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T R O U B L E D C O M P A N Y R E P O R T E R
E U R O P E
Thursday, May 22, 2025, Vol. 26, No. 102
Headlines
F R A N C E
SEQUANS COMMUNICATIONS: Prelim Q1 Results Show $7.3-Mil. Net Loss
I T A L Y
META SYSTEM: Sale of Business Units Scheduled for June 5
VOLKSBANK: Fitch Alters Outlook on 'BB+' LongTerm IDR to Positive
S L O V A K I A
365.BANK AS: Moody's Puts Ba1 Issuer Rating on Review for Upgrade
S W I T Z E R L A N D
GATEGROUP HOLDING: Moody's Ups CFR to B2 & Alters Outlook to Stable
U N I T E D K I N G D O M
GRESHAM POWER: Leonard Curtis Named as Administrators
JAYB FABRICATION: KBL Advisory Named as Administrators
OREE BOULANGERIES: Begbies Traynor Named as Administrators
PREMIER COMMUNICATIONS: Quantuma Advisory Named as Administrators
ROVCO LIMITED: RSM UK Named as Administrators
STAKEHILL LIMITED: Begbies Traynor Named as Administrators
TAMI SENIOR 2: Moody's Assigns Ba2 Rating to GBP35MM Cl. B-3 Notes
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F R A N C E
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SEQUANS COMMUNICATIONS: Prelim Q1 Results Show $7.3-Mil. Net Loss
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Sequans Communications S.A. announced preliminary financial results
for the first quarter ended March 31, 2025.
"We are pleased to report solid progress in the first quarter of
2025, with revenue reaching $8.1 million just above the high end of
our guidance range," said Georges Karam, Chairman and CEO of
Sequans.
"Product revenue grew 42% year-over-year, driven by continued
momentum in Monarch 2 projects and the Calliope 2 pre-production
shipments. We continue to see strong customer interest in our
portfolio, including our recently announced next-generation Monarch
3 and Calliope 3 platforms supporting 5G eRedCap, and our total
3-year revenue pipeline expanded to approximately $480 million,
with more than half representing design-wins and the remainder
advanced opportunities. With a growing number of projects entering
production, we believe we are on track to drive revenue
acceleration in the second half of 2025 and into 2026, positioning
Sequans to deliver strong value to our stakeholders."
Q2 2025 Outlook:
Management expects total revenue for the second quarter to be in
the range of $8 million to $9 million.
First Quarter 2025 Financial Summary:
Revenue: Revenue was $8.1 million, a decrease of 27.1% compared to
the fourth quarter of 2024 and an increase of 33.6% compared to the
first quarter of 2024. Product revenue was $3.5 million, a decrease
of 26.1% compared to the fourth quarter of 2024 and an increase of
42.2% compared to the first quarter of 2024. License and services
revenue was $4.5 million compared to $6.3 million in the fourth
quarter of 2024 and $3.6 million in the first quarter of 2024, with
the variation primarily related to the timing of revenue
recognition for the 5G broadband platform license to Qualcomm in
both the first quarter of 2025 and the fourth quarter of 2024.
Gross margin: Gross margin was 64.5% compared to 67.4% in the
fourth quarter of 2024 and 63.9% in the first quarter of 2024.
Operating profit (loss): Operating loss was $6.8 million compared
to operating loss of $5.6 million in the fourth quarter of 2024 and
operating loss of $8.5 million in the first quarter of 2024.
Net profit (loss): Net loss was $7.3 million, or ($0.29) per
diluted ADS, compared to net loss of $2.4 million, or ($0.10) per
diluted ADS, in the fourth quarter of 2024 and net loss of $11.8
million, or ($0.48) per diluted ADS, in the first quarter of 2024.
Non-IFRS profit (loss) and diluted profit (loss) per ADS: Excluding
the non-cash stock-based compensation, the non-cash impact of the
fair-value and effective interest adjustments related to the
convertible debt and associated embedded derivatives and other
financings, non-IFRS net loss was $6.1 million, or ($0.24) per
diluted ADS, compared to non-IFRS net loss of $1.8 million, or
($0.07) per diluted ADS in the fourth quarter of 2024, and non-IFRS
net loss of $8.8 million, or ($0.36) per diluted ADS, in the first
quarter of 2024. Non-IFRS operating expenses, excluding stock
compensation expense, declined to $11 million from $12.5 million in
the fourth quarter of 2024 and $11.3 million in the first quarter
of 2024.
Cash: Cash and cash equivalents at March 31, 2025 totaled $45.9
million compared to $62.1 million at December 31, 2024. The uses of
cash in the first quarter of 2025 included several non-operating or
unusual items totaling approximately $9 million, including the
payment of bonus and severance packages expensed in 2024, the
impact of the termination of the factoring facility, and ACP
acquisition payments.
About Sequans Communications
Colombes, France-based Sequans Communications S.A. is a fabless
semiconductor company that designs, develops, and markets
integrated circuits and modules for 4G and 5G cellular IoT
devices.
