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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, June 12, 2025, Vol. 26, No. 117
Headlines
F I N L A N D
MEHILAINEN: S&P Affirms 'B' ICR on Steady Growth, Outlook Stable
G R E E C E
ATTICA BANK: Moody's Rates New EURO Tier 2 Subordinated Notes 'B2'
I R E L A N D
ROCKFORD TOWER 2023-1: S&P Assigns Prelim. 'B-' Rating on F-R Notes
L U X E M B O U R G
COBHAM ULTRA: S&P Affirms 'B-' ICR on Partial Debt Reduction
IUTECREDIT FINANCE: Fitch Rates EUR140MM Sr. Secured Notes 'B-'
S W E D E N
ASSEMBLIN CAVERION: Fitch Alters Outlook on B Long-Term IDR to Pos.
U N I T E D K I N G D O M
ALEGATUM LIMITED: KR8 Advisory Named as Administrators
ASIMI FUNDING 2024-1: Moody's Ups GBP22.05MM E Notes Rating to B1
CMOSTORES GROUP: Leonard Curtis Named as Administrators
COBHAM ULTRA: Moody's Alters Outlook on 'B3' CFR to Negative
CUBEDOTS LTD: Begbies Traynor Named as Administrators
EVOKE PLC: Fitch Affirms 'B+' LongTerm IDR, Outlook Negative
IPE CAPITAL: BBK Partnership Named as Administrators
ODFJELL DRILLING: Moody's Ups CFR to B1 & Alters Outlook to Stable
PROJECT BLACK: KR8 Advisory Named as Administrators
SHERWOOD PARENTCO: Fitch Affirms 'B+' LongTerm IDR, Outlook Stable
TOGETHER ASSET 2023-1ST1: Fitch Affirms B-sf Rating on Cl. F Notes
TOTAL TILES: Interpath Advisory Named as Administrators
TRILEY MIDCO 2: Fitch Alters Outlook on 'B' LongTerm IDR to Neg.
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F I N L A N D
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MEHILAINEN: S&P Affirms 'B' ICR on Steady Growth, Outlook Stable
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S&P Global Ratings affirmed its 'B' long-term issuer credit rating
on Mehilainen and its 'B' issue rating on the senior secured
first-lien term loan facilities.
S&P said, "The stable outlook reflects our expectations that
Mehilainen will smoothly integrate these two acquisitions notably
Regina Maria which we could consider as an important milestone for
the group. Provided the group does not face material headwinds in
its external operating environment, we expect S&P Global
Ratings-adjusted debt to decrease comfortably below 7x after
temporarily peaking above in 2025."
In March 2025, Mehilainen acquired Lithuania's InMedica Group,
funded through existing facilities. It also signed a deal to
acquire Regina Maria and MediGroup, the leading private healthcare
provider in Romania and Serbia, to be financed with mix of new
equity and debt.
Mehilainen's acquisitions raise S&P Global Ratings-adjusted debt to
EBITDA to 7.8x in 2025, before declining to 6.2x in 2026. In March
2025, Mehilainen closed the acquisition of InMedica Group, a
Lithuanian multi-specialty healthcare platform, funded with
existing facilities, including drawdown of the existing delayed
draw term loan (DDTL) and cash on balance sheet. Mehilainen has
also signed the transformative acquisition of Regina Maria and its
sister company MediGroup (together "Regina Maria Group"), leading
private clinic and hospital operators in Romania and Serbia
respectively, which will be financed through a mix of equity and
debt. Additionally with the Regina Maria Group acquisition,
Mehilainen has also announced a broadening of its shareholder base,
with Hellman & Friedman joining CVC as a second major investor in
the company, alongside Finnish institutional investors and
management. S&P said, "We understand that the new shareholder
structure will not change the previous financial policy. If the
group successfully realizes synergies and achieves a smooth
integration--assuming Mehilainen's stand-alone underlying operating
performance remains stable--we expect it will be on track to expand
its revenue significantly, reaching approximately EUR3.3 billion by
2026 (from EUR2 billion in 2024)."
S&P said, "We expect the strong and resilient operating performance
seen in 2024 to continue into 2025. Mehilainen's 2024 results
exceeded expectations, with S&P Global Ratings-adjusted EBITDA
reaching EUR417.8 million and an EBITDA margin of 20.2%, up from
18.7% in 2023. This strong performance was driven by price
increases across all customer segments and key outsourcing
contracts. In addition, Mehilainen achieved high operational
efficiency through reduced sick leave and improved staffing,
resulting in lower personnel costs compared with the budget.
Combined with strong private healthcare performance and effective
cost management, these factors contributed to the increase in
profitability. Moreover, S&P Global Ratings-adjusted debt to EBITDA
was 5.7x in 2024, better than the previously expected 6x giving the
company slightly more leeway pre-transaction and credit metrics
well within the parameters for a 'B' rating.
"We expect acquisitions to continue to be part of Mehilainen's
growth story, and seamless integration of acquisition targets to be
key for maintaining credit metrics in line with rating thresholds.
The company anticipates synergies, mainly from procurement
efficiencies, cost optimization, and adoption of best practices. We
project consolidated group revenue to grow by 23% in 2025 (pro rata
basis) and a further 30% in 2026, reflecting the full contribution
of recent acquisitions. We forecast S&P Global Ratings-adjusted
free operating cash flow will decline to EUR115 million in 2025 and
increase to EUR160 million in 2026, with fixed charge coverage of
1.5x in 2025 before increasing to 1.9x in 2026. We expect the
adjusted EBITDA margin to remain around 19% in 2025 and to increase
by 50 basis points in 2026, supported by volume growth and only
modest integration and restructuring costs. Deleveraging prospects
appear strong post-acquisition: We expect adjusted debt to EBITDA
to fall to around 6.2x in 2026 and 5.8x in 2027. Despite its
increased scale, the group is well-positioned to sustain solid
organic growth.
"We now assess Mehilainen's business risk profile as satisfactory,
supported by its increased scale, broader geographic and service
diversification, and more balanced payor mix, along with improving
profitability. We believe the recent acquisitions will enhance the
company's geographical diversification by expanding into the
markets of Romania, Serbia, and Lithuania, resulting in a pro forma
geographic exposure of 69% to Finland, 17% to Romania, 6% to
Lithuania, 3% each to Serbia and Sweden, 2% to Estonia, and 1% to
Germany. This expansion is backed by strong exposure to the
fast-growing private payor segment, which in Central and Eastern
European markets comprise 54% private (out-of-pocket) payors and
46% public, along with a continued focus on margin attractive
outpatient care. Regina Maria group primarily operates in the
private pay market, which accounts for approximately 90% of its
revenues, meaning that capital expenditure (capex) is driven by
demand in this sector. Additionally, we view the consolidated
group's strong profitability as a credit positive, with an S&P
Global Ratings-adjusted EBITDA margin firmly in the 19%-20% range.
This is comparable with, or exceeds, peers in the same industry.
"Mehilainen's recent acquisitions mark a big step in its ambition
to become a leading pan-European healthcare services platform. The
combined group enhances Mehilainen's position by enabling
cross-border synergies across best practices, digital
infrastructure, procurement, IT systems, and laboratory services.
We consider that entering new countries always carries integration
risks but we also view that there are mitigants such as strategic
alignment, management continuity, and cultural fit of the
acquisitions. Mehilainen's proven track record of successfully
integrating previous acquisitions further boosts confidence in its
ability to execute effectively. The acquisitions of Regina Maria
and MediGroup provide compelling growth opportunities and
operational efficiencies, underpinned by Mehilainen's integrated
business model. While managing system harmonization and supporting
local management teams to minimize disruptions will be important,
seamless integration remains critical to maintaining credit metrics
within rating thresholds.
"We view Mehilainen's liquidity as adequate for the next 12 months.
The company maintains adequate liquidity thanks to availability of
the upsized EUR350 million RCF, which will be fully undrawn at
closing. We also view as positive the lack of significant debt
maturities until the first term loan B (TLB) matures in 2031. We
anticipate the company will maintain sufficient room to meet its
covenant test requirements.
"Rating upside for Mehilainen is constrained by multiple
qualitative factors. These include integration risks, financial
metrics still closely aligned with a 'B' rating, and the company's
current positioning in the satisfactory business risk profile
category versus other peers. Despite the improvement of our
assessment on the company's business risk profile by one category
to satisfactory from fair, we have decided to cap the rating using
a negative comparative rating analysis modifier. We consider that
given the change in scope and scale of the company after these two
acquisitions, integration risks are high. This analytical decision
stems from the combination of several metrics-driven factors,
notably EBITDAR fixed charge coverage ratio still weak for a
potential 'B+' rating as well as the group's adjusted debt to
EBITDA still landing above 5x on a forward-looking basis post 2026.
Additionally, given the relative weak positioning of the company in
the satisfactory business risk profile when compared holistically
with peers with a similar business assessment, at this stage we do
not see the improvement of the group business risk profile as
sufficient for an upgrade.
"The stable outlook reflects our expectations that Mehilainen will
smoothly integrate these two acquisitions notably Regina Maria
which we view as an important milestone for the group. Provided the
group does not face material headwinds in its external operating
environment, or higher level of restructuring costs, we expect S&P
Global Ratings-adjusted debt to decrease comfortably below 7x in
2026 after temporarily peaking above in 2025. Also, our stable
outlook reflects that following transaction completion and
integration, fixed charge cover will increase to 1.9x in 2026,
while we assume the company will maintain adjusted EBITDA margins
of 19.0%-19.5% over the coming 12-18 months.
"We could lower our ratings on Mehilainen if, contrary to our
base-case scenario, we see that the group is experiencing
operational headwinds owing to the integration of recent
acquisitions into the wider group, followed by a deterioration in
its operating margins, notably due to higher integration or
restructuring costs than anticipated, such that FOCF weakens
markedly to close to break-even or negative levels and fixed charge
coverage falls closer to 1.5x, with no prospect of a rapid
improvement. This would most likely occur if the company lost some
market share in key segments of private and social care in Finland
and if Romanian operations were to lag our base case.
Alternatively, we could consider lowering our ratings on Mehilainen
if the group attempted another sizable debt-funded acquisition or a
series of smaller bolt-on acquisitions, which in our view would
further increase the execution risk.
"We could consider raising Mehilainen's rating if adjusted leverage
falls below 5.0x, with fixed charge coverage increasing comfortably
above 2x, and both the company and its owners commit to maintaining
these credit metrics. We also anticipate that the company will
continue to reinvest all internally generated cash flows in bolt-on
acquisitions to support its international growth aspirations, as
opposed to deploying them opportunistically to pay down debt or
entering into shareholder-friendly distributions."
