250625.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
E U R O P E
Wednesday, June 25, 2025, Vol. 26, No. 126
Headlines
F R A N C E
GRANITE FRANCE: Moody's Alters Outlook on 'B3' CFR to Negative
OPTIMUS BIDCO: Moody's Cuts CFR to Caa1 & Alters Outlook to Stable
PAPREC HOLDING: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
G E O R G I A
MICROBANK CRYSTAL: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
G E R M A N Y
DEMIRE DEUTSCHE: Fitch Assigns 'CCC+' First-Time LongTerm IDR
I R E L A N D
BILBAO CLO I: Fitch Affirms 'B+sf' Rating on Class E Notes
HARVEST CLO XII: Moody's Ups Rating on EUR26.3MM E-R Notes to Ba1
TIKEHAU CLO IV: Moody's Affirms B2 Rating on EUR12MM Class F Notes
I T A L Y
A-BEST 25: Fitch Affirms BB+sf Rating on Cl. X Debt, Outlook Stable
ALMAVIVA SPA: Fitch Puts 'BB' LongTerm IDR on Watch Negative
L U X E M B O U R G
ODYSSEY EUROPE: Moody's Alters Outlook on 'Caa1' CFR to Negative
N E T H E R L A N D S
VEON HOLDINGS: S&P Withdraws 'BB-' LT ICR After Debt Repayment
YINSON BERGENIA: Moody's Rates Up to $1.16BB Secured Notes 'Ba1'
P O L A N D
MBANK SA: Fitch Assigns 'BB+' Rating on EUR400MM Sub. Tier 2 Notes
S P A I N
AEDAS HOMES: Fitch Puts 'BB' LongTerm IDR on Watch Negative
CIRSA ENTERPRISES: S&P Puts 'B+' ICR on Watch Pos. on Planned IPO
NEINOR HOMES: Fitch Puts 'B+' LongTerm IDR on Watch Negative
SABADELL CONSUMER 1: Fitch Affirms 'BB+sf' Rating on Class D Notes
S W E D E N
QUIMPER AB: Fitch Alters Outlook on 'B+' LongTerm IDR to Negative
QUIMPER AB: Moody's Affirms B1 CFR Following New Term Loan Add-on
T U R K E Y
CUMHURIYETI ZIRAAT: Fitch Affirms 'B+/BB-' LongTerm IDRs
HALK BAKANSI: Fitch Affirms 'B+' LongTerm IDRs, Outlook Stable
VAKIFLAR BAKANSI: Fitch Affirms 'B+' LongTerm Foreign Currency IDR
U N I T E D K I N G D O M
ASTRA POWER: Marshall Peters Named as Administrators
BRANTS BRIDGE 2023-1: Fitch Affirms 'BB+sf' Rating on Class E Notes
COMPLETE COMMUNITY: Leonard Curtis Named as Administrators
ECOSERV FM: KRE Corporate Named as Administrators
ORIFLAME INVESTMENT: Fitch Raises LongTerm IDR to 'CC'
TIC BIDCO: GBP150MM Term Loan Add-on No Impact on Moody's 'B3' CFR
UROPA SECURITIES 2007-01B: Fitch Lowers Rating on B2a Notes to B-sf
- - - - -
===========
F R A N C E
===========
GRANITE FRANCE: Moody's Alters Outlook on 'B3' CFR to Negative
--------------------------------------------------------------
Moody's Ratings has affirmed the B3 corporate family rating and
B3-PD probability of default rating of Granite France Bidco SAS
(Inetum or the company). Moody's have also affirmed the B3 ratings
on Inetum's EUR200 million backed senior secured revolving credit
facility (RCF), the currently outstanding EUR34 million backed
senior secured term loan A and the currently outstanding EUR0.9
billion backed senior secured term loan B. The outlook has been
changed to negative from stable.
"The rating action reflects Inetum's weak financial metrics,
characterized by elevated leverage, weak interest coverage and
limited free cash flow generation" said Fabrizio Marchesi, a
Moody's Ratings VP-Senior Analyst and lead analyst for the company.
"The rating action also reflects Moody's considerations that
although Moody's expects the company's financial metrics will
improve, they will remain outside the range considered appropriate
for a B3 rating over the next 12-18 months and that execution risk
exists, such that further negative pressure over time cannot be
ruled out" added Mr. Marchesi.
RATINGS RATIONALE
Inetum delivered broadly flat revenue and company-adjusted EBITDA
in 2024 (depending on whether results are quoted pre- or post-asset
disposals), which was below Moody's expectations. Moody's-adjusted
leverage increased to 9.7x as of December 31, 2024, up from 9.2x in
the prior year, Moody's-adjusted EBITA/interest expense slipped to
0.9x and Moody's-adjusted free cash flow (FCF)/debt was a negative
2%. On a pro forma basis, reflecting the disposal of the Publica
software business in early 2025, Moody's computes Moody's-adjusted
leverage rose to 11.1x as at December 2024.
Given the company's track record and Moody's cautious view
regarding the growth prospects of the broader IT services market
for 2025, Moody's have reduced Moody's expectations for annual
top-line growth to low single-digit percentages over the next 12-18
months. Moody's also remain cautious regarding the possibility of
an improvement in margins and Moody's thus forecast that
company-adjusted EBITDA will only rise to around EUR200 million in
2025 and 2026, a limited improvement compared to EUR194 million in
2024 (pro forma for the aforementioned disposal of Publica). More
positively, Moody's expects that management will reduce the drag
from restructuring, transformation and other costs, to around EUR60
million in 2025 and EUR55 million 2026, which will help improve
Moody's-adjusted EBITDA towards EUR135-140 million in 2025 and
EUR145-150 million in 2026, up from EUR122 million in 2024 (pro
forma for the disposal of Publica).
As a result, Moody's forecasts an improvement in Moody's-adjusted
leverage to around, a still elevated, 10x by December 2025 and 9x
by December 2026, with Moody's-adjusted EBITA/interest rising
towards only 1.1-1.2x and Moody's-adjusted FCF/debt of 0-1% over
the same period.
The rating is also constrained by Inetum's limited geographic
diversification, when compared to Moody's broader rated universe;
execution risks related to the successful improvement in financial
metrics; and an aggressive financial profile, including the
tolerance for high leverage.
Concurrently, Inetum's B3 CFR is supported by a growing IT market,
which benefits from ongoing digitalisation; Inetum's
well-recognized brand and top-4 market positions in its main
markets, though its overall market share is low and the industry is
fragmented and competitive; and a certain degree of revenue
visibility provided by recurring and repeat business.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) CONSIDERATIONS
Inetum is controlled by investment funds managed by Bain Capital
(Bain) since 2022. The company has historically demonstrated an
aggressive financial profile as evidenced by its tolerance for high
leverage.
This takes into consideration the disposal of the higher-margin
Publica business in early 2025 to Publica Holdings, an entity
controlled by Bain, which has ultimately resulted in a significant
increase in Moody's-adjusted leverage. This is because, although
the company applied the lion's share of the EUR210 cash proceeds
received from the disposal towards debt repayment, a significant
portion of the enterprise value of the disposal was in the form of
a vendor loan provided to the purchaser. Moody's do not include the
potential value of this vendor loan in Moody's-adjusted financial
metrics, given that the timing and eventual application of any
proceeds from repayment of the loan is not clear. Should the loan
be fully repaid and proceeds be fully applied to repay debt, there
could be a 1.5-2.0x benefit to Moody's-adjusted leverage.
Inetum's board structure and policies reflect concentrated control
and decision making, while financial disclosure is more limited
relative to publicly-listed companies. These considerations are
reflected in Inetum's G-4 Issuer Profile Score (IPS), which
reflects overall exposure to governance risk, as well as the
company's Credit Impact Score (CIS) of CIS-4.
LIQUIDITY
Moody's considers Inetum's liquidity to be adequate. It is
supported by EUR223 million of cash on balance sheet as of December
31m 2024 and access to a fully undrawn EUR200 million backed senior
secured RCF. Moody's assessments of liquidity also factors in
Moody's expectations of limited Moody's-adjusted FCF in the next
12-24 months, of between EUR0-20 million per year. The RCF has a
springing Senior Secured Net Leverage ratio test, which is tested
when the RCF is drawn above 40% and must be maintained below
8.35x.
STRUCTURAL CONSIDERATIONS
The capital structure includes a currently outstanding EUR34
million backed senior secured term loan A due 2027, a currently
outstanding EUR0.9 billion backed senior secured term loan B due
2028, and a EUR200 million backed senior secured RCF due 2028. The
security package provided to senior secured lenders is limited to
pledges over shares and intercompany receivables, which Moody's
considers to be weak.
The B3 ratings on the backed senior secured term loans and backed
senior secured RCF are in line with the CFR, reflecting the pari
passu nature of the facilities. The B3-PD probability of default
rating is at the same level as the CFR, reflecting Moody's
assumptions of a 50% family recovery rate.
RATING OUTLOOK
The negative outlook reflects Inetum's weak Moody's-adjusted
financial metrics and Moody's expectations that these metrics will
remain well outside the range that Moody's considers to be
consistent with a B3 CFR over the next 12-18 months. This is
despite Moody's assumptions of some growth in revenue and
profitability over the period.
The rating could be stabilized if the company were to materially
outperform Moody's forecasts, such that Moody's-adjusted leverage
were to improve to below 7.0x, with Moody's-adjusted EBITA/interest
rising to above 1.5x and the company generating Moody's-adjusted
FCF/debt in the low-single digit levels.
Moody's notes that an improvement in financial metrics could occur
via an improvement in financial performance and a repayment of the
EUR200 million vendor loan, which the company has provided to
Publica Holdings as part of the disposal of the Publica software
division in early 2025, with related proceeds being used to repay
debt.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Positive rating pressure is unlikely at this stage but could
develop over time if Inetum were to establish a solid track record
of consistent organic growth in revenue and Moody's-adjusted EBITDA
such that Moody's-adjusted leverage improves to well below 6.0x,
Moody's-adjusted EBITA/interest expense rises to above 2.0x and
Moody's-adjusted FCF/debt improves to around 5%, all for a
sustained period. An upgrade would also require that the company
maintains at least adequate liquidity.
Conversely, negative rating pressure could occur if the conditions
for a stabilization of the rating are not met over the next 12-18
months. A rating downgrade could also occur if the company's
liquidity were to deteriorate, so that it is no longer adequate or
if the risk of a distressed exchange, as per Moody's definitions,
becomes more evident.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
The net effect of any adjustments applied to rating factor scores
or scorecard outputs under the primary methodology(ies), if any,
was not material to the ratings addressed in this announcement.
COMPANY PROFILE
Established in 1970, Inetum is a European information technology
(IT) and consulting services group which supports its clients in
their digital transformation projects. The company is headquartered
in France but operates in 19 countries. Inetum was purchased by
Bain and NBRP in January 2022 from Qatari investment fund Mannai
Corporation and the transaction completed in July 2022. Inetum
reported EUR2.4 billion of revenue and EUR240 million of
company-adjusted EBITDA (post-IFRS 16) in the last twelve months
ended December 31, 2024 (or EUR2.3 billion and EUR194 million,
respectively, pro forma the disposal of Publica which occurred in
early 2025).
OPTIMUS BIDCO: Moody's Cuts CFR to Caa1 & Alters Outlook to Stable
------------------------------------------------------------------
Moody's Ratings downgraded Optimus BidCo SA's (Stow or the company)
corporate family rating to Caa1 from B3 and its probability of
default rating to Caa1-PD from B3-PD. Concurrently, Moody's
downgraded the instrument ratings of the company's EUR99 million
senior secured first lien revolving credit facility (RCF) and its
EUR605 million senior secured first lien term loan B (1L TLB) to
Caa1 from B3. The outlook was changed to stable from negative.
RATINGS RATIONALE
The downgrade to Caa1 reflects Stow's persistently weak credit
metrics with limited prospects of swift recovery in 2025 and 2026,
contrary to Moody's previous expectations, as well as Stow's
continued negative free cash flow (FCF) generation and weakening
liquidity.
Stow experienced prolonged soft demand for its racking products in
2023 and 2024. Recovery in warehouse end market demand remains
slow, somewhat moderating the robotics segment growth as well,
whose fast ramp-up cannot fully counterbalance the end market
softness. Given current macroeconomic and tariff uncertainties,
Moody's no longer anticipate Stow's end market demand to rebound in
2025 to support credit metrics' improvement towards B3 rating
category expectations. However, Moody's recognizes the gradual
improvement in Stow's trading in the last couple of quarters, with
the ramp-up of Movu improving profitability. This resulted in an
increase in company-adjusted EBITDA to EUR95 million for the twelve
months ending March 2025, compared to EUR85 million in 2023.
Despite this, debt-funded growth in the robotics segment led to
high interest and capital payments, resulting in weak credit
metrics with Moody's-adjusted gross leverage at 11.3x as of March
2025, compared to around 10x in December 2023, and continued
negative FCF generation.
Stow's cash burn of EUR51 million in 2023 and EUR17 million as of
LTM March 2025 has weakened its liquidity profile. As of May 2025,
Stow has drawn EUR69 million of its EUR99 million RCF, leaving
limited capacity for further underperformance in the next 12
months. This signals an unsustainable capital structure with
limited prospects for Stow growing in its capital structure in 2025
and 2026, despite significant growth potential in the robotics
segment in the mid-term.
Stow's Caa1 CFR remains supported by its leadership position in the
European racking market; high growth potential of its robotics
division, which is highly synergetic with its racking products; its
integrated operating facilities enabling economies of scale; its
direct distribution model supporting profitability; and its ability
to largely pass through inflation of key input costs, such as
steel. Stow also benefits from the long-term secular trends for
logistics and e-commerce storage space growth and automation. Its
CFR is additionally constrained by the significant geographical and
product concentration in industrial storage solutions, which
exposes Stow to the cyclical end markets in the warehouse and
logistics sectors, as well as by the business and projects
execution risk in the robotics segment ramp-up.
OUTLOOK
The stable outlook balances Stow's weak credit metrics, weak
liquidity and limited prospects for swift operating improvement in
2025 and 2026, with some gradual improvement in trading and the
strong mid-term growth prospects especially in the robotics segment
supporting its business valuation.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to an upgrade:
-- Operating improvement supported by solid order intake and a
successful ramp-up in the robotics division leading to structurally
improved profitability well above 5% Moody's-adjusted EBITA
margin;
-- Clear path of Debt/EBITDA reducing towards 7.0x and below on a
sustained basis;
-- EBITA/Interest Expense above 1.0x sustainably;
-- Meaningful positive FCF generation and adequate liquidity
profile.
Factors that could lead to a downgrade:
-- Further erosion in credit metrics as a reflection of continued
soft end market demand or unsuccessful robotics ramp-up with poor
project execution;
-- Further weakening of liquidity; or
-- If Moody's assessments of the likelihood of a default increases
or Moody's expectations of recovery prospects for lenders
decreases.
LIQUIDITY
Stow's liquidity is weak. As of March 2025, Stow had EUR41 million
in cash and EUR46 million available under its EUR99 million RCF.
These liquidity sources, along with expected funds from operations
provide limited headroom to cover cash needs in the next 12-18
months in Moody's stress scenario. Liquidity uses include around
EUR55 million in interest payments, around EUR60 million in capital
spending and lease principal payments, working capital needs, and
around EUR77 million in short-term debt (EUR53 million of which is
drawn RCF as of March 2025). In mid-May, the company drew
additional EUR16 million of RCF for working capital needs, bringing
the total drawn amount to EUR69 million (EUR30 million remaining
undrawn). Stow expects working capital payments to reverse in H2
2025 and is exploring alternative liquidity sources if needed.
There are no significant debt maturities until September 2028 when
the RCF falls due. Stow has to comply with one springing 1L TLB net
leverage covenant if the RCF is drawn by more than 40%. Moody's
expects compliance with the covenant.
STRUCTURAL CONSIDERATIONS
Optimus BidCo SA is the borrower of the EUR99 million senior
secured first-lien RCF and the EUR605 million senior secured 1L
TLB. The RCF and the 1L TLB instruments rank pari passu and are
rated Caa1 in line with the CFR. All instruments mature in 2028.
The collateral package is limited to shares, intercompany loans and
bank accounts. Guarantors represent a minimum of 80% of the group's
EBITDA.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Manufacturing
published in September 2021.
The net effect of any adjustments applied to rating factor scores
or scorecard outputs under the primary methodology(ies), if any,
was not material to the ratings addressed in this announcement.
COMPANY PROFILE
Optimus BidCo SA, located in Duisans, France, is the parent of
companies that trade under the names Stow and Movu. The company
develops, manufactures and installs racking systems in Europe
(Stow) and provides automated warehouse solutions (Movu). In the 12
months that ended March 31, 2025, Stow generated around EUR892
million in revenue and EUR95 million in company-adjusted EBITDA.
Stow is owned by the private equity firm Blackstone.
PAPREC HOLDING: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed French waste management operator Paprec
Holding SA's Long-Term Issuer Default Rating (IDR) at 'BB' with a
Stable Outlook and the senior secured ratings on its outstanding
bonds at 'BB+' with Recovery Ratings of 'RR3'.
Paprec's rating reflects solid operating performance, driven by
strong EBITDA growth, effective cost pass-through, and a broader
waste service offering enhanced by its acquisition strategy. These
factors are balanced against high leverage, persistent negative
free cash flow (FCF) from high investments, and rising shareholder
distributions.
Fitch has revised the rating sensitivities, reflecting improved
business profile mix and margin resilience. However, its
expectations of a continued disciplined financial policy and a
prudent balance of growth and distributions to shareholders remain
key to the rating.
The French recycling industry's growth prospects support long-term
revenue visibility, while government regulation, including
increasing landfill taxes and enforcement of packaging waste
regulation should support demand for recycled raw materials in the
medium term.
Key Rating Drivers
Solid EBITDA Performance: Paprec's Fitch-calculated EBITDA
increased by 17% to EUR313 million in 2024, supported by strong
growth in waste services and the sale of recycled materials, and
reflecting effective cost management. The company maintained an
EBITDA margin of 16%, demonstrating its ability to pass through
cost increases to customers and leverage its pricing power. Renewal
rates remain high, at over 98% for private clients. Trading
remained strong in 1Q25, with double-digit EBITDA growth and stable
margins.
Negative FCF, High Leverage: Paprec's EBITDA net leverage (pro
forma for acquisitions) was 3.7x at end-2024. Its updated negative
sensitivity is 3.9x for the 'BB' rating. High investments and
increasing dividend distributions translate into negative FCF
despite strong EBITDA growth. For 2025, Fitch remains cautious on
margins and additional acquisitions for the year, resulting in
slower deleveraging than management forecasts, towards 3.5x (about
3.0x for management).
Commitment to Financial Policy Key: Fitch expects the company to
show strong commitment to maintaining net debt/EBITDA (reported by
Paprec) within 2.5x-3.5x, consistent with the 'BB' rating. Fitch
expects leverage to retain moderate headroom against the
sensitivity at close to 3.5x. Fitch would expect equity support for
large M&A that might permanently breach the financial policy and
negative rating sensitivity.
Revised Sensitivities: Fitch has revised Paprec's debt capacity
sensitivities for the 'BB' rating, increasing them by 0.4x to
3.2x-3.9x. This reflects increasing diversification in fee-based
waste services, reduced reliance on raw recycled materials sales
exposed to market-driven prices (although mitigated by indexation
clauses in all contracts), and maintaining stable margins through
effective contractual structures and pricing power. The company
demonstrated margin resilience during the pandemic, the energy
crisis and 2022-2023 inflation episode, maintaining its performance
despite the economic downturn and commodity price volatility.
M&A Improves Diversification: During 2024 Paprec invested around
EUR98 million in several acquisitions to increase geographical
diversification and coverage in the waste value chain (beyond
recycling in waste collection and waste to energy; WtE), mainly in
Spain and France notably in the scraps and metals segment. The
company took a minority stake in Helvetia Environment in
Switzerland, a leading company in waste collection and treatment.
Paprec plans to attain full control of Helvetia through a non-cash
transaction in 2025.
Waste-to-Energy Division Expanding: The Paprec Energies division
has significantly expanded its WtE operations, with revenues
reaching about 15% of total revenues in 2024, up from 10% in 2022.
The division participates in tenders focused on constructing and
operating WtE and organic recovery plants. The company has
completed its Cergy WtE plant, developed under a municipal
ownership model in France, resulting in EUR24.2 million reimbursed
in 4Q24, with an additional EUR8 million expected in 2025.
Active M&A Strategy: Paprec plans to continue its selective
external growth strategy by acquiring small to medium-sized
family-owned and regional waste management businesses that offer
synergies and easy integration. Fitch expects Paprec to continue
with this active acquisition policy, while complying with the
committed leverage target. Its rating case includes M&A of an
average EUR50 million a year over 2025 to 2028, with returns based
on a 6.0x EBITDA multiple, in line with recent acquisitions.
One-Off Cash Outflows Impact: Paprec is subject to one-off cash
outflows due to an exceptional surtax rate approved in France for
two years (2024 and 2025) that has increased its effective tax rate
to 36% (from 25%). The company has also reached a judicial
agreement with the French National Financial Prosecutor regarding
historical allegations processes. The company will pay EUR12.7
million in fines and forfeitures over 2024-2026. This agreement
resolved historical allegations but does not imply any admission of
liability or guilt by Paprec Group. Fitch considers Paprec has the
flexibility to absorb these temporary additional outflows.
Core Recycling Business: Paprec's revenue is split between waste
services (about 75% of 2024 revenue) and the sale of secondary raw
materials (25%). The largely contracted nature of revenues,
supported by a granular and diversified customer base, ensures
stable and predictable waste flows. Raw recycled materials prices
are inherently volatile, but the use of indexation clauses and
additional service fees provides some gross margin protection. This
contractual framework has enabled Paprec to have resilient
performance during significant market disruption, such as the 2023
energy crisis, when EBITDA fell by 4%.
Peer Analysis
Fitch views Seche Environnement S.A. (BB/Stable) and Derichebourg
S.A. (BB+/Stable) as Paprec's closest peers. The companies are
medium-sized waste management companies operating primarily in
France.