Paris-La Defense, France-based Ernst & Young Audit, the Company's
auditor since 2008, issued a "going concern" qualification in its
report dated May 15, 2024, citing that the Company has suffered
recurring losses from operations, has a working capital deficiency,
and has stated that substantial doubt exists about the Company's
ability to continue as a going concern.
Sequans Communications incurred net losses of $9 million and $41
million in 2022 and 2023, respectively. As of December 31, 2023,
the Company had $109.2 million in total assets, $115.2 million in
total liabilities, and $6.1 million in total deficit.
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I T A L Y
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META SYSTEM: Sale of Business Units Scheduled for June 5
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Meta System S.p.A., with registered office in Reggio Emilia, via
Tancredi Galimberti n. 5, is putting up its business units for sale
on June 5, 2025 at 12:00 noon.
The company, founded in Italy in 1973, is undergoing bankruptcy
proceedings at the Court of Bologna. It specializes in-advanced
electronic systems for the automotive sector. It holds more than
250 registered patents and employs over 250 people in Research and
Development. It collaborates with leading global premium
car-manufacturers, serving as their exclusive and integrated
supplier, managing the entire value chain for cutting-edge
electronic devices.
The sale includes:
a. the business branch, operating in the following three Business
Units:
E-mobility: this is the core business of the Company and
concerns the production of:
* on-board battery charges (OBC), a compact charger integrated
into the electric vehicle that converts the alternating
current of the public grid into variable direct current to
charge the vehicle;
* DC/DC converters that convert the high-voltage direct
current
of the vehicle battery into low-voltage direct current for
the vehicle power supply;
* Combined OBC + DC/DC systems, that integrate the OBC and
the DC/DC converter to increase performance and efficiency,
reducing weight and costs;
* power boxes, devices that improve the efficiency of combined
systems and distribute energy safely and efficiently in the
vehicle.
Telematics: division active in the marketing of devices
mounted
on the vehicle's windshield and driver/passenger devices;
Security: business unit active in the production of protection
systems and controls of vehicle ventilation systems.
b. the entire shareholding in the company Meta System Slovakia
s.r.o. with registered office in Ulica Pekarska 160/14,
Trnava 1, 91701 Trnava (Slovakia):
The base price is set EUR12,900,000, allocated as EUR12,800,000 for
the Business Unit and EUR100,0000 for the shareholding in Meta
System Slovakia. Any price increase will be proportionally
allocated.
The deadline for submission of offers is on June 4, 2025 at 12:00
noon.
Deposit is EUR2,000,000.
For further information, please contact the judicial
commissioners.
Lawyer STEFANO DALLA VERITA
Tel. 051/6564511
stefanodallaverita@dallaveritaeassociati.it
Dr. STEFANO ZANARDI
Tel. 059/212112
zanardi@studiofontana-zanardi.it
Dr. SILVIO FACCO
Tel. 0522/303003
s.facco@bfmr.it
VOLKSBANK: Fitch Alters Outlook on 'BB+' LongTerm IDR to Positive
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Fitch Ratings has revised the Outlook on Banca Popolare dell'Alto
Adige S.p.A.'s (Volksbank) Long-Term Issuer Default Ratings to
Positive from Stable and affirmed the IDRs at 'BB+'. Fitch has also
affirmed Volksbank's Viability Rating (VR) at 'bb+'.
The revision of the Outlook to Positive reflects Volksbank's record
of improving financial fundamentals, including a reduced impaired
loan ratio, strengthened capitalisation supported by stable
internal capital generation, and profitability above historical
levels due to higher interest rates, gradually growing fee income
and contained loan impairment charges (LICs).
The Positive Outlook also factors in its improved assessment of the
operating environment for Italian banks, which should allow healthy
grow of Volksbank's business and maintain adequate profitability,
despite the expected fall in interest rates, while maintaining a
stable risk appetite.
Key Rating Drivers
Regional Bank in Wealthy Region: Volksbank's ratings reflect the
potential to benefit from Italy's improving operating environment,
leveraging on its small, concentrated but well-established retail
banking franchise in the affluent province of Bolzano in northern
Italy and its structural improvements. In particular, the buildup
of ample capital buffers relative to regulatory minimum
requirements, despite its small equity size, maintenance of a
stable and low-cost deposit franchise and progress in de-risking.
However, asset quality remains weaker than the domestic sector
average. The ratings also consider below sector average
profitability.
Volksbank's VR is one notch below the 'bbb-' implied rating, driven
by the business profile adjustment, which Fitch assesses at 'bb+'.
This reflects the group's less diversified business model relative
to higher-rated peers, despite the improvements achieved in recent
years.
Below Peers' Revenue Diversification: The bank is enhancing its
revenue diversification, but it still lags behind higher-rated
peers (non-interest income represented 32% of operating income in
2024 compared to the above 40% sector average). Fitch anticipates
that Volksbank will continue to focus on expanding its
fee-generating activities, leveraging on the favourable operating
environment as part of its growth strategy, helping mitigate the
impact of decreasing interest rates.
