mortgage
Finance 7 Plc

   Class M1 123282AG0      LT CCCsf  Rating Watch On   CCCsf
   Class M2 123282AH8      LT CCCsf  Rating Watch On   CCCsf

Business Mortgage
Finance 5 PLC

   B1 XS0271325291         LT CCsf  Rating Watch On   CCsf
   B2 XS0271325614         LT CCsf  Rating Watch On   CCsf
   M1 XS0271324724         LT BBsf  Rating Watch On   BBsf
   M2 XS0271324997         LT BBsf  Rating Watch On   BBsf

Transaction Summary

The BMF transactions are securitisations of mortgages to SMEs and
the owner-managed business community, originated by Commercial
First Mortgages Limited. Fitch has analysed the transactions using
its SME Balance Sheet Securitisation Rating Criteria.

KEY RATING DRIVERS

Missed Interest Payment: As a result of the currency swap
calculations there has been an interest payment shortfall on the
class M2 notes in each transaction across the two interest payment
dates (IPDs) in May and August 2024. The total unpaid interest in
each transaction was less than one IPD worth of interest.

Under Fitch's Global Structured Finance Rating Criteria, when there
is a small payment default owing to specific transaction
circumstances, recognising this as a default would not effectively
reflect the substance of the notes' credit position. Fitch
considers this to be the case here as the payment default is small
and there is a specific reason for it, which Fitch does not expect
to reoccur and therefore do not consider the notes as defaulted.
The class M2 noteholders in each transaction were paid the
shortfall amount and interest on top of it at the November 2024
IPD.

Foreign-Exchange Exposure: The calculation of the payment amounts
on the cross-currency swap relating to each transaction's class M2
notes (euro-denominated) consider the normal interest due on the
notes, as well as step-up interest that is subordinated and not
considered as part of the notes' rating. Due to the drafting of the
swap documentation and the calculation of payment amounts applied,
the amount exchanged on the swap may be insufficient to cover the
normal interest amount. The remainder of the payment is made using
euros that the issuer purchases at a spot rate.

This creates foreign-exchange exposure and is the reason Fitch has
placed the relevant notes on RWN. Fitch will conduct a full
analysis to determine the impact on the notes' ratings. This has
arisen due to the interpretation of the documentation by the
calculation agent, Barclays Bank Plc.

RWN Resolution: Fitch is seeking to clarify the computation being
applied by the calculation agent to determine the euro amount
payable under the swap agreements in each transaction to quantify
the issuer's potential foreign-exchange exposure during the
remaining term of the notes. Fitch will likely apply its
Foreign-Currency Stress Assumptions for Residual Foreign-Exchange
Exposures in Covered Bonds and Structured Finance to stress the
sterling shortfall that the issuer will need to make up in the spot
foreign exchange market.

Fitch expects to be able to resolve the RWN within 120 days and may
downgrade the classes rated outside distressed categories by up to
a rating category. Fitch is unlikely to downgrade notes that
already have a distressed rating to below 'CCsf' unless the notes
have an outstanding principal deficiency ledger balance.

RATING SENSITIVITIES

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

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

At the last review, Fitch tested a weighted average foreclosure
frequency (WAFF) increase of 25% and a 25% decrease in weighted
average recovery rates (WARR). The results indicated no impact for
BMF6 and BMF7 and a three-notch downgrade for BMF5.

The ratings may be downgraded as a result of the resolution of the
RWN. The extent of the foreign-exchange exposure once determined
will influence the extent of any downgrade.

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

Stable to improved asset performance driven by stable delinquencies
and defaults would lead to increasing credit enhancement and
potential upgrades.

At the last review, Fitch tested an additional rating sensitivity
scenario by applying a decrease in the WAFF by 25% and an increase
in the WARR of 25%. The results indicated no impact for BMF6 and
BMF7, and a two-notch upgrade for BMF5.

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

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

DATA ADEQUACY

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

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

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

ESG Considerations

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.

CANARY WHARF: Fitch Keeps 'B' LongTerm IDR on Watch Negative
------------------------------------------------------------
Fitch Ratings is maintaining Canary Wharf Group Investment Holdings
plc's (CWGIH) Long-Term Issuer Default Rating (IDR) of 'B' and its
senior secured rating of 'BB-' on Rating Watch Negative (RWN).

The rating actions follow CWGIH's announced consent solicitation
for pooled portfolio bondholders to amend the debt incurrence
covenants of their existing bonds, which will allow CWGIH to incur
additional secured debt (a new retail facility) to refinance their
existing bond maturities. The pooled portfolio is a segregated
financing of retail and car park assets, and some smaller offices,
on the Canary Wharf estate. Therefore, Fitch's rating does not
represent the consolidated CWGIH and its non-recourse
multi-financings.

The ratings reflect CWGIH's high net debt/EBITDA leverage above 30x
and low forecast EBITDA net interest cover. Fitch-calculated EBITDA
consists of direct rental income from the pooled portfolio and
subordinated post-debt service cash flows flowing to CWGIH from
other financings within the group. However, the subordinated cash
flows have reduced significantly due to 2024 secured debt
refinancings and some CMBS financing's cash flows being trapped.

