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

                          E U R O P E

          Friday, July 18, 2025, Vol. 26, No. 143

                           Headlines



F R A N C E

ALMAVIVA DEVELOPPEMENT: Fitch Affirms 'B' IDR, Outlook Stable
EXPLEO GROUP: S&P Affirms 'B-' Long-Term ICR, Outlook Stable
LABORATOIRE EIMER: Fitch Affirms 'B' IDR, Alters Outlook to Stable
SOCO 1: S&P Rates Proposed New Term Facilities 'B'


I R E L A N D

ARBOUR CLO XII: Fitch Puts 'B-sf' Reset Final Rating to F-R Notes
AVOCA CLO XX: Fitch Puts 'B-sf' Reset Final Rating to Cl. F-R Notes
AVOCA CLO XX: S&P Assigns B- (sf) Rating to Class F-R Notes
CROSS OCEAN VIII: Fitch Assigns B-sf Final Rating to Cl. F-R Notes
HARVEST CLO XXXI: Fitch Assigns B-sf Final Rating to Cl. F-R Notes

OCP EURO 2025-13: S&P Assigns B- (sf) Rating to Class F Notes
PALMER SQUARE 2021-1: Fitch Puts 'B-sf' Final Rating to F-R Notes
PALMER SQUARE 2025-2: Fitch Puts 'B-sf' Final Rating to Cl. F Notes


L U X E M B O U R G

AI PLEX: Fitch Assigns 'B-' Long-Term IDR, Outlook Negative


R O M A N I A

DIGI COMMUNICATIONS: Fitch Affirms BB Long-Term IDR, Outlook Stable


S W E D E N

POLESTAR AUTOMOTIVE: Shareholders OK All AGM Proposals


U N I T E D   K I N G D O M

AAP METAL: FRP Advisory Named as Joint Administrators
FINSBURY SQUARE 2025-1: S&P Rates Class F-Dfrd Notes 'B-(sf)'
LONDON WALL 2024-01: Fitch's Outlook on X Notes BB- Rating Now Neg.
QUEEN MARGARET'S: FRP Advisory Named as Joint Administrators
SK MOHAWK: S&P Downgrades ICR to 'CCC', Outlook Negative

SPLAT HOLDINGS: Bishop Fleming Named as Joint Administrators


X X X X X X X X

[] BOOK REVIEW: Transnational Mergers and Acquisitions

                           - - - - -


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F R A N C E
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ALMAVIVA DEVELOPPEMENT: Fitch Affirms 'B' IDR, Outlook Stable
-------------------------------------------------------------
Fitch Ratings has affirmed Almaviva Developpement's (Almaviva)
Long-Term Issuer Default Rating (IDR) at 'B' with a Stable Outlook,
following the proposed add-on to its existing term loan. Fitch has
also affirmed Almaviva's senior secured debt at 'B+', with a
Recovery Rating of 'RR3'.

Almaviva owns the hospital operator Almaviva Sante, while its real
estate is owned by Almaviva Patrimoine (the PropCo). Almaviva and
the PropCo are sister companies owned by the acquisition vehicle,
Almaviva Holding.

The Stable Outlook reflects its expectation that Almaviva's EBITDAR
leverage will return to below 7x by 2026 as margins and free cash
flow (FCF) gradually improve. Fitch expects the EUR200 million
proceeds to be partly used on a EUR202 million extraordinary
dividend, but that the dividend will be partly reinvested back in
the company.

Almaviva's IDR reflects its geographical concentration in France, a
supportive regulatory framework, high barriers to entry and high
leverage.

Key Rating Drivers

Dividend Increases Leverage: Fitch expects that EBITDAR gross
leverage will increase to slightly above 7x following the
transaction. The EUR200 million proceeds will be used to fund an
extraordinary dividend of EUR101 million, repay the current
revolving credit facility (RCF) drawdown and fund acquisitions.
However, Fitch assumes that EUR80 million of these dividends will
be reinvested in the company through shareholder loans over
2025-2026, as Fitch expects the parent company to use the dividend
proceeds to fund acquisitions and to then allocate them between
Almaviva and the PropCo in exchange for shareholder loans.

Fitch forecasts that combined with EBITDA expansion, the
shareholder loans will support deleveraging towards 7x at end-2025
and 6.7x at end-2026. This would be aligned with Almaviva's target
to return senior secured net leverage closer to historical levels.