Moderate Risk Profile: Volksbank maintains a moderate risk
appetite. Unlike most of its domestic peers, the bank continues to
prioritise the work out of problem loans through recoveries and
cures, with a high degree of success and low losses. This is
evidenced in lower LICs relative to peers and above average loan
loss allowances. Its exposure to domestic government bonds accounts
for a multiple of its common equity Tier 1 (CET1) capital, although
this has decreased since 2023. The bank's focus on SMEs and small
businesses heightens vulnerability to economic slowdowns,
especially outside its home region, and represents asset quality
downside risk.
Improving Asset Quality: Volksbank's impaired loans ratio improved
to 3.9% at end-2024, driven by continued impaired loan disposals,
write-offs, sound recovery levels and limited new impaired loan
formation. However, the ratio remains above the domestic and
southern European banks' average. Fitch expects the ratio to
stabilise around 4% in 2025 and 2026, in the context of resilient
economic growth in Italy. Loan loss allowance coverage close to 90%
provides a robust buffer to absorb potential asset quality
deterioration.
Resilient Profitability: Volksbank's operating profit continued to
improve in 2024, driven by growth in commission income, gains on
securities and low LICs (6bp of loans in 2024), despite a decline
in net interest income. Fitch anticipates a decrease in operating
profit over 2025 and 2026, from the peak achieved in 2024, but that
it will stabilise around 2%, as the decline in net interest income
will be mitigated by growth in commission income and contained
LICs.
Adequate Capitalisation: Volksbank's CET1 ratio of 16.2% at
end-2024 is underpinned by improved internal capital generation and
moderate dividend payouts. Capital buffers over regulatory
requirements are adequate, although the small equity base heightens
concentration risk. Fitch expects the CET1 ratio to remain above
16% over the next two years, which compares well with medium-sized
domestic and southern European peers.
Capital encumbrance by unreserved impaired loans is low, but the
bank's capital encumbered to Italian government bonds remains
substantial at 2.3x CET1 capital, despite a notable decline in
recent years. Fitch expects the bank will maintain the ratio around
current levels over the next two years.
Stable Funding and Liquidity: Volksbank's granular retail deposit
base fully funds the loan book. Diversification into wholesale
funding sources is lower than higher-rated peers and the ability to
access the debt market at times of volatility more uncertain than
at larger domestic peers. Volksbank maintains healthy liquidity
buffers and sound regulatory liquidity ratios.
Rating Sensitivities
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A downgrade is unlikely given the Positive Outlook on the Long-Term
IDR. Fitch could revise the Outlook to Stable if the Outlook on
Italy's sovereign rating was revised to Stable from Positive, if
Fitch no longer expect sustainable improvements in the Italian
operating environment, or if these improvements do not translate
into positive business and financial prospects for Volksbank.
Volksbank's ratings could be downgraded if the group's operating
profit falls well below 1% of RWAs for an extended period, the
impaired loan ratio increases above 6% on a sustained basis with
materially declining impaired loan coverage, or if the CET1 ratio
falls towards 13%, which Fitch does not expect.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Fitch could upgrade Volksbank's ratings if it maintains adequate
financial and business performance through the interest rate and
economic cycles. This could be evidenced by a lower impaired loans
ratio or the maintenance of impaired loan coverage around current
levels, a CET1 ratio of at least at 15% within controlled risk
appetite and operating profit of at least 1.5% of RWAs,
OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS
Volksbank's long-term deposit rating is one notch above its
Long-Term IDR to reflect its expectation that default risk on the
bank's deposits is lower than reflected by the IDR due to full
depositor preference in Italy and Volksbank being subject to and
expected to comply with binding minimum requirement for own funds
and eligible liabilities ( MREL) in excess of regulatory capital
requirements.
The short-term deposit rating of 'F3' maps to the bank's 'BBB-'
long-term deposit rating under Fitch's rating correspondence
table.
Volksbank's subordinated debt is rated two notches below the VR for
loss severity to reflect poor recovery prospects. No notching is
applied for incremental non-performance risk because write-down of
the notes will only occur once the point of non-viability is
reached, and there is no coupon flexibility before non-viability.
OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES
The deposit ratings are primarily sensitive to changes in the
bank's Long-Term IDR. The deposit ratings could also be downgraded
if Volksbank is no longer subject to or expected to comply with
MREL in excess of regulatory capital requirements.
The subordinated debt rating is primarily sensitive to changes in
the VR, from which it is notched. The rating is also sensitive to a
change in the notes' notching, which could arise if Fitch changes
its assessment of their non-performance relative to the risk
captured in the VR.
An upgrade of the GSR would be contingent on a positive change in
the sovereign's propensity to support the bank. Fitch believes this
is highly unlikely, although not impossible.
VR ADJUSTMENTS
The VR of 'bb+' is below the 'bbb-' implied VR due to the following
adjustment reason: business profile (negative).
The operating environment score of 'bbb' has been assigned below
the 'a' category implied score due to the following adjustment
reason: sovereign rating (negative).
The asset quality score of 'bbb-' has been assigned above the 'bb'
category implied score due to the following adjustment reason:
collateral and reserves (positive).
The earnings and profitability score of 'bb+' has been assigned
below the 'bbb' category implied score due to the following
adjustment reason: revenue diversification (negative).
