/raid1/www/Hosts/bankrupt/TCREUR_Public/250425.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
E U R O P E
Friday, April 25, 2025, Vol. 26, No. 83
Headlines
F R A N C E
BERTRAND FRANCHISE: Moody's Alters Outlook on 'B2' CFR to Negative
MOBILUX GROUP: S&P Assigns 'B+' Long-Term ICR, Outlook Stable
RENAULT SA: Moody's Affirms 'Ba1' CFR, Outlook Remains Positive
G E R M A N Y
ZF FRIEDRICHSHAFEN: S&P Downgrades ICR to 'BB-', Outlook Stable
I R E L A N D
AURIUM CLO XI: S&P Assigns B- (sf) Rating to Class F-R Notes
BOSPHORUS CLO VI: Moody's Affirms B2 Rating on EUR10.5MM F Notes
CVC CORDATUS VII: Moody's Affirms B2 Rating on EUR13.2MM F-R Notes
CVC CORDATUS XXV-A: S&P Assigns B- (sf) Rating on Cl. F-2-R Notes
PRPM FUNDIDO 2025-1: S&P Assigns B (sf) Rating to E-Dfrd Notes
I T A L Y
LOTTOMATICA GROUP: S&P Rates New EUR600M Sr. Sec. Notes 'BB'
L U X E M B O U R G
ALTISOURCE PORTFOLIO: Credit Investments Holds 22.5% Equity Stake
ALTISOURCE PORTFOLIO: William Erbey Reduces Stake Below 5%
N O R W A Y
[] NORWAY: Real Estate Sector Faces Uncertain Operating Conditions
S P A I N
MBS BANCAJA 4: Fitch Affirms 'CCCsf' Rating on Class E Notes
S W E D E N
INTRUM AB: Moody's Puts 'Ca' CFR Under Review for Upgrade
U N I T E D K I N G D O M
MCLAREN HOLDINGS: Moody's Withdraws 'Caa1' Corporate Family Rating
S4 CAPITAL: S&P Downgrades Long-Term ICR to 'B', Outlook Stable
TMF GROUP: S&P Assigns 'B' Ratings, Outlook Stable
[] UK: Company Administrations Hit Record High in March 2025
X X X X X X X X
[] BOOK REVIEW: Management Guide to Troubled Companies
- - - - -
===========
F R A N C E
===========
BERTRAND FRANCHISE: Moody's Alters Outlook on 'B2' CFR to Negative
------------------------------------------------------------------
Moody's Ratings has changed to negative from stable the outlook of
Bertrand Franchise Finance (BFF, Bertrand Franchise or the
company), the subsidiary of Bertrand Franchise, a leading food
service franchising entity in France. Concurrently, Moody's have
affirmed the company's B2 long-term corporate family rating, the
B2-PD probability of default rating and the B2 ratings on the
EUR1,150 million backed senior secured notes (SSN) due in 2030.
"The outlook change to negative reflects the company's operating
underperformance in 2024 driven by: (1) weakness in discretionary
spending as a result of uncertain political and geopolitical
environment; (2) the persistent inflationary pressures leading to a
deterioration in consumer sentiment; and (3) the alteration in
tourist flow and consumer behaviour caused by the Olympic Games in
Paris during the summer," says Fernando Galeote, a Moody's Ratings
Analyst and lead analyst for Bertrand Franchise.
"As a result, the improvement in metrics anticipated in Moody's
initial ratings in 2024 will take longer to materialise, putting
pressure on the rating which was already weakly positioned", adds
Mr Galeote.
RATINGS RATIONALE
The rating action reflects Bertrand Franchise's high
Moody's-adjusted leverage and weak interest coverage for the
current B2 rating, leaving little headroom for underperformance in
the next 12-18 months. Additionally, the lower than expected
restaurant openings, mainly in Bertrand Casual Food (BCF), as well
as the more pronounced rationalisation on Pitaya´s network, have
also dented top line growth.
The company's operating performance in 2024 was below Moody's
expectations with revenue, pro forma for the full perimeter in
2023, decreasing by 3% reaching EUR981 million (2023: EUR1,011
million), 6% lower than Moody's expectations of EUR1,045 million.
EBITDA underperformed Moody's base case by 7%, delivering EUR294
million (2023: EUR288 million) compared with Moody's expectations
of EUR315 million.
Pro forma for the full perimeter in 2023, the company's
Moody's-adjusted gross leverage increased to 7.5x in 2024 (2023:
7.0x), due to the combination of weaker profitability and a higher
amount of debt in respect of lease liabilities and put options,
with the latter being a consequence of the recent acquisitions.
Moody's updated base case scenario anticipates this metric will
improve to 7.2x in 2025 and 6.5x in 2026. Interest coverage,
measured as EBIT over interest expense, was stable at 1.2x in 2024,
and Moody's now expects it to remain flat in 2025 before improving
to 1.5x in 2026.
Lower EBITDA paired with higher tax paid, due to the change in
perimeter, dragged free cash flow (FCF) generation in 2024 to EUR27
million negative (excluding payments for acquisitions), compared to
Moody's original forecast that it would be positive at around EUR10
million. Moody's now expects FCF to be break-even in 2025 and to
improve to around EUR20 million in 2026.
The B2 CFR continues to be supported by (1) the company's exclusive
rights in France to the globally recognised Burger King brand,
which has an extensive international track record; (2) its
attractive portfolio of Burger King brand restaurants,
strategically located and with favourable lease terms; (3) the
concept diversification and growth opportunities primarily through
owned brands in the Casual Food perimeter; (4) the resilience of
its business model, underscored by its asset-light structure and a
robust franchise network; and (5) very good liquidity characterised
by a substantial cash balance, a long-term debt maturity profile
and Moody's expectations of positive free cash flow from 2026.
The rating also factors in (1) elevated leverage and low interest
coverage which positions the rating very weakly in the rating
category; (2) the company's limited geographic diversification; and
(3) the execution risk associated with restaurant openings in a
highly competitive market.
LIQUIDITY
Liquidity is very good supported by cash balance of EUR221 million
as of December 2024 and access to the fully undrawn EUR165 million
revolving credit facility (RCF) due 2029. In addition, Moody's
expects Bertrand Franchise to become FCF positive in the next 12-18
months.
The company's ability to draw on the RCF is subject to a springing
covenant of net leverage not exceeding 8.0x (step-downs to a
minimum level of 7.0x by December 31, 2026), tested when the
facility is more than 40% drawn. Moody's expects Bertrand Franchise
to maintain adequate capacity against the covenant threshold.
STRUCTURAL CONSIDERATIONS
The B2 instrument ratings of the EUR1,150 million SSN is in line
with the CFR, reflecting the fact that this instrument represents
most of the company's financial debt. However, the notes are
subordinated to the EUR165 million super senior RCF. The SSN and
the super senior RCF share the same security package and
guarantees, with the RCF benefiting from priority claim on
enforcement proceeds. The security package comprises pledges over
the shares of the borrower and guarantors as well as bank accounts
and intragroup receivables, and will be guaranteed by the group's
operating subsidiaries representing at least 75% of the
consolidated EBITDA. Moody's considers the security package to be
weak, in line with Moody's approach for share-only pledges.
The B2-PD probability of default rating on Bertrand Franchise
reflects the assumption of a 50% family recovery rate, given the
weak security package and the covenant-lite structure, which
includes only a springing covenant on the RCF, tested when its
utilisation is above 40%.
RATIONALE FOR NEGATIVE OUTLOOK
The negative outlook reflects Bertrand Franchise's elevated
leverage and weak credit metrics due to operating underperformance
in a challenging economic environment. Moody's understands the
company could embark on new acquisitions given its track record and
the high cash balance position, which will boost revenue and EBITDA
growth.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Given the weak credit metrics, upward pressure on the rating in the
next 12-18 months is unlikely but could develop if credit metrics
improve on the back of network growth, with Moody's-adjusted
debt/EBITDA decreasing below 5.0x and Moody's-adjusted
EBIT/interest expense above 2.0x, both on a sustained basis. Before
considering an upgrade, the company's free cash flow generation has
to materially improve.
Negative rating pressure could arise if the company fails to reduce
its Moody's-adjusted leverage towards 6.0x and to improve its
Moody's-adjusted EBIT/interest expense above 1.5x. Additionally, if
underlying free cash flow turns negative on a sustained basis or
the company's liquidity weakens materially, this could further
contribute to negative pressure on the ratings.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Restaurants
published in August 2021.
COMPANY PROFILE
Headquartered in Paris, Bertrand Franchise stands as the leading
multi-brand food service franchising platform in France, with a
network of over 1,140 restaurants and approximately EUR2.8 billion
in system-wide sales. The company operates a diverse portfolio of
11 brands restaurant brands that cater to a wide range of
attractive food service market segments, from QSR to casual dining
formats, addressing all-day consumption occasions. The company owns
9 out of the 11 restaurant brands in their portfolio (Au Bureau,
Hippopotamus, Léon, Volfoni, Pitaya, Jôyô, Chik'Chill, Le
Paradis du fruit and Hanoï Cà Phê), while having the master
franchisee in France for the remaining two brands (Burger King and
Itsu). Their restaurant network spans across attractive locations
throughout France and the company partners with more than 400
franchisees, who together operated 87% of Bertrand Franchise's
restaurant network as of 2024. On a pro forma basis, the company
reported revenues of EUR981 million and adjusted EBITDA of EUR299
million in 2024. Bertrand Franchise is controlled by Groupe
Bertrand (60.8%), Bridgepoint (21.2%) and AlpInvest and Goldman
Sachs Asset Management (18%).
MOBILUX GROUP: S&P Assigns 'B+' Long-Term ICR, Outlook Stable
-------------------------------------------------------------
S&P Global Ratings assigned its 'B+' long-term issuer credit rating
to France-based furniture and home goods retailer Mobilux Group SCA
and withdrew its 'B+' issuer credit rating on Mobilux Sarl. S&P
affirmed its 'B+' issue rating on the EUR250 million senior secured
notes and EUR500 million senior secured notes. S&P's '3' (rounded
estimate: 55%) recovery ratings on the senior secured notes are
unchanged.
S&P said, "The stable outlook reflects our view that, following the
ongoing integration of BUT and Conforama, the group's resilient
operating performance will continue amid difficult trading
conditions. Over fiscal 2025, we expect revenue to decline by about
1%-2%, while EBITDA margins should stay at 12.0%-12.5%. This will
translate into S&P Global Ratings-adjusted debt to EBITDA remaining
below 4.0x, and substantial free operating cash flow (FOCF) after
lease payments of around EUR90 million."