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G R E E C E
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ATTICA BANK: Moody's Rates New EURO Tier 2 Subordinated Notes 'B2'
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Moody's Ratings has assigned B2 rating to Attica Bank S.A.'s
proposed Euro-denominated Tier 2 subordinated notes as well as
Caa1(hyb) rating to its Additional Tier 1 (AT1) perpetual capital
instrument with non-viability loss absorption features. Both
instruments include a call option for the issuer after five years
for the Tier 2 and after five and a half years for the AT1, which
can also have its principal written down should the bank's Common
Equity Tier 1 (CET1) ratio fall below 5.125%. Distributions for the
AT1 notes may be cancelled in full or in part on a non-cumulative
basis at the issuer's discretion or mandatorily in the case of
insufficient "available distributable items".
The ratings are subject to the receipt of final documentation, the
terms and conditions of which are not expected to change in any
material way from the draft documents that Moody's have reviewed.
RATINGS RATIONALE
The expected EUR100 million of AT1 notes will likely enhance Attica
Bank's fully-loaded Tier 1 ratio to approximately 13.4%, and the
EUR150 million of subordinated Tier 2 notes will boost the bank's
total capital adequacy ratio (CAD) to approximately 17.2% by the
end of 2025, compared to 11% and 11.4% respectively as of March
2025. This capital enhancement will allow the bank to meet its
overall capital requirement (OCR) of 13.5% and fund its growth
plans, while aiming to maintain a common equity Tier 1 (CET 1) of
around 11.5% on an on-going basis from 11% reported in March 2025.
The AT1 securities are contractual non-viability preferred
securities, and are available to absorb losses based on the
European Union's BRRD (Bank Recovery and Resolution Directive)
framework. In a bank resolution they rank senior only to the most
junior obligations, including ordinary shares and common equity
Tier 1 capital. Coupons are cancelled on a non-cumulative basis at
the bank's discretion, and on a mandatory basis subject to
availability of distributable funds and breach of applicable
regulatory capital requirements.
The assigned Caa1(hyb) rating reflects: (1) Attica Bank's Baseline
Credit Assessment (BCA) and Adjusted BCA of b1; (2) Moody's
Advanced Loss Given Failure (LGF) analysis, resulting in a position
that is three notches below the operating bank's Adjusted BCA of
b1; and (3) Moody's assumptions of a low probability of government
support for loss-absorbing instruments, resulting in no rating
uplift. This positioning takes into account the elevated credit
risks associated to this type of subordinated debt class, given the
relatively low cushion available for absorbing losses before the
AT1 creditors are impacted in a resolution scenario.
The B2 rating assigned to the bank's subordinated Tier 2 notes that
have a ten-year maturity and have an issuer call option after five
years, is driven by (1) Attica Bank's Adjusted BCA of b1; and (2)
Moody's Advanced LGF forward-looking analysis, which indicates high
loss severity for these instruments in the event of the bank's
failure, leading to a positioning of one notch below the bank's
Adjusted BCA. Similar to the AT1 rating, no rating uplift is
incorporated in the bank's subordinated Tier 2 rating stemming from
any government support.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Over time, upward Tier 2 and AT1 ratings pressure could arise for
the bank following further improvements in its standalone credit
profile with the implementation of its business plan. This could
come about with sustained resilient profitability and asset
quality, which could exert upward pressure on its BCA.
Conversely, the bank's Tier 2 and AT1 ratings could be downgraded
in the event that there is any significant deterioration in NPE
levels or recurring profitability, and in case the bank fails to
implement its business plan given the challenges and execution
risk. Any material weakening in the operating environment and in
funding conditions could also have a negative effect on the bank's
BCA and associated ratings.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Banks published
in November 2024.
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I R E L A N D
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ROCKFORD TOWER 2023-1: S&P Assigns Prelim. 'B-' Rating on F-R Notes
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S&P Global Ratings assigned its credit ratings to Rockford Tower
Europe CLO 2023-1 DAC's class A-R loan and A-R, B-R, C-R, D-R, E-R,
and F-R notes. At closing, the issuer also issued subordinated
notes outstanding from the existing transaction.
This transaction is a reset of the already existing transaction
that closed in September 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 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 2,760.592
Default rate dispersion 583.81
Weighted-average life (years) 4.58
Obligor diversity measure 146.81
Industry diversity measure 24.55
Regional diversity measure 1.270
Transaction key metrics
Portfolio weighted-average rating
derived from S&P's CDO evaluator B
'CCC' category rated assets (%) 1.44
Target 'AAA' weighted-average recovery (%) 37.61
Actual weighted-average spread (%) 3.97
Actual weighted-average coupon (%) 3.89
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 4.5 years
after closing.
The portfolio is well-diversified, primarily comprising broadly
syndicated speculative-grade senior secured term loans and senior
secured bonds. Therefore, we have conducted our credit and cash
flow analysis by applying our criteria for corporate cash flow
CDOs.
S&P said, "In our cash flow analysis, we used the EUR450 million
target par amount, and the portfolio's covenanted weighted-average
spread (3.80%), covenanted weighted-average coupon (3.89%),
covenanted weighted-average recovery rates at the 'AAA' rating
level (36.61%), and actual weighted-average recovery rates at other
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 Dec. 6, 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 and loan. This test looks at
the total amount of losses that the transaction can sustain as
established by the initial cash flows for each rating, and it
compares that with the current portfolio's default potential plus
par losses to date. As a result, until the end of the reinvestment
period, the collateral manager may through trading deteriorate the
transaction's current risk profile, as long as the initial ratings
are maintained.
"Under our structured finance sovereign risk criteria, 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.
"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe the rating is commensurate
with the available credit enhancement for the class A-R notes and
A-R loan. Our credit and cash flow analysis indicates that the
available credit enhancement for the class B-R, C-R, D-R, E-R, and
F-R notes could withstand stresses commensurate with higher ratings
than those we have assigned. However, as the CLO will be in its
reinvestment phase starting from closing, during which the
transaction's credit risk profile could deteriorate, we have capped
our ratings assigned to the notes.
"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 and loan.
"In addition to our standard analysis, we have also included the
sensitivity of the ratings on the class A-R loan and A-R to E-R
notes based on four hypothetical scenarios.
"As our ratings analysis makes additional considerations before
assigning ratings in the 'CCC' category, and we would assign a 'B-'
rating if the criteria for assigning a 'CCC' category rating are
not met, we have not included the above scenario analysis results
for the class F-R notes."
Environmental, social, and governance
S&P said, "We regard the exposure to environmental, social, and
governance (ESG) credit factors in the transaction as being broadly
in line with our benchmark for the sector. Primarily due to the
diversity of the assets within CLOs, the exposure to environmental
credit factors is viewed as below average, social credit factors
are below average, and governance credit factors are average. For
this transaction, the documents prohibit 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, no
specific adjustments have been made in our rating analysis to
account for any ESG-related risks or opportunities."
Ratings list
Amount Credit
Class Rating* (mil. EUR) Interest rate§ enhancement (%)
A-R AAA (sf) 183.00 3mE + 1.40% 39.00
A-R loan AAA (sf) 91.50 3mE + 1.40% 39.00
B-R AA (sf) 56.30 3mE + 1.95% 26.49
C-R A (sf) 27.00 3mE + 2.40% 20.49
D-R BBB- (sf) 30.40 3mE + 3.75% 13.73
E-R BB- (sf) 19.20 3mE + 5.80% 9.47
F-R B- (sf) 13.40 3mE + 8.00% 6.49
Sub notes NR 32.50 N/A N/A
*The ratings assigned to the class A-R, A-R loan, 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.
NR--Not rated.
N/A--Not applicable.
3mE--Three-month Euro Interbank Offered Rate.
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L U X E M B O U R G
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COBHAM ULTRA: S&P Affirms 'B-' ICR on Partial Debt Reduction
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S&P Global Ratings affirmed the 'B-' long-term issuer credit rating
on defense electronics solutions provider Cobham Ultra SunCo
S.a.r.l (Ultra) and the 'B-' issue ratings on the group's senior
secured term loan B and its multicurrency RCF. The recovery rating
remains at '3' (rounded estimate: 60%). At the same time, S&P
removed the ratings from CreditWatch negative where it placed them
on Sept. 5, 2024.
The negative outlook reflects that S&P still view credit metrics in
2025 to be weak relative to rated peers, with material ongoing
one-off and restructuring costs weighing on EBITDA, adjusted debt
to EBITDA expected to exceed 10x, and funds from operations cash
interest cover to remain below 1.5x.
Ultra primarily used the proceeds from the SMaP sale for debt
repayment and a dividend distribution. The net proceeds totaled
$447 million, and Ultra has used this to repay $275 million of its
$417 million outstanding senior unsecured notes, to repay the $50
million shareholder loan provided in 2024, and make a dividend
payment of $80 million to its financial sponsor, Advent. The
remaining $65 million has been kept as cash on the balance sheet to
support intrayear requirements.
The partial repayment of the senior unsecured notes is supportive
for the rating. The debt reduction through the repayment of a
portion of the senior unsecured notes follows a repayment ($181
million) of the drawings on the RCF earlier this year, after the
sale of the energy business. This reduction in debt supports an
improvement in leverage in 2025.
Shareholder distributions despite high leverage reflect an
aggressive financial policy. The payment of a dividend to Advent
from the proceeds and the repayment of the shareholder loan,
despite Ultra exhibiting continued high leverage and weak credit
metrics, reflects an aggressive financial policy. S&P continues to
expect that future disposal proceeds will be used for a mix of debt
repayments and shareholder distributions. Cash retained in the
business will support the group to meet its financial commitments,
including its high cash interest costs, and its intrayear cash
requirements, including working capital outflows and capital
expenditure (capex).
S&P said, "We forecast key credit metrics will remain weak in 2025.
Despite the partial repayment of the senior unsecured notes, we
expect adjusted debt to EBITDA to be around 10.4x--excluding about
$650 million of payment-in-kind (PIK) notes--in 2025, with S&P
Global Ratings-adjusted debt still exceeding $1.8 billion excluding
the PIK notes. The removal of SMaP and Energy from continuing
operations (which occurred in 2024) results in a reduction of
around $55 million-$60 million of reported group EBITDA. The
group's coverage of cash interest by funds from operations (FFO)
remains weak--we forecast around 1.1x in 2025, despite an
expectation that cash interest costs will decline to around $150
million in 2025 from $188 million in 2024, supported by a reduction
in benchmark rates and six months' interest saved on the repayment
of the senior unsecured notes.