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Prior
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Banca Popolare
dell'Alto Adige
S.p.A. LT IDR BB+ Affirmed BB+
ST IDR B Affirmed B
Viability bb+ Affirmed bb+
Government Support ns Affirmed ns
Subordinated LT BB- Affirmed BB-
long-term
deposits LT BBB- Affirmed BBB-
short-term
deposits ST F3 Affirmed F3
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365.BANK AS: Moody's Puts Ba1 Issuer Rating on Review for Upgrade
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Moody's Ratings has placed the Baa3 long-term deposit ratings and
Ba1 long-term issuer and senior unsecured debt ratings of 365.BANK,
A.S. (365.bank) on review for upgrade; previously the outlook on
these ratings was positive. Furthermore, Moody's placed the bank's
P-3 short-term deposit and NP short-term issuer ratings on review
for upgrade, as well as its Baa1/P-2 long- and short-term
Counterparty Risk Ratings (CRR).
Concurrently, Moody's placed 365.bank's ba1 Adjusted Baseline
Credit Assessment (Adjusted BCA) and its Baa1(cr)/P-2(cr) long- and
short-term Counterparty Risk (CR) Assessments on review for
upgrade.
365.bank's ba1 BCA was unaffected by the rating action.
The review for upgrade follows the joint press release made on May
15, 2025 by J&T Finance Group SE (JTFG), 365.bank's majority
shareholder, and KBC Bank N.V. (KBC; deposits Aa3 stable, BCA a3)
that KBC will acquire a 98.45% stake in 365.bank from JTFG, with
the completion of the acquisition being subject to relevant
regulatory and antitrust approvals, expected to be finalised by
year-end 2025 [1].
RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATINGS
-- KEY DRIVERS OF THE REVIEW FOR UPGRADE
JTFG, the majority shareholder of 365.bank, and KBC announced that
they have reached an agreement on KBC to acquire the 98.45% stake
JTFG currently holds in 365.bank.
If the transaction successfully closes, 365.bank will become the
subsidiary of a stronger banking group. With KBC's credit strength,
as expressed in its a3 BCA, being four notches above 365.bank's ba1
BCA, the incorporation of affiliate support uplift from KBC is very
likely to result in a higher Adjusted BCA for 365.bank and, hence,
in rating upgrades; depending on the scope and timeline of the
integration and the resolution approach, among other
considerations, the upgrade could be multiple notches.
-- FOCUS OF THE RATINGS REVIEW
During the ratings review, Moody's will closely monitor the outcome
of relevant regulatory and antitrust approvals required to close
the transaction, and examine the future organizational structure
and legal setup of 365.bank. The review will also encompass the
final resolution strategy envisaged for 365.bank.
Since the process to obtain all regulatory approvals and complete
the acquisition could be prolonged, 365.bank's ratings could remain
on review for upgrade for an extended period of time in 2025 or
even into 2026.
-- OUTLOOK
Previously, the outlook on 365.bank's long-term deposit, issuer and
senior unsecured ratings was positive, reflecting upward rating
pressure in case Moody's assessments of JTFG's creditworthiness
improved. The positive outlook on the bank's long-term issuer and
senior unsecured debt ratings additionally reflected the potential
for an increase in rating uplift from Moody's Advanced Loss Given
Failure (LGF) analysis, provided that the higher volumes of senior
unsecured debt in the bank's liability structure proved to be
permanent, leading to a reduced loss severity for the bank's senior
creditors.
As reflected in the review for upgrade on 365.bank's ratings and
its Adjusted BCA, the incorporation of affiliate support from KBC,
and potentially higher rating uplift from Moody's Advanced LGF
analysis for the bank's senior unsecured debt and issuer ratings if
the bank maintains its current share of senior unsecured debt
within its liability structure, could exert significant upward
rating pressure.
The ratings could be confirmed if the acquisition is cancelled due
to closing conditions not being met or if regulatory approvals are
not being obtained.
365.bank's ratings could be downgraded if the acquisition is
cancelled and the bank concurrently experiences a material
weakening of its financial profile, or if it faces unexpected
challenges in its business transformation. Furthermore, a change in
the bank's liability structure such that it results in lower
protection and consequently fewer notches of rating uplift from
Moody's Advanced LGF analysis could lead to rating downgrades.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Banks published
in November 2024.
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S W I T Z E R L A N D
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GATEGROUP HOLDING: Moody's Ups CFR to B2 & Alters Outlook to Stable
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Moody's Ratings has upgraded the long term corporate family rating
of global airline catering and food service provider gategroup
Holding AG (gategroup or the company) to B2 from Caa1 and its
probability of default rating to B2-PD from Caa1-PD. Concurrently,
Moody's assigned B1 ratings to the proposed CHF1 billion equivalent
backed senior secured term loan B (split between EUR and USD
tranches) borrowed by gategroup Finance International S.a r.l. and
gategroup US Finance, Inc. and a CHF300 million equivalent backed
senior secured multicurrency revolving credit facility (RCF)
borrowed by gategroup Finance Switzerland GmbH. gategroup Holding
AG's outlook has been changed to stable from positive. The outlook
for gategroup Finance International S.a r.l., gategroup Finance
Switzerland GmbH and gategroup US Finance, Inc. is stable.