Fitch expects to resolve the RWN by end-2024 when the retail
facility may be in place.

Key Rating Drivers

April 2025 Bond Maturities: The RWNs reflect the continuing
short-term refinance risk of CWGIH's GBP350 million bonds due April
2025 and prospective cash flow constraints. CWGIH plans to raise a
new retail facility of about GBP610 million to repay both the April
2025 and April 2026 bonds, at their respective maturity dates. This
new debt will result in encumbering its GBP900 million retail
assets currently pledged to the pooled portfolio financing.

2028 Bond Maturities: After the planned refinancing, the remaining
GBP300 million 2028 bonds will primarily have recourse to about
GBP268 million of unencumbered residual assets consisting mainly of
7&15 Westferry Circus offices, some smaller income-producing
assets. Some key Westferry Circus leases have near-term lease
maturities in 2025-2026, making their income and values uncertain.
Fitch does not assign any value to the mostly vacant 10 Cabot
Square.

ECL Incentivises Bondholders' Consent: CWGIH requires consent from
certain pooled portfolio bondholders to incur the additional
secured financing which, once available, is expected to repay
maturing bonds. As CWGIH shareholders, Brookfield will then provide
(with an option for QIA to accede later) an equity commitment
letter (ECL), which commits to inject equity to repay the bonds in
case of insufficient liquidity at CWGIH. After QIA has acceded to
the ECL, there is also a mechanism whereby the security trustee of
the pooled portfolio creditors can step in to request the ECL be
fulfilled.

ECL - Statement of Support: Fitch views the ECL as a statement of
support for CWGIH's pooled portfolio creditors. It does not provide
any recourse for the bondholders to the shareholders nor does it
explicitly provide for timely interest payments. Its approach to
the ECL is similar to its evaluation of private equity sponsors'
capacity to support their investments, whereby the ECL providers'
current intentions may be reassessed at, and include, the
circumstances of the time, particularly regarding the 2028 bonds.
The ECL indicates support from existing CWGIH shareholders, but it
is not a guarantee.

Fitch's Rating Approach: CWGIH's total GBP900 million secured bonds
currently have recourse to the campus' retail and car park assets,
certain smaller offices and other assets (the pooled portfolio; 70%
of current cash flows before central costs). These assets are
further supported by CWGIH's post-debt service secured financings'
cash flows, including cash flows from the CMBS financing (30% of
cash flows). At end-1H24 the pooled portfolio totalled GBP1.155
billion in value. Fitch does not include the currently void 10
Cabot Square within these value and related metrics.

Reduced Debt Service Capacity: CWGIH's subordinated post-debt
service income has reduced considerably due to (i) its 2024 debt
refinancings, which have re-sized debt to banks' lower
loan-to-value (LTV) appetites and higher interest costs relative to
rents, and (ii) cash flows within the CMBS's financing tranches
being trapped (some related to the 2026 Citi office lease expiry).
This leads to lower Fitch-calculated 'EBITDA' for CWGIH, thereby
worsening the pooled portfolio's leverage and interest cover.

Interest Cover to Fall: The interest cover is around 2x, reflecting
the average blended cost of debt at 2.5%. Once the 2025 and 2026
bonds are refinanced with the proposed retail facility, CWGIH's
interest cover deteriorates to below 1.0x by end-2024 and
thereafter. The corresponding net debt/EBITDA is around 30x.

Evolving Canary Wharf Campus: The evolution of the campus from pure
offices to mixed-use is continuing with more than 3,500 people now
living on the wharf. This shift has driven growth in its retail and
leisure offering to meet the needs of residents, visitors and
office commuters. For its office tenants, occupancy costs remain
cheaper than in central London. The office portfolio is attracting
more prospective life science tenants, thereby diversifying the
tenant mix away from financial services, with the latter at 49% of
office tenants at end-1H24.

Some existing space and towers require capex to accommodate hybrid
working, enhance green credentials, and to meet evolving tenant
expectations for modern offices. While this capex requirement
burdens the group's leverage, it helps support the transition of
these buildings to mixed-use.

Derivation Summary

The wider Canary Wharf group's GBP6.7 billion (end-1H24) property
portfolio is comparable in size and quality with that of rated
peers including The British Land Company PLC's (BL; IDR: A-/Stable)
GBP8.7 billion (at share), Land Securities PLC's (Short-Term IDR:
F1) GBP10.2 billion and Derwent London plc's (IDR: BBB+/Stable)
GBP4.6 billion. All these entities' office portfolios are central
London-focused whereas CWGIH's portfolio is concentrated in the
established east London campus. CWGIH's IDR reflects a sub-segment
of the group - the pooled portfolio and its associated financing.

