/raid1/www/Hosts/bankrupt/TCREUR_Public/240517.mbx
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
Friday, May 17, 2024, Vol. 25, No. 100
Headlines
F I N L A N D
FINNAIR OYJ: S&P Assigns 'BB+' Rating on Senior Unsecured Notes
F R A N C E
ERAMET SA: Moody's Affirms 'Ba2' CFR, Outlook Remains Stable
LUNE (KEM ONE): S&P Affirms 'B' ICR & Alters Outlook to Negative
PANZANI: S&P Lowers LongTerm ICR to 'B-', Outlook Stable
G E R M A N Y
BILFINGER SE: S&P Affirms 'BB+' LT ICR & Alters Outlook to Positive
PCF GMBH: Moody's Affirms 'B3' CFR & Alters Outlook to Negative
TTD HOLDING IV: S&P Assigns 'B' Rating on Proposed Term Loan B5
I R E L A N D
BRIDGEPOINT CLO VI: S&P Assigns B-(sf) Rating on Class F Notes
CONTEGO CLO X: S&P Assigns B-(sf) Rating on Class F-R Notes
CVC CORDATUS VI: Moody's Affirms B1 Rating on EUR11.6MM F-R Notes
MAN GLG V: Moody's Lowers Rating on EUR12MM Class F Notes to B3
I T A L Y
F-BRASILE SPA: S&P Upgrades ICR to 'B-', Outlook Positive
L U X E M B O U R G
DEUTSCHE FACHPFLEGE: S&P Assigns 'B' ICR, Outlook Stable
QSR PLATFORM: S&P Assigns Preliminary 'B-' ICR, Outlook Stable
N E T H E R L A N D S
KETER GROUP: Moody's Raises CFR to B3 & Alters Outlook to Positive
MILA BV 2024-1: Moody's Assigns (P)B1 Rating to Class F Notes
S P A I N
GRIFOLS SA: S&P Affirms 'B' LongTerm ICR, Outlook Stable
S W E D E N
HILDING ANDERS: Invesco VVR Marks EUR299,000 Loan at 59% Off
S W I T Z E R L A N D
GARRETT LX I: Moody's Hikes Rating on Sr. Secured Term Loan to Ba1
T U R K E Y
FORD OTOMOTIV: S&P Upgrades ICR to 'BB', Outlook Stable
TURK HAVA: S&P Upgrades LongTerm ICR to 'B+', Outlook Positive
U N I T E D K I N G D O M
ALEXANDRITE MONNET: S&P Assigns 'B+' LongTerm ICR, Outlook Stable
ATLAS FUNDING 2024-1: S&P Assigns Prelim BB Rating on E-Dfrd Notes
BRITTEN-NORMAN: Bought Out of Administration by Shelton Bidco
LANEBROOK MORTGAGE 2024-1: S&P Assigns BB+ Rating on E-Dfrd Notes
LGC SCIENCE: S&P Lowers ICR to 'B-', Outlook Stable
NEW VIEW: Goes Into Administration
PRESTEIGNE BROADCAST: Enters Administration, Explores Options
SOUTHERN PACIFIC 06-A: S&P Lowers D1 Notes Rating to 'BB+(sf)'
TEVVA MOTORS: Set to Go Into Administration
VIVA BRAZIL: Enters Administration, Owed GBP2.8 Million
WILLAND BIOGAS: Cash Difficulties Prompt Administration
X X X X X X X X
[*] BOOK REVIEW: Dynamics of Institutional Change
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F I N L A N D
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FINNAIR OYJ: S&P Assigns 'BB+' Rating on Senior Unsecured Notes
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S&P Global Ratings assigned its 'BB+' issue rating to the proposed
senior unsecured notes to be issued by Finland-based airline
Finnair Oyj (Finnair). S&P expects Finnair will use the net
proceeds from the proposed notes, due 2029, for early repayment of
existing notes due in May 2025, refinancing, and for general
corporate purposes.
S&P rates the proposed notes at the same level as its long-term
issuer credit rating on Finnair (BB+/Stable/--). The recovery
rating on the notes is '3', indicating its expectation of
meaningful recovery prospects (50%-70%; rounded estimate: 60%) in
the event of a payment default.
Issue Ratings - Recovery Analysis
Key analytical factors
-- The issue rating on the new EUR500 million senior unsecured
notes is 'BB+'. The '3' recovery rating reflects our expectation of
meaningful (50%-70%, rounded estimate of 60%) recovery prospects in
the event of a payment default.
-- The recovery rating benefits from the estimated residual
at-default value of Finnair's assets after satisfying all secured
creditors' claims ranking ahead of the unsecured notes. The secured
claims exclude the outstanding amount under the pension premium
loan, which we assume to be fully repaid as scheduled in 2025,
prior to the year of the hypothetical default.
S&P said, "In our simulated hypothetical default scenario, we
assume a default in 2029 triggered by adverse industry conditions
combined with a recession or external shock, such as a major
pandemic or terrorist attack. We expect that Finnair would seek to
reorganize, and we assume it would emerge from bankruptcy as a
going concern.
"We have valued Finnair on a discrete-asset basis. Our valuations
reflect our estimate of the value of the various assets at default,
based on the net book value of current and fixed assets, as well as
on independent third-party appraisals for aircraft fleet. We adjust
those appraisals by applying a dilution rate to take into account
the assumed loss of value through additional depreciation in the
period leading up to the hypothetical default and an expected
realization rate in distressed circumstances.
At the point of hypothetical default, we assume that 85% of the
committed revolving credit facility would be outstanding."
Simulated default assumptions
-- Year of default: 2029
-- Jurisdiction: Finland
Simplified waterfall
-- Adjusted gross enterprise value: EUR837 million
-- Adjusted net enterprise value (after 5% administration costs):
EUR795 million
-- Total secured debt claims: EUR427 million
-- Total value available to unsecured claims: EUR369 million
-- Total unsecured claims: EUR513 million
--Recovery expectations: 50%-70% (rounded estimate: 60%)
Note: All debt amounts include six months of prepetition interest.
Total unsecured claims include estimated lease-rejection-related
claims.
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F R A N C E
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ERAMET SA: Moody's Affirms 'Ba2' CFR, Outlook Remains Stable
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Moody's Ratings has affirmed the Ba2 long-term corporate family
rating and Ba2-PD probability of default rating of French mining
and metallurgical company ERAMET S.A. Concurrently, Moody's
affirmed the Ba2 instrument ratings on the group's EUR300 million
and EUR500 million senior unsecured notes due in 2025 and 2028,
respectively. The outlook remains stable.
RATINGS RATIONALE
The affirmation of Eramet's Ba2 ratings balances the group's
recently weakened credit metrics in an environment of slowing
demand and significantly reduced commodity prices, with Moody's
expectation of improving price levels from the 2023 lows and
financial ratios of the group, as well as its consistent good
liquidity. The rating action also reflects the recent conversion of
a French government loan (EUR260 million as of December 2023,
non-recourse to Eramet) to the group's underperforming New
Caledonian subsidiary Société Le Nickel-SLN (SLN, 56% owned by
Eramet) to an equity-like instrument in Q1 2024. Moody's
understands that Eramet has ceased to support SLN, which is facing
substantial challenges from reduced ferronickel prices, increased
energy costs and missing operating permits, and to fund the
expected ongoing cash burn of the subsidiary going forward.
Although SLN continues to be consolidated in Eramet's income and
cash flow statements, Moody's disregards the business in its
assessment of Eramet's business and credit profile, while excluding
SLN's impact on the group's consolidated credit metrics and
liquidity needs.
Due to the substantial drop in metal prices, Eramet's adjusted
turnover (including the proportional contribution from its
Indonesian nickel business Weda Bay) plunged by 29% in 2023 and by
19% year-over-year (yoy) in the first quarter of 2024,
respectively. Likewise, a nearly EUR1.4 billion negative price
effect caused Eramet's reported EBITDA to shrink to EUR347 million
in 2023 from EUR1.6 billion in the prior year. Including the EUR295
million at equity income, mainly contributed by Weda Bay, the
group's Moody's-adjusted EBITDA decreased to EUR674 million in 2023
from EUR1.8 billion in 2022. The solid profit contribution from
Weda Bay also supported Eramet's Moody's adjusted EBIT margin of
12.9% in 2023, which continued to meet the defined 12.5% minimum
for a Ba2 rating.
Owing to the reduced EBITDA, as well as increased capital spending,
principally for the construction of a new lithium plant in
Argentina, Eramet's Moody's adjusted free cash flow (FCF) turned to
EUR559 million negative in 2023 from EUR345 million positive in
2022. Medium term, Moody's expects a turnaround to positive FCF
levels. The group's Moody's-adjusted leverage increased to 3.8x
gross debt/EBITDA at the end of 2023 from 1.2x a year earlier,
exceeding Moody's defined 2.0x-3.5x range for a Ba2 rating. While
the group's EBITDA in 2023 was somewhat weaker than anticipated,
its leverage and cash burn was broadly in line with Moody's
stressed scenario, which included even higher growth investments.
For 2024, Moody's expects Eramet's EBITDA to noticeably increase,
mainly thanks to expected higher manganese prices after Australian
mining company South32 Limited's suspension of manganese operations
and shipments at a mine for some months due to material damages
caused by a tropical cyclone earlier this year. Moody's also
forecasts higher manganese and nickel shipments, while softer
nickel prices should lower Weda Bay's at equity income, leading to
a projected Moody's-adjusted EBITDA of around EUR900 million in
2024, or more than EUR1 billion excluding the loss-making SLN
business (EUR124 million negative EBITDA in 2023). Assuming
Eramet's gross debt to slightly increase (taking also into account
the recently converted French loan to SLN to equity), Moody's
expects the group's leverage to reduce to around 3x in 2024, a
level in line with the 2x-3.5x guidance for the Ba2 rating
category.
The rating agency also forecasts Eramet's other financial ratios to
strengthen and to mostly reach adequate levels for its Ba2 rating
by 2025, or earlier when excluding SLN. Nevertheless, due to
anticipated increasing growth investments, Moody's expects Eramet's
FCF to remain significantly negative over the next two years, also
when excluding SLN.
The affirmed Ba2 ratings continue to be supported by Eramet's
strong market positions in high-grade manganese ore, refined
manganese alloys and ferronickel production; best in class cost
position in all mining activities and large reserve base; strategy
of increasing diversification through growth projects in mines and
metals with positive long-term demand fundamentals, such as lithium
and nickel; prudent financial policy, as shown by historically
measured dividend payments and a targeted reported net leverage
below 1.0x through the cycle; and strategic importance for the
Government of France (Aa2 stable), which holds an indirect 27%
stake in the group's share capital, implying expected government
support in case of need.
The ratings remain constrained by Eramet's high revenue
concentration on manganese and nickel; limited size and scale
compared with that of global rated peers; material exposure to
mining jurisdictions with high geopolitical risks, such as New
Caledonia, Gabon, Senegal and Argentina; and exposure to volatile
commodity cycles, prices and demand which can lead to wide swings
in revenue and earnings.
LIQUIDITY
Eramet's liquidity for the next 12-18 months is good. As of
December 31, 2023, the group's major cash sources comprised of (1)
cash and cash equivalents of EUR1.6 billion (including EUR522
million of short term financial assets), (2) a fully available
EUR935 million committed revolving credit facility (RCF, maturing
in 2028 plus a one-year extension option), (3) an undrawn term loan
of EUR145 million, (4) an undrawn EUR290 million equivalent USD
lithium prepayment facility from Glencore, and (5) Moody's forecast
of over EUR600 million cash flow from operations in 2024 (excluding
the expected cash burn from SLN).
These cash sources significantly exceed Eramet's short-term cash
needs, including mainly capital spending of around EUR900 million
(some EUR190 million of which to be funded by its partner Tsingshan
Holdings Group in the lithium project; and excluding SLN), plus
potential additional investments in a planned nickel and cobalt
refining project and a High Pressure Acid Leach plant in Indonesia
by a new joint-venture with BASF (SE) (A3 stable).
Additional near-term cash needs of Eramet include expected dividend
payments of around EUR70 million, working cash to run the business
of around EUR110 million (representing Moody's standard assumption
of 3% of group sales) and short-term debt maturities, excluding
leases, of EUR343 million as of year-end 2023 (excluding the EUR260
million French government loan to SLN). The next material debt
maturity is a EUR300 million senior unsecured bond due in May 2025,
which Moody's expects the group to refinance in the coming weeks or
months
Moody's further expects Eramet to ensure consistent compliance with
its financial covenants.
RATIONALE FOR THE STABLE OUTLOOK
The stable outlook rests on Moody's assumption that Eramet's
weakened credit metrics in 2023 will start to recover in 2024 and
reach solid levels for its Ba2 rating over the next 12-18 months,
especially when excluding the negative impact of SLN on its
consolidated earnings and cash generation. In this regard, the
stable outlook reflects the expectation that Eramet will abstain
from funding SLN's likely ongoing cash burn, which Moody's has also
assumed in its liquidity assessment for the group.
While considerable growth investments in existing and new metals
(e.g., nickel and lithium) will weigh on Eramet's forecast negative
FCF in 2024 and 2025, Moody's recognizes the group's strengthening
position in these materials that face expected growing demand over
the next few years, as well as its good liquidity.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Positive rating pressure would build, if Eramet successfully
executed its transformation strategy as well as demonstrated a
consistent track record of strong operating performance and
continued traction towards increasing production and expansion into
other metals (e.g., lithium). A reduction of cash flow exposure to
high-risk jurisdictions might also support an upgrade.
In terms of financial ratios, for an upgrade Moody's would require
Eramet's (1) gross debt/EBITDA to reduce below 2.0x, (2)
EBIT/interest expenses to exceed 4x, and (3) cash flow from
operations less dividends / debt to exceed 30%; all on a
Moody's-adjusted and sustained basis through-the-cycle.
Eramet's ratings could be downgraded if its profitability and cash
generation capacity sustainably deteriorated as a result of
declining commodity prices or significantly lower production
volumes. Quantitatively, negative pressure on the rating would
build if Eramet's (1) EBIT margin dropped below 12.5%, with
production costs increasing significantly and falling into the
third or fourth quartile of the industry cost curve, (2) gross
debt/EBITDA exceeded 3.5x, and (3) EBIT/interest expense declined
below 3.5x; all on a Moody's-adjusted and sustained basis
through-the-cycle. Negative rating pressure could further evolve
from increasing dividend payments, leading to Moody's-adjusted cash
flow from operations less dividends / debt falling sustainably
below 25%; or from weakening liquidity, for instance, because of an
inability to address future refinancing needs in a timely manner.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Mining
published in October 2021.
COMPANY PROFILE
Headquartered in Paris, France, Eramet is one of the world's
leading producers of manganese and nickel, used to improve the
properties of steels, mineral sands (titanium dioxide and zircon),
parts and semi-finished products made of high-performance alloys
and special steels used by industries such as aeronautics, power
generation and tooling. Eramet is divided into four divisions
corresponding to its activities Manganese, Nickel, Mineral Sands
and Lithium. In 2023, Eramet generated around EUR3.3 billion in
sales and reported EBITDA of EUR347 million.
LUNE (KEM ONE): S&P Affirms 'B' ICR & Alters Outlook to Negative
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S&P Global Ratings revised its rating outlook on France-based
chlorovinyls producer Lune's (Kem One) intermediate parent company,
Lune S.a.r.l., to negative from stable and affirmed its 'B' issuer
and issue credit ratings.
The negative outlook indicates the risks that end-market recovery
may be delayed, leading to prolonged underperformance, and even
weaker financial leverage and cash flows than S&P's currently
expect.
S&P said, "We expect a further contraction of revenue and
profitability in 2024, since the timing and magnitude of a recovery
remain uncertain. In 2023, Kem One's revenue dropped by 32.5% to
about EUR1.1 billion. The decrease is mainly attributed to lower
selling prices of PVC and caustic soda, due to normalization from
record highs in 2022, and increased imports of rival products from
the U.S. and Asia. Lower volumes from lower end-market demand
(primarily building and construction) also weighed on the results.
Similarly, S&P Global Ratings-adjusted EBITDA dropped from about
EUR352 million to EUR97 million, mainly due to the decrease in
selling prices. In the last quarter, the company also experienced
exceptional costs related to a leak of the brine pipe between two
sites, resulting in production disruptions. To address low demand
and adjust costs, Kem One shut down part of its production in the
last quarter of 2023. Kem One expects still muted performance in
the first quarter of 2024, and a rebound in the second half of the
year. However, recovery remains uncertain. Kem One's main end
market for PVC is construction, which is suffering from the
high-interest-rate environment. Recently, economists have scaled
back their expectations of rate cuts and the construction end
market may not immediately rebound after the first rate cuts. We
forecast a revenue contraction of 5%-10% in 2024, due to a
difficult basis for comparison in the first half of 2024 versus
last year. We also project adjusted EBITDA margins at 7.0%-8.0%
this year.
"We forecast an adjusted leverage ratio of 6.5x-7.0x in
2024.Adjusted leverage jumped to 5.0x in 2023 from 1.4x in 2022,
owing to weaker EBITDA. Because the first part of 2024 is expected
to be weaker than last year due mainly to lower prices, we expect
adjusted leverage to peak in the middle of this year to well above
10.0x. We also anticipate some recovery in the second part of 2024.
Overall, we forecast adjusted EBITDA at EUR70 million-EUR80 million
in 2024 and an adjusted leverage ratio of 6.5x-7.0x. The company's
debt consists mainly of EUR450 million of senior secured notes. We
make limited adjustments for leases, factoring, pension
liabilities, and financial guarantees. We do not net cash in our
adjusted debt calculation due to the company's private-equity
ownership.
"We also expect deeply negative free operating cash flows of over
EUR100 million in 2024, turning back to positive in 2025.The
negative FOCF in 2024 relates to the membrane conversion project at
the company's Fos site and the turnaround of Fos. The Fos
conversion is expected to decrease production costs significantly,
resulting in annual cost savings of EUR30 million. We understand
that, because Kem One has already made major progress on its
membrane conversion project, it aims to complete it this year,
despite the challenging macroenvironment and subdued demand. We
note that both the turnaround and completion of the project will
happen in second part of the year, when demand could gradually
recover. To address this constraint, Kem One expects to increase
its inventories during the first part of the year. We expect FOCF
to turn positive from 2025, assuming an improvement in performance
and much lower capital expenditure (capex). The company's
management does not plan other material project capex in 2025.
"In our view, Kem One's liquidity remains adequate although it
might get stretched in 2024. In the context of the finalization of
its capex program in Fos, we believe that the company's available
liquidity will materially reduce in 2024. Kem One will also need to
finance its seasonal working capital during the first half of the
year. However, we estimate that Kem One's available resource will
suffice to meet its liquidity uses. At the beginning of the year,
Kem One had about EUR132 million of accessible cash on its balance
sheet. Its EUR100 million revolving credit facility (RCF) is also
fully undrawn. We also understand that Kem One could further use
its factoring facility to optimize its cash management. Positively,
Kem One has no imminent refinancing risks because both its RCF and
EUR450 million bond are due in 2028. The interest rate on the
million bond is fixed, so the company does not face an increase in
interest expenses on its bond."
The negative outlook indicates the risks that end-market recovery
may be delayed, leading to prolonged underperformance, and even
weaker financial leverage and cash flows than S&P expects.
Downside scenario
S&P could lower the ratings if:
-- The company experiences prolonged price and margin pressures,
leading to continuous negative cash flows and eroding liquidity;
-- Major operational issues or delays in the Fos membrane
conversion project, leading to weaker margins and cash flows than
S&P expects; or
-- Adjusted leverage remains above 6.5x.