Seche specialises in hazardous waste management, which is subject
to strict technical requirements with higher barriers to entry and
pricing power than Paprec's lower-margin non-hazardous waste
business. However, Paprec's recycling activities have higher
business risk, due to exposure to primary commodity prices and
demand for manufactured goods, for which it is a price taker.
Overall, Fitch views Seche's credit profile as marginally stronger
than Paprec's, given its value and margin-added service offering,
and its higher weight of fee-based revenues.
Derichebourg is a pure recycling specialist leading the metal
(ferrous and non-ferrous) recycling business in France and Spain.
Paprec and Derichebourg operate a dense network of collection and
processing sites, with Paprec benefiting from a more diversified
waste mix, service offering and indexation clauses. Derichebourg
has a stronger presence outside France and its higher rating
largely reflects its more conservative financial policy and lower
leverage.
The Spanish waste management operators Luna III S.a.r.l.
(BB/Stable) and FCC Servicios Medio Ambiente Holding, S.A.U.
(BBB/Stable) operate under long-term concession contracts with
municipalities, and are largely shielded from price risk, unlike
Paprec's exposure to merchant risk. Luna and FCC MA benefit from
low exposure to private industrial and commercial customers and
benefit from higher geographical diversification. The stronger
business profiles of Luna and FCC support their higher debt
capacities than Paprec's.
Key Assumptions
Its Key Assumptions Within its Rating Case for the Issuer:
- Total volumes of waste processed at 2.0% CAGR for 2025-2028
- Total volumes of raw materials recycled at 1.5% CAGR for
2025-2028
- Raw material prices to gradually decline to about EUR170/tonne by
2028 from EUR200/tonne in 2025
- Prices for waste services to increase at CAGR 2% for 2025-2028
- Average EBITDA (excluding IFRS16) margin of 11% for 2025-2028
- Total capex of EUR900 million for 2025-2028
- Bolt-on acquisitions of about EUR50 million a year (equity value)
from 2025-2028 at a 6.0x enterprise value/EBITDA multiple
- Dividends paid increasing to EUR55 million in 2028 from EUR30
million in 2025
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDA net leverage above 3.9x (from 3.5x), for example, due to
deviations in financial policy to fund additional capex,
acquisitions and dividends
- EBITDA interest coverage below 3.5x and consistently negative
FCF
- Increasing margin volatility due to changes to the structure of
contracts, especially regarding indexation to raw material price
evolution
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- EBITDA net leverage sustainably below 3.2x (from 2.8x) supported
by a consistent public financial policy and adequate visibility of
the group's long-term growth strategy
- EBITDA interest coverage above 4.5x
- Improved profitability reflected in a sustained EBITDA margin
above 12%
- Positive FCF
Liquidity and Debt Structure
At end-2024, Paprec had EUR197 million of readily available cash
(including EUR10 million of marketable securities) and a recently
increased revolving credit facility of EUR360 million maturing in
August 2027, fully undrawn. This is against its forecast of FCF
outflow of about EUR70 million and EUR114 million of short-term
debt liabilities in 2025. In July 2024, Paprec raised an additional
EUR200 million tranche of its senior secured notes due 2029. Paprec
has no major debt repayments before 2027.
Paprec's senior secured debt is rated one notch above the IDR, as
bondholders benefit from collateral on a first-priority basis on
the securities and pledges on bank accounts and intercompany
financial receivables of Paprec's subsidiaries. Paprec and
guarantors generated around 70% of the group's EBITDA at end-2024,
which is lower than for similar transactions (around 80%), leading
to a Recovery Rating of 'RR3'.
Issuer Profile
Paprec is a majority family-owned waste recycling company in
France. It has 369 waste sorting, processing and recycling sites,
operates 28 energy from waste plants and 20 landfills in France,
and recycled about 17 million tons of waste in 2024.
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
----------- ------ -------- -----
Paprec Holding SA LT IDR BB Affirmed BB
senior secured LT BB+ Affirmed RR3 BB+
=============
G E O R G I A
=============
MICROBANK CRYSTAL: Fitch Affirms 'B' LongTerm IDR, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has affirmed JSC Microbank Crystal's Long-Term Issuer
Default Ratings (IDR) at 'B'. The Outlook is Stable.
Key Rating Drivers
The affirmation reflects Crystal's robust profitability,
underpinned by a solid net interest margin, effective cost
management and adequate asset quality metrics. The ratings also
consider the company's established microfinance franchise,
specialised in unsecured micro and consumer lending in Georgia,
enhanced business model due to its recently received microbank
licence, as well as continuing reliance on wholesale funding as
deposit accumulation will be gradual.
Niche Microfinance Franchise: Crystal maintains a well-established,
but niche, franchise within the Georgian microfinance sector, with
a 13% market share (loans-based) at end-2024. However, microfinance
lending represents less than 10% of total loans in Georgia's
broader financial sector. Crystal relies on its extensive rural
branch network to serve underbanked borrowers, many with informal
income sources, primarily through consumer, micro and agricultural
loans.
Transition to Microbank: Crystal obtained a microbank licence in
February 2025, which Fitch view as credit positive as it enhances
its funding and liquidity profile through direct access to National
Bank of Georgia funding and, over the medium term, retail deposits.
Fitch also considers more stringent prudential regulation as
positive for Crystal's risk profile and corporate governance, while
ancillary banking services could support franchise and
profitability.
Reasonable Asset Quality: Impaired (Stage 3 under IFRS 9) loans
accounted for 3.2% of gross loans at end-2024, down from 3.9% at
end-2023. Loans overdue by over 30 days, along with restructured
and written-off loans, were 7.6% at end-2024. Impaired loan
origination (defined as an increase in Stage 3 loans plus
write-offs, divided by average performing loans) was 3.2% in 2024,
which is commensurate with the business model.
Strong Profitability: Crystal's profitability strengthened in 2024,
with a pre-tax income/average assets ratio of 5.3% (2023: 3.1%).
This was largely due to loan portfolio growth, lower funding costs
and well-controlled operating expenses. Crystal's cost/income ratio
improved to 61% in 2024 (2023: 67%). Pre-impairment profit was 7.9%
of average loans in 2024, while loan impairment charges remained
contained at 2.1% of gross loans.
Adequate Capitalisation: Crystal's common equity Tier 1 capital
ratio was 15.4% at end-February 2025, with a sound buffer above the
10% minimum requirement. Its regulatory total capital ratio was
15.8%, above the requirement of 14.6%. Fitch expects it to maintain
reasonable headroom above regulatory requirements. Its gross
debt/tangible equity ratio was 5x at end-2024, comparing well with
peers.
Wholesale Funding: Crystal is reliant on wholesale funding sources,
including loans from international financial institutions (66% of
funding at end-February 2025), local banks (31%) and, to a lesser
extent, bonds and promissory notes (3% combined). The banking
licence has provided Crystal with access to the National Bank of
Georgia funding and deposits. However, Fitch expects Crystal to
remain largely wholesale funded as its retail deposit franchise
will be only gradually developed.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Pressures on profitability, including from higher loan impairment
charges, a narrower net interest margin or increased operating
expenses, with pre-tax income below 2% of average assets on a
sustained basis.
Material depletion of capitalisation with a common equity Tier 1
ratio below 12%, or evidence of funding access pressures.
A marked deterioration in asset quality or risk appetite, including
from an increase in unreserved impaired loans relative to tangible
equity.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
An upgrade is unlikely, in the near term given the Negative Outlook
on Georgia's sovereign rating. However, a material increase in
business scale and diversification, if achieved without
compromising the risk profile and asset quality, could lead to
positive rating action in the medium term. A more diversified
funding profile by sources, including a material share of retail
deposits in the funding mix, could also be rating positive.
ESG Considerations
Crystal has an ESG Relevance Score of '4' for exposure to social
impacts due to its business model being focused on the under-banked
population, which facilitates access to funding from international
financial institution. This has a positive impact on Crystal's
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 Prior
----------- ------ -----
JSC Microbank Crystal LT IDR B Affirmed B
ST IDR B Affirmed B
LC LT IDR B Affirmed B
LC ST IDR B Affirmed B
=============
G E R M A N Y
=============
DEMIRE DEUTSCHE: Fitch Assigns 'CCC+' First-Time LongTerm IDR
-------------------------------------------------------------
Fitch Ratings has assigned DEMIRE Deutsche Mittelstand Real Estate
AG a first-time Long-Term Issuer Default Rating (IDR) of 'CCC+' and
senior secured rating of 'B', which is applied to its EUR252.5
million secured bond. Its Recovery Rating is RR2.
The ratings reflect the secondary EUR0.8 billion (end-2024) German
office-weighted, non-central business district (CBD) portfolio that
has low average rents and high vacancies in areas with
multi-landlords offering an undifferentiated product in pockets of
oversupplied markets. After a debt restructuring in 2H24, the new
secured bond incentivises EUR100 million of debt reduction in 2025
and 2026, using proceeds from planned asset disposals or increased
mortgage debt; the remaining EUR150 million matures at end-2027.
End-2024 Fitch-calculated loan-to-value ratio was about 35% but the
company's interest coverage suffers from portfolio vacancies and
their holding costs. Lack of financial flexibility, the shrinking
of rental-derived EBITDA to EUR20 million and tighter interest
coverage frames the 'CCC+' IDR.
Key Rating Drivers
Secondary Portfolio: DEMIRE's end-2024 investment property
portfolio, 51 assets, EUR0.8 billion in value, spans office (63% by
value), retail (29%) and others (8%). The portfolio had reduced in
size due to disposals, including LogPark in Leipzig and the LIMES
portfolio. The portfolio's rent income yield of 7% (if fully let)
denotes a high yield, whereas high vacancies result in the
portfolio's net initial yield of 5.7%. The weighted average lease
term is unchanged at 4.6 years.
Top Ten Assets: The top 10 assets represent a concentrated half of
the group's portfolio (by value and rent). These average EUR42
million in lot size and are predominantly offices spread
disparately across German markets. Within this top 10, the two
sizeable Rostock and Neuss assets are retail and hotel, and
wholesale or business-to-business retail, respectively.
Not Commanding High Rents: Averaging EUR9.50 to EUR10.00 sq m/month
rents, DEMIRE is targeting non-prime, non-CBD offices. These
non-central locations, although some are located well for
transport, have multi-participant landlords all competing for the
same Mittelstand tenant base with little differentiated product.
Tenants can include cost-conscious government departments and
companies, where landlord-refurbishment or ESG spend on office
spaces would make rents unattractive. Public tenants constituted
27% of end-2024 rent roll.
CPI Indexed Rents: The portfolio's leases have annual CPI
indexation, which reflected sharp increases in rent in 2022. Around
three quarters of the portfolio maintained or increased their rent
year on year (yoy) during 2024, resulting in a total 2.2% rise
(2023: two-thirds at 2.8% increase). The other quarter of the
portfolio saw a near 20% decrease (2023: one third at 20% decrease)
in rent due to vacancies or tenant insolvencies. This resulted in a
blended 3.3% (2023: down 3.7%) decline in rent yoy. Attracting new
tenants may be tough, given the weakening, Mittelstand economic
backdrop.
High Vacancy Rates: End-2024 vacancy was 15.1% (1Q25: 18.1%),
unaided by the MeinReal (Querfurt) insolvency and increased
vacancies at Düsseldorf and Langenfeld assets. After end-2024,
Deutsche Telekom, the major and multi-building tenant, exited some
of DEMIRE's Bonn asset, part of which has been re-let. Planned
disposals include offices with vacancies where a different owner
with resources to invest may secure a letting and realise value,
whereas capital-constrained DEMIRE has been selective over which
reinvestments to undertake relative to their rental reward.
Planned Disposals: Planned disposals in 2025 and 2026 are likely to
be a mixture of properties with high and low vacancies (the former
reducing operating costs for the group) shrinking the balance sheet
of near-7% rental-yielding investment properties. These will be
mostly DEMIRE assets rather than those held in part-owned Fair
Value REIT-AG or its funds.
Unpacking Cielo Joint Venture: This Commerzbank-let, long-dated
WAULT, but unoccupied, office is not on-balance sheet. DEMIRE's
exposure includes it 49% ownership in the RFR co-owned joint
venture (JV) with ownership puts and calls. DEMIRE has a EUR25.2
million loan to the JV, and EUR60 million loan to related-RFR5. The
latter instruments are partly-remunerated.
Potential Cash Inflow from LIMES: After the insolvency process of
this portfolio of entities, DEMIRE may receive proceeds after the
asset auction and repayments to secured creditors. These potential
net proceeds are not included in Fitch's Rating Case.
Secured Debts and Secured Bond: As at end-2024, asset-specific
propcos-level secured debts were EUR162.7 million and the new
DEMIRE-level secured bond EUR252.5 million. Additional fees provide
an incentive to reduce secured bond outstandings by EUR50 million
in 2025 and EUR50 million in 2026. Before or at the end-2027
scheduled maturity, the secured bond may be grouped with some or
all of Apollo's subordinated shareholder loan outstandings to
create a new benchmark-size bond.
Apollo Subordinated Shareholder Loan: Although subordinated and
accruing interest (at 22%), the loan from Apollo (a 58.61%
shareholder) has a December 2028 maturity date. The loan was used
to prepay previous, tendered, unsecured bonds. Fitch treats this
subordinated shareholder loan as equity.
Capped Recovery Rating: Fitch's analysis assumes that pledged
propco properties may come under the control, and monetisation
timing preference, of banks with secured financings. Under this
scenario, the group's remaining investment property collateral
totals EUR407.4 million (of which EUR52.8 million is in
83.45%-owned Fair Value REIT-AG) relative to the EUR252.5 million
secured bond. Under Fitch's recovery ratings criteria the secured
bond is treated as second lien debt with the Recovery Rating capped
at 'RR2', which warrants two notches above the IDR.
Peer Analysis
Sirius Real Estate Limited (BBB/Stable) also invests in secondary
German offices, but these are more strategically located close to
key German cities. Sirius's approach to acquiring higher-yielding
assets, with a moderate level of capex required (similar to
DEMIRE's) is more standardised, with a record of improving cash
flows and WAULTs. Sirius has an active in-house leasing team for
the German operations, which have a digital approach to recruiting
and retaining tenants.
Key Assumptions
Key Assumptions Within Its Rating Case for the Issuer
- Largely flat like-for-like rental growth due to CPI indexation of
2% a year; 85%-90% re-leasing of lease expiries in each year and
rental uplift of only 1% on successful re-lets.
- Rent roll reduction due to disposals, and a starting point of no
2025 rent contribution from LIMES, Leipzig and lower rents from
part-unlet Bonn.
- Not much improvement in vacancy rates, which is also a function
of the disposals achieved.
- Fitch-calculated rental-derived EBITDA (used in interest cover
and net debt/EBITDA) also deducts Fair Value REIT-AG's funds'
minorities' cash dividend of EUR3.4 million a year (funds'
minorities and Fair Value REIT-AG).
- Scheduled propcos' annual debt amortisations of EUR2.6 million in
2025 (updated for year-to-date refinancings), EUR3.0 million in
2026 and EUR2.7 million in 2027 (excluding facilities not prepaid
by assumed asset disposals).
- Disposals of about EUR150 million-180 million, mainly in 2H25 and
also in 2026. Net disposal proceeds reduce the secured bond by
EUR53.8 million in 2025 and EUR50 million in 2026 - the remainder
goes to cash.
- Mainly fixed-rate debt, with an additional 3% interest cost on
the secured bond's 2027 outstandings.
- Subordinated shareholder loan capitalises its interest at 22% a
year.
Recovery Analysis
Its recovery analysis assumes that DEMIRE would be liquidated
rather than restructured as a going concern in a default.
Using end-2024 independently assessed investment property values,
Fitch deducts propcos' properties which are pledged to their
respective direct secured creditors. The group's remaining
investment property collateral totals EUR407.4 million, to which
Fitch applies a standard 20% discount. Fitch assumes no cash is
available for recoveries. There are no undrawn revolving credit
facilities. Additionally, a standard 10% deduction is made for
administrative claims.
The resulting amount is compared against the EUR252.5 million
secured bond. Fitch attributes no value to the two loans to the
Cielo JV structure, or net proceeds from the LIMES portfolio, until
these potential net proceeds are used to reduce debt.
Fitch's principal waterfall analysis generates a ranked recovery
for the secured bond of over 100%, but under Fitch's Recovery
Rating criteria, the secured bond is a second lien instrument whose
Recovery Rating is capped at 'RR2'. The subordinated shareholder
loan ranks behind the secured bond.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Lack of disposals, not achieving the secured bond's "bond
reduction amount" for 2025 and 2026 of EUR50 million in each year
- Further examples of adverse forced disposals of propco entities
in the group
- Lack of plans to refinance the secured bond 12 months-18 months
ahead of its scheduled debt maturity
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Plans to refinance the secured bond (end-2027) before increased
interest costs, with visibility on elongation of the subordinated
shareholder loan maturing at end-2028
- Significant improvement in vacancies, which increases rental
income, decreases void costs and raises property valuations
- Fitch-adjusted (for minority cash dividends) cash interest cover
sustainably above 1.1x
- Net debt/EBITDA lower than 17x
- Loan-to-value ratio below 55%
- History of flat-to-positive year-on-year rent increases upon
re-leasing
Liquidity and Debt Structure
At end-2024, DEMIRE had EUR42 million of readily available cash. It
has no undrawn credit facilities. Given the post-cash interest and
tax funds from operations outflow in 2025 (Fitch's funds from
operations includes the tax paid relating to 2023's disposals),
internal liquidity will mainly stem from planned disposal of
assets, aiming to fulfil the 2025 EUR50 million "bond reduction
amount" and EUR50 million for 2026.
Targeted disposals include income-producing, and some properties
with vacancies. Reduction of the secured bond outstandings to about
EUR150 million avoids extension fees and makes a refinancing ahead
of December 2027 more digestible, although still high yield.
Excluding the subordinated shareholder loan maturing December 2028,
the weighted average debt tenor was 2.6 years at end-2024. The main
obligation is the EUR252.5 million secured bond maturing in
December 2027. The company has an incentive to refinance this debt
early, as it incurs additional interest costs of 3% in 2027. Other
secured debt includes propco-specific secured financings for assets
which, after the LIMES refinancing insolvency event, the company
has continued to access and refinance, lengthening the group's
maturity profile.
Date of Relevant Committee
30-May-2025
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
DEMIRE has an ESG Relevance Score of '4' for Management Strategy
due to disruption in executing the strategy of re-investing in
assets and financial inflexibility constraining future options for
the company as the portfolio shrinks in size, which has a negative
impact on the credit profile, and is relevant to the ratings in
conjunction with other factors.
DEMIRE has an ESG Relevance Score of '4' for Group Structure due to
structural complexities within the group including part-owned
entities, 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
----------- ------ --------
DEMIRE Deutsche
Mittelstand Real
Estate AG LT IDR CCC+ New Rating
senior secured LT B New Rating RR2
EUR 252.45 mln
5% bond/note
31-Dec-2027
DE000A2YPAK1 LT B New Rating RR2
=============
I R E L A N D
=============
BILBAO CLO I: Fitch Affirms 'B+sf' Rating on Class E Notes
----------------------------------------------------------
Fitch Ratings has upgraded Bilbao CLO I DAC's class B and D notes
and affirmed the others.
Entity/Debt Rating Prior
----------- ------ -----
Bilbao CLO I DAC
A-1A XS1804146816 LT AAAsf Affirmed AAAsf
A-1B XS1804147111 LT AAAsf Affirmed AAAsf
A-1C XS1804148606 LT AAAsf Affirmed AAAsf
A-2A XS1804147467 LT AAAsf Affirmed AAAsf
A-2B XS1804147897 LT AAAsf Affirmed AAAsf
B XS1804148275 LT AAAsf Upgrade AA+sf
C XS1804148515 LT A+sf Affirmed A+sf
D XS1804148788 LT BBB-sf Upgrade BB+sf
E XS1804148861 LT B+sf Affirmed B+sf
Transaction Summary
Bilbao CLO I DAC is a cash flow CLO comprising mostly senior
secured obligations. The transaction is managed by Guggenheim
Partners Europe Limited and exited its reinvestment period in
September 2022.
KEY RATING DRIVERS
Amortisation Increased Credit Enhancement: The transaction is
continuing to deleverage, with the class A-1A notes having paid
down by about EUR108.5 million and the class A-1B notes by about
EUR15.8 million since the last review in July 2024. The
amortisation has led to an increase in the credit enhancement
across the structure, which has driven the upgrades of the class B
and D notes.
Limited Par Erosion: Par erosion means the transaction is currently
about 1.53% below target par (calculated as the current par
difference below the original target par) versus 0.65% below target
par in the last review. Exposure to assets with a Fitch-derived
rating of 'CCC+' and below has increased from 4.6% as of last
review to 9.02%, according to the 6 May 2025 trustee report, versus
a limit of 7.5%. This increase is driven by both the quick
deleveraging of the portfolio and a limited increase of assets in
this category.
High Recovery Expectations: Senior secured obligations comprise
94.8% of the portfolio. Fitch views the recovery prospects for
these assets as more favourable than for second-lien, unsecured and
mezzanine assets. The Fitch-calculated weighted average recovery
rate of the current portfolio is 59.5%.
Portfolio Composition: Ongoing portfolio amortisation and asset
repayments have reduced the number of assets to 60 from 93 at the
previous review, resulting in higher concentration. The top 10
obligor concentration, as calculated by Fitch, is 33.4%, against a
limit of 20%, and the largest obligor represents 4.1% of the
portfolio balance. Exposure to the three largest Fitch-defined
industries is 35.27%, as calculated by the trustee. Fixed-rate
assets are reported by the trustee at 19.2% of the current
portfolio balance, which is above the maximum of 10%.
Transaction Outside Reinvestment Period: The transaction exited its
reinvestment period in September 2022, and the most senior notes
are deleveraging. The transaction is failing another rating
agency's weighted average rating factor and 'CCC'/Caa tests, so
reinvestment is restricted as these tests must be satisfied after
the reinvestment period. Given the manager's inability to reinvest,
Fitch's analysis is based on the current portfolio and notching the
assets with Negative Outlook down by one notch.