At a time when the UK office market is split between prime and
less-attractive secondary offices, all four entities have quality
office properties in good business locations with essential ESG
credentials to ensure re-letting and newbuilds to attract future
tenants. BL's four London campus clusters and Land Securities'
Victoria portfolio, like the Canary Wharf campus, benefit from a
central landlord who coordinates and invests in amenities,
including green credentials. This strategy enhances the
attractiveness of the location by creating complimentary adjacent
rental evidence, and allows for a gradual development or
refurbishment of the area in a phased approach.

In contrast, investors like Derwent, operates in districts with
multiple competing landlords, each with their different agendas and
investment time-horizons. In these locations reinvestments are less
coordinated.

Fitch's analytical approach for CWGIH's pooled portfolio is similar
to peers', assessing debt/recurring rental-derived EBITDA and
interest cover. This analysis incudes subordinated rental income
streams from debt-free or debt-funded JVs or equivalent CMBS-type
financings. CWGIH's pooled portfolio's EBITDA-equivalent has a
higher proportion of subordinated income streams - subject to
potential lock-ups - than peers'. CWGIH also faces the risk of the
wider group's debt refinance requirements or prospective property
development activities, such as residential and life sciences
projects at North Quay, which could place demands on its central
liquidity.

Key Assumptions

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

- Pooled portfolio retail net rents to remain around GBP52 million
as leases are renewed, optimising the portfolio's occupancy rate.
Subordinated post-debt service income has reduced considerably
following some additional cash being trapped in CMBS structures and
recent secured debt refinancings

- Central administrative costs - at GBP62 million at end-2023 - are
deducted to arrive at the EBITDA for the pooled portfolio

- Until full details of the retail facility are known, Fitch has
assumed vanilla refinancing of the 2025 and 2026 bonds at an all-in
6% cost of debt. The 2028 bonds remain in place

Recovery Analysis

Its recovery analysis assumes that the CWGIH pooled portfolio would
be liquidated rather than restructured as a going-concern (GC) in a
default. This recovery analysis is before the retail facility is
drawn.

Recoveries are based on the end-1H24 GBP1.155 billion pooled
portfolio, excluding the void 10 Cabot Square ex-Barclays office,
which needs additional investment for it to be re-let. Fitch
applies a standard 20% discount to these values.

Fitch assumes no cash is available for recoveries and that CWGIH's
GBP100 million super-senior revolving credit facility (RCF) is
fully drawn in a default. After deducting a standard 10% for
administrative claims, the total amount of value Fitch assumes
available to unsecured creditors is GBP832 million. After its
revolving credit facility (RCF), this compares with the three
secured bonds totalling GBP900 million. This recovery estimate
ascribes no value to the equity stakes in Canary Wharf's property
vehicles under CWGIH as the timing for realising value from these
assets is uncertain.

Fitch's principal waterfall analysis generates a ranked recovery
for CWGIH's senior secured debt of 'RR2' with a waterfall-generated
recovery computation output percentage of 81% based on current
assumptions. The 'RR2' indicates a 'BB-' secured debt instrument
rating.

RATING SENSITIVITIES

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

- Failure to substantially address CWGIH's April 2025 maturity
before end-2024

- Events causing CWGIH's liquidity resources and cash flows to be
diverted to support non-recourse secured financings, including debt
refinancings

- CWGIH's interest cover below 1.1x, indicating over-reliance on
non-recurring non-rental-derived cash flows to cover CWGIH's debt
service

- Eighteen-month liquidity score below 1x

Factors That Could, Individually or Collectively, Lead to Rating
Affirmation and RWN Removal

- Firm refinancing plan for CWGIH's April 2025 bond maturity and
tangible visibility on plans to meet the April 2026 maturity

- Expectations of CWGIH returning to debt/EBITDA below 15x, and
interest coverage above 1.1x

- Twelve-month liquidity score above 1x

Liquidity and Debt Structure

The pooled portfolio bond maturities of 2.625% GBP350 million in
April 2025 and 1.75% EUR300 million (GBP250 million equivalent)
bond in April 2026 are a near-term refinance risk. Another 3.375%
GBP300 million bond matures in April 2028. The retail facility,
drawing of which requires the pooled portfolio bondholder's consent
under the incurrence debt covenant, is expected to be in place to
refinance the 2025 and 2026 bonds.

As at end-1H24 CWGIH benefitted from unrestricted cash of about
GBP150 million alongside its undrawn shareholder-provided RCF of
GBP100 million, plus CWGIH's GBP100 million super-senior RCF
maturing in 2027.

Currently, the pooled portfolio's assets and cash flows from the
CMBS office financing, adequately service the pooled portfolio's
total bonds of GBP900 million. However, Fitch expects considerably
lower subordinated post-debt service income, which will worsen
leverage and interest cover for the 2028 bonds even if the 2025 and
2026 bonds are repaid on their scheduled maturity dates.

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
   -----------            ------                  --------   -----
Canary Wharf
Group Investment
Holdings plc        LT IDR B  Rating Watch Maintained        B    

   senior secured   LT    BB- Rating Watch Maintained  RR2   BB-

CPUK FINANCE: S&P Affirms 'B(sf)' Rating on B5-Dfrd Notes
---------------------------------------------------------
S&P Global Ratings assigned its 'BBB (sf)' credit rating to CPUK
Finance Ltd.'s new 5.94% fixed-rate GBP346 million class A8 notes
with an expected maturity date in August 2030.