Upside scenario
S&P could revise the outlook to stable if:
-- PVC prices and volumes were to recover, leading to a pickup in
margins, leading to debt to EBITDA comfortably below 6.5x;
-- Kem One successfully completed its Fos conversion project
without major setbacks or delays, leading to sustainably positive
FOCF; and
-- Liquidity remained adequate.
PANZANI: S&P Lowers LongTerm ICR to 'B-', Outlook Stable
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S&P Global Ratings lowered its long-term ratings on France-based
pasta maker Panzani and its EUR525 million term loan to 'B-' from
'B'.
The stable outlook reflects S&P's view that Panzani will deleverage
to about 8.0x by year-end 2025, owing to its solid leadership
position in France's stable core dry pasta and sauces market, and
continue self-funding its operations on the back of resilient
operating performance in its core dry pasta business while
expanding profitably in adjacent product categories.
Panzani intends to issue a EUR185 million add-on to its outstanding
EUR340 million senior secured term loan B (TLB) due 2028 to fund a
dividend recapitalization to its owner, private equity firm CVC.
S&P said, "As a result, we forecast an increase in S&P Global
Ratings-adjusted gross debt to EBITDA to 9.5x-10.0x this year,
which is materially higher than the 7.0x we see as commensurate
with the 'B' rating, and free operating cash flow (FOCF) will
reduce to neutral or slightly positive, assuming cash-funded
acquisitions.
"Panzani's financial sponsor CVC is launching a EUR185 million
dividend recapitalization, which in our view indicates a more
aggressive financial policy and will increase S&P Global
Ratings-adjusted gross debt to EBITDA to about 9.5x- 10.0x in 2024.
This is materially higher than our adjusted debt to EBITDA figure
of 6.9x in 2023 and the 7.0x threshold we see as supportive for the
'B' rating. Although we forecast debt will start reducing in the
next 12 months, with adjusted debt leverage trending to 8x or
slightly lower by 2025, we no longer see metrics stabilizing below
7.0x as we previously expected. In addition, we now see FOCF
decreasing to neutral or slightly positive in 2024, before
increasing beyond EUR10 million in 2025, as the group makes
investments to expand in the more profitable fresh pasta category
and tap into growth prospects in the dynamic ethnic food category.
We expect tangible benefits from these investments only from 2025
onward due to near-term investments, with FOCF generation further
hampered this year by higher interest costs from increased debt. We
view the proposed transaction as pointing toward a relatively more
aggressive financial policy decision at a time when credit metrics
are still recovering from the high impact of inflation and subdued
consumption in France and the group's debt has increased. The
higher debt stems from implementation of a large factoring program
(EUR50 million of receivables factored as of year-end 2023) that we
include in our debt calculations.
"We anticipate organic EBITDA growth mainly from 2025, since
expansionary investments will weigh temporarily on profitability,
and competitive and pricing pressures subdue top-line growth.For
2024 and 2025, we see some pressures on revenue, mainly in the core
dry pasta segment, which should be offset by growth in adjacent
categories and product mix improvements. Still, we predict 3%-4%
organic revenue growth notably coming from higher volumes in
Panzani's ethnic brands of semolina and couscous, as well as its
recently launched product lines: fresh pasta and
business-to-business (B2B) technical solutions. We anticipate
slightly negative pricing effects in the dry pasta segment as the
company cuts prices on selected retail items and increases
promotions in reaction to reducing input costs. After the strong
rebound in 2023, we forecast adjusted EBITDA margins to remain
relatively stable as lower raw material prices are more than offset
by sales-force, distribution, and marketing investments under the
company's value creation plan. Considering very high penetration of
Panzani's dry pasta and sauces, coupled with increasing competition
from private labels in the French market, we see organic growth
opportunities mainly coming from expanding product categories,
notably fresh pasta, ethnic foods, and the B2B technical solutions
business. For 2025, S&P Global Ratings-adjusted EBITDA is expected
to reach about EUR70 million on an organic basis, up from about
EUR63 million in 2024, mainly supported by a 100 basis-point (bp)
increase in the margin stemming from the ramp-up of new business
lines, notably fresh pasta, as well as supply chain productivity
initiatives from the value creation plan.
"The dividend recapitalization follows relatively strong 2023
results that attest to Panzani´s leading position in resilient
segments, which should continue supporting financial stability. The
S&P Global Ratings-adjusted EBITDA margin rose to 9.9% during 2023,
higher than our expectation of 9.1% and the 8.7% recorded in 2022.
The increase was fueled by higher selling prices and normalizing
cost of inputs, especially durum wheat, which more than offset
lower sales volumes partly due to the company's decision to
discontinue lower-margin stock-keeping units. This translated into
leverage decreasing to 6.9x and positive EUR31.2 million FOCF,
versus our expectations of 7.5x and up to EUR10 million inflow,
respectively. The product mix also improved because the volume loss
was mainly in nonbranded categories, partly reflecting the
company's strategy of focusing on higher-value-added products.
Despite the strong competition from private labels in Panzani's
core product categories in 2023, Panzani's market share showed
resilience with only a 100-bp decrease in dry pasta and no change
in couscous and sauces; we understand key competitor Barilla (not
rated) lost the most market share. We believe this attests to
Panzani's strong brand equity and beneficial relationships with
French retailers, and better affordability of its offerings,
alongside its focus on sustainability and 100% local sourcing of
key ingredients. Panzani has leading positions in both markets,
with about 29% market share in dry pasta and 28% in sauces in 2023,
with very high brand awareness and penetration rates of about 96%
and 85% respectively, which translate into retail footfall and
customer loyalty. We also note Panzani's brands are generally
perceived as more affordable than those of its closer competitor,
which mitigates the impact of downtrading. We view France's pasta
and sauces industries as resilient due to their relatively
nondiscretionary consumption. This has been demonstrated over the
past few years by the growth rates in both markets, even during
economic downturns, which we expect will continue, supported by the
products' affordability, lack of substitutes, and convenience. We
expect stable performance of the group's core pasta and sauces
categories, which should support faster deleveraging from 2025.
"The company will retain a sizeable cash balance after the
transaction closes, supporting our assessment of liquidity as
adequate, although we expect extra cash to be used for
acquisitions. On March 31, 2024, Panzani had EUR121 million of cash
on the balance sheet and a EUR60 million fully available committed
revolving credit facility (RCF) due 2027. Combined, these funds are
more than sufficient to meet the group's liquidity needs in the
next 12-18 months. This, combined with strong covenant headroom and
long-dated senior debt should prevent any kind of liquidity stress
over our forecast period. That said, we believe the company retains
this extra liquidity as funding for potential bolt-on acquisitions
to further increase growth prospects and value creation.
Considering an estimated minimum operational cash position of EUR30
million-40 million, we include in our base case about EUR100
million to be spent on acquisitions in 2025. This should help
foster EBITDA growth and promote stronger debt reduction; we do not
currently give credit for this cash in our adjusted debt
calculation.
"The stable outlook reflects our view that Panzani can reduce
leverage from 9.5x-10.0x after the transaction to about 8.0x by
year-end 2025, including bolt-on acquisitions. We believe Panzani
should be able to continue self-funding its operations while
investing in business expansion, with neutral-to-slightly positive
FOCF over 2024 and 2025. This assumes Panzani mitigates near-term
pricing and competitive pressures in its core dry pasta business,
thanks to strong brand awareness and favorable retail
relationships, while successfully pursuing growth into rapidly
expanding adjacent categories."
Downside scenario
S&P said, "We could lower the ratings in the next 12 months if
Panzani cannot deleverage as we expect or if FOCF turns largely
negative without signs of a rapid improvement. In our view, this
could threaten the group's ability to adequately fund day-to-day
operations and invest in business expansion. Such a cash-flow drop
could come if the group cannot mitigate pricing pressures from
retailers in its core categories or suffers major market share
declines, notably to private label competitors."
Upside scenario
S&P said, "We could raise the rating if Panzani's adjusted debt
leverage reduces and stays below 7.0x much faster than in our base
case and the company shows its commitment to maintain such leverage
in the future. This could arise from stronger-than-expected EBITDA
and FOCF growth, thanks to Panzani's ability to fully offset
pricing pressure and achieve strong volume growth in its core dry
pasta business, combined with rapid profitable expansion in
adjacent categories, notably fresh pasta.
"Governance factors are a moderately negative consideration in our
credit rating analysis of Panzani, as is the case for most rated
entities owned by private-equity sponsors. We believe the company's
highly leveraged financial risk profile points to corporate
decision-making that prioritizes the interests of the controlling
owners. This also reflects private equity firms' generally finite
holding periods and focus on maximizing shareholder returns.
"Environmental and social factors are an overall neutral
consideration in our credit rating analysis. According to company
information, all of Panzani's dry pastas have the highest
nutritional score (A), while 86% of its sauces have the highest or
second highest (B). The company plans to center its advertising
strategy for pasta and couscous around its 100% responsibly sourced
French durum wheat, to appeal to customers in the core French
market. This supports the company's carbon footprint and
illustrates its importance for supporting local communities. Among
key environmental priorities, we note the company's 100% recyclable
packaging objective by 2025."
=============
G E R M A N Y
=============
BILFINGER SE: S&P Affirms 'BB+' LT ICR & Alters Outlook to Positive
-------------------------------------------------------------------
S&P Global Ratings revised its outlook to positive from stable and
affirmed its 'BB+' long-term issuer credit rating on European
industrial service provider Bilfinger SE.
The positive outlook indicates that S&P could raise the rating in
the next 12-24 months if Bilfinger sustains adjusted EBITDA margins
of at least 7%, demonstrates solid free operating cash flow (FOCF)
generation, and adheres to its more conservative financial policy.
S&P said, "In our base case, we expect Bilfinger to further improve
its S&P Global Ratings-adjusted EBITDA margins to 7%-8% in
2024-2025, mainly due to its restructuring and transformation
programs. In 2023, Bilfinger's revenue increased 4% to EUR4.5
billion, led by increasing demand for its services to enhance
efficiency and sustainability. This was somewhat offset by a
strategic realignment of its U.S. operations. In addition, the
company's S&P Global Ratings-adjusted EBITDA margins increased 240
basis points, reaching 6.1% in 2023. We attribute this to
Bilfinger's stringent cost control measures, favorable outcomes of
repositioning its U.S. business, and materially lower restructuring
charges.
"We project revenue to increase 12%-13% in 2024 and 18%-20% in
2025, mainly due to acquisitions. We anticipate organic revenue
growth of 3%-5% annually for both years, driven by a good order
backlog valued at EUR3.4 billion at the end of March 2024, a
favorable end-market climate, and an industrywide shift toward
greater sustainability and efficiency. We expect inorganic revenue
growth of 7%-8% in 2024 and 16%-17% in 2025, including the revenue
contribution from the Stork acquisition completed in April 2024 and
other potential acquisitions.
"We project Bilfinger's profit margins to benefit from the
operating efficiency measures initiated in 2022 and finalized by
2023. With the restructuring completed and related expenses already
accounted for in 2022, we don't expect these costs to affect
profitability. The efficiency program focuses on improving
processes that should lead to leaner administration and reduced
costs. The company expects to bring savings of about EUR55 million
annually starting in 2024. Furthermore, Bilfinger is implementing
additional transformation projects that should drive operational
excellence and benefit profit margins. These ongoing transformation
measures include a shift from a project-based to product-based
business, repositioning its U.S. operations, increased
standardization and bundling of its services, and greater emphasis
on digitalization and innovation. Overall, we project that the
restructuring and transformation measures will enable Bilfinger to
achieve S&P Global Ratings-adjusted EBITDA margins of 7% in 2024
and continuously improve thereafter.
"We anticipate that FOCF will remain sound, given the company's
improving profitability. An increase in growth-related net working
capital reduced FOCF to EUR63 million in 2023 from EUR89 million in
2022. Nevertheless, increasing profitability enabled Bilfinger to
maintain good FOCF generation. For 2024 and 2025, we project that
higher EBITDA will improve FOCF despite the effect of working
capital outflow estimated at about EUR50 million-EUR70 million
(mainly to support organic revenue growth). Over the same period,
we anticipate that capital expenditure (capex) will increase to
about EUR80 million a year as the company invests in digitalization
and innovation. We also expect a cash outflow of EUR40 million in
2024 for provisions related to the efficiency program.
Consequently, we estimate that FOCF (adjusted for lease capex) will
increase moderately to about EUR100 million in 2024, before rising
to more than EUR200 million in 2025.
"We expect Bilfinger will use its high financial flexibility to
support external growth and further strengthen its market position.
The group maintained strong credit metrics in 2023 with a
debt-to-EBITDA ratio of 0.6x and FFO-to-debt ratio of 128.9%. We
forecast that Bilfinger will use its financial flexibility to
pursue acquisitions that expand its revenue base and increase its
positioning in the market. This is in line with management's target
to allocate several hundred million euros for potential
acquisitions, focusing on growth markets in the Middle East, U.S.,
and Europe (outside Germany). In our base case, we assume
acquisition-related outflows of up to EUR100 million-EUR150 million
a year in 2024 and 2025, including the impact of the Stork
acquisition. We expect these acquisitions to increase the group's
adjusted debt-to-EBITDA ratio to 1x-1.2x in 2024 and decrease the
adjusted FFO-to-debt ratio to 65%-70%. In 2025, as profit rises
including contributions from the acquired companies, we expect
adjusted debt to EBITDA to decrease to 0.8x-1x and improve adjusted
FFO to debt to 80%-90%."
S&P understand that Bilfinger's management is demonstrating a
commitment to a more conservative financial policy to support its
aspirations for an investment-grade rating: The management revised
its leverage targets, which reflects a more conservative approach.
Revised key metrics targets:
-- Adjusted net debt to adjusted EBITDA of less than 2x, a
reduction from the previous target of less than 2.5x.
-- Adjusted FFO to adjusted net debt of greater than 50%, up from
the previous target of greater than 30%.
As a result, S&P expects management will avoid transformative
acquisitions or significant shareholder distributions that could
create substantial changes in its capital structure and credit
ratios.
The positive outlook indicates that S&P could raise the rating in
the next 12-24 months if Bilfinger sustains adjusted EBITDA margins
of at least 7%, demonstrates solid FOCF generation, and adheres to
its more-conservative financial policy.
S&P would revise the outlook to stable if the upward trend in
adjusted EBITDA margin falters due to:
-- A weaker macroeconomic environment;
-- Lower-than-expected benefits from the restructuring and
transformation program, unanticipated operational challenges; or
-- Integration risks from potential acquisitions.
S&P could upgrade Bilfinger if:
-- The group achieves an adjusted EBITDA margin of 7% in 2024 and
we expect the margin to be above 7% on a sustained basis
thereafter;
-- Organic revenue growth is at least in line with the industry
and the company maintains its market share and competitiveness;
-- FOCF generation is sound, as forecast in our base case; and
-- It maintains adjusted FFO to debt above 50%, in line with its
revised financial policy framework.
S&P said, "Environmental and governance factors are a moderately
negative consideration in our credit rating analysis of Bilfinger.
We note the company's high exposure to oil and gas, petrochemicals,
chemicals, and energy industries (about 70% of sales). There is a
high risk of changing environmental regulation, including stringent
requirements for carbon dioxide emissions. The group might need to
rebalance its activities and investment decisions to avoid pressure
on its operating performance. Bilfinger adheres to high standards
of disclosure, in line with international publicly listed groups."
PCF GMBH: Moody's Affirms 'B3' CFR & Alters Outlook to Negative
---------------------------------------------------------------
Moody's Ratings has changed PCF GmbH (Pfleiderer)'s rating outlook
to negative from stable. Concurrently, Moody's has affirmed
Pfleiderer's B3 corporate family rating, the B3-PD probability of
default rating, and B3 instrument rating of the EUR750 million
sustainability linked senior secured notes.
RATINGS RATIONALE
The change in outlook reflects:
-- Pfleiderer's weaker than expected credit metrics in 2023 and
heightened risk that the company will not be able to improve credit
metrics to levels required for the B3 rating over the next 12-18
months, due to the challenging conditions in the construction
industry.
-- Moody's expects credit metrics to deteriorate over the next
12-18 months, weakly positioning the company in the current rating.
The rating agency forecasts leverage on a Moody's-adjusted basis to
increase to above 8.0x in 2024 from 6.4x in 2023, before declining
in 2025 albeit remaining weakly positioned for the current rating.
While Moody's recognizes that Pfleiderer will benefit from targeted
cost savings in 2024, the absence of income from energy trading
coupled with muted demand and pricing pressure will constrain
operating performance in 2024. Moody's expects that the recovery of
the construction cycle, Pfleiderer's cost-saving measures, and
strategic initiatives will lead to an improvement in operating
performance in 2025, albeit with a degree of uncertainty.
Pfleiderer's value creation plan targets short- and mid-term profit
creation initiatives by defined capital expenditures in their panel
business as well as resin business. These measures should start to
be realized by the end of 2024 and should continue into 2025 and
2026. Moody's excludes the run rate impact on these initiatives
from earnings and metrics.
-- Moody's expects Free Cash Flow (FCF) on a Moody's-adjusted
basis to remain negative in 2024 and 2025 before approaching
breakeven in 2026. Negative FCF will be driven by weak operating
performance and high growth capex. This will weaken Pfleiderer's
liquidity, which may require some additional equity capital in the
rating agency's view. This assumption is incorporated in the
current rating B3 rating.
-- Uncertainties related to the refinancing of the revolving
credit facility and secured notes due in October 2025 and April
2026, respectively. In absence of any clearly laid out refinancing
plan and in light of the weak performance, Moody's see the
refinancing risk increasing. Failure to successfully refinance over
the next six months will increase negative rating pressure.
The rating remains supported by Pfleiderer's solid profitability
and leading position in the concentrated market for wood particle
boards in Germany, Austria and Switzerland (DACH region), and
ability to pass through cost inflation – especially in engineered
wood division. At the same time the rating is constrained by
geographic and product concentration. Given the expected increase
in leverage over the next 2 years, Pfleiderer is weakly positioned
in the B3 rating leaving limited space for underperformance
compared to Moody's forecasts.
LIQUIDITY
Pfleiderer's liquidity is weak supported by around EUR48 million of
cash as of March 2024 and EUR62 million availability under the
company's EUR65 revolving credit facility (RCF). Due to high growth
capex and weak earnings, liquidity will deteriorate over the next
12 months. The B3 rating incorporates assumed additional equity
capital to support liquidity. The company has hedged by about 90%
its EUR350 million floating rate notes until maturity, limiting the
interest payment to around EUR45 million per year.
The company's next maturities are its EUR65 million super senior
secured RCF, due in October 2025, and the EUR750 million senior
secured notes, due in April 2026.
STRUCTURAL CONSIDERATIONS
The EUR750 million sustainability linked senior secured notes are
rated B3 in line with the corporate family rating, in Moody's
waterfall analysis the notes rank behind the new EUR65 million
super senior revolving credit facility. Relative to the notes the
super senior RCF is fairly small, hence its existence in the
capital structure does not lead to a notching of the notes.
RATIONALE FOR NEGATIVE OUTLOOK
The negative outlook reflects the uncertainties around operating
performance improvement and timely refinancing of the upcoming
maturity. Moody's expects that credit metrics will remain weak over
next 12-18 months with leverage peaking at above 8.0x in 2024
before declining in 2025 albeit remaining weakly positioned for the
rating. The negative outlook also takes into account Moody's
forecast that FCF will remain negative in 2024 and 2025 due to
growth capex.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could consider downgrading Pfleiderer's rating if the
company fails to refinance the upcoming maturities over the next
six months. Downward rating pressure can also arise if Moody's
adjusted debt/EBITDA remains above 6.5x for a prolonged period of
time, EBITDA/Interest declines towards 1.5x, and liquidity
deteriorates.