M&A Accelerates: Almaviva has restarted its M&A strategy, which it
had paused since 2021. Fitch expects acquisitions to support
revenue growth of around 25% in 2025 and 15% in 2026, supporting
low to mid-single digit organic growth. The group invested over
EUR40 million in acquisitions in 2024 and EUR50 million so far in
2025. Fitch expects acquisitions of EUR105 million in 2025 and
EUR50 million thereafter. Almaviva entered a new country in June
2025 through the acquisition of a clinic in Italy, opening a new
avenue of inorganic growth.

Margin Recovery: Fitch-defined EBITDA margin declined to 10% in
2023 from 13.1% in 2022 due to inflationary pressure. EBITDA
margins recovered to 12% in 2024, in line with peers. Fitch expects
EBITDA margin to remain at 12% in 2025 and to gradually increase
towards 13% by 2028. Fitch sees limited headroom for structural
profitability improvement beyond 13%, given personnel-intensive
operations and a high share of outsourced or externally acquired
products and services tied to business volumes. Fitch views
effective cost management without compromising service standards as
an essential competitive differentiation and as critical as a
stable regulatory framework.

Weak FCF To Improve: The rating reflects that FCF generation has
been weak over the past four years. FCF was negative in 2024, but
only due to working capital outflows. Fitch expects it to remain
slightly negative in 2025 due to higher capex intensity, before
turning increasingly positive from 2026 as EBITDA grows and
variable interest rates decrease.

Supportive and Evolving Regulation: Fitch believes Almaviva
benefits from a supportive and stable regulatory environment in
France, with private providers critical for meeting national
hospital demand and service quality. The French government is
committed to adequate sector funding, including to the private
sector. Tariff increases have historically been based on three-year
tariff agreements, which increases business visibility and benefits
market constituents including private operators.

Tariff Increases Equalised: However, tariff increases have been
updated annually since the pandemic, with regulated tariffs
increasing by 6.9% in March 2021, 1% in March 2022 and 5.2% in
March 2023. In March 2024, tariff increases for the private sector
were only 0.3% compared with 5% for the public sector, although
this was somewhat mitigated by a reduction in operating taxes and
other measures. In 2025, the tariff increase for private and public
constituents was the same again, at 0.5%. Fitch expects tariff
agreements for the next three years to remain constructive, despite
political changes. Government reimbursement and regulation will
have a direct impact on Almaviva's profitability trajectory.

Well-Positioned Regional Operations: In its view, Almaviva is well
positioned in demographically and economically attractive regions
of France, including Greater Paris (44% sales), the south-east
(34%), Corsica (6%), Guadeloupe (8%) and Lyon (6%). Fitch expects
Almaviva to maintain its competitive edge as a regional operator,
due to its dense hospital network, integrated service offering,
extended end-to-end patient care and ability to recruit and retain
medical practitioners. It operates in a regulated sector with high
barriers to entry, requiring strong technical and investment
expertise.

Peer Analysis

Fitch rates Almaviva under the framework of the ratings navigator
for healthcare providers. Its peers tend to cluster in the 'B'/'BB'
range, driven by their respective regulatory frameworks and
operating profiles, including scale, degree of service and
geographic diversification, and patient and payor mix.

Almaviva's 'B' IDR reflects its medium-sized regional operations
with lower business scale and narrow geographic diversification
compared with larger Fitch-rated US-based hospital operators such
as Tenet Healthcare Corporation (BB-/Stable), Universal Health
Services, Inc. (BB+/Stable) and Community Health Systems, Inc.
(CCC+). The quality of US regulation with a complex, politicised
and unpredictable environment, varying patient/payor mix and
Medicare/Medicaid payment policies for individual service lines
weigh heavily on their ratings.

Among its European peers, Fitch views the French regulatory regime
as more beneficial for private hospital operators given the
freedom-of-choice principle, mitigating Almaviva's narrow
geographic focus. The Finnish healthcare and social services
provider, Mehilainen Yhtyma Oy (B/Stable), is exposed to more
restrictions. The private mental care and rehabilitation specialist
Median B.V. (B-/Stable) operating in Germany and the UK has
slightly higher leverage and lower profitability than Almaviva. The
family-owned German hospital operator Schoen Klinik SE (B+/Stable)
has lower adjusted leverage, a more prudent financial policy, and
owns a higher portion of its facilities.