At the same time, S&P affirmed its 'BBB (sf)' ratings on the
outstanding class A4, A5, A6, and A7 notes and its 'B (sf)' ratings
on the outstanding class B5-Dfrd, B6-Dfrd, and B7-Dfrd notes.

The issuer will hold the proceeds of the class A4 notes' redemption
in the prefunding account. Security is granted in favor of the
issuer security trustee. The class A4 notes will be repaid
approximately two weeks after the class A8 notes' issuance. S&P
therefore affirmed its 'BBB (sf)' rating on the class A4 notes,
anticipating that the rating on these notes will be withdrawn
shortly after repayment.

The transaction blends a corporate securitization of the U.K.
operating business of the short-stay holiday village operator
Center Parcs Holdings 1 Ltd. (CPH1), the borrower, with a
subordinated high-yield issuance. It originally closed in February
2012 and has been tapped several times since, most recently in May
2024.

The transaction will likely qualify for the appointment of an
administrative receiver under the U.K. insolvency regime. When the
events of default allow security to be enforced ahead of the
company's insolvency, an obligor event of default would allow the
noteholders to gain substantial control over the charged assets
prior to an administrator's appointment, without necessarily
accelerating the secured debt, both at the issuer and at the
borrower level.

CPUK Finance issued GBP346 million of fixed-rate class A8 notes
that rank pari passu with the existing senior class A notes and
rank senior to the existing class B notes.

The issuer used the proceeds of the new notes to make further
advances to the borrower under an amended issuer-borrower loan
agreement. The borrower will use the loan proceeds to repay the
existing class A4 loan. In turn, the issuer will use the proceeds
of the prepayment of the class A4 loan to prepay the corresponding
class A4 notes. The borrower will use the remainder of the class A8
loan proceeds to cover transaction fees, costs, and expenses, and
to fund general corporate purposes.

The U.K. lodging and hospitality industry remains resilient despite
macroeconomic pressures and geopolitical instability over the past
two years. S&P said, "Households have prioritized holidays and
travel over other discretionary spending, but we have started to
see some slowdown during 2024 in the industry as demand normalizes.
Nevertheless, we continue to forecast resilient occupancy levels,
with average daily rates (ADRs) plateauing following two years of
high growth. The industry is likely to see further cost pressures,
especially on wages, given the increases to the national living
wage and national insurance following the latest U.K. budget
announcement in October 2024. The company benefits from its strong
position in the U.K. domestic market, as shown by the forward
booking curve for the remainder of fiscal 2025. In line with the
industry, we expect a slight drop in Center Parcs' high margins but
that S&P Global Ratings-adjusted EBITDA margins will remain above
40%. Considering the resilience and predictability of the group's
revenue, together with high profit margins, our assessment of the
group's business risk profile (BRP) as fair remains unchanged."

Rating Rationale For The Class A Notes

CPUK Finance's primary sources of funds for principal and interest
payments on the new and existing class A notes are the loan
interest and principal payments from the borrowers and amounts
available from the GBP110 million liquidity facility. The liquidity
line is available at the issuer level and covers about 18 months of
the class A notes' interest payments and the issuer's senior
expenses. The class B notes do not benefit from liquidity support.

S&P's ratings on the senior class A notes address the timely
payment of interest and the ultimate repayment of principal due on
the notes on their legal final maturity. They are based primarily
on its ongoing assessment of the borrowing group's underlying BRP;
the integrity of the transaction's legal and tax structure; and the
robustness of operating cash flow, supported by structural
enhancements.

Debt service coverage ratio analysis

S&P said, "Our cash flow analysis serves to both assess whether
cash flow will be sufficient to service debt through the
transaction's life and to project minimum debt service coverage
ratios (DSCRs) in our base-case and downside scenarios.

"We typically view liquidity facilities and trapped cash (either
due to a breach of a financial covenant or following an expected
repayment date) as being required to be kept in the structure if:
(1) the funds are held in accounts or may be accessed from
liquidity facilities; and (2) we view it as dedicated to service
the borrower's debts, specifically that the funds are exclusively
available to service the issuer/borrower loans and any super senior
or pari passu debt, which may include bank loans.

"In this transaction, we have given credit to trapped cash in our
DSCR calculations as we have concluded that it is required to be
kept in the structure and is dedicated to debt service."

Base-case forecast

S&P said, "The short-term EBITDA and operating cash flow
projections in our base case, and our assessment of the company's
BRP as fair, rely on our corporate methodology, based on which we
give credit to growth through the end of fiscal 2026. Beyond fiscal
2026, we apply our assumptions for capital expenditure (capex) and
taxes, in line with our global corporate securitization
methodology, which we then use to derive our projections for the
cash flow available for debt service."