Moody's could consider upgrading Pfleiderer's rating if Moody's
adjusted debt/EBITDA would decline towards 5.5x, Moody's adjusted
FCF are positive on a sustained basis or if EBITDA/ interest
increases above 2.5x.
The principal methodology used in these ratings was Paper and
Forest Products published in December 2021.
COMPANY PROFILE
Headquartered in Neumarkt, Germany, PCF GmbH (Pfleiderer) is an
intermediate holding company for a group of entities operating
under the Pfleiderer brand. Pfleiderer is one of the leading
European manufacturers of wood-based products and solutions, with
its origins dating back to 1894. The company generated EUR940
million revenue in FY 2023, and company adjusted EBITDA of EUR141.3
million in the same period. Pfleiderer operates across two
division: Engineered Wood Products (82% of 2023 revenue) and
Silekol (25% of 2023 sales).
TTD HOLDING IV: S&P Assigns 'B' Rating on Proposed Term Loan B5
---------------------------------------------------------------
S&P Global Ratings assigned its 'B' issue rating to the proposed
term loan B5 to be issued by TTD Holding IV GmbH (TTD), with a '3'
recovery rating.
TTD plans to use the loan to refinance its capital structure. The
leading pan-European provider of sanitary solutions is set to issue
a new EUR1,170 million term loan B5 (TLB5) due 2029 to refinance
its outstanding EUR1,170 million under TLB2 and TLB4 due 2026.
Simultaneously, the company plans to extend its EUR155 million
revolving credit facility (RCF) maturity by three years to 2029.
S&P views the proposed refinancing as leverage neutral and believe
it will strengthen the group's credit profile by extending the
maturity of its capital structure.
S&P said, "In our view, TTD maintains comfortable rating headroom
despite slight underperformance against our base case in 2023. In
2023, the company reported revenue growth of close to 14%
year-on-year with an estimated S&P Global Ratings-adjusted EBITDA
margin of 30.7%, which compares to an EBITDA margin of 31.7% in our
previous forecast. The lower-than-expected EBITDA margin is driven
by less usage of its cabins, weakening operating leverage. As a
result, we estimate year-end 2023 debt to EBITDA at 5.9x versus
5.7x in our previous forecast. The company continues to generate
solid FOCF, with close to EUR50 million at the end of 2023 thanks
to continued EBITDA growth and limited working capital outflows of
around EUR5 million, partially offset by capital expenditure of
EUR57 million and cash interest of close to EUR80 million.
"In 2024, we forecast debt to EBITDA will continue to decline
toward 5.0x over the next 12 months, coupled with ongoing solid
FOCF generation of at least EUR50 million. Revenue growth of about
5% year-on-year will bolster deleveraging during 2024. However,
growth will be partially offset by a margin contraction of 30 basis
points due to negative mix effects from the contribution of lower
margin bolt-on acquisitions, which we continue to expect during
2024 thanks to TTD's ability to generate sufficient FOCF that
supports the company's small bolt-on acquisitions strategy.
Thereafter, we forecast revenue growth to remain around 5%
year-on-year, coupled with gradual margin expansion toward 32%
thanks to the benefits from its transformation program and
increased use of its cabins."
Issue Ratings--Recovery Analysis
Key analytical factors
-- S&P rates the proposed EUR1,170 million senior secured term
loan facility B5 due in 2029, and the EUR155 million RCF at 'B'.
The '3' recovery rating indicates its expectation of meaningful
recovery prospects (50%-70%; rounded estimate: 60%) in the event of
default.
-- The recovery rating is supported by the relatively
comprehensive guarantor coverage, protected by an 80% guarantor
coverage test. However, it is constrained by the highly leveraged
debt structure.
-- The security package provided to the lenders comprises share
pledges and security covering material intragroup receivables and
material bank accounts, which aligns with market-standard practice.
The documentation is covenant-lite, with a senior secured net
leverage covenant applying only to the RCF if drawings exceed 40%,
which S&P considers to be issuer-friendly.
-- Under our hypothetical default scenario, S&P assumes a material
economic downturn across Europe hampering both residential and
non-residential construction. This would result in decreasing
demand for TTD group's services and a loss of EBITDA and cash
flows. Combined with a highly leveraged debt structure, it would
lead to an interest payment default on the debt facilities.
-- S&P values the group as a going concern, given its leading
position in mobile sanitation services in its main markets Germany,
Poland, and Italy; its strong reputation of quality and reliability
in both markets; and its fairly well-diversified client base.
Simulated default assumptions
-- Year of default: 2027
-- Jurisdiction: Germany
Simplified waterfall
-- Emergence EBITDA: EUR150.6 million
-- Multiple: 6x
-- Gross enterprise value at emergence: EUR903.6 million
-- Net enterprise value after administrative expenses (5%):
EUR858.5 million
-- Senior secured debt claims (TLB and RCF assumed 85% drawn):
EUR1,346 million
--Recovery expectations: 50%-70% (rounded estimate: 60%)
Note: All debt amounts include six months of prepetition interest.
=============
I R E L A N D
=============
BRIDGEPOINT CLO VI: S&P Assigns B-(sf) Rating on Class F Notes
--------------------------------------------------------------
S&P Global Ratings assigned credit ratings to Bridgepoint CLO VI
DAC's class A to F European cash flow CLO notes. At closing, the
issuer also issued 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 portfolio's
reinvestment period will end approximately four and a half years
after closing.
The ratings reflect S&P's assessment of:
-- The diversified collateral pool, which primarily comprises
broadly syndicated speculative-grade senior secured term loans and
bonds that are governed by collateral quality tests.
-- The credit enhancement provided through the subordination of
cash flows, excess spread, and overcollateralization.
-- The transaction's legal structure, which is bankruptcy remote.
-- The transaction's counterparty risks, which are in line with
S&P's counterparty rating framework.
Portfolio benchmarks
CURRENT
S&P Global Ratings' weighted-average rating factor 2,814.33
Default rate dispersion 457.96
Weighted-average life (years) 4.90
Obligor diversity measure 102.00
Industry diversity measure 18.75
Regional diversity measure 1.10
Transaction key metrics
CURRENT
Portfolio weighted-average rating
derived from S&P's CDO evaluator B
'CCC' category rated assets (%) 0.00
Target 'AAA' weighted-average recovery (%) 36.46
Target weighted-average spread (%) 4.03
Target weighted-average coupon (%) 5.74
Rating rationale
S&P said, "The portfolio is well-diversified, primarily comprising
broadly syndicated speculative-grade senior-secured term loans and
senior-secured bonds. Therefore, we have conducted our credit and
cash flow analysis by applying our criteria for corporate cash flow
CDOs.
"In our cash flow analysis, we used the EUR400 million target par
amount, the actual weighted-average spread (4.03%), the covenanted
weighted-average coupon (5.48%), and the actual weighted-average
recovery rates for all rating levels. We applied various cash flow
stress scenarios, using four different default patterns, in
conjunction with different interest rate stress scenarios for each
liability rating category.
"Under our structured finance sovereign risk criteria, we consider
that the transaction's exposure to country risk is sufficiently
mitigated at the assigned ratings.
The transaction's documented counterparty replacement and remedy
mechanisms adequately mitigate its exposure to counterparty risk
under our current counterparty criteria.
The transaction's legal structure and framework is bankruptcy
remote, in line with S&P's legal criteria.
Until the end of the reinvestment period on Nov. 14, 2028, 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.
S&P said, "Following our analysis of the credit, cash flow,
counterparty, operational, and legal risks, we believe the ratings
are commensurate with the available credit enhancement for the
class A to F notes. Our credit and cash flow analysis indicates
that the available credit enhancement for the class B to E notes
could withstand stresses commensurate with higher ratings than
those we have assigned. However, as the CLO will be in its
reinvestment phase starting from closing, during which the
transaction's credit risk profile could deteriorate, we have capped
our assigned ratings on the notes.
"Taking the above factors into account and following our analysis
of the credit, cash flow, counterparty, operational, and legal
risks, we believe that our assigned ratings are commensurate with
the available credit enhancement for all of the rated classes of
notes.
"In addition to our standard analysis, to provide an indication of
how rising pressures among speculative-grade corporates could
affect our ratings on European CLO transactions, we have also
included the sensitivity of the ratings on the class A to E notes
based on four hypothetical scenarios.
"As our ratings analysis makes additional considerations before
assigning ratings in the 'CCC' category, and we would assign a 'B-'
rating if the criteria for assigning a 'CCC' category rating are
not met, we have not included the above scenario analysis results
for the class F notes."
The transaction securitizes a portfolio of primarily senior secured
leveraged loans and bonds, and is managed by Bridgepoint Credit
Management Ltd.
Environmental, social, and governance
S&P said, "We regard the exposure to environmental, social, and
governance (ESG) credit factors in the transaction as being broadly
in line with our benchmark for the sector. Primarily due to the
diversity of the assets within CLOs, the exposure to environmental
credit factors is viewed as below average, social credit factors
are below average, and governance credit factors are average. For
this transaction, the documents prohibit assets from being related
to certain activities, including, but not limited to the following:
the production or trade of illegal drugs or narcotics; the
development, production, maintenance of weapons of mass
destruction, including biological and chemical weapons; manufacture
or trade in pornographic materials; payday lending; and tobacco
distribution or sale. Accordingly, since the exclusion of assets
from these industries does not result in material differences
between the transaction and our ESG benchmark for the sector, no
specific adjustments have been made in our rating analysis to
account for any ESG-related risks or opportunities."
Ratings list
AMOUNT CREDIT
CLASS RATING* (MIL. EUR) INTEREST RATE (%)§ ENHANCEMENT(%)
A AAA (sf) 248.00 3mE + 1.49 38.00
B AA (sf) 42.00 3mE + 2.25 27.50
C A (sf) 27.00 3mE + 2.70 20.75
D BBB- (sf) 26.00 3mE + 3.80 14.25
E BB- (sf) 17.00 3mE + 6.65 10.00
F B- (sf) 12.00 3mE + 8.16 7.00
Sub NR 29.70 N/A N/A
*The ratings assigned to the class A and B notes address timely
interest and ultimate principal payments. The ratings assigned to
the class C, D, E, and F notes address ultimate interest and
principal payments.
§The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.
3mE--Three-month Euro Interbank Offered Rate.
NR--Not rated.
N/A--Not applicable.
CONTEGO CLO X: S&P Assigns B-(sf) Rating on Class F-R Notes
-----------------------------------------------------------
S&P Global Ratings assigned credit ratings to Contego CLO X DAC's
class A-R, B-1-R, B-2-R, C-R, D-R, E-R, and F-R notes. The issuer
also issued EUR31.39 million of subordinated notes on the closing
date.
This transaction is a reset of the already existing transaction.
The existing classes of notes were fully redeemed with the proceeds
from the issuance of the replacement notes on the reset date and
the ratings on the original notes were withdrawn.
The target par amount increased to EUR500 million from EUR300
million. The additional assets were purchased from a
bankruptcy-remote special-purpose entity (SPE) set up for the
purpose of warehousing such assets. At closing, the issuer entered
into a participation agreement with the warehouse SPE. The
collateral manager covenanted to use its commercially reasonable
efforts to elevate each participation to full assignment as soon as
reasonably practicable.
The ratings assigned to the reset notes reflect S&P's assessment
of:
-- The diversified collateral pool, which consists primarily of
broadly syndicated speculative-grade senior secured term loans and
bonds that are governed by collateral quality tests.
-- The credit enhancement provided through the subordination of
cash flows, excess spread, and overcollateralization.
-- The collateral manager's experienced team, which can affect the
performance of the rated notes through collateral selection,
ongoing portfolio management, and trading.
-- The transaction's legal structure, which is bankruptcy remote.
-- The transaction's counterparty risks, which are in line with
our counterparty rating framework.
Portfolio benchmarks
CURRENT
S&P Global Ratings' weighted-average rating factor 2,939.12
Default rate dispersion 490.41
Weighted-average life (years) 4.36
Weighted-average life extended to cover
the length of the reinvestment period (years) 4.50
Obligor diversity measure 138.81
Industry diversity measure 20.06
Regional diversity measure 1.30
Transaction key metrics
CURRENT
Portfolio weighted-average rating
derived from S&P's CDO evaluator B
'CCC' category rated assets (%) 1.58
Target 'AAA' weighted-average recovery (%) 35.83
Target weighted-average spread (%) 4.13
Target weighted-average coupon (%) 5.35
Rating rationale
Under the transaction documents, the rated notes pay quarterly
interest unless a frequency switch event occurs. Following this,
the notes will switch to semiannual payments. The portfolio's
reinvestment period will end approximately four and half years
after closing.
The closing portfolio is well-diversified, primarily comprising
broadly syndicated speculative-grade senior secured term loans and
senior secured bonds. Therefore, S&P has conducted its credit and
cash flow analysis by applying its criteria for corporate cash flow
CDOs.
S&P said, "In our cash flow analysis, we used the EUR500 million
target par amount, the covenanted weighted-average spread (4.00%),
the covenanted weighted-average coupon (4.50%), and the covenanted
weighted-average recovery rate at the 'AAA' level and the targets
calculated in line with our CLO criteria for all the other classes
of notes. We applied various cash flow stress scenarios, using four
different default patterns, in conjunction with different interest
rate stress scenarios for each liability rating category.
"Under our structured finance sovereign risk criteria, we consider
that the transaction's exposure to country risk is sufficiently
mitigated at the assigned ratings.
"Until the end of the reinvestment period on Nov. 15, 2028, the
collateral manager may substitute assets in the portfolio for so
long as our CDO Monitor test is maintained or improved in relation
to the initial ratings on the notes. This test looks at the total
amount of losses that the transaction can sustain as established by
the initial cash flows for each rating, and it compares that with
the current portfolio's default potential plus par losses to date.
As a result, until the end of the reinvestment period, the
collateral manager may through trading deteriorate the
transaction's current risk profile, if the initial ratings are
maintained.
"The transaction's documented counterparty replacement and remedy
mechanisms adequately mitigate its exposure to counterparty risk
under our current counterparty criteria.
"The transaction's legal structure and framework is bankruptcy
remote, in line with our legal criteria.
"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe the ratings are
commensurate with the available credit enhancement for the class
A-R to F-R notes.
"Our credit and cash flow analysis indicates that the available
credit enhancement for the class B-1-R and B-2-R to D-R notes could
withstand stresses commensurate with higher rating levels 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 ratings assigned to the notes.
"Taking the above factors into account and following our analysis
of the credit, cash flow, counterparty, operational, and legal
risks, we believe that our ratings are commensurate with the
available credit enhancement for all the rated classes of notes.
"In addition to our standard analysis, to provide an indication of
how rising pressures among speculative-grade corporates could
affect our ratings on European CLO transactions, we have also
included the sensitivity of the ratings on the class A-R to E-R
notes based on four hypothetical scenarios.
"As our ratings analysis makes additional considerations before
assigning ratings in the 'CCC' category, and we would assign a 'B-'
rating if the criteria for assigning a 'CCC' category rating are
not met, we have not included the above scenario analysis results
for the class F-R notes."
Environmental, social, and governance
S&P said, "We regard the exposure to environmental, social, and
governance (ESG) credit factors in the transaction as being broadly
in line with our benchmark for the sector. Primarily due to the
diversity of the assets within CLOs, the exposure to environmental
credit factors is viewed as below average, social credit factors
are below average, and governance credit factors are average. For
this transaction, the documents prohibit (and or for some of these
activities revenue limits apply, or they cannot be the primary
business activity) assets from being related to certain activities.
These activities include, but are not limited to: The extraction of
thermal coal, extraction of oil and gas, controversial weapons,
non-sustainable palm oil production, the production of or trade in
tobacco or tobacco products, hazardous chemicals and pesticides,
trade in endangered wildlife, pornography, adult entertainment or
prostitution, and payday lending. 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."
The transaction securitizes a portfolio of primarily senior-secured
leveraged loans and bonds, and it is managed by Five Arrows
Managers LLP.
Ratings list
AMOUNT INTEREST CREDIT
CLASS RATING* (MIL. EUR) RATE(%)§ ENHANCEMENT (%)
A-R AAA (sf) 310.00 3mE + 1.49 38.00
B-1-R AA (sf) 42.50 3mE + 2.15 27.50
B-2-R AA (sf) 10.00 5.85 27.50
C-R A (sf) 28.80 3mE + 2.70 21.74
D-R BBB- (sf) 33.70 3mE + 4.00 15.00
E-R BB- (sf) 25.00 3mE + 7.09 10.00
F-R B- (sf) 13.80 3mE + 8.56 7.24
Sub NR 31.39 N/A N/A
*The ratings assigned to the class A-R, B-1-R, and B-2-R notes
address timely interest and ultimate principal payments. The
ratings assigned to the class C-R, D-R, E-R, and F-R notes address
ultimate interest and principal payments.
§The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.
NR--Not rated.
N/A--Not applicable.
3mE--Three-month Euro Interbank Offered Rate.
CVC CORDATUS VI: Moody's Affirms B1 Rating on EUR11.6MM F-R Notes
-----------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by CVC Cordatus Loan Fund VI Designated Activity Company:
EUR9,000,000 Class B-1-R Senior Secured Floating Rate Notes due
2032, Upgraded to Aaa (sf); previously on May 5, 2022 Upgraded to
Aa1 (sf)
EUR35,000,000 Class B-2-R Senior Secured Fixed Rate Notes due
2032, Upgraded to Aaa (sf); previously on May 5, 2022 Upgraded to
Aa1 (sf)
EUR24,000,000 Class C-R Senior Secured Deferrable Floating Rate
Notes due 2032, Upgraded to Aa3 (sf); previously on May 5, 2022
Affirmed A2 (sf)
EUR20,400,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2032, Upgraded to Baa1 (sf); previously on May 5, 2022
Affirmed Baa2 (sf)
Moody's has also affirmed the ratings on the following notes:
EUR248,000,000 (current outstanding amount EUR189,873,682) Class
A-R Senior Secured Floating Rate Notes due 2032, Affirmed Aaa (sf);
previously on May 5, 2022 Affirmed Aaa (sf)
EUR24,000,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2032, Affirmed Ba2 (sf); previously on May 5, 2022
Affirmed Ba2 (sf)
EUR11,600,000 Class F-R Senior Secured Deferrable Floating Rate
Notes due 2032, Affirmed B1 (sf); previously on May 5, 2022
Upgraded to B1 (sf)
CVC Cordatus Loan Fund VI Designated Activity Company, issued in
March 2016 and was later refinanced in April 2018, is a
collateralised loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured European loans. The portfolio is
managed by CVC Credit Partners Group Ltd. The transaction's
reinvestment period ended in July 2022.
RATINGS RATIONALE
The rating upgrades on the Class B-1-R, Class B-2-R, Class C-R and
Class D-R notes are primarily a result of the significant
deleveraging of the Class A-R notes following amortisation of the
underlying portfolio since the payment date in April 2023 and a
shorter weighted average life of the portfolio which reduces the
time the rated notes are exposed to the credit risk of the
underlying portfolio.
The affirmations on the ratings on the Class A-R, Class E-R and
Class F-R notes are primarily a result of the expected losses on
the notes remaining consistent with their current rating levels,
after taking into account the CLO's latest portfolio, its relevant
structural features and its actual over-collateralisation (OC)
ratios.