Fitch also compares Almaviva's 'B' rating with European lab-testing
service providers, which Fitch also regards as social
infrastructure assets with non-cyclical revenue and high visibility
due to sector regulation.

Key Assumptions

- Organic sales growth to moderate at about 2.5% in 2025, followed
4% in 2026 and 3% in 2027

- Fitch-estimated acquisitions of EUR106 million in 2025 and EUR50
million annually thereafter

- EBITDA margin gradually increasing from 12% in 2025 towards 13%
in 2028

- Operating leases about 8.4% of sales

- Net capex (after funding from financial leasing) at 7.7% in 2025,
7% in 2026 and between 5.5% and 6.0% thereafter

- EUR101 million extraordinary dividend in 2025; no dividends
thereafter

- Shareholder loan injections of EUR59 million in 2025 and EUR20
million in 2026

Recovery Analysis

The recovery analysis assumes that Almaviva would be reorganised as
a going concern (GC) in bankruptcy rather than liquidated, given
that the company's main asset is embedded in its brand and its
established position as one of the leading private hospital
operators.

Fitch has assumed a 10% administrative claim. Fitch estimates
Almaviva's GC EBITDA assumption at about EUR65 million (from EUR50
million previously, from EBITDA contribution of latest new
acquisitions). The GC EBITDA is based on a stressed scenario
reflecting adverse regulatory changes, the company's inability to
manage costs or retain medical practitioners leading to
deteriorating quality of care.

An enterprise value (EV)/EBITDA multiple of 6.0x (unchanged) is
applied to the GC EBITDA to calculate a post-reorganisation EV. The
choice of this multiple is based on precedent M&A EV/EBITDA for
peers of 10x-15x, with recent activity at the upper end, and is in
line with European sector peers' multiples.

The multiple is lower than Mehilainen Yhtyma Oy's 6.5x, given the
latter's national leadership in Finland with increasing
diversification abroad, broader diversification across healthcare
and social care service lines and larger scale, whereas its
regulatory regime is less supportive for private sector operators
in Finland.

After deducting 10% for administrative claims, its waterfall
analysis generates a ranked recovery for Almaviva's senior secured
term loan B in the 'RR3' category, leading to a 'B+' instrument
rating, which includes the pari passu ranking EUR130 million
revolving credit facility (RCF) that Fitch assumes will be fully
drawn prior to distress. The senior secured term loan B and RCF
rank after Almaviva's structurally super senior bank loans of about
EUR19 million. Fitch also assumes EUR53.2 million financial leases
at Almaviva will remain available during and post-distress and will
not crystallise as a debt obligation.

RATING SENSITIVITIES

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

- Adverse regulatory changes or challenges in the strategy
implementation, with EBITDA margins declining to below 10%.

- Neutral to negative FCF margins on a sustained basis.

- Tightening liquidity headroom with increased use of the company's
RCF.

- EBITDAR leverage above 7.0x on a sustained basis, on
weaker-than-expected operational performance on acquired assets, or
slower than committed shareholder support.

- Diminishing financial flexibility reflected in EBITDAR fixed
charge coverage weakening below 1.5x.

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

- Successful implementation of Almaviva's business plan, including
effective cost management, leading to sustained EBITDA margin
growth and positive FCF.

- A more conservative financial policy reflected in EBITDAR
leverage of below 5.0x on a sustained basis.

- EBITDAR fixed charge coverage above 2.0x.

Liquidity and Debt Structure

Liquidity was satisfactory at December 2024, with EUR39 million of
readily available cash (Fitch restricts EUR20 million for daily
operations) and a EUR10 million undrawn RCF (among committed EUR80
million) due 2027.

Fitch expects neutral to negative FCF generation in 2025-2026 due
to still modest profitability and high capex plans. Ambitious capex
and M&A plans could put liquidity under pressure unless supported
by shareholder contributions.

The debt structure is concentrated. However, the company has
long-dated maturities with the term loan B coming due in 2030 and
2031 after the amend and extend, respectively.

Issuer Profile

Almaviva is the fourth-largest French private hospital group
operating mainly in Île-de-France (44%) and Provence-Alpes-Côte
d'Azur in the south east (34% sales). It also owns a 57% stake in a
proportionally consolidated joint venture in Canada (2% sales).

