---

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

                          E U R O P E

          Wednesday, March 26, 2025, Vol. 26, No. 61

                           Headlines



A L B A N I A

ALBANIA: S&P Ups LT Sovereign Credit Rating to 'BB', Outlook Stable


F R A N C E

ASMODEE GROUP: S&P Upgrades Long-Term ICR to 'BB-' on Deleveraging
FCT PONANT 1: Fitch Assigns 'BB+' Final Rating to Class F Notes
SPIE SA: Fitch Affirms 'BB+' Long-Term IDR, Alters Outlook to Pos.


G E R M A N Y

ASTERIX HOLDCO: S&P Affirms 'B+' ICR on Dividend Recapitalization


I R E L A N D

ARBOUR CLO XIV: Fitch Assigns 'B-(EXP)sf' Rating to Class F Notes
ARES EUROPEAN XXI: Fitch Assigns 'B-sf' Final Rating to Cl. F Notes
CANYON EURO 2025-1: S&P Assigns Prelim B- (sf) Rating to F Notes
CAPITAL FOUR I: Fitch Assigns 'B-sf' Final Rating to Cl. F-R Notes
HARVEST CLO XXXIV: Fitch Assigns 'B-sf' Final Rating to Cl. F Notes

KINBANE 2025-RPL 1: S&P Assigns Prelim B- (sf) Rating to F Notes
SIGNAL HARMONIC IV: Fitch Assigns B-sf Final Rating to Cl. F Notes


I T A L Y

IGT LOTTERY: Fitch Assigns 'BB+' Long-Term IDR, Outlook Stable
LOTTOMATICA GROUP: S&P Upgrades ICR to 'BB', Outlook Stable


L U X E M B O U R G

ARDAGH GROUP: S&P Downgraded ICR to 'CC', Outlook Negative


N E T H E R L A N D S

GLOBAL UNIVERSITY: Fitch Affirms 'B' LongTerm IDR, Outlook Now Pos.


S P A I N

RURAL HIPOTECARIO IX: Fitch Affirms 'CCsf' Rating on Class E Notes


U N I T E D   K I N G D O M

ABSOL REALISATIONS: Leonard Curtis Named as Joint Administrators
ADVENTURE PARC: Begbies Traynor Named as Administrators
BIDVEST GROUP (UK): Fitch Affirms 'BB' Sr. Unsec. Notes Rating
FOSTER & ALLEN: Cornerstone Business Named as Administrator
METRO BANK: Fitch Assigns 'CCC+(EXP)' Rating to AT1 Notes

NEWDAY FUNDING 2025-1: Fitch Puts 'BB-(EXP)sf' Rating to F Notes
PETROFAC LTD: Plan Sanction Hearing Scheduled for April 14
RECTELLA LIMITED: FTS Recovery Named as Administrators

                           - - - - -


=============
A L B A N I A
=============

ALBANIA: S&P Ups LT Sovereign Credit Rating to 'BB', Outlook Stable
-------------------------------------------------------------------
On March 21, 2025, S&P Global Ratings raised its long-term foreign
and local currency sovereign credit ratings on Albania to 'BB' from
'BB-'. The outlook is stable. At the same time, S&P affirmed its
'B' short-term foreign and local currency sovereign credit
ratings.

S&P also revised Albania's transfer & convertibility (T&C)
assessment to 'BBB-' from 'BB+'.

Outlook

The stable outlook on the long-term rating reflects S&P's view that
risks to Albania's economic, external, and fiscal performance are
evenly balanced.

Upside scenario

S&P could raise its rating on Albania if stronger-than-expected
services exports further bolster Albania's external buffers. An
upgrade could also be supported by enhancements to Albania's
institutional framework, such as the implementation of structural
reforms aligned with the country's EU accession path.

Downside scenario

S&P could lower its rating on Albania if the country's debt levels
surpass its projections, which could happen if the government
unexpectedly loosens its fiscal policies. Furthermore, a downgrade
could occur if, contrary to our expectations, pressures on
Albania's balance of payments arise, resulting in a pronounced
decline in foreign currency reserves.

Rationale

The upgrade reflects the strength of Albania's economic and fiscal
performance over the last several years. Since 2019, gross general
government debt has declined by 10 percentage points of GDP, the
current account has more than halved, and net FDI inflows have
remained buoyant. Much of this improvement is due to service
exports more than doubling since 2019--reflecting the success of
the tourism sector, in particular. Over 2025-2028, S&P expects the
authorities to maintain a prudent fiscal stance, and to reduce
general government debt further. Albania's cost of debt, at an
estimated 2.4% of GDP or about 8% of revenue, remains modest.

Institutional and economic profile: Albania's growth outlook
remains strong

-- Albania's economic outlook remains positive, with annual GDP
growth projected to exceed 3% in 2025-2028, supported by investment
and household spending.

-- Structural challenges persist, including a declining birth rate
and sustained emigration.

-- While Albania is making progress in EU negotiations, risks
remain, including diplomatic friction with Greece.

S&P said, "We anticipate Albania's real GDP will expand by 3.6% in
2024, driven by strong household spending, reflecting a tight labor
market and rising real wages. While tourism remains a key growth
pillar, its contribution is expected to moderate as arrival growth
slows and the sector matures. Investment will continue to be a key
driver, particularly in energy, leisure, and real estate, supported
by sustained FDI inflows. Over 2024–2027, we forecast annual GDP
growth to average 3.5%, though downside risks persist, including
from Albania's high economic dependence on tourism and the
potential for weaker external demand from key EU markets,
particularly Germany." However, upside possibilities also remain,
notably a potential acceleration in structural reforms under the EU
accession process, which could enhance potential GDP and strengthen
Albania's long-term economic outlook.

Despite strong growth, Albania's shrinking workforce poses
long-term risks to economic sustainability. The 2023 census
highlights a 14% population decline since 2011, bringing the total
population to approximately 2.4 million. This contraction is
largely driven by persistent emigration, with 429,000
Albanians--nearly 15% of the population--leaving over the past
decade in search of higher wages, particularly in Germany and
Italy. Adding to these demographic pressures, Albania's fertility
rate remains critically low at 1.21 births per woman--well below
the replacement level of 2.1 and one of the lowest in the world.
This metric, which measures the average number of children a woman
is expected to have over her lifetime, signals long-term risks to
workforce sustainability and economic growth potential. These risks
have already begun to materialize, as labor shortages in key
sectors constrain economic output.

In response, the government has introduced financial incentives,
including wage increases, to retain domestic labor and curb
emigration. However, the effectiveness of these measures remains
uncertain since deeper structural issues, such as limited
high-value job creation and challenges with governance, continue to
drive emigration.

Albania is leveraging the EU accession process to address
structural challenges that have long hindered its economic and
institutional development. After a decade of stagnation, the
country's EU membership bid has regained momentum, particularly
following its decoupling from North Macedonia's accession process.
Albania held its first intergovernmental conference in July 2022,
and by late 2024, it had advanced by opening fundamental clusters,
including rule of law and property rights. (To conclude
negotiations and sign an accession treaty, a state must open and
close all 35 chapters of the accepted body of EU law, which is
divided into six clusters, during subsequent intergovernmental
conferences.) The initiation of negotiations on these core areas
marks a critical step for both Albania and the EU.

S&P thinks enlargement fatigue among EU member states has somewhat
diminished since the onset of the Russia-Ukraine war because
geopolitical considerations have reinforced the strategic
importance of EU expansion in the Western Balkans. This has created
a window of opportunity for Albania, where public and political
momentum for EU accession remains strong. However, the government's
2030 target for EU accession is highly ambitious, considering the
significant structural reforms still required, as well as
unresolved bilateral disputes.

One of the key external challenges Albania faces is its complex
relationship with Greece. While Greece generally supports Albania's
EU membership, its backing remains conditional on improvements in
minority rights and property rights, issues that have been a
recurring source of tension. Relations between the two countries
deteriorated in the second half of 2024 following the arrest of
Fredi Beleri, prompting Greece to threaten Albania's EU accession
process. However, tensions subsequently eased after Beleri's
release from prison. The incident underscored Greece's
long-standing concerns over Albania's treatment of its Greek
minority, a sensitive issue that continues to shape bilateral
relations.

Albania has taken steps to address these concerns. Although the
country approved the law on the Protection of National Minorities,
its full enforcement has been delayed due to the gradual adoption
of necessary bylaws. S&P Said, "While this remains a point of
contention, we assess that Albania's obstacles with Greece are of
smaller magnitude compared with North Macedonia's dispute with
Bulgaria. Given the renewed momentum behind Albania's EU bid and
the strategic incentives for both sides to maintain constructive
relations, we expect these bilateral issues to be resolved
eventually."

The extent to which Albania can sustain its momentum on the path to
EU accession will depend on the direction of policymaking. With
parliamentary elections in May, a change in leadership could bring
policy shifts. However, with the opposition still fragmented and
the Socialist Party (SPA) under Edi Rama maintaining a strong lead
in the polls, S&P expects the incumbent government to remain in
power.

The SPA has governed Albania since securing a majority in the 2021
general election. Despite multiple cabinet reshuffles, its policy
direction has remained largely consistent, emphasizing economic
growth and fiscal consolidation. Key priorities have included
infrastructure development, attracting foreign investment, and
managing public debt--all core pillars of the government's economic
strategy.

Flexibility and performance profile: Public finances continue to
perform well

-- The 2025 budget encompasses a deficit of 2.6% of GDP, but we
expect a lower actual deficit of 2.2%, given the government's track
record of underspending.

-- Despite lower debt levels, some risks persist, including high
foreign currency debt and rollover risks.

-- The Bank of Albania has continued to intervene in the foreign
currency market to alleviate appreciation pressures on the Albanian
lek.

The 2025 budget allows for a fiscal deficit of 2.6% of GDP, up from
the planned deficit of 2.4% in 2024. Public expenditure is
projected to rise to 31.4% of GDP, reflecting increased allocations
across various ministries, while revenue is expected to grow to
28.8% of GDP. However, S&P anticipates the actual budget deficit
for 2025 to be lower, at 2.2% of GDP, given the government's fiscal
prudence and tendency to underspend on certain items, particularly
capital expenditure. This trend was evident in 2024, where the
budget deficit was initially projected at 2.4% of GDP but
ultimately came in significantly lower at 0.7%, primarily due to
revenue overperformance and exceptionally low capital expenditure
execution. As in previous years, the government will finance the
budget deficit through a combination of domestic and foreign
borrowing. The authorities already tapped the market in February,
issuing EUR650 million in Eurobonds to refinance part of a Eurobond
maturing this year and to support the 2025 budget.

Albanian authorities have enacted legislative amendments to
strengthen revenue generation, focusing on progressive individual
taxation, corporate income tax adjustments, and enhanced tax
compliance measures. Combined with the government's fiscal
consolidation efforts and steady economic growth projections, S&P
expects budget deficits to remain moderate, averaging about 2% of
GDP through 2028. Albania's Organic Budget Law imposes fiscal
constraints, requiring that the general government primary balance
remain at least neutral and that the debt-to-GDP ratio decline if
it exceeds 45%. Although these rules provide a framework for debt
sustainability, their success hinges on robust economic growth and
effective public finance management reforms.

Since 2019, Albania has navigated multiple shocks, including a
magnitude 6.4 earthquake, the COVID-19 pandemic, and external
economic pressures, all of which strained public finances. Despite
these setbacks, the government has pursued fiscal consolidation,
leveraging strong GDP growth, disciplined spending, and
revenue-enhancing reforms to stabilize its debt trajectory. As a
result, net general government debt declined to roughly 49% of GDP
in 2024, down from 62% in 2019. Given our fiscal projections, S&P
expects debt levels to continue declining, reaching approximately
47% of GDP by 2028, but specific risks persist around Albania's
debt:

Foreign currency exposure: About 45% of central government debt is
denominated in foreign currency, leaving Albania vulnerable to
exchange-rate fluctuations.

-- Rollover risk: The short maturity profile of domestic debt,
averaging just over two years, increases rollover risk and
refinancing pressures.

-- Financial sector linkages: Domestic banks hold approximately
27% of their assets in government debt, raising potential financial
stability concerns in the event of sovereign distress.

-- Public-private partnership (PPP) risks: Off-balance-sheet PPP
commitments amount to about 25% of GDP, posing fiscal risks. The
government has taken steps to curtail PPP-related spending, but
weak regulatory oversight and ongoing investigations into contract
irregularities highlight governance challenges.

Inflation in Albania has remained stable in recent months, reaching
1.9% in January year on year, driven by the appreciation of the lek
and a tight monetary policy stance. S&P said, "Looking ahead, we
expect inflation to rise gradually, averaging 2.6% in 2025, due to
base effects and strong real wage growth. As a result, we
anticipate the Central Bank of Albania will gradually ease its
policy rate over the course of 2025, albeit at a measured pace, to
support economic activity while keeping inflation expectations
anchored."

S&P said, "We expect Albania's current account deficit will widen
to 2.6% of GDP in 2025, up from an estimated 2.4% in 2024, owing to
a deterioration in the trade balance and moderating tourism
arrivals. The external deficit will primarily be financed by net
FDI inflows, which remain a key source of external funding. Over
the past few years, Albania's current account deficit has undergone
a structural shift, largely due to a booming services surplus,
which accounted for approximately 16% of GDP in 2023." This shift
has played a crucial role in narrowing the current account deficit,
which had previously stood at about 7% of GDP, to much lower levels
in recent years. The primary driver of this transition has been the
rapid expansion of tourism, with Albania emerging as one of the
world's fastest-growing tourism destinations. According to the
World Tourism Organization, Albania was one of the fastest growing
tourism markets globally in 2023, with tourist arrivals surging to
11.7 million in 2024 from 6.4 million in 2019. However, strong
foreign currency inflows from tourism have contributed to
significant appreciation pressures on the lek, pushing it below the
100-mark against the euro for the first time in 2024. While
currency appreciation has mitigated imported inflation and exerted
some pressure on export competitiveness, the 15% decline in
merchandise exports in 2024 is primarily attributable to a
combination of factors. Sector-specific shocks in key industries
like steel and oil, low rainfall impacting energy production and
exports, and weakened external demand for products such as textiles
have collectively played a more significant role in this
contraction.

Appreciation pressures on the lek have prompted the central bank to
intervene repeatedly in the foreign currency market, aiming to curb
excessive currency appreciation and preserve export
competitiveness. As a result, the central bank has exceeded its
auction limits--set between EUR270 million and EUR330 million--in
recent years, allowing it to accumulate additional reserves. By
January 2025, Albania's foreign currency reserves had reached
EUR6.3 billion, marking an 11% increase year on year. S&P expects
appreciation pressures on the lek to persist, particularly during
the peak tourism season, which will likely prompt further
discretionary foreign currency interventions by the central bank.
Consequently, foreign currency reserves are expected to continue
increasing over the next year and remain at stable levels.

S&P assesses the contingent liabilities from the banking sector as
limited. The sector remains liquid, well-capitalized, and
profitable, with a return on equity at 18.1% and a strong
regulatory tier one capital ratio of 18.0% of risk-weighted assets
as of Dec. 31, 2024. Nonperforming loans remain at a historic low
of 4.2%, reflecting improved asset quality across the sector.
However, the sector is not without risks. The ongoing strong
increase in property prices--recent data shows an 16.9% rise in the
first half of 2024 compared with the same period last
year--introduces potential vulnerabilities. A sharp reversal in
these inflated property prices could pose a significant risk to
financial stability. Additionally, the prevalence of euroization,
where more than 50% of deposits are held in foreign currency, adds
another layer of risk.

In accordance with S&P's relevant policies and procedures, the
Rating Committee was composed of analysts that are qualified to
vote in the committee, with sufficient experience to convey the
appropriate level of knowledge and understanding of the methodology
applicable. At the onset of the committee, the chair confirmed that
the information provided to the Rating Committee by the primary
analyst had been distributed in a timely manner and was sufficient
for Committee members to make an informed decision.

After the primary analyst gave opening remarks and explained the
recommendation, the Committee discussed key rating factors and
critical issues in accordance with the relevant criteria.
Qualitative and quantitative risk factors were considered and
discussed, looking at track-record and forecasts.

The committee's assessment of the key rating factors is reflected
in the Ratings Score Snapshot above.

The chair ensured every voting member was given the opportunity to
articulate his/her opinion. The chair or designee reviewed the
draft report to ensure consistency with the Committee decision. The
views and the decision of the rating committee are summarized in
the above rationale and outlook. The weighting of all rating
factors is described in the methodology used in this rating
action.