The rating actions reflect:
-- The removal of refinancing risk on a large part of gategroup's
capital structure
-- Improved debt- and interest-related ratios following proposed
amendments to the terms of the shareholder loan facility which will
lead to us treating this facility as equity-like and therefore no
longer including it as debt in calculation of Moody's credit
metrics
-- the company's good liquidity
RATINGS RATIONALE
By providing CHF1 billion of long-dated term financing while
gategroup currently has around CHF781 million of term loans and
drawn RCF maturing in October 2026, the proposed transaction
removes refinancing risk on most of the group's debt, a credit
positive governance factor. Proceeds from the proposed term loan
will also be used to repay debt incurred during the pandemic, which
is relatively expensive. However, gategroup will still have to
address the maturity of its CHF350 million 3% senior unsecured
notes due in February 2027.
The B2 CFR also reflects Moody's views that the proposed capital
structure is sustainable based on Moody's expectations of positive
free cash flow (FCF, after all interest and lease repayments)
generation in the range of CHF40-60 million a year in 2025-26.
As part of the refinancing, Moody's expects that new and amended
debt documentation will lead us to treat the CHF475 million
facility ultimately provided by gategroup's shareholders as equity
for the purposes of calculating credit metrics. Previously the
amount of principal outstanding of CHF444 million significantly
burdened the company's debt-and interest-related ratios.
Moody's-adjusted gross debt/EBITDA pro forma for the refinancing
was approximately 6.1x as of March 2025, more than one turn lower
than on an actual basis due to the change in the treatment of the
shareholder facility.
Moody's forecasts Moody's-adjusted gross debt/EBITDA of 5.5x in
2025 and around 5.0x in 2026, based on Moody's expectations that
Moody's-adjusted EBITDA will reach CHF410 million this year and
around CHF445 million next year. Growing air traffic, inflation
pass-throughs as well as cost efficiencies and scale effects will
support Moody's-adjusted EBITDA growth. The proposed refinancing
will also add c. CHF10 million of cash on balance sheet to solidify
the company's good liquidity.
The B2 CFR also reflects (i) gategroup's leadership as a global
airline caterer, with good customer retention and geographic
diversification, which helps reduce the adverse effects of weaker
performance in a given region, (ii) a broadly flexible cost base,
with a degree of operational leverage particularly regarding
personnel costs, and (iii) improved cost inflation pass-through
mechanisms, even if they are effective with a time delay which may
extend to several quarters.
Less positively, the B2 CFR reflects gategroup's (i) reliance on
air passenger traffic growth, particularly on long-haul routes and
in the more premium cabins, (ii) customer airlines' price
sensitivity, (iii) relatively low margins for the service industry,
(iv) a degree of customer concentration by logo, and (v) lingering
inflationary pressures, particularly for contracts which are not
covered by comprehensive pass-through mechanisms.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS
Governance considerations are a key driver of the upgrade. Moody's
have changed gategroup's governance issuer profile score to G-4
from G-5. The change reflects the proposed refinancing, which will
make its capital structure sustainable, and amended terms of the
shareholder loan facility which make akin to equity in Moody's
views.
As a result, Moody's have also changed gategroup's credit impact
score to CIS-4 from CIS-5. CIS-4 indicates that ESG considerations
have a discernible impact on the current rating, which is lower
than it would have been if ESG risks did not exist.
LIQUIDITY
gategroup's liquidity is good. In addition to Moody's expectations
of positive FCF, the company had CHF331 million of cash in hand at
the end of March 2025 and the proposed transaction will add CHF10
million to the balance sheet. gategroup will also have access to a
new CHF300 million senior secured revolving credit facility (RCF)
due in 2031 and fully undrawn at closing. Moody's expects material
headroom under a springing financial maintenance covenant
applicable to the RCF, should it be tested. gategroup has a
significant debt maturity of CHF350 million in February 2027.
STRUCTURAL CONSIDERATIONS
The B1 ratings on the senior secured term loan B tranches and RCF,
one notch above the CFR, reflect their priority ranking ahead of
CHF350 million of unsecured notes which are structurally and
effectively subordinated to them.
COVENANTS
Moody's have reviewed the marketing draft terms for the new credit
facilities. Notable terms include the following:
Guarantor coverage will be at least 80% of consolidated EBITDA
(determined in accordance with the agreement) and include all
companies representing more than 5% of consolidated EBITDA. Only
companies incorporated in Australia, Belgium, Canada, France,
Luxembourg, The Netherlands, Spain, Switzerland and USA are
required to provide guarantees and security. Security will be
granted over shares of wholly owned obligors, material bank
accounts and certain intercompany loans, with all assets security
in the USA.
Unlimited pari passu debt is permitted up to a senior secured net
leverage ratio of 2.4x, and unlimited total debt is permitted
subject to a 2x fixed charge coverage ratio or a 4.75x consolidated
net leverage ratio.