"We expect a material improvement in credit metrics in 2026. We
expect that the group's adjusted debt to EBITDA will improve to
close to 9.0x in 2026, with FFO cash interest cover potentially
exceeding 1.5x, and the group continues to benefit to lower cash
interest costs.
"However, our base case is subject to change, depending on likely
disposals. Credit metrics are extremely sensitive to any potential
underperformance or unexpected one-off costs weighing on EBITDA
improvement. Further debt reduction will support this, though
redemptions through asset disposals will also mean that there will
be some absolute profitability reduction, affecting our base case.
We understand that the Precision Control Systems business, which is
expected to generate around $240 million in sales and close to $70
million of EBITDA in 2025, could be the next major disposal by
Ultra. As Ultra continues to make disposals and its operations
reduce in scale and scope, we may reassess its business risk
profile. The way Ultra decides to apply the proceeds of future
disposals will be key to our assessment of the overall ratings.
"Operational performance should remain robust, with solid demand
and supportive end markets. In continuing businesses, we expect
that revenue growth should be near to 10%, particularly supported
by growth in the Maritime business. We expect continued new
contract wins in Maritime will drive significant growth in the
business of up to 18%. The Precision Control Systems will also
support growth, with a strong rise in first-quarter sales by 29%
versus the same quarter in 2024, though the Intelligence and
Communications business will drag on sales, with further
restructuring possible. We expect adjusted margins will rise to
close to 16% in 2025 from 12.9% in 2024, supported by a reduction
in one-off costs, expected to fall to around $48 million in 2025,
from $72 million last year, and by the strong growth in Precision
Control Systems, the highest margin business of the group.
"We expect the impact of tariffs to be negligible. Despite a high
portion of sales in the U.S., the group has local facilities for
production and with the U.S. Department of Defence a key customer,
we do not expect the impact of tariffs to materially affect Ultra's
financial performance.
"The negative outlook reflects our expectation that 2025 credit
metrics will remain weak, with adjusted debt to EBITDA expected to
exceed 10x and FFO cash interest cover to remain substantially
below 1.5x.
"We could lower the ratings if adjusted debt to EBITDA does not
decline in line with our base case or if FFO cash interest coverage
does not start to materially improve toward 1.5x. This could come
from higher one-off costs than anticipated, underperformance across
key business lines, or aggressive financial policies. We could also
lower our rating if we expect the company will generate continued
significant negative free operating cash flow (FOCF), or if
liquidity comes under significant strain.
"We could revise our outlook on Ultra to stable if it improves its
credit metrics, such that we expect adjusted debt to EBITDA to
remain comfortably below 9x and FFO cash interest to be 1.5x or
above. We would also expect to see sustainably positive FOCF."
IUTECREDIT FINANCE: Fitch Rates EUR140MM Sr. Secured Notes 'B-'
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Fitch Ratings has assigned Luxembourg-based IuteCredit Finance S.à
r.l.'s (Iute Luxemburg) issue of EUR140 million senior secured
notes maturing on December 6, 2030 (ISIN: XS3047514446) a final
rating of 'B-'. The Recovery Rating is 'RR4'.
Iute Luxemburg is a fully owned subsidiary acting as a financing
intermediary for Iute Group AS (B-/Stable). The notes are
unconditionally and irrevocably guaranteed on a joint and several
basis by Iute Group and its subsidiares, IuteCredit Albania SHA,
IuteCredit Bulgaria EOOD, IuteCredit Macedonia DOOEL Skopje and
O.C.N. "IUTE CREDIT" S.R.L. (IuteCredit Moldova).
The final rating is in line with the expected rating assigned on
April 30, 2025.
Key Rating Drivers
The final rating is in line with Iute Group's Long-Term Issuer
Default Rating (IDR), reflecting average recovery expectations
based on Fitch's stressed asset valuation, despite the notes'
secured nature. The facility will represent a senior secured
obligation of Iute Luxemburg, ranking pari passu with other
obligations.
Iute Luxemburg has made a conditional exchange offer as well as a
cash tender offer to holders of its existing EUR125 million notes
due 6 October 2026 (ISIN: XS2378483494). The new notes will mainly
be used for refinancing the existing bonds and will extend the
maturity profile of Iute Group's borrowings.
Fitch expects the leverage impact from the transaction to be
minimal, as proceeds are expected to be used largely to refinance
the existing senior secured debt maturing in October 2026.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A downgrade of Iute Luxemburg's senior secured debt rating would
stem from similar action on its Long-Term IDR.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
An upgrade of Iute Luxemburg's senior secured debt rating would
follow similar action on its Long-Term IDR.
Date of Relevant Committee
July 25, 2024
ESG Considerations
Iute Group has an ESG Relevance Score of '4' for Exposure to Social
Impacts due to regulatory risks to the business model development
(including the potential tightening of lending rate caps), which
has a negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.
Iute Group has an ESG Relevance Score of '4' for Customer Welfare -
Fair Messaging, Privacy & Data Security due to the risks in the
context of fair lending practices and pricing transparency, which
has a negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.
Iute Group has an ESG Relevance Score of '4' for Group Structure
because the fungibility of capital is, in its view, restricted
between the regulated bank and the rest of the group, which has a
negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.
Iute Group has an ESG Relevance Score of '4' for Governance
Structure due to the developing nature of its corporate governance
structure with limited independent oversight including the absence
of a supervisory board, which has a negative impact on the credit
profile, and is relevant to the ratings in conjunction with other
factors.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
IuteCredit Finance S.a r.l.
senior secured LT B- New Rating RR4 B-(EXP)
===========
S W E D E N
===========
ASSEMBLIN CAVERION: Fitch Alters Outlook on B Long-Term IDR to Pos.
-------------------------------------------------------------------
Fitch Ratings has revised Assemblin Caverion Group AB's Outlook to
Positive, from Stable, while affirming its Long-Term Issuer Default
Rating (IDR) at 'B'. Fitch also affirmed Assemblin Caverion's
senior secured debt rating at 'B', with a Recovery Rating of
'RR4'.
The Outlook revision reflects expected continued improvement in the
group's operating profitability, which will support deleveraging to
below 5x EBITDA gross leverage by end-2026. It also reflects
reduced execution risk following the accelerated integration of
Caverion. The ratings may be upgraded if the group demonstrates
continued improvement in operating profitability and leverage
reduction.
The group's 'B' Long-Term IDR balances its high, but declining,
leverage, solid business profile and expected sound profitability.
Key Rating Drivers
High Leverage; Expected Deleveraging: Fitch expects a gradual
improvement in EBITDA gross leverage to below 5x by end-2026 and
4.5x by end-2027. The group's rating remains constrained by
expected high leverage of about 5.2x at end-2025. The expected
deleveraging will be supported by high-single digit EBITDA
increases in 2024-2028, driven by improving operating profitability
and mid-single digit revenue expansion.
Improving EBITDA Margins: Fitch expects a gradual improvement in
Fitch-defined EBITDA margin to about 7% in 2026, following over a
50bp decline in 2024 due to the acquisition of Caverion. The
profitability increase is mainly driven by the restructuring of
unprofitable branches and overhead reductions, including operating
efficiencies from the Caverion acquisition.
Reduced Integration Risk: Fitch sees lower execution risk following
the accelerated integration of Caverion and completed extensive
changes to the combined group's operations, including the closure
of underperforming units and overhead reductions. Early synergies
and efficiency gains have started to contribute to the group's
increasing operating margin in 1Q25. Fitch expects no further major
restructuring costs in 2025, which will support free cash flow
(FCF) generation.
Focus on Resilient Markets: Assemblin Caverion's resilient trading
in 2024 and 1Q25, despite challenging construction markets, has
been driven by its focus on maintenance and service operations and
high exposure to renovation markets. The group has limited exposure
to private new build markets, especially the weak new build
residential market. Fitch expects a modest organic revenue decline
in 2025, due mainly to the closure of underperforming units and
forecast a return to low-single digit organic growth from 2026.
Positive Through-the-Cycle FCF: Fitch expects the combined group to
continue generating positive FCF through the cycle. This will be
driven by rising operating margins, sound working capital
management and low capex requirements that are partly offset by
high interest payments.
Solid Business Profile: Assemblin Caverion's business profile is
supported by sound diversification in services and markets, a
fairly high share of contracted revenue with increased exposure to
revenue from services related to its projects and a sound industry
outlook. The Nordic installation market benefits from solid demand
from energy-efficiency projects, smart buildings and urbanisation
trends. Demand for the group's services is further supported by a
regulatory environment targeting low emissions.
Acquisition Increases Diversification: The transformative
acquisition of Caverion in April 2024 has increased the combined
scale of operations, and led to improved geographic
diversification, stronger regional market positions and a broader
services offering. The combined group's revenue share generated in
Sweden declined to below 40% in the financial year ended March 2025
from about 70% at end-2023.
Acquisitive Growth Strategy: Fitch expects that Assemblin Caverion
will continue its active bolt-on acquisition strategy with total
cumulative spend of about SEK2.5 billion in 2025-2028 (including
earn-outs). The group has a sound record of integrating its
acquisitions, supported by a focus on smaller companies that
operate in its core technical services and have a good cultural fit
with existing operations. A prudent acquisition strategy
prioritising sustainable growth with sound margins over market
share support its business and financial profiles.
Peer Analysis
Assemblin Caverion compares favourably with other major Nordic
installation and service providers, due to its larger combined
scale and strong market positions in its prioritised local
markets.
The group's business profile is stronger than Expleo Group's
(B-/Negative), broadly in line with Polygon Group AB's (B/Negative)
and weaker than Irel Bidco S.a.r.l.'s (IFCO; B+/Stable), Circet
Europe SAS's (Circet, B+/Stable) and SPIE SA's (BB+/Positive).
Following its merger with Caverion, the group's size is broadly in
line with IFCO's, about twice as large as Expleo Group's and
Polygon's, modestly smaller than Circet's and about three times
smaller than SPIE's.
Assemblin Caverion's financial profile is stronger than that of
Expleo, due mainly to stronger FCF generation through the cycle.
Its expected EBITDA leverage is lower than Expleo's, Circet's and
Polygon Group's and higher than SPIE's. Assemblin Caverion,
Polygon, Expleo and SPIE have broadly similar, 6%-8% expected
EBITDA margins, which are lower than Circet's at about 11%.
Assemblin Caverion, Polygon and SPIE generate neutral-to-positive
FCF through the cycle, whereas Expleo is expected to have
negative-to-neutral FCF.