Deviation from MIR: The class C notes are three notches below their
model-implied ratings (MIR) and the class D notes are two notches
below their MIR. The deviations reflect the increasing top 10
obligor concentration, with some 'CCC' or below rated assets, and
growing exposure to fixed-rate assets due to quick deleveraging,
combined with limited default-rate cushions at their MIRs.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Based on the current portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrades may occur on stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread available to cover losses in the remaining portfolio.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Bilbao CLO I DAC
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for Bilbao CLO I DAC.
In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.
HARVEST CLO XII: Moody's Ups Rating on EUR26.3MM E-R Notes to Ba1
-----------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by Harvest CLO XII Designated Activity Company:
EUR23,750,000 Class C-R Senior Secured Deferrable Floating Rate
Notes due 2030, Upgraded to Aa1 (sf); previously on Dec 5, 2023
Upgraded to Aa2 (sf)
EUR21,400,000 Class D-R Senior Secured Deferrable Floating Rate
Notes due 2030, Upgraded to A1 (sf); previously on Dec 5, 2023
Upgraded to A3 (sf)
EUR26,300,000 Class E-R Senior Secured Deferrable Floating Rate
Notes due 2030, Upgraded to Ba1 (sf); previously on Dec 5, 2023
Affirmed Ba2 (sf)
Moody's have also affirmed the ratings on the following notes:
EUR239,000,000 (Current outstanding amount EUR94,035,498) Class
A-R Senior Secured Floating Rate Notes due 2030, Affirmed Aaa (sf);
previously on Dec 5, 2023 Affirmed Aaa (sf)
EUR40,800,000 Class B1-R Senior Secured Floating Rate Notes due
2030, Affirmed Aaa (sf); previously on Dec 5, 2023 Affirmed Aaa
(sf)
EUR10,000,000 Class B2-R Senior Secured Fixed Rate Notes due 2030,
Affirmed Aaa (sf); previously on Dec 5, 2023 Affirmed Aaa (sf)
EUR13,000,000 Class F-R Senior Secured Deferrable Floating Rate
Notes due 2030, Affirmed B2 (sf); previously on Dec 5, 2023
Affirmed B2 (sf)
Harvest CLO XII Designated Activity Company issued in August 2015,
is a collateralised loan obligation (CLO) backed by a portfolio of
mostly high-yield senior secured European loans. The portfolio is
managed by Investcorp Credit Management EU Limited. The
transaction's reinvestment period ended in November 2021.
RATINGS RATIONALE
The rating upgrades on the Class C-R, D-R and E-R notes are
primarily a result of the deleveraging of the senior notes
following amortisation of the underlying portfolio since the
payment date in November 2023.
The Class A-R notes have paid down by approximately EUR86.5million
(36.2%) in the last 12 months and EUR145.0 million (60.7%) since
closing. As a result of the deleveraging, over-collateralisation
(OC) has increased across the capital structure. According to the
trustee report dated May 2025[1] the Class A/B, Class C, Class D,
Class E and Class F OC ratios are reported at 168.3%, 144.6%,
128.3%, 112.7% and 106.3% compared to May 2024[2] levels of 144.3%,
130.9%, 120.8%, 110.3% and 105.7%, respectively. Moody's notes that
the May 2025 principal payments are not reflected in the reported
OC ratios.
The affirmations on the ratings on the Class A-R, B1-R, B2-R and
F-R notes are primarily a result of the expected losses on the
notes remaining consistent with their current rating levels, after
taking into account the CLO's latest portfolio, its relevant
structural features and its actual over-collateralisation ratios.
The key model inputs Moody's uses in Moody's analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on Moody's published methodology
and could differ from the trustee's reported numbers.
In Moody's base case, Moody's used the following assumptions:
Performing par and principal proceeds balance: EUR240.6 million
Defaulted Securities: EUR6.3 million
Diversity Score: 36
Weighted Average Rating Factor (WARF): 2941
Weighted Average Life (WAL): 3.5 years
Weighted Average Spread (WAS) (before accounting for Euribor /
reference rate floors): 3.8%
Weighted Average Coupon (WAC): 3.0%
Weighted Average Recovery Rate (WARR): 44.4%
Par haircut in OC tests and interest diversion test: 0%
The default probability derives from the credit quality of the
collateral pool and Moody's expectations of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into Moody's cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.
Moody's notes that the May 30, 2025 trustee report was published at
the time Moody's were completing Moody's analysis of the May 08,
2025 data. Key portfolio metrics such as WARF, diversity score,
weighted average spread and life, and OC ratios exhibit little or
no change between these dates. Of the EUR644k difference in
performing par, EUR153k had already been considered in Moody's base
case. Moody's carried out additional analysis that showed the
remaining difference of EUR491k had no material impact on the
outcome.
Methodology Underlying the Rating Action:
The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
May 2024.
Counterparty Exposure:
The rating action took into consideration the notes' exposure to
relevant counterparties, such as account bank, using the
methodology "Structured Finance Counterparty Risks" published in
May 2025. Moody's concluded the ratings of the notes are not
constrained by these risks.
Factors that would lead to an upgrade or downgrade of the ratings:
The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.
Additional uncertainty about performance is due to the following:
-- Portfolio amortisation: The main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.
-- Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's
over-collateralisation levels. Further, the timing of recoveries
and the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Moody's analysed
defaulted recoveries assuming the lower of the market price or the
recovery rate to account for potential volatility in market prices.
Recoveries higher than Moody's expectations would have a positive
impact on the notes' ratings.
In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
Moody's other analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.
TIKEHAU CLO IV: Moody's Affirms B2 Rating on EUR12MM Class F Notes
------------------------------------------------------------------
Moody's Ratings has upgraded the ratings on the following notes
issued by Tikehau CLO IV DAC:
EUR7,000,000 Class B-1 Senior Secured Floating Rate Notes due
2031, Upgraded to Aaa (sf); previously on Mar 2, 2023 Upgraded to
Aa1 (sf)
EUR15,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2031,
Upgraded to Aaa (sf); previously on Mar 2, 2023 Upgraded to Aa1
(sf)
EUR22,000,000 Class B-3 Senior Secured Floating Rate Notes due
2031, Upgraded to Aaa (sf); previously on Mar 2, 2023 Upgraded to
Aa1 (sf)
EUR7,000,000 Class C-1 Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to Aa2 (sf); previously on Mar 2, 2023
Upgraded to A1 (sf)
EUR19,000,000 Class C-2 Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to Aa2 (sf); previously on Mar 2, 2023
Upgraded to A1 (sf)
EUR21,000,000 Class D Senior Secured Deferrable Floating Rate
Notes due 2031, Upgraded to A3 (sf); previously on Mar 2, 2023
Affirmed Baa2 (sf)
Moody's have also affirmed the ratings on the following notes:
EUR231,000,000 (Current outstanding amount EUR161,662,208) Class
A-1 Senior Secured Floating Rate Notes due 2031, Affirmed Aaa (sf);
previously on Mar 2, 2023 Affirmed Aaa (sf)
EUR15,000,000 (Current outstanding amount EUR10,497,546) Class A-2
Senior Secured Fixed Rate Notes due 2031, Affirmed Aaa (sf);
previously on Mar 2, 2023 Affirmed Aaa (sf)
EUR23,000,000 Class E Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed Ba2 (sf); previously on Mar 2, 2023
Affirmed Ba2 (sf)
EUR12,000,000 Class F Senior Secured Deferrable Floating Rate
Notes due 2031, Affirmed B2 (sf); previously on Mar 2, 2023
Affirmed B2 (sf)
Tikehau CLO IV DAC, issued in September 2018, is a collateralised
loan obligation (CLO) backed by a portfolio of mostly high-yield
senior secured European loans. The portfolio is managed by Tikehau
Capital Europe Limited. The transaction's reinvestment period ended
in January 2023.
RATINGS RATIONALE
The rating upgrades on the Class B-1, Class B-2, Class B-3, Class
C-1, Class C-2 and Class D notes are primarily a result of the
deleveraging of the Classes A-1 and A-2 notes following
amortisation of the underlying portfolio since the last review in
September 2024.
The affirmations on the ratings on the Class A-1, Class A-2, Class
E and Class F notes are primarily a result of the expected losses
on the notes remaining consistent with their current rating levels,
after taking into account the CLO's latest portfolio, its relevant
structural features and its actual over-collateralisation ratios.
The Class A-1 and A-2 notes have paid down by approximately EUR64.2
million (26.1%) since the last review in September 2024 and EUR73.8
million (30%) since closing. As a result of the deleveraging,
over-collateralisation (OC) has increased. According to the trustee
report dated April 2025[1] the Class A/B, Class C, Class D and
Class E OC ratios are reported at 147.86%, 131.98%, 121.45% and
111.69% compared to August 2024[2] levels of 139.12%, 127.32%,
119.15% and 111.33%, respectively.
The key model inputs Moody's uses in Moody's analysis, such as par,
weighted average rating factor, diversity score and the weighted
average recovery rate, are based on Moody's published methodology
and could differ from the trustee's reported numbers.
In Moody's base case, Moody's used the following assumptions:
Performing par and principal proceeds balance: EUR317.4m
Defaulted Securities: EUR7.4m
Diversity Score: 43
Weighted Average Rating Factor (WARF): 3028
Weighted Average Life (WAL): 3.42 years
Weighted Average Spread (WAS) (before accounting for Euribor
floors): 3.74%
Weighted Average Coupon (WAC): 4.18%
Weighted Average Recovery Rate (WARR): 43.15%
Par haircut in OC tests and interest diversion test: 0%
The default probability derives from the credit quality of the
collateral pool and Moody's expectations of the remaining life of
the collateral pool. The estimated average recovery rate on future
defaults is based primarily on the seniority of the assets in the
collateral pool. In each case, historical and market performance
and a collateral manager's latitude to trade collateral are also
relevant factors. Moody's incorporates these default and recovery
characteristics of the collateral pool into Moody's cash flow model
analysis, subjecting them to stresses as a function of the target
rating of each CLO liability it is analysing.
Methodology Underlying the Rating Action:
The principal methodology used in these ratings was "Moody's Global
Approach to Rating Collateralized Loan Obligations" published in
May 2024.
Counterparty Exposure:
The rating action took into consideration the notes' exposure to
relevant counterparties using the methodology "Structured Finance
Counterparty Risks" published in May 2025. Moody's concluded the
ratings of the notes are not constrained by these risks.
Factors that would lead to an upgrade or downgrade of the ratings:
The rated notes' performance is subject to uncertainty. The notes'
performance is sensitive to the performance of the underlying
portfolio, which in turn depends on economic and credit conditions
that may change. The collateral manager's investment decisions and
management of the transaction will also affect the notes'
performance.
Additional uncertainty about performance is due to the following:
-- Portfolio amortisation: The main source of uncertainty in this
transaction is the pace of amortisation of the underlying
portfolio, which can vary significantly depending on market
conditions and have a significant impact on the notes' ratings.
Amortisation could accelerate as a consequence of high loan
prepayment levels or collateral sales by the collateral manager or
be delayed by an increase in loan amend-and-extend restructurings.
Fast amortisation would usually benefit the ratings of the notes
beginning with the notes having the highest prepayment priority.
-- Recovery of defaulted assets: Market value fluctuations in
trustee-reported defaulted assets and those Moody's assumes have
defaulted can result in volatility in the deal's
over-collateralisation levels. Further, the timing of recoveries
and the manager's decision whether to work out or sell defaulted
assets can also result in additional uncertainty. Moody's analysed
defaulted recoveries assuming the lower of the market price or the
recovery rate to account for potential volatility in market prices.
Recoveries higher than Moody's expectations would have a positive
impact on the notes' ratings.
In addition to the quantitative factors that Moody's explicitly
modelled, qualitative factors are part of the rating committee's
considerations. These qualitative factors include the structural
protections in the transaction, its recent performance given the
market environment, the legal environment, specific documentation
features, the collateral manager's track record and the potential
for selection bias in the portfolio. All information available to
rating committees, including macroeconomic forecasts, input from
Moody's other analytical groups, market factors, and judgments
regarding the nature and severity of credit stress on the
transactions, can influence the final rating decision.
=========
I T A L Y
=========
A-BEST 25: Fitch Affirms BB+sf Rating on Cl. X Debt, Outlook Stable
-------------------------------------------------------------------
Fitch Ratings has affirmed Asset-Backed European Securitisation
Transaction Twenty-Two S.r.l. (A-Best 22), Asset-Backed European
Securitisation Transaction Twenty-Four S.r.l. (A-Best 24) and
Asset-Backed European Securitisation Transaction Twenty-Five S.r.l.
(A-Best 25).
Entity/Debt Rating Prior
----------- ------ -----
Asset-Backed European
Securitisation
Transaction Twenty-Five
S.r.l. (A-Best 25)
A IT0005621880 LT AAsf Affirmed AAsf
B IT0005621898 LT A+sf Affirmed A+sf
C IT0005621906 LT A-sf Affirmed A-sf
D IT0005621914 LT BBBsf Affirmed BBBsf
E IT0005621922 LT BB+sf Affirmed BB+sf
X IT0005621948 LT BB+sf Affirmed BB+sf
Asset-Backed European
Securitisation
Transaction Twenty-Four
S.r.l. (A-Best 24)
A IT0005607079 LT AAsf Affirmed AAsf
B IT0005607087 LT Asf Affirmed Asf
C IT0005607095 LT A-sf Affirmed A-sf
D IT0005607103 LT BBB+sf Affirmed BBB+sf
E IT0005607111 LT BBBsf Affirmed BBBsf
Asset-Backed European
Securitisation
Transaction Twenty-Two
S.r.l. (A-Best 22)
A IT0005567802 LT AAsf Affirmed AAsf
B IT0005567810 LT AAsf Affirmed AAsf
C IT0005567828 LT A+sf Affirmed A+sf
D IT0005567836 LT A-sf Affirmed A-sf
E IT0005567844 LT BBB+sf Affirmed BBB+sf
Transaction Summary
The transactions are static securitisations of performing
fixed-rate auto loans advanced to Italian individuals (including
"VAT borrowers", for example, professionals) and small and medium
enterprises by CA Auto Bank S.p.A. (A-/Positive/F1), owned by
Crédit Agricole Personal Finance and Mobility part of Crédit
Agricole S.A. (A+/Stable/F1).
KEY RATING DRIVERS
Performance in Line with Expectations: The portfolios include
non-captive and former captive origination auto loans. Performance
has been broadly in line with Fitch's expectations for all the
three transactions. At the April 2025 payment date, cumulative
gross defaults were 1.1% (A-Best 22), 0.53% (A-Best 24) and 0.08%
(A-Best 25) compared with Fitch's weighted average base case
defaults of 3.5% (A-Best 22 and A-Best 25) and 3.6% (A-Best 24).
A-Best 24's portfolio mostly includes non-captive origination (78%)
compared with a maximum 65% for A-Best 22 and A-Best 25. Fitch
assumes higher base cases for non-captive loans at 3% (new auto)
and 4.25% (used auto) compared with 2.25% for former captive new
vehicles.
Increasing CE: Credit enhancement (CE) is increasing in all
transactions, supporting the affirmation of the notes. A-Best 22
has been amortising sequentially since closing, A-Best 25 is still
in its initial six-month sequential amortisation whereas A-Best 24
is now amortising pro-rata following an initial six months
sequential amortisation.
For A-Best 24 and A-Best 25, the initial sequential amortisation
and the static cash reserve allows CE to build up once pro-rata
amortisation is triggered. The notes will switch back to sequential
if certain performance triggers are breached. Fitch views the
principal deficiency ledger trigger as sufficiently tight to limit
the length of the pro-rata period for both deals at the notes'
ratings scenarios.
Strong Excess Spread: The portfolios can generate substantial
excess spread as the assets earn materially higher yields than the
cost of the structures. The high excess spread supports the notes'
ratings for the three transactions, particularly the lower
mezzanine class D and E notes. A-Best 25's class X notes are not
collateralised and the related interest and principal will be paid
from the available excess spread. Excess spread notes are typically
sensitive to underlying loan performance and prepayments and cannot
achieve a rating higher than 'BB+sf'.
'AAsf' Sovereign Cap: The notes rated 'AAsf' are at the maximum
achievable rating for Italian structured finance transactions, six
notches above Italy's Long-Term Issuer Default Rating (IDR;
BBB/Positive/F2). The Positive Outlook on the 'AAsf' rated tranches
reflects that on Italy's IDR.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
The notes rated at the highest achievable rating for Italian
transactions are sensitive to changes in Italy's Long-Term IDR and
Outlook. A revision of the Outlook on Italy's IDR to Stable would
trigger similar action on the ratings of these notes.
Furthermore, a reduction in the available excess spread could
negatively affect the ratings. A-Best 24 and A-Best 25's mezzanine
notes' ratings are also sensitive to the length of the pro-rata
period.
Unexpected increases in the frequency of defaults or decreases in
recovery rates producing larger losses than the base case could
result in negative rating action. For example, a simultaneous
increase of a default base case by 25% and a decrease of the
recovery base case by 25% would lead to downgrades of up to three
notches for the class A to E notes.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
An upgrade of Italy's IDR and the related rating cap for Italian
structured finance transactions could trigger an upgrade of the
notes rated at the sovereign cap, provided that available CE was
sufficient to compensate higher rating stresses.
An unexpected decrease in the frequency of defaults or increase in
recovery rates producing smaller losses than the base case could
result in positive rating action. Most senior classes cannot be
upgraded because they are already at the highest achievable rating
for Italian structured finance and covered bonds. A simultaneous
decrease in the frequency of defaults by 25% and increase in
recovery rates by 25% would lead to upgrades of up to three notches
for the class B to E notes.
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
Asset-Backed European Securitisation Transaction Twenty-Five S.r.l.
(A-Best 25)
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
Prior to the transaction 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.
Asset-Backed European Securitisation Transaction Twenty-Four S.r.l.
(A-Best 24), Asset-Backed European Securitisation Transaction
Twenty-Two S.r.l. (A-Best 22)
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.
Prior to the transactions 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.
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.
ALMAVIVA SPA: Fitch Puts 'BB' LongTerm IDR on Watch Negative
------------------------------------------------------------
Fitch Ratings has placed Almaviva S.p.A.'s Long-Term Issuer Default
Rating (IDR) of 'BB' and secured debt facilities' 'BB+' rating with
a Recovery Rating of 'RR3', on Rating Watch Negative (RWN). The
rating action follows Almaviva's announcement that it will acquire
Tivit, a Brazilian IT and managed services provider.
Fitch expects to resolve the RWN once the transaction is approved
by the regulatory authorities and finalised. If the transaction is
fully funded by debt, Fitch estimates that it would cause
Almaviva's leverage to spike above 4x, likely resulting in a
one-notch downgrade. The resolution of the RWN will depend on its
assessment of integration risks (after acquisitions in 2024/2025
including Tivit), revenue and cash flow visibility and the amount
of leverage used to finance Tivit.
Key Rating Drivers
Leverage Spikes on M&A: Almaviva did not disclose any financial
details of the proposed acquisition - announced on 13 June - but it
may result in a significant increase in EBITDA leverage,
potentially above 4x pro forma if fully funded by debt, by its
estimates. Almaviva's leverage was already stretched following its
acquisition of Iteris and Magna in 2024. The acquisition of Tivit
is subject to regulatory approval and is likely to close by end of
July.
Increasing FX Risk: The proposed acquisition will likely increase
Almaviva's FX exposure. Tivit operates in 10 Latin American
countries, with most of its operations in Brazil. Almaviva's FX
exposure is already high, as the company estimated that 35% of its
2024 revenues were generated in currencies other than euros. This
share is likely to be higher pro forma for 2024 acquisitions, and
Tivit, while all Almaviva's debt is in euros.
Slow Organic EBITDA Improvement: Almaviva's EBITDA growth stalled
in 1Q25, challenging the prospects of rapid deleveraging. The
company reported its adjusted last-12-months EBITDA (company
definition) at EUR274 million pro forma in 1Q25, a slight decline
from EUR276 million reported in 2024.
Substantial Extraordinary Costs: Almaviva bears substantial
extraordinary costs that dent its EBITDA and cash flow generation.
Fitch believes extraordinary costs may remain high following a
string of acquisitions, at least in the short to medium term. The
company reported EUR18 million and EUR21 million of extraordinary
costs in 2024 and 2023, respectively. Fitch believes these costs
could increase after the Tivit acquisition but may decline after
the full closure of CRM Europe segment.
Persistent WC Volatility: High working-capital (WC) volatility
necessitates the maintenance of a significant cash cushion, making
gross leverage more relevant than net leverage net of readily
available cash. Almaviva's revenue growth is typically accompanied
by WC outflows as a large share of services are provided on
post-payment terms, including for many tendered contracts and
public administration customers. WC outflows totalled EUR154
million in 2024 (1Q25: EUR71 million). Fitch therefore expects some
volatility in pre-dividend free cash flow (FCF; 2024: -3.8%). WC
movements are exacerbated by acquisitions and may subside on fuller
business integration.
Positive IT Growth Outlook: Almaviva's addressable IT services
market is likely to have mid-to-high single-digit growth, with
management targeting expansion above the market average. Like the
overall Italian IT services industry, Almaviva has a positive
long-term growth outlook, supported by rising use of IT services
and significant investments under the Italian Recovery and
Resilience Plan for further digitalisation in key sectors. AICA,
the Italian IT association, estimated an overall digital market
CAGR over 2024-2027 at 3.3%, with the digital enablers and
transformers segment projected to grow by double digits.
Strong Backlog: The company's strong IT services backlog improves
earnings visibility and reduces medium-term revenue volatility.
This was equal to 2.7 years of the last 12-months' revenue at
end-March 2025. The backlog is supported by a long-term contract
with Almaviva's largest customer, Gruppo Ferrovie dello Stato,
after the company won three tenders worth EUR1.1 billion
(Almaviva's share) in early 2022. The contract is for five years,
with an extension option for another two.