Unlimited restricted payments are permitted if CNLR is 3.1x or
lower, and unlimited restricted investments permitted if CNLR is
3.6x or lower.
Repayment of asset sale proceeds is subject to a leverage
condition, with 50% being applied where SSNLR exceeds 1.9x.
Adjustments to consolidated EBITDA include the full run rate of
cost savings and synergies, capped at 25% of consolidated EBITDA
and believed to be realisable within 24 months of the date of
determination.
The proposed terms, and the final terms may be materially
different.
RATING OUTLOOK
The stable outlook reflects Moody's expectations that gategroup
will maintain good operational and commercial performance, leading
to revenue and profit growth as well as deleveraging and
continuously positive FCF generation, with FCF/debt trending
towards a mid-single digit percentage. The outlook also
incorporates Moody's expectations that the company will (i)
preserve its cash balance or use it for deleveraging purposes and
(ii) will not embark on any debt-funded acquisitions or shareholder
distributions.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could upgrade gategroup's ratings if:
-- Revenue growth and EBITDA margin improvements continue and are
sustained and,
-- Moody's-adjusted leverage decreases below 4.0x on a sustainable
basis and,
-- Moody's-adjusted FCF improves sustainably such that FCF/debt
increases above 5% sustainably and,
-- Moody's-adjusted EBITA/Interest expense moves comfortably above
2.0x on a sustainable basis and,
-- The 2027 CHF notes maturity is addressed and,
-- There are no shareholder distributions or debt-funded
acquisitions.
Conversely, downward pressure on gategroup's ratings could
materialise if:
-- There are significant contract losses or operational issues
while the market continues to grow, leading to stagnating or
receding revenue and EBITDA or,
-- Moody's-adjusted gross debt/EBITDA does not reduce towards 5.5x
or,
-- FCF reduces towards zero or the liquidity position
deteriorates, or
-- Moody's-adjusted EBITA/Interest expense drops below 1.5x, or
-- The refinancing of the 2027 CHF notes is not addressed on a
timely basis or gategroup does not maintain sufficient liquidity
headroom to do so.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
COMPANY PROFILE
Headquartered near Zurich, Switzerland, gategroup is a leading
global independent airline catering and food solutions provider. In
the 12 months to March 2025, the company generated CHF 5.3 billion
in revenues and CHF422 million in EBITDA. gategroup is owned in
equal shares by Temasek and RRJ Capital.
===========================
U N I T E D K I N G D O M
===========================
GRESHAM POWER: Leonard Curtis Named as Administrators
-----------------------------------------------------
Gresham Power Electronics Limited was placed into administration
proceedings in the High Court of Justice, Business and Property
Courts, Companies & Insolvency List (ChD), Court Number:
CR-2025-003080, and Stewart Goldsmith and Carl Derek Faulds of
Leonard Curtis were appointed as administrators on May 2, 2025.
Gresham Power engaged in the design and manufacture of power
supplies.
The Company's registered office is at 1580 Parkway, Solent Business
Park, Whiteley, Fareham, Hampshire PO15 7AG.
The joint administrators can be reached at:
Stewart Goldsmith
Carl Derek Faulds
Leonard Curtis
1580 Parkway,
Solent Business Park
Whiteley, Fareham,
Hampshire PO15 7AG
For further details, contact:
The Joint Administrators
Email: creditors.south@leonardcurtis.co.uk
Alternative contact: David Tovey
JAYB FABRICATION: KBL Advisory Named as Administrators
------------------------------------------------------
Jayb Fabrication Engineering Limited was placed into administration
proceedings in the High Court of Justice Business and Property
Courts in Manchester, Insolvency & Companies List (ChD), Court
Number: CR-2025-636, and Richard Cole and Steve Kenny of KBL
Advisory Limited were appointed as administrators on April 30,
2025.
Jayb Fabrication fka Jayb Precision Engineering Limited is a
manufacturer of metal structures and parts of structures.
Its registered office and its principal trading address is at 4/5
The Brambles, Lees Road, Knowsley Industrial Park, Liverpool L33
7RW.
The joint administrators can be reached at:
Richard Cole
Steve Kenny
KBL Advisory Limited
Stamford House, Northenden Road Sale
Cheshire, M33 2DH
For further information, contact:
Jessica Higginson
Email: Jessica.higginson@kbl-advisory.com
Tel No: 0161 637 8100
OREE BOULANGERIES: Begbies Traynor Named as Administrators
----------------------------------------------------------
Oree Boulangeries Ltd was placed into administration proceedings in
the High Court of Justice Business and Property Courts of England
and Wales, Insolvency & Companies List (ChD), Court Number:
CR-2025-003027, and Robert Ferne and Paul Cooper of Begbies Traynor
(London) LLP were appointed as administrators on May 1, 2025.
Oree Boulangeries engaged in the sale of baked goods, confectionary
and beverages.
The Company's registered office is c/o Begbies Traynor, 31st Floor,
40 Bank Street, London, E14 5NR -- formerly 275- 277, Fulham Road,
London, SW10 9PZ.