Key Assumptions
Key Rating Assumptions Within Its Rating Case for the Issuer
Revenue to decline 1% in 2025, before rising organically in the low
single digits in 2026-2028
High-single digit annual EBITDA increases in 2025-2028 on improving
margins and rising revenue
Working capital requirement at 0.2%-0.3% of revenue in 2025-2028
Capex at 0.5% of revenue in 2025-2028
Cumulative acquisitions of about SEK2.5 billion in 2025-2028,
including earnouts
Recovery Analysis
The recovery analysis assumed that Assemblin Caverion would be
reorganised as a going concern in bankruptcy rather than
liquidated.
Fitch has assumed a 10% administrative claim.
The going concern EBITDA estimate for the combined group of
SEK1,800 million reflects a sustainable, post-reorganisation EBITDA
on which Fitch bases the enterprise valuation. The going concern
EBITDA reflects intense market competition resulting in subdued
operating profitability.
An multiple of 5.5x is applied to going concern EBITDA to calculate
a post-reorganisation valuation. It mainly reflects the group's
solid growth prospects, strong market position and high barriers to
entry that are partly offset by its fairly low operating margins
relative to peers'.
Fitch assumed the group's debt structure to mainly comprise about
SEK14.4 billion in senior secured notes, a SEK2,8 billion super
senior revolving credit facility (RCF; assumed fully drawn), and
about SEK0.1 billion in non-recourse factoring.
The pension guarantee facility of about SEK0.4 billion (outstanding
amount at end-March 2025) provided by banks is not a debt
obligation for the purpose of computing leverage metrics under its
criteria. However, this facility is treated as super senior in
recoveries, as the pension administrator can make a cash claim
under a guarantee issued to cover pension payments.
The waterfall analysis output generated a ranked recovery in the
'RR4' band, indicating an instrument rating of 'B'.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Unsuccessful M&As, resulting in an EBITDA margin of less than 5% on
a sustained basis
EBITDA gross leverage sustainably above 6x
EBITDA interest coverage consistently below 2x
Lack of consistently positive FCF generation
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
EBITDA gross leverage below 5.0x on a sustained basis
Successful integration of Caverion leading to an increase in EBITDA
margin towards 7%
FCF margin consistently above 2%
Successful M&As, leading to improved scale and market position
without negatively affecting credit metrics
Liquidity and Debt Structure
At end-March 2025, Assemblin Caverion's liquidity mainly consisted
of about SEK1.1 billion of readily available cash (excluding about
SEK350 million that Fitch restricts for intra-year working capital
swings) and access to a EUR250 million (about SEK2.8 billion)
undrawn RCF due 2029. Fitch expects positive FCF generation over
the next four years.
The group has no major short-term debt maturities as its debt
structure is dominated by long-dated senior secured notes. Its
EUR1,280 million notes are due in 2030 (fixed-rate) and 2031
(floating-rate).
Issuer Profile
Assemblin Caverion is the largest Nordic region's provider of
installation and service solutions focused on electrical
engineering, heating and sanitation, ventilation, as well as smart
buildings and automation
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Assemblin Caverion
Group AB LT IDR B Affirmed B
senior secured LT B Affirmed RR4 B
===========================
U N I T E D K I N G D O M
===========================
ALEGATUM LIMITED: KR8 Advisory Named as Administrators
------------------------------------------------------
Alegatum Limited was placed into administration proceedings in the
High Court of Justice Business and Property Courts, Insolvency and
Companies List (Chd), Court Number: CR-2025-003755, and Michael
Lennon and James Saunders of KR8 Advisory Limited were appointed as
administrators on June 2, 2025.
Alegatum Limited specialized in management consultancy activities
other than financial management.
Its registered office is c/o KR8 Advisory Limited, The Lexicon,
10-12 Mount Street, Manchester, M2 5NT
Its principal trading address is at 25 Chorley New Road, Bolton,
BL1 4QR
The joint administrators can be reached at:
Michael Lennon
James Saunders
KR8 Advisory Limited
The Lexicon
10-12 Mount Street
Manchester, M2 5NT
For further details, please contact:
The Joint Administrators
Email: CCM@kr8.co.uk
ASIMI FUNDING 2024-1: Moody's Ups GBP22.05MM E Notes Rating to B1
-----------------------------------------------------------------
Moody's Ratings has upgraded the ratings of 4 Notes in Asimi
Funding 2024-1 PLC. The rating action reflects the increased levels
of credit enhancement for the affected Notes.
Moody's affirmed the ratings of the Notes that had sufficient
credit enhancement to maintain their current ratings.
GBP132.3M Class A Notes, Affirmed Aaa (sf); previously on Jul 25,
2024 Definitive Rating Assigned Aaa (sf)
GBP24.5M Class B Notes, Upgraded to Aa1 (sf); previously on Jul
25, 2024 Definitive Rating Assigned Aa2 (sf)
GBP24.5M Class C Notes, Upgraded to Aa3 (sf); previously on Jul
25, 2024 Definitive Rating Assigned A3 (sf)
GBP9.8M Class D Notes, Upgraded to A3 (sf); previously on Jul 25,
2024 Definitive Rating Assigned Baa3 (sf)
GBP22.05M Class E Notes, Upgraded to B1 (sf); previously on Jul
25, 2024 Definitive Rating Assigned B2 (sf)
GBP17.15M Class F Notes, Affirmed Caa3 (sf); previously on Jul 25,
2024 Definitive Rating Assigned Caa3 (sf)
GBP14.7M Class G Notes, Affirmed Ca (sf); previously on Jul 25,
2024 Definitive Rating Assigned Ca (sf)
Asimi Funding 2024-1 PLC is a static cash securitisation of
unsecured consumer loan agreements extended by Plata Finance
Limited (Plata) to individuals located in the UK.
RATINGS RATIONALE
The rating action is prompted by an increase in credit enhancement
for the affected tranches.
Increase in Available Credit Enhancement
Sequential amortization led to the increase in the credit
enhancement available in this transaction.
For instance, the credit enhancement for Class B Notes affected by
rating action increased to 60.65% from 37.59% since closing.
The credit enhancement for Class C Notes affected by rating action
increased to 44.28% from 27.59% since closing.
The credit enhancement for Class D Notes affected by rating action
increased to 37.73% from 23.59% since closing.
The credit enhancement for Class E Notes affected by rating action
increased to 23.00% from 14.59% since closing.
Key Collateral Assumptions
As part of the rating action, Moody's reassessed Moody's default
probability and recovery rate assumptions for the portfolio
reflecting the collateral performance to date.
The performance of the transaction has continued to be stable since
closing. Total delinquencies have increased in the past year, with
90 days plus arrears currently standing at 3.79% of current pool
balance. Cumulative defaults currently stand at 2.48% of original
pool balance.
For Asimi Funding 2024-1 PLC, the current default probability
assumption is 18% of the current portfolio balance and the
assumption for the fixed recovery rate is 5%.
Moody's also reassessed Moody's Portfolio Credit Enhancement
("PCE") assumption for this transaction. PCE reflects the credit
enhancement consistent with the highest rating achievable in the
United Kingdom. As a result, Moody's have maintained the PCE
assumption at 45%.
Counterparty Exposure
The rating action took into consideration the Notes' exposure to
relevant counterparties, such as servicer, account bank or swap
provider.
Moody's considered how the liquidity available in the transaction
and other mitigants support continuity of Notes payments in case of
servicer default, using the CR assessment as a reference point for
servicer. The rating of the Class B Notes is constrained by
operational risk. Moody's considers that the liquidity available to
the Class B Notes is insufficient to support payments in the event
of servicer disruption.
The principal methodology used in these ratings was "Moody's
Approach to Rating Consumer Loan-Backed ABS" published in July
2024.
Factors that would lead to an upgrade or downgrade of the ratings:
Factors or circumstances that could lead to an upgrade of the
ratings include: (1) performance of the underlying collateral that
is better than Moody's expected, (2) an increase in available
credit enhancement, and (3) improvements in the credit quality of
the transaction counterparties.
Factors or circumstances that could lead to a downgrade of the
ratings include: (1) an increase in sovereign risk, (2) performance
of the underlying collateral that is worse than Moody's expected,
(3) deterioration in the Notes' available credit enhancement, and
(4) deterioration in the credit quality of the transaction
counterparties.
CMOSTORES GROUP: Leonard Curtis Named as Administrators
-------------------------------------------------------
Cmostores Group Limited, formerly known as WHCO2 Limited, was
placed into administration proceedings in the High Court of
Justice, Business and Property Courts of England and Wales,
Insolvency and Companies List (ChD), No CR-2025-003871, and Ryan
Grant and Christopher Robert Pole of Interpath Advisory, Interpath
Ltd, were appointed as administrators on June 6, 2025.
Cmostores Group engaged in activities of other holding companies.
Its registered office is at Burrington Business Park, Burrington
Way, Plymouth, PL5 3LX.
The joint administrators can be reached at:
Ryan Grant
Christopher Robert Pole
Interpath Advisory, Interpath Ltd
2nd Floor, 45 Church Street
Birmingham, B3 2RT
For further details, contact:
CMO@interpath.com
COBHAM ULTRA: Moody's Alters Outlook on 'B3' CFR to Negative
------------------------------------------------------------
Moody's Ratings has changed the outlook of aerospace and defence
manufacturer Cobham Ultra SunCo S.a r.l. (Ultra or the company) and
Cobham Ultra SeniorCo S.a.r.l to negative from stable.
Concurrently, Moody's affirmed Ultra's B3 long term corporate
family rating and B3-PD probability of default rating. Moody's also
downgraded to B3 from B2 the ratings on Cobham Ultra SeniorCo S.a
r.l's senior secured bank credit facilities.
The rating actions reflect (i) slower improvements in deleveraging
and towards positive free cash flow (FCF) generation than Moody's
had been expecting, and (ii) the much reduced size of the senior
unsecured notes ranking behind senior secured bank credit
facilities.
RATINGS RATIONALE
Ultra retains generally high-quality businesses and strong EBITDA
growth prospects. In the first quarter of 2025, EBITDA before
one-offs exceeded the prior year by 17%, and Moody's projects high
single digit EBITDA growth in 2025 on a like-for-like basis.
However, Ulta's aggressive financial policy will result in weaker
credit ratios than Moody's previously expected and for longer.
While Ultra had previously made material debt repayments using
disposal proceeds, Moody's had expected more debt repayments as a
result of the most recent disposal (SMaP), leading to greater
deleveraging. The implied leverage multiple on debt repaid/EBITDA
sold of around 7x is materially lower than the actual
Moody's-adjusted gross debt/EBITDA of 10.5x as of March 2025,
meaning that the disposal had a releveraging impact on a gross debt
basis. Governance considerations including financial policy and
risk management were therefore key drivers of the rating action.