  Ratings List

  Upgraded; Ratings Affirmed  

                                           To             From
  Albania

  Sovereign Credit Rating           BB/Stable/B   BB-/Stable/B
  Transfer & Convertibility Assessment     BBB-            BB+
  Senior Unsecured                          BB             BB-



===========
F R A N C E
===========

ASMODEE GROUP: S&P Upgrades Long-Term ICR to 'BB-' on Deleveraging
------------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating on
Asmodee Group AB (Asmodee) and its issue rating on its senior
secured notes to 'BB-' from 'B' and removed it from CreditWatch
placement. The recovery rating remains at '3' but recovery estimate
was raised to 65% from 50%.

S&P said, "The stable outlook reflects our expectations that S&P
Global Ratings-adjusted debt to EBITDA will remain stable at about
3.0x and funds from operations (FFO) to debt at about 17%-20% over
the next 12-18 months, while generating annual free operating cash
flows (FOCF) after leases of about EUR60 million. We expect the
group to be able to progress on its strategy based on organic
growth of published games and small bolt-on acquisitions, while
maintaining strong credit metrics in line with its public financial
policy."

The upgrade to 'BB-' is underpinned by a strong deleveraging thanks
to a significant debt repayment. On Feb. 13, 2025, Asmodee redeemed
EUR300 million out of the EUR940 million senior secured notes
issued in December 2024. The debt repayment follows the EUR400
million capital injection the company has received from its
previous shareholder Embracer Group and the subsequent listing as
an independent entity on Nasdaq Stockholm stock exchange on Feb. 7,
2025. The significant debt repayment following the equity injection
pre-spin off has strengthened the group's balance sheet. Therefore,
S&P now expects S&P Global Ratings-adjusted leverage to decline to
about 3.0x in fiscal 2025, compared with its previous expectations
of about 5.5x for the same period before the debt repayment.

S&P said, Over the first nine months of fiscal 2025, Asmodee's
operating performance remained in line with our expectations.
During the same period, Asmodee reported revenue growth of about
11.3%, primarily driven by a strong consumer interest in games
published by Asmodee, both from established intellectual properties
(IPs) such as 'Catan' or 'Dobble/Spot-it!' and new releases such as
'LEGO! Monkey Palace' and a new set of 'Star Wars Unlimited'. The
solid topline performance over the third quarter of fiscal 2025 is
offsetting the somewhat weaker one of the first half of the year
and we now expect total revenue to increase by about 3.5% in fiscal
2025, compared with our previous expectations of about 0.8% for the
same period. Although the improvement in the business mix
influences positively the company's EBITDA margin, profitability is
affected by higher operating costs due to higher marketing
activities and shipping costs headwinds. We forecast the company's
S&P Global Ratings-adjusted EBITDA to set at about EUR200 million
in fiscal 2025, compared with our previous expectations of about
EUR190 million. Asmodee's FOCF after leases generation remained
strong in the first nine months of fiscal 2025, thanks to the
limited capital expenditure (capex) required for business
development and limited amount of fixed charges for the group. That
said, Asmodee faced a significant increase in interests and fees
paid during fiscal 2025 to face several capital structure changes
during the year. Consequently, we expect FOCF after leases of about
EUR60 million in fiscal 2025, compared with our previous
expectations of about EUR80 million for the same period."

A strong financial policy commitment supports the company's credit
quality, although the tradeoff between shareholder distribution and
financing for the inorganic growth strategy has yet to be
determined. Asmodee's management recently committed to a net
leverage target of below 3.0x in the medium terms (three to five
years) and below 2.0x in the longer term. The latter will be
accompanied with regular shareholder distributions once reached. At
the end of December 2024 and pro forma for the debt repayment in
February 2025, the company's reported net leverage adjusted for
merger and acquisition (M&A) commitments was about 2.5x (about 3.0x
S&P Global Ratings-adjusted terms) and shortened the reach of the
long-term adjusted leverage ratio commitment. Uneven and
occasionally substantial deferred payments and earn-outs that the
company may need to pay for its bolt-on acquisitions as it advances
its M&A strategy could materially affect earnings and cash flow
generation. S&P said, "Our base case includes earn-out payments for
the recent acquisitions of 'Exploding Kittens' and 'Venross', but
these and similar payments could be even larger in future as the
company will resume its acquisitive growth. So far, we have a
limited track record as to how strictly the company will adhere to
its financial policy commitment in conjunction with the inorganic
growth strategy and regular shareholder distributions."

Small scale and low profitability constrain the rating. With about
EUR1.3 billion of revenue and EUR160 million of EBITDA in fiscal
2024, the scale of the company is small when compared to rated toy
manufacturers such as Hasbro Inc. (BBB/Stable/A-2), which generated
EUR4.6 billion revenue and EUR802 million EBITDA in 2023, or Mattel
Inc. (BBB/Stable/--), with about EUR5 billion revenue and EUR837
million EBITDA over the same period. In fiscal 2024, Asmodee's S&P
Global Ratings-adjusted EBITDA margin stood at about 13%. S&P said,
"This is below what we consider the average 20%-30% profitability
of leisure companies, although it is in line with its rated peers.
We expect the company to be able to increase its profitability over
our three-year forecast period to about 15%-16%, supported by a
higher share of revenue generated from published games, whose
profitability is twice that of distributed games."

S&P said, "Asmodee is exposed to the recent tariffs imposed by the
U.S. administration, but we think that the financial impact will
not be material for the group's creditworthiness. We understand
that Asmodee could be affected by tariffs imposed by the U.S.
administration on China, where the company manufactures some
components for its board games. Potential mitigants of the negative
impact from tariffs include price increase and changes to the
manufacturing footprint of the group. S&P Global Ratings believes
there is a high degree of unpredictability around policy
implementation by the U.S. administration and possible
responses--specifically with regard to tariffs--and the potential
effect on economies, supply chains, and credit conditions around
the world. As a result, our baseline forecasts carry a significant
amount of uncertainty. As situations evolve, we will gauge the
macro and credit materiality of potential and actual policy shifts
and reassess our guidance accordingly.

"The stable outlook reflects our expectations that Asmodee will be
able to execute its growth strategy, by leveraging the IP of its
published games and integrating bolt-on acquisitions, such that
over the next 12-18 months, S&P Global Ratings-adjusted EBITDA will
remain stable at about EUR190 million-EUR200 million, with an S&P
Global Ratings-adjusted leverage at about 3.0x, FFO to debt
reaching 20% by 2026, and FOCF after leases at about EUR60 million
over the same period."

S&P could lower the rating on Asmodee if:

-- Adjusted debt to EBITDA approaches 4.0x;

-- FFO to debt fails to reach 20%; or

-- FOCF after leases materially weakens compared to our
expectations.

This could happen, for example, if changes in demand trends of key
products, significant competition, loss of key licensing agreement,
or material supply chain disruptions cause the group to
underperform our base case.

S&P said, "We would also lower the rating if we were to observe
material deviations from the group's current financial policy
commitment, for example if the company financed new acquisitions or
shareholders distributions through increasing debt in a marked
departure from our expectations.

"We could raise the rating if Asmodee significantly outperforms our
current base case, increasing the scale of its operations, while
improving its profitability materially. Under this scenario, S&P
Global Ratings-adjusted credit measures would sustainably
strengthen such that debt to EBITDA reduce to below 3.0x, FFO to
debt above 30%, and FOCF substantially exceeds our forecasts,
ensuring greater financial flexibility to support bolt-on
acquisitions and future shareholder distributions."


FCT PONANT 1: Fitch Assigns 'BB+' Final Rating to Class F Notes
---------------------------------------------------------------
Fitch Ratings has assigned FCT PONANT 1 final ratings, as listed
below.

   Entity/Debt           Rating             Prior
   -----------           ------             -----
FCT Ponant 1


   A FR001400UY00    LT AAAsf  New Rating   AAA(EXP)sf
   B FR001400UXR3    LT AAsf   New Rating   AA(EXP)sf
   C FR001400UY67    LT A+sf   New Rating   A+(EXP)sf
   D FR001400UY18    LT BBB+sf New Rating   BBB+(EXP)sf
   E FR001400UY26    LT BBB-sf New Rating   BB+(EXP)sf
   F FR001400UY34    LT BB+sf  New Rating   BB(EXP)sf
   G                 LT NRsf   New Rating   NR(EXP)sf

Transaction Summary

FCT PONANT 1 is a static securitisation of equipment lease
receivables originated in France by Leasecom. The portfolio
includes only operating leases without purchase options, granted to
French companies, professionals and public-sector entities. It is
the first public securitisation from Leasecom. All leases bear a
fixed interest rate. The notes are not collateralised by the
residual value of the leased assets.

KEY RATING DRIVERS

Obligor Credit Risk: Fitch has assumed a default base case of 7.5%.
This is slightly above Leasecom's historical performance levels, as
more recent vintages suggest a likely plateau above the levels
already seen. The default rates are slightly lower than in recent
peer transactions, reflecting that corporate customers are included
in the pool, which have lower default rates than retail customers.

Limited Recoveries: The historical recovery rates for Leasecom are
lower than is typical for equipment lease portfolios. On average,
less than 5% of the recoveries on defaulted leases come from the
sale of the underlying asset, due to the low level of repossessions
carried out by Leasecom. The recovery rate base case is
consequently more in line with those for unsecured consumer
products as the main recourse is to the lessee and not to the
equipment.

Static Portfolio Limits Risk: The notes will amortise from closing,
limiting their exposure to the economic cycle, and increasing
credit enhancement as the transaction deleverages. The pace of
deleveraging will be supported by the short weighted average life
of the portfolio of 22 months, assuming a 4% base-case prepayment
rate.

Moderate Portfolio Concentration: Obligor concentrations are higher
than in a typical EMEA ABS pool, due to the commercial nature of
the lessees. The largest obligor comprises 1.5% of the total pool
balance. To capture concentration risk, Fitch supplemented its
consumer ABS approach with an analysis under its SME CLO Criteria
for deriving default multiple assumptions. This resulted in default
levels consistent with those derived under the consumer ABS
approach.

Servicing Continuity Risk Addressed: The credit risk of the
obligors as well as Leasecom being a new participant in the ABS
market increases the complexity of finding replacement servicers.
However, Fitch views the risk as adequately mitigated by the
presence of a back-up servicer and the availability of liquidity to
ensure timely payments on the notes during the transition period.

Final Pricing: The notes were priced at lower margins than those
provided to Fitch for assigning the expected ratings. This led to
final ratings on the class E and F notes that are one notch higher
than the expected ratings.

RATING SENSITIVITIES

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

Long-term asset performance deterioration, such as increased
defaults and decreased recoveries, which could be driven by changes
in portfolio characteristics, macroeconomic conditions, business
practices, credit policy or legislation, would contribute to
unfavourable revisions of Fitch's asset assumptions that could
negatively affect the notes' ratings.

Rating sensitivity to increased default rates (class A/B/C/D/E/F):

Increase base case defaults by 10%:
'AA+sf'/'AA-sf'/'Asf'/'BBB+sf'/'BB+sf'/'BBsf'

Increase base case defaults by 25%:
'AAsf'/'A+sf'/'A-sf'/'BBBsf'/'BBsf'/'BBsf'

Increase base case defaults by 50%:
'A+sf'/'A-sf'/'BBBsf'/'BB+sf'/'B+sf'/'B-sf'

Rating sensitivity to reduced recovery rates (class A/B/C/D/E/F):

Reduce base case recovery by 10%:
'AA+sf'/'AAsf'/'A+sf'/'BBB+sf'/'BBB-sf'/'BB+sf'

Reduce base case recovery by 25%:
'AA+sf'/'AAsf'/'A+sf'/'BBB+sf'/'BB+sf'/'BB+sf'

Reduce base case recovery by 50%:
'AA+sf'/'AA-sf'/'Asf'/'BBBsf'/'BB+sf'/'BBsf'

Rating sensitivity to increased default rates and reduced recovery
rates (class A/B/C/D/E/F):

Increase base case defaults by 10%, reduce recovery rate by 10%:
'AA+sf'/'AA-sf'/'Asf'/'BBBsf'/'BB+sf'/'BBsf'

Increase base case defaults by 25%, reduce recovery rate by 25%:
'AAsf'/'A+sf'/'A-sf'/'BBB-sf'/'BBsf'/'B+sf'

Increase base case defaults by 50%, reduce recovery rate by 50%:
'Asf'/'BBB+sf'/'BBB-sf'/'BBsf'/'CCCsf'/'NRsf'

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

The class A notes cannot be upgraded as they are rated 'AAAsf', the
highest level on Fitch's rating scale. A decrease in defaults and
increase in recoveries by 25% would have a positive impact of up to
one rating category for the other notes.

Rating sensitivity to reduced default rates and increased recovery
rates (class A/B/C/D/E/F):

Decrease base case defaults by 10%, increase recovery rate by 10%:
'AAAsf'/'AA+s'/'AA-sf'/'Asf'/'BBBsf'/'BBB-sf'

Decrease base case defaults by 25%, increase recovery rate by 25%:

'AAAsf'/'AAAsf'/'AA+sf'/'A+sf'/'A-sf'/'BBB+sf'

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

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

DATA ADEQUACY

FCT Ponant 1

Fitch reviewed the results of a third party assessment conducted on
the asset portfolio information, and concluded that there were no
findings that affected the rating analysis.

Fitch conducted a review of a small targeted sample of the
originator's origination files and found the information contained
in the reviewed files to be adequately consistent with the
originator's policies and practices and the other information
provided to the agency about the asset portfolio.

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

ESG Considerations

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

SPIE SA: Fitch Affirms 'BB+' Long-Term IDR, Alters Outlook to Pos.
------------------------------------------------------------------
Fitch Ratings has revised the Rating Outlook for technical services
provider SPIE SA's Long-Term Issuer Default Rating (IDR) to
Positive from Stable and affirmed SPIE's Long-Term IDR and senior
unsecured rating at 'BB+'. The Recovery Rating remains at 'RR4'.

The Outlook revision reflects Fitch's expectations of an
improvement in SPIE's Fitch-defined EBITDA gross leverage to well
below 3.0x across 2025-2028 (3.1x at end-2025). This will primarily
result from robust revenue and EBITDA growth while FCF remains
close to 3% of revenues. The ratings might be upgraded if SPIE
demonstrates sustainability of these trends and maintains leverage
well within its target, assuming a continued shareholder
distribution policy and FCF-funded acquisitions to support growth.
However, a large, debt-funded acquisition may remove the rating
upside.

The rating is supported by a strong business profile benefiting
from good market position and high exposure to structural
investments into energy transition, providing recurring earnings
generation.

Key Rating Drivers

Leverage Sustainably Improved: Fitch expects continuous improvement
in EBITDA gross leverage to 2.6x at end-2025 and a further decrease
to 2.0x at end-2028, well below a peak of 5.6x at end-2020 and in
line with positive rating sensitivities. This will primarily result
from robust EBITDA growth to above EUR800 million in 2025-26,
fueled by 6%-7% revenue growth and slight margin improvement. Fitch
has revised the leverage rating sensitivities up by 0.5x in view of
the company's stronger business profile (demonstrated by continued
growth and margin expansion) and updated peer comparison.

Focus on Financial Policy: Fitch views SPIE's financial policy as
achievable and supportive of the rating. This includes its
commitment to maintain company-defined EBITDA net leverage below 2x
(even in the case of a large debt-funded acquisition), an EBITA
margin target of at least 7.7% by 2028 and a stable dividend policy
at 40% of adjusted net income (all company-defined). The recently
announced share buybacks are only intended to counter the dilutive
effect of SPIE's employee shareholding plan. Rating upside would be
supported by SPIE remaining well within its maximum leverage.

Strong FCF Generation: Fitch forecasts FCF margins of 3% in the
medium term. This is supported by minimal working-capital changes,
an asset-light business profile requiring low capex spending
(around 1% of revenue) and stable dividend payouts. Fitch expects
SPIE to allocate excess cash flow partly to bolt-on acquisitions
and dividends while retaining a fairly high cash balance over the
forecast period. Fitch does not assume debt repayment, while the
share buyback program will be limited to the scale of new shares
acquired by the employees.

Ongoing Acquisitions: Fitch expects SPIE to remain acquisitive with
several bolt-on acquisitions each year. Acquisitions expand its
service offering in industrial decarbonization, data centers,
solar/wind power installations, IT infrastructure, robotics and
automation technologies. Fitch assumes a 7x-8x EBITA acquisition
multiple and anticipates that acquisitions will fit into SPIE's
long-term strategy of enhancing its local presence and
consolidating its leadership positions in its key markets.
Execution risk is moderate given that SPIE has made more than 158
acquisitions since 2006 while continuing to see profitability and
working-capital improvements in a decentralized organizational
framework.