The action also incorporates a correction to the modelling of the
Interest Diversion Test which was referring to the Class F OC as
opposed to the Class E OC level.
The Class A notes have paid down by approximately EUR52.2 million
(21.0%) in the last 12 months, and EUR58.1 million (23.4%) since
closing. As a result of the deleveraging, OC has increased across
the capital structure. According to the trustee report dated April
2024 [1] the Class A/B, Class C, Class D and Class E OC ratios are
reported at 138.2%, 126.7%, 118.2% and 109.7% compared to April
2023 [2] levels of 133.6%, 123.4%, 115.9% and 108.2%, respectively.
Moody's notes that the April 2024 principal payments are not
reflected in the reported OC ratios.
The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.
In its base case, Moody's used the following assumptions:
Performing par and principal proceeds balance: EUR331.6m
Defaulted Securities: EUR8.0m
Diversity Score: 45
Weighted Average Rating Factor (WARF): 3063
Weighted Average Life (WAL): 3.1 years
Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.7%
Weighted Average Coupon (WAC): 4.5%
Weighted Average Recovery Rate (WARR): 43.1%
Par haircut in OC tests and interest diversion test: 0%
The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into its cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.
Methodology Underlying the Rating Action:
The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
December 2021.
Counterparty Exposure:
The rating action took into consideration the notes' exposure to
relevant counterparties, such as account bank, using the
methodology "Moody's Approach to Assessing Counterparty Risks in
Structured Finance methodology" published in October 2023. Moody's
concluded the ratings of the notes are not constrained by these
risks.
Factors that would lead to an upgrade or downgrade of the ratings:
The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.
Additional uncertainty about performance is due to the following:
-- Portfolio amortisation: The main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.
-- Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's
over-collateralisation levels. Further, the timing of recoveries
and the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Moody's analysed
defaulted recoveries assuming the lower of the market price or the
recovery rate to account for potential volatility in market prices.
Recoveries higher than Moody's expectations would have a positive
impact on the notes' ratings.
In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.
MAN GLG V: Moody's Lowers Rating on EUR12MM Class F Notes to B3
---------------------------------------------------------------
Moody's Ratings has downgraded the rating on the following notes
issued by Man GLG Euro CLO V Designated Activity Company:
EUR12,000,000 Class F Deferrable Junior Floating Rate Notes due
2031, Downgraded to B3 (sf); previously on Nov 14, 2022 Affirmed B2
(sf)
Moody's has also affirmed the ratings on the following notes:
EUR234,000,000 (Current outstanding amount EUR215,595,779) Class
A-1R Senior Secured Floating Rate Notes due 2031, Affirmed Aaa
(sf); previously on Nov 14, 2022 Affirmed Aaa (sf)
EUR14,000,000 Class A-2R Senior Secured Floating Rate Notes due
2031, Affirmed Aaa (sf); previously on Nov 14, 2022 Affirmed Aaa
(sf)
EUR8,000,000 Class B-1 Senior Secured Floating Rate Notes due
2031, Affirmed Aaa (sf); previously on Nov 14, 2022 Upgraded to Aaa
(sf)
EUR20,000,000 Class B-2R Senior Secured Fixed Rate Notes due 2031,
Affirmed Aaa (sf); previously on Nov 14, 2022 Upgraded to Aaa (sf)
EUR10,000,000 Class B-3 Senior Secured Floating Rate Notes due
2031, Affirmed Aaa (sf); previously on Nov 14, 2022 Upgraded to Aaa
(sf)
EUR4,250,000 Class C-1 Deferrable Mezzanine Floating Rate Notes
due 2031, Affirmed A1 (sf); previously on Nov 14, 2022 Upgraded to
A1 (sf)
EUR8,000,000 Class C-2R Deferrable Mezzanine Fixed Rate Notes due
2031, Affirmed A1 (sf); previously on Nov 14, 2022 Upgraded to A1
(sf)
EUR15,750,000 Class C-3 Deferrable Mezzanine Floating Rate Notes
due 2031, Affirmed A1 (sf); previously on Nov 14, 2022 Upgraded to
A1 (sf)
EUR18,000,000 Class D-1 Deferrable Mezzanine Floating Rate Notes
due 2031, Affirmed Baa2 (sf); previously on Nov 14, 2022 Affirmed
Baa2 (sf)
EUR2,000,000 Class D-2R Deferrable Mezzanine Fixed Rate Notes due
2031, Affirmed Baa2 (sf); previously on Nov 14, 2022 Affirmed Baa2
(sf)
EUR26,000,000 Class E Deferrable Junior Floating Rate Notes due
2031, Affirmed Ba2 (sf); previously on Nov 14, 2022 Affirmed Ba2
(sf)
Man GLG Euro CLO V Designated Activity Company, issued in November
2018, and refinanced in March 2021, is a collateralised loan
obligation (CLO) backed by a portfolio of mostly high-yield senior
secured European loans. The portfolio is managed by GLG Partners
LP. The transaction's reinvestment period ended in December 2022.
RATINGS RATIONALE
The rating downgrade on the Class F notes is primarily a result of
the deterioration in over-collateralisation (OC) ratios and in the
key credit metrics of the underlying pool, such as the Weighted
Average Recovery Rate (WARR).
The affirmations on the ratings on the Class A-1R, A-2R, B-1, B-2R,
B-3, C-1, C-2R, C-3, D-1, D-2R and E notes are primarily a result
of the expected losses on the notes remaining consistent with their
current rating levels, after taking into account the CLO's latest
portfolio, its relevant structural features and its actual
over-collateralisation ratios.
The OC ratios have deteriorated over the last 12 months for Classes
C to F notes. According to the trustee report dated April 2024 [1],
the Class C, Class D, Class E and Class F OC ratios are reported at
124.93%, 117.01%, 108.11% and 104.44%, compared to April 2023 [2]
levels of 125.44%, 117.93%, 109.41% and 105.88%, respectively.
In addition, the trustee reported WARR of the underlying pool has
deteriorated to 43.60% in April 2024 [1] compared to 44.10% in
April 2023 [2].
Key model inputs:
The key model inputs Moody's uses in its analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on its published methodology and
could differ from the trustee's reported numbers.
In its base case, Moody's used the following assumptions:
Performing par and principal proceeds balance: EUR368.8M
Defaulted Securities: EUR2.2M
Diversity Score: 64
Weighted Average Rating Factor (WARF): 2960
Weighted Average Life (WAL): 3.77 years
Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.85%
Weighted Average Coupon (WAC): 4.76%
Weighted Average Recovery Rate (WARR): 43.81%
Par haircut in OC tests and interest diversion test: 0.07%
The default probability derives from the credit quality of the
collateral pool and Moody's expectation of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into its cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.
Methodology Underlying the Rating Action:
The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
December 2021.
Counterparty Exposure
The rating action took into consideration the notes' exposure to
relevant counterparties, such as the account bank, using the
methodology "Moody's Approach to Assessing Counterparty Risks in
Structured Finance methodology" published in October 2023. Moody's
concluded the ratings of the notes are not constrained by these
risks.
Factors that would lead to an upgrade or downgrade of the ratings:
The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.
Additional uncertainty about performance is due to the following:
-- Portfolio amortisation: The main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.
-- Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's
over-collateralisation levels. Further, the timing of recoveries
and the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Recoveries higher
than Moody's expectations would have a positive impact on the
notes' ratings.
In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
other Moody's analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.
=========
I T A L Y
=========
F-BRASILE SPA: S&P Upgrades ICR to 'B-', Outlook Positive
---------------------------------------------------------
S&P Global Ratings raised its ratings on aero-engine parts maker
F-Brasile S.p.A. and its senior secured notes to 'B-' from 'CCC+',
with the recovery rating unchanged at '4', indicating its
expectation of 30%-50% (rounded estimate: 45%) recovery prospects
in a default scenario.
The positive outlook indicates the potential for an upgrade over
the next 12 months if F-Brasile refinances its 2026 term debt
maturities comfortably ahead of time, while S&P Global
Ratings-adjusted debt to EBITDA reaches 5.5x by end-2024 and stays
below that level thereafter, and funds from operations cash
interest coverage strengthens to around, or above, 2.5x, alongside
ongoing positive FOCF.
The ongoing gradual recovery in the widebody business, coupled with
F-Brasile's expansion into the high-growth narrow-body, military
and space segments, will allow the company to comfortably surpass
pre-pandemic turnover levels by the end of 2024. S&P said, "We
anticipate that the company's turnover will exhibit double digit
growth in 2024-2025, mainly owing to increasing volumes in the
aerospace and defense (A&D) segment, as industrial turnover should
remain in line with 2023 levels, due to softness of European
markets. In the commercial aerospace industry, the air passenger
traffic, measured in revenue passenger-kilometers (RPK), returned
to above pre-pandemic levels in February 2024, according to the
International Air Transport Association (IATA). Airbus and Boeing
continue to increase narrow-body rates toward record levels, with
wide-body rates rising albeit at a slower rate. These elements are
laying the groundwork for F-Brasile further turnover expansion. We
expect most of the growth will come from the increasing business in
narrow-body, mainly thanks to F-Brasile's presence on the LEAP and
PW1000GTF platforms, as well as from increasing new business in the
military and space segments." F-Brasile's revenues from the
widebody segment, mostly driven by the Trent XWB, should continue
to remain below pre-pandemic levels in the coming two years
(approximately EUR134 million in 2023 versus EUR198 million in
2019).
Turnover expansion and enhancing profitability should fuel EBITDA
growth and ultimately leverage reduction. S&P said, "Under our
revised base case, we expect F-Brasile to show S&P Global
Ratings-adjusted EBITDA margin expansion to more than 22.0% in 2024
from 16.9% in 2023, comfortably surpassing pre-pandemic levels
(17.4% in 2019), thanks to improved operating leverage and
moderating pressure from cost inflation. We anticipate the company
will particularly benefit from decreasing energy costs, whose
incidence on revenue should decrease from 10.2% in 2023 to about
7.5% in 2024-2025, as the benefit of the material reduction of gas
prices in 2023 should materialize this year. Although in the
industrial segment the energy costs are covered on the spot market,
for the aerospace segment the company adopted a rolling-12-months
hedging strategy, locking energy prices 12 months in advance. This
protects against possible increases in energy prices, at the same
although it means that an improvement in market prices does not
immediately benefit margins. However, we expect last year's
decrease in natural gas prices will become visible in 2024,
translating into a 250-300 basis points boost to the company's 2024
EBITDA margin. Finally, we expect profitability will also be
supported by ongoing cost efficiencies and cost-optimizations
initiatives, offsetting salary increases, and a better absorption
of fixed costs owing to turnover expansion. The ensuing EBITDA
expansion, which should reach EUR111 million in 2024 on an adjusted
basis (EUR73 million in 2023), will lead a progressive improvement
in leverage, as we expect adjusted debt should remain relatively
stable. Under our revised base case we forecast S&P Global
Ratings-adjusted debt to EBITDA will reach 5.5x by end-2024 (from
8.3x in 2023 and 11.3x in 2022), then continue improving
thereafter."
S&P said, "We think F-Brasile's free operating cash flow (FOCF)
will stay positive in 2024-2025 following last year's return to
positive. F-Brasile's FOCF reached EUR12 million in 2023, from
negative EUR50 million in 2022. One of the main drivers of the
improvement was the change in working capital, which generated an
inflow of EUR37.7 million. The release mainly stemmed from a
reduction in other assets, namely value-added tax (VAT) credit, and
an approximate EUR25 million increase in the use of factoring,
which led to a reduction in trade receivable. We estimate
maintenance capex has stayed between 2.5% and 3.0% of revenue (on a
consolidated basis). We now expect changes in working capital will
generate an outflow of about EUR10 million-EUR20 million in 2024,
due to business and revenue expansion, and constant use of
factoring. We also expect adjusted capex to have peaked in 2023, at
EUR35million, due to expansion capex related to the new aerospace
business the company won in recent years. For 2024-2025, we expect
maintenance capex to remain at 2.5%-3.0% of revenue, while
expansionary capex should slightly decrease, bringing the adjusted
capex to revenue ratio to about 6.0% in 2024 and 5.0% in 2025, from
8.1% in 2023. All in all, we expect FOCF to remain positive at
about EUR20 million per year, mainly supported by EBITDA expansion
more than offsetting working capital and capex needs."
Although F-Brasile remains relatively concentrated in the wide-body
segment, it has ramped up its diversification efforts. F-Brasile
has historically been significantly exposed to the wide-body
segment and Rolls-Royce, which in 2019 represented about 70% and
60% of total aerospace revenues, respectively. Since the start of
the pandemic, the company has progressively diversified away from
it, seeking new business in the narrow-body, space, and military
segments. New contracts won in recent years allowed F-Brasile to
decrease its exposure to wide-body, representing 52% of aerospace
sales in 2023. S&P expects the company will continue to diversify
over the coming two years, as narrow-body, space and military
revenue should gradually increase its contribution to the company's
total revenue.
S&P said, "We think the company remains exposed to a limited number
of wide-body/narrow-body platforms compared with industry peers,
but we assume this concentration is partially offset by F-Brasile's
presence on platforms such as the LEAP and the Trent XWB, as well
as by the progressive entrance into space programs.
"F-Brasile's liquidity structurally improved in 2023, and we expect
the company to maintain tight control over it, proactively
addressing its maturities and sustaining ample liquidity buffers.
In 2023 the improved ability to generate cash allowed F-Brasile to
repay EUR20 million of drawings under the EUR80 revolving credit
facility (RCF) that were outstanding at year-end 2022, while ending
the year with estimated cash and cash equivalents of about EUR29.4
million (already excluding the EUR9.3 million advance payment
erroneously made by a customer in December 2023 and refunded in
January 2024) versus EUR23.5 million a year earlier. The RCF was
thus fully available at end-2023. Liquidity position is also
supported by the absence of meaningful short-term maturities, as
the $505 million senior secured notes are due in August 2026.
However, the absence of a timely refinancing plan could put strain
the rating.
"The positive outlook indicates the potential for an upgrade over
the next 12 months if F-Brasile refinances its 2026 term debt
maturities well in advance, while S&P Global Ratings-adjusted debt
to EBITDA improves to 5.5x by end-2024 and strengthens further
thereafter. Ratings upside will also hinge on funds from operations
(FFO) cash interest coverage near or above 2.5x, complemented by
positive FOCF.
"We could raise our ratings if F-Brasile addresses its 2026
maturities comfortably ahead of time, while S&P Global
Ratings-adjusted debt to EBITDA trends toward 5.5x and remains
below that level thereafter, FFO cash interest coverage remains
around or above 2.5x, and the company sustains positive FOCF.
"We could revise our outlook to stable if F-Brasile's operating and
financial performance depart from our expectations, such as S&P
Global Ratings-adjusted FOCF turning negative with no prospects of
recovery, FFO cash interest weakening from around 2.5x, and
adjusted debt to EBITDA failing to improve to about 5.5x. The
absence of a timely refinancing plan could also put pressure on the
rating."
===================
L U X E M B O U R G
===================
DEUTSCHE FACHPFLEGE: S&P Assigns 'B' ICR, Outlook Stable
--------------------------------------------------------
S&P Global Ratings assigned its 'B' long-term issuer credit rating
to Ai Monet (Luxembourg) ParentCo S.A R.L. and 'B' issue rating to
the first-lien TLB, with a '3' recovery rating indicating its
expectation of meaningful recovery (45%-50%, rounded estimate: 50%)
in the event of a default.
The stable outlook reflects S&P's view that outpatient care
provider Deutsche Fachpflege will successfully continue to grow its
sales and EBITDA, translating into debt to EBITDA below 7.0x,
likely around 5.8x, alongside positive free operating cash flow
over the next 12 months.
Deutsche Fachpflege, the leading outpatient intensive care service
platform in Germany, will achieve EUR696 million in sales and
EUR103 million of S&P Global Ratings-adjusted EBITDA (with an
adjusted EBITDA margin of 14.8%) in 2024, according to our
estimates.
Ai Monet (Luxembourg) ParentCo S.A R.L., the parent company of
Deutsche Fachpflege Gruppe, allocated its upsized EUR440 million
senior secured term loan B (TLB) to refinance the EUR408 million
outstanding debt, including EUR20 million of a drawn revolving
credit facility (RCF), and fund transaction fees and expenses. It
also put in place a EUR90 million RCF that will remain undrawn.
Deutsche Fachpflege has a successful track record of growth and
sustaining margins, based on increasing demand, and an established
efficient operational strategy, operating in a supportive
regulatory framework in Germany.
Deutsche Fachpflege is well positioned to benefit from expected
market growth. It is the leading outpatient intensive care service
platform in Germany and should benefit from increasing demand from
an aging population and high unmet needs. Consensus from sectorial
reports estimated that the size of the group's addressable market
in Germany -- the outpatient market -- in 2022 was approximately
EUR31.6 billion, including EUR4.9 billion of specialized outpatient
intensive care segment. The market is expected to expand at a
compound annual growth rate of 9% of the outpatient non-intensive
care to EUR26.5 billion and 10% of the outpatient intensive care to
EUR5.2 billion over 2022-2027. The population in Germany of those
older than 65, regulatory shift to out-of-clinic care (outpatient
model), and higher unmet patient demand support the structural
long-term growth of the underlying market potential. Additionally,
the group's position is protected by high barriers to entry and
regulatory requirements, coupled with qualified staff that prevent
the entrance of new players and limit competition.
The nature of the patients, most of whom have critical illnesses,
as well as Deutsche Fachpflege's ability to retain and attract
specialized nurses, gives the company significant customer loyalty
and stickiness. Deutsche Fachpflege's outpatient intensive care
business serves around 8% of Germany's outpatient intensive care
patients. The group offers care services in the intensive and
non-intensive segment at clients' homes and in care communities.
Deutsche Fachpflege cares for about 8,500 patients with 12,000
employees, with 80% of staff being qualified nurses. The patients
include about 2,000 intensive care patients whose vital functions
and ventilation must be monitored using technical devices. Patients
are usually cared for 16-24 hours per day. The outpatient market
also benefits from changes in patient preferences, and a large
unmet demand, with more than 50% of patients still being treated by
relatives rather than by outpatient facilities.
Deutsche Fachpflege operates in a fragmented outpatient market but
remains strongly concentrated in Germany. Germany's outpatient
intensive care market is fragmented, with the top six players
holding nearly 25% of the market, while the remaining 75% market
share is occupied by about 1,000 operators. This enables Deutsche
Fachpflege to rapidly expand and bodes well for industry
consolidation. Deutsche Fachpflege has already leveraged its
leading position to engage in multiple bolt-on mergers or
acquisitions to consolidate the market. Over the past four years,
Deutsche Fachpflege successfully completed more than 38
acquisitions, adding to its portfolio 1,170 care patients and 80
intensive care patients in 2022 alone. Although we see Germany as a
stable market with a transparent regulatory and reimbursement
framework, S&P believes reliance on funding by the German statutory
health insurance (SHI), which accounts for about 80% of the group's
revenue base, subjects the group to political and budgetary risks.
The group has a strong payor management team swiftly negotiating
reimbursement rates.
S&P said, "We think the group will fuel its expansion strategy with
a strong focus on organic growth. We expect Deutsche Fachpflege
will continue to use acquisitions to further consolidate the
market, financed with a mix of cash and debt issuance. However, we
do not anticipate that the management team will aggressively build
leverage to fund acquisitions, instead focusing on bolt-on
acquisitions. As a result, we anticipate gradual deleveraging with
S&P Global Ratings-adjusted debt to EBITDA falling below 6x over
2024-2025, driven by an expanding EBITDA base.