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

Almaviva has an ESG Relevance Score of '4' for Governance Structure
due to complex group structure between Almaviva and its sister
company Almaviva Patrimoine (the PropCo), to which it leases most
of its leaes. Both entities are owned by the parent Almaviva
Holding. This has a negative impact on the credit profile, and is
relevant to the rating[s] in conjunction with other factors.

Almaviva has an ESG Relevance Score of '4' for Exposure to Social
Impacts due to its operating environment being subject to sector
regulation, as well as budgetary and pricing policies adopted by
the French government. Rising healthcare costs expose private
hospital operators to the risk of adverse regulatory changes, which
could constrain companies' ability to maintain operating
profitability and cash flows. This has 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         Recovery   Prior
   -----------                 ------         --------   -----
Almaviva Developpement   LT IDR B  Affirmed              B

   senior secured        LT     B+  Affirmed    RR3      B+

EXPLEO GROUP: S&P Affirms 'B-' Long-Term ICR, Outlook Stable
------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' long-term issuer credit rating
on Expleo Group and its subsidiaries, Expleo and Expleo Services,
as well as its issue-level ratings on Expleo Services' issuance.
The '3' recovery rating on the debt remains unchanged, indicating
about 50% expected recovery in a payment default.

The stable outlook reflects that Expleo Group's cost reduction
efforts and initiatives to increase revenue, despite uncertain
market conditions in its core end markets, will drive EBITDA growth
in 2026, enabling leverage reduction to about 7.0x-7.5x, from its
projection of 9.2x in 2025, and modest improvements in adjusted
FOCF.

Expleo Group's operating environment remains difficult in 2025,
causing revenue decline and weak EBITDA generation. The automotive
market, which represents approximately 30% of Expleo Group's
revenue, is experiencing a slowdown, with limited rebound expected
in the short term as original equipment manufacturers struggle with
Chinese competition, electrification, the stagnating economic
environment that constrains customers' purchasing power, and U.S.
tariffs compounding these pre-existing challenges. Other industrial
and manufacturing sectors are also under pressure due to soft
macroeconomic conditions, resulting in Expleo Group's clients
cutting costs and reducing volumes. S&P foresees more favorable
growth prospects in other end markets in the medium term, such as
aerospace and defense, with expected increasing demand for military
equipment due to geopolitical tensions globally, and sustained
growth in banking and financial services with increasing IT
investments. Nevertheless, for 2025 it forecasts a 3% decrease in
revenue for Expleo Group, followed by a modest rebound (1.0%-1.5%)
in 2026.

S&P said, "We project weak EBITDA generation in 2025, resulting in
leverage above 9.0x, and continued negative FOCF after lease
payments despite the company's efforts to preserve cash generation.
The EBITDA margin deteriorated significantly in 2024 due to
increased bench time for consultants because of projects delays and
cancellations. In addition, the group incurred higher-than-expected
nonrecurring costs due to restructuring efforts to adapt the cost
structure to lower volumes. As a result, S&P Global
Ratings-adjusted EBITDA margins declined to 6.6% from 9.4% in 2024.
In 2025, operating margins will remain depressed by clients pushing
back on price increases and by wage inflation, but also by the
negative impact of a EUR10 million reduction in France's research
and development (R&D) tax credit ("Credit Impot Recherche") due to
a government decision. To offset the revenue and EBITDA declines,
Expleo Group launched an efficiency improvement program called
"Project Spark", which targets cost savings totaling EUR38 million,
of which EUR30 million will already materialize in 2025.
Juniorization of staff and reduction of bench time for employees
are the key drivers of these cost savings. Project Spark also
targets EUR27 million of top-line improvements in 2025 driven by
price, productivity, and volume increases. These cost-savings
initiatives will not fully offset the impact of reduced volumes on
fixed-cost absorption. Moreover, high restructuring costs in tandem
with the cost-efficiency program will impair S&P Global
Ratings-adjusted EBITDA. We therefore project debt to EBITDA of
about 9.2x in 2025, a minor improvement from 9.8x in 2024 when
exceptional costs were even higher. We expect the group will
maintain strict control on working capital and capital expenditure
(capex), enabling positive, although weak, adjusted FOCF. After
lease payments, we forecast a cash burn of EUR15 million-EUR20
million, but the company has adequate liquidity to absorb it.