Peer Analysis
Almaviva's closest domestic peer is Engineering Ingegneria
Informatica S.p.A. (B/Stable), a leading Italian software developer
and provider of IT services to large Italian companies. Engineering
has greater absolute size and wider industrial scope, faces lower
FX risks and does not have any lower-credit-quality non-IT segments
such as Almaviva's digital relationship management. Almaviva is
rated higher than Engineering due to its significantly lower
leverage.
Almaviva's range of offered services has some overlap with large
multi-country, multi-segment IT services companies, such as DXC
Technology Company (BBB/Negative) and Accenture plc (A+/Stable),
but on a significantly smaller scale, with a focus on a single
country and fewer segments. A closer peer is medium-sized
India-based IT service provider Hexaware Technologies Limited
(BB-/Stable), which generates most of its revenue from US and
European customers.
Almaviva is rated higher than enterprise resource planning software
providers with higher leverage. These include TeamSystem S.p.A.
(B/Stable), a leading Italian accounting and enterprise resource
planning software company with over 75% of recurring revenue, and
Cedacri S.p.A. (B/Stable), a leading Italian provider of software,
infrastructure and outsourcing services for the financial sector.
Key Assumptions
Fitch's Key Assumptions Within Its Rating Case for the Issuer:
- IT services revenue growing by low double-digit percentages a
year in 2025-2028 on average including due to the M&A impact
- Low single-digit DRM revenue growth a year in 2025-2028 on
average
- Modestly improving EBITDA margin in 2025-2028, in the 16%-17%
range
- Capex at close to 3% of revenue in 2025-2028 (excluding
capitalised research and development, which Fitch treats as a cash
expense and deducts from EBITDA)
- Negative working-capital outflows equal to 3% of revenues a year
Recovery Analysis
Fitch uses a generic approach for rating instruments of companies
in the 'BB' rating category. Fitch has assigned Almaviva's senior
secured debt a 'BB+' debt instrument rating with a Recovery Rating
of 'RR3', one notch above the IDR, soft-capped by the Italian
jurisdiction under Fitch's Country-Specific Treatment of Recovery
Ratings Criteria.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Gross EBITDA leverage above 2.5x on a sustained basis
- Weaker cash flow generation with pre-dividend FCF margin
declining to below 4% through the cycle
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Although Fitch does not envisage positive rating progression over
the next two to three years, the following factors may drive
positive rating action:
- A significant increase of recurring revenues in the revenue mix
and lower customer concentration
- Gross EBITDA leverage sustained at below 2.5x
- More diversified financing structure, with lower exposure to
bullet refinancing risk
Liquidity and Debt Structure
Fitch views Almaviva's liquidity as comfortable. The company had
EUR170 million of cash on the balance sheet at end-March 2025,
supported by EUR160 million of an untapped super-senior revolving
credit facility (RCF). The EUR725 million bond issue in October
2024 allowed it to early pre-pay the EUR350 million bond and
finance the Iteris acquisition.
Issuer Profile
Almaviva is an IT services company with strong positions in the
Italian transport and public administration sectors. It has
significant international digital relationship management
operations and is majority owner of Almawave. Almaviva obtained
large US operations with its acquisition of Iteris in 2024.
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
----------- ------ -------- -----
AlmavivA S.p.A. LT IDR BB Rating Watch On BB
senior secured LT BB+ Rating Watch On RR3 BB+
===================
L U X E M B O U R G
===================
ODYSSEY EUROPE: Moody's Alters Outlook on 'Caa1' CFR to Negative
----------------------------------------------------------------
Moody's Ratings has affirmed Odyssey Europe Holdco S.à.r.l.'s
(Olympic or the company) Caa1 long term corporate family rating and
Caa1-PD probability of default rating, as well as the Caa1
instrument rating of its EUR200 million backed senior secured notes
due in December 2025. The outlook was changed to negative from
stable.
RATINGS RATIONALE
The affirmation of Olympic's ratings and change of outlook to
negative from stable reflect the increasing refinancing risk given
the approaching maturity of the group's EUR200 million bond which
matures in December 2025, compounded by the company's weakening
operating and financial performance in land-based activities during
2024 and the first quarter of 2025 which is not fully mitigated by
growth in the online segment.
In addition, Olympic's current capital structure with high interest
payments has constrained the company's ability to generate
meaningful positive free cash flow (FCF) so far and Moody's
projects FCF at breakeven level or slightly negative in the next
12-18 months reflecting pressure on earnings.
Moody's thus considers that refinancing of the company's upcoming
debt maturity will be challenging. Options may include an extension
of the maturity for all or part of its debt or a debt restructuring
to reduce the overall debt burden. Moody's may consider such
scenarios as a distressed exchange which is an event of default
under Moody's definitions.
In 2024 and in the first quarter of 2025, Olympic's strong revenue
and EBITDA growth in online activities was not sufficient to offset
the weakening financial performance of land-based activities. In
2024, while Olympic's revenue grew by 4.1%, the company-adjusted
EBITDA declined by 7.6% due to important declines in EBITDA in
land-based activities in Estonia and Lithuania. In the first
quarter of 2025, both revenue and EBITDA declined by 2.4% and 9.7%
respectively.
Moody's expects ongoing pressure on the company's earnings growth
reflecting mixed performances in the group's land-based activities,
balanced by Olympic's growth in online operations, supported by
market share improvements in the Baltic region, new products
launched and recent expansion of online activities in new locations
such as Croatia.
Olympic is also exposed to legal risks associated with ongoing
legal cases, in which total amounts at risk are substantial. Those
cases relate to a lawsuit initiated by former minority
shareholders, a litigation related to funds that have been played
in Olympic's online casino games after having been misappropriated
by an individual, and a dispute related to fines decided by the
Lithuanian gaming authority related to anti-money laundering (AML)
rules. Moody's understands, however, that Olympic believes it has a
strong legal position in those cases.
Nevertheless, Olympic's credit profile continues to reflect its
leading market position in the Baltic region, barriers to entry
because of its strong brand recognition and local knowledge. The
rating is constrained by its small scale, geographical
concentration in the Baltic states and exposure to adverse
regulatory and tax measures inherent to the gaming sector.
Additionally, the Caa1 CFR reflects Moody's assumptions of
relatively limited losses for debtholders in a debt restructuring
scenario.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS
Moody's considers governance considerations to be a key driver for
the rating action due to the limited time remaining for Olympic to
address the approaching maturity of its EUR200 million bond due in
December 2025, constraining the company's liquidity position and
refinancing options.
LIQUIDITY
Olympic's liquidity is weak given the EUR200 million bond maturing
in December 2025, which the company would not be able to cover with
its cash position of around EUR48 million at the end of March 2025
and Moody's expectations of slightly negative or neutral FCF
generation in the next 12 to 18 months.
STRUCTURAL CONSIDERATIONS
Olympic's Caa1-PD probability of default rating (PDR) is in line
with the CFR, reflecting Moody's assumptions of a 50% recovery
rate, as is customary for capital structures that include senior
secured bonds. The Caa1 instrument rating on the senior secured
notes is in line with the CFR.
RATIONALE FOR NEGATIVE OUTLOOK
The negative outlook reflects increased risk of a distressed
exchange transaction due to the limited time to address the
upcoming December 2025 bond maturity in the context of a weakening
operating and financial performance. The negative outlook suggests
a risk that debtholders may face lower recoveries than those
implied by the current rating in a debt restructuring scenario.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Upward pressure on the ratings could develop if the company
successfully refinances or repays its EUR200 million bond due in
December 2025, resulting in a capital structure and leverage level
that enable sustainable positive cash flow generation. An upgrade
would require evidence of revenue, margin, and cash flow growth
including through a stabilization of the financial performance of
land-based activities.
The ratings could be downgraded if the company's land-based
financial performance weakens further or if Moody's assessments of
recovery in a default scenario deteriorates to levels below Moody's
expectations for a Caa1 CFR.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Gaming
published in June 2021.
The net effect of any adjustments applied to rating factor scores
or scorecard outputs under the primary methodology(ies), if any,
was not material to the ratings addressed in this announcement.
COMPANY PROFILE
Olympic is a European gaming group with leading positions in the
Baltic region, Estonia, Latvia and Lithuania, and operations in
Croatia and to a lesser extent in Italy, Spain and France. The
company had a total of 130 casinos as of the end of March 2025 (24
in Estonia, 35 in Latvia, 10 in Lithuania and 61 in Croatia). In
addition to land-based activities, the group operates an online
platform under the brand Olybet. In 2024, Olympic reported EUR230
million in revenue and EUR45 million in company-adjusted EBITDA
(non-IFRS 16 basis).
The stake in Olympic is managed by Treo Capital Advisors since
December 2022.
=====================
N E T H E R L A N D S
=====================
VEON HOLDINGS: S&P Withdraws 'BB-' LT ICR After Debt Repayment
--------------------------------------------------------------
S&P Global Ratings withdrew its 'BB-' long-term issuer credit
rating on VEON Holdings B.V., a subsidiary of VEON Ltd.
(BB-/Stable/--), at the issuer's request after the company repaid
its final outstanding RUB 7.84 billion (USD 102.7 million as per
transfer date) due June 2025. There is no more outstanding debt at
Veon Holdings. The outlook was stable at the time of the
withdrawal.
S&P's ratings on VEON Ltd. and VEON Midco B.V. (BB-/Stable/--), the
latter of which issues all the outstanding debt at Veon Group
level, remain unchanged.
YINSON BERGENIA: Moody's Rates Up to $1.16BB Secured Notes 'Ba1'
----------------------------------------------------------------
Moody's Ratings has assigned a Ba1 rating to the senior secured
notes to be issued by Yinson Bergenia Production B.V. (the Issuer)
for up to $1,168 million and due in 2045. The rating outlook is
stable.
The proceeds from the issuance will be used to repay in full and
release the Issuer from all existing financing obligations, fund
the reserve accounts, pay for the transaction costs. The remaining
funds will be distributed to Yinson Production.
The assigned rating is based on preliminary documentation. Moody's
do not anticipate changes in the main conditions of the notes.
Should issuance conditions and/or final documentation materially
deviate from the original ones submitted and reviewed by the rating
agency, Moody's will assess the impact that these differences may
have on the ratings and act accordingly.
RATINGS RATIONALE
The Ba1 rating reflects the project's low fundamental risk profile,
underpinned by Floating, Production, Storage and Offloading (FPSO)
Maria Quitéria's fully contracted revenue stream with Petróleo
Brasileiro S.A. – PETROBRAS (Petrobras, Ba1 stable), secured by
22.5-year charter and services agreements that ensure stable and
predictable cash flows throughout the life of the transaction. The
contractual framework entails an availability-based revenue stream
that limits cash flow volatility, despite scheduled production
interruptions for maintenance. Additionally, the rating
incorporates the strategic importance of this FPSO to Petrobras,
given its location in the Jubarte oil field—estimated to have
strong economics with a pre-tax net present value (NPV) of $9.4
billion and a current breakeven price for FPSO Maria Quitéria of
$24.9 per barrel ($27.1 per barrel for the overall Jubarte field).
Finally, Yinson Production Offshore Pte. Ltd.'s (Yinson Production
or the Sponsor) profile and Moody's assessments that it would be
willing to provide additional financial support, if necessary, are
also important credit considerations.
The rating is directly limited to Petrobras' credit quality, as the
sole project off-taker. Moody's recognizes that the essential role
of FPSOs in Petrobras' Exploration and Production operations, the
strategic importance of the Sponsor, Yinson Production, as a key
service provider to Petrobras, and the world-class economic
attractiveness of the oil field are all important credit strengths
supporting the transaction. However, these characteristics are not
enough to de-link the project's credit quality from that of the
off-taker in the unlikely event that Petrobras faces financial
stress leading to an unexpected charter agreement termination. In
such scenario, Moody's considers the project would encounter
difficulties finding a replacement contract for its revenues on
substantially similar terms, hence Petrobras' Corporate Family
Rating of Ba1 caps the rating assessment for this Issuer.
Sovereign linkages are also present, given FPSO Maria Quitéria's
exposure to the domestic regulatory framework, set by the Petroleum
National Agency (ANP), and potential interference of the Government
of Brazil (Ba1 stable) in light of its operation in Brazilian
waters. Nonetheless, the substantial royalty and tax generation of
the oil field which provide an alignment on the economic interests
partially mitigating sovereign risks. Moreover, the offshore
charter payment structure and the fact that BRL-services revenues
were sized to cover onshore operating expenses in local currency
substantially reduce foreign exchange risks on the transaction.
The technology employed on the FPSO Maria Quitéria is
well-established, featuring a converted oil tanker hull designed to
operate under a vertically integrated business model without the
need for dry-docking. Unlike other rated FPSOs, Maria Quitéria is
equipped with a combined cycle gas turbine, which helps reduce
greenhouse gas emissions by an average of up to 25%. This
technology is widely understood and is not considered to introduce
additional operational risk. Yinson Production's extensive
experience in offshore oil services—as one of the world's largest
independent owners and operators of FPSOs, with a growing presence
in Brazil—supports the view that the vessel operates on par with
other Brazilian FPSOs. This assumption is reinforced by the strong
operating track record of the Sponsor, YPOPL, which has achieved an
average historical technical uptime of 99.6% across its fleet. FPSO
Maria Quitéria itself recorded a 99.4% uptime during its ramp-up
phase, from first oil production in October 2024 through May 2025.
The rating considers the project's moderate leverage profile.
Moody's ratings' case assumes an average 97.5% commercial uptime, 2
days per year of gas flaring penalties, and an average of 7
scheduled maintenance days per year during the charter agreement
term. Strengthening the leverage profile is the resilience of
revenue upon significant stresses to unplanned maintenance and
uptime, given a low dependence on bonus payments. Moody's base case
yields an average and minimum debt service coverage ratio (DSCR) of
1.27x over the life of the transaction. In Moody's theorical
break-even analysis, DSCR reaches 1.0x if commercial uptime were to
drop to 86.5% on annual average, or if costs were to increase by an
average of 48.4%.
DEBT STRUCTURE AND SECURITY
Incorporated in the rating is the fully amortizing nature of the
debt structure, which includes a full collateral package that is
typical of project finance transactions, including security over
the assets, assignment of all rights over cash balances and future
cash flows, a 6-month DSRA, a 3-month OMRA, which can be replaced
by letters of credit from investment grade counterparties.
The security package encompasses rights over the charter agreement,
rights over the proceeds in the collection, project rights under
insurance policies and proceeds, a pledge of 100% equity interests
in the Issuer for step-in rights in an event of default, a
conditional assignment in respect of the O&M agreement and a
mortgage of the vessel.
The project also includes a clear cash waterfall favoring O&M
expenses, debt payments, and reserve provisions before dividend
distributions. Furthermore, shareholder distributions must pass a
covenants test ensuring no default, a minimum 1.15x historical
DSCR, fully funded collateral accounts, and at least one scheduled
principal payment.
The Issuer has the right to issue Additional Notes provided that
the Issuer maintains a minimum DSCR of 1.30x and receives rating
confirmation by at least one agencies, while also in compliance
with other provisions of the indenture. However, since the issuance
was structured to achieve a 1.30x coverage, further issuance is not
currently anticipated.
ESG CONSIDERATIONS
Yinson Bergenia Production B.V.'s assigned credit impact score of
CIS-3 takes into consideration environmental and social risks in
line with the wider Oil & Gas - Midstream Energy sector, as
reflected by the assigned Issuer profile scores of E-4 and S-3,
respectively. The E-4 score indicates that the Issuer is at risk of
potential water pollution due to oil spills, which could lead to
fines (the charter agreement establishes a liability cap of $5
million per event of leakage) and extraordinary maintenance,
thereby affecting production uptime. However, the risk is mitigated
by the proven technology in use, the Sponsor's track record, and
the strict regulatory framework in place. Moody's note that FPSO
Maria Quitéria is equipped of a combined cycle gas turbine, which
helps reduce greenhouse gas emissions by an average of up to 25%,
compared with FPSOs that does not use this technology, according to
Yinson Production and Rystad. The S-3 suggests work accidents and
regulatory pressures could disrupt operations and increase labor
costs due to safety investments and labor shortages. Petrobras and
the National Petroleum Agency have set safety protocols, with
Yinson Production facilitating personnel training. Changes in
consumer preferences driven by social policies are not expected to
significantly impact the Issuer during the transaction's tenor. The
project company's governance characteristics are consistent with
publicly rated peers, and its full collateral package customary for
project finance transactions translates into neutral-to-low
exposure to financial strategy and risk management; management
credibility and track record, and board structure, as depicted in
its G-2 score.
RATING OUTLOOK
The stable outlook further incorporates Moody's views that the
project's financial profile will remain strong over the next 12-18
months, with a legal Debt Service Coverage Ratio (DSCR) around
1.3x. The stable outlook is also in line with the stable outlook on
Petrobras' rating.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
The rating could be upgraded if Petrobras' rating is upgraded. An
upgrade would also require the Issuer to demonstrate stable
operating performance in line or above Moody's base case scenario.
Conversely, the rating could be downgraded if uptime performance
deteriorates or operating costs increase substantially, such that
DSCRs approach 1.15x. A rating downgrade would also be triggered
upon a similar action on the ratings of Petrobras or a multi-notch
downgrade of the Government of Brazil.
ISSUER PROFILE
The Issuer – Yinson Bergenia Production B.V. – is a special
purpose vehicle (SPV) which owns the FPSO Maria Quitéria vessel
which is currently in operations since October 2024 and is located
in the Jubarte field, Campos Basin in Brazil (Ba1 stable). Yinson
Production is the second largest independent owner and operator of
FPSOs worldwide based on contracted revenue with a strong operating
track-record on its fleet of FPSOs.
The Issuer, together with the operating and maintenance company
Yinson Bergenia Serviços De Operação Ltda (the Operator) has
entered into a Charter Agreement (the FPSO Agreement) with
Petrobras. The agreement has a tenor of 22.5 years from October
2024 to be extended for periods of interruptions.
During the operational, or regime phase, the Issuer will receive a
fixed Daily Charter Fee and the Operator will receive a Daily
Service Fee, which are subject to inflation and bonus/malus
adjustments. The Issuer is responsible for the refurbishment and
conversion of the FPSO and the leasing of the FPSO to Petrobras.
The Operator is responsible for the operation and maintenance of
the FPSO.
The principal methodology used in this rating was Generic Project
Finance published in October 2024.
===========
P O L A N D
===========
MBANK SA: Fitch Assigns 'BB+' Rating on EUR400MM Sub. Tier 2 Notes
------------------------------------------------------------------
Fitch Ratings has assigned mBank S.A.'s (BBB/Stable/bbb) upcoming
EUR400 million subordinated Tier 2 issue (ISIN: XS3090129332) a
final long-term rating of 'BB+'.
Key Rating Drivers
The subordinated notes are rated two notches below mBank's
Viability Rating of 'bbb', in accordance with Fitch's Bank Rating
Criteria. The notes are notched down twice for loss severity as
Fitch expects poor recovery prospects in the event of failure.
Fitch did not apply additional notching for non-performance risk,
as the notes do not have any going-concern loss absorption, such as
coupon omission or deferral features.
The subordinated notes mature in 2035, with a call right in 2030,
carry a fixed interest of 4.7784% a year until 25 September 2030
and constitute direct, unsecured, unconditional and subordinated
obligations of mBank. The notes are intended to qualify as Tier 2
regulatory capital.
The bank closed the book-building process and plans to finalise the
issuance of EUR400 million debt on 25 June 2025.
For more information about mBank's other ratings see "Fitch
Upgrades mBank S.A. to 'BBB'; Outlook Stable" published on 22 April
2025.
Rating Sensitivities
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
The notes' rating would be downgraded if mBank's VR was downgraded.
The notes' rating is also sensitive to a change in notching should
Fitch change its assessment of loss severity or relative
non-performance risk for these instruments.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
The notes' rating would be upgraded if mBank's VR was upgraded.
Date of Relevant Committee
June 12, 2025
ESG Considerations
mBank has an ESG Relevance Score of '4' for Management Strategy due
to a high government intervention risk in the Polish banking
sector, which affects mBank's operating environment, its business
profile and ability to define and execute its strategy. This has as
a 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
----------- ------ -----
mBank S.A.
Subordinated LT BB+ New Rating BB+(EXP)
=========
S P A I N
=========
AEDAS HOMES: Fitch Puts 'BB' LongTerm IDR on Watch Negative
-----------------------------------------------------------
Fitch Ratings has placed AEDAS Homes S.A.'s Long-Term Issuer
Default Rating (IDR) of 'BB-' and its senior secured rating of
'BB', which has a Recovery Rating of 'RR3', on Rating Watch
Negative (RWN) following the announced takeover offer from Neinor
Homes, S.A. The RWNs also apply to the senior secured rating of
AEDAS Homes OpCo SLU's secured notes, which are guaranteed by
AEDAS.
Fitch expects to equalise AEDAS's ratings with those of Neinor
Homes on completion of the transaction, reflecting anticipated
integration and alignment of credit profiles. The RWNs will be
resolved following the closing of the deal and its review of the
combined entity's financial profile. The proposed transaction is
subject to regulatory and shareholder approvals and expected to
close in 4Q25.
Key Rating Drivers
Takeover Offer on AEDAS: Neinor Homes has announced a voluntary
takeover offer to acquire 100% of AEDAS Homes for EUR1,070 million
(equity value). Castlelake, which owns 79% of AEDAS Homes, has
entered into a firm, irrevocable agreement to tender its entire
stake to Neinor Homes. Fitch will resolve the RWN on completion of
the acquisition and once it has assessed the future rating profile
of AEDAS, which may be aligned with that of Neinor Homes following
the change of control.
Purchase Price Fully Funded: The offer is backed by about EUR1.25
billion in committed capital, some of which is injected into a
newly established special purpose vehicle fully owned by Neinor
Homes. The capital structure comprises about EUR500 million in
equity, funded by Neinor Homes through a combination of cash
(EUR275 million) and a capital increase (EUR225 million) fully
subscribed by Neinor Homes's largest shareholders.