"We anticipate Deutsche Fachpflege will grow organically by 6% over
2024-2025 and focus on efficiency measures and cost discipline to
expand its S&P Global Ratings-adjusted EBITDA margin to 15% by
2025.We anticipate Deutsche Fachpflege will post an EBITDA margin
slightly above 12% for 2023, although 100 basis points lower than
the 2022 margin, driven by expenses linked to higher scale and cost
structure governed by higher personnel expenses. Given the
structural shortage of medical staff in Germany and critical
importance of attracting and retaining talent for hospital
operators, we think wages will continue to restrain immediate
expansion of the group's operating profitability. However, we
believe the group will establish cost-savings, as well as derive
synergies from integrations, to gradually improve margins to 15%
over 2024-2025. We estimate that in 2024, lease payments will total
about EUR29 million, or roughly 30% of Deutsche Fachpflege's
EBITDA, reflecting the asset-light nature of the business. Despite
increased lease rentals (averaging 2.1% over the last two years),
Deutsche Fachpflege's fixed-charge coverage will be about 1.8x over
2024-2025, benefitting from an improving EBITDA base.
"Modest free operating cash flow (FOCF) and improving profitability
will propel debt to EBITDA below 7x by end-2025. The group will use
the EUR440 million senior secured TLB to repay existing debt and
simplify the capital structure. We expect S&P Global
Ratings-adjusted leverage will reduce to 6.6x in 2023 and remain
below 6.0x over 2024-2025, down from 7.7x in December 2022. We base
our projection on improvements in EBITDA over the same period. Our
adjusted debt figure includes all debt instruments on the balance
sheet, EUR140 million-EUR150 million of lease liabilities, and
negligible factoring lines outstanding. FOCF will remain modest
between EUR40 million and EUR45 million over 2024-2025, implying
limited working capital investments and stable capital expenditure
(capex) requirements.
"The stable outlook reflects our view that Deutsche Fachpflege will
successfully continue to improve its sales and EBITDA, as well as
generate positive FOCF in the next 12 months. In our base-case
forecast, we project an S&P Global Ratings-adjusted EBITDA margin
of about 15%, leverage at 5.8x in 2024 including company
shareholder loans (preferred equity certificates), and funds from
operations (FFO) cash interest coverage above 2.0x."
Downside scenario
S&P could take a negative rating action if it saw
weaker-than-expected earnings generation or
greater-than-anticipated volatility in margins from operational or
integration issues, or if increased competition translated into:
-- S&P Global Ratings-adjusted leverage above 7x;
-- Fixed-charge coverage near 1.5x on a sustained basis; or
-- Protracted negative FOCF.
Additionally, any large debt-funded acquisitions pushing leverage
past 7x for a sustained period could also put pressure on the
rating.
Upside scenario
S&P could raise the rating if the group:
-- Demonstrated continuous strong growth in sales, EBITDA, and
FOCF generation;
-- Applied a prudent financial policy that maintained S&P Global
Ratings-adjusted debt to EBITDA below 5x, including a commitment to
keep leverage at this level; and
-- Fostered a prudent financial policy supportive of a 'B+'
rating.
S&P said, "Environmental, social, and governance factors are a
neutral consideration in our credit analysis of Deutsche
Fachpflege. From a social point of view, Deutsche Fachpflege
focuses on the well-being of its patients and has high standards in
place to track the quality of its services. Additionally, the group
focuses on the well-being and work-life balance of its employees,
offering better working conditions than hospitals."
QSR PLATFORM: S&P Assigns Preliminary 'B-' ICR, Outlook Stable
--------------------------------------------------------------
S&P Global Ratings assigned its 'B-' preliminary long-term issuer
credit rating to QSR Platform Holding (QSRP) and its 'B-'
preliminary issue rating to the group's proposed term loan B (TLB)
with a '3' recovery rating, indicating its expectation of
meaningful recovery (50%-70%; rounded estimate: 55%) in the event
of a payment default.
S&P said, "The stable outlook reflects our expectation that QSRP's
8%-12% annual revenue growth will translate in a robust EBITDA
margin of 24.5%-25.5%, while we anticipate the group will maintain
adequate liquidity and progressively reduce S&P Global
Ratings-adjusted debt to EBITDA close to 8.0x in 2024 and closer to
7.0x in 2025.
"We anticipate QSRP's adjusted leverage will decline to 8.1x in
2024, from 8.2x in 2023, owing to moderate EBITDA growth for
2024.QSRP plans to issue a EUR500 million TLB and a EUR100 million
RCF to refinance its EUR479 million private loan owned by Ares
asset manager, as well as Ares' EUR20 million equity buyout. QSRP's
capital structure will also continue to include a EUR111 million
junior payment-in-kind (PIK) facility with 11.5% PIK interest
yearly. The difference in debt amounts and transaction costs will
be covered with cash on the balance sheet. This transaction
lengthens QSRP's maturity profile and boosts its liquidity
position. At year-end 2024, S&P Global Ratings-adjusted debt to
EBITDA should stand at 8.1x, from 8.2x in 2023. We estimate total
adjusted debt of about EUR1.11 billion at year-end 2024, including
EUR427 million of lease liabilities and about EUR51 million of
pension and post-retirement debt. We note that our lease-adjusted
ratios, based on IFRS disclosures, significantly inflate the
group's leverage, but reflects the average rental period of retail
stores and restaurants across continental Europe and
operating-lease commitments of rated peers. We nonetheless view
positively the fact that the group can exit its lease contracts
every three years in case of underperformance. In addition, the
group subleases a sizable portion of its stores to franchisees
which mitigates the weight of the lease liability in our adjusted
debt calculation. That said, our adjusted leverage calculation
excluding leases (by treating leases as an operational expense and
removing the corresponding lease liability on the debt side) is
still relatively elevated at 8.1x as of 2024. We expect this ratio
to improve toward 6.8x in 2025 because of lower exceptional costs.
"QSRP's robust positioning through its various brands is a key
support to the business risk profile. QSRP benefits from
diversified banners in several European countries, with growth
potential. The group operates the O'Tacos concept, which we believe
has development potential in France and targets teenagers and young
adults. That said, unlike burger restaurants, O'Tacos is still a
new brand and food concept without a durable track record. QSRP
also operates the Burger King Master Franchises in Italy and
Belgium, which in our view still present growth potential as the
quick service restaurant (QSR) industry is slightly underdeveloped
in these markets relative to the U.K. or the U.S. The group is also
present in Germany, under the brand Nordsee, a seafood restaurant
chain that we see as having lower growth potential. Similarly, QSRP
operates the Quick brand in Belgium, which has solid profitability
but low growth potential. All in all, we expect the European market
to expand at about 4%-5% annually in the next few years, and we
anticipate above average growth at 8%-12% for QSRP in the next
three years, on the back of its ambitious expansion strategy in
Belgium, France, and Italy.
"The rating is constrained by the group's limited size and exposure
to intense competition in the QSR segment. Over the past three
years, the group has increased its restaurant network by 136
locations, reaching 1,230 restaurants at the end of 2023.
Consequently, systemwide sales grew to EUR1.4 billion in 2023 from
EUR1.2 billion in 2022. However, despite QSRP's expansion strategy
in the large and growing QSR European markets, its revenue remains
smaller than more global and higher rated peers. In 2023, QSRP
reported revenue of EUR512 million (excluding the marketing fund).
Moreover, the restaurant industry is highly competitive.
Competition stems both from global QSR players such as McDonalds,
but also from more regional players such as Paul, Exki, or
Prêt-à-Manger, or even from local players especially for tacos
and seafood. As more and more competitors (global, regional, and
local) enter the market, we anticipate increasing competition for
franchises, restaurant locations, and employees, which may affect
QSRP's cost structure. QSRP's ability to compete would ultimately
depend on its ability to expand its network and continue
modernizing restaurants, responding to consumer and industrial
trends and maintaining a positive public perception of its brands
and products.
"The company's asset-light model through franchises supports
margins and expansion. QSRP has a good mix of franchised and
company-owned restaurants, with franchises contributing 72% of 2023
systemwide sales, resulting in an asset-light business model. This
business model is somewhat protective during times of inflation
because franchisees bear the increases in the cost structure and
QSRP benefits from higher selling prices as royalties are indexed
to revenues, as well as rental income from franchisees. Hence, in
our view, a key parameter to the company's success is to select the
right locations and the right franchisees to operate stores, which
we believe the company has done relatively well so far. We
anticipate the company will expand mainly through franchise
openings in the next five years, opening an expected 55 new
restaurants in 2024 and up to 105 in 2025. This should boost
revenue to EUR553 million and EUR617 million, respectively, from
reported EUR512 million in 2023. As a result, we expect S&P Global
Ratings-adjusted EBITDA to follow the revenue trend, and to stand
at EUR137 million in 2024 and EUR159 million in 2025, from EUR131
million in 2023. In 2024, we forecast the remaining restructuring
cost on the Nordsee brand will somewhat reduce the adjusted EBITDA
margin to 24.9%, from 25.5% in 2023. However, we anticipate that
the increasing number of franchises, coupled with less aggressive
inflation, will lead the adjusted EBITDA margin to recover to 25.7%
in 2025 and further up to 26.1% in 2026.
"Adjusted leverage is high and we expect negative free operating
cash flow (FOCF) after leases. While our expectations of growing
adjusted EBITDA will lead to adjusted leverage decreasing to 8.1x
in 2024 and 7.3x in 2025, from 8.2x in 2023, we still view these
levels as in line with those of 'B-' rated peers. Furthermore, due
to sizable capital expenditure (capex) in 2024 and one-off expenses
of EUR11 million in 2024 and about EUR7 million in 2025, we expect
FOCF after leases to be negative by about EUR18 million in 2024 and
positive in 2025 at about EUR7 million. That said, we understand
growth capex is discretionary and the group could delay or stop it,
if necessary. We do not expect this, in our base-case scenario,
since the group has adequate liquidity thanks to its cash reserves
and full availability of its RCF.
"The final rating will depend on our receipt and satisfactory
review of all final documentation and terms of the transaction. The
preliminary ratings should therefore not be construed as evidence
of final ratings. If we do not receive final documentation within a
reasonable time, or if the final documentation and final terms of
the transaction depart from the materials and terms reviewed, we
reserve the right to withdraw or revise the ratings. Potential
changes include, but are not limited to, utilization of the
proceeds, maturity, size and conditions of the facilities,
financial and other covenants, security, and ranking.
"The stable outlook reflects our expectation that QSRP will
increase its EBIDTA significantly through its expansion program,
mainly via franchisees, while maintaining adequate liquidity and
progressively reducing S&P Global Ratings-adjusted leverage closer
to 8.0x in 2024 and closer to 7.0x in 2025. We anticipate negative
FOCF after leases of about EUR18 million in 2024, linked to the
higher growth capex to finance the company's expansion, but we
expect this to turn positive in 2025 and thereafter."
Downside scenario
S&P said, "Considering the high debt level, we could lower the
rating if the group experienced any meaningful setbacks or
difficulties in its restaurant expansion program such that
performance deteriorates substantially, preventing deleveraging and
improvement in FOCF after leases. This could lead us to view the
capital structure as unsustainable and liquidity as under
pressure."
Upside scenario
Due to high leverage, forecast negative FOCF after leases, and
execution risk in the expansion plan, exacerbated by the Nordsee
brand challenges, S&P views a positive rating action as unlikely in
the next 12 months. Nevertheless, S&P could consider raising the
rating if:
-- The group materially improved its profitability such that FOCF
after leases turns sustainably and materially positive; and
-- S&P perceived that the financial policy had become
conservative, resulting in adjusted debt to EBITDA falling
sustainably toward 6x.
S&P said, "Governance factors are a moderately negative
consideration in our rating on QSRP. This is the case for most
rated entities owned by private-equity sponsors. We believe the
company's aggressive financial policy, highlighted by its highly
leveraged financial risk profile, points to corporate
decision-making that prioritizes the interests of the controlling
owners. This also reflects generally finite holding periods and a
focus on maximizing shareholder returns.
"Environmental and social factors are a net neutral consideration
in our rating on QSRP. Nonetheless, over the longer term, we expect
consumers could shift their eating habits to favor meatless
options, either for health considerations, animal protection, or
carbon impact reasons. Our concern is around the ability of burger
and tacos restaurants, and to a wider extent all QSR players, to
attract customers with a plant-based offering, burger restaurants
being associated with meat-related products in customer's minds.
Nonetheless, we view favorably the diversification of the group,
with the seafood brand Nordsee representing about 17% of systemwide
sales."
=====================
N E T H E R L A N D S
=====================
KETER GROUP: Moody's Raises CFR to B3 & Alters Outlook to Positive
------------------------------------------------------------------
Moody's Ratings has upgraded Keter Group B.V.'s (Keter or the
company) long-term corporate family rating to B3 from Ca and its
probability of default rating to B3-PD/LD from C-PD. Concurrently,
Moody's has assigned a new B3 rating to the reinstated EUR725
million senior secured term loan B (TLB) due December 2029, and a
new Ba3 rating to the EUR50 million super senior secured bank
credit facility due December 2026, both borrowed by Keter. The
outlook was changed to positive from stable.
At the same time Moody's has withdrawn the Ca ratings on Keter's
EUR1.205 billion senior secured term loans B1 and B3 due March 2025
and the EUR105.5 million (including accrued interests) senior
secured term loan B4 due December 2024, as well as the B2 rating on
the company's EUR50 million senior secured bank credit facility due
December 2024. All these facilities are no longer outstanding.
These rating actions follow the completion of a debt restructuring
which included a significant debt haircut with the reinstatement of
around 50% of the original EUR1.3 billion term loans as deeply
subordinated holdco facilities at the level of a holding company
outside of Keter's restricted group with interest to be paid in
kind (PIK).
The rating actions reflect:
-- the substantial reduction in leverage within Keter's restricted
group thanks to the EUR626 million debt reduction;
-- the material improvement in Keter's liquidity;
-- the now much longer maturity on the company's term debt.
The completed debt restructuring constituted a distressed debt
exchange, i.e. an event of default under Moody's definition and as
a result an LD (limited default) indicator was appended to the
probability of default rating. The /LD designation will be removed
within three business days.
RATINGS RATIONALE
Keter's debt restructuring has resulted in a more sustainable
capital structure, thanks to an approximately halved debt quantum
and significantly lower interest payments. Moody's estimates that
pro-forma for the transaction, Moody's-adjusted gross debt to
EBITDA for Keter reduced to around 4x at December 31, 2023,
compared to 7x pre-restructuring. Interest coverage metrics will
also benefit from the debt reduction, with an EBIT to interest
expense ratio expected to trend to above 1x going forward, compared
to 0.5x pre-transaction.
The debt haircut and new shareholder structure represent governance
considerations which are key to this rating action. Despite the
reduction in debt within the restricted group, the presence of a
sizeable PIK debt outside of the restricted group is a significant
constraint on Keter's rating. While the PIK debt is not included in
the Moody's adjusted metrics, it represents an overhang risk
because its value increases over time due to accruing interests and
it may likely be refinanced within the restricted group in due
course.
Moody's also notes that the company has not to date provided
clarity on future financial policy under the new ownership,
including the timing for a potential exit of current shareholders
and its execution, and a track record of prudent financial risk
management.
More positively, Keter's liquidity profile now benefits from longer
debt maturities, with the remaining TLB now due December 2029 from
December 2024, and an approximately EUR30 million lower cash
interest bill annually. According to Moody's forecasts, this will
support free cash flow generation capacity going forward, despite
Keter's inherent business risks such as its exposure to highly
volatile consumer demand and input costs, and the expected increase
in working capital needs and capital spending over the next two
years.
Moody's base case expectation is for Keter's revenue and adjusted
EBITDA growth to remain relatively muted in 2024 mainly due to a
still uncertain consumer spending environment. The rating agency
forecasts growth to be more robust in 2025, with Moody's adjusted
EBITDA reaching EUR235 million, from EUR220 million in 2023-24, on
the back of a more favorable product mix and lower extraordinary
costs. Moody's positively notes that while sales dropped by 17% in
2023, earnings recovered strongly from 2022, supported by price
increases and cost savings. This provides some comfort that the
management will continue to deliver on its budget for the year and
cost takeout initiatives, and it partly mitigates the risk of high
earnings volatility, which is a key rating constraint for Keter.
The rating agency forecasts that the company's Moody's adjusted
gross debt to EBITDA ratio will hover around 3.5x-4x by the end of
2025.
Keter's B3 CFR reflects (1) its leading market positions in the
global resin-based products industry, including consumer furniture,
tool storage and home storage; (2) its good geographical
diversification of sales across a number of countries in Europe,
North America and Israel; (3) its strong product diversification
and a broad distribution channel mix, underpinned by long-standing
relationships with major retail chains; and (4) its adequate
liquidity, supported by Moody's expectation of positive free cash
flow.
Keter's CFR is constrained by (1) its reliance on discretionary
consumer spending, which is likely to contract at times of economic
downturns; (2) its high exposure to polypropylene (PP) prices,
despite the progressively higher use of recycled resin, which
creates earnings volatility; (3) the presence of sizeable PIK debt
outside of the restricted group which creates an overhang risk and
(4) the need to build a track record of prudent financial policy
and solid operational results following the recent debt
restructuring.
LIQUIDITY
Following the debt restructuring, Keter's liquidity is adequate,
underpinned by a cash balance of EUR127 million as of March 31,
2024 and the long maturity of the reinstated TLB. The company has
also access to a fully available EUR31 million credit facility
secured by trade receivables and inventory, which is expected to
remain largely undrawn. The company also typically uses short-term
bilateral lines, which were undrawn as at March 2024.
The company's cash requirements include significant intra-year
working capital swings due to business seasonality, and
approximately EUR80-90 million of annual capital spending
(including the portion related to the lease adjustment).
STRUCTURAL CONSIDERATIONS
The EUR725 million TLB due December 2029 is rated in line with the
B3 CFR, because it represents the vast majority of the company's
debt. The EUR50 million super senior secured bank credit facility
is rated Ba3, reflecting its priority ranking to the TLB. The super
senior facility benefits from the same security and guarantees as
the TLB.
The PIK debt at a level of a holding company outside of the
restricted group is not included in Moody's debt and leverage
calculations or its Loss Given Default considerations.
RATING OUTLOOK
The positive outlook reflects the possibility of a upgrade over the
next 12-18 months if Keter is be able to maintain positive
momentum in operating performance and credit metrics, with a
Moody's-adjusted leverage at around 4x, consistently positive free
cash flow and an EBIT to interest expense ratio sustained above
1.5x. The positive outlook also assumes no dividend payments and no
M&A activity.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Positive rating pressure would arise if the company maintains a
prudent financial policy and a track record of sustainable topline
and earnings growth. Quantitively, this would likely require a
Moody's adjusted gross debt to EBITDA on a trajectory to remain
below 4x, an EBIT to interest coverage sustained above 1.5x and a
good liquidity profile, including consistently growing free cash
flow and ample availability under committed external credit lines.
Moody's could downgrade Keter's ratings if higher than expected
earnings volatility or sustained weakness in operating performance
led to a Moody's adjusted gross debt to EBITDA materially above
current levels, or an EBIT to interest coverage falling towards
1.0x or sustained negative free cash flow.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Consumer
Durables published in September 2021.
COMPANY PROFILE
Based in the Netherlands, Keter is a producer of a variety of
resin-based consumer goods, including garden furniture and home
storage solutions. In 2023, Keter Group B.V. generated EUR1.4
billion of revenues and EUR246 million of company-reported EBITDA.