Mobilux Sarl reported resilient results in the fiscal year ending
June 30, 2024, despite the challenging operating environment. Its
reported revenue declined by a moderate 2.7%, compared to our
expectation of a 4.0% drop, and reported EBITDA decreased by 2.9%.
This was due to challenging market conditions reflecting
still-subdued real estate transactions volumes and ongoing pressure
on discretionary spending. However, Mobilux slightly overperformed
its reference market, gaining 20 basis points (bps) of market share
in furniture and decoration. This is because the group has been
capitalizing on its wide product offering, extensive 524-store
network (including franchisees) and complementary positioning of
BUT and Conforama, which enables it to capture a larger customer
base across different price ranges. The declining revenue trend
continued in first-half fiscal 2025 (ended Dec. 31, 2024) when the
group's total sales decreased by 1.7% year-on-year, despite store
expansions and some improvement in like-for-like sales, and
reported EBITDA declined by 5.8%. S&P expects total revenue to
decrease by about 1%-2% over fiscal 2025, absent a material
improvement in market conditions, before starting to recover in
fiscal 2026.
S&P said, "We expect the group's EBITDA margin will remain about
12.5% in fiscal 2025 as Mobilux advances the integration of the two
banners. In fiscal 2024, the group's S&P Global Ratings-adjusted
EBITDA margin was about 12.5%, compared to 12.7% in fiscal 2023,
despite topline pressure and still-elevated input costs. This
aligned with our profit forecast of 12.0%-12.5%. We expect
profitability will remain the same in fiscal 2025, despite the
market volume decline. The group is advancing its integration of
Conforama and BUT, which should deliver some cost synergies and
help mitigate the effects of lower revenue. Synergies should come
from centralized procurement and shared logistics and IT
infrastructure. The group is also part of the XXXLutz purchasing
partnership and the GIGA purchasing organization, giving it
significant sourcing synergies and bargaining power. While we
understand the integration is advancing well so far, we still
foresee some execution risks relating to these organizational
changes given the size of the integration (Conforama represented
38% of group's revenue in 2024) as well as Conforama's historically
weaker profitability than BUT. We will continue to monitor the
integration as the group builds a track record of operating the
two."
dgroup's sustainably positive FOCF and adequate liquidity buffer
afford it a significant cushion to absorb potential downside risk
related to the integration and market downturn.
S&P said, "We forecast leverage remaining at 3.5x-4.0x, even
including the additional EUR90 million preference shares. In June
2024, the group refinanced the Conforama state-guaranteed (prêts
garantis par l'État) loan with available debt and cash. Following
the completion of this transaction, the group's total S&P Global
Ratings-adjusted debt was EUR1.58 billion--mostly EUR750 million
senior secured notes; EUR660 million of lease liabilities; and
minimal earn-out debt related to the Morin acquisition. We also
conservatively consider the EUR90 million of preference shares
issued in 2024 to be debt-like. Consequently, and absent an EBITDA
build-up in fiscal 2025, we anticipate S&P Global Ratings-adjusted
leverage (including the preference shares) will remain broadly
stable at around 3.6x, then 3.5x in fiscal 2026. This is in line
with the group's history of relatively prudent financial policy
compared to other private-equity-owned businesses. Its leverage
also reflects its shareholding structure, under which 50% is owned
by WM Holding (an investment company associated with industry
leader XXXLutz Group). This translates into a track-record of
leverage staying well below 5.0x through the cycle.
"The stable outlook reflects our view that the group will continue
to deliver resilient operating performance amid difficult trading
conditions, while finalizing the integration of BUT and Conforama.
Over fiscal 2025, we expect the group's revenue to decline by about
1%-2%, while EBITDA margins remain 12.0%-12.5%. This will translate
into S&P Global Ratings-adjusted debt to EBITDA remaining below
4.0x, and substantial FOCF after lease payments of around EUR90
million."
S&P could lower its rating on Mobilux over the next 12 months if:
-- The company's annual FOCF after lease payments falls materially
short of our base-case assumption or its S&P Global
Ratings-adjusted debt to EBITDA rises above 4.5x; or
-- The group employs a more-aggressive financial policy,
characterized by distributions to its shareholders or large
debt-funded acquisitions, that depletes its cash buffer or leads to
weaker credit metrics.
S&P could raise its ratings on Mobilux over the next 12 months if:
-- Despite market pressure on topline and profitability, and the
complex integration of BUT and Conforama, the group maintains
resilient operating performance, with S&P Global Ratings-adjusted
leverage staying structurally below 4.0x under a supportive
financial policy; and
-- The company's reported FOCF after leases remains sustainably
above EUR100 million annually.
RENAULT SA: Moody's Affirms 'Ba1' CFR, Outlook Remains Positive
---------------------------------------------------------------
Moody's Ratings has affirmed all ratings of Renault S.A. (Renault
or the group) including its Ba1 long-term corporate family rating,
its Ba1-PD probability of default rating, the (P)Ba1 rating of its
senior unsecured EMTN programme and the Ba1 rating of the group's
senior unsecured notes. Moody's also affirmed the NP rating of
Renault's short term commercial paper and (P)NP other short term
program. The outlook remains positive.
RATINGS RATIONALE
The affirmation of Renault's Ba1 rating with a positive outlook
reflects the resilience of the company's operating performance and
strong free cash flow generation over the last 12 months and
Moody's expectations that credit metrics will remain broadly stable
over the next 12-18 months.
The positive outlook suggests Renault could be upgraded to
investment grade in the coming months if it continues to generate a
resilient operating performance, even in a more challenging
macroeconomic environment. Moody's note the potential challenges
for the European economy, as unpredictable US trade policy could
weaken consumer sentiment and disrupt supply chains. The positive
outlook indicates that the profitability gap between Renault and
higher-rated peers could narrow in the coming quarters, driven by
its focus on the European market, new model launches, and
structural cost improvements.
Renault's good operating performance is driven by the commercial
success of its product offensive, improving mix, focus on cost
improvements and its strategy to favor partnerships over vertical
integration to gain scale while containing capex spending.
Renault's relative resilience compared to other European automakers
is also attributed to its lack of exposure to China, a market where
foreign automakers currently struggle.
Despite a challenging industry environment last year, Renault's
automotive segment reported a 4.9% revenue growth, a 4.2% margin
(Moody's adjusted EBIT), and strong Moody's adjusted free cash flow
of EUR2.2 billion (or EUR1.6 billion excluding Financial Services
dividends). Over the next 12-18 months, Moody's expects Renault's
automotive revenue to grow, with margins remaining stable despite a
decline in 2025 due to battery electric vehicle (BEV) dilution, and
improving in 2026 on benefits of full availability of new products,
continuous cost initiatives and positive HORSE impact. Free cash
flow is expected to remain positive. Renault's gross debt declined
last year, bringing Moody's adjusted gross debt / EBITDA to 3.0x in
2024.
At price, Renault's 36% stake in Nissan Motor Co., Ltd. (Ba1
negative) is worth EUR2.6 billion. This provides significant
financial flexibility to Renault and could trigger further upward
rating pressure if proceeds are used to reduce gross debt. The
current rating does not factor in any further shares sales nor
gross debt repayment at this stage.
The transition to electric vehicles poses significant challenges to
automakers, with demand for electric vehicles weaker than expected.
In 2024, BEVs accounted for 6% of Renault's global passenger car
sales, lower than most European peers, and 9% in Europe, below the
industry average of 15%. Renault aims to increase its BEV share
with new models like the Scenic, R5, and R4 for Renault, Spring for
Dacia, and a refreshed Alpine lineup. By the fourth quarter of
2024, BEVs made up 12% of Renault Group's European sales,
reflecting the early commercial success of recent launches.
Including plug-in hybrids and hybrids, electrified vehicles reached
33% in Europe in 2024. The new Twingo and the next A-segment
electric Dacia, both scheduled for 2026 at competitive price points
are expected to further boost BEV sales. The European Commission's
proposed relaxation of 2025 CO2 emissions regulation could benefit
Renault by easing immediate margin pressures and providing more
time to ramp-up BEV volume and progress on costs.
Renault's lack of sales in the US is currently another relative
advantage, as it avoids the higher tariffs imposed by the Trump
administration. However, Renault is exposed to increasing risk of
global economic slowdown and supply chain disruptions.
Unpredictable US trade policy is likely to deteriorate global
credit conditions. Continued uncertainty hampers business planning,
stalls investment, and affects consumer confidence, slowing growth
and increasing recession risks, potentially weighting on Europe's
largest economies.
LIQUIDITY
Renault's liquidity profile is very good. At end of December 2024,
Renault's principal sources of liquidity consisted of cash and cash
equivalents on the balance sheet, amounting to EUR15.3 billion;
current financial assets of around EUR1.2 billion; and undrawn
committed credit lines of EUR3.3 billion. Including funds from
operations, which Moody's expects to be around EUR4.0 billion in
2025, liquidity sources amount to around EUR24 billion under
Moody's assumptions. These provide an ample coverage for liquidity
requirements of around EUR8 billion that could emerge during this
year, including short-term debt maturities, expected capital
spending of around EUR3.0 billion (including leases repayment),
working cash that Moody's estimates at EUR1.5 billion according to
Moody's standard assumptions of 3% of revenue and common and
minority dividends of EUR0.7 billion.
With projected volume growth this year, Moody's expects the company
to continue releasing working capital in 2025, though at a lower
level than last year. Over the last years, Renault exhibited a
negative working capital pattern. On a relative basis, the company
reports a very comfortable cash position, as illustrated by cash /
revenue above 30%. Moody's s a portion of this large cash balance
is maintained to cover operating and liquidity needs, particularly
for working capital (intra-month fluctuations and potential
reversals in a downturn scenario).
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's would consider upgrading the ratings in case (1) the
Moody's-adjusted EBIT margin remains sustainably in the mid-single
digits (in percentage terms); (2) Moody's-adjusted Debt/EBITDA
decreases comfortably below 2.75x and (3) the company generates
positive free cash flow on a sustained basis and preserves its very
good liquidity profile. Moreover, a rating upgrade would require
the company to demonstrate continued progress in BEV penetration
ramp-up. Renault could see upward rating pressure if, in the coming
months, Moody's determines that the likely deterioration of global
credit conditions due to unpredictable US trade policy will not
materially and sustainably impact Moody's expectations for
Renault's operating performance and credit metrics.
Renault's ratings could be downgraded in case (1) Moody's-adjusted
EBIT margin weakens below 3% for a prolonged period of time; (2)
Moody's-adjusted Debt/EBITDA consistently exceeds 3.5x and (3) the
company's free cash flow turns negative for a prolonged period.
Furthermore, a significant weakening of Renault's liquidity could
trigger a rating downgrade.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Automobile
Manufacturers published in April 2025.