Resilient Performance Through the Cycle: SPIE's business model has
shown its resilience during the pandemic in 2020 and the inflation
spike in 2022 with stable revenue growth, continuous EBITDA margin
improvement, FCF margins of 3% and declining leverage. Demand for
the company's services has accelerated due to a stronger focus on
the shift in energy mix in Europe. SPIE generates more than 2/3 of
its revenue from recurring service contracts. Its short-term
contract structure, pricing mechanism, tight cost control and
disposal of its least profitable UK mobile business allow for
profitability improvement despite inflation.

Moderate Geographical Diversification: SPIE is the European leader
(along with Vinci Energies and Engie Services) in technical
services. Its strongest presence is in France (around 34% of
revenue), Germany (33%) and Northwestern Europe (20%). Despite the
European focus, the company's diversification benefits from a
number of end markets and low customer concentration risk, as no
customer contributes more than 10% of revenues while the top 10
customers generated around 18% of revenues for 2024.

Peer Analysis

Good scale and market positions, adequate geographical and
end-market diversification, and a strong base of diverse,
high-profile customers support SPIE's ratings. These factors are
adequate to strong for the rating and exceed that of smaller peers
that are more focused on one service, end market or single country,
such as France-based Circet Europe SAS (Circet; B+/Stable),
operating mainly domestically, Sweden-based Polygon Group AB
(B/Stable), concentrated on insurance companies, or Assemblin
Caverion Group AB (Assemblin, B/Stable). However, SPIE has exposure
to cyclical end markets such as oil and gas, which comprise 3% of
the business.

Customer diversification is strong, as the group's 10 largest
clients account for around 18% of sales and many of its customers
are large multinationals. This compares well with direct peers that
offer technical infrastructure and engineering services (such as
Circet) but generate significant revenue streams from their largest
customers. SPIE has an acquisitive growth strategy like many of its
peers that operate in fragmented industries such as Circet,
Polygon, Assemblin or VDK Groep B.V., but SPIE benefits from much
lower leverage.

SPIE's EBITDA gross and net leverage ratios of 2.6x at end-2025
(trending toward 2.0x by end-2028) and 2.0x (trending toward 1.3x
by end-2028), respectively, over the forecast period are in line
with or stronger than that of Sodexo SA's (BBB+/Stable) gross and
net leverage ratios of 2.5x and 1.9x, respectively, or Rentokil
Initial Plc's (Rentokil; BBB/Stable) gross and net leverage ratios
of 3.8x and 2.8x, respectively. However, Sodexo and Rentokil
benefit from broader geographical diversification.

Key Assumptions

- 6%-7% revenue growth per year over 2025-2028, broadly evenly
split between organic and acquisition growth;

- Fitch-defined EBITDA margin improving to around 7.5% in 2025
gradually increasing toward 8% in 2028 (2024: 7.2%);

- Capex at 0.9% of revenue in 2025-2028;

- Dividends averaging EUR225 million a year over 2025-2028;

- Acquisitions of around EUR260 million annually in 2025-2028;

- Refinancing of the EUR600 million 2026 notes in Q2 2025.

RATING SENSITIVITIES

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

- EBITDA margin below 6%;

- EBITDA gross leverage above 4.0x (revised from 3.5x);

- Aggressive shareholder distribution or debt-funded acquisitions
leading to EBITDA net leverage above 3.0x (revised from 2.5x);

- FCF margins below 2%;

- Increased onboarding risk from acquisitions resulting in weaker
profitability.

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

- EBITDA above EUR750 million;

- EBITDA gross leverage below 3.0x (revised from 2.5x);

- EBITDA net leverage below 2.0x (revised from 1.5x);

- FCF margins above 3% on a sustained basis.

Liquidity and Debt Structure

At end-2024, SPIE's available liquidity sources were composed of a
Fitch-adjusted EUR514 million readily available cash balance (after
deduction of EUR200 million Fitch-defined restricted cash due to WC
volatility) and a EUR1 billion undrawn revolving credit facility
(RCF) due in October 2029. Fitch forecasts an FCF margin of 3.2% in
2025, oscillating close to the 3.0% level in 2026-2028, with
2024-2028 FCF generation of EUR1.4 billion. This will be supported
by low capex and well-managed working capital, which are partially
offset by dividend distributions (40% of net income). Fitch
continues to view the current M&A strategy based on small bolt-on
acquisitions as neutral to SPIE's liquidity position.

SPIE has no significant maturities until June 2026 when its EUR600
million notes are due. Fitch believes the robust credit metrics
(especially low leverage and stable FCF generation) will support
the refinancing process. The receivables securitization program has
been recently renewed, now standing at EUR300 million and maturing
in June 2027.

Issuer Profile

SPIE is a leading independent pan-European provider of
multi-technical services including electrical, mechanical, HVAC
(heating, ventilation and air conditioning), ICT (information and
communications technology), technical facility management, and
specialized energy-related services.

MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS

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

ESG Considerations

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

   Entity/Debt              Rating         Recovery   Prior
   -----------              ------         --------   -----
SPIE SA               LT IDR BB+  Affirmed            BB+

   senior unsecured   LT     BB+  Affirmed   RR4      BB+



=============
G E R M A N Y
=============

ASTERIX HOLDCO: S&P Affirms 'B+' ICR on Dividend Recapitalization
-----------------------------------------------------------------
S&P Global Ratings affirmed the long-term issuer credit rating on
Asterix HoldCo GmbH at 'B+'. At the same time, S&P assigned a 'B+'
issue-level rating and a '3' recovery rating (recovery expectation:
55%) to the proposed EUR600 million term loan B.

The negative outlook reflects a limited track record of recurring
positive free operating cash flow (FOCF) generation in the past
three years and execution risks associated with the group's growth
plan. This could result into higher than expected FOCF volatility
than currently anticipated and failure to post improvement in FOCF
to debt toward 10%, which S&P deems commensurate with the 'B+'
rating on Asterix.

S&P Global Ratings-adjusted debt to EBITDA will be 3.7x in 2025 due
to dividend recapitalization, up from 2.3x in 2024. Asterix plans
to raise EUR600 million to refinance the existing EUR300 million
term loan B, pay a EUR200 million extraordinary dividend, and fund
EUR90 million to support the cash portion of the ~70% stake
acquisition in Raw/BUM Energy, a fast-growing U.S. sports nutrition
company. S&P said, "The proposed transaction, which will increase
Asterix's financial debt by EUR300 million, represents a deviation
from our previously expected deleveraging trajectory of the group.
On the other side, we believe this level of S&P Global
Ratings-adjusted leverage of 3.7x in 2025 is consistent with the
historical financial policy implemented by the sponsor CVC. We
believe that the limited track record of the group to sustainably
post positive FOCF generation is a constraint. The group drew on
its revolving credit facility (RCF) in 2022 and 2023 for liquidity
purposes and generated negative FOCF of about EUR5 million in 2023,
which since then has turned positive to more than EUR50 million in
2024 because of a recovery in profitability and effective working
capital management. We see execution risk associated with the
ambitious growth plan, mainly related to the acceleration into
business to business (B2B), that has a different competitive
landscape and working capital requirements than direct to consumer
(D2C) as well as growth in international markets, which could lead
to some deviation from our current base case, which expects FOCF to
debt exceeding 10% by 2026."

S&P said, "We expect S&P Global Ratings-adjusted EBITDA margin to
increase to 18.6% in 2025 from 17% in 2024 on the back of
efficiency measures, operating leverage and lower fulfilment costs.
In 2024, the group posted revenue growth of 20.3%, to EUR822
million, with preliminary S&P Global Ratings-adjusted EBITDA
increasing to EUR140 million from EUR85 million in 2023 as the
group effectively managed its fixed-costs, marketing expense and
lower exceptional costs. The revenue growth was supported by a
recovery in fourth quarter of 2024 performance, on the back of very
weak 2023 performance, which was also affected by social media
issues at More Nutrition and write offs. We understand the group
has addressed concerns around internal controls, and we anticipate
that the company has strengthened its market position. Underlying
industry growth prospects are supportive in the sports nutrition
market at about 5% per year (over 2025-2027, according to
Euromonitor), and we expect the group could outperform the market
with higher growth of 11.2% in 2025 and 8.7% in 2026 as it
accelerates its growth in B2B and new international markets, like
The Netherlands and UK. We believe EBITDA margins in 2025 are
supported by favorable product mix and continued rollout of the B2B
sales channel, that has become margin accretive in 2024, but could
be constrained by volatile raw material prices. In 2026, we expect
the company can realize further cost savings, mainly from lower
fulfilment costs, as it will finalize investments in a production
facility and its automated warehouse in 2025, leading to a S&P
Global Ratings-adjusted EBITDA of about EUR200 million (19.9%
margin)."

The acquisition of a majority stake in the sports nutrition company
RAW/Bum Energy in the U.S. so far has a neutral impact on our
ratings on Asterix. CVC aims to purchase a ~70% stake in the
fast-growing U.S. sports nutrition company RAW/BUM Energy. The
target is expected to have achieved revenue of $127 million and
company-adjusted EBITDA of $16 million in 2024, doubling from 2023
thanks to the entry into the Food, Drug, Mass, and Club (FDMC)
market. The company will be consolidated under LuxCo 4 (Asterix
Investments S.a.r.l. – not rated), Asterix Holdco GmbH's
immediate parent, and will not be part of the restricted bank
group. S&P said, "Under our current analysis, we do not include the
U.S. operations in Asterix's Holdco GmbH's adjusted credit metrics
but we assess that the creditworthiness of the wider group would
not differ from Asterix given the current limited size of the U.S.
business and the financial-sponsor ownership. We will continue to
monitor the performance of the wider group and the ability of the
U.S. business to self-fund its growth ambition. Under our base
case, we do not expect any cash leakage from Asterix's group to
fund the U.S. operations, earn outs, or minority interest
purchases. Further, we understand that there is an undertaking for
the U.S. business to provide excess cash back into the restricted
group in proportion to CVC's ownership."

Asterix has a narrow focus in the highly competitive and fragmented
nutritional snacking category that is susceptible to changing
consumer preferences. S&P said, "We continue to expect that Asterix
benefits from underlying market trends toward sugar replacement and
high protein products and that the group can improve its
profitability with operating efficiency measures despite growth of,
in our view, margin-dilutive international D2C segments. That said,
Asterix operates in a market with attractive growth prospects, and
we deem that its success is supported by its community leader
model, providing nutrition guidance and consumption routines to its
followers and flavor and product innovation, such as clear whey,
protein iced coffees, protein puddings or ready to drink (RTD)
products. Barriers to entry are therefore low and a failure to
innovate and retain the attention of its consumer base could result
in lower retention. We also believe that over the past two years
high protein product offerings at food retailers have increased in
Germany, including own brand products, which have a lower price
point, that could result in downtrading or an inability of the
group to pass on volatile raw material prices."

The group's high growth ambition in a competitive market and
reliance on the community leader model can result in earnings
volatility. Between 2021 and 2023, revenue tripled to EUR683
million from EUR199 million at the same time S&P Global
Ratings-adjusted EBITDA margin declined from 34.1% to just 12.4% in
2023 with a recovery to 17% in 2024. S&P said, "We therefore are
cautious about the company's very ambitious growth aspirations in
The Netherlands, Belgium, the U.K., and other potential market
entries in Spain, Italy, and Poland because expansions can result
in exceptional expenses and higher-than-anticipated marketing and
fulfillment expense if growth aspirations are not achieved. We also
believe that businesses relying on social media for the
distribution of their product are exposed to a virality phenomenon
that can greatly boost sales but also translate into rapid erosion
if the products sold become badly perceived, for example, due to
the behavior of key community leaders. We understand the group's
increasing diversity of its community leaders and policies in place
to mitigate negative halo effects aim to preserve its brand equity.
The company has reduced the reliance somewhat, with 77% of revenue
being generated by D2C in 2024. We expect material growth in the
B2B space that is margin accretive, but also more competitive,
reflected by price sensitive consumers. The U.S. acquisition adds
another layer of complexity, where the group is competing with
well-capitalized rated peers such as Simply Good Foods (BB-/STA) or
BellringBrands (BB-/STA)."

The negative outlook reflects a limited track record of recurring
positive free operating cash flow (FOCF) generation in the past
three years and execution risks associated with the group's growth
plan. This could result into higher than expected FOCF volatility
than currently anticipated and failure to post improvement in FOCF
to debt toward 10%, which S&P deems commensurate with the 'B+'
rating on Asterix

S&P could lower the rating if the group did not perform according
to our expectations, because of, for example, social media turmoil,
a loss of key community leaders or market share, or a more
aggressive financial policy leading to debt-financed distributions
. Specifically, S&P could lower its rating if:

-- S&P Global Ratings-adjusted debt to EBITDA approached 5x, or
S&P Global Ratings-adjusted FOCF deteriorated such that FOCF to
debt approached 5% or

-- S&P was to observe a weakening liquidity profile.

S&P could revise the outlook to stable if the group achieved a
track record of profitable growth across sales channels and regions
without major operational challenges, thereby improving scale and
diversification, and showcased its ability to adapt to the ongoing
changes in customer demand. Under these scenarios, S&P would
require:

-- S&P Global Ratings-adjusted FOCF to debt approaching 10%; and

-- S&P Global Ratings-adjusted debt to EBITDA remaining at least
at about 4x; and

-- Liquidity remaining adequate

In line with such expectations, S&P would require a clear view of
the overall group's creditworthiness, including Asterix Investments
and the U.S. operations.



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

ARBOUR CLO XIV: Fitch Assigns 'B-(EXP)sf' Rating to Class F Notes
-----------------------------------------------------------------
Fitch Ratings has assigned Arbour CLO XIV DAC notes expected
ratings. The assignment of final ratings is contingent on the
receipt of final documents conforming to information already
reviewed.

   Entity/Debt              Rating           
   -----------              ------           
Arbour CLO XIV DAC

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

Transaction Summary

Arbour CLO XIV DAC is a securitisation of mainly senior secured
obligations (at least 90%) with a component of senior unsecured,
mezzanine, second-lien loans, first-lien last-out loans and
high-yield bonds. Note proceeds will be used to fund a portfolio
with a target par of EUR450 million. The portfolio is managed by
Oaktree Capital Management (UK) LLP. The CLO has a five-year
reinvestment period and a nine-year weighted average life (WAL)
test.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors as in the 'B' category. The
Fitch weighted average rating factor of the identified portfolio is
24.1.

High Recovery Expectations (Positive): At least 90% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 61.8%.

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

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

Cash Flow Modelling (Positive): The WAL used for the transaction's
stress portfolio and matrices analysis is 12 months less than the
WAL covenant. This is to account for structural and reinvestment
conditions after the reinvestment period, including the
overcollateralisation test and the Fitch 'CCC' limitation test
passing after reinvestment. Fitch believes these conditions will
reduce the effective risk horizon of the portfolio during the
stress period.

RATING SENSITIVITIES

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

An increase of the default rate (RDR) at all rating levels in the
identified portfolio by 25% of the mean RDR and a decrease of the
recovery rate (RRR) by 25% at all rating levels would lead to a
one-notch model-implied downgrade for the class C notes and have no
impact on the other notes.

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

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

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

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

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

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

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

DATA ADEQUACY

Arbour CLO XIV DAC

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

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

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

ESG Considerations

Fitch does not provide ESG relevance scores in relation to Abour
CLO XIV DAC.

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

ARES EUROPEAN XXI: Fitch Assigns 'B-sf' Final Rating to Cl. F Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Ares European CLO XXI DAC debt final
ratings, as detailed below.

   Entity/Debt              Rating             Prior
   -----------              ------             -----
Ares European
CLO XXI DAC

   A-L                  LT AAAsf  New Rating   AAA(EXP)sf

   A-N XS2988590506     LT AAAsf  New Rating   AAA(EXP)sf

   B XS2988590761       LT AAsf   New Rating   AA(EXP)sf

   C XS2988590928       LT Asf    New Rating   A(EXP)sf

   D XS2988591140       LT BBB-sf New Rating   BBB-(EXP)sf

   E XS2988591496       LT BB-sf  New Rating   BB-(EXP)sf

   F XS2988591652       LT B-sf   New Rating   B-(EXP)sf

   Subordinated
   Notes XS2988591819   LT NRsf   New Rating   NR(EXP)sf

Transaction Summary

Ares European CLO XXI DAC is a securitisation of mainly senior
secured obligations (at least 90%) with a component of senior
unsecured, mezzanine, second-lien loans and high-yield bonds. Note
proceeds have been used to fund a portfolio with a target par of
EUR425 million. The portfolio is actively managed by Ares
Management Limited.