For the borrower group, S&P's current assumptions are:

-- U.K. real GDP to expand by 1.0% in 2024, before rising to 1.3%
in 2025 and 1.6% in 2026. Consumer price index growth in 2024 of
2.6%, slowing to 2.3% in 2025 and 2.0% in 2026. These forecasts are
for the calendar years.

-- The U.K. lodging and hospitality industry to remain resilient
despite macroeconomic pressures and geopolitical instability over
the past two years. Households have prioritized holidays and travel
over other discretionary spending, but S&P hasa started to see some
slowdown in the industry as demand normalizes.

-- Nevertheless, S&P continues to forecast resilient occupancy
levels, with ADRs plateauing following two years of high growth.
The industry is likely to see further cost pressures, especially on
wages, given the increases to the national living wage and national
insurance.

-- The company to benefit from its strong position in the U.K.
domestic market, as shown by the forward booking curve for the
remainder of fiscal 2025.

-- For the borrower group, S&P expects revenue for fiscal 2025 of
about GBP650 million, and a marginal increase of about 2%-3% in
fiscal 2026 as demand remains resilient.

-- S&P expects the S&P Global Ratings-adjusted EBITDA margins to
drop toward 43% in fiscal 2025, from 44.7% in fiscal 2024, and to
start to recover only from fiscal 2026, as the group absorbs higher
costs, especially wage and national insurance increases.

-- S&P expects tax payments of GBP11 million for fiscal 2025 and
close to GBP20 million in fiscal 2026.

-- Annual interest payments rising to about GBP120 million-GBP130
million from 2025 because of higher interest rates following the
refinancing of the class A4 notes.

-- Maintenance capex of GBP50 million for fiscals 2025 and 2026.
Thereafter, capex of about GBP18.5 million, in line with the
transaction documents' minimum requirements.

-- Development capex of GBP32 million for fiscals 2025 and 2026.
Thereafter, as S&P assumes no growth in EBITDA, in line with its
corporate securitization criteria, S&P considers only the minimum
GBP6 million investment capex required under the documentation.

Amortization profile

The transaction structure includes a cash sweep mechanism for the
repayment of principal following an expected maturity date (EMD) on
each class of notes.

S&P said, "Therefore, in line with our corporate securitization
criteria, we assumed a benchmark principal amortization profile
where each of the existing class A notes is repaid over 15 years
following its respective EMD, based on an annuity payment that we
include in our DSCR calculation.

"We used a 15-year benchmark amortization profile for the class A4,
A5, and A6 notes as the benchmark amortization profile, counted
from their respective EMDs, does not extend beyond the two years
before the legal final maturity of these notes. Considering the
August 2031 EMD for the class A7 notes, and August 2030 EMD for the
class A8 notes, the typical amortization profile of 15 years
extends beyond the two years prior to the legal final maturity of
these notes (August 2047). Therefore, in line with section 41 of
our corporate securitization criteria, we assumed a benchmark
principal amortization profile of 13.0 and 14 years from the EMD
for class A7 and A8 notes respectively, which ends two years before
these notes' legal final maturity date."

Base case anchor

S&P established an anchor of 'bbb' for the class A notes based on:

-- S&P's assessment of CPH1's fair BRP, which we associate with a
business volatility score of 4; and

-- The minimum DSCR achieved in its base-case analysis, which
considers only operating-level cash flows, including any trapped
cash, but does not give credit to issuer-level structural features
(such as the liquidity facility). The minimum base-case DSCR falls
in the middle of the 1.8x-4.0x range.

Downside DSCR analysis

S&P said, "Our downside DSCR analysis tests whether the
issuer-level structural enhancements improve the transaction's
resilience under a moderate stress scenario. Considering CPH1 and
U.K. hotels' historical performance during the financial crisis of
2007-2008, in our view a 15% decline in EBITDA from our base case
is appropriate for the borrower's particular business. We applied
this 15% decline to the base case at the point where we believe the
stress on debt service would be greatest."

S&P's downside DSCR analysis resulted in an excellent resilience
score for the class A notes.

The combination of an excellent resilience score and the 'bbb'
anchor derived in the base case results in a resilience-adjusted
anchor of 'a-' for the class A notes.

Liquidity adjustment

The issuer's GBP110 million liquidity facility balance represents
about 8% of liquidity support, measured as a percentage of the
expected post-issuance outstanding class A note balance, which is
below 10%, a level S&P typically considers indicates significant
liquidity support. Therefore, it has not considered any further
uplift adjustment to the resilience-adjusted anchor for liquidity.

Modifier analysis

S&P said, "Considering the proximity of the EMDs for the class A6
notes in August 2027, we believe the issuer is likely to undertake
refinancing operations in the short-to-medium term. We also
considered the possibility that the issuer would issue longer-dated
senior debt. To account for this structural configuration and the
proximity of our current base-case anchor to the middle of the
base-case DSCR range, we continue to apply one-notch reduction to
the resilience-adjusted anchor."