Moody's forecasts Moody's-adjusted leverage of around 9x and
Moody's-adjusted EBITDA/interest expense of 1.3x in 2025. This
compares with Moody's previous forecasts of 8.2x and 1.5x
respectively. Moody's now expect that Ultra will have negative FCF
of around $70 million before dividends in 2025 whereas Moody's had
previously expected the company to generate some cash this year.
The gap is mainly explained by a combination of lower EBITDA,
higher working capital use and higher interest costs. Even assuming
flat working capital, Ultra will not be FCF positive in 2025 and is
unlikely to generate cash as long as its interest burden does not
decrease below 63% of EBITDA. This percentage will be 74% in 2025.
Supportive factors for the B3 CFR include Ultra's (i) robust market
position in complex defence and commercial applications and for
which the demand outlook is strong, (ii) EBITDA-driven deleveraging
potential, and (iii) the likely high valuation of the company's
businesses.
The B3 ratings on Cobham Ultra SeniorCo S.a r.l's senior secured
bank credit facilities, in line with the CFR, reflect their large
size and preponderance in the capital structure despite $185
million of outstanding senior unsecured notes ranking behind.
LIQUIDITY
Ultra's liquidity is adequate. At the end of March 2025 the company
had $375 million of gross cash, along with $213 million overdraft
borrowings in a cash pooling arrangement (Moody's include the
overdraft borrowings in gross debt). While some of the proceeds of
the SMaP disposal were left on balance sheet, Moody's nevertheless
estimate that gross cash has reduced to below $200 million,
assuming overdraft borrowings remain unchanged. Moody's expects
most of Ultra's working capital consumption to occur in the first
half of the year given typical seasonality patterns and order
phasing. Ultra has access to an RCF of around $257 million
equivalent maturing in February 2029, of which $186 million was
available for cash drawing as of March 31, 2025.
RATING OUTLOOK
The negative outlook reflects Moody's expectations that Ultra's
financial profile will not be commensurate with a B3 rating in the
next 12-18 months unless the company outperforms Moody's
operational forecasts and/or reduces debt.
Moody's could change the outlook back to stable if and when there
is a clear path to Moody's-adjusted leverage declining to around
8x, Moody's-adjusted EBITDA/interest expense increasing towards
1.5x and Ultra generating positive FCF.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Given the negative outlook, an upgrade of Ultra's ratings is
unlikely at this juncture. However, positive ratings pressure could
develop over time if:
-- Moody's-adjusted leverage reduces sustainably below 6.5x, and
-- Moody's-adjusted FCF turns materially positive on a sustained
basis, and
-- The company demonstrates a financial policy consistent with
sustaining the above metrics, and
-- Revenue grows organically at least by a mid-single digit
percentage with stable or growing EBITDA margins, with a positive
outlook for the company's programme portfolio, and
-- Liquidity is at least adequate.
Conversely, Moody's could downgrade Ultra's ratings if:
-- Moody's-adjusted leverage fails to reduce towards 8x, or
-- Moody's-adjusted FCF remains negative, or
-- Organic revenue or EBITDA margins decline, or
-- Liquidity deteriorates.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Aerospace and
Defense published in December 2024.
COMPANY PROFILE
Ultra is a UK-based manufacturer of defence and aerospace products.
In the 12 months ended March 31, 2025, Ultra reported revenue of
$1,172 million and EBITDA before exceptional items of $247 million
(excluding contributions from businesses sold in the period). The
company is majority owned by funds controlled by Advent
International. The take-private closed in August 2022.
CUBEDOTS LTD: Begbies Traynor Named as Administrators
-----------------------------------------------------
Cubedots Ltd was placed into administration proceedings in the High
Court of Justice Business and Property Courts in
Newcastle-upon-Tyne, Insolvency & Companies List (ChD), Court
Number: CR-2025-000061, Andrew Little and Gillian Margaret Sayburn
of Begbies Traynor (Central) LLP were appointed as administrators
on May 28, 2025.
Cubedots Ltd is into informatiomn technology.
Its registered office is at 93 Tabernacle Street, London, EC2A
4BA.
The joint administrators can be reached at:
Andrew Little
Gillian Margaret Sayburn
Begbies Traynor (Central) LLP
Ground Floor, Portland House
54 New Bridge Street West
Newcastle upon Tyne, NE1 8AP
Any person who requires further information may contact:
Rose Johnston
Begbies Traynor (Central) LLP
E-mail: rose.johnston@btguk.com
Tel No: 0191-2699820
EVOKE PLC: Fitch Affirms 'B+' LongTerm IDR, Outlook Negative
------------------------------------------------------------
Fitch Ratings has affirmed evoke plc's Long-Term Issuer Default
Rating (IDR) at 'B+' with a Negative Outlook.
The rating is constrained by evoke's weaker profitability and
higher EBITDAR net leverage than its closest peers and,
consequently, a higher interest burden that puts pressure on free
cash flow (FCF) generation. This is offset by its strong business
profile, with a solid brand portfolio, an omnichannel presence in
its UK core market and geographical diversification. The IDR
continues to assume strict budget discipline and a conservative
financial policy with no dividends or debt-funded acquisitions, as
evoke focuses on deleveraging by 2026.
The Negative Outlook reflects continued pressure on FCF from high
interest costs forecast for 2025 and 2026 and executions risks to
organic deleveraging. Its assessment takes into consideration stiff
competition in its core market of the UK and regulatory pressure
that could affect revenue rises and profitability improvement.
Key Rating Drivers
Organic Deleveraging as Forecast: evoke's trading in 2024 was
slightly ahead of its rating case, leading to lower leverage, at
6.1x, from 6.5x in 2023. Fitch anticipates that the company's
revenues will rise in the mid-single digits and operating
profitability will improve by 30bp-50bp annually in 2025-2027. This
will reduce EBITDAR leverage to below 5.0x by 2027, when major debt
maturities fall due. These assumptions leave little room for
underperformance and remain contingent on budget discipline and
execution.
Gaming Performance Drives Turnaround: evoke's performance in gaming
is stronger than in sports betting, where its revenues deteriorated
slightly in 2024 and so far in 2025. Fitch views sports betting as
more commoditised and, therefore, prone to competition risks,
especially from larger operators, such as Flutter and Entain. Fitch
is, therefore, cautious in its forecast of online sports betting
growth, which will offset iGaming's rapid expansion to result in an
overall mid-single digit increase for the online division.
Retail has also been underperforming , but Fitch anticipates the
decline to slow dramatically from 2025, supported by the roll-out
of new machines, improvements around the sports book and overall
instore experience
FCF Generation Still Challenged: evoke generates comparable
operating profitability to that of higher rated gaming and
bookmaking operators, although this does not translate into similar
FCF generation. This is due primarily to a high interest burden but
also sizeable one-off items. Its forecast incorporates a decline in
one-off items to about GBP30 million from 2025 (from about GBP80
million in 2024), although FCF margins will remain negative, in the
low-single digits in 2025 and neutral in 2026, before turning
positive in 2027. Higher-than-anticipated one-off costs, if deemed
recurring, would underline inconsistent cash flow generation and
affect the rating.
Geographic Concentration Risks: evoke has high revenue
concentration in the UK, at 67% in 4Q24. Fitch anticipates minimal
impact of the new regulation on spin limits introduced in April-May
2025, as management reported substantial compliance with these
limits as early as in 2024. Its forecast does not incorporate any
additional fiscal pressure on evoke in the UK, which Fitch would
treat as event risk, as sizeable gaming taxation changes could
materially affect its credit profile.
Recreational Players Affecting Profitability: An increasing focus
on a recreational player base provides higher revenue visibility
over the long term, as this revenue is less susceptible to
regulatory policies. However, higher-spending players typically
drive greater profitability. Maintaining a more recreational-based
structure of active players will likely pose challenges to turning
around profitability, offsetting synergies gained from the
acquisition of William Hill.
Fixed-Charge Cover Remains Low: Fitch's rating case forecasts
fixed-charge cover (FCC) to remain at 1.5x-1.6x in 2025 and 2026,
driven by a high interest burden and sizeable lease expense. This
limits available cash flow to support expanding operations and
capex that partially consists of less discretionary labour costs
related to software development. Fitch forecasts that FCC will
improve to 1.8x by 2027 on modest EBITDAR growth and lower variable
interest payments under Fitch's rating case.
Peer Analysis
evoke's business profile is weaker than those of Flutter
Entertainment Plc (Flutter, BBB-/Stable) and Entain Plc
(BB/Stable), given its similar portfolio of strong brands, but
smaller scale and slightly weaker geographical diversification with
no major US presence. Fitch also projects higher leverage and lower
profitability for evoke over 2024-2026, which underlines its rating
differentials with Flutter and Entain.
All three entities have a high exposure to the UK market and are
vulnerable to regulatory risk, which is factored into their
ratings. Of the three, evoke has the highest exposure to the UK and
share of online gaming revenue, making it more vulnerable to
adverse regulations.
Post-acquisition, evoke is also more leveraged than Allwyn
International AG (BB-/Positive). Its organic growth potential of
online gaming and betting is offset by a higher regulatory risk
than Allwyn's lottery business. The latter's strong FCF generation
and lower leverage translate into a one-notch rating differential,
which is only partly offset by a more aggressive financial policy
and more complex group structure.
Key Assumptions
Fitch's Key Assumptions Within its Rating Case for the Issuer
- Low-to-mid single digit revenue increase between 2025 and 2028
- EBITDAR margin improving to about 19% in 2027-2028, driven by
cost optimisation and savings
- Total non-recurring expenses of about GBP30 million in 2025-2026
- Capex at about 5% of revenue to 2028
- No dividends in 2025-2028
Recovery Analysis
Fitch assumes that evoke would be considered a going concern in
bankruptcy and that it would be reorganised rather than
liquidated.
The going concern EBITDA estimate reflects its view of a
sustainable, post-reorganisation EBITDA level on which Fitch bases
the enterprise valuation. In its bespoke going concern recovery
analysis, Fitch considered an estimated post-restructuring EBITDA
available to creditors of about GBP220 million.
Fitch applied a distressed enterprise value/EBITDA multiple of
6.0x, within the higher range of multiples Fitch uses for the
corporate portfolio outside of the US. In its view, the high
intangible value of evoke's brands and historical multiples of B2C
brand acquisitions, including William Hill International, support
an above-average multiple. This multiple is higher than the 5.0x
one Fitch uses for Inspired Entertainment, Inc and the 5.5x Fitch
uses for Meuse Bidco SA (B+/Stable).