=============
G E R M A N Y
=============
ZF FRIEDRICHSHAFEN: S&P Downgrades ICR to 'BB-', Outlook Stable
---------------------------------------------------------------
S&P Global Ratings lowered to 'BB-' from 'BB+' its long-term issuer
credit rating on Germany-based auto supplier ZF Friedrichshafen AG
(ZF) and its issue rating on its unsecured debt.
S&P said, "The stable outlook reflects our expectation that ZF's
operating performance will progressively recover despite the high
degree of uncertainty. We anticipate FFO to debt will be gradually
restored above 12% in the next 18 months, with at least neutral
FOCF in 2025 and FOCF to debt of about 2% in 2026, driven by the
recovery in its adjusted EBITDA margin to above 8%."
ZF's leverage and cash flow will be materially weaker than
previously expected in 2025. S&P said, "We expect the combination
of subdued global automotive and commercial vehicle production this
year, slow volumes ramp-up in the electrified powertrain division,
and our estimation of about EUR250 million in restructuring costs
will continue to weigh on ZF's credit metrics. Our FFO-to-debt
projection of 11.7% for 2025, although improving from a weak 6.5%
in 2024, still reflects high leverage. We also forecast ZF's debt
to EBITDA to remain elevated at 4.6x in 2025, from 5.7x in 2024. We
anticipate a recovery in ZF's adjusted EBITDA margin to 7.4% this
year from 5.7% in 2024, mainly thanks to lower research and
development (R&D) and restructuring expenses as well as initial
operating efficiencies from the group's performance programs and
footprint adjustments launched in 2023-2024. However, we estimate
this will remain insufficient to translate into positive FOCF,
after a sizable burn of EUR908 million in 2024."
Operating performance will continue to recover in 2026, despite the
flattish industry outlook. S&P said, "Our base case assumes flat
global light vehicle production in 2025 and 2026, but incorporates
weaker volumes in Europe and North America (74% of ZF's 2024
revenue) compared to China. We anticipate meaningful improvements
in ZF's profitability and cash conversion in 2026, mainly thanks to
the company achieving operating and R&D savings from its footprint
closures and job reduction, as well as lower restructuring costs.
In 2024, the company already reduced its workforce by about 4,000
positions in Germany out of the 11,000-14,000 targeted reductions
by 2028. Overall, we project the group's adjusted EBITDA margin
will improve to 8.3% in 2026, from 7.4% this year and 5.7% in
2024." These projected gradual improvements in profitability should
also support the rating if market conditions were to worsen.
S&P said, "Excluding any effects from working capital or
restructuring provisions, we estimate that the group would require
an adjusted EBITDA margin of more than 8% to generate positive
FOCF. We believe ZF's cash conversion will remain hindered by
annual cash interest of about EUR800 million and sticky taxes
payments of about EUR550 million, as well as yearly capex of about
EUR1.9 billion. With the gradual turnaround of its operations and
stronger market volumes, we expect that its adjusted EBITDA margin
will gradually recover above 8% in 2026 and correspond to a level
that should enable the group to generate FOCF to debt of about 2%
on a sustainable basis."
ZF has some leeway under its 'BB-' rating to navigate
tariff-related disruptions. S&P said, "We expect that any potential
extra costs from tariffs would be mostly passed through to auto
original equipment manufacturers (OEMs). While weaker production
volumes or lower tariff cost recovery could soften credit metrics,
we think that our current adjusted FFO-to-debt forecast of nearly
15% for 2026 represents some buffer compared with our 12% downside
threshold, should revenue growth or profitability recovery be
slower than expected. We also anticipate the company's focus on
cash preservation and stricter capex selectivity toward its
chassis, commercial vehicle, and industrial core divisions will
allow it to restore adjusted FOCF to debt close to 2% in 2026, from
broadly breakeven this year."
S&P said, "We think that asset disposals are unlikely to accelerate
ZF's deleveraging in the short term. We believe that the current
weak market conditions are hampering ZF's prospects to swiftly
reduce its debt load via divestments such as its passive safety
division (Lifetec), which has been operating as an independent
business since 2024. In addition, we believe that a disposal would
only result in meaningful deleveraging if the profitability of ZF's
remaining core operations materially improves, which we do not
expect before 2026-2027. The group also indicated that it is
considering different options for its electrified powertrain
technology and electronics and ADAS divisions, such as joint
management or the transfer of operations to partners. Our base case
does not assume any full or partial disposals since no transaction
has been contracted yet.
"We anticipate ZF will maintain a sound liquidity position in the
next 24 months, while covenant headroom has narrowed. We believe
the group's elevated cash balance of about EUR3.4 billion as of
Dec. 31, 2024--as well as its EUR3.5 billion unsecured revolving
credit facility (RCF) and bank deposits earmarked for debt
repayments of about EUR1.2 billion--represent a substantial buffer
to absorb about EUR3.1 billion of short-term debt repayments in
2025 and EUR2.1 billion in 2026. We believe the group maintains
sound access to credit markets, as demonstrated by its frequent
debt issuances and ability to obtain covenant waivers and
relaxations on its RCF through third-quarter 2026. We estimate ZF's
covenant headroom will stay at 15%-20% through 2025, providing some
buffer in case of weaker-than-expected performance.
"The stable outlook reflects our expectation that ZF's operating
performance will progressively recover despite the high degree of
uncertainty. We anticipate FFO to debt will be gradually restored
above 12% in the next 18 months, with at least neutral FOCF in 2025
and FOCF to debt of about 2% in 2026, driven by the recovery in its
adjusted EBITDA margin to above 8% and capex declining toward 4.5%
of sales. We also anticipate that ZF will maintain a sound
liquidity cushion and some covenant headroom through 2026."
S&P could lower its rating on ZF if:
-- S&P anticipates its FFO to debt will remain below 12% for a
prolonged period;
-- It does not restore meaningful cash conversion and FOCF to debt
of about 2%; or
-- S&P expects reduced covenant and liquidity headroom.
S&P estimates such a scenario could stem from materially
higher-than-expected disruptions in the auto and commercial vehicle
markets through 2026, further operating setbacks in its electrified
powertrain division, or delays in achieving its targeted cost and
capex savings.
S&P said, "We could raise our rating on ZF if we anticipate its FFO
to debt will improve and remain at about 15% or above, while the
company maintains FOCF to debt of about 5%. We estimate this could
stem from the company keeping its adjusted EBITDA margin
comfortably above 8.0%, while successfully reducing its capex
intensity from previous years' peak levels."
=============
I R E L A N D
=============
AURIUM CLO XI: S&P Assigns B- (sf) Rating to Class F-R Notes
------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Aurium CLO XI
DAC's class A-R, B-R, C-R, D-R, E-R, and F-R notes, and class A-R
loan. The issuer also issued EUR4 million unrated additional
subordinated notes. There are also unrated subordinated notes
outstanding from the original transaction.
This transaction is a reset of the already existing transaction.
The issuance proceeds of the refinancing notes were used to redeem
the original notes and the ratings on the original notes have been
withdrawn.
The ratings reflect S&P's assessment of:
-- The diversified collateral pool, which primarily comprises
broadly syndicated speculative-grade senior secured term loans and
bonds that are governed by collateral quality tests.
-- The credit enhancement provided through the subordination of
cash flows, excess spread, and overcollateralization.
-- The collateral manager's experienced team, which can affect the
performance of the rated notes and loan through collateral
selection, ongoing portfolio management, and trading.
-- The transaction's legal structure, which is bankruptcy remote.
-- The transaction's counterparty risks, which are in line with
S&P's counterparty rating framework.
Portfolio benchmarks
S&P Global Ratings' weighted-average rating factor 2,689.80
Default rate dispersion 631.76
Weighted-average life (years) 4.49
Weighted-average life (years) extended
to cover the length of the reinvestment period 4.99
Obligor diversity measure 161.48
Industry diversity measure 22.49
Regional diversity measure 1.37
Transaction key metrics
Portfolio weighted-average rating
derived from S&P's CDO evaluator B
'CCC' category rated assets (%) 1.71
Actual 'AAA' weighted-average recovery (%) 36.67
Actual weighted-average spread (%) 3.77
Actual weighted-average coupon (%) 3.92
Under the transaction documents, the rated notes and loan will pay
quarterly interest unless a frequency switch event occurs.
Following this, the notes and loan will switch to semiannual
payments.
The portfolio's reinvestment period will end approximately five
years after closing.
The portfolio is well-diversified, primarily comprising broadly
syndicated speculative-grade senior secured term loans and senior
secured bonds. Therefore, S&P has conducted its credit and cash
flow analysis by applying its criteria for corporate cash flow
CDOs.
S&P said, "In our cash flow analysis, we used the EUR450 million
target par amount, the portfolio's actual weighted-average spread
(3.77%), actual weighted-average coupon (3.92%), and actual
weighted-average recovery rates at all rating levels. We applied
various cash flow stress scenarios, using four different default
patterns, in conjunction with different interest rate stress
scenarios for each liability rating category."
This transaction features a principal transfer test, which allows
interest proceeds exceeding the principal transfer coverage ratio
to be paid into either the principal or supplemental reserve
account. The interest proceeds can only be paid into the principal
account senior to the reinvestment overcollateralization test and
into the supplemental reserve account junior to the reinvestment
overcollateralization test. S&P said, "Therefore, we have not
applied a cash flow stress for this. Nevertheless, because the
transfer to principal is at the collateral manager's discretion, we
did not give credit to this test in our cash flow analysis."
S&P said, "Under our structured finance sovereign risk criteria,
the transaction's exposure to country risk is sufficiently
mitigated at the assigned ratings.
"The transaction's documented counterparty replacement and remedy
mechanisms adequately mitigate its exposure to counterparty risk
under our current counterparty criteria.
"The transaction's legal structure and framework is bankruptcy
remote, in line with our legal criteria.
"Our credit and cash flow analysis indicates that the available
credit enhancement for the class B-R to E-R notes could withstand
stresses commensurate with higher ratings than those we have
assigned. However, as the transaction will be in its reinvestment
phase starting from the issue date, during which the transaction's
credit risk profile could deteriorate, we have capped our ratings
assigned to the notes."
The class A-R loan, class A-R, and F-R notes can withstand stresses
commensurate with the assigned ratings.
S&P said, "Following our analysis of the credit, cash flow,
counterparty, operational, and legal risks, we believe that our
ratings are commensurate with the available credit enhancement for
the class A-R, B-R, C-R, D-R, E-R, and F-R notes, and class A-R
loan.
"In addition to our standard analysis, to provide an indication of
how rising pressures among speculative-grade corporates could
affect our ratings on European CLO transactions, we have also
included the sensitivity of the ratings on the class A-R to E-R
notes, and A-R 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-R notes."