"We anticipate improvements in the group's operating performance in
2026, including modest revenue growth and a significant reduction
in exceptional costs that will support EBITDA generation. We
project modest revenue growth (1.0%-1.5%) in 2026, driven by demand
from aerospace and defense, but also banks and financial services,
despite the market outlook remaining uncertain in automotive and
other industrial markets. We also project material EBITDA growth,
supported by the realization of targeted cost savings from Project
Spark, and a significant decline in restructuring expenses, which
should drive leverage reduction toward 7.0x in 2026, FOCF turning
marginally positive after lease payments, and funds from operations
(FFO) cash interest coverage improving above 1.5x.

"Our liquidity assessment is adequate over the next 12 months,
although approaching debt maturities could deteriorate our
assessment if not addressed in a timely manner. We project that
liquidity sources will cover liquidity uses by about 1.8x in the 12
months started April 1, 2025, supported by cash on the balance
sheet of EUR67 million as of March 31, 2025, limited capex, and
strict control over working capital movements. Increased use of
factoring could provide additional flexibility and there are no
debt maturities in the coming 12 months. However, the revolving
credit facility (RCF; EUR115 million, fully drawn as of March 31,
2025) will become current from April 2026. In addition, the EUR610
million term loan B (TLB) is due in September 2027. We would expect
Expleo Group to address the upcoming debt refinancing well in
advance of the maturities to avoid a deterioration in our liquidity
assessment and downside pressure on the rating. We view positively
that management is contemplating the disposal of two non-core
assets, one of which being well advanced, and indicated that it
could use proceeds for deleveraging if that was necessary for the
successful extension of the debt maturities."

Expleo Group's relatively modest size and high client concentration
constrain our rating. As demonstrated with the group's current
operating underperformance, these business risk factors can make
the group vulnerable to deteriorating trading conditions, and lead
to cash flow depletion. Expleo Group has reported negative or weak
FOCF over the past several years and its ability to generate
materially positive cash flows could be challenged by the uncertain
macroeconomic outlook, although S&P believes the company is taking
active steps to preserve profitability and cash flows.

The stable outlook reflects that Expleo Group's cost reduction
efforts and initiatives to increase revenue, despite uncertain
market conditions in its core end markets, will drive EBITDA growth
in 2026, enabling leverage reduction to about 7.0x-7.5x, from our
projection of 9.2x in 2025, and modest improvements in adjusted
FOCF.

S&P could lower its rating on Expleo Group if:

-- Continued market softness and higher-than-expected
restructuring expenses resulted in significant EBITDA decline,
translating into weak FFO, negative FOCF, and no material
deleveraging, which could make us consider the capital structure as
unsustainable;

-- The company's liquidity tightens, or

-- S&P sees increased refinancing risk as the RCF and TLB
maturities approach.

S&P could consider an upgrade if a market rebound in Expleo Group's
end markets, coupled with successful cost-cutting initiatives,
leads to sufficient revenue and EBITDA growth, resulting in
adjusted debt to EBITDA below 7.0x on a sustained basis, FFO
interest coverage reverting toward 2.0x, and FOCF after lease
payments turning sustainably positive. An upgrade would also be
contingent on Expleo Group successfully extending the maturities of
its RCF and TLB.


LABORATOIRE EIMER: Fitch Affirms 'B' IDR, Alters Outlook to Stable
------------------------------------------------------------------
Fitch Ratings has revised the Outlook on Laboratoire Eimer Selas's
(Biogroup) Long-Term Issuer Default Rating (IDR) to Stable from
Negative and affirmed the IDR at 'B'. Fitch has also affirmed
Biogroup's senior unsecured instrument rating at 'CCC+' with a
Recovery Rating of 'RR6' and the senior secured instrument rating
on instruments issued by CAB societe d exercice liberal par actions
simplifiee at 'B+'/'RR3'.

The revision of the Outlook reflects better visibility and
prospects until end-2026 due to an improved reimbursement
environment in the French market, which should lead to higher
revenue growth, margins and free cash flow (FCF). Fitch projects
this will result in faster deleveraging towards.7.0x EBITDAR gross
leverage by 2026.

The 'B' IDR of France-based lab-testing company Biogroup balances
its aggressive gross leverage with a defensive social
infrastructure-like healthcare business model, strong operating
margins and solid FCF generation.