MILA BV 2024-1: Moody's Assigns (P)B1 Rating to Class F Notes
-------------------------------------------------------------
Moody's Ratings has assigned the following provisional ratings to
Notes to be issued by Mila 2024-1 B.V.:
EUR [ ]M Class A asset-backed Notes 2024 due 2041, Assigned (P)Aaa
(sf)
EUR [ ]M Class B asset-backed Notes 2024 due 2041, Assigned (P)Aa3
(sf)
EUR [ ]M Class C asset-backed notes 2024 due 2041, Assigned (P)A2
(sf)
EUR [ ]M Class D asset-backed Notes 2024 due 2041, Assigned
(P)Baa2 (sf)
EUR [ ]M Class E asset-backed Notes 2024 due 2041, Assigned (P)Ba1
(sf)
EUR [ ]M Class F asset-backed Notes 2024 due 2041, Assigned (P)B1
(sf)
Moody's has not assigned ratings to the EUR [ ]M Class G
asset-backed notes 2024 due 2041 and EUR [ ]M Class X Notes due
2041, which are also issued at the closing of the transaction.
RATINGS RATIONALE
The transaction is a 12-month revolving cash securitisation of
unsecured consumer loans extended by Lender & Spender B.V. (not
rated) to obligors in the Netherlands. The originator will also act
as the servicer of the portfolio during the life of the
transaction.
As of April 26, 2024, the provisional portfolio of EUR246.3M shows
100% performing contracts with a weighted average seasoning of
around 7.9 months. The portfolio consists of fixed rate amortizing
loans (100%) which have equal instalments during the life of the
loan.
According to Moody's, the transaction benefits from credit
strengths such as (i) a granular portfolio; (ii) a simple product
mix with a portfolio of amortizing fixed rate loan products; and
(iii) a significant level of excess spread at closing. Furthermore,
the Notes benefit from a cash reserve funded at closing at 1.5% of
the initial Notes balance of Class A to G Notes. The reserve will
mainly provide liquidity to pay senior expenses, hedging costs and
the coupon on the Class A to F Notes.
However, Moody's notes that the transaction features some credit
weaknesses such as (i) a small and unrated originator, (ii) a
revolving period of 12 months; (iii) a pro rata principal
repayments of the Class A to F Notes; and (iv) a risk of potential
servicing disruption mitigated by the presence of Vesting Finance
Servicing B.V. as back-up servicer.
Moody's analysis focused, among other factors, on (1) an evaluation
of the underlying portfolio of financing agreements; (2) the
macroeconomic environment; (3) historical performance information;
(4) the credit enhancement provided by subordination, cash reserve
and excess spread; (5) the liquidity support available in the
transaction through the reserve fund; and (6) the legal and
structural integrity of the transaction.
MAIN MODEL ASSUMPTIONS
Moody's determined the portfolio lifetime expected defaults of
4.0%, a recovery rate of 20.0% and Aaa portfolio credit enhancement
("PCE") of 20.0% related to the receivables. The expected defaults
and recoveries capture Moody's expectations of performance
considering the current economic outlook, while the PCE captures
the loss Moody's expect the portfolio to suffer in the event of a
severe recession scenario. Expected defaults, recoveries and PCE
are parameters used by Moody's to calibrate its lognormal portfolio
loss distribution curve and to associate a probability with each
potential future loss scenario in the ABSROM cash flow model to
rate Consumer ABS.
Portfolio expected defaults of 4.0% are in line with the EMEA
Consumer ABS average and are based on Moody's assessment of the
lifetime expectation for the pool taking into account: (i)
historical performance of the loan book of the originator, (ii)
benchmark transactions, and (iii) other qualitative considerations,
such as the revolving period.
Portfolio expected recoveries of 20.0% are in line with the EMEA
Consumer ABS average and are based on Moody's assessment of the
lifetime expectation for the pool taking into account: (i)
historical performance of the loan book of the originator, (ii)
benchmark transactions, and (iii) other qualitative
considerations.
PCE of 20.0% is in line with the EMEA Consumer ABS average and is
based on (i) Moody's assessment of the borrower credit quality,
(ii) the replenishment period of the transaction, and (iii)
benchmark transactions. The PCE level of 20.0% results in an
implied coefficient of variation ("CoV") of 50.6%.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was "Moody's
Approach to Rating Consumer Loan-Backed ABS" published in December
2022.
Factors that would lead to an upgrade or downgrade of the ratings:
Factors that may cause an upgrade of the ratings include
significantly better than expected performance of the pool together
with an increase in credit enhancement of the Notes.
Factors that may cause a downgrade of the ratings include a decline
in the overall performance of the portfolio and a meaningful
deterioration of the credit profile of the originator and servicer
Lender & Spender B.V.
=========
S P A I N
=========
GRIFOLS SA: S&P Affirms 'B' LongTerm ICR, Outlook Stable
--------------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term issuer credit rating
on Spanish pharmaceutical group Grifols S.A. and took it off
CreditWatch with negative implications, where it was placed on
March 14, 2024 on concerns over the upcoming 2025 maturity wall.
S&P said, "We continue to forecast its debt to EBITDA will decrease
below 7x by the end of 2024 with marginally positive free operating
cash flow (FOCF) generation. This is due to stronger gross margins
and EBITDA growth from stabilizing blood collection volumes and
costs and positive finished product demand trends.
"We also lowered our issue-level ratings on all of the group's
senior secured debt to 'B' from 'B+' due to the secured nature of
the new debt and revised downward the recovery rating to '3' from
'2' due to lower recovery prospects (65% versus 70%) in the event
of default.
"We affirmed our issue-level and recovery ratings on the unsecured
debt at 'CCC+' and '6', respectively, reflecting unchanged recovery
prospects in the event of default.
"The stable outlook reflects our view that Grifols' credit metrics
will continue improving in 2024 and 2025 thanks to sound business
fundamentals in the global plasma market, increasing revenues by
5%-6% and EBITDA margin to 20% in 2024 and further in 2025.
"Grifols' new EUR1 billion issuance of senior secured debt
alleviates most of our concern regarding the group's 2025 maturity
wall. Thanks to the group's ability to secure a new funding source
of EUR1 billion maturing in 2030, we believe most of the concerns
we previously factored into our negative Creditwatch placement are
fading away. The group's upcoming maturity wall during the next 12
months includes the February 2025 EUR837 million senior secured
notes and the May 2025 EUR1 billion unsecured notes. We assume it
will address these entirely by availability under the revolving
facility expected to be about EUR577 million, cash on the balance
sheet at the end of 2024 at about EUR550 million, part of the
proceed allocation from the disposal of the 20% stake in Shanghai
RAAS, as well as the recent private placement of EUR1 billion of
senior secured debt.
"Grifols reconfirmed it is on track to receive the proceeds from
its 20% stake disposal in Shanghai RAAS by the end of June and that
it intends to use them to repay debt. We expect Grifols' to receive
close to EUR1.6 billion by the end of June 2024. We understand that
even if the company can only use it to repay its senior secured
debt on a pro rata basis, this will likely translate into a 68%-32%
split to repay its term loan Bs maturing in 2027 and its senior
secured notes maturing in 2025. The company in a recent statement
published on May 6th, 2024, stated its intention to use the
proceeds received from the disposal of 20% in Shanghai RAAS to
repay debt.
"Almost all the regulatory approvals, including customary domestic
and overseas governments' approvals, have been granted, and the
parties are only waiting for compliance confirmation from the
Shenzhen Stock Exchange. As a result, once the transaction is
finalized and pro forma for the upcoming debt repayments, we
believe its debt leverage will decrease below 7x in 2024.
"A rebound in profitability and committed debt repayments will
drive Grifols' deleveraging. We expect Grifols to post profitable
growth in 2024 and in the following years thanks to a recovery in
the global plasma market after three years (2021-2023) of negative
impacts stemming from the COVID-19 pandemic. These disrupted blood
collection volumes and pricing, as well as some of the plasma
product end markets. Profitability declined during the pandemic
owing to a reduced footfall in blood collection centers, especially
in the U.S., which created a significant imbalance in the global
plasma market. This resulted in a higher price per liter of plasma,
weighing on the company's cost base and hampering the group's
profitability.
"Thanks to a normalization of the global blood collection capacity
combined with lower donor fees materially lowering the price per
liter of plasma, we expect the industry's margins to rebound in the
next two years. We foresee an increase of close to 200 basis points
in 2024, with S&P Global Ratings-adjusted EBITDA margins increasing
above 20% from 18.1% for full-year 2023. We note that this
improvement comes from stronger business fundamentals and better
coverage of the company's fixed-cost base owing its high operating
leverage.
"Additionally, the cost savings delivered on the back of the
company's restructuring plan implemented at the end of 2022 are
drove margin recovery in 2024. We expect further increases in
margins starting in 2025 as Biotest EBITDA contributions ramp up
throughout the year and modest restructuring costs impact its S&P
Global Ratings-adjusted EBITDA margin.
"Grifols' free cash flow generation will remain relatively weak in
2024 before turning significantly positive in 2025. Weaker free
cash flow generation will be mainly driven by a higher level of
capital expenditure (capex) in 2024, including committed growth
capex at the Immunotek subsidiary level of more than EUR370
million, EUR250 million of capex at the Grifols level, and
still-high restructuring costs of about EUR110 million. This weaker
free cash flow generation drove us to downgrade the company to 'B'
from 'B+' in March 2024.
"Having said that, we expect Grifols' free cash flow will be flat
to slightly positive in 2024 but will strongly rebound in 2025 due
to better profitability, leading to higher cash conversion and
lower capex requirement (forecasted at close EUR375 million and
more in line with the company's historical average).
"The stable outlook reflects our view that Grifols' credit metrics
will improve in 2024 on a robust operational performance stemming
from sound fundamentals on the global plasma market, with
profitability rebounding above 20%. We expect the company's
profitability to further improve in 2025 from the implementation of
the operational improvement plan and restructuring efforts achieved
since end of 2022, increasing S&P Global Ratings-adjusted EBITDA
margins to 24.5%.
"Additionally, our stable outlook is supported by Grifols'
successful issuance of EUR1 billion issuance securing the funding
to repay its EUR1 billion senior unsecured notes maturing May 2025
and the important likelihood of Shanghai RAAS' 20% stake disposal
happening in 2024."
S&P could lower the rating if:
-- Grifols' operating performance weakens such that the group
fails to maintain an S&P Global Ratings-adjusted EBITDA margin
above 20% on a sustainable basis, driven by either unforeseen
headwinds impacting the overall industry or operational missteps
disrupting the company's Biopharma division;
-- Debt to EBITDA remains above 7x owing to a weaker operating
performance than anticipated, a more aggressive financial policy
linked to further debt-financed acquisitions, or large
discretionary spending; or
-- Its liquidity weakens, reflecting potential refinancing risks
as the Shanghai RAAS deal fails to close.
S&P could raise the rating if:
-- Grifols reduces leverage more quickly than we anticipate over
the next 12 months thanks to stronger contributions from its
restructuring plan and cost savings program, lowering its S&P
Global Ratings-adjusted debt to EBITDA to close to 5x on a
sustainable basis; or
-- There is a stronger rebound in profitability than currently
anticipated, with S&P Global Ratings-adjusted EBITDA margin
increasing above 25% on a sustainable basis and improving its FOCF
to debt comfortably above 5% on a sustainable basis.
===========
S W E D E N
===========
HILDING ANDERS: Invesco VVR Marks EUR299,000 Loan at 59% Off
------------------------------------------------------------
Invesco Senior Income Trust ("VVR") has marked its EUR299,000 loan
extended to Hilding Anders AB (Sweden) to market at EUR121,322 or
41% of the outstanding amount, as of February 29, 2024, according
to a disclosure contained in VVR's Form N-CSR for the fiscal year
ended February 29, 2024, filed with the U.S. Securities and
Exchange Commission.
VVR is a participant in a Term Loan to Hilding Anders. The loan
accrues interest at a rate of 9.11% (Acquired October 4, 2022 -
July 21, 2023; Cost $249,837) per annum. The loan matures on
February 28, 2026.
VVR is a Delaware statutory trust registered under the Investment
Company Act of 1940, as amended, as a closed-end management
investment company. VVR may participate in direct lending
opportunities through its indirect investment in the Invesco Senior
Income Loan Origination LLC, a Delaware limited liability company.
VVR owns all beneficial and economic interests in the Invesco
Senior Income Loan Origination Trust, a Massachusetts Business
Trust, which in turn owns all beneficial and economic interests in
the LLC.VVR may participate in direct lending opportunities through
its indirect investment in the Invesco Senior Income Loan
Origination LLC, a Delaware limited liability company. VVR owns all
beneficial and economic interests in the Invesco Senior Income Loan
Origination Trust, a Massachusetts Business Trust, which in turn
owns all beneficial and economic interests in the LLC.
VVR is led by Glenn Brightman, Principal Executive Officer; and
Adrien Deberghes, Principal Financial Officer. The Trust can be
reached through:
Glenn Brightman
Invesco Senior Income Trust
1555 Peachtree Street, N.E., Suite 1800
Atlanta, GA 30309
Tel: (713) 626-1919
Headquartered in Skane County, Sweden, Hilding Anders AB offers a
wide array of products that help people sleep better.
=====================
S W I T Z E R L A N D
=====================
GARRETT LX I: Moody's Hikes Rating on Sr. Secured Term Loan to Ba1
------------------------------------------------------------------
Moody's Ratings has upgraded to Ba1 from Ba2 the instrument ratings
on the senior secured term loan B facilities, borrowed by Garrett
LX I S.a r.l. and the $570 million senior secured revolving credit
facility (RCF), borrowed by Garrett Motion S.a r.l., subsidiaries
of Switzerland-based auto parts supplier Garrett Motion Inc.
("Garrett" or " the group"). The group's Ba2 long-term corporate
family rating, the Ba2-PD probability of default rating and the B1
instrument rating on the senior unsecured notes due 2032, issued by
Garrett Motion Holdings, Inc., remain unchanged. The outlook on all
the ratings remains stable.
RATING RATIONALE
The rating action follows the pricing and agreed issue of 7.75%
$800 million backed senior unsecured notes by Garrett Motion
Holdings, Inc. and Garrett LX I S.a r.l. on May 7, 2024. The
aggregate principal of the notes exceeds the initially planned
issuance of $500 million, which Moody's had assumed when assigning
the B1 instrument rating on the notes and affirming the senior
secured debt instrument ratings at Ba2 on May 6, 2024. As indicated
in a related press release, the materially higher amount of
unsecured notes to be issued, which will rank junior to the senior
secured credit facilities in Moody's loss given default (LGD)
assessment, provide a substantial loss absorption cushion in a
default scenario and support a notching of the ratings on the
senior secured debt instruments to Ba1 from Garrett's Ba2 CFR. As
stated in its press release on May 7, 2024, Garrett intends to use
the proceeds of the new notes, together with available cash on the
balance sheet, to repay around $800 million of senior secured term
loan B facilities, maturing in 2028, and to fund transaction cost
and financing fees.
The B1 rating on the new unsecured notes remain unchanged,
reflecting their subordinated position in Moody's LGD assessment
versus the senior secured debt instruments and trade payables, two
notches below the Ba2 CFR, which is also unaffected by the
leverage-neutral refinancing transaction.
RATING OUTLOOK
Garrett's stable outlook incorporates Moody's expectation that the
group's globally competitive position and strong profit margins
will drive positive FCF over the next 12-18 months, supporting debt
reduction and R&D funding as its product mix shifts toward
gasoline-powered engines. The outlook also reflects the expectation
of a continued recovery in global light vehicle sales over
2024-25.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
An upgrade of the ratings would require a reduced exposure of
Garrett to products used for internal combustion engines only,
including plug-in hybrids. Moreover, an upgrade would require
Garrett's debt/EBITDA (Moody's adjusted) improving towards 2.0x,
EBITA margin (Moody's adjusted) in the low teens in percentage
terms, maintenance of positive FCF generation in the high teens as
percentage of debt, and maintenance of good liquidity.
The ratings could be downgraded if automotive demand declines
significantly, and the group is unable to continue to win new
profitable turbo businesses on gasoline-powered engines as the
industry mix shifts away from diesel, resulting in a strain on
revenue. More specifically, a downgrade of the rating could result
from Garrett's debt/EBITDA (Moody's adjusted) exceeding 3.0x, EBITA
margin (Moody's adjusted) trending below 10%, negative FCF, or a
deterioration of liquidity.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Automotive
Suppliers published in May 2021.
COMPANY PROFILE
Garrett Motion Inc., headquartered in Rolle, Switzerland, designs,
manufactures and sells highly engineered turbocharger and
electric-boosting technologies for light and commercial vehicle
manufacturers and the aftermarket. Garrett emerged from the spinoff
of Honeywell International Inc.'s (A2 positive) Transportation
Systems business in October 2018. The group emerged from Chapter 11
in the second quarter of 2021. Its shares are listed on the NASDAQ
stock exchange. In 2023, Garrett reported revenue of $3.9 billion
and Moody's-adjusted EBITDA of $594 million (15.3% margin).
===========
T U R K E Y
===========
FORD OTOMOTIV: S&P Upgrades ICR to 'BB', Outlook Stable
-------------------------------------------------------
S&P Global Ratings raised to 'BB' from 'BB-' its long-term issuer
credit rating on Turkish carmaker Ford Otomotiv Sanayi A.S. (FO;
known as Ford Otosan) and its issue rating on FO's unsecured
notes.
S&P said, "The stable outlook on FO indicates our expectation that
the company will continue to pass S&P's hypothetical sovereign
default and T&C stress tests. It is also based on our expectations
that FO's (i) adjusted funds from operations (FFO) to debt will
remain well above 30%, (ii) liquidity remains adequate, and (iii)
earnings outside of Turkiye will increase gradually.
"On May 3, 2024, we raised our unsolicited long-term foreign
currency sovereign rating on Turkiye to 'B+' from 'B' and revised
our transfer and convertibility (T&C) assessment to 'BB-' from
'B+'. The outlook on the rating is positive.
"The upgrade of FO follows a similar rating action on Turkiye and a
revision of our T&C assessment on Turkiye. Following the revision
of our T&C assessment on Turkiye to 'BB-' from 'B+', the 'BB'
rating on FO is now at the same level as our SACP assessment on the
company. We continue to view the company as strategically important
to its key shareholder FMC.
"In our base-case scenario, FO will continue to pass our
hypothetical sovereign default and T&C stress tests.The rating on
FO cannot exceed our T&C assessment on the company by more than one
notch since we expect the company's EBITDA from Turkiye will remain
at 70%-90% in 2024.
"The stable outlook on FO indicates our expectation that the
company will continue to pass our hypothetical sovereign default
and T&C stress tests. It is also based on our expectations that
FO's (i) adjusted FFO to debt will remain well above 30%, (ii)
liquidity will remain adequate, and (iii) earnings outside of
Turkiye will increase gradually."
S&P could lower the rating on FO if:
-- Weaker topline growth and profitability, for example due to
setbacks in ramping up production at FO's Romania operations,
reduce FO's adjusted FFO to debt below 30% on a sustainable basis,
possibly accompanied by a weaker liquidity position; or
-- The company fails to pass our sovereign default and T&C stress
tests. This could arise from setbacks in ramping up production and
profitability at FO's Romania operations or a reduction in hard
currency cash sources to cover foreign debt service and hard
currency raw material imports.
S&P could raise its rating if FO's adjusted FFO to debt improves
above 45% on a sustainable basis, combined with a stronger
liquidity cushion and EBITDA margins of about 10%. In addition, the
company would have to continue to pass our hypothetical sovereign
default and T&C stress tests, while one of the following scenarios
would have to materialize:
-- S&P raises the foreign currency rating on Turkiye to 'BB-' and
revise the T&C assessment on Turkiye to 'BB'; or
-- S&P estimates that FO can sustainably generate more than 30% of
its total earnings outside of Turkiye. Yet, this is unlikely over
the short term.