The collateralised loan obligation (CLO) has a reinvestment period
of about 4.6 years and a 7.6-year weighted average life (WAL) test
at closing. The transaction can extend the WAL by one year on or
after the step-up date, which is one year after closing, subject to
conditions.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch places the
average credit quality of obligors at 'B'/'B-'. The Fitch weighted
average rating factor (WARF) of the identified portfolio is 25.

High Recovery Expectations (Positive): At least 90% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate (WARR) of the identified portfolio is 62.1%.

Diversified Asset Portfolio (Positive): The transaction includes
two matrices that are effective at closing and two forward matrices
that are effective six months after closing. Each set has
fixed-rate limits of 2.5% and 10%. The manager can switch to the
forward matrices if the portfolio balance (with defaults at the
Fitch-calculated collateral value) is greater than, or equal to,
the reinvestment target par balance.

The transaction includes various concentration limits in the
portfolio, including a top 10 obligor concentration limit at 16%
and a maximum exposure to the three-largest Fitch-defined
industries at 40%. These covenants ensure the asset portfolio will
not be exposed to excessive concentration.

WAL Step-Up Feature (Neutral): The transaction can extend the WAL
by one year on or after the step-up date, which is one year after
closing. The WAL extension is subject to the collateral quality
tests being passed and the collateral principal amount (defaults at
Fitch-calculated collateral value) being at least equal to the
reinvestment target par balance. If the WAL extension occurs before
18 months after closing, the manager will apply the closing
matrices and is allowed to switch to the forward matrices only
after this period.

Portfolio Management (Neutral): The transaction has a reinvestment
period of about 4.6 years and includes reinvestment criteria
similar to those of other European transactions. Fitch's analysis
is based on a stressed-case portfolio with the aim of testing the
robustness of the transaction structure against its covenants and
portfolio guidelines.

Cash Flow Modelling (Positive): The WAL used for the transaction's
Fitch-stressed portfolio analysis was reduced by 12 months. This is
to account for the strict reinvestment conditions envisaged after
the reinvestment period. These include passing the coverage tests
and the Fitch 'CCC' maximum limit after reinvestment and a WAL
covenant that progressively steps down over time after the end of
the reinvestment period. In Fitch's opinion, these conditions would
reduce the effective risk horizon of the portfolio during stress
periods.

RATING SENSITIVITIES

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

A 25% increase of the mean default rate (RDR) and a 25% decrease of
the recovery rate (RRR) across all ratings of the identified
portfolio would lead to downgrades of no more than one notch each
for the class C and D notes, and would have no impact on all other
tranches.

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

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

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

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

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

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

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

DATA ADEQUACY

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

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

ESG Considerations

Fitch does not provide ESG relevance scores for Ares European CLO
XXI DAC.

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

CANYON EURO 2025-1: S&P Assigns Prelim B- (sf) Rating to F Notes
----------------------------------------------------------------
S&P Global Ratings assigned its preliminary credit ratings to
Canyon Euro CLO 2025-1 DAC's class A to F European cash flow CLO
notes and class A Loan. At closing, the issuer will issue unrated
class Z notes and subordinated notes.

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

The portfolio's reinvestment period will end 4.5 years after
closing, while the noncall period will end 1.5 years after
closing.

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

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

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

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

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

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

  Portfolio benchmarks

  S&P Global Ratings' weighted-average rating factor    2,820.14
  Default rate dispersion                                 486.77
  Weighted-average life (years)                             4.49
  Weighted-average life (years) extended
  to cover the length of the reinvestment period            4.50
  Obligor diversity measure                               137.06
  Industry diversity measure                               23.43
  Regional diversity measure                                1.24

  Transaction key metrics

  Portfolio weighted-average rating
  derived from S&P's CDO evaluator                             B
  'CCC' category rated assets (%)                           1.44
  Actual 'AAA' weighted-average recovery (%)               37.35
  Actual weighted-average spread (net of floors; %)         3.95

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

"In our cash flow analysis, we used the EUR425 million target par
amount, the covenanted weighted-average spread (3.85%), the
covenanted weighted-average coupon (4.00%), and the covenanted
portfolio weighted-average recovery rates for the class A Loan and
all rated notes. We applied various cash flow stress scenarios,
using four different default patterns, in conjunction with
different interest rate stress scenarios for each liability rating
category.

"Until the end of the reinvestment period on Sept. 26, 2029, the
collateral manager may substitute assets in the portfolio for so
long as our CDO Monitor test is maintained or improved in relation
to the initial ratings on the loan and notes. This test looks at
the total amount of losses that the transaction can sustain as
established by the initial cash flows for each rating, and compares
that with the current portfolio's default potential plus par losses
to date. As a result, until the end of the reinvestment period, the
collateral manager may through trading deteriorate the
transaction's current risk profile, if the initial ratings are
maintained.

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

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

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

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

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

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

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

Environmental, social, and governance

S&P said, "We regard the exposure to environmental, social, and
governance (ESG) credit factors in the transaction as being broadly
in line with our benchmark for the sector. Primarily due to the
diversity of the assets within CLOs, the exposure to environmental
credit factors is viewed as below average, social credit factors
are below average, and governance credit factors are average. For
this transaction, the documents prohibit or limit assets from being
related to certain industries. Since the exclusion of assets from
these industries does not result in material differences between
the transaction and our ESG benchmark for the sector, no specific
adjustments have been made in our rating analysis to account for
any ESG-related risks or opportunities."

  Ratings

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

  A       AAA (sf)    231.00     38.00 Three/six-month EURIBOR
                                          plus 1.28%

  A Loan  AAA (sf)     32.50     38.00 Three/six-month EURIBOR
                                          plus 1.28%

  B       AA (sf)      46.75     27.00 Three/six-month EURIBOR
                                          plus 1.80%

  C       A (sf)       25.50     21.00 Three/six-month EURIBOR
                                          plus 2.10%

  D       BBB- (sf)    29.75     14.00 Three/six-month EURIBOR
                                          plus 2.95%

  E       BB- (sf)     19.13      9.50 Three/six-month EURIBOR
                                          plus 4.95%

  F       B- (sf)      12.75      6.50 Three/six-month EURIBOR
                                          plus 7.61%

  Z       NR           10.00       N/A    N/A

  Sub. Notes   NR      34.30       N/A    N/A

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

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

CAPITAL FOUR I: Fitch Assigns 'B-sf' Final Rating to Cl. F-R Notes
------------------------------------------------------------------
Fitch Ratings has assigned Capital Four CLO I DAC - RESET's notes
final ratings, as detailed below.

   Entity/Debt                     Rating           
   -----------                     ------           
Capital Four
CLO I DAC - RESET

   A-R XS3010566480            LT AAAsf  New Rating
   B-1-R XS3010566647          LT AAsf   New Rating
   B-2-R XS3010566993          LT AAsf   New Rating
   C-R XS3010567298            LT Asf    New Rating
   D-R XS3010567538            LT BBB-sf New Rating
   E-R XS3010567884            LT BB-sf  New Rating
   F-R XS3010568189            LT B-sf   New Rating
   Subordinated XS2066908794   LT NRsf   New Rating

Transaction Summary

Capital Four CLO I DAC is a securitisation of mainly senior secured
loans (at least 90%) with a component of senior unsecured,
mezzanine, and second-lien loans. The note proceeds have been used
to redeem all existing notes, apart from the subordinated notes and
fund an identified portfolio with a target par of EUR375 million.
The portfolio is managed by Capital Four CLO Management K/S and
Capital Four Management Fondsmæglerselskab A/S. The CLO envisages
a 4.5-year reinvestment period and an 8.5-year weighted average
life (WAL).

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'/ 'B-'. The Fitch weighted
average rating factor of the identified portfolio is 25.68.

Strong Recovery Expectation (Positive): At least 90% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 62.8%

Diversified Portfolio (Positive): The transaction has two matrices
effective at closing corresponding to the 10 largest obligors at
20% of the portfolio balance and fixed-rate asset limits at 5% and
10%. It has also two forward matrices corresponding to the same top
10 obligors and fixed-rate asset limits, which will be effective
one-year post closing, provided that the collateral principal
amount (defaults at Fitch-calculated collateral value) will be at
least at the reinvestment target-par balance.

The transaction also includes various concentration limits,
including exposure to the three largest (Fitch-defined) industries
in the portfolio at 40%. These covenants ensure that the asset
portfolio will not be exposed to excessive concentration.

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

Cash Flow Modelling (Neutral): The WAL used for the Fitch-stressed
portfolio and matrices analysis is 12 months less than the WAL
covenant to account for structural and reinvestment conditions
after the reinvestment period, including the satisfaction of the
over-collateralisation test and Fitch 'CCC' limit, together with a
consistently decreasing WAL covenant. In Fitch's opinion, these
conditions reduce the effective risk horizon of the portfolio
during the stress period.

RATING SENSITIVITIES

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

A 25% increase of the mean default rate (RDR) across all ratings
and a 25% decrease of the recovery rate (RRR) across all ratings of
the identified portfolio would result in downgrades of up to one
notch for the class C to E notes and to below 'B-sf' for the class
F notes.

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

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

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

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

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

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

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

DATA ADEQUACY

Capital Four CLO I DAC - RESET

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

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

ESG Considerations

Fitch does not provide ESG relevance scores for this transaction.

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

HARVEST CLO XXXIV: Fitch Assigns 'B-sf' Final Rating to Cl. F Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Harvest CLO XXXIV DAC's notes final
ratings, as detailed below.

   Entity/Debt               Rating             Prior
   -----------               ------             -----
Harvest CLO XXXIV DAC

   A-1 XS2988667734      LT AAAsf  New Rating   AAA(EXP)sf

   A-2 XS2988667650      LT AAAsf  New Rating   AAA(EXP)sf

   B-1 XS2988667577      LT AAsf   New Rating   AA(EXP)sf

   B-2 XS2988667908      LT AAsf   New Rating   AA(EXP)sf

   C XS2988668039        LT Asf    New Rating   A(EXP)sf

   D XS2988667817        LT BBB-sf New Rating   BBB-(EXP)sf

   E XS2988668112        LT BB-sf  New Rating   BB-(EXP)sf

   F XS2988668385        LT B-sf   New Rating   B-(EXP)sf

   Subordinated Notes
   XS2988671504          LT NRsf   New Rating   NR(EXP)sf

Transaction Summary

Harvest CLO XXXIV DAC is a securitisation of mainly (at least 96%)
senior secured obligations with a component of senior unsecured,
mezzanine, second lien loans and high-yield bonds. Note proceeds
have been used to purchase a portfolio with a target par of EUR450
million. The portfolio is actively managed by Investcorp Credit
Management EU Limited. The CLO has a reinvestment period of 4.6
years and a 7.5-year weighted average life (WAL) test.

KEY RATING DRIVERS

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

High Recovery Expectations (Positive): At least 96% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 60.1%.

Diversified Portfolio (Positive): The transaction includes four
Fitch test matrices, two of which are effective at closing. Closing
matrices correspond to a top 10 obligor concentration limit of 20%,
fixed-rate obligation limits at 5% and 10%, and a 7.5-year WAL
covenant. It has two forward matrices corresponding to the same top
10 obligors and fixed-rate asset limits, and a seven-year WAL
covenant.

The forward matrices will be effective half a year after closing or
18 months after closing if the WAL step-up occurs, provided the
aggregate collateral balance (defaults at Fitch-calculated
collateral value) is at least at the reinvestment target par
balance, among other things. The transaction also includes various
concentration limits, including maximum exposure to the three
largest Fitch-defined industries in the portfolio at 40%. These
covenants ensure that the asset portfolio will not be exposed to
excessive concentration.

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

WAL Step-Up Feature (Neutral): The transaction could extend the WAL
test by one year at the step-up date one year from closing if the
aggregate collateral balance (defaulted obligations at the lower of
Fitch and another rating agency's-calculated collateral value) is
at least at the reinvestment target par balance and if the
transaction is passing the collateral quality tests (including the
WAL), the coverage tests and the portfolio profile tests.

Cash Flow Modelling (Positive): The WAL used for the transaction's
stress portfolio and matrices analysis is 12 months shorter than
the WAL covenant, to account for structural and reinvestment
conditions after the reinvestment period, including the
overcollateralisation tests and Fitch's 'CCC' limitation passing
after reinvestment, among other things. In Fitch's opinion, these
conditions would reduce the effective risk horizon of the portfolio
during the stress period.

RATING SENSITIVITIES

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

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

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

Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded due to manager trading or
negative portfolio credit migration, a 25% increase of the mean RDR
and a 25% decrease of the RRR across all ratings of the
Fitch-stressed portfolio would lead to downgrades of up to five
notches for the class A-1 to E notes, and to below 'B-sf' for the
class F notes.

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

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

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

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

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

DATA ADEQUACY

Harvest CLO XXXIV DAC

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

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

ESG Considerations

Fitch does not provide ESG relevance scores for Harvest CLO XXXIV
DAC.

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

KINBANE 2025-RPL 1: S&P Assigns Prelim B- (sf) Rating to F Notes
----------------------------------------------------------------
S&P Global Ratings assigned its preliminary credit ratings to
Kinbane 2025-RPL 1 DAC's class A, B-Dfrd, C-Dfrd, D-Dfrd, E-Dfrd,
and F-Dfrd notes. At closing, Kinbane will also issue unrated class
RFN, Z1-Dfrd, Z2-Dfrd, and X notes.

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

The capital structure provides 30.71% of available credit
enhancement for the class A notes through subordination and the
non-liquidity reserve fund. A fully funded liquidity reserve fund
is available to meet revenue shortfalls on the class A notes, and
the non-liquidity reserve fund is available to meet revenue
shortfalls and provide credit enhancement to all rated notes.

Kinbane 2025-RPL 1 contains EUR430.2 million first-lien residential
mortgage loans located in Ireland. The loans were originated by
multiple lenders--primarily Permanent TSB PLC and GE Capital
Woodchester Home Loans Ltd. (GE Capital), which account for about
80% of the pool. The pool comprises 78.22% owner-occupied
properties, 16.41% buy-to-let loans, and 5.38% commercial loans.

This transaction is a straight refinancing of Shamrock Residential
2022-2 DAC, which we rated. The assets in the transaction are
backed by four separate purchased portfolios, which were originated
by multiple lenders mainly between 2003 and 2009. The loans in the
Bass portfolio (24.83% of the pool) were originated by Permanent
TSB PLC and the loans in the Prodigal portfolio (24.98% of the
pool) were originated by GE Capital and Leeds Building Society. The
Cannes (39.73% of the pool) and Peacock (10.46% of the pool)
portfolios aggregate assets from nine different originators.

The administrators, Mars Capital Finance Ireland DAC and Pepper
Finance Corporation (Ireland) DAC, are experienced servicers with
well-established and fully integrated servicing systems and
policies.

The application of principal proceeds is fully sequential. Credit
enhancement can therefore build up over time for the rated notes,
enabling the capital structure to withstand performance shocks.

S&P said, "The structure incorporates an arrears provisioning
mechanism rather than being linked solely to the loans' loss
status. We view this positively, given that any excess spread is
trapped as soon as the loan is in arrears rather than waiting until
the recovery process is completed. We have considered this feature
in our cash flow analysis."

The interest rate cap hedges exposure to liquidity risks in a
rising interest rate scenario.

Within the provisional pool, 37.87% of the loans are currently at
least one month in arrears, with 30.79% of these borrowers being
more than three months in arrears. Additionally, 41.27% are
interest-only loans or part-and-part loans. S&P has accounted for
this in its analysis.

  Preliminary ratings

  Class   Prelim. rating*   Prelim. class size (%)

  A            AAA (sf)       70.50
  B-Dfrd       AA (sf)         6.00
  C-Dfrd       A (sf)          3.50
  D-Dfrd§      BBB (sf)        3.25
  E-Dfrd§      BB (sf)         3.00
  F-Dfrd§      B- (sf)         3.00
  RFN          NR              1.42
  Z1-Dfrd      NR              4.50
  Z2-Dfrd      NR              1.00  
  X            NR               N/A
  Yield supplement
  overcollateralization (YSO)§   NR   5.25

*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 the other rated
notes. Its ratings on the class D-Dfrd, E-Dfrd, and F-Dfrd notes
also address the payment of interest based on the lower of the
stated coupon and the net weighted-average coupon.
§ The transaction will benefit from 5.25% overcollateralization at
closing that will support the available yield. The figures do not
show any credit that may accrue due to unused yield supplement
overcollateralization.
NR--Not rated.
N/A--Not applicable.
Dfrd--Deferrable.