The joint administrators can be reached at:
Paul Appleton
Robert Ferne
Begbies Traynor (London) LLP
31st Floor, 40 Bank Street,
London, E14 5NR
Any person who requires further information may contact:
Sophia Lodhi
Begbies Traynor (London) LLP
Email: GM-team@btguk.com
Tel No: 020-7400-7900
PREMIER COMMUNICATIONS: Quantuma Advisory Named as Administrators
-----------------------------------------------------------------
Premier Communications (Peterborough) Limited was placed into
administration proceedings in the High Court of Justice Business
and Property Courts in Leeds, Insolvency & Companies List (ChD),
Court Number: CR-2025-LDS-0409, and Rehan Ahmed and Jeremy Woodside
of Quantuma Advisory Limited were appointed as administrators on
April 30, 2025.
Premier Communications (Peterborough) is a manufacturer of paper
stationery and digital marketing.
The Company's registered office is at Unit 1b, Centurion Business
Centre, Sturrock Way, Bretton, Peterborough, PE3 8YF (in the
process of being changed to Resolution House, 12 Mill Hill, Leeds,
LS1 5DQ)
Its principal trading address is at Unit 1b, Centurion Business
Centre, Sturrock Way, Bretton, Peterborough, PE3 8YF
The joint administrators can be reached at:
Jeremy Woodside
Rehan Ahmed
Quantuma Advisory Limited
Resolution House
12 Mill Hill,
Leeds LS1 5DQ
For further details, please contact:
Mary Dempsey
Tel No: 0113-824-1144
Email: mary.dempsey@quantuma.com
ROVCO LIMITED: RSM UK Named as Administrators
---------------------------------------------
Rovco Limited was placed into administration proceedings in the
High Court of Justice, The Business & Property Courts of England
and Wales, Insolvency & Companies List (ChD), Court Number:
CR-2025-3022, and David Shambrook and Damian Webb of RSM UK
Restructuring Advisory LLP were appointed as administrators on May
1, 2025.
Rovco Limited engaged in other professional, scientific and
technical activities.
Its registered office and principal trading address is at
Bridgewater House, Counterslip, Bristol, BS1 6BX.
The joint administrators can be reached at:
David Shambrook
Damian Webb
RSM UK Restructuring Advisory LLP
25 Farringdon Street
London EC4A 4AB
Correspondence address & contact details of case manager:
Max Adler
RSM UK Restructuring Advisory LLP
25 Farringdon Street
London, EC4A 4AB
Tel No: 020-3201-8820
For further details, contact:
The Joint Administrators
Tel: 020 3201 8000
STAKEHILL LIMITED: Begbies Traynor Named as Administrators
----------------------------------------------------------
Stakehill Limited was placed into administration proceedings in the
High Court of Justice, Business and Property Courts, Companies and
Insolvency List, Court Number: CR-2025-003047, and Huw Powell and
Sandra McAlister of Begbies Traynor (Central) LLP were appointed as
administrators on May 2, 2025.
Stakehill Limited is a manufacturer of of fabricated metal
products.
The Company's registered office is at Unit 2a, Lockett Road, South
Lancashire Industrial Estate, Wigan, Lancashire, WN4 8DE.
The joint administrators can be reached at:
Huw Powell
Begbies Traynor (Central) LLP
Ground Floor, 16 Columbus Walk
Brigantine Place,
Cardiff CF10 4BY
-- and --
Sandra McAlister
Begbies Traynor (Central) LLP
10 St Helens Road,
Swansea SA1 4AW
Any person who requires further information :
Nadine Romanick
Begbies Traynor (Central) LLP
Email: nadine.romanick@btguk
Tel No: 029 2089 4270
TAMI SENIOR 2: Moody's Assigns Ba2 Rating to GBP35MM Cl. B-3 Notes
------------------------------------------------------------------
Moody's Ratings has assigned definitive ratings to the Notes in
TAMI Senior Securitisation 2 Ltd:
GBP97.67M Class A-1 Mortgage Backed Fixed Rate Notes due December
2123, Assigned Aa1 (sf)
GBP74.38M Class A-2 Mortgage Backed Fixed Rate Notes due December
2123, Assigned Aa2 (sf)
GBP74.34M Class A-3 Mortgage Backed Fixed Rate Notes due December
2123, Assigned A2 (sf)
GBP80M Class B-0 Mortgage Backed Fixed Rate Notes due December
2123, Assigned Baa1 (sf)
GBP53M Class B-1 Mortgage Backed Fixed Rate Notes due December
2123, Assigned Baa2 (sf)
GBP45M Class B-2 Mortgage Backed Fixed Rate Notes due December
2123, Assigned Baa3 (sf)
GBP35M Class B-3 Mortgage Backed Fixed Rate Notes due December
2123, Assigned Ba2 (sf)
Moody's have not assigned a rating to the subordinated GBP30M Class
C Notes due December 2123.