According to its criteria, evoke's GBP10.5 million operating
company debt ranks ahead of all holding company debt of GBP1,903
million, including senior secured debt and GBP200 million RCF,
assumed fully drawn at default.
After deducting 10% for administrative claims, its principal
waterfall analysis generated a ranked recovery in the 'RR3' band,
indicating a 'BB-' instrument rating for the senior secured debt of
888 Acquisitions Limited and 888 Acquisitions LLC.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Persisting execution challenges due to regulatory pressures in
core markets or inability to stabilise and increase revenue and
profitability sufficiently, leading EBITDAR net leverage to rise
above 6.0x in 2025 and above 5.5x over the long term
- Erosion of liquidity headroom with consistent material reduction
in RCF availability and persistently negative FCF
- EBITDAR FCC consistently below 1.6x
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- A return to stable organic revenue expansion and consistent
improvement of EBITDAR margins
- Sustained positive low single-digit FCF margins
- EBITDAR net leverage trending below 4.5x
- EBITDAR FCC above 2.0x on a sustained basis
Liquidity and Debt Structure
At end-2024, evoke had sufficient liquidity with Fitch-calculated
readily available cash of about GBP87 million (excluding GBP118.3
million customer deposit balances and GBP60 million adjustment for
working-capital swings) and a GBP200 million RCF, GBP115 million of
which was undrawn. About GBP50 million of the RCF matures at end-
2025 and Fitch expects evoke to gradually reduce the drawn balance.
Increased drawdowns under the RCF would signal erosion of liquidity
and inability to fund operations internally and would likely result
in a downgrade.
The 2024 refinancing has improved evoke's debt maturity profile
with most debt due in 2027 and beyond, except for its GBP10.5
million legacy William Hill International bonds, which mature in
2026.. Nevertheless its 2028 debt maturity concentration remains
material, even though it reduced to less than 50%, from about 70%
before the refinancing. Therefore, Fitch assumes that the majority
of existing capital will be refinanced before the 2027 debt
matures.
Issuer Profile
Gibraltar-based gaming operator evoke plc is a global online gaming
and sports betting operator focused on casino and poker, with
retail operations in the UK.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
evoke plc has an ESG Relevance Score of '4' for Customer Welfare -
Fair Messaging, Privacy and Data Security due to increasing
regulatory scrutiny on the sector amid greater awareness around the
social implications of gaming addiction and increasing focus on
responsible gaming which has a negative impact on the credit
profile, which has a negative impact on the credit profile, and is
relevant to the rating[s] in conjunction with other factors.
evoke plc has an ESG Relevance Score of '4' for Governance
Structure due to a track record of unanticipated top management
rotations, which has a negative impact on the credit profile, and
is relevant to the ratings in conjunction with other factors. The
regulator's 2023 concerns over the suitability of one of its
minority shareholders previously resulted in a licence review that
concluded in 2024 with no licence conditions, remedies or penalties
imposed on evoke.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
888 Acquisitions Limited
senior secured LT BB- Affirmed RR3 BB-
evoke plc LT IDR B+ Affirmed B+
888 Acquisitions LLC
senior secured LT BB- Affirmed RR3 BB-
IPE CAPITAL: BBK Partnership Named as Administrators
----------------------------------------------------
IPE Capital Limited 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-2025-003665, and Joylan Sunnassee of BBK Partnership was
appointed as administrators on June 4, 2025.
IPE Capital engaged in the management of real estate.
The Company's registered office is at 2nd Floor, 22 Gilbert Street,
London W1K 5HD in the process of being changed to 1 Beauchamp
Court, 10 Victors Way, Barnet, Herts EN5 5TZ.
Its principal trading address is at 2nd Floor, 22 Gilbert Street,
London W1K 5HD.
The joint administrators can be reached at:
Joylan Sunnassee
BBK Partnership
1 Beauchamp Court
10 Victors Way, Barnet
Hertfordshire, EN5 5TZ
For further details, contact:
Ms Lila Saru
Tel No: 02082162520
Email: insolvency@bbkca.com
ODFJELL DRILLING: Moody's Ups CFR to B1 & Alters Outlook to Stable
------------------------------------------------------------------
Moody's Ratings has upgraded to B1 from B2 the long-term corporate
family rating of Odfjell Drilling Ltd. (ODL). Concurrently, Moody's
upgraded to B1-PD from B2-PD ODL's probability of default rating.
Finally, Moody's upgraded to B1 from B2 the instrument rating of
the backed senior secured notes due 2028 issued by ODL's indirectly
wholly-owned subsidiary Odfjell Rig III Ltd. The outlook on both
entities has changed to stable from positive.
RATINGS RATIONALE
Good earnings visibility, declining capital spending and debt
amortisation drive Moody's expectations of ODL's key credit metrics
strengthening to levels commensurate with a higher rating by
year-end 2025.
The company's owned fleet status and firm order backlog of $1.8
billion at March 31, 2025 imply high rig utilisation at average day
rates above $420,000/day in 2025 and $470,000/day in 2026, thus
supporting annual EBITDA generation of around $400 million and $470
million in 2025 and 2026, respectively. Scheduled debt repayments
will concurrently contribute to a decline in Moody's-adjusted gross
leverage to 1.5x by December 2025 and further towards 1.0x by
December 2026 from 1.8x for the last twelve months (LTM) ended
March 2025. Stronger earnings in tandem with some normalization in
capital expenditure levels underpin positive free cash flow
generation that will comfortably cover debt service after a
meaningful rise in shareholder distributions that Moody's quantify
at $150 - $200 million per annum in 2025 and 2026.
ODL's B1 CFR continues to reflect the company's solid standing as
an offshore driller with a long and proven operational track
record; top-tier fleet with customer-acknowledged competitive
advantages; good liquidity and prudent financial policies. The B1
CFR also reflects the company's small fleet, exclusive focus on
drilling services that implies dependence on customers' investment
appetite and some re-contracting risk beyond mid-2027 on three of
the four owned rigs.
ESG CONSIDERATIONS
Governance considerations were a driver of the rating action and
include the improved visibility on the trajectory of ODL's dividend
policy. Absent alternative use of cash, Moody's expects ODL to
distribute up to the entirety of its cash flow after capital
expenditure and debt service to shareholders without detrimental
impact on the overall credit quality.
LIQUIDITY
ODL's liquidity is good. Moody's assessment reflects:
-- positive FCF generation over the next 12-18 months, despite
rising outflows for dividends
-- modest reliance on the $145 million revolving credit facility
due February 2028
-- good headroom under financial covenants including maintenance
of (i) unrestricted cash balances above $50 million; (ii) equity to
total assets above 30% and (iii) current assets to current
liabilities (excluding those related to financial debt) above 1x
-- absence of meaningful sources of alternate liquidity, because
all owned assets are pledged as security to existing debt
facilities.
RATING OUTLOOK
The stable rating outlook reflects Moody's expectations that ODL's
credit metrics and liquidity will track in line with Moody's
requirements for the assigned rating in the next 12-18 months,
supported by the terms of the existing service contracts and
continued adherence to prudent financial policies.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
An upgrade would be primarily driven by ODL's success in
re-contracting and boosting its revenue backlog in combination with
a strong outlook for global offshore rig markets and greater
diversification of its business profile. An upgrade would also
require a continued track record of rising profitability (on a
Moody's-adjusted EBIT basis) as well as maintenance of a strong
balance sheet with leverage trending towards 0.5x, sustained strong
positive FCF generation and prudent financial policies.
Conversely, ODL's ratings would be downgraded if the company's:
-- Backlog and earnings deteriorate materially, so that gross
leverage exceeds 1.5x and EBITDA / Interest expense falls below 5x
-- FCF generation turns negative, as a result of weaker operating
performance, aggressive shareholder remuneration and debt-funded
acquisitions
-- Liquidity weakens, or refinancing risk increases
STRUCTURAL CONSIDERATIONS
The B1 instrument rating of the backed senior secured notes issued
by Odfjell Rig III Ltd. is in line with ODL's CFR. This reflects
the notes' first lien claim on the assets of ODL's subsidiaries
that own and operate the Deepsea Aberdeen and the Deepsea Atlantic
semi-submersibles and pari passu ranking with other separate
obligations of the issuer secured by the Deepsea Stavanger and
Deepsea Nordkapp rigs. The B1 instrument rating also reflects the
absence of material claims ranking behind the company's secured
obligations.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Oilfield
Services published in January 2023.
PROJECT BLACK: KR8 Advisory Named as Administrators
---------------------------------------------------
Project Black Investor Newco 2 Limited was placed into
administration proceedings in the High Court of Justice
Business and Property Courts in Manchester, Insolvency and
Companies List (Chd), Court Number: CR-2025-003756, and James
Saunders and Michael Lennon of KR8 Advisory Limited were appointed
as administrators on June 2, 2025.
Project Black engaged in activities of other holding companies.
Its registered office is c/o KR8 Advisory Limited, The Lexicon,
10-12 Mount Street, Manchester, M2 5NT.
Its principal trading address is at 25 Chorley New Road, Bolton,
BL1 4QR.
The joint administrators can be reached at:
Michael Lennon
James Saunders
c/o KR8 Advisory Limited
The Lexicon
10-12 Mount Street
Manchester, M2 5NT
For further details, please contact:
The Joint Administrators
Email: CCM@kr8.co.uk
SHERWOOD PARENTCO: Fitch Affirms 'B+' LongTerm IDR, Outlook Stable
------------------------------------------------------------------
Fitch Ratings has affirmed Sherwood Parentco Limited's (Arrow)
Long-Term Issuer Default Rating (IDR) at 'B+' with Stable Outlook.
Fitch has also affirmed Sherwood Financing Plc's senior secured
debt, guaranteed by Arrow (among other Sherwood entities) at 'B+'.
Arrow is the parent company of Sherwood Acquisitions Limited, a
UK-based entity set up by TDR Capital LLC (and owned by investment
funds managed by TDR Capital LLP) to acquire Arrow Global Group, a
European fund manager specialising in a range of distressed and
performing assets.
Key Rating Drivers
The ratings reflect the anticipated medium-term benefits from
Arrow's asset-light strategy, progressively differentiating it from
more direct investors in distressed assets, and its lack of
refinancing need. The rating also takes into account Arrow's
negative earnings and material leverage while it effects its
business model transition.
Capital-Light Shift: Over the last five years, Arrow has greatly
reduced its traditional debt purchasing, acting as a manager of
funds investing in a wider range of distressed and performing
assets, and as the servicer of those assets. Under the revised
business model, its balance sheet usage reduces principally to
co-investments in funds and decreased to 7% in its most recent real
estate lending fund 'ALO1', having been 25% in its inaugural credit
opportunities fund 'ACO1', launched in 2019. Arrow's 2024 asset
purchases for its own balance sheet were only GBP156 million, far
lower than pre-pandemic levels.