TURK HAVA: S&P Upgrades LongTerm ICR to 'B+', Outlook Positive
--------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating (ICR)
on government-related entity (GRE) Turk Hava Yollari (Turkish
Airlines) to 'B+' from 'B'.
S&P also raised its issue ratings on its aircraft-backed enhanced
equipment trust certificates to 'BB+' from 'B'. This reflects the
higher ICR and a lower loan-to-value (LTV) ratio as a result of
scheduled repayments.
The positive outlook on Turkish Airlines mirrors that of Turkiye
and reflects the sovereign's creditworthiness.
S&P said, "The rating action on Turkish Airlines follows that on
Turkiye. On May 3, 2024, we raised our unsolicited long-term
sovereign credit ratings on Turkiye to 'B+' from 'B' and assigned a
positive outlook. In accordance with our criteria for rating GREs,
our upgrade and assignment of a positive outlook on Turkiye results
in the same action on Turkish Airlines. The rating action on
Turkish Airlines is triggered solely by our rating action on the
sovereign.
"We maintain our assessment of Turkish Airlines' stand-alone credit
profile (SACP) at 'bb'. We continue to forecast S&P Global
Ratings-adjusted funds from operations (FFO) to debt of around 40%
in 2024, down from 54% in 2023 when operating performance was
extremely strong. The airline expects about 10% higher capacity,
which we forecast will be offset by lower ticket prices--given
increased competition and very high yields in 2023--and significant
labor cost inflation in the still-high inflationary environment in
Turkiye. We think that the airline's net debt will increase, due to
high gross capital expenditure (mostly lease-financed) on fleet
expansion. We understand that pre-bookings are robust for the
upcoming peak summer period, with the conflict in the Middle East
not materially deterring demand. That said, there are downside
risks to our base case, considering that passenger air travel
demand is subject to geopolitical and macroeconomic uncertainties.
"Our sovereign rating on Turkiye caps our rating on Turkish
Airlines. This is because we view Turkish Airlines as a GRE without
sufficient protection from extraordinary negative government
intervention. Most importantly, the airline has a strong link with
the Turkish government. Turkish Airlines is the country's top
service exporter and generator of foreign-currency earnings. It is
49.12%-owned by Turkiye Wealth Fund; one Class C share is held by
Turkiye's Ministry of Treasury and Finance Privatization
Administration; and the remaining 50.88% of shares are publicly
traded.
"The positive outlook on our rating on Turkish Airlines mirrors
that on the sovereign rating."
Upside scenario
S&P would raise the rating on Turkish Airlines if it took the same
rating action on the sovereign. This could occur if policymakers
succeed in bringing down inflation and restoring confidence in the
lira, amid narrowing current account deficits and a reversal of
dollarization. An upgrade of Turkish Airlines would also depend on
its SACP not deteriorating unexpectedly.
Downside scenario
S&P said, "We would revise the outlook to stable on Turkish
Airlines if we took the same action on Turkiye. This could occur if
pressures on Turkiye's financial stability or wider public finances
were to intensify, potentially in connection with unabated currency
depreciation, alongside a reversal of anti-inflationary policies.
"We could also lower the rating if we took the same action on
Turkiye, or if Turkish Airlines' S&P Global Ratings-adjusted FFO to
debt fell below 12% for a prolonged period. We view this as
unlikely, due to the airline's ample headroom above this trigger.
Nevertheless, it could result from an unexpected and significant
decline in passenger and cargo revenue, combined with inflationary
cost pressures."
===========================
U N I T E D K I N G D O M
===========================
ALEXANDRITE MONNET: S&P Assigns 'B+' LongTerm ICR, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B+' long-term issuer credit rating
to commercial real estate owner and operator Alexandrite Monnet UK
Holdco (Befimmo) and its 'B+' issue rating, with a '3' recovery
rating, to the senior secured notes.
The stable outlook reflects S&P's view that Befimmo will maintain
steady, predictable rental income from its good-quality office
property portfolio and long-term lease profile with high exposure
to public tenants.
S&P said, "In our view, Befimmo's credit quality is underpinned by
the company's EUR2.8 billion portfolio -- which comprises 36 office
units and 12 coworking spaces of good quality, mainly in prime
areas -- and solid tenant base comprising large public sector
organizations. Befimmo has well-located office assets, with about
70% of the portfolio in Brussels' prime areas close to mobility
hubs, where supply-and-demand dynamics remain supportive. Also,
institutions in Belgium (unsolicited AA/Stable/A-1+) and the
European Union (AA+/Stable/A-1+) form Befimmo's solid tenant base,
generating 56% of rental income (as of December 2023). This,
alongside long-term leases, supports rental income stability and
predictability. Also, development risks remain limited; 87% of the
committed development pipeline is already pre-let, mitigating
vacancy risks and providing cash flow visibility.
"These strengths create the stable and predictable cash flow that
underpins Befimmo's operational profile and earnings quality. In
2023, Befimmo delivered solid like-for-like rental income growth of
about 16%, supported by uncapped indexation and positive reversion
from new lettings and renegotiations. We assume Befimmo's annual
like-for-like rental income growth will be 5%-7% in 2024 and 2%-3%
in 2025, benefitting from the company's fully inflation-linked and
uncapped lease contracts, combined with solid demand for office
spaces in Belgium's key cities. This is particularly true in
Brussels' prime area, where most of Befimmo's portfolio is located.
The company benefits from an excellent weighted-average lease term
of more than 10 years (or 9.5 years until first break) and high
exposure to public tenants (56% of total rents as of December
2023). The portfolio occupancy rate, including future signed
leases, was high at 95.8% in December 2023, up from 95.3% in 2022,
showing the strong demand for the assets."
The rating is constrained by the company's relatively low debt
servicing capacity, with EBITDA-interest-coverage ratio at just
about 1.0x over the coming 12 months. In fourth-quarter 2023,
Befimmo's real estate holding subsidiaries refinanced all their
capital structure (EUR1.4 billion) with three mortgage-secured
credit facilities (totaling EUR1.35 billion), at an average spread
of 2.1%, and a 11% EUR48 million mezzanine facility. S&P said, "We
view positively that the facilities are fully hedged against
changes in market interest rates. The company aims to fully
refinance the outstanding EUR500 million (out of the initial EUR530
million) acquisition facility through a EUR160 million shareholder
loan provided by the company's sole owner, Brookfield Asset
Management, and its proposed EUR350 million senior secured notes.
We therefore anticipate interest expense to increase substantially
over the next 12 months, thereby constraining the EBITDA interest
coverage ratio. That said, we understand Brookfield will back
Befimmo in the event of any shortfall, confirmed by an
unconditional letter of credit for six months of interest
replenished through the tenor of the bond. We expect that the
pressure will be partially compensated for by solid revenue
generation and an increasing profit margin thanks to sound rental
growth and project deliveries. Pro forma the closing of the
transaction, we expect EBITDA interest coverage to be low at about
1.0x-1.1x over the next 12 months, with debt to debt plus equity to
remain close to 60%. Our forecast incorporates further
like-for-like portfolio devaluations estimated at about 4% in 2024
(devaluations amounted to 5.5% in 2023). These will be based on
yield expansion, partially offset by resilient cash flow growth and
an already-high portfolio yield (5.6%, as of December 2023). We
also forecast that Befimmo's debt-to-EBITDA ratio will remain high
at about 18x in 2024, then gradually improve toward 17x in 2025,
benefiting from EBITDA growth."
On Jan. 6, 2023, Brookfield, through its subsidiary Alexandrite
Monnet Belgian Bidco, completed the full takeover of Befimmo S.A.
Following the acquisition and subsequent delisting, Befimmo
reorganized to maintain its Private REIT (FIIS) status under
Belgian law. Befimmo Group FIIS retained most of the standing real
estate assets and Befimmo Real Estate Group incorporated the
operating businesses, including Silversquare, a flexible working
solutions supplier, and Sparks, which provides meeting rooms and
associated services. S&P said, "We view Brookfield as a strategic
owner, based on its commitment to long-term ownership of Befimmo
and its alignment with Befimmo's new strategy of asset rotation and
refocusing on core assets and central locations. We also understand
that Brookfield aligns with Befimmo's strategy for geographical
diversification, whereby it aims to become a Benelux real estate
platform and reduce concentration on its main market in Brussels.
Additionally, Brookfield is willing to support the refinancing of
the remaining takeover bridge loan by providing a shareholder loan,
which we treat as equity, given its deep subordination, noncash
interest payments, and maturity after all of the groups outstanding
debt obligations. As Brookfield is the sole private owner of
Befimmo, regulatory transparency is lower than it would be for a
listed company; this is incorporated in the moderately negative
management and governance score."
The senior notes issuance limits Befimmo's refinancing and
liquidity risks over the next 12-24 months. Befimmo does not face
any debt maturities until December 2027, when two facilities
totaling about EUR256 million and linked to the Fedimmo portfolio
will come due. Pro forma the EUR350 million notes issuance, the
company's weighted-average maturity will be close to four years,
and all the debt will remain hedged against interest rate
volatility, thus mitigating short-term refinancing and liquidity
risks. S&P said, "That said, interest payments will be high, which
will limit the company's liquidity headroom over the next 24 months
if, as we forecast, funds from operations (FFO) in 2024 are mostly
flat. We understand that Brookfield has committed to injecting
additional equity should the company fail to cover the scheduled
interest payments--this mitigates short-term risks, in our view. We
also understand that capital expenditure (capex) needs are limited
because the main development projects are coming to an end over the
next 24 months. The Zin Tower started to contribute additional
rental income in February 2024."
S&P said, "The stable outlook reflects our expectation that Befimmo
will sustain stable and predictable rental income from its
good-quality office property portfolio and long leases with
reliable tenants. The outlook also reflects our expectation that
Befimmo will maintain adjusted EBITDA interest coverage of about
1.0x and adjusted debt to debt plus equity at about 60% over the
next 12 months."
S&P could lower its ratings on Befimmo in the next 12 months if the
company's credit metrics deteriorate more than it anticipates, for
example:
-- S&P Global Ratings-adjusted EBITDA interest coverage fails to
stay close to 1.0x;
-- Debt to debt plus equity increases well above 65%; or
-- Debt to EBITDA deviates materially from our base-case
projection.
S&P could also lower the rating if Befimmo's cash flow from
operations turns negative. This could occur if capex is higher than
expected, devaluations are larger than anticipated, or EBITDA
growth is weaker than expected.
The ratings could also come under pressure if S&P sees a weakening
in the company's overall business, for example, if we observed a
reduction in portfolio size, a decline of its exposure to public
tenants, or if a significant share of revenue came from co-working
space management.
An upgrade would depend on Befimmo's ability to:
-- Improve and sustain its EBITDA interest coverage closer to 1.3x
or above;
-- Maintain debt to debt plus equity well below 65%; and
-- Improve debt to EBITDA toward 13x on an annualized basis.
An upgrade would also hinge on Befimmo ensuring a solid headroom
under its liquidity position and financial covenants and
maintaining a stable operating environment.
S&P said, "Governance factors are a moderately negative
consideration in our credit rating analysis of Befimmo. The company
is a privately held company, fully controlled by Brookfield.
Although we view Brookfield as a strategic owner, Befimmo's
corporate structure is less transparent than that of other private
and listed rated real estate companies."
Environmental and social factors are an overall neutral
consideration in S&P's credit rating analysis of Befimmo.
ATLAS FUNDING 2024-1: S&P Assigns Prelim BB Rating on E-Dfrd Notes
------------------------------------------------------------------
S&P Global Ratings assigned preliminary credit ratings to Atlas
Funding 2024-1 PLC's class A, B-Dfrd to X-Dfrd notes. At closing,
the issuer will also issue unrated RC1 and RC2 certificates.
Atlas Funding 2024-1 PLC is an RMBS transaction that securitizes a
preliminary portfolio of GBP308 million (the final pool size may
differ) BTL mortgage loans secured on properties in England and
Wales.
At closing, the issuer will prefund the acquisition of an
additional portfolio (subject to compliance with the respective
eligibility criteria) of up to 15% that may be purchased before and
up to the first interest payment date (IPD).
The loans in the pool were originated between 2018 and 2024 by
Lendco Ltd., a non-bank specialist lender.
The collateral comprises loans granted to experienced portfolio
landlords and private property investors, none of whom have had a
county court judgment in the two years before origination.
The class A and B-Dfrd notes will benefit from liquidity support
provided by a liquidity facility (only for senior expenses and
class A notes) and an unfunded liquidity reserve fund at closing
(used to mitigate any senior expenses shortfalls and interest on
the class A and B-Dfrd notes).
The transaction has no general reserve fund to provide liquidity
support for the class C-Dfrd to E-Dfrd notes.
Product switches are permitted under the transaction documentation
until the step-up date, subject to certain conditions. Product
switches will be permitted up to a limit of 10.0% of the aggregate
amount of the portfolio's current balance at closing. Product
switches are only permitted subject to compliance with the
respective eligibility criteria.
Credit enhancement for the rated notes will comprise subordination
and excess spread from closing.
The transaction incorporates a swap to hedge the mismatch between
the notes, which pay a coupon based on the compounded daily
Sterling Overnight Index Average (SONIA), and the loans, of which
most pay fixed-rate interest until they revert to the SONIA-based
floating rate.
At closing, Atlas Funding 2024-1 will use the notes' proceeds to
purchase and accept the assignment of Lendco's rights against the
borrowers in the closing portfolio and subsequently (within the
first IPD period) to purchase any additional portfolio. The
noteholders will benefit from the security granted in the security
trustee's favor.
Counterparty, operational risk, or sovereign risk do not constrain
our preliminary ratings. S&P expects the issuer to meet its
bankruptcy remoteness in accordance with our legal criteria at
closing.
Preliminary ratings
CLASS PRELIM. RATING CLASS SIZE (%)
A AAA (sf) 88.80
B-Dfrd AA (sf) 4.70
C-Dfrd A (sf) 4.00
D-Dfrd BBB (sf) 2.00
E-Dfrd BB (sf) 0.50
X-Dfrd BBB 1.0
RC1 residual certs NR N/A
RC2 residual certs NR N/A
Note: S&P's preliminary ratings address timely receipt of interest
and ultimate repayment of principal on the class A notes, and the
ultimate payment of interest and principal on all the other rated
notes. S&P's preliminary ratings also address timely receipt of
interest on all the rated notes other than class A notes when they
become the most senior outstanding notes.
N/A--Not applicable.
BRITTEN-NORMAN: Bought Out of Administration by Shelton Bidco
-------------------------------------------------------------
Flight Training News reports that British aircraft manufacturer
Britten-Norman has been bought out of administration by a company
named Shelton Bidco Ltd, resulting in a working capital injection
into the business and support to ramp up production of its iconic
Islander aircraft.
The five companies connected to Britten-Norman -- B-N Group Ltd,
Britten-Norman Ltd, Britten Norman Aircraft Ltd, BN Defence Ltd and
BN Daedalus Ltd -- were all placed into administration on March 21,
2024, Flight Training News relates.
The administrators, Interpath Advisory, then sold 100% of
Britten-Norman Aerospace Limited to Shelton Bidco Ltd, established
by a group of financial investors led by 4D Capital Partners,
Flight Training News recounts. Immediately after, the business and
assets of the five companies in administration were acquired by
Britten-Norman Aerospace Ltd for an undisclosed sale price, Flight
Training News notes.
Shelton Bidco Ltd has also acquired the share capital of the firm's
US entities -- BN Aircraft Sales Inc and Britten-Norman Inc.,
Flight Training News states.
The takeover has secured 117 jobs not only at its manufacturing
base at Bembridge airport on the Isle of Wight, but across
Britten-Norman's operations including at its head office, its sales
office in London, its engineering site in Southampton and at
Lee-on-Solent, Flight Training News discloses.
LANEBROOK MORTGAGE 2024-1: S&P Assigns BB+ Rating on E-Dfrd Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Lanebrook
Mortgage Transaction 2024-1 PLC's class A and B-Dfrd to E-Dfrd
notes. At closing, Lanebrook Mortgage Transaction 2024-1 also
issued unrated class X1-Dfrd and X2-Dfrd notes, as well as RC1 and
RC2 certificates.
Lanebrook Mortgage Transaction 2024-1 PLC is an RMBS transaction
securitizing a £557.4 million portfolio, including 5% of risk
retention, of BTL mortgage loans secured on properties in the U.K.
The loans in the pool were originated between 2020 and 2024 with
the majority (85%) in 2023 by The Mortgage Lender Ltd., a
specialist mortgage lender, under a forward flow agreement with
Shawbrook Bank PLC.
The collateral comprises loans granted to experienced portfolio
landlords, none of whom have any material adverse credit history.
The transaction benefits from a liquidity reserve fund, a general
reserve fund, and principal that can be used to pay senior fees and
interest on the most senior notes.
Credit enhancement for the rated notes consists of subordination
from the closing date.
The transaction incorporates a swap to hedge the mismatch between
the notes, which pay a coupon based on compounded daily Sterling
Overnight Index Average, and the loans, which pay a fixed rate of
interest until they revert to a floating rate.
At closing, Lanebrook Mortgage Transaction 2024-1 used the proceeds
of the notes to purchase and accept the assignment of the seller's
rights against the borrowers in the underlying portfolio and to
fund the reserves. The noteholders benefit from the security
granted in favor of the security trustee, Citicorp Trustee Co.
Ltd.
There are no rating constraints in the transaction under S&P's
counterparty, operational risk, or structured finance sovereign
risk criteria. S&P considers the issuer to be bankruptcy remote.
Ratings
CLASS RATING CLASS SIZE (%)
A AAA (sf) 88.00
B-Dfrd AA- (sf) 6.50
C-Dfrd A (sf) 2.50
D-Dfrd BBB+ (sf) 2.00
E-Dfrd BB+ (sf) 1.00
X1-Dfrd NR 0.50
X2-Dfrd NR 0.50
RC1 Certs NR N/A
RC2 Certs NR N/A
NR--Not rated.
N/A--Not applicable.
LGC SCIENCE: S&P Lowers ICR to 'B-', Outlook Stable
---------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
U.K.-based life sciences measurement and testing solutions company
LGC Science Group Holdings Ltd. (LGC) and its issue rating on the
group's senior secured debt to 'B-' from 'B'. S&P's '3' recovery
rating on the senior secured debt remains unchanged, indicating our
expectation of a meaningful recovery (50%-70%; rounded estimate:
50%) in a simulated default scenario.
S&P said, "The stable outlook reflects our view that LGC will
continue to expand organically through growing recurring revenue
streams on mission-critical life sciences measurement and testing
solutions and inorganically through bolt-on acquisitions, while
gradually improving its adjusted EBITDA margin toward 26% and
maintaining adequate liquidity.