Comparable rating analysis

Due to its cash sweep amortization mechanism, the transaction
relies significantly on future excess cash. At the same time,
long-term cash flow forecasts for the U.K. short-stay parks sector
remain uncertain, due to event risk and exposure to long-term
changes in consumer preferences. To account for this combination of
factors, S&P has lowered the resilience-adjusted anchor by one
notch. This is unchanged since its previous analysis.

Rating Rationale For The Class B Notes

S&P's ratings on the junior class B notes only address the ultimate
repayment of principal and interest on their legal final maturity
dates.

The class B5-Dfrd, B6-Dfrd, and B7-Dfrd notes are structured as
soft-bullet notes with expected maturity dates in August 2026,
August 2027, and August 2029 respectively, and legal final maturity
dates in August 2050, August 2051, and August 2055. Interest and
principal is due and payable to the noteholders only to the extent
received under the B5-Dfrd, B6-Dfrd, and B7-Dfrd loans. Under their
terms and conditions, if the loans are not repaid on their expected
maturity dates, interest would no longer be due and would be
deferred. Similarly, if the class A loans are not repaid on the
second interest payment date following their respective expected
maturity dates, the interest on the class B loans would be
deferred. The deferred interest, and the interest accrued
thereafter, becomes due and payable on the class B5-Dfrd, B6-Dfrd,
and B7-Dfrd notes' final maturity date. S&P said, "Our analysis
focuses on scenarios in which the loans underlying the transaction
are not refinanced at their expected maturity dates. We therefore
consider the class B6-Dfrd and B7-Dfrd notes as deferring accruing
interest from the class B5-Dfrd's expected maturity date and one
year after the class A6 notes' expected maturity date,
respectively, and receiving no further payments until the class A
notes are fully repaid."

Moreover, under the terms of the class B issuer-borrower loan
agreement, further issuances of class A notes, for the purpose of
refinancing, are permitted without consideration given to any
potential effect on the then current ratings on the outstanding
class B notes.

S&P said, "Both the extension risk, which we view as highly
sensitive to the borrowing group's future performance given its
deferability, and the ability to refinance the senior debt without
consideration given to the class B notes, may adversely affect the
ability of the issuer to repay the class B notes. As a result, the
uplift above the borrowing group's creditworthiness reflected in
our ratings on the class B notes is limited."

Counterparty risk

S&P said, "We do not consider the liquidity facility or bank
account agreements to be in line with our current counterparty
criteria. As a result, the maximum supported rating continues to be
the lowest issuer credit rating (ICR) among the bank account and
liquidity providers. Currently, providers are rated the same.

"However, our ratings are not currently constrained by our ICRs on
any of the counterparties, including the liquidity facility and
bank account providers."

Outlook

S&P said, "Over the next 12-24 months, we expect Center Parcs'
operating performance to remain resilient--we forecast that high
occupancy rates and on-site revenue will remain high, but average
daily rates will remain flat. In addition, we do not expect cost
pressures to be fully offset; as a result, S&P Global
Ratings-adjusted EBITDA margins will drop toward 43% in fiscal 2025
and into 2026. Nevertheless, we expect the operating cash flow
generation to remain satisfactory. We expect that the excess cash
will be used to pay dividends, rather than reduce gross debt;
therefore, we anticipate that S&P Global Ratings-adjusted debt to
EBITDA to remain at about 8.0x over fiscal 2025-2026."

Upside scenario

S&P considers any upward revision of the borrower's business risk
profile to be remote at this stage. It would rely on substantially
increased geographical and format diversification; an increase in
scale that translates to growth in revenue and EBITDA; as well as
maintenance of sound profitability. A stronger business risk
profile would also depend on the borrower demonstrating its ability
to manage event risks over a longer period.

S&P said, "We may consider raising our ratings on the class A notes
if our base-case scenario showed a minimum projected DSCR at the
higher end of 1.8x-4.0x.

"For the class B notes, we could raise our ratings if the group's
S&P-Global Ratings-adjusted leverage (including the class A and B
notes) were to decline toward 5.0x and the group demonstrated a
financial policy commensurate with this level."

Downside scenario

S&P said, "We could lower our ratings on the class A and class B
notes if we were to revise down our assessment of the borrower's
business risk profile to weak from fair. This could occur if the
borrower group's operating performance were to deteriorate
materially due to macroeconomic or event risks, or a change in
customer preferences that resulted in a substantial decline in
revenue per available lodge or occupancy rates.

"We may consider lowering our ratings on the class A notes if our
base-case scenario showed the minimum projected DSCR dropping
closer to the lower end of 1.8x-4.0x, or if the resilience score
was to weaken to satisfactory from excellent.

"We may consider lowering our ratings on the class B notes if the
S&P Global Ratings'-adjusted debt-to-EBITDA were to increase above
8.0x on a sustained basis as a result of the group's aggressive
financial policy.

"We could also lower our ratings if the group faces liquidity
pressures because free operating cash flow turned negative, or the
issuer fails to refinance the notes as their expected maturity date
approaches."