RATINGS RATIONALE
The Notes are backed by a static pool of UK residential reverse
mortgage loans, secured over residential properties located in
England, Wales, Scotland, and Northern Ireland, originated by More
2 Life Ltd ("M2L", NR), OneFamily Lifetime Mortgages Limited
("OFLM", NR), and Lloyds Bank plc ("Lloyds", A1/P-1;
Aa3(cr)/P-1(cr)). The Issuer, TAMI Senior Securitisation 2 Ltd, has
purchased these loans from M2L, OFLM and Thistle Investments (ERM)
Limited (the seller for Lloyds mortgage loans) on the closing date
of August 30, 2024, pursuant to the respective mortgage sale
agreements. M2L, OFLM and Lloyds retain legal title to their
originated loans and provide representations and warranties.
Servicing is carried out by M2L for the M2L Mortgage Loans and Pure
Retirement Limited ("Pure", NR) for the OFLM Mortgage Loans and the
Lloyds Mortgage Loans. Pure delegates servicing to OFLM and
Lloyds.
The portfolio of assets amount to approximately GBP318.4 million as
of December 31, 2024 pool cutoff date. No interest or principal
payments are required during the lifetime of the loans. Instead,
interest amounts accrue on the loans until the lender are fully
repaid in a single bullet, typically from the sale proceeds of the
properties. Borrowers may elect to prepay at any time, but the
loans are not required to be repaid until the earlier of the death
of borrowers or the borrowers entering into long-term care.
The transaction structure includes senior Class A-1, A-2 and A-3
Notes, mezzanine B-0, B-1, B-2, B-3 Notes, and a subordinated Class
C note. The Classes A-1, A-2 and A-3 Notes benefit from
subordination of the more junior notes, as well as from a reserve
fund currently outstanding at GBP13.76m as of the latest IPD on
April 30. Additionally, the Class A-1 Notes benefit from a senior
reserve fund sized at GBP5 million as of April 30. Both reserve
funds have increased since closing through collections, with
current amounts exceeding those at closing. The other classes
benefit from subordination of more junior classes of Notes, but do
not benefit from other sources of liquidity other than cashflows
from the securitised portfolio.
The Class A-1, A-2 and A-3 Notes are each subject to their own
prescribed payment schedule. The Class A-1, Class A-2 and Class A-3
Notes accumulate interest at their deemed rate, and will be repaid
in full (including all interest) if their respective payment
schedules are met.
The Class B Notes are not subject to a schedule, and are repaid via
the sequential waterfall on a pass-through basis from day 1. No
interest is due to the Class B Notes.
The ratings are primarily based on the credit quality of the
portfolio, the structural features of the transaction and its legal
integrity.
According to Moody's, the transaction benefits from various credit
strengths such as a granular portfolio with no significant
concentrations, a low indexed LTV (loan-to-value) of 45% and an
average borrower age of 76. The transaction has a Class A reserve
fund currently outstanding at GBP13.76m and is sufficient to cover
all scheduled payments to the Class A1, Class A2 and Class A3
including senior fees over the next three IPDs.
Moody's also notes that the transaction features some credit
weaknesses. These include the irregular timing of assets cash flows
alongside fixed scheduled payments to the Class A Notes. Only one
of the sub-servicers in the transaction, Lloyd, is rated by us.
This is mitigated by: (a) a backup servicer facilitator, TMF Global
Services (UK) Limited, which will assist the issuer in finding a
replacement servicer or a replacement sub-servicer in case of
servicer or sub-servicer termination; (b) an independent cash
manager, Citibank N.A., London Branch (Aa3(cr)/P-1(cr)); and (c)
the Class A reserve and senior reserve fund, which provide
liquidity to senior notes in the transaction.
Various structural features have been included in the transaction
in addition to the liquidity reserve funds, such as the
establishment of a prepayment reserve that will trap cash for
senior fees and Class A payments in the event that the portfolio
pays down significantly more quickly than expected, providing
additional protection to these noteholders in this scenario.
The structure also features triggers based on the house price index
which will, in the case of property value declines beyond a certain
threshold, provide greater protection for Class A noteholder via
the Class A Property and Servicer Trigger. Upon breach of this
trigger, there is an increase in the reserve fund target amount.
This higher reserve fund target amount will also be triggered in
the event of a servicing deed termination.
This reverse mortgage transaction is exposed to social risks
related to demographic and social trends. In particular, mortality
rates are a key rating driver of this asset class, as are trends
related to the timing of when borrowers move to long-term care
facilities (morbidity events).
The principal methodology used in these ratings was "Reverse
Mortgage Securitizations" published in May 2024.
The analysis undertaken by Moody's at the initial assignment of
ratings for RMBS securities may focus on aspects that become less
relevant or typically remain unchanged during the surveillance
stage.
FACTORS THAT WOULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS:
Factors that may cause an upgrade of the ratings of the notes
include significantly better than expected performance of the pool
together with an increase in credit enhancement of Notes.
Factors that would lead to a downgrade of the ratings include: (i)
increased counterparty risk; (ii) materially higher prepayment or
materially lower mortality rates; (iii) economic conditions being
worse than forecast resulting in higher arrears and losses; and
(iv) unforeseen legal challenges or regulatory changes.
*********
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,
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Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.
Copyright 2025. All rights reserved. ISSN 1529-2754.
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