"The downgrade of LGC reflects a deterioration in credit metrics,
compared with our previous expectations, following the transitional
headwinds in recent quarters. In fiscal year 2024, customer
destocking and biotech funding trends led to volume-related
challenges for LGC's Biosearch and Axolabs businesses. Even though
both businesses generate relatively higher-margin revenue streams
and have positive growth outlooks, they were impaired by customers'
deferred spending after the COVID-19 pandemic and continued
macroeconomic uncertainty. A stronger performance of the Biosearch
and Axolabs businesses in the fourth quarter of fiscal year 2024
suggested that headwinds are gradually easing, but we believe a
macro-led volume recovery will take time. Additionally, a further
improvement in the coming quarters will largely hinge on
post-pandemic buying patterns, future research and development
activities, and macroeconomic stabilization. We expect LGC's
clinical diagnostics and assurance business will continue to
demonstrate solid growth, which will somewhat protect the rest of
the group against demand-side shocks. Our base case assumes that
LGC's base business will record a revenue growth of up to 5% in
fiscal year 2025, from 2% in fiscal year 2024. However, the group
will be highly sensitive to sequential contractions in the revenue
profile and changes in the revenue mix in the next 12 months. In
our view, this leaves little to no headroom for further operating
underperformance that would hinder a material deleveraging from the
current elevated levels.
"We expect exceptional costs will continue to weigh on LGC's
profitability in fiscal year 2025. Based on LGC's exceptional costs
and high interest burden, we now forecast elevated leverage and a
weak interest coverage in the next 12-24 months. In fiscal year
2024, the lower revenue streams from the Biosearch and Axolabs
businesses resulted in changes in the revenue mix and weaker
margins. LGC improved its cost structure by outsourcing back-office
functions, post-pandemic resource right-sizing, business unit
realignment, and non-core site rationalization. Compared with our
base case, the group incurred higher exceptional costs in fiscal
year 2024 than we initially anticipated. We forecast exceptional
costs will likely remain high in the next 12 months due to
duplicate running and ongoing restructuring activities. These could
add pressure to LGC's profitability, which could be exacerbated by
a further slowdown in the Biosearch and Axolabs businesses. In our
base case, we forecast a lower adjusted EBITDA margin of 26% in
fiscal year 2025. This will slow deleveraging, with debt to EBITDA
remaining high at 12x-13x (8x-9x excluding the payment-in-kind
securities) in fiscal years 2025 and 2026. LGC's cash interest
burden amid the high interest rate environment has also increased
as previously favorable hedges roll off. We therefore estimate the
group will report a weak FFO cash interest coverage of 1.1x-1.3x in
fiscal years 2025 and 2026.
"In our view, LGC's active capex pipeline will continue to
constrain FOCF generation until fiscal year 2026. Apart from
multiple bolt-on acquisitions, LGC has reinvested into various
purpose-built facilities globally by using internal cash flows.
Three major capex projects are currently in progress. LGC expects
that the National Laboratory in Guildford, U.K., which aims to
support LGC's U.K. government-facing activities, and the new North
American center of excellence in Toronto, Canada, which serves as
LGC's global synthetic chemistry hub, will be operational in the
second half of fiscal year 2025. The nucleic acid therapeutics
manufacturing site in Berlin, Germany, is halfway through the
construction phase and will likely be completed in the first half
of fiscal year 2026. Once fully operational, the new site in Berlin
will help improve LGC's manufacturing capacity and address the
growing market demand for oligonucleotide therapeutics and
oligonucleotide applications. We understand that these three
facilities are major investments for LGC over fiscal years
2024-2026 and that the related capex accounted for up to 9% of
annual revenues in fiscal year 2024. The associated spending will
gradually decline to about 7% of annual revenues in fiscal year
2025 and about 5% in fiscal year 2026. We anticipate the scale of
these projects and the associated spending will continue to
constrain FOCF generation until fiscal year 2026. Yet this should
be partly mitigated by a higher business capacity after project
completion and, subsequently, LGC's stronger foothold and
participation in a large addressable market. Nevertheless, we
believe LGC's FOCF generation is highly dependent on the timeline
of live capex projects. Further downside risk, including weaker
credit metrics, could arise if any delays or other circumstances
prevent LGC from a timely delivery of its capex projects.
"The stable outlook reflects our view that LGC will continue to
expand organically through growing recurring revenue streams on
mission-critical life sciences measurement and testing solutions
and inorganically through bolt-on acquisitions, while gradually
improving its adjusted EBITDA margin toward 26% and maintaining
adequate liquidity."
S&P could lower its rating on LGC if:
-- Its operating performance weakens significantly. This could
happen if the performance of the Biosearch and Axolabs businesses
deteriorates, with no signs of recovery, leading us to question the
sustainability of its capital structure;
-- The group generates persistently negative FOCF that weakens its
liquidity position; or
-- S&P assesses the group's financial policy as increasingly
aggressive because of ongoing debt-funded M&As or shareholder
returns that lead to a very high debt to EBITDA, with no clear path
for significant deleveraging.
S&P said, "We could take a positive rating action on LGC if it
materially improves its operating performance, including a
faster-than-forecast recovery of the Biosearch and Axolabs
businesses. We would need to see that the group develops a clear
track record of material deleveraging, coupled with a sustained
improvement in its FOCF and its FFO cash interest coverage toward
2.0x. This would likely involve a more significant reduction in its
exceptional costs than in previous years and a financial policy
that supports the maintenance of these credit metrics.
"Governance factors are a moderately negative consideration in our
analysis. Our assessment of LGC's financial risk profile as highly
leveraged reflects corporate decision-making that prioritizes the
interests of the controlling owners, in line with our view of most
rated entities owned by private-equity sponsors. Our assessment
also reflects generally finite holding periods and a focus on
maximizing shareholder returns."
NEW VIEW: Goes Into Administration
----------------------------------
Business Sale reports that New View Window Systems Limited, a
Wigan-based supplier of windows and doors to the new build sector,
fell into administration earlier this month, appointing Sean
Williams and Richard Pinder of Leonard Curtis as joint
administrators.
According to Business Sale, in the company's accounts for the year
to June 30, 2022, it reported turnover of GBP12.4 million, up from
GBP10.6 million a year earlier, while its post-tax profits more
than tripled from GBP316,221 to GBP987,431.
However, in that report, the directors stated that, since Brexit
and COVID-19, the company had experienced "a constant flow of
shortages of materials, alongside price increases and surcharges on
all products", adding that it had "become a regular task to pass on
all of these to our customers", Business Sale relates.
At the time, the company's total assets were valued at around
GBP9.8 million, with net assets standing at GBP5.4 million,
Business Sale discloses.
PRESTEIGNE BROADCAST: Enters Administration, Explores Options
-------------------------------------------------------------
Business Sale reports that a Crawley-based company that supplies
broadcasting equipment to the film and production industry has
fallen into administration.
Presteigne Broadcast Hire Ltd is a dry hire business that works for
a range of broadcasting clients.
However, the company has encountered challenging trading conditions
recently and last month engaged Interpath Advisory to assess its
options, Business Sale relates. No solvent options could be found
for the business and Interpath's Steve Absolom and Will Wright were
appointed as joint administrators on May 14, 2024, Business Sale
states.
The joint administrators will now focus on trading the business as
a going concern while assessing its options, which include the
possibility of a sale as a going concern, Business Sale discloses.
The company will continue to trade and deliver work during the
process, Business Sale notes.
According to Business Sale, Steve Absolom, Managing Director at
Interpath Advisory and joint administrator, commented: "We have
already received a number of expressions of interest in the
Presteigne business and expect more in the coming days."
"Whilst these discussions continue, we will continue to serve
Presteigne's impressive global customer base. We would like to
thank the employees of the company for their understanding and
support while this process is ongoing."
In Presteigne Broadcast Hire's most recent accounts at Companies
House, for the year ending September 30, 2022, its fixed assets
were valued at GBP9.5 million and current assets at GBP2.8 million,
Business Sale states. However, the firm's debts at the time left
it with net liabilities totalling more than GBP3.4 million,
according to Business Sale.
SOUTHERN PACIFIC 06-A: S&P Lowers D1 Notes Rating to 'BB+(sf)'
--------------------------------------------------------------
S&P Global Ratings lowered its credit ratings on Southern Pacific
Financing 06-A PLC's class D1 notes to 'BB+ (sf)' from 'BBB+ (sf)'
and E notes to 'CCC (sf)' from 'B- (sf)'. At the same time, S&P
affirmed its 'A+ (sf)' ratings on the class B and C notes.
Since S&P's previous review, its weighted-average foreclosure
frequency (WAFF) assumptions have increased at all rating levels,
reflecting higher loan-level arrears. This has been partially
offset by lower weighted-average loss severity assumptions, which
were driven by a decrease in the current loan-to-value ratios
following house price index growth.
WAFF and WALS
WAFF (%) WALS (%) CREDIT COVERAGE (%)
AAA 53.56 23.49 12.58
AA 48.89 16.41 8.02
A 46.03 6.73 3.10
BBB 43.12 3.16 1.36
BB 39.86 2.00 0.80
B 39.13 2.00 0.78
WAFF--Weighted-average foreclosure frequency.
WALS--Weighted-average loss severity.
At the end of March 2024, loan-level arrears had increased to 31.9%
from 27.5% at the previous review. This is significantly higher
than the U.K. pre-2014 nonconforming index, which has reached
23.1%.
Given its high seasoning (221 months), the transaction now has a
very low pool factor (7.3%), which tends to amplify movement in
arrears proportion.
The reserve fund is at target and is not amortizing due to the
breach in the 90+ day arrears trigger and the amortization ratio
not being satisfied. The liquidity facility is at target and is
amortizing. Cumulative losses amount to 3.2%.
Interest-only loans comprise three-quarters of the total current
balance, of which 17% has a maturity concentrated in 2025. The next
maturity concentration is in 2030 (close to 60%).
S&P said, "Although our cash flow modeling shows that the class B
and C notes pay timely interest and repay principal at rating
levels above 'A+', our current counterparty criteria limit the
notes' maximum achievable rating at our 'A+' long-term issuer
credit rating on Barclays Bank PLC. We therefore affirm our ratings
on these two classes of notes.
"The credit enhancement for the class D1 notes is no longer
commensurate with the current rating level. We therefore lowered to
'BB+ (sf)' from 'BBB+ (sf)' our ratings on the class D1 notes. This
follows the rise in arrears, resulting in significantly higher WAFF
numbers at lower rating levels. This rating is lower than the level
indicated by our cash flow results as it factors in the ascending
trend in arrears and uncertain outlook. It also considers our
sensitivity analysis results for higher defaults and longer
recoveries, which reflect the rising arrears, ongoing cost of
living crisis, high interest rate environment, and a potential
backlog in court cases.
"The class E notes do not achieve any rating in our standard or
steady state (actual fees, expected prepayment, no spread
compression, and no commingling stress) cash flow runs. We
therefore lowered to 'CCC (sf)' from 'B- (sf)' our rating on the
notes, considering the tranche relies on favorable economic or
financial conditions to service its debt."
This transaction is backed by nonconforming U.K. residential
mortgages originated by Southern Pacific Mortgage Ltd.
TEVVA MOTORS: Set to Go Into Administration
-------------------------------------------
Business Sale reports that an Essex-based company that produces
electric trucks has filed a notice of intention to appoint
administrators (NOI).
Tevva Motors began production of its 7.5-tonne electric truck at
its facility in Tilbury last year.
In November last year, a proposed merger between the company and
US-based vehicle manufacturer ElectraMeccanica collapsed, Business
Sale recounts. According to Business Sale, Tevva Motors said it
had filed a lawsuit against the company and its CEO Susan Docherty
over "spurious, defamatory allegations" ElectraMeccanica had made
to justify the "abrupt termination of a binding merger agreement".
ElectraMeccanica, as cited by Business Sale, said that it had
terminated the merger as a result of Tevva Motors failing to share
"material information". Tevva denied this claim, saying it had
provided "full and open access" throughout the process and "full
financial due diligence" prior to the agreement, Business Sale
notes.
The company has since re-engaged with several investors and public
companies as it seeks a merger, but has now filed for
administration, citing the tough market that electric vehicle
startups face, Business Sale relays.
According to Business Sale, a company statement read: "Despite
positive customer interest in Tevva and its products, current
global economic conditions have created a challenging environment
for electric vehicle startups."
"As a consequence, we have filed notice of intent to enter
administration with the court while the board is pursuing
investment that secures the future of the company."
Tevva Motors' most recent financial accounts at Companies House
were filed in May 2022 for the year ending December 31, 2020,
Business Sale discloses. During that period, the company generated
audited revenue of GBP377,021, compared to unaudited revenue of
GBP1.18 million a year earlier, while incurring a post-tax loss of
GBP4.77 million, Business Sale recounts.
At the time, the company's non-current assets were valued at GBP1.8
million and current assets at GBP7.5 million, while net liabilities
amounted to GBP706,322, Business Sale notes.
VIVA BRAZIL: Enters Administration, Owed GBP2.8 Million
-------------------------------------------------------
Business Sale reports that Viva Brazil Restaurants Limited, a chain
of Brazilian steakhouses with locations in Cardiff and Liverpool,
fell into administration earlier this month, with Lila Thomas and
David Acland of FRP Advisory appointed as joint administrators.
Earlier this year, the company had unexpectedly closed one of its
restaurants in Glasgow, Business Sale relates.
According to Business Sale, in its accounts for the year ending
October 2, 2022, the company's fixed assets were valued at GBP1.1
million and current assets at GBP167,000. However, the company's
debts at the time meant that net liabilities totalled GBP2.8
million, Business Sale discloses.
WILLAND BIOGAS: Cash Difficulties Prompt Administration
-------------------------------------------------------
William Telford at DevonLive reports that a huge Devon power plant
which turns farm waste into energy has collapsed into
administration four years after a worker was killed at the site.
Troubled Willand Biogas LLP has called in administrators after
failing to attract vital cash to keep it operating, DevonLive
relates.
According to DevonLive, administrators at London-based
restructuring and recovery specialists Moorfields Advisory Ltd are
trying to sell the leasehold of the business's plant at Cullompton.
The company's most recent accounts for 2022 showed it was more
than GBP23 million in the red and had a GBP38.75 million loan,
DevonLive notes.
Willand Biogas LLP owns a large biogas facility about 30km from
Exeter. The plant has a biogas production capacity of 1,000 m3/h
and produces biogas by anaerobic digestion.
"Unfortunately, the operator of the plant ran into difficulties and
the LLP was not able to obtain the necessary investment to keep the
site operational. Moorfields is now holding the site in standby
mode while a buyer is sought for the facility," DevonLive quotes
Andy Pear, a partner at Moorfields, as saying.
"The site provides a great opportunity for an onward purchaser to
operate a fully operable biomethane to grid plant in a short
period. All required equipment is on location with attachment to
RHI (renewable heat incentive) accreditation. In addition, the
site provides opportunity for growth with space for an additional
four to six additional digesters."
===============
X X X X X X X X
===============
[*] BOOK REVIEW: Dynamics of Institutional Change
-------------------------------------------------
Authors: Milton Greenblatt, Myron Sharaf, and Evelyn M. Stone
Publisher: Beard Books
Softcover: 288 pages
List Price: $34.95
Review by Henry Berry
Order your personal copy today at
http://beardbooks.com/beardbooks/dynamics_of_institutional_change.html
Like many other private-sector and public institutions in modern
society, hospitals are regularly undergoing change. The three
authors of this volume have been leaders in change at Boston State
Hospital, a large public mental hospital, that serves as the test
case for the experienced advice and hard-earned lessons found in
this work.
With their academic and professional backgrounds, the three authors
combined offer an incomparable fund of knowledge and experience for
the reader. In keeping with their positions, they focus on the
position and the role of the leaders of institutional change. They
do not recommend any particular choices, direction, or outcome.
They do not presume to know what is the best for all institutions,
or to understand the culture, realities, goals, or values of all
institutions. They do not even presume to know what is best or
desirable for hospitals, the institution with which they are most
familiar. Instead, the authors direct their attention to "the
problems hampering change and the gains and losses of one or
another strategy of change." In relation to this, they are "more
concerned with the study of process than with outcome." By not
recommending specific policies or arguing for specific values or
goals, the authors make their book relevant to all institutions
involved in change, but particularly public-health institutions.
All of the subjects are dealt with from the perspective of top
executives and administrators. Among the subjects taken up are not
only the staff and structure of the institution, specifically the
medical institution, but also consultants, volunteers, local
communities, and state and federal government agencies. The detail
given to each subject goes beyond the administrator's relationship
to it to discussion concerning the relationship of lower-level
employees with the subject. This relationship of lower-level
employees has everything to do with how change occurs within the
institution, and often whether it occurs. The authors go into such
detail because they understand that the performance and goals of
top administrators are affected by everything that goes on within
their institution, and often by much that goes on outside of it.
For example, the authors begin the subject of volunteers by
defining three types of volunteers: volunteers from organizations,
student or independent volunteers, and government-appointed or
statutory volunteers. Volunteers of whatever type can cause
anxiety, resistance, and even resentment among regular staff of an
institution. Volunteers are not simply "free help," but require
administration, training, and oversight -- which can distract
regular employees from work they consider more important and
interesting, and use up departments' resources. The transitional
nature of volunteers, their ignorance of institutional and
occupational concerns of the regular staff, and their lack of
professionalism can cause disruptions and personnel problems in
parts of an institution. The authors advise the top administrators,
"The intrusive evangelism of student volunteers can be threatening
not only to professional supervisors, but to the entire hospital
staff as well, from the attendant to the top administrator." While
recognizing the problems which may be caused by volunteers,
especially younger ones, the authors point out the worth of
volunteers to the hospital despite the potential problems they
bring. Overall, the different types of volunteers "improve the
physical and social environment" of the workplace, "make direct and
beneficial contacts with chronic patients," and often "establish
true innovations." After discussing the pros and cons of volunteers
and providing detailed guidance on how to manage volunteers so as
to minimize potential problems, the authors advise the
administrator and his or her staff how to regard volunteers. "Both
staff and administrator must constantly keep in mind that
volunteers are not personally helping them [word in italics in
original], but are helping the patients or the community." Along
with the technical management and administrative guidance, such
counsel is clearly relevant and important in keeping perspective on
the matter of volunteers.
The treatment of volunteers in a medical institution exemplifies
the comprehensive, empathetic, and experienced treatment of all the
subjects. Personnel -- whether professional, clerical, service, or
volunteer -- is obviously a major concern of any institution and
change in it. The structure of an institution is another crucial
concern. This is addressed under the heading "decentralization
through unitization." In the context of a large public medical
facility, decentralization "involves breaking up the institution
into semiautonomous units...; each of which is like a small
community health center in that it is responsible for serving a
specific part of the community." As with the subject of volunteers,
the authors treat this subject of the structure of the institution
by examining its various sides, discussing related personnel and
administrative matters, relating instructive anecdotes from their
own experience, and in the end, offering relevant and practical
advice and actions whose sense is apparent to the reader by this
point.
Recognizing that the authors have faced many of the same
situations, decisions, pressures, challenges, and aims as they
have, top hospital and public-health administrators will no doubt
adopt many of the authors' recommendations for managing the process
of change. The content of the book as well as its style (which is
obviously meant to be helpful, sympathetic, and realistic) offers
the reader not only resolutions, but also encouragement. The top
hospital administrators and their staff, who are the main audience
for "Dynamics of Institutional Change," will not find a better
study and handbook to help them through the changes their
institutions are being called upon to undergo to deal with the
health concerns and problems of today's society.
Milton Greenblatt, M.D. was Commissioner of the Massachusetts
Department of Mental Health, Professor of Psychiatry at Tufts
University School of Medicine, and Lecturer in Psychiatry at
Harvard Medical School and Boston University School of Medicine.
Myron R. Sharaf, Ph. D. was Associate Area Director of Boston State
Hospital and Assistant Professor of Psychology at Tufts University
School of Medicine.
Evelyn M. Stone served as Executive Editor for the Massachusetts
Department of Mental Health.
*********
S U B S C R I P T I O N I N F O R M A T I O N
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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.
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Information contained herein is obtained from sources believed to
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