Including Apollo-Funded Acquisition Debt: Under a BidCo entity set
up to own AEDAS, up to EUR750 million will be raised through the
issue of freely transferable notes. The four-year, amortising notes
will be initially subscribed by funds managed, advised or
controlled by Apollo. The proceeds of the debt will finance the
acquisition and partially repay AEDAS's debt, including its EUR255
million unsecured bond. Fitch includes the notes held by Apollo as
debt for the consolidated group profile, since Neinor Homes is
likely to support its equity investment.
Presence of Minority Shareholder: Minority shareholders at AEDAS
can disrupt BidCo's receipt of 100% dividends to service the Apollo
notes, i.e. the portion not captured by intercompany loans.
Bonds' Change of Control Clause: In the event of a change of
control, under relevant documentation, AEDAS is required to offer
to repurchase the EUR255 million 4% bond due August 2026 at 101% of
principal plus accrued and unpaid interest. This obligation is
triggered on a qualifying change of control, providing noteholders
with the option to have their notes repurchased at the specified
premium.
Group Leverage to Increase: Fitch expects the acquisition of AEDAS
to temporarily increase the leverage of the resulting combined
group. The consolidated debt capital structure will include the new
EUR750 million acquisition debt, Neinor Homes's EUR325 million
senior secured notes maturing in 2030, and developer loans. Fitch
anticipates net debt/EBITDA for the combined group to be around 4x
for 2025-2026, piercing Fitch's negative rating sensitivity.
However, EBITDA net interest cover should remain comfortably above
3x.
Largest Spanish Homebuilder: The transaction involves the
acquisition of a substantial landbank of 15,500 units or 20,249
units including co-investments and managed projects. The resultant
group will have access to the largest landbank in Spain, accounting
for about 43,200 units. Pro-forma for this transaction, the
combined group is expected to generate revenue close to EUR2
billion and EBITDA of above EUR250 million.
Peer Analysis
AEDAS's average selling price (ASP) of its build-to-sell (BTS)
units is higher than that of domestic peers Via Celere Desarrollos
Inmobiliarios, S.A.U. (BB-/Stable; ASP: EUR312,000) and Neinor
Homes, S.A (B+/RWN; ASP: EUR332,000) and is expected to rise.
UK-based The Berkeley Group Holdings plc (BBB-/Stable), like
Spanish homebuilders, primarily offers city apartments, with a
higher ASP of GBP644,000 due to its focus on London-centric
developments. In contrast, Miller Homes Group (Finco) PLC
(B+/Stable) and Maison Bidco Limited (trading as Keepmoat;
BB-/Stable), also based in the UK, focus on affordable,
single-family homes outside London.
Spanish and UK homebuilders have similar funding profiles,
requiring upfront costs for land acquisition prior to marketing and
development. In Spain, landowners often offer deferred payment for
land acquisition, which reduces initial cash outflows. Conversely,
UK homebuilders can use option rights to mitigate upfront land
costs. Kaufman & Broad S.A. (BBB-/Stable) distinguishes itself in
France with a strong funding profile, benefiting from phased
customer payments and favourable land acquisition terms
Key Assumptions
Fitch's Key Assumptions for its Rating Case for Neinor Homes before
the Acquisition
- Around 2,000-2,200 BTS deliveries a year in 2024-2026 and gradual
exit from the build-to-rent market
- Joint venture fees for the provision of development services to
gradually increase to above EUR20 million a year in the next three
years
- Dividend distribution of EUR365 million in 2025, in line with
management's plan
- No M&A
Fitch's Key Assumptions for its Rating Case for AEDAS before the
Acquisition
AEDAS financial year (FY25) is to March 2025
- A moderate reduction of units delivered in FY26 to about 2,000,
yielding EUR1 billion revenue, from 3,071 in FY25, as no
build-to-rent schemes will be delivered
- Increasing ASP to above EUR400,000 per unit in FY26-FY27, in
accordance with the latest pre-sales and project mix
- Refinancing of the EUR255 million senior secured notes ahead of
their August 2026 maturity
- Dividend payments to track free cash flow (FCF) generation and be
consistent with net debt/EBITDA at or below 2x
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Consolidated net debt/EBITDA of the resulting group above 3.0x
- Negative FCF over a sustained period
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Unlikely given the RWN
Liquidity and Debt Structure
AEDAS had about EUR290 million of readily accessible cash at FYE25.
This excludes prepayments of EUR52.1 million allocated to
corresponding projects and EUR2.2 million pledged to secure other
obligations. The group also had EUR55 million in undrawn committed
credit lines that mature in February 2026. In April 2024, AEDAS
used part of its cash reserves to repurchase and cancel EUR70
million of its EUR325 million secured notes maturing in August
2026. Its FYE25 outstanding debt includes EUR223 million
development financing.
Issuer Profile
AEDAS is one of the largest homebuilders in Spain with a focus on
Madrid and the country's largest conurbations.
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
----------- ------ -------- -----
AEDAS Homes OpCo SLU
senior secured LT BB Rating Watch On RR3 BB
AEDAS Homes, S.A. LT IDR BB- Rating Watch On BB-
senior secured LT BB Rating Watch On RR3 BB
CIRSA ENTERPRISES: S&P Puts 'B+' ICR on Watch Pos. on Planned IPO
-----------------------------------------------------------------
S&P Global Ratings placed all its ratings on Spain-based Cirsa
Enterprises S.A.U. (Cirsa), including its 'B+' issuer credit
rating, on CreditWatch with positive implications. S&P will resolve
the CreditWatch placement if the announced IPO closes as expected
and Cirsa repays debt.
On June 18, 2025, Cirsa announced its intention to float and list
its shares on the Spanish Stock Exchange.
The IPO is expected to comprise a primary offering of EUR400
million newly issued shares by Cirsa and a secondary offering sale
of approximately EUR60 million conducted by its immediate parent,
LHMC Midco S.a.r.l. (a special purpose vehicle controlled by funds
managed by private equity group Blackstone Inc.).
S&P expects Cirsa will use part of the net proceeds of about EUR375
million from the IPO to pay down outstanding debt balances leading
to S&P Global Ratings-adjusted debt to EBITDA to reduce to slightly
below 4.0x in 2025 according to our estimates.
The positive CreditWatch placement follows Cirsa's announcement to
list on the Spanish Stock Exchange. At IPO, Cirsa plans to place a
primary offering of EUR400 million newly issued shares and a
secondary offering of EUR60 million shares from its private equity
sponsor Blackstone. This translates into expected net proceeds of
EUR375 million that the company will use to pay down debt and fund
its ongoing operations and growth strategy. S&P said, "We calculate
that pro forma the transaction Cirsa's S&P Global Ratings-adjusted
debt to EBITDA will reduce close to 3.8x by the end of fiscal 2025
(ending Dec. 31), below the 4.2x previously expected and
commensurate with a higher rating. Our adjusted debt calculation
does not net cash on balance sheet due to the financial sponsor
ownership and includes EUR600 million of payment-in-kind toggle
subordinates notes issued at 8.625% due 2030."
S&P said, "The announced IPO transaction and the stated net
leverage target in the range of 2.0x-2.5x supports our view of
deleveraging at Cirsa. We estimate Blackstone will retain about 80%
equity ownership in Cirsa and after the transaction we would expect
the group to implement a governance structure, including the board
composition, in line with Spanish listed companies, including the
presence of independent board members. Despite the significant
influence from the private equity sponsor, we think that the
transaction is likely to promote a less aggressive financial policy
from Cirsa going forward. The group's announced financial policy
confirms this, with a net leverage target of about 2.0x-2.5x and a
clear capital allocation policy centered on ongoing merger and
acquisition transactions primarily funded with internal free
operating cash flow (FOCF) generation and a minimum dividend
pay-out ratio of about 35%. We expect Blackstone to progressively
exit with subsequent public offerings in the medium term.
"Cirsa's first quarter results support our expectation of 7.4% top
line growth in 2025 and solid FOCF after leases at about EUR145
million. The company posted solid results for the first quarter of
fiscal 2025, with revenues up 11.5% compared to the same period
last year. This growth is mainly driven by Cirsa's expansion in its
online segment due to the integration of Apuesta Total (Peru) and
Casino Portugal (Portugal) as well as increasing contributions from
its existing online markets, which increased by 10% on a
like-for-like basis compared to the first quarter of 2024. In terms
of margins, the company reported a slight margin dilution of 0.6%
to 26.0% for the period compared with last year. This is because
the casino segment's company-reported EBITDA contracted by EUR1.8
million in the first quarter because of the macroeconomic pressures
in Mexico and Panama resulting from the U.S. administration's
policies toward those countries. However, this was partly mitigated
by the slot location optimization and machine portfolio renewal
strategy in the Slots Spain segment where company-reported margins
year over year for the period increased to 30.8% from 28.2% in the
first quarter of 2024. Therefore, we expect Cirsa will increase its
revenues to about EUR2750 million in 2025 from EUR2564 million in
2024, with S&P Global Ratings-adjusted EBITDA margins slightly
contracting to 26.5% from 26.9% the previous year and FOCF after
leases at EUR145 million.
"We will resolve the CreditWatch placement on Cirsa, raising the
ratings by one notch, if the announced IPO transaction closes as
expected and debt is repaid as per our current estimates."
NEINOR HOMES: Fitch Puts 'B+' LongTerm IDR on Watch Negative
------------------------------------------------------------
Fitch Ratings has placed Neinor Homes, S.A.'s Long-Term Issuer
Default Rating (IDR) of 'B+' and its senior secured rating of 'BB-'
which has a Recovery Rating of 'RR3' on Rating Watch Negative
(RWN), following its takeover offer to acquire 100% of AEDAS Homes
S.A (IDR: 'BB-'/RWN).
The RWNs reflect the anticipated increase in pro-forma leverage
following acquisition, which will primarily be funded with new
debt. Resolution of the RWNs will depend on the final transaction
structure and Neinor Homes' ability to deleverage in line with
Fitch's expectations. Fitch will also considers the enlarged
group's cash flows to service acquisition-related debt, fulfil
shareholder promises and normal operational requirements.
The RWNs may be affirmed or downgraded following transaction close.
The proposed deal is subject to regulatory and shareholder
approvals and expected to close in 4Q25.
Key Rating Drivers
Takeover Offer on AEDAS: Neinor Homes has announced a voluntary
takeover offer to acquire 100% of AEDAS for EUR1,070 million
(equity value). Castlelake, which owns 79% of AEDAS, has entered
into a firm, irrevocable agreement to tender its entire stake to
Neinor Homes. Fitch will assess the future consolidated financial
profile of the enlarged Neinor Homes group, after the completion of
the takeover.
Purchase Price Fully Funded: The transaction is backed by around
EUR1.25 billion in committed capital, some of which is injected
into a newly established special purpose vehicle fully owned by
Neinor Homes. The capital structure comprises about EUR500 million
in equity, funded by Neinor Homes through a combination of cash
(EUR275 million) and a capital increase (EUR225 million) fully
subscribed by the company's largest shareholders.
Including Apollo-Funded Acquisition Debt: A BidCo entity set up to
own AEDAS will raise up to EUR750 million through the issue of
freely transferable notes. The notes are amortising and mature in
four years and will be initially subscribed by funds managed,
advised or controlled by Apollo. The proceeds from the debt will be
used to finance the acquisition and to partially repay AEDAS's
debt, including its EUR255 million unsecured bond. The Apollo
noteholders have no recourse to Neinor Homes, but Fitch includes it
as debt for the consolidated group profile since Neinor Homes will
likely support its equity investment.
Presence of Minority Shareholder: The existence of minority
shareholder at AEDAS can disrupt the BidCo's receipt of 100%
dividends to service this debt, i.e. the portion not captured by
intercompany loans.
Bonds' Change of Control Clause: In the event of a change of
control, under relevant documentation, AEDAS is required to offer
to repurchase the EUR255 million 4% coupon bond due August 2026 at
101% of principal plus accrued and unpaid interest. This obligation
is triggered on a qualifying change of control, providing
noteholders with the option to have their notes repurchased at the
specified premium.
Group Leverage to Go Up: Fitch expects the acquisition of AEDAS to
temporary increase the leverage of the resulting combined group.
The consolidated debt capital structure will include the new EUR750
million acquisition debt, Neinor Homes' EUR325 million senior
secured notes maturing in 2030 and developer loans. Fitch
anticipated' net debt/EBITDA for the consolidated profile to be
about 4x for 2025 and 2026, piercing Fitch's negative rating
sensitivity. EBITDA net interest cover should remain comfortably
above 3x.
Largest Spanish Homebuilder: The transaction involves the
acquisition of a substantial landbank of 15,500 units or 20,249
units, including co-investments and managed projects. At
completion, the group will have access to the largest landbank in
Spain, accounting for around 43,200 units. Pro-forma for this
transaction, Fitch expects the combined group to generate revenue
close to EUR2 billion and EBITDA at above EUR250 million.
Peer Analysis
Neinor Homes targets the medium-to-high-end market for its modern
apartments, with an average selling price (ASP) of over EUR300,000
per unit. AEDAS's ASP of its build to sell (BTS) units is higher
than that of Neinor Homes and domestic peer Via Celere Desarrollos
Inmobiliarios, S.A.U. (BB-/Stable; ASP: EUR312,000) and is expected
to rise.
Like Spanish homebuilders, The Berkeley Group Holdings plc
(BBB-/Stable) primarily offers city apartments, with a higher ASP
of GBP644,000 due to its focus on London-centric developments. In
contrast, Miller Homes Group (Finco) PLC (B+/Stable) and Maison
Bidco Limited (trading as Keepmoat; BB-/Stable), UK-based peers,
focus on affordable, single-family homes outside London.
Spanish and UK homebuilders have similar funding profiles,
requiring upfront costs for land acquisition prior to marketing and
development. In Spain, landowners often offer deferred payment for
land acquisition, which reduces initial cash outflows. Conversely,
UK homebuilders can use option rights to mitigate upfront land
costs. Kaufman & Broad S.A. (BBB-/Stable) distinguishes itself in
France with a strong funding profile, benefiting from phased
customer payments and favourable land acquisition terms.
Key Assumptions
Fitch's Key Assumptions for its Rating Case for Neinor Homes before
Acquisition
- About 2,000-2,200 BTS deliveries a year in 2024-2026 and gradual
exit from the build-to-rent (BTR) market
- Joint venture fees for the provision of development services to
gradually increase to above EUR20 million a year in the next three
years
- Dividend distribution of EUR365 million in 2025, according to the
management's plan
- No M&A
Fitch's Key Assumptions Rating Case for AEDAS Homes before
Acquisition
AEDAS's financial year (FY25) is to March 2025
- A moderate reduction of units sold in FY26 to about 2,000 from
3,071 in FY25, as no BTR schemes will be delivered
- Increasing ASP to above EUR400,000 per unit in FY26-FY27, in
accordance with the latest pre-sales and project mix
- Refinancing of the outstanding EUR255 million of senior secured
notes ahead of their August 2026 maturity
- Dividend payments to track free cash flow (FCF) generation and be
consistent with net debt/EBITDA at or below 2x
Recovery Analysis
Fitch used a liquidation approach to derive the recovery prospects
for Neinor Homes' bondholders before its acquisition of AEDAS, as
for homebuilders in general. This is because potential buyers'
primary focus would be valuable assets such as land and
developments rather than keep the business as a going concern.
Fitch's bespoke recovery analysis assumed the following debt based
on management's financing plans, instead of the latest reported
debt:
- A fully drawn EUR40 million super-senior revolving credit
facility (RCF) as first-lien secured debt. Fitch assumed it to be
fully drawn under a recovery scenario.
- End-2024 secured debt of EUR185 million estimated by Neinor
Homes. These are typically secured against development and land
assets and rank above the EUR325 million senior secured bond.
- The EUR325 million senior secured notes are pledged to assets on
three main operating subsidiaries (Neinor Peninsula, S.L.U., Neinor
Sur, S.L.U and Neinor Norte, S.L.U., and intercompany receivables
owed to the issuer of guarantors). Some EUR175 million of the
proceeds will be used to repay an existing green loan with the
remainder for land or joint venture investments.
Neinor Homes' key assets are inventories of EUR1.1 billion at
end-June 2024, which include its sites and land, construction
work-in-progress and completed buildings with almost no deferred
land payment. Neinor Homes' development assets were valued by
Savills and CBRE and had a net realisation value of EUR1.3 billion
at end-June 2024.
Fitch used an 80% advance rate for Neinor Homes' accounts
receivable, which were minimal, and inventory that results in a
100% recovery rate for its secured debt. Fitch treated the EUR325
million senior secured bond as second-lien debt. Under Fitch's
"Recovery Ratings Criteria" with IDRs of 'B+', the Recovery Rating
is capped at 'RR3', allowing it a one-notch uplift above the IDR.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDA net leverage above 4x
- Restrictive cashflow circulation within the multi-layered group
- Negative FCF over a sustained period
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Unlikely due to the RWN
Liquidity and Debt Structure
Prior to the announced bid, Neinor Homes' liquidity at end-2024 was
ample. It comprised a EUR40 million super-senior RCF and about
EUR335 million of readily available cash, net of EUR33 million
restricted cash. It has no corporate debt maturing until 2030 when
the EUR325 million notes will be due. At end-2024, Neinor Homes had
EUR95 million of land and developer loans, typically drawn by the
group and its subsidiaries, to fund new projects and repaid on
completions and sale.
Issuer Profile
Neinor Homes is a Spanish-based homebuilder operating in the
country's largest communities.
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
----------- ------ -------- -----
Neinor Homes, S.A. LT IDR B+ Rating Watch On B+
senior secured LT BB- Rating Watch On RR3 BB-
SABADELL CONSUMER 1: Fitch Affirms 'BB+sf' Rating on Class D Notes
------------------------------------------------------------------
Fitch Ratings has upgraded Sabadell Consumer Finance Autos 1, FT's
class A notes, while affirming the rest.
Entity/Debt Rating Prior
----------- ------ -----
Sabadell Consumer
Finance Autos 1, FT
Class A ES0305723001 LT AA+sf Upgrade AAsf
Class B ES0305723019 LT Asf Affirmed Asf
Class C ES0305723027 LT BBB+sf Affirmed BBB+sf
Class D ES0305723035 LT BB+sf Affirmed BB+sf
Transaction Summary
Sabadell Consumer Finance Autos 1, FT is a static securitisation of
fully amortising auto loans originated in Spain by Sabadell
Consumer Finance, S.A.U. (SCF), a fully owned subsidiary of Banco
de Sabadell S.A. (BBB+/RWP/F2). The current portfolio balance was
about 48% of the initial portfolio balance at the latest reporting
date of May 2025.
KEY RATING DRIVERS
Asset Assumptions Recalibrated: The class A upgrade reflects the
updated asset assumptions driven by the portfolio's robust
performance to date, Fitch's projections and Spain's economic
outlook. The base case default rate has been revised to 3.25%, from
4%, the blended base case recovery rate to 50%, from 51.3%, and the
annualised prepayment rate increased to 9%, from 7%. The 'AAAsf'
default multiple has been recalibrated to 4.5x, from 4.75x, to
account for the improved stability of the performance data.
As of the latest reporting date (May 2025), gross cumulative
defaults were a low 1.1 % of the initial pool balance. Defaults are
defined as loans in arrears over 90 days.
Pro-rata Amortisation, Stable Credit Enhancement: Fitch considers
the rated notes as sufficiently protected by credit enhancement to
absorb the projected losses at their respective ratings. Fitch
expects credit enhancement ratios to remain broadly stable, due to
the pro-rata amortisation of the class A to E notes, which Fitch
expects to continue. A switch to sequential amortisation of the
notes is unlikely over the short-to-medium term, given its
expectations of portfolio performance relative to defined
triggers.
Counterparty Arrangements Cap Ratings: The maximum achievable
rating for the transaction is 'AA+sf', in line with Fitch's
Counterparty Criteria, as the minimum eligibility ratings defined
for the transaction account bank and the hedge provider of 'A-' or
'F1' are insufficient to support 'AAAsf' ratings.
Interest Rate Risk Mitigated: The deal benefits from an interest
rate swap agreement that adequately hedges the interest rate
mismatch arising from assets paying a fixed interest rate and the
class A to E notes paying a floating rate.
Payment Interruption Risk Immaterial: Payment interruption risk in
the event of a servicer disruption is assessed as immaterial up to
'AA+sf', in line with Fitch's Global Structured Finance Rating
Criteria, as interest deferability is permitted under transaction
documents for all rated notes and does not constitute an event of
default.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Long-term asset performance deterioration, such as increased
delinquencies or reduced portfolio yield, which could be driven by
changes in portfolio characteristics, macroeconomic conditions,
business practices or the legislative landscape.
- For the junior classes notes in particular, the combination of
back-loaded timing of defaults and a late activation of junior
interest deferrals would erode cash flow and could lead to a
downgrade.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Increasing credit enhancement ratios, as the transaction
deleverages to fully compensate for the credit losses and cash flow
stresses consistent with higher ratings, may lead to upgrades.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its 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, its
assessment of the information relied upon for its 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.
===========
S W E D E N
===========
QUIMPER AB: Fitch Alters Outlook on 'B+' LongTerm IDR to Negative
-----------------------------------------------------------------
Fitch Ratings has revised the Outlook on Quimper AB's (Ahlsell)
Long-Term Issuer Default Rating (IDR) to Negative from Stable and
affirmed the IDR at 'B+'. Concurrently, Fitch has downgraded
Ahlsell's senior secured debt rating to 'B+' from 'BB-', following
its proposed term loan B (TLB) add-on. The Recovery Rating has been
revised to 'RR4' from 'RR3'.
The Negative Outlook mainly reflects the increase in gross debt due
to the EUR498 million TLB add-on to fund an equity return. Fitch
forecasts EBITDA leverage will remain above the 5x negative rating
sensitivity by end-2026 while free cash flow (FCF) and EBITDA
coverage will also be weaker in 2025. Downside risk is exacerbated
by the uncertain outlook for construction markets. Any delays to
expected deleveraging would result in a downgrade. Fitch could
revise the Outlook to Stable, if Fitch sees a lower risk of key
ratios remaining weak for the rating.