By end-1Q25, Arrow's funds under management (FUM) had increased to
EUR10.6 billion. The long-term FUM growth rate remains sensitive to
the performance of funds launched, none of which has completed its
life cycle, as well as continued investor appetite for investments
in non-performing and real estate assets.
Still Below Break-Even: Arrow's business generates material EBITDA,
but net earnings remain negative since the adoption of its revised
model, with a pre-tax loss of GBP70 million in 2024 (2023: GBP125
million), after accounting for high financing costs. Fitch expects
Arrow to move towards profitability, as its FUM expand and its
early co-investments deliver their returns.
Leverage Constrains Rating: Arrow retains large borrowings and its
Long-Term IDR is constrained by associated material leverage, with
a Fitch-calculated gross debt/adjusted EBITDA ratio of 4.2x at
end-1Q25. Similar to many European distressed asset purchasers, the
company's tangible equity is negative following material inorganic
expansion, and this also weighs on its capitalisation and leverage
assessment.
The management targets net cash flow leverage at 3.0x over the
medium term and Fitch expects leverage to benefit from rising
revenue from integrated fund management. This may lead Fitch to
adopt a hybrid approach to benchmarking leverage, once the EBITDA
base has achieved a more even split between investment activities
and fund management.
Refinanced Debt Structure: In 4Q24, Arrow refinanced its due 2026
and 2027 bonds, extending their maturities to December 2029.
Additionally, the company replaced its existing GBP285 million
revolving credit facility (RCF) with a new one for the same amount,
now maturing in June 2029, to bolster liquidity. EBITDA interest
coverage remains adequate for the current rating level. Fitch's
assessment of Arrow's funding, liquidity and coverage profile also
takes into account its predominantly secured and confidence
sensitive wholesale funding sources.
Diversification of Income: Arrow's scale is below that of
higher-rated alternative asset managers (measured by assets under
management) and debt purchasers (measured by estimated remaining
collections). However, the company's local presence in multiple
European markets enables it to target smaller and often off-market
transactions, which are typically less price sensitive than
auction-led deals.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Inability to keep leverage (gross debt/adjusted EBITDA) below 4.5x,
or to demonstrate movement towards pre-tax profitability.
Material underperformance in asset realisations, leading to large
portfolio impairments.
Weakening of Arrow's corporate governance, or other evidence of
increased risk appetite.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Sustained improvement in Arrow's gross leverage ratio to below
3.5x, alongside sound fund performance that generates co-investment
profits and facilitates investor support for investment in future
funds.
DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS
Sherwood Financing Plc's GBP1.3 billion equivalent senior secured
notes are guaranteed by Sherwood Parentco Limited. In December
2024, these notes were refinanced into three due December 2029
tranches: EUR965 million at a floating rate; EUR250 million at
7.625%; and GBP250 million at 9.625%. From the senior secured notes
issued in 2021, EUR36 million of the EUR400 million 4.5% tranche
due in 2026, GBP40 million of the GBP350 million 6% tranche due in
2026, and EUR33 million of the EUR640 million floating rate tranche
due in 2027 remain outstanding.
As Arrow's senior secured notes are the company's main outstanding
debt class (and effectively junior to the company's GBP285 million
RCF, Fitch has equalised the notes' ratings with the Long-Term IDR,
indicating average recoveries for the notes.
DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES
A downgrade of the Long-Term IDR would likely be mirrored in a
downgrade of the notes. In addition, worsening recovery
expectations, for instance, through a larger layer of structurally
senior debt, could lead Fitch to notch down the notes' rating from
the Long-Term IDR.
An upgrade of the Long-Term IDR would likely be mirrored in an
upgrade of the notes. In addition, improved recovery expectations,
for instance, through a larger layer of junior debt, could lead
Fitch to notch up the notes' rating from Arrow's Long-Term IDR.
ESG Considerations
Arrow has an ESG Relevance Score of '4' for 'Financial
Transparency' due to the importance of internal modelling to
portfolio valuations and associated metrics, such as estimated
remaining collections. However, this is a feature of the
debt-purchasing sector as a whole, and not specific to the company.
This has a moderately negative impact on the credit profile and is
relevant to the rating in conjunction with other factors.
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
----------- ------ -----
Sherwood Parentco
Limited LT IDR B+ Affirmed B+
Sherwood Financing
Plc
senior secured LT B+ Affirmed B+
TOGETHER ASSET 2023-1ST1: Fitch Affirms B-sf Rating on Cl. F Notes
------------------------------------------------------------------
Fitch Ratings has upgraded Together Asset Backed Securitisation
2022-1ST1 PLC's (TABS 2022-1) class B and C notes and revised
Outlook on the class D and E notes to Positive from Stable.
Fitch has also upgraded Together Asset Backed Securitisation
2023-1ST1 PLC's (TABS 2023-1) class B and C notes and Together
Asset Backed Securitisation 2023-1ST2 PLC's (TABS 2023-2) class B
notes.
All tranches have been removed from Under Criteria Observation.
Entity/Debt Rating Prior
----------- ------ -----
Together Asset Backed
Securitisation 2023-1ST1 PLC
A XS2622217250 LT AAAsf Affirmed AAAsf
B XS2622218225 LT AA+sf Upgrade AA-sf
C XS2622218571 LT A+sf Upgrade A-sf
D XS2622218738 LT BBB-sf Affirmed BBB-sf
E XS2622218811 LT BBsf Affirmed BBsf
F XS2622218902 LT B-sf Affirmed B-sf
Together Asset
Backed Securitisation
2023-1ST2 PLC
A XS2663588064 LT AAAsf Affirmed AAAsf
B XS2663588221 LT AAsf Upgrade AA-sf
C XS2663588650 LT A+sf Affirmed A+sf
D XS2663590557 LT BBB+sf Affirmed BBB+sf
E XS2663596240 LT BBB-sf Affirmed BBB-sf
F XS2663596919 LT BB+sf Affirmed BB+sf
Loan Note LT AAAsf Affirmed AAAsf
Together Asset
Backed Securitisation
2022-1ST1 PLC
Class A XS2499665250 LT AAAsf Affirmed AAAsf
Class B XS2499665508 LT AAAsf Upgrade AAsf
Class C XS2499667207 LT A+sf Upgrade Asf
Class D XS2499668783 LT BBBsf Affirmed BBBsf
Class E XS2499668940 LT BBsf Affirmed BBsf
Transaction Summary
The transactions are securitisations of buy-to-let and
owner-occupied mortgages backed by properties in the UK, originated
by Together Personal Finance and Together Commercial Finance, two
fully owned subsidiaries of Together Financial Services Limited.
KEY RATING DRIVERS
UK RMBS Rating Criteria Updated: The rating actions reflect its
updated UK RMBS Rating Criteria (see Fitch Ratings Updates UK RMBS
Rating Criteria, dated 23 May 2025). Key changes include: updated
representative pool weighted average foreclosure frequencies
(WAFFs), changes to sector selection, revised recovery rate
assumptions and changes to cashflow assumptions.
The non-conforming sector representative 'Bsf' WAFF has seen the
biggest revision. Newly introduced borrower-level recovery rate
caps are applied to underperforming seasoned collateral. Dynamic
default distributions and high prepayment rate assumptions are now
applied rather than static assumptions.
Arrears Performance Yet to Stabilise: Arrears have seen a rise
since closing or the last review for all three transactions. One
month plus arrears have increased to 10.8% from 1.6% between March
2023 and February 2025 in TABS 2022-1, to 8% from 0.5% between May
2023 and February 2025 in TABS 2023-1, and to 7.2% from 0.5%
between July 2023 and February 2025 in TABS 2023-2.
Fitch has accounted for a further deterioration in arrears, leading
to higher defaults, in its analysis by stressing rating case WAFFs
with an increase of up to 30%. The outcome of this analysis has
supported the affirmations and upgrades. TABS 2022-1 class D and E
notes were also resilient to this analysis and could be upgraded if
the transaction's arrears stabilise, which is underlined in their
Outlook change to Positive.
Increased Credit Enhancement: Credit enhancement (CE) has increased
due to the sequential amortisation of the notes. All three
transactions have a turbo feature, which allows any available
excess spread to expedite the amortisation of the rated notes after
the optional redemption date. As the assets in the portfolio earn
higher interest rates than is typical for prime mortgage loans and
can generate excess spread, further benefit is expected from CE
build-up after the turbo feature is triggered. This supports the
upgrade and the affirmation of the notes.
Liquidity Access Constrains Junior Ratings: The transactions'
liquidity provisions are insufficient for the class C notes and
below to achieve ratings above 'A+sf', as these notes must make
timely interest payments when they are the most senior class
outstanding, and do not have access to liquidity reserves. However,
Fitch considers the legal regime protecting funds in the servicer's
bank account, the interest deferability on notes when not the most
senior, alongside the frequency of cash collection transfers to the
transaction account bank, as collectively mitigating payment
interruption risk for ratings up to 'A+sf'.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
The transactions' performance may be affected by changes in market
conditions and economic environment. Weakening asset performance is
strongly correlated to increasing levels of delinquencies and
defaults that could reduce CE available to the notes.
Additionally, unanticipated declines in recoveries could also
result in lower net proceeds, which may make certain note ratings
susceptible to negative rating actions, depending on the extent of
the decline in recoveries. A 15% increase in the WAFF and a 15%
decrease in the weighted average recovery rate (WARR) would lead to
downgrades of no more than one notch each for TABS 2023-1's class
B, C and D notes, two notches for the class E notes, and up to two
notches each for TABS 2023-2's class B and C notes, and one notch
each for the class D and E notes. TABS 2023-1's class F notes would
be assigned distressed ratings in this scenario.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Stable to improved asset performance driven by stable delinquencies
and defaults would lead to increasing CE levels and, potentially,
upgrades.
A decrease in the WAFF of 15% and an increase in the WARR of 15%
would lead to upgrades of no more than four notches for the class D
notes and seven notches for the class E notes in TABS 2022-1; one
notch for the class B notes, five notches each for the class D and
E notes and four notches for the class F notes in TABS 2023-1; and
two notches for the class B notes, three notches for the class D
notes, five notches for the class E notes and six notches for the
class F notes in TABS 2023-2.
TABS 2022-1's class A, B and C notes, TABS 2023-1's class A and C
notes and TABS 2023-2's class A and C notes are at the highest
achievable rating on Fitch's scale and cannot be upgraded.