SIGNAL HARMONIC IV: Fitch Assigns B-sf Final Rating to Cl. F Notes
------------------------------------------------------------------
Fitch Ratings has assigned Signal Harmonic CLO IV DAC final
ratings, as detailed below.

   Entity/Debt                  Rating             Prior
   -----------                  ------             -----
Signal Harmonic CLO IV DAC

   Class A XS2941364361     LT AAAsf  New Rating   AAA(EXP)sf

   Class B XS2941364528     LT AAsf   New Rating   AA(EXP)sf

   Class C XS2941364874     LT Asf    New Rating   A(EXP)sf

   Class D XS2941365095     LT BBB-sf New Rating   BBB-(EXP)sf

   Class E XS2941365251     LT BB-sf  New Rating   BB-(EXP)sf

   Class F XS2941365418     LT B-sf   New Rating   B-(EXP)sf

   Subordinated Notes
   XS2941366226             LT NRsf   New Rating   NR(EXP)sf

Transaction Summary

Signal Harmonic CLO IV DAC is a securitisation of mainly senior
secured obligations (at least 90%) with a component of senior
unsecured, second-lien loans and high-yield bonds. Note proceeds
have been used to redeem the existing notes (except the
subordinated notes) and to fund the existing portfolio with a
target par of EUR500 million.

The portfolio is actively managed by Signal Harmonic Limited and
the CLO has a five-year reinvestment period and a nine-year
weighted average life (WAL) test.

KEY RATING DRIVERS

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

High Recovery Expectations (Positive): At least 90% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 63.3%.

Diversified Portfolio (Positive): The transaction includes two
Fitch matrices effective at closing, corresponding to two
fixed-rate asset limits at 5% and 10% and a nine-year WAL. It has
two forward matrices corresponding to the same fixed-rate asset
limits but an 8-year WAL, which can be selected from one year after
closing subject to a par condition at the reinvestment target par
balance (RTPB). It has another two forward matrices, corresponding
to the same fixed-rate asset limits but a seven-year WAL, which can
be selected from two years after closing subject to a par condition
at the RTPB minus EUR2 million.

The transaction will include various concentration limits,
including a top 10 obligor concentration limit of 20% and a maximum
exposure to the three-largest Fitch-defined industries of 40%.
These covenants ensure that the asset portfolio will not be exposed
to excessive concentration.

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

Cash Flow Modelling (Positive): The WAL for the transaction's
Fitch-stressed portfolio analysis and matrices analysis is 12
months less than the WAL covenant. This is to account for the
strict reinvestment conditions envisaged by the transaction after
its reinvestment period, which include passing the coverage test
and the Fitch 'CCC' bucket limitation test after reinvestment, as
well as a WAL covenant that gradually steps down, before and after
the end of the reinvestment.

RATING SENSITIVITIES

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

A 25% increase in the mean default rate (RDR) and a 25% decrease in
the recovery rate (RRR) across all the ratings of the identified
portfolio would lead to one-notch downgrades for the class C and D
notes. The class A, B, E and F notes would not be affected.

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

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

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

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

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

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

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

DATA ADEQUACY

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

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

ESG Considerations
Fitch does not provide ESG relevance scores for Signal Harmonic CLO
IV DAC.

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



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

IGT LOTTERY: Fitch Assigns 'BB+' Long-Term IDR, Outlook Stable
--------------------------------------------------------------
Fitch Ratings has assigned IGT Lottery S.p.A. (IGTSPA) a Long-Term
Issuer Default Rating (IDR) of 'BB+'. Fitch has also rated IGTSPA's
proposed senior secured debt 'BBB-' with a Recovery Rating of
'RR2'.

Fitch has affirmed the 'BB+' IDRs of International Game Technology
plc and IGT Lottery Holdings B.V. (IGTBV) (collectively, IGT) and
removed IGT's IDRs from Rating Watch Positive (RWP). The Outlook is
Stable. Fitch has affirmed IGT's senior secured debt at
'BBB-'/'RR2'.

The Stable Outlook reflects the incremental debt for IGT's Lotto
tender and an increased tender amount compared to the last cycle in
2016.

The affirmation reflects the creation of a pure play lottery
business that will retain predictable and resilient cash flows, a
simplified capital structure and EBITDA leverage of about 4.3x in
2025. The divestiture of its Gaming & Digital segment to Apollo
Global Management, Inc. for $4.05 billion in gross cash proceeds is
expected in 3Q25.

Key Rating Drivers

Divestitures Drive Debt Paydown: Fitch-defined EBITDA leverage
(i.e. EBITDA adjusted for dividends paid to minorities) is
anticipated to be 4.3x in 2025. IGT's pure play on the lottery
business (RemainCo) has committed to allocate $2 billion to pay
down its existing term loan and other debt at the close of the
divestiture in 3Q25. The new EUR 1 billion term loan will be used
to repay the outstanding revolver balance, and the remaining EUR
500 million will be applied to the Lotto contract upfront fee
payment over two instalments through 2025.

Fitch assumes that the Lottoitalia S.r.L. JV, which runs the Lotto
game in Italy and in which IGT has a 61.5% ownership, will remain
intact as part of the renewal bid currently underway. The JV 's
remaining three participants are required to provide capital
contributions for their share of the upfront fee and related capex.
Fitch expects EBITDA leverage to peak in 2025 and be in the 3.6x
vicinity by 2027 due to EBITDA improvement and required
amortization under the term loan.

Standalone Lottery Business: The RemainCo benefits from strong
market penetration (~90% market share in Italy and ~75% in the
U.S.), longstanding customer relationships primarily with
governments, long-term contracts with recurring revenue, and robust
renewal rates. The RemainCo will be resilient and less prone to
recessionary headwinds and economic shocks, considering it exhibits
favorable characteristics such as less cash flow volatility, stable
low-to-mid single-digit growth rates, and higher profit margins.

The lottery industry is also less exposed to competitive threats,
benefitting from significant barriers to entry due to high
regulatory oversight and capital intensity. It enjoys strong
tailwinds from iLottery adoption, considering it appears to expand
the player base (including the ability to reach younger
generations). The industry has exhibited positive spend-per-capita
trends even during periods of dislocation, despite meaningful
casino development over the last 20 years, including in states that
have legalized traditional casino gaming.

Industry Leader: IGT is a market leader in lottery technology and
services, primarily earning revenue from draw games and instant
tickets, and it competes with Scientific Games and Intralot. It
contracts with around 40 U.S. jurisdictions, including Texas, New
York, California, Florida and New Jersey, and holds a strong market
position in Italy. IGT typically retains contract renewals through
strong performance and value-added services. Recently, it secured
long-term extensions in Tennessee and Germany, and it won a new
contract in Luxembourg.

Considerable Cash Demands: Fitch expects FCF to be negative in
2025-2026 after upfront license renewal fees, due to the upcoming
maturity of the at least EUR1 billion Italian Lotto contract,
followed by key renewals in New York and Texas. However, the
renewals are smaller and do not require lump-sum payments. In
addition, Fitch assumes a significant portion of remaining sale
proceeds to be directed to shareholder returns, which Fitch
includes in assessing FCF. IGT will subsequently revert to solid
FCF margins in the high single digit to low double-digit range once
the heavy capex cycle subsides.

Recurring Revenues: About 95% of the standalone lottery business
revenue will be recurring in nature, up from 80% pre-transaction,
providing predictable and sustainable cash flows. Relationships
tend to be governed by long-term contracts and will continue to be
diversified across business models, products, and customers. The
termination of, or failure to renew or extend, its contracts, which
are awarded through competitive procurement processes, could place
the company at a competitive disadvantage. However, the lottery
business has successfully converted 90% of its top 10 incumbent
contract re-bids.

Parent Subsidiary Linkage: Fitch applies the strong subsidiary/weak
parent approach under its Parent and Subsidiary Linkage Rating
Criteria. Fitch views the linkage as strong across IGT's entities
given the openness of access and control by the parent and relative
ease of cash movement throughout the structure. Fitch views the
entities on a consolidated basis, and the ratings are linked.

Peer Analysis

IGT is stronger than its lottery peers Scientific Games Holdings LP
(B/Stable); Intralot S.A. (CCC+); and Allwyn International a.s.
(BB-/Positive). Scientific Games has meaningfully higher leverage
(in the 7.0x-8.0x range), while Intralot has a complex capital
structure with the potential for high refinancing risk that limits
its access to international debt capital markets. Allwyn has a
stronger business profile with an improvement in its scale as well
as its business and product diversification following the start of
its UK National Lottery contract in 2024, with EBITDAR leverage
expected to temper to 3.7x by 2027.

IGT has a similar credit profile to slot supplier, Light & Wonder
Inc. (LNW; BB/Stable), despite slightly higher leverage from
lottery exposure, which can withstand higher leverage as the
lottery business tends to be resilient to recessionary headwinds.
Aristocrat Leisure Limited (ALL; BBB-/Positive) has a stronger
business profile as a global gaming supplier and low leverage. ALL
has also made an accelerated and concerted push into the online
real money gaming space, while maintaining its leading position in
social casino and casual gaming genres. Everi Holdings Inc. (EVRI;
BB-/RWP) is rated lower due to the slot supplier and cash services
provider's smaller size and integration risks of newly-acquired
companies.

Key Assumptions

- Transaction closes in 3Q25;

- Lottery sales over the forecast period improve modestly in the
low single-digit range primarily helped by a price increase in the
instant ticket category, new product sales and recovery in the U.S.
multi-state jackpot activity;

- 2025 EBITDA margin contracts around 300bps for the RemainCo, due
to increased investment in the business (contract re-bids and
extensions, cloud-based solutions, and network optimization) and an
unfavorable impact due to product sale mix. Thereafter, margin
expands slowly and approaches 46% over its forecast period due to
recent initiatives to right-size the organization and potentially
additional cost saving initiatives;

- Capital commitments remain elevated over the next two years due
to a potentially successful re-bid of the over EUR1 billion Italian
Lotto contract (matures November 2025), and key renewals/extensions
in New York, Texas and California (all due 2026), resulting in
negative FCF margin. Thereafter, the margin reverts to high single
digits as the capex heavy cycle cools in the $200-$250 million
annual range;

- Gross debt declines by about $1.6 billion in 2025 based on the
committed debt repayment of $2 billion at close of the divestiture
in 3Q25, partially offset by the new up to EUR1 billion term loan
split across two tranches at the IGTSPA level, which will in part
be used to repay the outstanding revolver balance, with the
remainder applied to Lotto contract's upfront fee payment. Fitch
assumes notes with ensuing maturities will be refinanced as they
come due;

- Fitch assumes capital allocation from the remaining sale proceeds
to be largely directed towards shareholder returns over a period of
several months;

- Base interest rates assumptions reflect the current SOFR curve.

Recovery Analysis

Fitch applies the generic approach for issuers in the 'BB' rating
category and equalizes the IDR and unsecured debt instrument
ratings when average recovery prospects are present, as per the
Corporates Recovery Ratings and Instrument Ratings Criteria.
Issuers rated 'BB-' and above are too far from default for a
credible default scenario analysis to be generated, and they would
likely generate Recovery Ratings that are too high across all
instruments. Where an RR is assigned, the generic approach reflects
the relative instrument rankings and their recoveries, as well as
the higher EV of 'BB' ratings in a generic sense for the most
senior instruments.

Considering the IDR of 'BB+', the Category 2 first lien senior
secured debt is notched one level to 'BBB-'/'RR2'. The 'RR2' for
IGT's secured debt reflects its designation as a Category 2 first
lien under the Country-Specific Treatment of Recovery Ratings
Criteria as Fitch applies caps in a number of jurisdictions, given
the instruments are issued by non-US based borrowers and material
cash flows and assets will continue to be generated outside of the
U.S. for the standalone lottery segment (39% in Italy, 13% Rest of
World, and the remaining 48% in U.S. and Canada).

RATING SENSITIVITIES

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

- EBITDA leverage sustaining above 4.0x;

- The loss of material lottery contracts, meaningful market share
erosion, or a weakening of underlying lottery fundamentals;

- Meaningful, debt-funded upfront payments for lottery concessions,
with higher than expected contract values, if not coupled with a
credible de-levering strategy;

- The slots business suffering from market share loss or
deterioration of operating fundamentals.

If the secured notes and term loan are rated investment-grade by
certain combinations of rating agencies, the collateral would fall
away. If this occurs, Fitch would rate the secured debt on par with
the IDR and would not apply any upward notching.

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

- EBITDA leverage declining below 3.5x;

- Stable or growing slot share, particularly in North America;

- New adjacencies (i.e. iLottery and Digital) achieving meaningful
scale faster-than-anticipated.

Liquidity and Debt Structure

At Dec. 31, 2024, IGT had $584 million in unrestricted cash and
$1.4 billion in additional borrowing capacity under its partially
drawn revolving facilities, which mature in July 2027. In
comparison, scheduled annual debt repayments are EUR200 million for
the company's term loans maturing in January 2027.

IGT has committed to repay $2 billion of its existing debt from the
$4.05 billion gross sale proceeds, and Fitch expects management to
prioritize the existing EUR term loans and senior secured notes
with upcoming maturities. A significant portion of the remaining
proceeds will be returned to shareholders. IGT's capital structure
is fully secured and has a well-laddered debt maturity wall spread
across 2026 to 2030. IGT should have sufficient liquidity in the
near term to cover all required instalment payments associated with
its Lotto contract re-bid.

FCF margin will turn sharply negative in 2025 and 2026 due to a
heavy capex schedule focused on Italian and U.S. contract renewals,
before turning positive in 2027. Fitch estimates the RemainCo will
still have sufficient cash and availability under its new revolver
after being downsized by about 20% to fund capex requirements for
the lottery re-bids.

Issuer Profile

IGT is a leader in gaming across the lottery, gaming machines, and
digital channels and provides an integrated portfolio of gaming
technology products and services. It is the world's largest lottery
operator and a top three slots supplier.

MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS

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

ESG Considerations

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

   Entity/Debt              Rating           Recovery   Prior
   -----------              ------           --------   -----
International Game
Technology plc        LT IDR BB+  Affirmed              BB+

   senior secured     LT     BBB- Affirmed     RR2      BBB-

IGT Lottery
Holdings B.V.         LT IDR BB+  Affirmed              BB+

   senior secured     LT     BBB- Affirmed     RR2      BBB-

IGT Lottery S.p.A.    LT IDR BB+  New Rating

   senior secured     LT     BBB- New Rating   RR2

LOTTOMATICA GROUP: S&P Upgrades ICR to 'BB', Outlook Stable
-----------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating on
Italy-based gaming operator Lottomatica Group SpA and its issue
rating on its EUR1.97 billion senior secured notes to 'BB' from
'BB-', with the recovery rating on the debt unchanged at '3'.

The stable outlook reflects S&P's expectation that Lottomatica will
continue delivering on its growth strategy, and revenue and EBITDA
will continue expanding. Adjusted leverage will remain at or below
3x, supported by solid free operating cash flow (FOCF) and by the
company's publicly stated financial policy.

The upgrade reflects solid ongoing operating performance.   On
March 4, 2025, Lottomatica announced good 2024 full-year results,
with reported revenue of EUR2.01 billion and company-adjusted
EBITDA of EUR707 million, representing a year-on-year increase of
23% and 22%, respectively (11% and 14% on a like-for-like basis).
This followed the eight-month earnings contribution of recently
acquired PWO (formerly SKS365) and continuous organic growth. While
negatively affected by one-off monetary costs linked to integration
activities, the S&P Global Ratings-adjusted EBITDA margin remained
high at about 31% (from 31.8% in 2023), as Lottomatica increased
its presence in margin-accretive online activities. As of Dec. 31,
2024, the sports franchise contributed about 16% of
company-adjusted EBITDA (with a 24% margin), gaming franchise 25%
(24% margin), and online contributed 59% (54%).