Key Rating Drivers
Debt-funded Shareholder Return: Ahlsell's proposed TLB add-on will
lead to EBITDA leverage remaining above the 5x negative rating
sensitivity. Fitch expects it to gradually decline to about 5.2x at
end-2026 and below 5x at end-2027, from 5.3x at end-2024 (after an
earlier equity return). Deleveraging will be driven by expected
strong EBITDA growth in 2025-2028. Any delay to EBITDA improvement
or deleveraging trends would result in a downgrade.
The upcoming EUR498 million (about SEK5.5 billion) TLB add-on will
lead to about a 1x increase in EBITDA leverage in 2025 as well as
EBITDA coverage and FCF margin below rating sensitivities. The
proceeds of the add-on will be mainly used to partly finance a
SEK8.7 billion repayment of shareholder loans.
Strong EBITDA Growth: Fitch forecasts about 10% CAGR of nominal
Fitch-defined EBITDA for 2024-2027, based on strong revenue growth
and rising operating margins. Fitch expects the Fitch-defined
EBITDA margin to improve to about 10% in 2026-2028, from 9.5% in
2025 and 9.2% in 2024, on a gradual recovery in construction
markets. Fitch forecasts mid-to-high, single-digit annual revenue
rise in 2025-2027, driven by low-single digit organic growth and
revenue from bolt-on acquisitions.
The group recorded a resilient performance in 1Q25, despite muted
activity across most construction markets, especially newbuild
residential. Fitch expects the performance to continue to be
supported by sound market diversification and limited exposure to
new residential construction.
Solid Cash Flow Generation: Fitch expects low-to-mid single-digit
annual FCF margins in 2025-2028, despite high growth capex in 2025
and a high interest-rate burden. Ahlsell has a good record of
converting EBITDA into cash flow due to the asset-light nature of
the business and its focus on working-capital management. Its
continued delivery of strong cash flow has also allowed it to fund
acquisitions with internally generated excess cash.
Weak but Improving Interest Coverage: Fitch expects a temporary
decrease in EBITDA interest coverage to below 3x in 2025, due
mainly to temporary high additional net costs related to
interest-rate hedging. Fitch forecasts EBITDA interest coverage
will improve to above 3x in 2026-2028 due to a combination of
reduced net hedging costs and projected strong EBITDA growth.
Strong Business Profile: Ahlsell's business profile is solid,
supported by its position as the leading Nordic distributor of
installation products, tools and supplies to professional
customers, as well as its market-leading position in Sweden. Its
products, customers and suppliers are well-diversified, although
with significant geographic concentration in Sweden. Products are
available through branches, online and unmanned solution channels.
The company's efficient logistics system with short delivery lead
times in the Nordic region is a competitive advantage.
Market Diversification: The group is exposed to cyclical markets,
including construction, industrial and infrastructure companies.
This is mitigated by its limited exposure (about 10% of revenue) to
new residential construction; high exposure to the more resilient
renovation, industrial and infrastructure markets (about 75% of
revenue); increasing scale; and a broad product offering. Fitch
expects performance to be supported by resilient demand in Nordic
distribution, driven by larger infrastructure and water-and-sewage
projects in the medium to long term.
Strong M&A Bolt-on Activity: Fitch expects the group to spend about
SEK2.3 billion on bolt-on acquisitions in 2025 and SEK1.0 billion
annually in 2026-2028. Execution risk is mitigated by the group's
successful integration record and prudent policy to acquire
companies with a clear strategic fit. Nevertheless, the M&A
pipeline, deal considerations and post-merger integration remain
important rating drivers.
Peer Analysis
Ahlsell has a solid business profile, with market-leading positions
and strong products and customer diversification, but with
geographical concentration in Sweden. It compares well with
building materials distributor Winterfell Financing S.a.r.l. (Stark
Group; B-/Stable), which has a broader geographical reach in the
Nordics, Germany and the UK. Stark Group's broader geographic
footprint is offset by Ahlsell's stronger market diversification,
given its higher exposure to infrastructure and industry markets.
The company's financial profile is stronger than that of Stark
Group, based on lower expected leverage and stronger profitability
supported by higher EBITDA margins and FCF generation.
Key Assumptions
Revenue at SEK53.6 billion in 2025, with low-single digit organic
annual growth in 2026-2028
Net M&A at about SEK2.3 billion in 2025 and SEK1.0 billion annually
in 2026-2028
EBITDA margin of 9.5% in 2025, and about 10% in 2026-2028 on
growing revenue and M&A integration
Capex at 2.4% in 2025, mainly due to investments in warehouse
automation and increased capacity; decreasing to 0.7%-1.3% of
revenue annually in 2026-2028
Working-capital requirement at 0.4% of revenue in 2025; broadly
neutral requirement in 2026 due to improving inventory turnover and
0.4% of revenue annually in 2027-2028
Additional debt and shareholder distribution in 2025
Recovery Analysis
The recovery analysis assumes that Ahlsell would be reorganised as
a going-concern (GC) in bankruptcy rather than liquidated. Fitch
has assumed a 10% administrative claim.
Its GC EBITDA estimate of SEK3.0 billion reflects its view of a
sustainable, post-reorganisation EBITDA on which Fitch bases the
enterprise valuation. The GC EBITDA reflects intense market
competition and a failure to broadly pass on raw-material cost
inflation, together with an inability to extract acquisition
synergies.
Fitch applies a distressed EBITDA multiple of 5.5x to calculate a
post-reorganisation enterprise valuation. The multiple reflects
Ahlsell's strong brand value in the Nordics, coupled with its
leading market position and strong, stable margins. The multiple is
in line with that of Nordic building material distributor Stark
Group.
The debt structure after the add-on transaction will comprise a
senior secured TLB of about SEK29.8 billion (including upcoming
about SEK5.5 billion TLB add-on) and a senior secured RCF of about
SEK2.5 billion. These assumptions result in a recovery rate for the
senior secured TLB and RCF within the 'RR4' range, revised from the
previous 'RR3' range due to the increased amount of senior secured
debt.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDA gross leverage above 5.0x on a sustained basis, including
due to additional equity returns
- EBITDA interest coverage below 3.0x on a sustained basis
- FCF margins below 2% on a sustained basis, including due to
sizeable dilutive acquisitions
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- EBITDA gross leverage below 4.0x EBITDA on a sustained basis
- Maintaining FCF margins above 3% on a sustained basis
- EBITDA interest coverage above 4.0x on a sustained basis
- Increased geographical diversification outside of Sweden
Liquidity and Debt Structure
Ahlsell's liquidity at 31 March 2025 comprised about SEK5.0 billion
of readily available cash (excluding SEK0.3 billion of adjustment
by Fitch for intra-year working capital swings) and the group had
access to a fully undrawn committed RCF of about SEK2.5 billion
maturing in September 2029. Fitch expects positive FCF in
2025-2028. Fitch assumes that the upcoming TLB add-on, together
with part of excess cash, will be deployed on about SEK8.7 billion
shareholder remuneration in 2025, leading to temporarily lower
expected readily available cash of about SEK0.6 billion at
end-2025.
The company's debt of about SEK24.4 billion at end-March 2025 was
concentrated on its first-lien term loan with a maturity in 2030.
The upcoming EUR498 million TLB add-on will have the same maturity.
Refinancing risk is manageable due to the lack of large short-term
debt maturities and the group's record of stable performance.
Issuer Profile
Ahlsell is a leading Nordic distributor of installation products in
heating and plumbing, electrical and tools and supplies.
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
----------- ------ -------- -----
Quimper AB LT IDR B+ Affirmed B+
senior secured LT B+ Downgrade RR4 BB-
QUIMPER AB: Moody's Affirms B1 CFR Following New Term Loan Add-on
-----------------------------------------------------------------
Moody's Ratings has affirmed the B1 corporate family rating and the
B1-PD probability of default rating of Quimper AB (Ahlsell or the
company) following the proposed fungible senior secured term loan B
(TLB) add-on. Concurrently, Moody's have affirmed the B1 ratings of
the senior secured TLB due March 2030 and the senior secured
revolving credit facility (RCF) due September 2029. The outlook on
Ahlsell remains stable.
Proceeds from the proposed EUR498 million add-on, together with
cash on the balance sheet, will be used to repay up to SEK8.7
billion shareholder loans (treated as dividend distribution due to
the equity treatment of these loans). In addition, the proceeds
will support M&A activities, including the acquisition of Rexel
SA's Finnish operations, and cover associated fees and expenses.
The transaction is credit negative in the near term, positioning
Ahlsell weakly within its current rating, as it increases the
company's debt burden and disrupts its track record of positive
free cash flow for the second consecutive year due to dividend
distributions.
RATINGS RATIONALE
The affirmation of Ahlsell's ratings reflects Moody's expectations
that, despite an increase in leverage following the
transaction—evidenced by Moody's-adjusted debt/EBITDA increasing
to 5.6x pro forma for the acquired EBITDA from 4.7x on an actual
basis as of the last twelve months to March 2025—the company can
capitalize on its leading market position and proven track record
of successful expansion in the Nordic region to restore solid
credit metrics and generate positive free cash flow commensurate
with its current rating over the next 12-18 months.
Ahlsell has consistently demonstrated best-in class profitability
among European building materials distributors, benefitting from
its exposure to relatively resilient and well-diversified end
markets such as industrial, infrastructure, and renovation (which
together account for more than 80% of sales). This is evidenced by
Moody's-adjusted EBITDA margin of 11.3% in 2024 and LTM March 2025,
despite challenging market conditions and a cyclical downturn since
Q2 2023. The company's extensive distribution network ensures
proximity to a fragmented customer base and supports its high
market share in Sweden and Norway (approximately 24% and 10%,
respectively, in 2023). However, Ahlsell has a lower market share
in Denmark and Finland. Moody's are confident that the acquisition
of Rexel's Finnish platform, despite its initial earnings dilution
and inherent integration risks typical of external acquisitions,
will allow the company to consolidate and enhance its market share
in the attractive electrics segment in Finland. Moody's expects
Ahlsell will leverage its recent expansion experience in Denmark
and its existing presence in Finland to complement its
cross-selling offerings with electrical products and optimize its
footprint.
Recent Q1 2025 results already demonstrate positive organic growth
across all Nordic countries, supported by underlying growth drivers
such as investment needs in civil and network infrastructure,
renewable energy, and ageing housing stock. Coupled with recent
restructuring initiatives in Norway, projected to yield NOK100
million in cost savings, Moody's expects Ahlsell to reduce its
gross leverage to 5.0x by the end of 2026 and further to 4.5x by
2027. The ratings affirmation is also supported by Ahlsell's
consistent track record of solid interest coverage, with
expectations for the company to maintain a Moody's-adjusted
EBITA/interest coverage ratio above 2.5x over the next 12-18
months.
RATIONALE OF THE OUTLOOK
The stable outlook reflects Moody's expectations that Ahlsell will
maintain solid revenue and earnings and restore solid metrics to
Moody's-adjusted debt/EBITDA at 5.0x and Moody's-adjusted
EBITA/interest expense at 2.6x by the end of 2026. In addition, it
also reflects Moody's assumptions of good liquidity with positive
free cash flow generation from 2026.
There is very limited leeway if any to sustain elevated leverage
ratios at or above the current proforma levels, and very limited
scope for additional shareholder distributions before credit
metrics are restored to a level commensurate with the current
rating.
ESG CONSIDERATIONS
Governance was a key driver for this rating action, as the
transaction signals a shareholder-friendly financial policy.
However, Moody's expects that the company will revert to its
historically disciplined financial policy with limited shareholder
distributions.
LIQUIDITY
Ahlsell's liquidity profile remains good. Moody's expects the
company to generate up to SEK 2.6 billion cash flow from operations
in 2025 (Moody's estimate), which together with high cash balance
of SEK 5.8 billion as of December 31, 2024, is sufficient to cover
substantial capital expenditures for warehouse automation and
expansions in Sweden and Norway, as well as strategic external
growth initiatives in Finland and Sweden.
However, large dividend distributions, despite being primarily
funded by proceeds from the fungible TLB add-on, will result in a
negative free cash flow for the second consecutive year of up to
– SEK8.3 billion in 2025 (Moody's estimate), reducing cash
reserves to around SEK820 million. Despite this, Moody's expects
the company to resume its positive free cash flow generation with
up to SEK 2.3 billion and high cash balance of at least SEK2.4
billion in 2026.
Ahlsell faces no imminent debt maturities prior to March 2030, when
the TLB comes due. In addition, the company maintains its SEK2.5
billion RCF fully undrawn. This senior secured RCF is governed by a
springing financial covenant, assessed quarterly if net RCF
utilization exceeds 40% of total commitments, imposing a maximum
senior secured net leverage ratio of 9.0x. As of March 2025, the
senior secured net leverage ratio stands at 3.9x. Moody's expects
Ahlsell to maintain ample capacity under this covenant, should it
be tested.
STRUCTURAL CONSIDERATIONS
Ahlsell's capital structure will consist of a EUR2.6 billion senior
secured TLB (pro forma for the add-on) due in March 2030 and a
SEK2.5 billion senior secured RCF due in September 2029. The
instruments are rated B1 in line with the CFR. The company's PDR of
B1-PD also remains in line with its CFR, reflecting Moody's
standard assumption of 50% family recovery rate and the capital
structure being exclusively composed of senior secured bank credit
facilities only with springing financial covenants.
Both TLB and RCF are guaranteed by the group's operating
subsidiaries representing at least 80% of consolidated EBITDA, but
their security package is limited to share pledges, intragroup
receivables, and bank accounts. Hence, in Moody's loss given
default (LGD) waterfall, they rank pari passu with unsecured trade
payables, pension obligations and short-term lease liabilities at
the level of the operating entities.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Positive rating pressure could develop if:
-- EBIT margin remains in the high single digits in percentage
terms or above;
-- Debt/EBITDA declines below 4.0x on a sustained basis;
-- Liquidity remains good; and
-- The company demonstrates a conservative financial policy,
illustrated by no excessive profit distributions to shareholders or
larger debt-funded acquisitions
Conversely, negative rating pressure would arise if:
-- EBIT margin declines toward the mid-single-digit range in
percentage terms;
-- Ahlsell's operating performance weakens, such that its
Moody's-adjusted debt/EBITDA rises above 5.25x on a sustained
basis;
-- EBITA/interest declines sustainably towards 2.0x; and
-- Liquidity deteriorates, evidenced by persistent track record of
negative free cash flow generation
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Distribution
and Supply Chain Services published in December 2024.
The net effect of any adjustments applied to rating factor scores
or scorecard outputs under the primary methodology(ies), if any,
was not material to the ratings addressed in this announcement.
CORPORATE PROFILE
Headquartered in Stockholm, Sweden, Ahlsell is a pan-Nordic
distributor of installation products providing professional users
with a wide assortment of goods and services in the heating,
ventilation and air conditioning (HVAC); electrical; and tools and
supplies segments. In the last 12 months that ended March 2025,
Ahlsell generated around SEK51 billion revenues and SEK6 billion
company-reported EBITDA (post IFRS-16).
The company is owned by funds affiliated with the private equity
firm CVC Capital Partners plc since February 2012.
===========
T U R K E Y
===========
CUMHURIYETI ZIRAAT: Fitch Affirms 'B+/BB-' LongTerm IDRs
--------------------------------------------------------
Fitch Ratings has affirmed Turkiye Cumhuriyeti Ziraat Bankasi
Anonim Sirketi's (Ziraat) Long-Term Foreign-Currency (LTFC) Issuer
Default Rating (IDR) at 'B+' and its Long-Term Local-Currency
(LTLC) IDR at 'BB-'. The Outlook is Positive on the LTFC IDR, and
Stable on the LTLC IDR. Fitch affirmed the Viability Rating (VR) at
'b+'.
Key Rating Drivers
VR Drives LTFC IDR: Ziraat's LTFC IDR is driven by its VR and
underpinned by its Government Support Rating (GSR). The VR reflects
the bank's leading domestic franchise, concentration of its
operations in Turkiye and a financial profile commensurate with
domestic operating environment risks. The Positive Outlook on the
LT FC IDR reflects that on the operating environment.
Sovereign Support Drives LT LC IDR: Ziraat's LTLC IDR is driven by
government support and reflects Fitch's view of the sovereign's
stronger ability to provide support in LC. The Stable Outlook on
the latter reflects that on the sovereign. Ziraat's GSR underlines
the sovereign's still moderate, though improved, reserves position,
and the government's high propensity to provide support given the
bank's state ownership, systemic importance, policy role and record
of capital support.
Leading Domestic Franchise: Ziraat is a domestic systemically
important bank and the largest in Turkiye by assets with about 17%
of banking sector assets at end-1Q25 (bank-only data). It has a
large customer base and the highest deposit market share in Turkiye
at 19% at end-1Q25. The bank has a unique agricultural policy role
(end-1Q25: 71% share of banking sector agricultural loans),
providing subsidised loans and intermediating public funds.
Asset Quality Set to Weaken: Ziraat's Stage 3 non-performing loans
(NPL) ratio remained flat at 1.3% at end-1Q25 compared with
end-2024, reflecting fairly high loan growth of 11%
(sector-average: 10%) and still limited NPL inflows. Asset quality
risks remain due to its exposure to the challenging Turkish
operating environment amid slowing GDP growth and still high lira
interest rates, loan seasoning, high Stage 2 loans (8% of gross
loans and 22% reserves coverage) and high FC lending (38%). Fitch
expects asset quality to deteriorate moderately in 2025, as NPL
inflows rise across the board, but to remain manageable. Fitch
forecasts Ziraat's NPL ratio to increase to about 2.5% by 2026.
Margin Expansion: Ziraat's operating profit increased to 4.5% of
risk weighted assets (RWAs) in 1Q25 (2024: 3.9%), reflecting margin
expansion on slightly higher loan yields amid stable cost of
deposit funding, and lower swap costs. Fitch forecasts operating
profit to be about 4.9% of RWAs in 2025, on net interest margin
expansion as rates decline, largely offsetting rising loan
impairment charges, and to improve further to 5.2% in 2026 on
further rate cuts. Earnings remain sensitive to Turkiye's
regulatory environment, including loan growth caps and high reserve
requirements, and asset quality deterioration beyond Fitch's base
case.
Adequate Capitalisation: Ziraat's common equity Tier 1 (CET1) ratio
fell to 11.8% (9.4% net of forbearance) at end-1Q25 (end-2024:
13.6%), reflecting tightened forbearance on FC RWAs, credit growth
and an operational RWA adjustment. The capital adequacy ratio
(end-1Q25: 14.8%) is supported by USD500 million of Tier 2 debt.
Its assessment of capital also factors in ordinary support, given
the record of state support. Fitch expects Ziraat's CET1 ratio to
increase to around 13.7% by end-2025, including forbearance, on
stronger internal capital generation.
Capitalisation is supported by moderate pre-impairment operating
profit (end-1Q25: annualised 6% of average loans), full reserve
coverage of NPLs, and free provisions (equal to 0.2% of RWAs), but
remains sensitive to the macroeconomic outlook, lira depreciation
and asset-quality weakening beyond Fitch's base case.
Mainly Deposit-Funded; Adequate FC Liquidity: Ziraat is largely
deposit-funded (end-1Q25: 76% of non-equity funding). Deposit
dollarisation (40% of customer deposits) remains high, creating
risks to FC liquidity. Ziraat's fairly high FC wholesale funding
(end-1Q25: 18% of non-equity funding) is mitigated by good access
to international markets. Available FC liquid assets covered most
of Ziraat's maturing FC debt over the next 12 months at end-1Q25.
Rating Sensitivities
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A downgrade of the LTFC IDR would require a simultaneous downgrade
of the VR and GSR.
Ziraat's VR is primarily sensitive to a weakening in the operating
environment and, potentially, to a sovereign downgrade, and
government influence over the management of the bank's balance
sheet, particularly if this increases pressure on the bank's risk
profile. The VR could also be downgraded due to a material erosion
of the bank's FC liquidity or capital buffers, if not offset by
government support.
The GSR is sensitive to a sovereign downgrade and to a weakening in
the ability or propensity of the authorities to provide support.
The LTLC IDR is sensitive to a change in the ability or propensity
of the authorities to provide support in LC.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
A positive change in the sovereign's IDRs would likely lead to an
upgrade of the bank's GSR and similar actions on the bank's IDRs.
The GSR could also be upgraded if Fitch considers the government's
ability to support the bank in FC to have strengthened.
A strengthening in the bank's risk profile relative to operating
environment risks, particularly with respect to government
influence over strategy, alongside a sustainable increase in
capitalisation buffers, net of forbearance, and stable earnings
performance, could lead to an upgrade of the VR.
OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS
Ziraat's senior debt ratings are in line with the bank's IDRs. The
'RR4' Recovery Rating reflects average recovery prospects in a
default.
Ziraat's subordinated notes' rating is notched down twice for loss
severity from its 'b+' VR anchor rating, in line with Fitch
criteria's baseline approach. The notes' 'RR6' Recovery Rating
reflects poor recovery prospects in a default.
The Short-Term IDRs of 'B' are the only possible option mapping to
Long-Term IDRs in the 'B' and 'BB' categories.
The National LT Rating of 'AA(tur)' reflects its view of Ziraat's
creditworthiness in LC relative to that of other Turkish issuers',
and is in line with that of other state-owned deposit-taking
banks'. The National Rating is driven by its view of government
support in LC.
OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES
Ziraat's senior unsecured debt ratings are sensitive to changes in
its IDRs.
Ziraat's subordinated debt rating is primarily sensitive to a
change in its VR anchor rating. It is also sensitive to a revision
in Fitch's assessment of loss severity or increased non-performance
risk.
A downgrade of the Short-Term IDRs would require a multi-notch
downgrade of the Long-Term IDRs. An upgrade of the Short-Term IDRs
would also require a multi-notch Long-Term IDR upgrade.
The National Rating is sensitive to a change in the bank's
creditworthiness in LC relative to that of other Turkish issuers.