CROSSWORD CYBERSECURITY: Quantuma Advisory Named as Administrators
------------------------------------------------------------------
Crossword Cybersecurity Plc was placed into administration
proceedings in the High Court of Justice Business and Property
Courts of England and Wales, Court Number: CR-2024-006969, and
Simon Campbell and Andrew Watling of Quantuma Advisory Limited,
were appointed as administrators on Nov. 18, 2024.  

Crossword Cybersecurity specializes in information technology
services.

Its registered office is at 6th Floor, 60 Gracechurch Street,
London, EC3V 0HR (to be changed to c/o Quantuma Advisory Limited,
Office D, Beresford House, Town Quay, Southampton SO14 2AQ).  Its
principal trading address is at the Print Rooms, Studio 510,
164-180 Union Street, London, SE1 0LH.

The administrators can be reached at:

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

Further Details Contact:

             Beth Oldham
             Email: beth.oldham@quantuma.com
             Tel No: 02382 357953


FILMDOO LIMITED: MacDonald Partnership Named as Administrators
--------------------------------------------------------------
Filmdoo Limited was placed into administration proceedings in the
High Court of Justice Business and Property Courts of England and
Wales, Court Number:  CR-2024-006631, and Elizabeth Aird-Brown of
The MacDonald Partnership Ltd was appointed as administrator on
Nov. 18, 2024.  

Filmdoo Limited is a motion picture distributor.

Its registered office is at c/o The MacDonald Partnership, 29
Craven Street, London, WC2N 5NT.

The administrator can be reached at:

             Elizabeth Aird-Brown
             The MacDonald Partnership Ltd
             29 Craven Street
             London, WC2N 5NT

Contact details for Administrator:

              Email: Lisa.Jenkins@tmp.co.uk
              Tel No: 020 3819 8605


GALAXY BIDCO: Moody's Rates Senior Secured Term Loan 'B2'
---------------------------------------------------------
Moody's Ratings has assigned a B2 rating to the senior secured Term
Loan B to be issued by Galaxy Bidco Limited (Galaxy Bidco), a
subsidiary of Galaxy Finco Limited (Galaxy Finco). Galaxy Finco is
an intermediate holding company of Domestic & General Acquisitions
Holdings Limited (D&G or the group). The rating is based on the
expectation that there will be no material difference between
current and final documentation in relation to the loan.

RATINGS RATIONALE

The B2 rating on the senior secured loan is at the same level as
Galaxy Finco's corporate family rating (CFR), which reflects the
expected debt structure of the group after the issuance, where all
financial debts will rank pari passu.

The loan is being issued to part refinance the outstanding debt of
Galaxy Bidco and Galaxy Finco as well as drawings on the group's
super senior revolving credit facility (RCF). Moody's expect
further senior secured issuance imminently to refinance the
balance. The RCF will concurrently be refinanced with a new 4.5year
senior secured facility, ranking pari passu with other senior
secured creditors. As a result, the level of obligations ranking
senior to financial debt, namely trade payables and lease
obligations in operating subsidiaries, will be low going forward.

The group expects new senior secured issuances including the Term
Loan B to total GBP800 million, which will maintain leverage around
current levels, and have a term of 5 years which will remove near
term refinancing risk. Moody's expect finance costs to increase as
a result of the transaction, however Moody's estimate that
profitability will remain supportive of the group's current CFR.

Galaxy Finco's B2 CFR reflects the group's strong market position
in the UK, providing extended warranties for domestic appliances,
growing franchise in Europe and the US, strong revenue visibility
driven by good retention rates and new business growth and a solid
track record of stable EBITDA growth through the economic cycle.
Offsetting these factors are execution risk in achieving profitable
growth and cash generation in the US business, high leverage and
low or negative free cash flow as the group invests in growth and
technology.

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

The following factors could lead to an upgrade of the ratings: (i)
gross debt-to-EBITDA leverage (Moody's calculation) remaining below
6x on a sustainable basis; (ii) US operations contributing positive
EBITDA and sustained positive free cash flow generation.

Conversely, the following factors could lead to a downgrade of the
ratings: (i) not being able to realise growth and profitability
targets from US expansion; (ii) weaker financial flexibility,
evidenced by leverage remaining above 7x for a prolonged period;
and (iii) meaningful deterioration in D&G's free cash flows and
liquidity, beyond its current business plan expectations; (iv)
difficulty in refinancing the group's notes maturing in 2026 and
2027.

PRINCIPAL METHODOLOGY

The principal methodology used in this rating was Insurance Brokers
and Service Companies published in February 2024.

KRF SERVICES: Cork Gully Named as Administrators
------------------------------------------------
KRF Services (UK) Ltd was placed into administration proceedings in
the High Court of Justice Business and Property Courts of England
and Wales, Insolvency & Companies List (ChD), Court Number:
CR-2024-002882, and Anthony Malcolm Cork and Stephen Robert Cork of
Cork Gully LLP, were appointed as administrators on Nov. 15, 2024.


KRF Services offers employment services; facilities support
services; investigation and security services; office
administrative services; and other support services.

Its registered office is at 5 Elstree Gate, Elstree Way,
Borehamwood, Hertfordshire, United Kingdom, WD6 1JD.