The upgrade also reflects financial sponsor Apollo reducing its
stake in Lottomatica to 31.6%.   S&P said, "Through several
accelerated bookbuild offerings to institutional investors over the
past few months, private equity firm Apollo (through Gamma
Intermediate S.a.r.l.) gradually reduced its stake in Lottomatica
to 31.6% as of March 2025 from 72.0% post-IPO in May 2023, and we
understand it could continue disposing of its shares. As such, we
no longer view Lottomatica as a financial sponsor-owned and
controlled company. The free float now accounts for 68.4% of share
capital, for a market capitalization of about EUR4.5 billion as of
end-March 2025. We now expect Apollo to have decreased influence on
the company's financial policy, and anticipate the board of
directors will change over the coming months to reflect the new
shareholding structure."

S&P said, "We continue to see financial policy as more conservative
following the IPO, despite a track record of debt-financed mergers
and acquisitions (M&A).   For 2025, Lottomatica's S&P Global
Ratings-adjusted debt includes EUR1.96 billion of reported debt,
our estimate of EUR80 million-EUR85 million of reported lease
liabilities, our estimates of EUR12 million of unfunded pension
obligations, and EUR50 million of put options on minority stakes;
there is also an assumed cash balance of about EUR60 million. This,
together with our expectation of gradually increasing
profitability, will lead to an S&P Global Ratings-adjusted leverage
of about 2.8x in 2025, which will gradually improve over 2026-2027.
Lottomatica has a public long-term target of reported net leverage
of 2.0x-2.5x, corresponding to an S&P Global Ratings-adjusted
leverage of about 3.0x. We understand the group has low tolerance
to exceed its leverage target, and think it will manage M&A
activity and shareholder remuneration policy accordingly. We cannot
exclude transformative debt-financed M&A given the company's
successful track record and intention to expand, potentially into
other regulated European gaming markets. Should M&A opportunities
not materialize, we expect the company to increase returns to
shareholders. In this respect, Lottomatica recently announced it
will seek authorization for a share buyback of up to 10% of its
equity, equal to about EUR430 million spread over 2025 and 2026,
considering current market capitalization levels. We fully include
this in our forecast because while we consider the company may not
realize all of it, we understand that management could undertake
inorganic growth opportunities instead.

"Because of Apollo's reduced influence, Lottomatica's leverage
ratios will benefit from the exclusion of Gamma Topco's margin loan
from our adjusted debt.    At the time of the IPO, in 2023 Gamma
Topco pledged its remaining stake in the company to enter a
three-year margin loan of a maximum amount of EUR500 million. While
our expectation was that it would be repaid at some point with
secondary share sales, we could not exclude potential negative
implications for Lottomatica and its creditors if its share price
dropped sharply, including potentially triggering a change of
control at the group. Until 2024, we therefore included the margin
loan and its expected interest expense in our adjusted metrics. In
our view, Apollo now has a reduced influence over the company, and
the presence of other significant shareholders reduces the risk of
Gamma Topco unilaterally deciding to upstream cash in the form of
dividends to repay the loan. This, combined with good share
performance over the past two years, has led us to exclude it from
our leverage ratios from 2025 onward.

"We expect Lottomatica's credit metrics and FOCF to improve over
the next two years.   We forecast the group will generate S&P
Global Ratings-adjusted EBITDA of about EUR745 million in 2025 and
EUR820 million in 2026, from about EUR630 million in 2024, spurred
by the full integration of PWO and good like-for-like performance.
The increase in margins will be supported by a growing share of the
margin-accretive online business, the phasing in of synergies from
the PWO acquisition, and the gradual normalization of one-off
monetary costs linked to integration activities. We also expect
Lottomatica's metrics to benefit from 2024's one-to-one refinancing
of EUR900 million in senior secured notes, reducing annual interest
expense (excluding make-whole and new debt issuance one-offs) of
about EUR23 million. Capital expenditure (capex; excluding
bolt-ons, earnouts, and deferred considerations) will remain
sizable, at above EUR200 million on average over 2025-2027, but
working capital requirements should neutralize compared with a
EUR38 million cash absorption in 2024. This will lead to reported
FOCF after leases at or above EUR200 million over the next two
years, recovering from about EUR78 million in 2023 and EUR114
million estimated in 2024. In turn, this should translate into
adjusted FOCF to debt above 10% this year and trending toward 15%
or above thereafter, from 4.5% and about 5.0% in 2023 and 2024,
respectively.

"We embed in the ratings our view of Lottomatica being exposed to a
single market, Italy, with healthy growth prospects.   Despite what
we perceive as greater competition in the Italian market, we think
the group is well positioned to continue capturing industry
expansion in the fast-growing regulated gaming market by upping its
market share across its multiple segments, brands and channels. We
see positively the gradual increase of earnings from online
activities (with our expectation that the online franchise could
contribute about 65% of company-reported EBITDA in 2026 from 59% in
2024), because it supports a higher profitability and cash flow. We
expect this trend to continue because of Italy's low online
penetration compared with similar European countries, including the
U.K. In addition, the new online concessions regime that requires
an upfront payment of about EUR7 million per each concession could
put pressure on smaller players accounting for about 10% of the
market by gross gaming revenue, meaning that there are
possibilities for established players like Lottomatica to further
increase market shares from approximately 30% in 2024. Except for
its five online concessions (including PWO's), which have been
renewed for nine years for an upfront cost of about EUR35 million
in total payable across 2025 and 2026, the long-term renewal of the
group's betting and gaming machine licenses face some uncertainty.
We expect Lottomatica will spend about EUR75 million this year for
a one-year prorogation of concessions for sport retail betting and
slot machines that expired in 2016 and have been prorogated since
for annual fees, as well as the payment of EUR8 million for the
two-year prorogation of some of its gaming machines licenses. In
our base-case scenario, we assume the government will continue to
extend these licenses for similar amounts. While we see limited
risk in the next few months, we cannot exclude the possibility that
authorities will instead launch tenders to grant new long-term
concessions for a large one-off upfront fee.

"The stable outlook indicates that we expect Lottomatica to
continue delivering on its growth strategy, with revenue and EBITDA
expanding, driven by the integration of past acquisitions and the
increasing share of online betting. Adjusted leverage will remain
at or below 3x, supported by Lottomatica's publicly stated
financial policy."

S&P could lower the rating in the next 12 months if operating
underperformance or a more aggressive financial policy weaken the
company's credit metrics. Specifically, S&P could lower the rating
due to one or more of the following factors:

-- S&P were to observe any notable decline in business
performance, such as declining margins, market shares, or decreases
in organic earnings; or adverse regulatory changes;

-- S&P Global Ratings-adjusted debt to EBITDA approached 4x
without prospects of improvement; or

-- Adjusted FOCF to debt does not increase toward or above 10%.

S&P could consider an upgrade if the company continues to improve
earnings and margins and, if under this scenario, credit metrics
were commensurate with a higher rating. Specifically, S&P would
increase the rating if we were to observe:

-- An established track record of the company sticking to its
financial policy, leading to S&P-Global Ratings adjusted debt to
EBITDA well below 3x for a prolonged period; and

-- Improvement in adjusted FOCF to debt above 15% for a prolonged
period.




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

ARDAGH GROUP: S&P Downgraded ICR to 'CC', Outlook Negative
----------------------------------------------------------
S&P Global Ratings lowered to 'CC' from 'CCC-' its long-term issuer
credit ratings on Luxembourg-based metal and glass packaging
producer Ardagh Group S.A. (Ardagh), ARD Finance S.A., Ardagh
Packaging Holdings Ltd., and Ardagh Packaging Group Ltd.

S&P also lowered its issue ratings on the senior secured notes
co-issued by Ardagh Packaging Finance PLC and Ardagh Holdings USA
Inc. to 'CC' from 'CCC-'. The issue rating on ARD Finance S.A.'s
$1.8 billion deeply subordinated payment-in-kind (PIK) toggle notes
and the senior unsecured notes co-issued by Ardagh Packaging
Finance PLC and Ardagh Holdings USA Inc. remains 'C'.

The negative outlooks on Ardagh and certain subsidiaries indicate
S&P could lower its ratings if the group agrees to a restructuring
proposal with creditors that it views as distressed.

The ratings on Ardagh Metal Packaging Finance PLC and its debt
remain unchanged.

S&P said, "We continue to view Ardagh's capital structure as
unsustainable. In our view, the group's creditworthiness remains
undermined by its four-year track record of negative adjusted free
operating cash flows (FOCF), our negative FOCF expectations for
2025, and its debt burden, which we view as high. This weakens the
refinancing prospects for the group's $2.5 billion notes due August
2026. The group is therefore currently assessing debt restructuring
options with creditors.

"We believe that these discussions are likely to result in a
restructuring transaction that we would view as distressed. On
March 11, 2025, Ardagh announced it was in discussions with senior
secured and senior unsecured noteholders, outlining its
restructuring proposal to noteholders, as well as their
counterproposal. In our view, both options suggest that most of its
existing senior secured and the senior unsecured noteholders are
likely to receive less than originally promised. Certain creditors
(such as the lenders to Ardagh Investments Holdings Sarl) are
likely to be repaid at par. We thereby believe that the group is
ultimately likely to implement a debt restructuring that we would
view as distressed.

"We have not taken any rating action on Ardagh Metal Packaging
Finance PLC (AMPF). We do not anticipate a default at Ardagh would
directly affect our rating on AMPF, although some risk exists. We
have therefore not taken any rating action on AMPF
(CCC+/Stable/--)."

Ardagh Group S.A., ARD Finance S.A., Ardagh Packaging Holdings
Ltd., and Ardagh Packaging Group Ltd.

S&P said, "The negative outlooks on Ardagh, ARD Finance S.A., and
the rated glass packaging subsidiaries, indicates that, when the
refinancing transaction is complete, we expect to lower our issuer
credit rating on Ardagh Group S.A., ARD Finance S.A., Ardagh
Packaging Holdings Ltd., and Ardagh Packaging Group Ltd., to 'SD'.
We will most likely lower our issue credit ratings on the senior
secured and senior unsecured notes to 'D'. We may then rate the
company based on our assessment of its business plan and its credit
metrics under the new capital structure."

Ardagh Metal Packaging Finance PLC (AMPF)

S&P said, "The stable outlook on AMPF reflects our expectation that
any selective default at Ardagh Group would most likely not
pressure our rating on AMPF to the same extent as other group
entities. That said, contagion risk is possible, notably when it
comes to the sensitivity and confidence of capital markets toward
Ardagh Metal Packaging. We therefore consider a 'CCC+' issuer
credit rating on AMPF as appropriate while all latent group-related
risks persist. We expect Ardagh Metal Packaging will continue to
generate positive cash flows in the next 12 months and pay
dividends."

Ardagh Metal Packaging Finance PLC

S&P said, "We could lower our issuer credit rating on Ardagh Metal
Packaging Finance PLC if there is an increased risk of Ardagh Group
not being able to refinance its senior secured notes due in 2026 at
an affordable price, which would in turn heighten negative market
sentiment regarding Ardagh Metal Packaging."

Ardagh Group S.A., ARD Finance S.A., Ardagh Packaging Holdings
Ltd., and Ardagh Packaging Group Ltd.

S&P considers any upside to the ratings as highly unlikely, in
light of the current restructuring negotiations.

Ardagh Metal Packaging Finance PLC

S&P could raise its issuer credit rating on Ardagh Metal Packaging
Finance PLC if:

-- Ardagh Group refinances its senior secured notes due in 2026,
removing most of the latent risks from group-related entities for
AMPF; and

-- Ardagh Metal Packaging maintains positive cash flow and further
reduces its leverage.




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

GLOBAL UNIVERSITY: Fitch Affirms 'B' LongTerm IDR, Outlook Now Pos.
-------------------------------------------------------------------
Fitch Ratings has revised the Outlook on Global University Systems
Holding B.V.'s (GUSH) Long-Term Issuer Default Rating to Positive
from Stable and affirmed the IDR at 'B'. Fitch has affirmed GUSH's
senior secured rating at 'B+' with a Recovery Rating of 'RR3'.
Fitch has also affirmed Markermeer Finance B.V.'s multi-tranche
EUR1 billion senior secured term loan B (TLB), guaranteed by GUSH,
at 'B+'/'RR3'.

The Positive Outlook reflects its updated forecasts, including
solid revenue growth and sound profit margins driving free cash
flow (FCF) generation and leverage towards its upgrade
sensitivities over the next 12-18 months. GUSH has significantly
deleveraged in the past two years, with EBITDAR leverage decreasing
to 5.0x for the financial year to May 2024 (FY24), from 6.9x at
FYE23.

The 'B' IDR reflects moderate execution risks and potential cash
outlays related to ambitious growth strategy, balanced by good
diversification and high financial flexibility for the assigned
rating.

Key Rating Drivers

Strong Group Profitability, Varied Individually: Fitch expects GUSH
to continue to make solid profits, with Canada accounting for a
significant proportion of the group's EBITDA over the medium term.
Fitch projects the group's EBITDA margins to remain healthy at
slightly above 20% in FY25 and to gradually normalise at around
19.5% in FY26-27. This will reflect Canada's profitability
stabilising following a period of rapid expansion due to capacity
limits and management's decision to maintain optimal student to
teacher ratios.

Fitch anticipates gradual profit margin recovery at the University
of Law (ULaw) as it diversifies its product offering to mitigate
the impact of the introduction of the solicitor's qualifying exam.
Fitch believes that Arden and India are likely to continue their
strong performance, with EBITDA margins over 20%, despite
relatively slower enrolment growth in India.

Recurring, Diverse Income Streams: Fitch expects low double digit
revenue growth in FY25 before stablising at mid-single digit for
FY26-27, supported by solid enrolment and fee increase. GUSH
benefits from a varied income stream from its geographically
diverse, single- or multi-year course offering, spanning vocational
and professional tuition. Recurring diverse revenue, combined with
low capex requirements, are positive for FCF generation, mitigating
higher interest costs. Consequently, Fitch expects GUSH to maintain
strong cash flow leverage, with (cash from operations-capex)/debt
trending towards 10% beyond FY26.

Improving Leverage: Fitch expects GUSH to continue deleveraging,
albeit at a slower pace, with EBITDAR leverage gradually decreasing
toward 4.5x at FY27 from 5.0x FY25, supported by stable enrolment
growth and sound profit margins. Fitch expects the group's EBITDAR
net leverage to be lower at around 3.2x-3.3x over the same period
due to the large cash balance the company maintains. In its rating
case projections, Fitch factors in dividend payouts of GBP100
million over FY25-27.

Continued Acquisition Appetite: Fitch's projections assume GUSH
will use GBP100 million of annual FCF plus some cash on balance
sheet to fund acquisitions in FY25, followed by GBP50 million per
year in FY26-27. GUSH has a history of buying private
higher-education entities to complement group activities and
improve profitability at acquired entities over time, such as
Indian universities, which were acquired in 2019.

Moderate Execution Risks: Management plans to rapidly ramp up
student enrolment, by offering more online courses and tapping its
international recruitment & retention platform. Increasing volumes
within existing campus infrastructure and online experiences can
dilute the student experience and teaching standards, which Fitch
believes may risk diminishing GUSH's institutions' reputation for
quality. It is crucial for GUSH to maintain necessary standards
required by regulatory bodies to retain students. Dependence on
overseas students could also make business volumes vulnerable to
governments' immigration policies.

Peer Analysis

GUSH benefits from higher income diversification by geography and
by type of higher education offering (business, accounting, law,
medical, arts, languages, industrial, under- and post-graduate) as
well as format (traditional campus or online learning options).

GUSH has wider breadth than the K-12 schools of Lernen Bidco
Limited (Cognita: B/Stable). However, GUSH offers shorter education
typically lasting from two to four years whereas retention will be
higher for primary through secondary schools. As GUSH has expanded,
its reliance on international student enrolments has grown,
particularly in Canada, while other locations have served local
students in its India, UK and Asia locations.

Cognita has capacity to fill, primarily because of new-builds
taking time to establish and fill up. Cognita's management states
that none of its acquisitions have been loss-making when bought.
GUSH only recently started to undertake greenfield developments and
has a history of buying some unprofitable institutions, which have
taken time to improve. Cognita tends to conduct digestible-sized
bolt-on acquisitions, whereas some GUSH acquisitions have been
sizeable (recently India, Caribbean, and expansion in Canada). Both
entities are individual (Cognita: Joseph foundation) or partly
owned by private equity.

In terms of financial metrics, GUSH had lower EBITDAR leverage at
5.0x for FYE24, compared with Cognita expected at 7.0x for its
financial year to August 2025 (FYE25) - albeit forecasted to reduce
to 6.5x by FYE26. This is a key driver for the Outlook difference
between the two names. GUSH and Cognita have similar group EBITDA
margins at around 20-21% for FY24-25.