VR ADJUSTMENTS
The operating environment score of 'b+' for Turkish banks is below
the 'bbb' category implied score due to the following adjustment
reason: macroeconomic volatility (negative), which reflects high
inflation, high dollarisation and high risk of FX movements in
Turkiye.
The funding and liquidity score of 'bb-' is above the 'b and below'
category implied score due to the following adjustment reason:
deposit structure (positive).
Public Ratings with Credit Linkage to other ratings
Ziraat's LT LC IDR is driven by support from the Turkish
authorities.
ESG Considerations
The ESG Relevance Score for Management Strategy of '4' reflects an
increased regulatory burden on all Turkish banks. Management
ability across the sector to determine their own strategy and price
risk is constrained by the regulatory burden and also by the
operational challenges of implementing regulations at the bank
level. This has a moderately negative impact on the banks' credit
profiles and is relevant to the banks' ratings in combination with
other factors.
In addition, Ziraat has an ESG Relevance Scores of '4' for
Governance Structure due to potential government influence on board
effectiveness and management strategy in the challenging operating
environment in Turkiye, which has a negative impact on the bank's
credit profile and is relevant to the ratings.
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
----------- ------ -------- -----
Turkiye
Cumhuriyeti
Ziraat Bankasi
Anonim Sirketi LT IDR B+ Affirmed B+
ST IDR B Affirmed B
LC LT IDR BB- Affirmed BB-
LC ST IDR B Affirmed B
Natl LT AA(tur) Affirmed AA(tur)
Viability b+ Affirmed b+
Government Support b+ Affirmed b+
senior
unsecured LT B+ Affirmed RR4 B+
subordinated LT B- Affirmed RR6 B-
senior
unsecured ST B Affirmed B
HALK BAKANSI: Fitch Affirms 'B+' LongTerm IDRs, Outlook Stable
--------------------------------------------------------------
Fitch Ratings has affirmed Turkiye Halk Bankasi A.S.'s 'B+'
Long-Term Foreign-Currency (LTFC) and 'BB-' Local-Currency (LTLC)
Issuer Default Ratings (IDR) and removed them from Rating Watch
Negative (RWN). The Outlooks are Stable. The bank's Viability
Rating (VR) has been affirmed at 'b-' and Government Support Rating
(GSR) at 'b+' and have been removed from RWN.
The removal of Halk's ratings from RWN - which had indicated a
heightened probability of a downgrade and the likely direction of
such a change - is no longer appropriate. This is due to
uncertainty over the timing and potential outcome of protracted US
legal proceedings into a possible breach of sanctions against Iran,
which hinder its assessment of the likely impact on Halk's ratings.
The Stable Outlooks reflect those on the sovereign.
Key Rating Drivers
Government Support Drives IDRs: Halk's LT IDRs are driven by
potential support from Turkish authorities, as reflected in its
'b+' GSR. Halk's LTLC IDR remains one notch above its LTFC IDR,
reflecting the sovereign's stronger ability to provide support in
LC. The Stable Outlooks reflect that on the sovereign IDRs. The
bank's 'b-' VR reflects its solid franchise and its weak
profitability and capital buffers.
Government Support: Halk's GSR reflects the sovereign's improved
external finances and financial flexibility to provide support in
foreign currencies. Nevertheless, the GSR remains one notch below
the sovereign LTFC IDR, despite a high propensity to provide
support - given the bank's policy role, systemic importance,
state-related funding and record of capital support - and reflects
the sovereign's moderate FX reserve position.
Improving but Challenging Operating Environment: The normalisation
of monetary policy in Turkiye has reduced macro and financial
stability risks and external financing pressures. However,
political developments have led to increased financial market
volatility, which, if sustained, could disrupt disinflation and
economic rebalancing. Banks remain exposed to high inflation,
potential further Turkish lira depreciation, slowing economic
expansion and multiple macroprudential regulations, despite
simplification efforts.
State-Owned Bank with Policy Role: At end-1Q25, Halk was the
fourth-largest bank in Turkiye by assets, with an 8% market share.
The bank has a policy role as the provider of state-subsidised
co-operative loans to SMEs. The concentration of its operations in
the volatile operating environment in Turkiye and role in
supporting government policy create risks to its business profile.
Slower Growth: Halk's loan growth was subdued in 1Q25 (1.5%
FX-adjusted; sector: 6.5%) and 2024 (13% FX-adjusted; sector: 30%)
after strong expansion over the past two years and a shift in macro
policy to support the government's economic agenda. Fitch expects
the bank's expansion to remain below the sector average, given
limitations posed by the bank's capitalisation and internal capital
generation.
Asset-Quality Risks: The bank's impaired loans ratio worsened to
2.4% at end-1Q25 (end-2024: 2.1%), due to the worsening credit
quality of the unsecured retail lending and SME portfolios,
similarly to the sector. Asset quality risks remain given its
exposure to Turkish operating environment, seasoning risks and
moderate stage 2 loans (8.5%). Fitch forecasts the NPL ratio will
increase to 2.8% in 2025, driven by unsecured retail lending amid
higher interest rates and weaker GDP growth, and to 3.2% at
end-2026, as a result of the effect of continuing high interest
rates.
Weak Profitability: Halk had a weak operating profit of 1.4% of its
risk weighted assets (RWAs) in 1Q25 (2024: 1.2%), while return on
average equity improved to 17% (2024: 15%). This is driven by tight
margins (net interest margin: 2.9%), high swap costs and impairment
charges. Fitch expects the bank's operating profit/RWAs ratio to
remain below sector average due to tighter margins and lower
CPI-linked yields, but to improve to 1.7% and 3% at end-2025 and
end-2026, respectively, on the back of decreasing interest rates.
Thin Capital Buffers: Halk has thin capital buffers, with a common
equity Tier 1 (CET1) ratio of 9.8% at end-1Q25, (8.6% net of
forbearance), which is sensitive to macroeconomic risks, and weak
profitability. Leverage is also high (tangible equity/tangible
assets: 4.5%). Fitch factors ordinary support into its assessment
of capitalisation due to the record of state support. Fitch expects
the CET1 ratio to worsen to 9.6% in 2025, due to loan growth and
limited internal capital generation, before recovering to its
current level at end-2026 with improved profitability.
Mainly Deposit-Funded: The bank relies on short-term (ST), but
stable, deposits (end-1Q25: 79% of funding). Deposit dollarisation
is lower than the sector (28%), and FX-protected deposits (4%)
decreased sharply in 1Q25. The bank has limited FC wholesale
funding (10%, concentrated in FC bank deposits), and access to
external funding is limited by the legal case in the US. Fitch
expects the gross loans/customer deposit ratio to increase, to
about 71% end-2025 and end-2026 (end-1Q25: 68%).
Rating Sensitivities
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Halk's LT IDRs would be downgraded if its GSR was downgraded. This
would result either from a weaker ability of the government to
provide support, reflected in a sovereign downgrade, or a lower
propensity to support.
The VR could be downgraded on further weakening in capitalisation,
for example, if the CET1 ratio falls below 9% (including
forbearance) over a sustained period or if leverage increases
further and timely capital support is not received. It could also
be downgraded if a marked deterioration in the operating
environment leads to a material erosion in the bank's FC liquidity
buffers.
The VR could be downgraded if, as a result of the US legal
proceedings into a possible breach of sanctions against Iran, Halk
becomes subject to a fine or other punitive measure that materially
weaken its solvency or negatively affects its standalone credit
profile. This may be manifested in a material weakening of
capitalisation or franchise damage and increased refinancing risks
stemming from reputational harm.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Halk's LT IDRs would be upgraded following an upgrade of its GSR,
which would likely come from a positive change in the sovereign's
LT IDRs. The bank's GSR and LTFC IDR could also be upgraded if
Fitch considers the government's ability to support the bank in FC
to have strengthened.
Halk's VR could be upgraded if the earnings performance and capital
buffers improve materially. The VR could also be upgraded if the
bank's business profile benefits from a resolution of the legal
case in the US, without greatly affecting the bank's credit profile
or its franchise.
OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS
The bank's ST IDRs are the only possible option mapping to LT IDRs
in the 'B' rating category.
The National LT Rating reflects its view of Halk's creditworthiness
in LC relative to other Turkish issuer's and is in line with other
state-owned deposit banks'. The National Rating is driven by
government support in LC.
The bank's LTFC and LTLC IDRs (xgs) are driven by and in line with
the bank's VR.
The STFC IDR (xgs) and STLC IDR (xgs) are mapped to the bank's LTFC
IDR (xgs) and LTLC IDR (xgs), respectively.
OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES
A downgrade of the ST IDRs would require a multi-notch downgrade of
the LT IDRs. An upgrade of the ST IDRs would also require a
multi-notch LT IDR upgrade.
The National Rating is sensitive to a change in the bank's
creditworthiness in LC relative to that of other Turkish issuers.
The bank's LT IDRs (xgs) are sensitive to changes in the bank's
VR.
The ST IDRs (xgs) are sensitive to changes in the bank's LT IDRs
(xgs).
VR ADJUSTMENTS
The operating environment score of 'b+' for Turkish banks is lower
than the category implied score of 'bbb', due to the following
adjustment reason: macroeconomic stability (negative).
The business profile score of 'b-' for Halk is lower than the
category implied score of 'bb', due to the following negative
adjustment reason: management and governance (negative). The
management and governance adjustment reflects the high legal risk
of a large fine and potential government influence over the bank's
strategy and effectiveness in the challenging operating
environment.
Public Ratings with Credit Linkage to other ratings
Halk's IDRs are driven by support from the Turkish authorities.
ESG Considerations
Halk has an ESG Relevance Score of '5' for Governance structure,
reflecting the risk of a large fine. It also considers potential
government influence over the board's effectiveness in the
challenging Turkish operating environment. This has a significant
negative impact on the credit profile and is highly relevant to the
ratings on an individual basis.
The bank has an ESG Relevance Score of '4' for Management strategy
due to potential government influence over its management strategy
in the challenging operating environment in Turkiye, which has a
negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.
The ESG Relevance Score for Management strategy of '4' also
reflects an increased regulatory burden on Halk. Management ability
to determine its own strategy and price risk is constrained by
regulatory burden and also by the operational challenges of
implementing regulations at the bank level. This has a moderately
negative impact on the bank's credit profiles and is relevant to
the bank's ratings in combination 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
----------- ------ -----
Turkiye Halk
Bankasi A.S. LT IDR B+ Affirmed B+
ST IDR B Affirmed B
LC LT IDR BB- Affirmed BB-
LC ST IDR B Affirmed B
Natl LT AA(tur) Affirmed AA(tur)
Viability b- Affirmed b-
Government Support b+ Affirmed b+
LT IDR (xgs) B-(xgs) Affirmed B-(xgs)
ST IDR (xgs) B(xgs) Affirmed B(xgs)
LC LT IDR (xgs) B-(xgs)Affirmed B-(xgs)
LC ST IDR (xgs) B(xgs) Affirmed B(xgs)
VAKIFLAR BAKANSI: Fitch Affirms 'B+' LongTerm Foreign Currency IDR
------------------------------------------------------------------
Fitch Ratings has affirmed Turkiye Vakiflar Bankasi T.A.O.'s
(Vakifbank) Long-Term Foreign-Currency (LTFC) Issuer Default Rating
(IDR) at 'B+' with a Positive Outlook and its Long-Term
Local-Currency (LTLC) IDR at 'BB-' with a Stable Outlook. Fitch has
also affirmed the bank's Viability Rating (VR) at 'b+'.
Key Rating Drivers
VR Drives LTFC IDR: Vakifbank's LTFC IDR is driven by its VR and
underpinned by its Government Support Rating (GSR). The VR
considers the bank's strong domestic franchise, concentration of
its operations in Turkiye, reasonable asset quality and
profitability, and adequate capitalisation and FC liquidity. The
Positive Outlook on the LTFC IDR reflects that on the operating
environment.
Government Support Drives LTLC IDR: Vakifbank's GSR reflects the
sovereign's still moderate, though improved, reserves position, and
the government's high propensity to provide support, given
Vakifbank's state ownership, systemic importance and record of
capital support. Vakifbank's LTLC IDR is driven by government
support and remains one notch above its LTFC IDR, reflecting the
sovereign's stronger ability to provide support in LC. The Stable
Outlook reflects that on the sovereign LTLC IDR.
Improving but Challenging Operating Environment: The normalisation
of monetary policy in Turkiye has reduced near-term macro and
financial stability risks and external financing pressures.
However, political developments have led to increased financial
market volatility, which, if sustained, could disrupt disinflation
and economic rebalancing. Banks remain exposed to high inflation,
potential further Turkish lira depreciation, slowing economic
growth and multiple macroprudential regulations, despite
simplification efforts.
Strong Domestic Franchise: Vakifbank is the second-largest bank in
Turkiye, accounting for 12% sector assets on an unconsolidated
basis at end-1Q25 and is a domestic systemically important bank.
The bank's solid domestic franchise is underpinned by its wide
geographical footprint and longstanding state affiliation.
Asset Quality Risks: Vakifbank's impaired loans (Stage 3) ratio
rose to 2.1% at end-1Q25 (end-2024: 1.8%; sector: 2%), primarily
reflecting non-performing loans from unsecured lending to
individuals and SMEs. Reserves covered 154% of impaired loans at
end-1Q25. Fitch expects the impaired loans ratio to rise to about
3.5% by end-2025, on slower GDP growth and continuing high lira
interest rates. Asset quality risks also stem from FC lending
(end-1Q25: 38% of gross loans), given lira weakness, Stage 2 loans
(9.8%; average reserves coverage: 14%), alongside loan
concentration and seasoning.
Provision Reversals Support Profitability: Vakifbank's operating
profit improved to 4% of risk weighted assets (RWAs) in 1Q25 (2024:
3.5%; sector: 4.7%), as the reversal of free provisions (amounting
to 50% of pre-impairment operating profit) offset tight net
interest margins and high operating costs. Fitch forecasts
operating profit at about 4% of RWAs in 2025 (excluding possible
free provision reversals) on net interest margin expansion, as lira
interest rates fall and a rise in loan impairment charges due to
increasing non-performing loans. Profitability remains sensitive to
the regulatory environment.
Below Peers' Core Capitalisation: Vakifbank's common equity Tier 1
(CET1) ratio decreased to 9.9% at end-1Q25 (9.4% net of
forbearance), from 11.4% at end-2024 (9.98% net of forbearance),
largely reflecting credit growth, a higher operational risk charge
and tightened forbearance on FC RWAs.
Leverage remains high, with the equity/assets ratio at 5.9%
end-1Q25, versus the sector's 8.5%. Fitch expects the CET1 ratio to
be about 12% (including forbearance) by end-2025, supported by
internal capital generation. Capitalisation is underpinned by
moderate pre-impairment operating profitability (1Q25: annualised
4% of average gross loans), full reserves coverage of impaired
loans and limited free provisions (end-1Q25: TRY4 billion or 0.2%
of RWAs) but is sensitive to lira depreciation, asset-quality risks
and growth.
High Wholesale Funding: Vakifbank is largely deposit-funded
(end-1Q25: 68% of non-equity funding). FC deposits - at 27% of
customer deposits - create risks to FC liquidity but remain below
the sector average of 38%. FC wholesale funding accounted for a
quarter of non-equity funding at end-1Q25, which exposes the bank
to refinancing risk, although funding is reasonably diversified
across sources and the bank has good access to funding markets. At
end-1Q25, available FC liquidity assets fully covered maturing FC
debt due within 12 months.
Rating Sensitivities
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A downgrade of the LTFC IDR would require a simultaneous downgrade
of the VR and GSR.
The LTLC IDR is primarily sensitive to a downgrade of the
sovereign's LTLC IDR, and also a change in the ability or
propensity of the authorities to provide support in LC.
The VR is primarily sensitive to a weakening of the operating
environment and, potentially, to a sovereign downgrade, and
government influence over the management of the bank's balance
sheet, particularly if this increases pressure on the bank's risk
profile. The VR could be downgraded due to a material erosion of
the bank's capital or FC liquidity buffers, if not offset by
government support.
The GSR is sensitive to a sovereign downgrade and to a weakening in
the ability and propensity of the authorities to provide support.
The Short-Term (ST) IDRs are sensitive to multi-notch downgrades of
their respective LT IDRs.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
A positive change in the sovereign's IDRs would likely lead to an
upgrade of the bank's GSR and similar actions on the bank's IDRs.
The GSR could also be upgraded if Fitch considers the government's
ability to support the bank in FC to have strengthened.
A strengthening in the bank's risk profile relative to operating
environment risks, particularly with respect to government
influence over strategy, alongside a sustainable increase in
capitalisation buffers net of forbearance and improved earnings
performance, could lead to an upgrade of the VR.
An upgrade of the ST IDRs would require a multi-notch upgrade of
their respective LT IDRs.
OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS
Vakifbank's senior debt ratings are aligned with its IDR. The 'RR4'
Recovery Rating reflects average recovery prospects in a default.
Vakifbank's subordinated Tier 2 notes are rated two notches below
the bank's VR anchor rating for loss severity, in line with Fitch's
baseline approach, to reflect their subordinated status and its
expectation of a high likelihood of poor recoveries in a default.
Fitch has applied zero notches for incremental non-performance
risk, as writedowns of the notes will only occur once the point of
non-viability is reached, and there is no coupon flexibility prior
to non-viability. The notes' 'RR6' Recovery Rating reflects poor
recovery prospects in a default.
The bank's Additional Tier 1 (AT1) notes are rated three notches
below its VR, comprising two notches for loss severity due to the
notes' deep subordination, and one notch for incremental
non-performance risk, given their full discretionary,
non-cumulative coupons. Fitch has used the bank's VR as the anchor
rating, it is the most appropriate measure of non-performance risk.
In accordance with the Bank Rating Criteria, Fitch has applied
three notches from the bank's VR, instead of the baseline four, due
to rating compression, as Vakifbank's VR is below the 'BB-'
threshold.
The National Rating of 'AA(tur)' reflects Vakifbank's
creditworthiness in LC relative to that of other Turkish issuers.
The National Rating is driven government support in LC and is in
line with other state-owned commercial banks'.
OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES
The senior debt ratings are primarily sensitive to changes in
Vakifbank's IDRs.
The ratings of the subordinated Tier 2 notes and AT1 notes are
primarily sensitive to a change in Vakifbank's VR from which they
are notched. The AT1 rating is also sensitive to a change in
Fitch's assessment of the notes' incremental non-performance
relative to the risk captured in the VR.
The National Rating is sensitive to changes in the LTLC IDR and its
creditworthiness relative to other Turkish issuers'.
VR ADJUSTMENTS
The 'b+' operating environment score for Turkish banks is lower
than the category implied score of 'bbb' due to the following
adjustment reason: macroeconomic stability (negative). The latter
adjustment reflects heightened market volatility, high
dollarisation and the high risk of FX movements in Turkiye.
The business profile score of 'b+' is below the implied 'bb'
category implied score, due to the following adjustment reason:
management, governance and strategy (negative). This reflects the
potential government influence over management and strategy.
Public Ratings with Credit Linkage to other ratings
Vakifbank's LTLC IDR is driven by support from the authorities in
Turkiye.
ESG Considerations
Vakifbank's ESG Relevance Score for Management Strategy of '4'
reflects an increased regulatory burden on all Turkish banks.
Management ability across the sector to determine their own
strategy and price risk is constrained by regulatory burden and
also by the operational challenges of implementing regulations at
the bank level. This has a moderately negative impact on
Vakifbank's credit profile and is relevant to the ratings in
combination with other factors.
Vakifbank has an ESG Relevance Scores of '4' for Governance
Structure due to potential government influence over its board's
effectiveness and management strategy in the challenging Turkish
operating environment, which has a negative impact on the bank's
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 Recovery Prior
----------- ------ -------- -----
Turkiye Vakiflar
Bankasi T.A.O. LT IDR B+ Affirmed B+
ST IDR B Affirmed B
LC LT IDR BB- Affirmed BB-
LC ST IDR B Affirmed B
Natl LT AA(tur) Affirmed AA(tur)
Viability b+ Affirmed b+
Government Support b+ Affirmed b+
senior
unsecured LT B+ Affirmed RR4 B+
subordinated LT B- Affirmed RR6 B-
subordinated LT CCC+ Affirmed CCC+
senior
unsecured ST B Affirmed B
===========================
U N I T E D K I N G D O M
===========================
ASTRA POWER: Marshall Peters Named as Administrators
----------------------------------------------------
Astra Power Generation Limited was placed into administration
proceedings in the Manchester County Court, Court Number:
CR-2025-000861, and Lee Morris and Josh Peacock of Marshall Peters
was appointed as administrators on June 16, 2025.
Astra Power Generation engaged in business support service
activities.
Its registered office and principal trading address is c/o Regener8
Power Limited The Surrey Technology Centre, The Surrey Research, 40
Occam Road, Guildford, GU2 7YG
The joint administrators can be reached at:
Lee Morris
Josh Peacock
Marshall Peters
Bartle House, Oxford Court
Manchester, M2 3WQ
Tel No: 0161 914 9255
For further details, contact:
Josh Peacock
Marshall Peters
Bartle House, Oxford Court
Manchester, M2 3WQ
Email: JoshPeacock@Marshallpeters.co.uk
Tel No: 01257 452021
BRANTS BRIDGE 2023-1: Fitch Affirms 'BB+sf' Rating on Class E Notes
-------------------------------------------------------------------
Fitch Ratings has upgraded Brants Bridge 2023-1 PLC's class B and C
notes and affirmed the rest. All ratings have been removed from
Under Criteria Observation following the update to Fitch's UK RMBS
Rating Criteria.
Entity/Debt Rating Prior
----------- ------ -----
Brants Bridge 2023-1 PLC
Class A XS2642404250 LT AAAsf Affirmed AAAsf
Class B XS2642404508 LT AAAsf Upgrade AA+sf
Class C XS2642404763 LT A+sf Upgrade Asf
Class D XS2642405497 LT BBBsf Affirmed BBBsf
Class E XS2642405737 LT BB+sf Affirmed BB+sf
Transaction Summary
Brants Bridge 2023-1 PLC is a securitisation of owner-occupied (OO)
residential mortgage loans originated by Foundation Home Loans
(FHL), the lending arm of Paratus AMC, and secured against
properties in England, Scotland and Wales.