Environmental, social, and governance
S&P said, "We regard the exposure to environmental, social, and
governance (ESG) credit factors in the transaction as being broadly
in line with our benchmark for the sector. Primarily due to the
diversity of the assets within CLOs, the exposure to environmental
credit factors is viewed as below average, social credit factors
are below average, and governance credit factors are average. For
this transaction, the documents prohibit assets from being related
to certain activities.
"Accordingly, since the exclusion of assets from these industries
does not result in material differences between the transaction and
our ESG benchmark for the sector, we have not made any specific
adjustments in our rating analysis to account for any ESG-related
risks or opportunities."
Aurium CLO XI DAC is a European cash flow CLO securitization of a
revolving pool, comprising euro-denominated senior secured loans
and bonds issued mainly by speculative-grade borrowers. Spire
Management Ltd. manages the transaction.
Ratings list
Amount Credit
Class Rating* (mil. EUR) Interest rate§ enhancement (%)
A-R AAA (sf) 209.25 3mE + 1.26% 38.00
A-R loan AAA (sf) 69.75 3mE + 1.26% 38.00
B-R AA (sf) 49.50 3mE + 1.85% 27.00
C-R A (sf) 27.00 3mE + 2.30% 21.00
D-R BBB- (sf) 31.50 3mE + 3.40% 14.00
E-R BB- (sf) 21.375 3mE + 5.85% 9.25
F-R B- (sf) 12.375 3mE + 8.60% 6.50
Sub notes NR 29.00 N/A N/A
*The ratings assigned to the class A-R loan, and class A-R, and B-R
notes address timely interest and ultimate principal payments. The
ratings assigned to the class C-R, D-R, E-R, and F-R notes address
ultimate interest and principal payments.
§The payment frequency switches to semiannual and the index
switches to 6mE when a frequency switch event occurs.
3mE--Three-month Euro Interbank Offered Rate.
6mE--Six-month Euro Interbank Offered Rate.
NR--Not rated.
N/A--Not applicable.
BOSPHORUS CLO VI: Moody's Affirms B2 Rating on EUR10.5MM F Notes
----------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by Bosphorus CLO VI Designated Activity Company:
EUR26,750,000 Class B-1 Secured Floating Rate Notes due 2034,
Upgraded to Aa1 (sf); previously on Mar 25, 2021 Definitive Rating
Assigned Aa2 (sf)
EUR10,000,000 Class B-2 Secured Fixed Rate Notes due 2034,
Upgraded to Aa1 (sf); previously on Mar 25, 2021 Definitive Rating
Assigned Aa2 (sf)
EUR24,500,000 Class C Secured Deferrable Floating Rate Notes due
2034, Upgraded to A1 (sf); previously on Mar 25, 2021 Definitive
Rating Assigned A2 (sf)
Moody's have also affirmed the ratings on the following notes:
EUR217,000,000 Class A Secured Floating Rate Notes due 2034,
Affirmed Aaa (sf); previously on Mar 25, 2021 Definitive Rating
Assigned Aaa (sf)
EUR19,600,000 Class D Secured Deferrable Floating Rate Notes due
2034, Affirmed Baa2 (sf); previously on Mar 25, 2021 Definitive
Rating Assigned Baa2 (sf)
EUR17,150,000 Class E Secured Deferrable Floating Rate Notes due
2034, Affirmed Ba2 (sf); previously on Mar 25, 2021 Definitive
Rating Assigned Ba2 (sf)
EUR10,500,000 Class F Secured Deferrable Floating Rate Notes due
2034, Affirmed B2 (sf); previously on Mar 25, 2021 Definitive
Rating Assigned B2 (sf)
Bosphorus CLO VI Designated Activity Company issued in March 2021,
is a collateralised loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured European loans. The portfolio is
managed by Cross Ocean Adviser LLP. The transaction's reinvestment
period will end in May 2025.
RATINGS RATIONALE
The rating upgrades on the Class B-1, Class B-2 and Class C notes
are primarily a result of the benefit of the shorter period of time
remaining before the end of the reinvestment period in May 2025.
The affirmations on the ratings on the Class A, Class D, Class E
and Class F notes are primarily a result of the expected losses on
the notes remaining consistent with their current rating levels,
after taking into account the CLO's latest portfolio, its relevant
structural features and its actual over-collateralisation ratios.
In light of reinvestment restrictions during the amortisation
period, and therefore the limited ability to effect significant
changes to the current collateral pool, Moody's analysed the deal
assuming a higher likelihood that the collateral pool
characteristics would maintain an adequate buffer relative to
certain covenant requirements.
The key model inputs Moody's uses in Moody's analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on Moody's published methodology
and could differ from the trustee's reported numbers.
In Moody's base case, Moody's used the following assumptions:
Performing par and principal proceeds balance: EUR346.5m
Diversity Score: 43
Weighted Average Rating Factor (WARF): 2843
Weighted Average Life (WAL): 4.28 years
Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.85%
Weighted Average Coupon (WAC): 4.34%
Weighted Average Recovery Rate (WARR): 45.21%
The default probability derives from the credit quality of the
collateral pool and Moody's expectations of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into Moody's cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.
Moody's note that the March 2025 [1] trustee report was published
at the time Moody's were completing Moody's analysis of the
February 2025 [2] data. Key portfolio metrics such as WARF,
diversity score, weighted average spread and life, and OC ratios
exhibit little or no change between these dates.
Methodology Underlying the Rating Action:
The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
May 2024.
Counterparty Exposure:
The rating action took into consideration the notes' exposure to
relevant counterparties, such as account bank and swap providers,
using the methodology "Moody's Approach to Assessing Counterparty
Risks in Structured Finance" published in October 2024. Moody's
concluded the ratings of the notes are not constrained by these
risks.
Factors that would lead to an upgrade or downgrade of the ratings:
The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.
Additional uncertainty about performance is due to the following:
-- Portfolio amortisation: Once reaching the end of the
reinvestment period in May 2025, the main source of uncertainty in
this transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.
-- Weighted average life: The notes' ratings are sensitive to the
weighted average life assumption of the portfolio, which could
lengthen as a result of the manager's decision to reinvest in new
issue loans or other loans with longer maturities, or participate
in amend-to-extend offerings. The effect on the ratings of
extending the portfolio's weighted average life can be positive or
negative depending on the notes' seniority.
In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
Moody's other analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.
CVC CORDATUS VII: Moody's Affirms B2 Rating on EUR13.2MM F-R Notes
------------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by CVC Cordatus Loan Fund VII Designated Activity Company:
EUR26,200,000 Class B-1-R-R Senior Secured Floating Rate Notes due
2031, Upgraded to Aaa (sf); previously on Feb 3, 2023 Upgraded to
Aa1 (sf)
EUR20,000,000 Class B-2-R-R Senior Secured Fixed Rate Notes due
2031, Upgraded to Aaa (sf); previously on Feb 3, 2023 Upgraded to
Aa1 (sf)
EUR30,800,000 Class C-R-R Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to Aa3 (sf); previously on Feb 3, 2023
Affirmed A2 (sf)
EUR20,900,000 Class D-R-R Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to Baa1 (sf); previously on Feb 3, 2023
Upgraded to Baa2 (sf)
Moody's have also affirmed the ratings on the following notes:
EUR270,600,000 (Current outstanding amount EUR215,830,957) Class
A-R-R Senior Secured Floating Rate Notes due 2031, Affirmed Aaa
(sf); previously on Feb 3, 2023 Affirmed Aaa (sf)
EUR27,500,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed Ba2 (sf); previously on Feb 3, 2023
Affirmed Ba2 (sf)
EUR13,200,000 Class F-R Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed B2 (sf); previously on Feb 3, 2023
Affirmed B2 (sf)
CVC Cordatus Loan Fund VII Designated Activity Company, issued in
August 2016 and refinanced in September 2018 and March 2021, is a
collateralised loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured European loans. The portfolio is
managed by CVC Credit Partners Group Ltd. The transaction's
reinvestment period ended in March 2023.
RATINGS RATIONALE
The upgrades on the ratings on the Class B-1-R-R, B-2-R-R, C-R-R
and D-R-R notes are primarily a result of the deleveraging of the
senior notes following amortisation of the underlying portfolio
over the last 12 months.
The affirmations on the ratings on the A-R-R, E-R and F-R notes are
primarily a result of the expected losses on the notes remaining
consistent with their current rating levels, after taking into
account the CLO's latest portfolio, its relevant structural
features and its actual over-collateralisation ratios.
The Class A-R-R notes have paid down by approximately EUR44.8
million (16.6% of original balance) over the last 12 months and
EUR54.8 million (20.2%) since closing. As a result of the
deleveraging, over-collateralisation (OC) has increased across the
capital structure. According to the trustee report dated March 2025
[1], the Class A/B, Class C, Class D, Class E and Class F OC ratios
are reported at 144.1%, 129.7%, 121.5%, 112.1% and 108.1%, compared
to March 2024 [2] levels of 138.6%, 126.3%, 119.1%, 110.8% and
107.2%, respectively. Moody's notes that the March 2025 principal
payments are not reflected in the reported OC ratios.
Key model inputs:
The key model inputs Moody's uses in Moody's analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on Moody's published methodology
and could differ from the trustee's reported numbers.
In Moody's base case, Moody's used the following assumptions:
Performing par and principal proceeds balance: EUR384.5m
Defaulted Securities: EUR0.7m
Diversity Score: 51
Weighted Average Rating Factor (WARF): 3108
Weighted Average Life (WAL): 3.62 years
Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.66%
Weighted Average Coupon (WAC): 4.07%
Weighted Average Recovery Rate (WARR): 43.74%
The default probability derives from the credit quality of the
collateral pool and Moody's expectations of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into Moody's cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.
Methodology Underlying the Rating Action:
The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
May 2024.
Counterparty Exposure:
The rating action took into consideration the notes' exposure to
relevant counterparties, such as account bank, using the
methodology "Moody's Approach to Assessing Counterparty Risks in
Structured Finance" published in October 2024. Moody's concluded
the ratings of the notes are not constrained by these risks.
Factors that would lead to an upgrade or downgrade of the ratings:
The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.
Additional uncertainty about performance is due to the following:
-- Portfolio amortisation: The main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.
-- Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's
over-collateralisation levels. Further, the timing of recoveries
and the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Moody's analysed
defaulted recoveries assuming the lower of the market price or the
recovery rate to account for potential volatility in market prices.
Recoveries higher than Moody's expectations would have a positive
impact on the notes' ratings.
In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
Moody's other analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.