Key Assumptions

- Revenue growth of around 12% in FY25, driven by continued strong
enrolment growth in divisions such as Canada and Arden, alongside
small annual fee increases. Revenue growth to slow to mid-single
digits in FY26-FY27, as enrolment slows after rapid growth,
alongside smaller annual fee increases in a normalised inflationary
environment

- Group's EBITDA margins to remain around 20% in FY25 and slightly
decrease to 19.5% in FY26-27

- Recruitment and retention activity and associated profitability
remain significantly below pre-pandemic levels

- Acquisition spending of GBP100 million for FY25 and GBP50 million
per year for FY26-FY27 at an average 8x EBITDA multiple

- Annual capex projected on average at around 4.5% of revenues to
FY27

- Shareholder distribution of GBP50 million for FY25 and GBP25
million per year in FY26-27

Recovery Analysis

Its recovery analysis assumes that GUSH would be reorganised as a
going-concern (GC) in bankruptcy rather than liquidated given that
the value of the business lies in the strength of its institutions
and recruiting operating platform. Fitch-estimated GC value amounts
to GBP750 million.

Its GC EBITDA estimate of GBP125 million, up from GBP113 million
from its previous review as expanded capacity in Canada wraps up.
This represents a level at which the group would be generating
neutral-to-marginally positive FCF but likely to result in an
unsustainable capital structure. An enterprise value (EV)/EBITDA
multiple of 6x remains in line with peers and reflects the
business's portfolio diversification, healthy cash-generation
capabilities and strong brands.

After deducting 10% for administrative claims, its waterfall
analysis generated a ranked recovery in the 'RR3' band, indicating
a 'B+' senior secured rating for the term loan B, which ranks
equally with GUSH's GBP120 million revolving credit facility (RCF)
and which Fitch assumes will be fully drawn upon distress. This
results in a waterfall-generated recovery computation output
percentage of 70% based on current metrics and assumptions.

RATING SENSITIVITIES

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

- Lack of credible refinancing solutions 12-18 months before the
maturity of the term loan B

- Operational underperformance or more aggressive debt-funded
acquisitions, which lead to EBITDAR leverage above 6.5x on a
sustained basis

- EBITDAR fixed charge coverage below 2.0x on a sustained basis

- Sustained negative FCF after dividends

Fitch could revise the Outlook to Stable if:

- Lack of credible refinancing solutions 12-18 months before the
maturity of the term loan B

- EBITDAR leverage above 5.0x owing to operational underperformance
or an appetite for debt-funded acquisitions

- EBITDAR fixed charge coverage below 2.5x

- Maintain FCF neutral to positive after dividends

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

- Maintaining a strong reputational profile and group EBITDA (after
leases) margins consistently above 20%, due to solid enrolment
across existing entities as well as successful integration of
acquisitions with lower profit margins

- EBITDAR leverage remaining below 5.0x on a sustained basis. Fitch
expects to see a convergence between gross debt and net debt
leverage ratios, reflecting greater clarity on capital allocation

- EBITDAR fixed charge coverage above 2.5x on a sustained basis

- Sustained positive FCF after dividends

Liquidity and Debt Structure

GUSH has strong liquidity, including over GBP500 million cash on
balance sheet as of end-November 2024. This includes GBP53 million
drawn from its GBP120 million RCF. Fitch projects that cash
balances will average around GBP400 million to FY27. There is some
headroom in debt maturities with the group's EUR1 billion term loan
B due in January 2027. Fitch also expects GUSH to be able to pay
off the drawn portion of the RCF before its final maturity in July
2026 if needed.

Issuer Profile

GUSH is a global, for-profit, privately owned, under- and
post-graduate university and higher education group.

MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS

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

ESG Considerations

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

   Entity/Debt                  Rating         Recovery   Prior
   -----------                  ------         --------   -----
Markermeer Finance B.V.
  
   senior secured         LT     B+  Affirmed    RR3      B+

Global University
Systems Holding B.V.      LT IDR B   Affirmed             B

   senior secured         LT     B+  Affirmed    RR3      B+



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

RURAL HIPOTECARIO IX: Fitch Affirms 'CCsf' Rating on Class E Notes
------------------------------------------------------------------
Fitch Ratings has upgraded Rural Hipotecario IX, FTA's class B and
C notes and affirmed the others. Fitch has also affirmed Rural
Hipotecario XVII, FTA's notes. Fitch has removed all tranches of
Rural IX from Under Criteria Observation (UCO).

   Entity/Debt                     Rating          Prior
   -----------                     ------          -----
Rural Hipotecario IX, FTA

   Class A3 ES0374274027       LT AAAsf Affirmed   AAAsf
   Class B ES0374274035        LT AAAsf Upgrade    AA+sf
   Class C ES0374274043        LT AAsf  Upgrade    Asf
   Class D ES0374274050        LT Asf   Affirmed   Asf
   Class E (RF) ES0374274068   LT CCsf  Affirmed   CCsf

Rural Hipotecario XVII, FTA

   A ES0305033005              LT A+sf  Affirmed   A+sf

Transaction Summary

The static Spanish RMBS transactions comprise fully amortising
residential mortgages originated and serviced by multiple rural
savings banks in Spain with a back-up servicer arrangement with
Banco Cooperativo Espanol, S.A. (BBB/Stable/F2).

KEY RATING DRIVERS

European RMBS Rating Criteria Updated: The rating actions reflect
the update of Fitch's European RMBS Rating Criteria. The update
adopted a non-indexed current loan-to-value (LTV) approach to
derive the base foreclosure frequency (FF) on portfolios, instead
of the original LTV approach applied before. Another relevant
change under the updated criteria is the updated borrower-level
recovery rate cap of 85% for Spain, lower than 100% before.

For Rural IX, the credit analysis of the portfolio remains driven
by the portfolio loss floor (e.g. 5% at the 'AAA' rating case). For
Rural XVII, the 'A+' rating case loss rate commensurate with the
class A notes' rating has decreased to the loss floor (e.g. 2.5% at
the 'A+' rating case) from 6.1%, due to long seasoning and
decreasing non-indexed LTVs. For more information see "Fitch
Ratings Updates European RMBS Rating Criteria; Sets FF and HPD
Assumptions" dated 30 October 2024.

Stable Asset Performance Outlook: The rating actions reflect the
transactions' broadly stable asset performance expectation, in line
with its neutral outlook for eurozone RMBS. The transactions have a
low share of loans in arrears over 90 days (at or below 0.8% of
outstanding pool balance as of the latest reporting dates), a
weighted average non-indexed current LTV of less than 43% and ample
seasoning of the securitised portfolios of 19 and 13 years, for
Rural IX and XVII, respectively.

Sufficient CE: The rating actions reflect Fitch's view that credit
enhancement (CE) protection on the notes is sufficient to fully
compensate the credit and cash flow stresses associated with the
corresponding ratings. For Rural IX, Fitch expects CE ratios to
increase in the short term as the 10% portfolio balance triggering
the mandatory sequential scheme is very close to breach (currently
at 11.5% of the original portfolio balance). This is the same for
Rural XVII, for which the amortisation scheme is strictly
sequential.

Ratings Capped by Counterparty Risks: Rural IX's class D notes'
rating is capped at the transaction account bank (TAB) provider
deposit rating (Societe Generale S.A.: A-/Stable, deposit rating A)
as the cash reserves held at this entity represent 100% of total
structural CE for these notes. The rating cap reflects the
excessive counterparty dependence on the TAB holding the cash
reserves, noting that simulating the loss of these funds would
imply a model-implied downgrade of 10 or more notches in accordance
with Fitch's Structured Finance and Covered Bonds Counterparty
Rating Criteria.

Rural XVII's maximum achievable rating remains capped at 'A+sf' due
to the TAB minimum eligibility rating thresholds of 'BBB+' and
'F2', which are not compatible with 'AAsf' or 'AAAsf' rating
categories as per Fitch's Structured Finance and Covered Bonds
Counterparty Criteria.

RATING SENSITIVITIES

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

- Long-term asset performance deterioration, such as increased
delinquencies or larger defaults, which could be driven by changes
to macroeconomic conditions, interest rate increases or borrower
behaviour, could lead to potential downgrades. For Rural IX, a
combination of increased defaults and decreased recoveries by 15%
each could trigger downgrades of up to two notches in total.

- For Rural IX's class D notes, a downgrade of the TAB provider´s
deposit rating, as the notes are rated at their maximum achievable
rating due to excessive counterparty risk exposure.

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

- For Rural IX's mezzanine tranche, stable to improved asset
performance driven by stable delinquencies and defaults would lead
to increasing CE and potentially upgrades. For instance, a
combination of decreased defaults and increased recoveries by 15%
each could trigger upgrades of up to one notch.

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

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

PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS

Rural IX's class D notes' rating is capped at the TAB's deposit
rating due to excessive counterparty exposure.

ESG Considerations

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



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

ABSOL REALISATIONS: Leonard Curtis Named as Joint Administrators
----------------------------------------------------------------
Absol Realisations Ltd was placed into administration proceedings
in the High Court of Justice Business and Property Courts in
Manchester, Insolvency & Companies List (ChD) Court Number:
CR-2025-MAN-000388, and Mike Dillon and Andrew Knowles of Leonard
Curtis, were appointed as joint administrators on March 13, 2025.


Absol Realisations, fka Absolute Clean Group Ltd, offers domestic
and commercial cleaning services.

Its registered office and principal trading address is at Unit 4
Glebe Street, Shaw, Oldham, OL2 7SF.

The joint administrators can be reached at:

                 Mike Dillon
                 Andrew Knowles
                 Leonard Curtis
                 Riverside House
                 Irwell Street, Manchester
                 M3 5EN

Further details contact:

                 The Joint Administrators
                 Tel: 0161 831 9999
                 Email: recovery@leonardcurtis.co.uk

Alternative contact: Helen Hales

ADVENTURE PARC: Begbies Traynor Named as Administrators
-------------------------------------------------------
Adventure Parc Snowdonia Limited was placed into administration
proceedings in the High Court of Justice, Business and Property
Courts in Manchester, Insolvency and Companies List (ChD) Court
Number: CR-2025-MAN-000359, and Mark Weekes and Paul Stanley of
Begbies Traynor (Central) LLP, were appointed as administrators on
March 11, 2025.  

Adventure Parc operates in the leisure - sports and recreation
industry.

Its registered office is at 21 Oakland House, Hope Carr Road,
Leigh, WN7 3ET.

Its principal trading address is at Conway Rd, Dolgarrog, Conwy,
LL32 8QE.

The administrators can be reached at:

         Mark Weekes
         Paul Stanley
         Begbies Traynor (Central) LLP
         340 Deansgate, Manchester
         M3 4LY

Any person who requires further information may contact:

         Abigail Smith
         Begbies Traynor (Central) LLP
         E-mail: abigail.smith@btguk.com
         Tel No: 0161 837 1700


BIDVEST GROUP (UK): Fitch Affirms 'BB' Sr. Unsec. Notes Rating
--------------------------------------------------------------
Fitch Ratings has affirmed Bidvest Group Limited's (The) Long-Term
Issuer Default Rating (IDR) at 'BB' with a Stable Outlook. Fitch
has also affirmed The Bidvest Group (UK) Plc's USD478 million
(reduced from initially USD800 million) senior guaranteed notes at
'BB' with a Recovery Rating of 'RR4'.

Bidvest's ratings reflect its leading market position in a range of
diverse business-to-business assets with sizeable recurring
revenues. It has a conservative financial profile and robust
liquidity. With around 75% of revenues and EBITDA generated in
South Africa (SA; BB-/Stable), the rating is highly influenced by
the country's weak operating environment. Leverage does not
currently constrain the ratings.

The Stable Outlook reflects its expectation that Bidvest will
continue to deliver resilient operating performance and free cash
flow (FCF) and manage its financial profile and liquidity
conservatively. Further diversification into developed markets, or
improvements in South Africa's operating environment may lead to
positive rating action.

Key Rating Drivers

Continued Emphasis on Offshore Growth: Approximately 25% of group
EBITDA was generated from operations outside company-defined
Southern Africa during the first half of the financial year ending
June 2025 (FY25). Past M&A in Europe (the UK, Ireland and Spain),
Australia and Singapore provide access to hard-currency (HC)
revenue and EBITDA generation. Recent acquisitions and the enlarged
international footprint have improved geographical diversification
from around 11% of group EBITDA generated from operations outside
Southern Africa in FY20 (including two months of PHS trading).

Fitch expects the bulk of M&A to be deployed offshore in hygiene
services and facilities management. Bidvest has a significant
market share in services SA, so real growth will come from
offshore, supported by economies of scale advantages such as cost
optimisation, purchasing and cross-selling in its international
service operations.

Diversified Business Profile: Bidvest's cash flow benefits from
strong domestic brands with a leading market position in key
segments. Barriers to entry in the business services segment are
fairly low, but Bidvest benefits from its extensive product
offering, strong brand recognition, and national footprint in SA.
This allows the group to lead price initiatives in many of its SA
segments and provides resilience during economic downturns.

Slow Growth in SA: SA's economy grew 0.6% in 2024, hampered by a
struggling logistics sector, deeply entrenched structural factors,
particularly high levels of inequality, poverty and unemployment,
and weak investments. Fitch expects slow but improving GDP growth
towards 1.6% in 2025 with higher disposable income and power cuts
(or load-shedding) easing, but still weighing on the economy
together with blockages in railway capacity and port operations.
Its latest GDP growth expectation for 2026 is 1.1%.

Adequate HC Debt Service: Based on its HC EBITDA generation and
given its low leverage (with EBITDA net leverage at 2.1x in FY24),
the applicable Country Ceiling for Bidvest is currently 'AAA' as
the HC EBITDA generated in countries with 'AAA' Country Ceilings
covers at least one year of HC debt service.

Weak Operating Environment: Fitch's assessment of Bidvest's
operating environment is highly influenced by its significant
exposure to SA, with around 75% of the group's EBITDA correlated
with SA's GDP, including foreign-exchange (FX) risk, power
shortages and inflation. This influences the group's Long-Term
Local-Currency IDR, which is well below the applicable Country
Ceiling and acts as a cap on the Long-Term Foreign-Currency IDR.

FX Mismatch Despite Low Leverage: Bidvest also faces a material FX
mismatch with about 60% of gross debt in foreign currencies at
end-2024, against around 25% of EBITDA generated offshore. US
dollar-denominated debt has been swapped into sterling to
part-match sterling-denominated earnings, but the overall foreign-
and local- currency mismatch could affect debt service metrics, if
the rand deteriorates in relation to foreign-currency debt.

Recurring Contracted Revenues: Bidvest's ratings reflect a
resilient business model with moderate cash flow visibility backed
by one-to-five-year contracts with diversified counterparties. Its
contractual revenue is mostly concentrated in the business services
segment. Bidvest has a three-year average contract tenure in its
services international division. Within the freight division,
Bidvest has a few take-or-pay contracts, which also contribute to
earnings visibility.

Divestment of Financial Services: Bidvest Bank, FinGlobal and
Bidvest Life are reported by the company as discontinued operations
as per 1H25. The Bidvest Bank and FinGlobal divestments have signed
share purchase agreements, and are pending regulatory approvals,
while the Bidvest Life divestment process is in progress. Fitch
expects the disposal proceeds to be used for debt repayments in
FY25.

Peer Analysis

Bidvest benefits from a well-diversified portfolio of services and
products across a diverse set of sectors predominantly in SA. This
differentiates Bidvest's rating from service, industrial or
consumer product peers and limits the universe of comparable
publicly rated peers.

In the services divisions (44% of 1HFY25 EBITDA before central
cost) Bidvest's profitability is generally higher than peers, with
a company-defined EBITDA margin around 11% in services
international (and closer to 15% in services SA), compared with
catering and food services company Sodexo SA (BBB+/Stable) and
cleaning and facility services companies Serco Group Plc and ISS
A/S, with EBITDA margins around 5%-6%. This is likely due to a mix
effect of services provided, as Bidvest's services margins are
fairly like Rentokil Initial Plc's (BBB/Stable) European hygiene
operations, which generate an operating margin of around 15%.

Bidvest's services operations (international and SA) represent
around EUR300 million (equivalent) of EBITDA - whereas group EBITDA
is close to above EUR600 million equivalent. This is significantly
smaller than those of Rentokil Initial and Sodexo, both of which
have EBITDA around EUR1.0 billion-EUR1.5 billion.