KEY RATING DRIVERS
UK RMBS Rating Criteria Updated: The rating actions reflect Fitch's
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-confirming sector representative 'Bsf' WAFF has seen the
largest revision.
Newly introduced borrower-level recovery rate caps are applied to
under-performing seasoned collateral. Dynamic default distributions
and high prepayment rate assumptions are now applied rather than
the previous static assumptions.
Credit Enhancement Build-Up: Credit enhancement (CE) for the class
A and B notes was 29.8% and 19.9%, respectively, at end-March 2025,
compared with 14.4% and 9.62% at closing in July 2023. CE for the
class C, D and E notes increased to 12.8%, 6.1% and 3.1%, from
6.2%, 3% and 1.5%, respectively, over the same period. The
transaction has seen a high level of prepayments, which have led to
considerable paydown of the pool, contributing to the CE build-up.
The build-up in CE has supported today's rating actions.
Prepayments Exacerbate Arrears Performance: Arrears greater than
one month have increased to 6.3% in March 2025, from 1.76% a year
earlier. Three-months and more arrears have increased to 1.8% from
0.8% over the same period. The pool has had a high level of
prepayments, as loans exit the pool at the end of their fixed term
period. This is in line with the trend seen in the broader market.
The rise in the arrears' ratio can therefore be attributed to a
shrinking pool balance as the number of loans in arrears has
remained stable. Pool concentration can lead to volatile asset
performance that could negatively affect the junior note ratings.
Alternative Prepayment Rates: The transaction contains a high
portion of fixed-rate loans subject to early repayment charges. The
point at which these loans are scheduled to revert from a fixed
rate to the relevant follow-on rate will likely determine when
prepayments occur. Fitch has therefore applied an alternative high
prepayment stress that tracks the fixed-rate reversion profile of
the pool. The high prepayment rate applied is capped at a maximum
rate of 40% a year.
Payment Interruption Limits Upgrades: The lack of a dedicated
liquidity reserve fund exposes the class C, D and E notes to
payment interruption risk (PIR) when they become senior.
Non-payment of interest on the most senior notes outstanding would
result in an event of default. The notes may be exposed to a
payment interruption event, where the issuer temporarily has
insufficient funds to make interest payments, which could also
result in an event of default. Fitch considers PIR to be mitigated
up to 'A+sf' and caps the class C, D and E notes at 'A+sf'.
Self-employed FF Adjustment: The portfolio has a high concentration
of self-employed borrowers, at 55.6% by current balance. Prime
lenders assessing affordability typically require a minimum of two
years of income information and apply a two-year average, or if
income is declining, the lower figure. FHL's lending criteria allow
for only one year's income to be provided (subject to additional
checks), while the underwriting procedures allow underwriters'
discretion when assessing the sustainability of income; in line
with specialist lenders'.
Fitch has consequently applied an increase of 30% to its FF
assumption for self-employed borrowers with verified income instead
of the 20% increase typically applied under its UK RMBS Rating
Criteria for OO borrowers.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
The transaction's performance may be affected by changes in market
conditions and economic environment. Weakening economic 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 result in
lower net proceeds, which may make certain notes susceptible to
negative rating action, depending on the extent of the decline in
recoveries. Fitch found that an increase in the FF of 15% and a
decrease in the recovery rate (RR) of 15% would lead to downgrades
of one notch on the class D notes and up to more than two rating
categories on the class E notes.
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. Fitch found that a decrease in the FF of 15% and an
increase in the RR of 15% would lead to an upgrade of the class D
notes by no more than one notch.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
Prior to the transaction's closing, Fitch sought to receive a
third-party assessment conducted on the asset portfolio
information, but none was available for this transaction.
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.
COMPLETE COMMUNITY: Leonard Curtis Named as Administrators
----------------------------------------------------------
Complete Community Home Care Limited 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-NCL-000077, and Iain
Nairn and Sean Williams of Leonard Curtis were appointed as
administrators on June 16, 2025.
Complete Community engaged in disabled, social work activities
without accomodation for the elderly and disabled.
The Company's registered office and principal trading is at Unit
16, Kingsway House, Kingsway, Team Valley Trading Estate,
Gateshead, NE11 0HW.
The administrators can be reached at:
Iain Nairn
Sean Williams
Leonard Curtis
Unit 13, Kingsway House
Kingsway Team Valley Trading Estate
Gateshead, NE11 0HW
For further information, contact:
The Joint Administrators
Email: recovery@leonardcurtis.co.uk
Tel No: 0191 933 1560
Alternative contact:
Timothy Kendrick
ECOSERV FM: KRE Corporate Named as Administrators
-------------------------------------------------
Ecoserv FM Group Limited was placed into administration proceedings
in the Royal Court of Justice, Court Number: CR-2025-3899, and Rob
Keyes and David Taylor of KRE Corporate Recovery Limited were
appointed as administrators on June 13, 2025.
Ecoserv FM Group is into combined facilities support activities.
Its registered office and principal trading address is at Riding
Court House, Riding Court Road, Datchet, Slough SL3 9JT .
The administrators can be reached at:
Rob Keyes
David Taylor
KRE Corporate Recovery Limited
Unit 8, The Aquarium
1-7 King Street
Reading RG1 2AN
For further information, contact:
The Joint Administrators
Email: info@krecr.co.uk
Tel No: 01189 479090
Alternative contact:
Email: Vikki.claridge@krecr.co.uk
ORIFLAME INVESTMENT: Fitch Raises LongTerm IDR to 'CC'
------------------------------------------------------
Fitch Ratings has downgraded Oriflame Investment Holding Plc's
Long-Term Issuer Default Rating (IDR) to 'RD' (Restricted Default),
from 'C', following an uncured coupon payment default on its EUR250
million floating-rate notes and USD550 million fixed-rate notes due
on 15 May 2025, after the expiry of original cure period. Fitch
subsequently upgraded Oriflame's IDR to 'CC'.
The rating reflects Oriflame's ongoing debt restructuring
negotiations with creditors. Although Oriflame has obtained more
than 91% of existing bondholder consent to proceed with the debt
restructuring announced on March 18, 2025, negotiations on an
amendment and extension its revolving credit facility (RCF) are
continuing. Fitch expects this to result in a debt restructuring or
in further concessions that could represent a DDE.
Fitch will reassess the IDR, following reaching agreement with the
majority of lender of all the debt instruments, based on the new
capital structure, business prospects and liquidity.
Key Rating Drivers
Missed Uncured Coupon Payment: The downgrade to 'RD' reflects
Oriflame's failure to cure the missed coupon payment on senior
secured notes due on 15 May 2025, following the expiry of the
original 30-day cure period stipulated in the bond documentation in
April 2021. The company has secured bondholder consent to defer the
EUR17 million coupon payment, which will be treated as locked-up
debt in the restructuring. Fitch considers the lapse of an original
grace period without payment as an 'RD', and these coupon payments
are unlikely to be made until the restructuring is complete.
Ongoing Debt Restructuring: The subsequent IDR upgrade to 'CC'
reflects the restructuring. Oriflame secured consent from over 91%
of bondholders to proceed with the restructuring on 27 March,
thereby avoiding the need for a scheme of arrangement. The
recapitalisation remains contingent on support from RCF lenders;
however, negotiations with the RCF group have been slower than
anticipated, leading Oriflame to obtain multiple extensions to
finalise the lock-up agreement.
The plan, classified as a DDE under Fitch's criteria, includes a
reduction in bond value to EUR260 million, including lock-up
agreement fees, from the outstanding EUR779 million. Its existing
bond holders and shareholders will provide an additional EUR24.5
million and EUR25.5 million, respectively, in new money. If
restructuring discussions are completed as planned with agreed DDE
terms and set debt exchange date, Fitch will downgrade the IDR to
'C'. Fitch expects to downgrade the IDR to 'RD' on execution of the
DDE, before reassessing Oriflame's restructured profile and
assigning a rating that is consistent with its forward-looking
assessment of its credit profile after debt exchange.
Deteriorating Liquidity: Fitch expects Oriflame to have unfunded
liquidity until the completion of the DDE. At end-March 2025, the
company reported EUR56 million in freely available cash. Losses in
1Q25 led the company to further rely on its RCF, with a drawdown of
EUR20 million in January 2025. It drew a further EUR20 million in
May 2025, reducing the available balance to EUR15 million, from
EUR55 million at end-2024. The RCF is set to expire in October
2025, if not extended. A liquidity crisis is inevitable in the next
six months, unless the DDE goes through.
Persistent Cash Losses: Fitch expects free cash flow (FCF) to
remain negative in 2025, after a deep loss in 2024, even if
assuming interest on restructured notes to be paid in kind, as
outlined in the proposed restructuring. This reflects continued
weak trading performance and fragile profitability, with Fitch
viewing significant uncertainties around the timing and
effectiveness of the operational turnaround. Stabilising and
containing cash outflows will be critical to safeguarding the
viability of Oriflame's operations.
Highly Uncertain Turnaround Prospects: Business turnaround
prospects are highly uncertain as Oriflame seeks to rebuild sales
and the profitability of its compromised business model, on top of
competitive challenges and inflation-driven margin pressures. Fitch
views execution risks are excessive, due to doubts in achieving the
company's turnaround plan, particularly in rebuilding its sales
representative network, which will be crucial to restoring its
earnings and FCF.
Compromised Business Model: Fitch views Oriflame's direct selling
business model as compromised, reflected in the continuous decline
of self-employed sales representatives since mid-2021. This has
resulted in business volumes and revenue contracting by almost 20%
in 2024 over the prior year, and a continued decline of 7% in
1Q25.
Peer Analysis
Oriflame's closest sector peer is Natura Cosmeticos S.A.
(BB+/Stable), which also operates in the direct-selling beauty
market. Natura has stronger business and financial profiles than
Oriflame, which are reflected in a multi-notch rating differential.
Like Oriflame, Natura is geographically diversified with exposure
to emerging markets but benefits from greater diversity across
sales channels and a substantially larger scale in the sector as
the fourth-largest pure beauty company globally after its
acquisition of Avon Products Inc.
Oriflame is rated several notches lower than THG PLC (B+/Stable),
which operates in the beauty and well-being consumer market. The
latter is smaller than the former, as it operates mostly in the UK
and Europe, although THG's revenue is rising rapidly, organically
and through M&A.
Oriflame is comparable with Sprint Bidco B.V. (Accell; CCC) as both
face acute operational difficulties. Accell completed a capital
restructuring in February 2025.
Key Assumptions
Fitch's Key Assumptions within Its Rating Case for the Issuer
- Revenue to decline by about 9% in 2025
- EBITDA to be break-even in 2025, subject to revenue growth and
cost management
- Capex at about EUR5 million a year to 2028
- No dividends to 2028
- No M&A to 2028
Recovery Analysis
The recovery analysis assumes that Oriflame would be considered a
going concern in bankruptcy and that the company would be
reorganised rather than liquidated. Fitch has assumed a 10%
administrative claim.
In its bespoke recovery analysis, Fitch estimates going concern
EBITDA available to creditors of around EUR60 million, which
reflects its view of a sustainable, post-reorganisation EBITDA that
would allow Oriflame to retain a viable business model.
A multiple of 4.0x is applied to EBITDA to calculate a
post-reorganisation valuation, reflecting its assessment of
Oriflame's underlying brand and intellectual property rights value.
This multiple is around half of its 2019 public-to-private
transaction multiple of 7.2x.
Oriflame's super senior EUR100 million RCF is assumed to be fully
drawn on default and ranks senior to its senior secured notes of
EUR779 million. The waterfall analysis generated a ranked recovery
for its EUR250 million and USD550 million senior secured notes in
the 'RR5' band, indicating a 'C' rating, under Fitch's Criteria,
one notch below the IDR. The above recovery does not represent the
recovery rate from the company's restructuring plan.
RATING SENSITIVITIES
Factors That Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Uncured payment default (such as failure to pay interest on any
material financial obligation), entering into formal debt
restructuring recognised as a DDE under Fitch's criteria, or
entering bankruptcy, administration or other formal winding-up
procedure
Factors That Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Fitch does not envisage an upgrade before an overhaul of the
capital structure.
Liquidity and Debt Structure
At end-March 2025, Oriflame had a cash balance of EUR56 million and
access to an undrawn EUR15 million RCF. This liquidity headroom is
insufficient to support business needs in the next six months,
given continued cash losses.
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
----------- ------ -------- -----
Oriflame Investment
Holding Plc LT IDR RD Downgrade C
LT IDR CC Upgrade
senior secured LT C Affirmed RR5 C
TIC BIDCO: GBP150MM Term Loan Add-on No Impact on Moody's 'B3' CFR
------------------------------------------------------------------
Moody's Ratings says UK based testing, inspection, certification
and compliance (TICC) company, TIC Bidco Limited's (Phenna or the
company) B3 long term corporate family rating, B3-PD probability of
default rating and the B2 instrument ratings of the senior secured
bank credit facilities are unaffected by the GBP150 million
equivalent fungible add-on to the existing euro term loan. The
outlook is positive.
On June 18, 2025, Phenna announced a EUR180 million add-on to its
existing senior secured first-lien term loan B. The proceeds, along
with GBP50 million in new equity from shareholders, will be used to
fund acquisitions and for general corporate purposes. The company
has a strong pipeline of deals across its business segments, with a
focus on geographic expansion, particularly in the US and
Australia. The estimated EBITDA contribution from these
acquisitions is around GBP44 million. Moody's adjusted debt/EBITDA
ratio, pro forma for the add-on and anticipated M&A, is expected to
be around 7.8x—down from 8.4x for the 12 months to March 31,
2025. While leverage remains high post-transaction, Moody's expects
it to decline towards 6x over the next 12 to 18 months. The company
also plans to upsize its revolving credit facility by GBP20 million
to GBP100 million.
Phenna's B3 CFR is supported by its solid position in the
attractive TICC sector, which continues to experience strong growth
driven by increasing regulation, accreditation requirements, energy
transition, and sustainability trends. The company's services are
low cost and critical in nature, primarily focused on existing
assets and operating expenditure, which limits its exposure to
economic and construction cycles. Phenna has demonstrated strong
organic trading performance and has a successful track record of
identifying and integrating acquisitions. Its expected deleveraging
profile is supported by robust growth, equity injections, and
clearly defined financial policy targets. In 2024, deleveraging was
delayed due to underperformance in the UK infrastructure segment,
impacted by election-related uncertainty. The segment began
recovering in Q4 2024.
The company's CFR is constrained by its limited operating history,
rapid expansion, and a relatively decentralised business model that
continues to undergo integration. The company also has some
exposure to new infrastructure and construction activities, along
with a geographic concentration in the UK, which accounted for
approximately 68% of its 2024 sales. Operating in a competitive
market, Phenna contends with larger global and regional players as
well as local competitors. Its Moody's-adjusted gross leverage,
including substantial deferred consideration liabilities, is high.
While deleveraging is anticipated, it may be delayed by debt-funded
acquisitions, although larger transactions are expected to be
partially funded with equity.
The positive outlook reflects Moody's expectations that the company
will maintain mid-single digit percentage organic revenue growth,
stable or growing margins, and generate solid free cash flow before
M&A and deferred consideration. It also assumes that the company
will adhere to its deleveraging strategy including through new
equity funding for larger acquisitions. Moody's expects
Moody's-adjusted leverage to decrease towards 6.0x in the next
12-18 months. The outlook also assumes that the company will
maintain at least adequate liquidity.
The ratings could be upgraded if organic growth rates continue at
least in the mid-single digit percentage rates, with growing
margins, and that acquisitions perform to expectations and are
successfully integrated. Quantitatively an upgrade would require:
-- Moody's-adjusted leverage to reduce towards 6.0x on a
sustainable basis; and
-- Moody's-adjusted free cash flow / debt to increase towards 5%
on a sustainable basis; and
-- Moody's-adjusted EBITA / interest to exceed 2.0x on a
sustainable basis
An upgrade would also require the company's financial policies to
be aligned with the above financial metrics and for liquidity to
remain at least adequate.
The ratings could be downgraded if organic growth rates reduce
towards zero or margins decline, or if the performance or
integration of acquisitions is below expectations. Quantitatively a
downgrade could occur if:
-- Moody's-adjusted leverage fails to reduce below current levels;
or
-- Moody's-adjusted free cash flow / debt turns negative; or
-- Moody's-adjusted EBITA / interest falls below 1.25x
PROFILE
Headquartered in Nottingham, UK, Phenna is a TICC company serving a
wide range of markets across infrastructure and construction, the
built environment, food, pharmaceutical, aerospace and other
sectors. Its key activities include on-site and laboratory testing
(41%), inspection (26%), safety assurance (13%) and certification
(19%). The company employs close to 6,000 people, and operates more
than 100 laboratories globally, with the UK being its main market
and accounting for around 68% of revenue in 2024. In 2024, the
company generated revenues of GBP512 million and GBP526 million for
the LTM to March 31, 2025, pro forma for acquisitions.
The company is majority owned by Oakley Capital V, a private equity
fund managed by Oakley Capital. There are additional significant
equity co-investors including Partners Group, Arcmont Asset
Management and Healthcare of Ontario Pension Plan (HOOPP).
UROPA SECURITIES 2007-01B: Fitch Lowers Rating on B2a Notes to B-sf
-------------------------------------------------------------------
Fitch Ratings has downgraded Uropa Securities plc Series 2007-01B
class B1a, B1b, B2a and one currency swap obligation. All other
ratings are affirmed. Tranches have been removed from Under
Criteria Observation. The Outlook for all notes has been revised to
Stable.
Entity/Debt Rating Prior
----------- ------ -----
Uropa Securities plc
Series 2007-01B
Class A3a XS0311807753 LT AAAsf Affirmed AAAsf
Class A3b XS0311808561 LT AAAsf Affirmed AAAsf
Class A4a XS0311809452 LT AAAsf Affirmed AAAsf
Class A4b XS0311809882 LT AAAsf Affirmed AAAsf
Class B1a XS0311815855 LT BB+sf Downgrade BBB+sf
Class B1b XS0311816150 LT BB+sf Downgrade BBB+sf
Class B1b cross currency swap LT BB+sf Downgrade BBB+sf
Class B2a XS0311816408 LT B-sf Downgrade Bsf
Class M1a XS0311810385 LT AAAsf Affirmed AAAsf
Class M1b XS0311811193 LT AAAsf Affirmed AAAsf
Class M2a XS0311813058 LT AA+sf Affirmed AA+sf
KEY RATING DRIVERS
UK RMBS Rating Criteria Updated: The rating actions reflect Fitch's
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-confirming sector representative 'Bsf' WAFF has seen the
most significant 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 the previous static assumptions.
High Transaction Fees: Fees have shown an increasing trend over the
past years. As a result, Fitch has modelled fees in line with
current trends, which has adversely affected the most junior notes
in the structure, namely B1a, B1b, and B2a.
Increasing Credit Enhancement (CE) for Senior Notes, Deteriorating
Asset Performance: The transaction closed in 2007 and is now
well-seasoned, with credit enhancement (CE) increasing through note
amortisation which has further supported CE build-up. This has been
partially offset by the deteriorating performance of the deal; the
proportion of loans over three months in arrears rose to 21% in
April 2025, up from 19% in July 2024. For modelling purposes, Fitch
treats loans more than 12 months in arrears as defaults.
BTL Recovery Rate Cap: The transaction has reported losses that
exceed the losses expected based on the indexed value of the
properties in the pool. Fitch has therefore applied borrower-level
recovery rate (RR) caps to the buy-to-let (BTL) loans in the
transaction in line with those applied to non-conforming loans,
where the RR cap is 85% at 'Bsf' and 65% at 'AAAsf'.
Adjustment for Non-Conforming Transactions: Fitch has applied its
non-conforming assumptions and an owner-occupied transaction
adjustment of 1.0x and BTL transaction adjustment of 1.5x. This is
based on the transaction's historical performance of loans being
greater than three-months in arrears or more has performed broadly
in line with Fitch's non-conforming index
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
The transaction's performance may be affected by changes in market
conditions and economic environment. Weakening economic 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 result
from lower net proceeds, which may make certain notes susceptible
to negative rating action depending on the extent of the decline in
recoveries. Fitch conducted sensitivity analyses by stressing each
transaction's base case foreclosure frequency (FF) and RR
assumptions and examining the rating implications for the notes. A
15% increase in the weighted average (WA) FF and a 15% decrease in
the WARR would have no impact for notes A3a/A3b, A4a/A4b, M1a/M1b,
three notches impact on note M2, four notches impact on note
B1a/B1b and B2a would result in a one notch impact.
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 and potential upgrades.
Fitch tested an additional rating sensitivity scenario by applying
a decrease in the WAFF of 15% and an increase in the WARR of 15%.
The results indicate upgrades of one notch for notes M2, four
notches for notes B1a/B1b and for B2a up to four notches.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
Fitch did not undertake a review of the information provided about
the underlying asset pool ahead of the transaction's initial
closing. The subsequent performance of the transaction[s] over the
years is consistent with the agency's expectations given the
operating environment and Fitch is therefore satisfied that the
asset pool information relied upon for its initial rating analysis
was adequately reliable.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
Uropa Securities plc Series 2007-01B has an ESG Relevance Score of
'4' for Customer Welfare - Fair Messaging, Privacy & Data Security
due to to a pool with limited affordability checks and
self-certified income, which has a negative impact on the credit
profile, and is relevant to the rating[s] in conjunction with other
factors.
Uropa Securities plc Series 2007-01B has an ESG Relevance Score of
'4' for Human Rights, Community Relations, Access & Affordability
due to due to a material concentration of interest only loans,
which has a negative impact on the credit profile, and is relevant
to the rating[s] 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.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.
Copyright 2025. All rights reserved. ISSN 1529-2754.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.
Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.
The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail. Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each. For subscription information,
contact Peter Chapman at 215-945-7000.
* * * End of Transmission * * *