The administrators can be reached at:

              Anthony Malcolm Cork
              Stephen Robert Cork
              Cork Gully LLP
              40 Villiers Street, London
              WC2N 6NJ

Contact information for Administrators:

               Tel No: +44 (0) 20 7268 2150

Alternative contact name:

               Raman Narula
               Email: krf@corkgully.com

NEWDAY GROUP: Moody's Affirms 'B2' CFR, Outlook Remains Stable
--------------------------------------------------------------
Moody's Ratings has affirmed NewDay Group (Jersey) Limited's
(NewDay) corporate family rating at B2 and also NewDay BondCo plc's
backed senior secured debt ratings at B2. The issuer outlooks
remain stable.

RATINGS RATIONALE

The affirmation of NewDay's B2 CFR reflects an improved operating
environment in the UK which should support its established
franchise, with a long track record of lending to customers with
various credit characteristics, including non-prime. Furthermore,
NewDay's recent acquisition of the Argos branded store card
portfolio as part of supermarket chain J Sainsbury plc's exit from
banking operations has been incorporated into Moody's assessment.

The B2 CFR reflects NewDay's improved capitalization, which Moody's
expect to increase further through earnings retention. As a
dedicated consumer lender, NewDay's asset risk is elevated and
expected to remain largely at current levels. Moody's deem credit
risk to be well managed.

NewDay is highly reliant on confidence-sensitive funding, most of
which is in the form of securitizations and variable funding notes,
and which is characterized by high asset encumbrance. At the same
time, the CFR considers NewDay's diversified funding base, with a
number of banks providing credit facilities, but also limited
long-term funding sources, with only one senior secured note in its
capital structure. As of September 30, 2024, NewDay had GBP1.6
billion available under its secured warehouse lines. Moody's
believe NewDay will be able to accommodate the expected increase in
volume of debt to finance the GBP720 million purchase price for the
GBP800 million Argos portfolio. However, the acquired portfolio
which will equate to approximately 20% of NewDay's gross
receivables, will boost earnings only over the medium-term, as
efficencies are generated. Given the near-prime credit profile of
Argos customers, the acquisition lies within the company's risk
appetite.

NewDay BondCo plc's backed senior secured debt ratings of B2
reflect their priorities of claims and asset coverage in the
company's liability structure.

OUTLOOK

The stable outlook reflects Moody's expectation that NewDay's
solvency will be supported by its improving capitalisation,
offsetting pressures from elevated asset risk that is generally
associated with credit cards. Moody's also expect the company to
maintain solid profitability as it continues to grow its prime
customer base. While lending to consumers with prime credit
profiles carries lower margin, Moody's also expect these assets to
have better asset quality characteristics and lower credit losses.

The diversified funding position and available headroom will
continue to support the growth of its credit card portfolio
gradually improving economies of scale and boost to bottom line.
The stable outlook is additionally supported by Moody's view that
NewDay will smoothly absorb the Argos portfolio.

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

NewDay's ratings could be upgraded if its profitability and cash
flows and capital surplus continue to improve. Additionally,
significant reduction in secured funding sources and thus asset
encumbrance, thereby increasing its financial flexibility could
translate into an upgrade of the CFR.

NewDay's ratings could be downgraded if Moody's conclude that the
company's profitability, capitalisation and cash flows are likely
to deteriorate to levels which would be no more consistent with the
B2 rating positioning.  The ratings could also be downgraded if the
company's liquidity and funding metrics materially deteriorate
relative to Moody's current expectations.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Finance
Companies published in July 2024.

SIM SHOPFITTING: Leonard Curtis Named as Joint Administrators
-------------------------------------------------------------
Sim Shopfitting Limited was placed into administration proceedings
in the High Court of Justice Business and Property Courts in Leeds,
Company & Insolvency List(ChD), Court Number: CR-2024-LDS-001159,
and Anthony Milnes and Sean Williams of Leonard Curtis, were
appointed as joint administrators on Nov. 19, 2024.  

Sim Shopfitting, trading as SIM Fit-Out, specializes in joinery
installation.

Its registered office is currently at Unit 5 Lister Park,
Featherstone, Pontefract, WF7 6FE and will be changed to 9th Floor,
7 Park Row, Leeds, LS1 5HD.  Its principal trading address is at
Unit 5 Lister Park, Featherstone, Pontefract, WF7 6FE.

The joint administrators can be reached at:

               Sean Williams
               Leonard Curtis
               9th Floor, 7 Park Row
               Leeds, LS1 5HD

               -- and --

               Anthony Milnes
               Leonard Curtis
               1 & 2 Lion Chambers
               John William Street
               Huddersfield
               HD1 1ES

Further Details Contact:

              The Joint Administrators
              Email: recovery@leonardcurtis.co.uk
              Tel No: 0113 323 8890

Alternative contact: Melissa Smithers


                           *********


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-
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Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

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

This material is copyrighted and any commercial use, resale or
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Information contained herein is obtained from sources believed to
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