Fitch also compares Bidvest with European technical installation
service company SPIE SA (BB+/Stable), which has a strong presence
in France, Germany and north-western and central Europe, where the
group generates most revenue. SPIE has higher gross leverage and
weaker business diversification but operates in a more stable and
diversified operating environment.

Key Assumptions

- Revenue to grow by mid-single-digits in FY25-FY28 (including
M&A)

- Fitch-defined EBITDA margin at 11-12% in FY25-FY28

- Capex to average about 3.3% of revenue a year for FY25-FY28

- Cash outflow on working capital of 1.5% of revenue in FY25-FY28

- Around ZAR5 billion of international M&A in FY25, around ZAR3
billion of international M&A a year in FY26-FY28 at a valuation
multiple of 10x with an average EBITDA margin of 12%

- Disposal of Bidvest Bank and FinGlobal with the proceeds used for
debt repayment

Recovery Analysis

Fitch rates Bidvest's senior notes at 'BB' in accordance with its
Corporates Recovery Ratings and Instrument Ratings Criteria, under
which it applies a generic approach to instrument notching for 'BB'
rated issuers. Fitch labels Bidvest's guaranteed senior notes as
unsecured debt according to its criteria, resulting in a Recovery
Rating of 'RR4', with no notching from the IDR.

RATING SENSITIVITIES

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

- Strengthening of SA's operating environment

- Improved geographical diversification, with a share of EBITDA
generated in developed markets trending towards 30% and with lower
reliance on SA, combined with a lower FX mismatch, access to
international market funding, and consolidated EBITDA net leverage
remaining below 2.5x

- Sustained low-to-mid single-digit FCF margins (post recurring
dividends)

- EBITDA interest cover sustained at above 4.0x

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

- Deterioration in SA's operating environment

- Significant market share erosion and operating pressures leading
to weaker profitability, and cash flow generation

- Evidence of a more aggressive financial policy such as large
debt-funded investments, leading to consolidated EBITDA net
leverage above 3.5x on a sustained basis

- Sustained neutral to volatile FCF margins

- Consolidated EBITDA interest cover below 3.5x on a sustained
basis

Liquidity and Debt Structure

Bidvest had comfortable liquidity at end 1HFY25, supported by a
cash balance of ZAR4.9 billion (excluding Bidvest Bank). It also
has access to a EUR562 million committed revolving credit facility
(RCF, around ZAR1.9 billion undrawn), and short-term bilateral
facilities through SA banks.

Bidvest's RCF and term loan (TL; EUR187 million) facilities mature
in June 2027. Its USD800 million fixed-rate notes (EUR480 million
outstanding) mature in September 2026. Fitch expects Bidvest to
explore refinancing options for its fixed-rate notes well ahead of
maturity. Fitch forecasts higher debt service costs on
floating-rate debt and on refinancing of debt, in line with a
higher-interest-rate environment.

Bidvest has a staggered maturity profile under its ZAR12 billion
domestic medium-term notes programme.

Issuer Profile

Bidvest is a SA diversified business-to-business services,
manufacturing, trading and distribution group with over 250
individual businesses in SA, the UK, Ireland, Australia, Spain and
recently Singapore. The company's reported revenue was around
EUR6.1 billion in FY24.

MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS

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

ESG Considerations

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

   Entity/Debt              Rating         Recovery   Prior
   -----------              ------         --------   -----
The Bidvest Group
(UK) Plc

   senior unsecured   LT     BB  Affirmed    RR4      BB

Bidvest Group
Limited (The)         LT IDR BB  Affirmed             BB

   senior unsecured   LT     BB  Affirmed    RR4      BB

FOSTER & ALLEN: Cornerstone Business Named as Administrator
-----------------------------------------------------------
Foster & Allen Ltd was placed into administration proceedings in
the High Court of Justice No 1514 of 2025, and Engin Faik of
Cornerstone Business Turnaround and Recovery Limited was appointed
as administrator on March 6, 2025.  

Foster & Allen operates in the construction industry.

Its registered office and principal trading address is at Marine
House, 151 Western Road, Haywards Heath, RH16 3LH.

The administrator can be reached at:

          Engin Faik
          Cornerstone Business Turnaround and Recovery Limited
          136 Hertford Road
          Enfield, Middlesex EN3 5AX

Further details contact:

         Eren Faik
         Tel No: 020 3793 3338
         Email: info@cornerstonerecovery.co.uk


METRO BANK: Fitch Assigns 'CCC+(EXP)' Rating to AT1 Notes
---------------------------------------------------------
Fitch Ratings has assigned Metro Bank Holdings Plc's (MBH;
B+/Positive) planned issue of additional Tier 1 (AT1) notes an
expected long-term rating of 'CCC+(EXP)' with a Recovery Rating
(RR) of 'RR6'.

The assignment of a final rating is contingent on the receipt of
final documents conforming to the information that Fitch has
already received.

Key Rating Drivers

The expected rating on the AT1 notes is three notches below MBH's
'b+' Viability Rating (VR), in accordance with Fitch's Bank Rating
Criteria. The notching comprises two notches for loss severity,
given the notes' deep subordination, and one notch for incremental
nonperformance risk, given their full discretionary, non-cumulative
coupons. Fitch has applied three notches from MBH's VR, instead of
the baseline four notches, due to the anchor rating being below the
'BB-' threshold under the agency's criteria. The 'RR6' Recovery
Rating reflects poor recovery prospects in a default.

MBH's reported common equity Tier 1 (CET1) ratio of 12.5% has
increased to 13.4% on a pro-forma basis following the recently
announced sale of an unsecured personal loan portfolio and is
moderately above its 9.2% minimum CET1 ratio requirement. MBH's
maximum distributable amount (MDA) threshold will increase to 9.7%
in April 2025. Using a 13.4% CET1 ratio, Fitch expects MBH's MDA
buffer to be adequate at 3.8% on a pro-forma basis.

The AT1 issuance is intended for general corporate purposes and to
optimise the capital base, and will improve the bank's buffers
above its minimum Tier 1 ratio and minimum requirement for own
funds and eligible liabilities ratio, and support loan growth
plans. The notes will be subject to partial or full write-down if
MBH's consolidated CET1 ratio falls below 7.0%.

For more information about MBH's other ratings see 'Fitch Upgrades
Metro Bank Holdings to 'B+'; Outlook Positive' on
www.fitchratings.com published on 20 November 2024.

Rating Sensitivities

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

The AT1 notes' rating would be downgraded if MBH's VR was
downgraded. The notes rating is also sensitive to a revision in
Fitch's assessment of the notes' incremental non-performance risk.
This may result, for example, from a significant decline in capital
buffers relative to regulatory requirements.

For the key sensitivities of MBH's VR, see the most recent rating
action commentary referenced above.

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

The AT1 notes' rating would be upgraded if MBH's VR was upgraded.

Date of Relevant Committee

10 March 2025

ESG Considerations

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

   Entity/Debt          Rating                   Recovery   
   -----------          ------                   --------   
Metro Bank
Holdings Plc

   Subordinated     LT CCC+(EXP) Expected Rating   RR6

NEWDAY FUNDING 2025-1: Fitch Puts 'BB-(EXP)sf' Rating to F Notes
----------------------------------------------------------------
Fitch Ratings has assigned NewDay Funding Master Issuer Plc's
series 2025-1's notes expected ratings as detailed below. The
assignment of final ratings is contingent on the receipt of final
documentation conforming to information already reviewed.

Fitch expects to affirm NewDay Funding's existing series when it
assigns series 2025-1 its final ratings.

   Entity/Debt             Rating           
   -----------             ------           
NewDay Funding
Master Issuer Plc

   2025-1 Class A      LT AAA(EXP)sf Expected Rating
   2025-1 Class B      LT AA(EXP)sf  Expected Rating
   2025-1 Class C      LT A(EXP)sf   Expected Rating
   2025-1 Class D      LT BBB(EXP)sf Expected Rating
   2025-1 Class E      LT BB(EXP)sf  Expected Rating
   2025-1 Class F      LT BB-(EXP)sf Expected Rating

Transaction Summary

The notes issued by NewDay Funding Master Issuer Plc are
collateralised by a pool of non-prime UK credit card receivables
originated by NewDay Limited (NewDay). NewDay is one of the largest
specialist credit card companies in the UK and offers cards both
under its own brands and in partnership with individual retailers.
Only the cards branded by NewDay, which are targeted at higher-risk
borrowers on average, are included in this transaction. The cards
co-branded with retailers are financed through a separate
securitisation.

KEY RATING DRIVERS

Unchanged Asset Assumptions: Fitch has used the same asset
assumptions for the existing series, with a steady-state charge-off
rate at 17% and monthly payment rate (MPR) remaining at 11%. The
levels were changed earlier this year to reflect NewDay's
increasing strategic focus on acquiring and retaining slightly
lower-risk borrowers; the strength and stability of portfolio
performance metrics during challenging macroeconomic conditions;
and continued refinements to NewDay's automated credit-scoring
process.

Charge-off and MPR stresses are unchanged and remain at the low end
of the criteria range (3.5x and 45% at the AAAsf rating case,
respectively). This considers the high absolute level of the
steady-state charge-off rate, low volatility in the historical
data, and the low payment rates typical of the non-prime credit
card sector.

Sound Performance: The recent performance of the underlying assets
remains below Fitch's steady-state charge-off rate. Over the last
year, charge-offs and the MPR have averaged 12.9% and 13.9%,
respectively. The performance metrics are expected to fluctuate
around its steady states through the economic cycle.

Variable Funding Notes Add Flexibility: The structure includes a
separate originator variable funding note (VFN), purchased and held
by NewDay Funding Transferor Ltd, in addition to the series VFN-F1,
VFN-F2 and VFN-F3 providing the funding flexibility typical and
necessary for credit card trusts. It provides credit enhancement to
the rated notes, adds protection against dilutions by way of a
separate functional transferor interest, and meets UK and US
risk-retention requirements.

Risks from Seller/Servicer Mitigated: The NewDay group acts in
several capacities through its various entities, most prominently
as originator, servicer and cash manager. The reliance on the group
is mitigated by the transferable operations, agreements with
established card service providers and a series-specific liquidity
reserve. A back-up servicer has been in place since October 2024.
Upon the occurrence of a servicer termination event, the back-up
servicer will replace the existing servicer within 30 days.

As of April 2025, the minimum transferor interest percentage will
be reduced to 1.2% from 1.65%, given the historically low dilutions
experienced by the pool. Fitch deems that the minimum transferor
interest remains adequately sized to cover dilution risk.

RATING SENSITIVITIES

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

Rating sensitivity to increased charge-off rate

Increase steady state by 25% / 50% / 75%:

Series 2025-1 A: 'AA+sf'/ 'AA-sf' / 'A+sf'

Series 2025-1 B: 'A+sf'/ 'Asf' / 'A-sf'

Series 2025-1 C: 'BBB+sf'/ 'BBBsf' / 'BBB-sf'

Series 2025-1 D: 'BB+sf'/ 'BB-sf' / 'B+sf'

Series 2025-1 E: 'B+sf'/ 'Bsf' / N.A.

Series 2025-1 F: 'B+sf'/ N.A. / N.A.

Rating sensitivity to reduced MPR

Reduce steady state by 15% / 25% / 35%:

Series 2025-1 A: 'AA+sf'/ 'AA-sf' / 'A+sf'

Series 2025-1 B: 'A+sf'/ 'Asf' / 'A-sf'

Series 2025-1 C: 'A-sf'/ 'BBB+sf' / 'BBBsf'

Series 2025-1 D: 'BBB-sf'/ 'BB+sf' / 'BBsf'

Series 2025-1 E: 'BB-sf'/ 'BB-sf' / 'B+sf'

Series 2025-1 F: 'BB-sf'/ 'B+sf' / 'B+sf'

Rating sensitivity to reduced purchase rate

Reduce steady state by 50% / 75% / 100%:

Series 2025-1 D: 'BBB-sf'/ 'BBB-sf' / 'BBB-sf'

Series 2025-1 E: 'BB-sf'/ 'BB-sf' / 'BB-sf'

Series 2025-1 F: 'BB-sf'/ 'BB-sf' / 'B+sf'

No rating sensitivities are shown for the class A to C notes, as
Fitch already assumes a 100% purchase rate stress at their
ratings.

Rating sensitivity to increased charge-off rate and reduced MPR

Increase steady-state charge-offs by 25% / 50% / 75% and reduce
steady-state MPR by 15% / 25% / 35%:

Series 2025-1 A: 'AA-sf'/ 'A-sf' / 'BBBsf'

Series 2025-1 B: 'Asf'/ 'BBBsf' / 'BB+sf'

Series 2025-1 C: 'BBBsf'/ 'BB+sf' / 'BB-sf'

Series 2025-1 D: 'BBsf'/ 'B+sf' / N.A.

Series 2025-1 E: 'Bsf'/ N.A. / N.A.

Series 2025-1 F: 'Bsf'/ N.A. / N.A.

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

Rating sensitivity to reduced charge-off rate and increased MPR

Reduce steady-state charge-offs by 25% and increase steady-state
MPR by 15%:

Series 2025-1 A: 'AAAsf'

Series 2025-1 B: 'AAAsf'

Series 2025-1 C: 'AAsf'

Series 2025-1 D: 'A-sf'

Series 2025-1 E: 'BBBsf'

Series 2025-1 F: 'BBB-sf'

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

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

DATA ADEQUACY

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

Prior to the transactions' closing, Fitch reviewed the results of a
third-party assessment conducted on the asset portfolio information
and concluded that there were no findings that affected the rating
analysis.

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

ESG Considerations

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

PETROFAC LTD: Plan Sanction Hearing Scheduled for April 14
----------------------------------------------------------
Petrofac Limited and Petrofac International (UAE) LLC announced
that the Convening Hearing in relation to the restructuring plans
proposed by Petrofac pursuant to Part 26A of the UK Companies Act
2006 for the purposes of implementing the structuring was scheduled
to take place on March 20, 2025. The Sanction Hearing is expected
to take place on or about April 14, 2025.

Further details are available on the Plan Website at
https://deals.is.kroll.com/petrofac and the Shareholder Plan
Website at https://deals.is.kroll.com/petrofac-fsma-shareholders

Petrofac has appointed Jon Yorke to act as the Retail Investor
Advocate. The restructuring plan includes the settlement and
compromise of claims of existing and former shareholders seeking
damages under s90A of FSMA 000. Mr. Yorke, a restructuring expert,
has been appointed to engage with retail investors who consider
they may have such claims. His role is to consider shareholders
views on the Restructuring Plan and present those views to the
Court at the Convening Hearing and Sanction Hearing.

Shareholder Claimants can contact the Retail Investor Advocate free
of charge at ia@pl-plan.co.uk. Shareolder Claimants can access
further information at
https://deals.is.kroll.com/petrofac-fsma-shareholders

Further information

If you have any questions, please contact the Information Agent
at:

Kroll Issuer Services Limited
The Shard, 32 London Bridge Street, London SE1 9SG
E-mail: petrofac@is.kroll.com
        petrofac-fsma@is.kroll.com
Website: https.//deals.is.kroll.com/petrofac/
https://deals.is.kroll.com/petrofac-fsma-shareholders
Attention: Petrofac team


RECTELLA LIMITED: FTS Recovery Named as Administrators
------------------------------------------------------
Rectella Limited was placed into administration proceedings in the
High Court of Justice Business and Property Courts in Birmingham,
Insolvency & Companies List (ChD) Court Number: CR-2025-122, and
Alan Coleman and Marco Piacquadio of FTS Recovery Limited were
appointed as administrators on March 7, 2025.  

Rectella Limited, trading as Julian Charles Home, specialized in
the retail sale of textiles in specialised stores; activities of
head offices.  

Its registered office is at 26 Sansome Walk, Worcester, England,
WR1 1LX.

Its principal trading address is at 380 Chester Rd, Old Trafford,
Stretford, Manchester M16 9EA.

The administrators can be reached at:

           Alan Coleman
           FTS Recovery Limited
           3rd Floor, Tootal House
           56 Oxford Street, Manchester
           M1 6EU

           -- and --

           Marco Piacquadio
           FTS Recovery Limited
           Ground Floor, Baird House
           Seebeck Place, Knowlhill
           Milton Keynes, MK5 8FR

For further details, contact:

           Joint Liquidators
           Tel No: 01908 754 666

Alternative contact:

           Dwani Patel
           Email: dwani.patel@ftsrecovery.co.uk


                           *********


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

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

Copyright 2025.  All rights reserved.  ISSN 1529-2754.

This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.

Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.

The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail.  Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
contact Peter Chapman at 215-945-7000.


                * * * End of Transmission * * *