CVC CORDATUS XXV-A: S&P Assigns B- (sf) Rating on Cl. F-2-R Notes
-----------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to CVC Cordatus Loan
Fund XXV-A DAC's class A-R, B-R, C-R, D-1-R, D-2-R, E-R, F-1-R, and
F-2-R notes. The issuer has unrated subordinated notes outstanding
from the existing transaction.
This transaction is a reset of the already existing transaction
that closed in April 2023. The issuance proceeds of the refinancing
debt were used to redeem the refinanced debt, for which S&P
withdrew its ratings at the same time, and pay fees and expenses
incurred in connection with the reset.
The ratings assigned to the notes reflect S&P's assessment of:
-- The diversified collateral pool, which consists primarily of
broadly syndicated speculative-grade senior secured term loans and
bonds that are governed by collateral quality tests.
-- The credit enhancement provided through the subordination of
cash flows, excess spread, and overcollateralization.
-- The collateral manager's experienced team, which can affect the
performance of the rated notes through collateral selection,
ongoing portfolio management, and trading.
-- The transaction's legal structure, which is bankruptcy remote.
-- The transaction's counterparty risks, which is in line with
S&P's counterparty rating framework.
Portfolio benchmarks
S&P Global Ratings' weighted-average rating factor 2,875.63
Default rate dispersion 486.32
Weighted-average life (years) 4.34
Weighted-average life extended to cover
the length of the reinvestment period (years) 4.50
Obligor diversity measure 149.79
Industry diversity measure 22.37
Regional diversity measure 1.18
Transaction key metrics
Portfolio weighted-average rating
derived from S&P's CDO evaluator B
'CCC' category rated assets (%) 1.64
Target 'AAA' weighted-average recovery (%) 35.97
Covenanted weighted-average spread (%) 3.80
Covenanted weighted-average coupon (%) 4.00
Liquidity facility
This transaction has a EUR1.0 million liquidity facility, provided
by The Bank of New York Mellon, with a maximum commitment period of
four years and an option to extend for a further 24 months. The
margin on the facility is 2.50% and drawdowns are limited to the
amount of accrued but unpaid interest on collateral debt
obligations. The liquidity facility is repaid using interest
proceeds in a senior position of the waterfall or repaid directly
from the interest account on a business day earlier than the
payment date. For S&P's cash flow analysis, it assumes that the
liquidity facility is fully drawn throughout the six-year period
and that the amount is repaid just before the coverage tests
breach.
Rating rationale
Under the transaction documents, the rated notes pay quarterly
interest unless a frequency switch event occurs. Following this,
the notes will switch to semiannual payments. The portfolio's
reinvestment period will end approximately 4.5 years after
closing.
S&P said, "At closing, we expect the portfolio to be
well-diversified, primarily comprising broadly syndicated
speculative-grade senior secured term loans and senior secured
bonds. Therefore, we have conducted our credit and cash flow
analysis by applying our criteria for corporate cash flow CDOs.
"In our cash flow analysis, we used the EUR500 million target par
amount, the covenanted weighted-average spread (3.80%), the target
weighted-average coupon (4.00%), and the target weighted-average
recovery rates calculated in line with our CLO criteria for all
rating levels. We applied various cash flow stress scenarios, using
four different default patterns, in conjunction with different
interest rate stress scenarios for each liability rating category.
"Until the end of the reinvestment period on Oct. 22, 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 notes." This test looks at the total
amount of losses that the transaction can sustain as established by
the initial cash flows for each rating, and it compares that with
the current portfolio's default potential plus par losses to date.
As a result, until the end of the reinvestment period, the
collateral manager may through trading deteriorate the
transaction's current risk profile, if the initial ratings are
maintained.
"The transaction's documented counterparty replacement and remedy
mechanisms adequately mitigate its exposure to counterparty risk
under our current counterparty criteria.
"Under our structured finance sovereign risk criteria, the
transaction's exposure to country risk is sufficiently mitigated at
the assigned ratings.
"The transaction's legal structure and framework is bankruptcy
remote, in line with our legal criteria.
"Our credit and cash flow analysis indicates that the available
credit enhancement for the class B-R, C-R, D-1-R, and D-2-R notes
could withstand stresses commensurate with higher rating levels
than those we have assigned. However, as the CLO will be in its
reinvestment phase starting from closing, during which the
transaction's credit risk profile could deteriorate, we have capped
our ratings assigned to the notes.
"For the class F-2-R notes, our credit and cash flow analysis
indicates that the available credit enhancement could withstand
stresses commensurate with a lower rating. However, we have applied
our 'CCC' rating criteria, resulting in a 'B- (sf)' rating on this
class of notes."
The ratings uplift for the class F-2-R notes reflects several key
factors, including:
-- The class F-2-R notes' available credit enhancement, which is
in the same range as that of other CLOs S&P has rated and that have
recently been issued in Europe.
-- The portfolio's average credit quality, which is similar to
other recent CLOs.
-- S&P's model generated break-even default rate at the 'B-'
rating level of 22.20% (for a portfolio with a weighted-average
life of 4.5 years), versus if it was to consider a long-term
sustainable default rate of 3.1% for 4.5 years, which would result
in a target default rate of 13.95%.
-- S&P does not believe that there is a one-in-two chance of this
note defaulting.
-- S&P does not envision this tranche defaulting in the next 12-18
months.
-- Following this analysis, S&P considers that the available
credit enhancement for the class F-2-R notes is commensurate with
the assigned 'B- (sf)' rating.
S&P said, "Taking the above factors into account and following our
analysis of the credit, cash flow, counterparty, operational, and
legal risks, we believe that the assigned ratings are commensurate
with the available credit enhancement for all the rated classes of
notes.
"In addition to our standard analysis, to provide an indication of
how rising pressures among speculative-grade corporates could
affect our ratings on European CLO transactions, we have also
included the sensitivity of the ratings on the class A-R to E-R
notes based on four hypothetical scenarios.
"As our ratings analysis makes additional considerations before
assigning ratings in the 'CCC' category, and we would assign a 'B-'
rating if the criteria for assigning a 'CCC' category rating are
not met, we have not included the above scenario analysis results
for the class F-1-R and F-2-R notes."
Environmental, social, and governance
S&P said, "We regard the exposure to environmental, social, and
governance (ESG) credit factors in the transaction as being broadly
in line with our benchmark for the sector. Primarily due to the
diversity of the assets within CLOs, the exposure to environmental
credit factors is viewed as below average, social credit factors
are below average, and governance credit factors are average. For
this transaction, the documents prohibit 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."
The transaction securitizes a portfolio of primarily senior secured
leveraged loans and bonds and will be managed CVC Credit Partners
Investment Management Ltd.
Ratings list
Amount Credit
Class Rating* (mil. EUR) Interest rate§ enhancement
(%)
A-R AAA (sf) 305.00 3/6-month EURIBOR + 1.25% 39.00
B-R AA (sf) 58.50 3/6-month EURIBOR + 1.90% 27.30
C-R A (sf) 29.50 3/6-month EURIBOR + 2.35% 21.40
D-1-R BBB- (sf) 34.50 3/6-month EURIBOR + 3.40% 14.50
D-2-R BBB- (sf) 2.50 3/6-month EURIBOR + 4.40% 14.00
E-R BB- (sf) 22.50 3/6-month EURIBOR + 5.85% 9.50
F-1-R B- (sf) 7.50 3/6-month EURIBOR + 8.33% 8.00
F-2-R B- (sf) 8.80 3/6-month EURIBOR + 9.56% 6.24
Sub NR 36.40 N/A N/A
*The ratings assigned to the class A-R and B-R notes address timely
interest and ultimate principal payments. The ratings assigned to
the class C-R, D-1-R, D-2-R, E-R, F-1-R, and F-2-R notes address
ultimate interest and principal payments.
§The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.
NR--Not rated.
N/A--Not applicable.
EURIBOR--Euro Interbank Offered Rate.
PRPM FUNDIDO 2025-1: S&P Assigns B (sf) Rating to E-Dfrd Notes
--------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to PRPM Fundido
2025-1 DAC's class A, B-Dfrd, C-Dfrd, D-Dfrd, and E-Dfrd notes. At
closing, PRPM Fundido 2025-1 also issued unrated class F and RFN
notes.
S&P said, "Our ratings address the timely payment of interest and
the ultimate payment of principal on the class A notes. Our ratings
on the class B-Dfrd, C-Dfrd, D-Dfrd, and E-Dfrd notes address the
ultimate payment of interest and principal on these notes, and
timely payment of interest when they become the most senior class
of notes outstanding." Unpaid interest does not accrue additional
interest and will be due at the notes' legal final maturity.
Credit enhancement for the rated notes comprises mainly
subordination. A reserve fund is fully funded at closing and
provides liquidity support for the payment of senior fees and
interest due on the class A and B-Dfrd notes, when it becomes the
most senior note outstanding. Any excess of the cash reserve over
its required amount provides credit support.
The pool of EUR392.6 million was originated by multiple lenders,
with the main ones being Banco de Sabadell S.A. (Sabadell), Abanca
Corporacion Bancaria S.A. (Abanca), and Cajamar Caja Rural S.C.C.
(Cajamar). The assets are first and lower-ranking reperforming
mortgages secured primarily on residential properties.
PRPM Fundido 2025-1, the issuer of the RMBS notes, is an Irish
special-purpose vehicle (SPV). The issuer purchased FTA bonds
issued by the three Casa VI FTA compartments, a Spanish SPV: FT
Casa VI – Cebreiro, FT Casa VI – Alpujarras, and FT Casa VI -
Garrotxa. The FTA bonds are backed by mortgage certificates pledged
in favor of the RMBS noteholders. S&P considers the Spanish and
Irish issuers to be bankruptcy remote entities, and it has received
legal opinions that indicate the sale of the assets would survive
the seller's insolvency.
Additionally, Sabadell, Abanca, Cajamar, and Pepper Spanish
Servicing, S.L.U (Pepper) act as special servicers on these assets
and master servicers of the overall portfolio. Hispania Asset
Management will conduct recovery activities.
The application of S&P's structured finance sovereign risk criteria
does not constrain the ratings.
Ratings
Class Rating* Amount (mil. EUR)
A AAA (sf) 217.896
B-Dfrd AA (sf) 35.334
C-Dfrd A+ (sf) 11.778
D-Dfrd BBB (sf) 13.741
E-Dfrd B (sf) 21.593
F NR 6.562
RFN NR 92.263
*S&P's 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 also address timely payment of current interest due, when
the deferrable notes become the most senior outstanding class. Any
deferred and unpaid interest is due by the legal final maturity.
NR--Not rated.
Dfrd--Deferrable.