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
TABS 2022-1
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its monitoring.
Prior to the transaction's closing, Fitch reviewed the results of a
third-party assessment conducted on the asset portfolio information
and concluded that there were no findings that affected the rating
analysis.
Prior to the transaction's closing, Fitch conducted a review of a
small, targeted sample of the originator's origination files and
found the information contained in the reviewed files to be
adequately consistent with the originator's policies and practices
and the other information provided to the agency about the asset
portfolio.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
TABS 2023-1, TABS 2023-2
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset
pools and the transactions. Fitch has not reviewed the results of
any third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
Prior to the transactions' closing, Fitch reviewed the results of a
third-party assessment conducted on the asset portfolio information
and concluded that there were no findings that affected the rating
analysis.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
TOTAL TILES: Interpath Advisory Named as Administrators
-------------------------------------------------------
Total Tiles Ltd was placed into administration proceedings in the
High Court of Justice, Business and Property Courts of England and
Wales, Insolvency and Companies List (ChD), No CR-CR-2025-003868,
and Ryan Grant and Christopher Robert Pole of Interpath Advisory,
Interpath Ltd, were appointed as administrators on June 6, 2025.
Total Tiles, fka Anglian Tiles Limited, engaged in the retail sale
of hardware, paints and glass in specialized stores.
Its registered office is at Burrington Business Park, Burrington
Road, Plymouth, PL5 3LX
The joint administrators can be reached at:
Ryan Grant
Christopher Robert Pole
Interpath Advisory, Interpath Ltd
2nd Floor, 45 Church Street
Birmingham, B3 2RT
For further details, contact:
Totaltiles@interpath.com
TRILEY MIDCO 2: Fitch Alters Outlook on 'B' LongTerm IDR to Neg.
----------------------------------------------------------------
Fitch Ratings has revised Triley Midco 2 Limited's (Clinigen)
Outlook to Negative from Stable and affirmed its Long-Term Issuer
Default Rating (IDR) at 'B' and its senior secured instrument
rating at 'B+' with a Recovery Rating of 'RR3'.
The Negative Outlook reflects Fitch's assessment of increasing
execution risks in Clinigen's turnaround strategy for
underperforming units, particularly in clinical services. Financial
leverage is expected to remain near its negative EBITDA leverage
sensitivity at 7.0x through FY25-FY26 (financial year to June).
Resolving the Negative Outlook depends on successful execution of
the clinical services turnaround, where significant investments in
sales and business development have been yet to translate to
rightsized earnings.
Fitch anticipates renewed interest in debt-funded bolt-on
acquisitions, which can enhance the group's services and boost its
static earnings base. However, this may keep financial leverage
elevated and involves additional execution risk.
Key Rating Drivers
Clinical Services Underperform Fitch Expectations: The Outlook
revision follows weaker-than-expected FY24-FY25 performance due to
reduced business activity in the clinical services division and
softer profits from the managed access division during the first
nine months of FY25, as these businesses undergo strategic market
repositioning. Fitch assumes a limited rebound in FY26-FY27, with
upside possible based on the new business development and sales
hires in the services division, alongside new product launches in
partnered programmes.
Static Financial Leverage: Fitch expects financial leverage to
remain high, at around 6.9x in FY25, given its reduced near-term
growth assumptions about the business. In addition, in its rating
case Fitch expects additional debt funded acquisitions as the group
continues to invest in its specialty markets, leading to leverage
that's likely close to 7.0x over FY26-FY27, fully exhausting the
leverage headroom under the 'B' IDR.
Execution Risks, Bolt-On M&A Increasing: Fitch sees meaningful
execution risks in the development of Clinigen's strategy,
including the turnaround of its clinical services division as well
as several restructuring initiatives in Europe and the U.S.
Successful execution evidenced by growing EBITDA and free cash flow
(FCF) margins will be a key determinant of the rating trajectory.
Its updated rating case sees Clinigen supplementing limited organic
growth with selective bolt-on M&A of up to GBP100 million per annum
over FY26-FY28, complementing its service offering and adding to
its presence in target growing markets.
Limited FCF: Based on its lower earnings base and pressure on
EBITDA margins, Fitch expect FCF generation to remain marginally
positive over FY25-FY26. Its expectation of a gradual reduction in
capex intensity over the rating horizon as well as management's
focus on efficient working capital management should help the
group's FCF profile return to consistently positive by FY27-FY28,
which Fitch also views as an important attribute for a Stable
Outlook. In the meantime, Fitch views Clinigen's underlying
liquidity as comfortable for the rating.
Specialist Pharmaceutical Services: Clinigen has a presence in the
niche pharmaceutical markets of formulation, medical access, and
clinical trial support, offering a specialist service to
pharmaceutical companies which provides some revenue defensibility
and visibility. Management's priority is to develop the services
business, which is supported by solid distribution capabilities,
over its owned product portfolio.
Long-Term Trends Support Business Model: As a partner in clinical
trials, licensed, and unlicensed medicines, Clinigen's business
model is aligned with broad trends in the global pharma industry,
characterised by innovation and partnerships/outsourcing, in
addition to favourable demographic and regulatory developments.
Despite current pressures in the clinical services division Fitch
continues to view Clinigen's business model as sustainable, and it
remains supported by these long-term trends.
Peer Analysis
Fitch rates Clinigen under its global Generic Rating Navigator.
Clinigen's business profile is supported by its strong market
positions within niche segments as well as moderate geographical
and business diversification. However, the rating is constrained to
the 'B' rating category by its overall limited size versus broader
healthcare issuers', meaningful execution risk amid current
earnings weakness and high financial leverage.
As there are few rated outsourced pharmaceutical service providers,
Fitch has compared Clinigen against niche pharmaceutical product
companies within the broader sector, such as ADVANZ PHARMA HoldCo
Limited (B/Stable), CHEPLAPHARM Arzneimittel GmbH (B/Stable) and
Pharmanovia Bidco Limited (B/Negative).
Cheplapharm, Pharmanovia and ADVANZ PHARMA contrast with Clinigen
in their more asset-light business model given their focus on the
life-cycle management of typically off-patented drugs in targeted
therapeutic areas, with R&D, marketing, distribution and
manufacturing functions mostly outsourced. This results in
profitability metrics that are among the strongest in the sector
and higher FCF margins than Clinigen's.
Clinigen benefits from a more integrated business model with higher
business diversification, which provides cross-selling
opportunities and some downside protection.
Fitch views Clinigen as evenly placed against 'B' rated names, such
as ADVANZ PHARMA, which has a solid business model and good
profitability, but whose credit profile is held back by low
diversification. Fitch assesses the overall business risk of
Cheplapharm and Pharmanovia as broadly similar to Clinigen's but
recognise the difference in the strength of the former company's
profitability and FCF metrics, which are higher than Clinigen's.
Key Assumptions
- Flat sales development in FY25, with growth in partnered offset
by weakness in clinical services and products. This is followed by
gradual recovery in FY26-FY28, with low single to mid-single digit
organic sales growth, supplemented by M&A
- EBITDA margin steady around 19%
- Working capital cash outflow of GBP10 million in FY25 followed by
cash outflow of about GBP5 million per annum in FY26-FY28
- Capex at reducing from 6% per annum in FY25 toward 4.5% in FY28
- Bolt-on acquisitions of around GBP10 million in FY25 followed by
GBP100 million per annum across FY26-FY28
- Acquisition multiple of 10x EV-EBITDA, assuming M&A will be
funded with additional debt
- No shareholder distributions
Recovery Analysis
Clinigen's recovery analysis is based on a going concern (GC)
approach, reflecting an asset-light business supporting higher
realisable values in a financial distress compared with
balance-sheet liquidation. Distress could arise primarily from
material revenue contraction following volume losses and price
pressure given Clinigen's exposure to generic pharmaceutical
competition, possibly together with an inability to provide
services or maintain service capabilities in its key regions.
For the GC enterprise value (EV) calculation, Fitch estimates an
EBITDA of about GBP70 million, which is unchanged from its previous
assessment. This post-restructuring GC EBITDA reflects organic
earnings post-distress and implementation of possible corrective
measures.
Fitch has applied a 5.0x distressed EV/EBITDA multiple, in line
with that of its close peer group and reflective of its minimum
valuation multiple.
After deducting 10% for administrative claims, its principal
waterfall analysis generated a ranked recovery in the 'RR3' band,
resulting in a senior secured debt rating of 'B+' for the
first-lien euro TLB, one notch above the IDR. The term loan B (TLB)
ranks equally with its revolving credit facility (RCF) of GBP75
million, which Fitch assumes to be fully drawn prior to distress.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Unsuccessful implementation of the organic growth strategy, with
operational underperformance relative to the business plan, leading
to erosion in EBITDA and margins on a sustained basis
- Weakening cash generation, with FCF margins declining toward
zero
- Evidence of an aggressive financial policy, including debt-funded
M&A or shareholder distributions, with EBITDA gross leverage above
7.0x on a sustained basis
- EBITDA interest coverage below 2.0x
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Successful implementation of the organic growth strategy leading
to steadily increasing operating profitability
- Continued strong cash generation with mid-single-digit FCF
margins on a sustained basis
- Evidence of a conservative financial policy, with no debt-funded
M&A or shareholder distributions supporting EBITDA gross leverage
at or below 5.5x on a sustained basis
- EBITDA interest coverage trending above 2.5x
Liquidity and Debt Structure
Fitch continues to assess Clinigen's liquidity as satisfactory. The
group's GBP75 million RCF remains undrawn, supporting
Fitch-adjusted cash on the balance sheet of GBP53 million.
Subsequent royalty payments from the recent Proleukin disposal,
which Fitch conservatively estimates to be around GBP13 million per
annum over FY25-FY28, should continue to provide an additional cash
buffer.
Following further underperformance in the clinical services
division Fitch forecasts FCF to remain close to zero over
FY25-FY26, weighed down by a lower earnings base and some
restructuring costs. Fitch expects Clinigen to ramp up tuck-in
acquisition opportunities and forecast around GBP300 million of
cumulative debt-funded M&A over FY26-FY28.
Clinigen has a fully undrawn GBP75 million RCF available to support
liquidity. Both its RCF and TLB are long-dated with maturities in
May 2028 and May 2029, respectively.
Issuer Profile
Clinigen is a UK-headquartered pharmaceutical services and products
company focused on distributing unlicensed and trial drugs to
markets where they are unavailable through local health systems.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
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Triley Midco 2
Limited LT IDR B Affirmed B
senior secured LT B+ Affirmed RR3 B+
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter-Europe is a daily newsletter co-
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Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.
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