Key Rating Drivers

Visibility on Recovery until 4Q26: Fitch believes that revenue and
margins will improve gradually and sequentially each quarter until
4Q26 thanks to the pricing freeze agreed until end-2026. This
follows the decline in 4Q24 and 1Q25 due to the sharper than
expected tariff cut in France from September 2024, which was
expected to lower Biogroup's portfolio pricing in France by about
8%. A new agreement was reached with the regulator in December 2024
to freeze all reimbursement pricing in 2026 and to modestly
increase selected reimbursements in 2025 with an anticipated 1.75%
average price impact.

The new agreement provides high visibility on growth potential
until end-2026, as revenue should grow with volumes and lead to
margin expansion through operating leverage.

High Leverage, Deleveraging Expected: EBITDAR gross leverage has
exceeded its 7.0x negative sensitivity since 2023 due to the margin
contraction. Fitch expects EBITDAR gross (net) leverage to remain
high in 2025, improving only to slightly below 8x (7x net). Fitch
expects EBITDAR gross (net) leverage to improve to 7x (below 6.5x
net) in 2026, supported by EBITDA growth and positive FCF. Fitch
expects the company to deleverage further organically, although
this will be contingent on its financial policy.

Healthy FCF Sustains Rating: The rating reflects that Biogroup has
maintained healthy FCF in recent years despite the sharp decline of
Covid-19 test revenue, margin contraction and higher variable
interest rates. FCF margin contracted to mid-single digits in 2024
from high-single digits in 2023 and Fitch expects it to remain
broadly stable in 2025. Fitch projects FCF margin will expand
towards high single-digits from 2026, driven by EBITDA growth and
lower variable interest rates.

Reimbursement Risks from 2027: The medical laboratory testing
industry remains exposed to the uncertainties of the medium-term
regulatory framework, starting in 2027 in France with the new
triannual act. The latter may include closer scrutiny of the
sector's profitability and growing market power of the top six
lab-testing groups in France, leading to more stringent
reimbursement terms. Fitch believes that Biogroup has capacity to
mitigate inflation and reimbursement pressure by generating further
cost savings in its personnel and non-reagent purchases.

Tight Financial Flexibility to Improve: Biogroup's coverage ratios
have been tight for the rating since 2023, with
EBITDAR/interest+rents slightly above 2.0x in 2023 and at 1.9x in
2024. Fitch estimates this will remain at a similar level in 2025
despite lower floating interest rates, but expect an improvement
towards 2.5x in 2026 due to margin growth and lower floating
interest rates.

Financial Policy to Drive IDR: Biogroup's predictable financial
policy and funding mix have previously supported its highly
acquisitive growth strategy. Fitch assumes FCF will be fully
reinvested in bolt-on M&A, with mid-scale acquisitions funded with
a mix of own cash and new debt. Fitch assumes that potential larger
M&A over EUR500 million would include equity co-funding. Fitch
continuously monitors and assesses Biogroup's financial policy and
capital-allocation priorities, including changes in its tolerance
for higher financial risks.

Defensive Business Model: Biogroup's business model is defensive
with stable, non-cyclical revenues and high and resilient operating
margins. The company benefits from scale-driven operating
efficiencies and proven M&A execution and integration, in addition
to high barriers to entry as it operates in a highly regulated
market. Acquisitions in other geographies reduce the impact of
adverse regulatory changes in any single country.

Peer Analysis

Biogroup's 'B' IDR is in line with that of its direct peers Inovie
Group (B/Stable) and Ephios Subco 3 S.a.r.l. (Synlab, B/Stable),
which are also European routine medical lab-testing groups. The
industry benefits from a defensive, non-cyclical business model
with stable demand, given the infrastructure-like nature of
lab-testing services.

The profitability, cash generation and leverage of Biogroup and its
direct peers significantly benefited from Covid-19 related activity
in 2020 to end-2022, before it normalised at much lower levels in
2023, causing margins to reverse back to below pre-pandemic
levels.

Biogroup's high and stable operating and cash flow margins are
among the highest of its peers, which Fitch largely attributes to
the particularities of the French and Belgian regulatory regimes
and its exposure to the private lab-testing market. Biogroup's
expected profitability is higher than Synlab's and similar to or
slightly higher than French peers. However, its FCF generation is
affected by dividends paid to minority shareholders, which are
biologists in the underlying operating companies.

The lab-testing market in Europe has attracted significant private
equity investment, leading to highly leveraged financial profiles.
Compared with investment-grade global medical diagnostic peers such
as Eurofins Scientific S.E. (BBB-/Stable) and Quest Diagnostics
Inc. (BBB+/Stable), Biogroup is materially smaller and
geographically concentrated, more exposed to the routine
lab-testing market and has much higher leverage.