=========
I T A L Y
=========
LOTTOMATICA GROUP: S&P Rates New EUR600M Sr. Sec. Notes 'BB'
------------------------------------------------------------
S&P Global Ratings assigned its 'BB' rating to Lottomatica Group
SpA's proposed EUR600 million senior secured fixed-rate notes due
2031. The recovery rating is '3', reflecting our expectation of
meaningful (50%-70%; rounded estimate: 60%) recovery prospects in
the event of a default.
Bond proceeds will reimburse the EUR565 million fixed-rate notes
due 2028, as well as any accrued unpaid interest on the notes, the
make-whole premium, and fees and costs linked to the refinancing.
The transaction is net leverage neutral, extends the debt
maturities, and could reduce annual interest expense, given the
high coupon on the existing debt at 7.125%. S&P said, "Depending on
the final pricing of the new instrument, we estimate Lottomatica
could save up to about EUR10 million annual interests compared to
our previous base-case scenario, further improving the group's
recurring free operating cash flow (FOCF) profile. Lottomatica is
also upsizing its super senior revolving credit facility to
EUR447.25 million from the current EUR400 million and extending its
termination date. We expect it will remain fully undrawn in our
base case."
S&P said, "On March 21, 2025, we raised our long-term issuer credit
rating on Lottomatica and our issue rating on its senior secured
notes to 'BB' from 'BB-'. The upgrade reflected reduced financial
sponsor Apollo's influence and robust operating performance. The
stable outlook reflects our 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 FOCF and the company's publicly stated
financial policy."
Issue Ratings – Recovery Analysis
Key analytical factors
-- S&P rates Lottomatica EUR2.0 billion senior secured notes
(including the proposed EUR600 million fixed-rate notes) 'BB' with
a '3' recovery rating, reflecting its expectation of meaningful
(50%-70%; rounded estimate: 60%) recovery in the event of a
default.
-- The recovery rating is constrained by the priority ranking
status of the EUR447.25 million super senior revolving credit
facility (RCF; including the proposed upsizing from the current
EUR400 million), as well as the substantial amount of senior
secured debt.
-- In S&P's hypothetical default scenario, it assumes unfavorable
changes in regulations in Italy, which will significantly affect
the company's business prospects, profitability, and cash flow; and
increased competition other gaming operators.
-- S&P values the business as a going concern, given its leading
brand and market share.
Simulated default assumptions
-- Year of default: 2030
-- Jurisdiction: Italy
Simplified waterfall
-- EBITDA at emergence: EUR290 million
-- Implied enterprise value multiple: 6.0x (lower than the
industry multiple of 6.5x, to reflect its single-country regulatory
exposure)
-- Gross enterprise value at default: EUR1.7 billion
-- Net enterprise value after administrative costs (5%): EUR1.6
billion
-- Estimated first-lien claims: EUR394 million
--Recovery rating: Not applicable
-- Estimated senior secured claims: EUR2.0 billion
--Recovery estimates: 50%-70% (rounded estimate: 60%)
--Recovery rating: 3
Note: The RCF is assumed 85% drawn at the time of default. All debt
amounts include six months of prepetition interest.
===================
L U X E M B O U R G
===================
ALTISOURCE PORTFOLIO: Credit Investments Holds 22.5% Equity Stake
-----------------------------------------------------------------
Credit Investments Group, a distinct business unit of UBS Asset
Management (Americas) LLC, disclosed in a Schedule 13D (Amendment
No. 1) filed with the U.S. Securities and Exchange Commission that
as of April 7, 2025, it beneficially owned 19,739,088 shares of
Altisource Portfolio Solutions S.A.'s Common Stock, representing
22.5% of the 87,582,129 outstanding shares as of March 25, 2025, as
reported in Amendment No. 1 to the Company's Annual Report on Form
10-K.
Credit Investments Group may be reached through:
Peter C. Gyr
Managing Director, Chief Compliance Officer
UBS Asset Management (Americas) LLC,
787 Seventh Avenue, New York, NY 10019,
Tel: 212-713-3123
A full-text copy of Credit Investments' SEC Report is available
at:
https://tinyurl.com/4v3m5a5d
About Altisource
Headquartered in Luxembourg, Altisource Portfolio Solutions S.A. --
https://www.Altisource.com/ -- is an integrated service provider
and marketplace for the real estate and mortgage industries.
Combining operational excellence with a suite of innovative
services and technologies, Altisource helps solve the demands of
the ever-changing markets it serves.
As of Dec. 31, 2024, Altisource Portfolio Solutions had $143.6
million in total assets, $300.3 million in total liabilities, and a
total stockholders' deficit of $156.7 million.
* * *
In March 2025. S&P Global Ratings raised its Company credit rating
on Altisource Portfolio Solutions S.A. to 'CCC+' from 'SD'.
S&P said, "We also assigned our 'B' issue-level rating and '1'
recovery rating to the new $12.5 million senior secured debt (super
senior facility), 'CCC-' issue-level rating and '6' recovery rating
to the new $160 million senior subordinated debt (new first lien
loan), and withdrew our ratings on the company's exchanged senior
secured term loan, which was rated 'D'.
"The stable outlook reflects our expectation that over the next 12
months, while we expect Altisource to generate positive cash flow
from operations, we believe its liquidity will remain constrained
and the company will remain dependent on favorable financial and
economic conditions to meet its financial commitments.
ALTISOURCE PORTFOLIO: William Erbey Reduces Stake Below 5%
----------------------------------------------------------
William C. Erbey disclosed in a Schedule 13D (Amendment No. 11)
filed with the U.S. Securities and Exchange Commission that as of
March 26, 2025, he beneficially owned less than 5% of Altisource
Portfolio Solutions S.A.'s Common Stock, representing less than 5%
of the total outstanding shares.
William C. Erbey may be reached at:
P.O. Box 25437
Christiansted, VI, 00824
Tel: (340) 692-1055
A full-text copy of Mr. Erbey's SEC Report is available at:
https://tinyurl.com/4b93txeh
About Altisource
Headquartered in Luxembourg, Altisource Portfolio Solutions S.A. --
https://www.Altisource.com/ -- is an integrated service provider
and marketplace for the real estate and mortgage industries.
Combining operational excellence with a suite of innovative
services and technologies, Altisource helps solve the demands of
the ever-changing markets it serves.
As of Dec. 31, 2024, Altisource Portfolio Solutions had $143.6
million in total assets, $300.3 million in total liabilities, and a
total stockholders' deficit of $156.7 million.
* * *
In March 2025. S&P Global Ratings raised its Company credit rating
on Altisource Portfolio Solutions S.A. to 'CCC+' from 'SD'.
S&P said, "We also assigned our 'B' issue-level rating and '1'
recovery rating to the new $12.5 million senior secured debt (super
senior facility), 'CCC-' issue-level rating and '6' recovery rating
to the new $160 million senior subordinated debt (new first lien
loan), and withdrew our ratings on the company's exchanged senior
secured term loan, which was rated 'D'.
"The stable outlook reflects our expectation that over the next 12
months, while we expect Altisource to generate positive cash flow
from operations, we believe its liquidity will remain constrained
and the company will remain dependent on favorable financial and
economic conditions to meet its financial commitments.
===========
N O R W A Y
===========
[] NORWAY: Real Estate Sector Faces Uncertain Operating Conditions
------------------------------------------------------------------
The Norwegian real estate sector has experienced limited
operational challenges in recent years. However, increasingly
uncertain operating conditions may lead to an economic slowdown
affecting rental growth and vacancies, according to a report by
Nordic Credit Rating (NCR) published on April 22. According to NCR,
"We believe the higher financing costs have largely been absorbed
by companies, and since bank margins have tightened in recent
quarters we expect financing costs to stabilize at 5-6%. We believe
this will offset some of the impact on operations that Norwegian
real estate companies might encounter."
"We expect most issuers will have satisfactory access to financing
in the coming years and that interest coverage will only be
modestly affected. However, some syndicates may encounter
challenges refinancing maturing debt in capital markets due to
decreased asset values and willingness to lend," said NCR credit
analyst Gustav Nilsson. "Additionally, yields for prime offices
need to widen. The yield gap in Oslo is significantly narrower than
in other Nordic capital cities and the market is dominated by
all-equity buyers since the current yield gap does not support
debt-funded transactions."
NCR expects that other property subsectors will not experience
significant yield expansion, with some possibly experiencing
compression due to an adequate yield gap and strong operational
performance. Companies holding long contracts with creditworthy
tenants will have protected cash flows in the event of worsening
economic conditions.
=========
S P A I N
=========
MBS BANCAJA 4: Fitch Affirms 'CCCsf' Rating on Class E Notes
------------------------------------------------------------
Fitch Ratings has upgraded MBS Bancaja 4, FTA's class B notes,
downgraded the class D notes and affirmed the remaining tranches.
Fitch has also removed all tranches from Under Criteria Observation
(UCO).
The transactions were placed UCO on 5 November 2024 (see "Fitch
Places 447 European RMBS Ratings Under Criteria Observation).
Entity/Debt Rating Prior
----------- ------ -----
MBS Bancaja 4, FTA
Class A2 ES0361797014 LT AAAsf Affirmed AAAsf
Class B ES0361797030 LT AAAsf Upgrade AA+sf
Class C ES0361797048 LT AA+sf Affirmed AA+sf
Class D ES0361797055 LT Asf Downgrade A+sf
Class E ES0361797063 LT CCCsf Affirmed CCCsf
Transaction Summary
The transaction comprises fully amortising Spanish residential
mortgages serviced by CaixaBank, S.A. (A-/Stable/F2).
KEY RATING DRIVERS
European RMBS Rating Criteria Updated: The rating actions reflect
the update of Fitch's European RMBS Rating Criteria, which adopted
a non-indexed current loan-to-value (LTV) approach to derive the
base foreclosure frequency (FF) on the portfolio, instead of the
original LTV approach applied before. Another relevant change under
the new criteria is the updated loan level recovery rate cap of
85%, lower than 100% before. For more information see "Fitch
Ratings Updates European RMBS Rating Criteria; Sets FF and HPD
Assumptions" dated 30 October 2024.
The transaction has ample seasoning of more than 19 years, linked
to a weighted average non-indexed current LTV of less than 30% as
of the latest reporting date. As a result, the portfolio credit
analysis remains driven by the criteria's minimum loss vector of 5%
in the 'AAAsf' rating case.
Excessive Counterparty Exposure: The downgrade of MBS Bancaja 4's
class D notes reflects that the rating is capped at the transaction
account bank (TAB) provider's deposit rating (Société Generale,
S.A. Spanish Branch, A-/F1, A deposit rating). The cash reserves
held at this entity are the only source of structural credit
enhancement (CE) for these notes and as a result of the updated
criteria, the sudden loss of these funds would imply a downgrade of
10 or more notches. The rating cap reflects the excessive
counterparty dependence on the TAB holding the cash reserves in
accordance with Fitch's Structured Finance and Covered Bonds
Counterparty Rating Criteria.
PIR Mitigated: Fitch considers payment interruption risk (PIR) for
this transaction mitigated in the event of a servicer disruption.
Fitch deems the available structural mitigant of a reserve fund
sufficient to cover stressed senior fees and class A and B notes
interest while an alternative servicer arrangement is implemented.
CE Rising: Fitch deems the notes sufficiently protected by CE
against projected losses at their respective ratings. Fitch expects
CE ratios to keep on increasing, driven by the sequential
amortisation of the notes. A mandatory sequential paydown of the
liabilities is in place until the final maturity date, in line with
transaction documentation, as the outstanding portfolio balance
currently represents less 10% of the initial amount (9.6% as of the
last payment date).
Portfolio Risky Attributes: The securitised portfolio is materially
exposed to loans for the acquisition of second homes (around 80.3%
of the portfolio balance), which Fitch considers riskier than loans
for the purchase of first residences and therefore apply a FF
adjustment of 150% in line with its European RMBS rating criteria.
The transaction is also exposed to loans granted to self-employed
borrowers and to loans originated via third party brokers (around
21% and 13%, respectively), as well as to foreign borrowers
(10.6%). These features carry an FF adjustment of 170%, 120% and
250%, respectively, within Fitch's credit analysis.
The transaction is additionally exposed to regional concentration
risk in Valencia. In line with its European RMBS rating criteria,
Fitch has applied higher rating multiples to the base FF assumption
to the portion of the portfolio that exceeds two and a half times
the population share of this region relative to the national
count.
Early Liquidation: The management company (trustee) recently
announced the early liquidation of the transaction, to take place
shortly. The liquidation will imply the payment in full of the
class A2, B and C notes' outstanding balance and any accrued
interest. For the class D and E notes it will imply partial
repayment in cash, and the remaining balance cancelled via a
payment-in-kind procedure using the SPV's real estate assets. Fitch
will assess the details of the liquidation process once complete
information is available and ascertain if the payment-in-kind
constitutes a distressed debt exchange.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- For the notes that are rated at 'AAAsf, a downgrade of Spain's
Long-Term Issuer Default Rating (IDR) that could decrease the
maximum achievable rating for Spanish structured finance
transactions.
- 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. Fitch conducts sensitivity analyses by stressing both a
transaction's base case FF and recovery rate (RR) assumptions. For
example, a 30% increase in the weighted average (WA) FF and a 30%
decrease in the WARR could imply a downgrade of one notch for the
class B notes.
- For the class D notes, a downgrade of the TAB provider's rating,
as the notes' rating is capped at the bank's ratings due to
excessive counterparty risk exposure.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Notes rated 'AAAsf' are at the highest level on Fitch's scale and
cannot be upgraded.
- For mezzanine and junior notes, CE increases as the transaction
deleverages that are sufficient to fully compensate the credit
losses and cash flow stresses that are commensurate with higher
rating scenarios.
- For the class D notes, an upgrade of the TAB provider's rating,
as the notes' rating is capped at the bank's rating due to
excessive counterparty risk exposure.
- Improved asset performance driven by lower delinquencies and
defaults may make certain notes susceptible to positive rating
action. Fitch tested an additional rating sensitivity scenario by
applying a 30% decrease in the WAFF and a 30% increase in the WARR,
implying no immediate rating impact.
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. Because the latest loan-by-loan portfolio data
sourced from the European Data Warehouse regarding property
occupancy status was not complete, Fitch assumed 80.3% of the
portfolio for MBS Bancaja 4 to be linked to second homes,
consistent with the exposure reported as of closing. Fitch
considers this assumption adequate as the granular portfolio
comprises fully amortising loans so expect the exposure to second
homes to remain stable over time. Fitch has not reviewed the
results of any third party assessment of the asset portfolio
information or conducted a review of origination files as part of
its ongoing monitoring.
Fitch did not undertake a review of the information provided about
the underlying asset pools ahead of the transaction's initial
closing. The subsequent performance of the transaction over the
years is consistent with the agency's expectations given the
operating environment and Fitch is therefore satisfied that the
asset pool information relied upon for its initial rating analysis
was adequately reliable.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
PUBLIC RATINGS WITH CREDIT LINKAGE TO OTHER RATINGS
MBS Bancaja 4 FTA class D notes' rating is capped at the TAB's
long-term deposit rating due to excessive counterparty dependency.
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.
===========
S W E D E N
===========
INTRUM AB: Moody's Puts 'Ca' CFR Under Review for Upgrade
---------------------------------------------------------
Moody's Ratings has placed Intrum AB (Publ)'s (Intrum's) Ca
corporate family rating and Ca foreign currency senior unsecured
ratings on review for upgrade. Intrum's outlook was previously
negative.
The rating action follows the announcement by Intrum that the
Stockholm District Court on April 15, 2025 confirmed Intrum's
reorganization plan[1]. The plan sets out key terms of Intrum's
recapitalization transaction consistent with the previously
confirmed Chapter 11 plan and the Lock-Up Agreement. It was
approved by Intrum's creditors voting at the April 15, 2025 plan
meeting and subsequently confirmed by the court. Intrum expects the
recapitalization transaction to close by early July.
RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATINGS
By placing Intrum's Ca ratings on review for upgrade, Moody's
reflects Moody's expectations that upon the closure of the
company's recapitalization transaction unsecured debtholders will
likely experience lower losses than what Moody's previously
anticipated.
The recapitalization transaction foresees the exchange of bonds
maturing in 2025-28 into new bonds ('exchange notes') at 90% of
their face value and the extension of maturities to 2027-30, in
return for 10% of Intrum's equity. It further foresees the issuance
of 'new money notes' due in 2027, proceeds of which will be used to
repurchase a portion of the exchange notes.
Moody's expects to conclude the ratings review closer to the
effective date of the completion of the recapitalization
transaction. As bondholder consent and court approval for the
recapitalization have now been obtained, uncertainty around the
recapitalization process has significantly reduced.
As part of the review conclusion, Moody's will assess the eventual
realized losses on the existing bonds as well as Intrum's
post-recapitalization funding structure and business strategy.
The ratings on Intrum's outstanding foreign currency senior
unsecured bonds could be upgraded if realized recovery rates exceed
the 65% expected recovery rate corresponding to Moody's current
rating of Ca. Intrum's CFR could be upgraded if there is
significant improvement in (1) capital structure, (2) funding
structure and market access, and (3) prospects of sustained
underlying profitability.
Intrum's ratings could be downgraded further to C if the firm's
bondholders were to incur losses above 65% of the principal
amount.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Finance
Companies published in July 2024.
===========================
U N I T E D K I N G D O M
===========================
MCLAREN HOLDINGS: Moody's Withdraws 'Caa1' Corporate Family Rating
------------------------------------------------------------------
Moody's Ratings has withdrawn the Caa1 corporate family rating and
Caa1-PD probability of default rating of McLaren Holdings Limited
(McLaren). Concurrently, Moody's have withdrawn the Caa1 instrument
rating of the backed senior secured global notes due in August 2026
issued by McLaren Finance PLC. Prior to the withdrawal, the outlook
for all entities was negative.
This follows McLaren's announcement of April 02, that it has
elected to redeem in full the senior secured global notes plus
accrued and unpaid interest on August 01, 2025.
RATINGS RATIONALE
Moody's have decided to withdraw the rating(s) following a review
of the issuer's request to withdraw its rating(s).
CORPORATE PROFILE
McLaren Holdings Limited is the holding company of McLaren Group
Limited's Automotive Group, a UK-based manufacturer of luxury cars.
The McLaren Group was founded by Bruce McLaren in 1963 and has a
long record in elite motorsports and the production of supercars.
Following the recent acquisition in April 2025, McLaren is fully
owned by CYVN Holdings, an investment vehicle based in Abu Dhabi.
In the year ended December 31, 2023, McLaren generated GBP466
million of revenue through the sale of 2,137 new cars (wholesale
units), excluding McLaren Racing.
S4 CAPITAL: S&P Downgrades Long-Term ICR to 'B', Outlook Stable
---------------------------------------------------------------
S&P Global Ratings lowered its long-term ratings on S4 Capital PLC
and its senior secured debt to 'B' from 'B+'; the recovery rating
on the senior secured debt remains at '3', indicating its
expectation of 50%-70% recovery (rounded estimate 60%) in the event
of a default.
The stable outlook indicates S&P's expectation that S4 Capital will
return to organic revenue growth in 2026 and continue to prudently
manage its cost base, such that it maintains adjusted debt to
EBITDA of 4.0x-5.0x.
S&P said, "The downgrade reflects our forecast of
weaker-than-expected revenue and earnings for S4 Capital in
2025-2026 and our expectation that leverage will remain at 4.0x or
higher. We expect a low single-digit decline in S4 Capital's
organic revenue in 2025. This is due to a potential decrease in
advertising spending amid the uncertain macroeconomic environment,
especially in North America, where the company derives about 78% of
its net revenue. We also expect a slower recovery of spending by
technology clients, which have significantly reduced spend over the
past two years and that recent contract wins will contribute to the
company's revenue and earnings from the second half of 2025. This
could lead S4 Capital's organic revenue growth to continue
significantly lagging peers'. In addition, S4 Capital's business is
smaller and less diverse than that of larger advertising holding
companies. Therefore, we believe the company remains more
susceptible to economic downturns and higher volatility in its
operating and credit metrics. We have revised down our revenue and
earnings forecast for 2025-2026 and expect S4 Capital's adjusted
debt to EBITDA will remain at 4.0x or higher in 2025-2026. Yet we
are mindful that risks to our forecasts could rise amid the
intensifying global trade tensions. In 2024, S4 Capital's revenue
declined by 16% and adjusted leverage spiked to 4.7x, exceeding our
downgrade threshold of 4.0x for the rating. We expect the group's
credit metrics will remain commensurate with a 'B' rating in the
next 12-24 months."
Spending by S4 Capital's technology clients has declined since 2022
and recovery might be delayed by worsening macroeconomic
conditions. This segment accounts for about 45% of the company's
revenue. S4 Capital's key customers have scaled back spending,
especially in relation to larger transformation projects,
redirecting it from marketing and advertisement to capital
expenditure (capex), mainly related to AI. This is evident in S4
Capital's declining average revenue per client among its top 50
clients. Furthermore, S4 Capital faced some client losses in 2024,
which in S&P's view will be only partly offset by new business
contributing to revenue and earnings from the second half of 2025.
If S4 Capital's top line continues to decline sharply, or it loses
key clients and fails to win sufficient new business, this could
indicate structural issues with its operating performance. In turn,
this could harm its reputation with existing and potential clients,
leading us to re-assess the group's business position. S4 Capital's
profitability is already well below the peer average, with adjusted
EBITDA margins averaging only been about 10% for the past three
years.
S&P said, "Nevertheless, we expect S4 Capital to generate positive
free operating cash flow (FOCF) and retain some cost flexibility,
which supports the rating. In 2024, S4 Capital continued to reduce
costs, mainly by reducing headcount to about 7,150 at the end of
2024 from 7,700 in 2023. This allowed company-adjusted EBITDA to
decline only modestly despite the material drop in revenue last
year. We expect S4 Capital will maintain tight control over
operating costs in 2025 and adjust them according to top-line
growth. We also project that S&P Global Ratings-adjusted EBITDA
will improve in 2025, due to lower exceptional costs than in 2024.
This, together with S4 Capital's low capital intensity and
relatively stable working capital will support robust FOCF.
"The stable outlook indicates our expectation that S4 Capital will
return to organic revenue growth in 2026 and continue to prudently
manage its cost base, such that it maintains adjusted debt to
EBITDA of 4.0x-5.0x."
S&P could lower the rating if:
-- S4 Capital's top line continues to decline amid challenging
macroeconomic conditions or if a loss of contracts increases
uncertainty regarding its long-term growth prospects, leading S&P
to reassess its business position.
-- Adjusted leverage increases beyond 5.0x or FOCF to debt falls
below 5%.
S&P could raise the rating if S4 Capital returns to solid organic
revenue and EBITDA growth, based on increased spending by existing
clients and new contracts. An upgrade would also require adjusted
debt to EBITDA to be lower than 4.0x and FOCF to debt higher than
10%.
TMF GROUP: S&P Assigns 'B' Ratings, Outlook Stable
--------------------------------------------------
S&P Global Ratings assigned 'B' ratings on TMF Group Ltd., the new
U.K.-based parent company where the group consolidated accounts
will be reported at this level from 2025. S&P's ratings on TMF
Group Ltd. are in line with its previous credit assessments on the
existing Netherlands-based intermediate holding company TMF Group
Holding B.V. because S&P views the companies' credit quality to be
identical.
S&P said, "In our view, TMF is poised for continued strong growth
from 2025 despite ongoing macroeconomic challenges and evolving
regulatory complexities. Supported by robust cost control and
digital investments, we forecast adjusted debt to EBITDA will
remain at about 6.0x or below in the next 12-24 months. We view TMF
as well-positioned at the current rating level, with improving
interest coverage and free operating cash flow (FOCF) generation in
2025-2026.
"We assigned a 'B' long-term issuer credit rating on TMF Group Ltd.
The 'B' issue ratings on the existing EUR1,055 million and $496
million senior secured first-lien term loan and EUR181 million
revolving credit facility issued by TMF Sapphire Bidco B.V. are
unchanged. The recovery rating on the debt remains '3', indicating
our expectation of meaningful recovery (50%-70%, rounded estimate
60%) in the event of a default.
"The stable outlook reflects our view that demand for the group's
services will remain steady despite economic turmoil in its
markets, thanks to the essential nature of its offering. We
anticipate that TMF will achieve strong organic growth in 2025-2026
with moderate margin expansion toward 30%, allowing it to reduce
leverage below 6.0x, maintain its funds from operations (FFO) cash
interest coverage at about 2.0x or above, and generate positive
FOCF in 2025-2026.
"We assigned our 'B' long-term issuer credit rating on the new
U.K.-based parent company TMF Group Ltd., following the company's
headquarter relocation. In the first quarter of 2025, TMF relocated
its headquarters to London from Amsterdam, with TMF Group Ltd.
being the new U.K.-based parent company where financials and group
consolidated accounts will be prepared at this level from 2025.
Despite this, we understand there is no change to TMF's operating
and financial management strategies. We also see this
redomiciliation as neutral to the company's day-to-day operations,
as the organizational structure, business functions, and service
offerings are unaffected. Our credit assessments on the new
U.K.-based parent company are in line with the existing
Netherlands-based intermediate holding company TMF Group Holding
B.V., because we expect both companies' credit quality to be
identical. In our view, TMF's global presence, improving scale, and
the recurring, essential nature of the group's service offerings
underpin its business strength and stability, supporting the
overall creditworthiness.
"The stable outlook reflects our view that demand for the group's
services will remain steady despite economic turmoil in its
markets, thanks to the essential nature of its offering. We
anticipate that TMF will achieve strong organic growth in 2025-2026
with moderate margin expansion toward 30%, allowing it to reduce
leverage below 6.0x, maintain its FFO cash interest coverage at
about 2.0x or above, and generate positive FOCF in 2025-2026."
S&P could lower the rating on TMF if it observed a material
deterioration in EBITDA margins, resulting from
higher-than-expected integration or other exceptional costs,
leading to weaker operating cash flow and an inability to
deleverage. S&P could lower the rating if:
-- FFO cash interest coverage declined and stayed below 2.0x;
-- FOCF after lease payments turned negative without prospects for
turning positive again;
-- TMF faced liquidity issues and tighter covenant headroom; or
-- The group undertook an aggressive transaction, such as a large
debt-funded acquisition, or paid cash returns to shareholders,
resulting in substantial releveraging of above 8.0x.
S&P sees an upgrade as unlikely in the next year. S&P could raise
the rating if TMF demonstrated continued revenue and EBITDA growth,
such that:
-- Adjusted debt to EBITDA falls and stays below 5.0x; and
-- The company generates solid FOCF after leases.
Under this scenario, S&P would also expect a strong commitment from
financial sponsor CVC Capital Partners to maintain credit metrics
at these levels for an upgrade.
[] UK: Company Administrations Hit Record High in March 2025
------------------------------------------------------------
Kroll, the leading independent provider of global financial and
risk advisory solutions, has published new insights on UK wide
company administrations. March 2025 saw a record level of
administrations since Kroll's records began in 2017.
Businesses across retail (42), manufacturing (37) and construction
(35) have seen the most administrations so far this year. Alongside
ongoing economic challenges, the forthcoming increases to the
National Minimum Wage and Employer National Insurance Contributions
are placing greater cost pressures on businesses who traditionally
operate on small margins and rely on unskilled workers.
Despite March's high, Q1 2025 has seen fewer total administrations
(322) compared to the same period in 2024 (338). While the sectors
that regularly see the highest number of administrations remain
similar to 2024, financial services (12) and automotives (13) saw
the rate double since Q1 2024. Additionally, leisure and
hospitality businesses also saw a spike in administrations in 2025
(32) compared to Q1 2024 (18).
Administrations are a formal insolvency process designed to rescue
businesses and maximize returns for creditors. Administrations are
typically utilized for larger companies where a restructure is
needed to save parts or all the business. These tend to be a better
barometer on the health of the economy, whereas company
liquidations represent smaller businesses with very few assets and
debts.
Benjamin Wiles, Head of UK Restructuring, Kroll, "March's record
number of company administrations reflects distress in the market.
There are mounting pressures on all businesses – from the costs
brought in with the Autumn Budget to those posed by the uncertainty
of global tariffs. Our research shows that a lot of planning is
already being undertaken by larger businesses who are tackling
potential challenges through restructuring, whereas for small
businesses who don't have access to the same expertise and
liquidity, it's a massive challenge."
About Kroll
Kroll -- http://www.kroll.com--is an independent provider of
financial and risk advisory solutions. Kroll's team of more than
6,500 professionals worldwide continues the firm's nearly 100-year
history of trusted expertise spanning risk, governance,
transactions and valuation.
===============
X X X X X X X X
===============
[] BOOK REVIEW: Management Guide to Troubled Companies
------------------------------------------------------
Taking Charge: Management Guide to Troubled Companies and
Turnarounds
Author: John O. Whitney
Publisher: Beard Books
Softcover: 283 Pages
List Price: $34.95
Order a copy today at:
http://beardbooks.com/beardbooks/taking_charge.html
Review by Susan Pannell
Remember when Lee Iacocca was practically a national hero? He won
celebrity status by taking charge at a company so universally known
as troubled that humor columnists joked their kids grew up thinking
the corporate name was "Ayling Chrysler." Whatever else Iacocca may
have been, he was a leader, and leadership is crucial to a
successful turnaround, maintains the author.
Mediagenic names merit only passing references in Whitney's book,
however. The author's own considerable experience as a turnaround
pro has given him more than sufficient perspective and acumen to
guide managers through successful turnarounds without resorting to
name-dropping. While Whitney states that he "share[s] no personal
war stories" in this book, it was, nonetheless, written from inside
the "shoes, skin, and skull of a turnaround leader." That sense of
immediacy, of urgency and intensity, makes Taking Charge compelling
reading even for the executive who feels he or she has already
mastered the literature of turnarounds.
Whitney divides the work into two parts. Part I is succinctly
entitled "Survival," and sets out the rules for taking charge
within the crucial first 120 days. "The leader rarely succeeds who
is not clearly in charge by the end of his fourth month," Whitney
notes. Cash budgeting, the mainstay of a successful turnaround, is
given attention in almost every chapter. Woe to the inexperienced
manager who views accounts receivable management as "an arcane
activity 'handled over in accounting.'" Whitney sets out 50
questions concerning AR that the leader must deal with -- not
academic exercises, but requirements for survival.
Other internal sources for cash, including judiciously managed
accounts payable and inventory, asset restructuring, and expense
cuts, are discussed. External sources of cash, among them banks,
asset lenders, and venture capital funds; factoring receivables;
and the use of trust receipts and field warehousing, are handled in
detail. Although cash, cash, and more cash is the drumbeat of Part
I, Whitney does not slight other subjects requiring attention. Two
chapters, for example, help the turnaround manager assess how the
company got into the mess in the first place, and develop
strategies for getting out of it.
The critical subject of cash continues to resonate throughout Part
II, "Profit and Growth," although here the turnaround leader
consolidates his gains and looks ahead as the turnaround matures.
New financial, new organizational, and new marketing arrangements
are laid out in detail. Whitney also provides a checklist for the
leader to use in brainstorming strategic options for the future.
Whitney's underlying theme -- that a successful business requires
personal leadership as well as bricks and mortar, money and
machinery -- is summed up in a concluding chapter that analyzes the
qualities that make a leader. His advice is as relevant in this
1999 reprint edition as it was in 1987 when first published.
John O. Whitney had a long and distinguished career in academia and
industry. He served as the Lead Director of Church and Dwight Co.,
Inc. and on the Advisory Board of Newsbank Corp. He was Professor
of Management and Executive Director of the Deming Center for
Quality Management at Columbia Business School, which he joined in
1986. He died in 2013.
*********
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 * * *