Key Assumptions

- Organic revenue to grow 0.2% in 2025, 4% in 2026 and at 1.5% in
2027 and 2028, as volume growth offsets price declines

- Revenue to grow 5% in 2025, supported by the full consolidation
of the July 2024 acquisition Analiza Spain

- EBITDA margin to remain broadly stable in 2025, grow in 2026 and
experience a slight moderation in 2027 and 2028

- Dividends to non-controlling interests of average EUR30 million
over the forecast period

- Small net working capital outflows over 2025-2028

- Capex on average at 4.0% of sales in 2025 and 3.5% of sales
thereafter

- Purchase of minority stakes of biologists derived from the
exercise of put options at EUR50 million a year

- Acquisitions excluding the purchase of minority stakes of
biologists at EUR50 million but to resume to EUR200 million a year
from 2026 to 2028

- No common dividend payments

Recovery Analysis

Fitch follows a going-concern (GC) approach instead of
balance-sheet liquidation given the quality of Biogroup's network
and strong national market position.

Expected GC EBITDA at roughly a 25% discount to projected 2025
EBITDA, reflecting a post-restructuring EBITDA after dividends paid
to minority shareholders at operating company level.

Distressed enterprise value (EV)/EBITDA multiple is 6.0x, which
reflects Biogroup's strong market position, as well as product and
geographic diversification.

Structurally higher-ranking debt of around EUR152 million at
operating companies to rank on enforcement ahead of its revolving
credit facility (RCF), term loan B (TLB) and senior secured notes
(SSN).

The senior secured TLB and SSN together at around EUR2.9 billion
and its RCF of EUR271 million, which Fitch assumes to be fully
drawn upon distress, rank equally among themselves after
higher-ranking debt. The senior unsecured bond ranks third in
priority.

After deducting 10% for administrative claims from the estimated
post-restructuring EV, its principal analysis generates a ranked
recovery in the 'RR3' band for the senior secured debt, leading to
a 'B+' senior secured instrument rating (unchanged). For the senior
unsecured notes, the analysis generates a ranked recovery in the
'RR6' band, leading to a 'CCC+' senior unsecured instrument
rating.

RATING SENSITIVITIES

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

- Flat to negative like-for-like sales growth and declining EBITDA
margins due to competitive pressures or adverse regulatory changes

- EBITDAR gross leverage above 7.0x on a sustained basis

- FCF margin falling below 5% on a sustained basis

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

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

- Larger scale, increased product/geographical diversification,
full realisation of contractual savings and synergies associated
with acquisitions or voluntary prepayment of debt from excess cash
flow

- EBITDAR gross leverage below 5.0x on a sustained basis

- High single-digit FCF margins on a sustained basis

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

Liquidity and Debt Structure

Fitch views Biogroup's liquidity as very strong for the rating.
This is based on a high freely available cash balance of EUR506
million (excluding EUR100 million that Fitch treats as not readily
available for debt service) as of end-December 2024.

The company also has a committed RCF of EUR271 million maturing in
August 2027, which was fully undrawn. The company has no material
debt maturities until February 2028.

Fitch forecasts adequate liquidity for 2025-2028 based on strong
FCF generation. This is likely to be used to fund annual M&A
activity including purchases of minority stakes from biologists,
which Fitch forecasts between EUR80 million-EUR250 million a year.

Issuer Profile

Biogroup is one of Europe's largest providers of routine diagnostic
tests in the private lab-testing market, with leading shares in
France, Belgium and Luxembourg, as well as a growing presence in
Ibera.

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

Fitch does not provide ESG relevance scores for Biogroup.

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.

   Entity/Debt                  Rating          Recovery   Prior
   -----------                  ------          --------   -----
Laboratoire Eimer Selas   LT IDR B    Affirmed             B

   senior unsecured       LT     CCC+ Affirmed    RR6      CCC+

CAB societe d exercice
liberal par actions
simplifiee

   senior secured         LT     B+   Affirmed    RR3      B+

SOCO 1: S&P Rates Proposed New Term Facilities 'B'
--------------------------------------------------
S&P Global Ratings assigned its 'B' issue rating and '4' recovery
rating on the proposed EUR1,064 million incremental term Facility 5
and $542 million incremental term facility 2 that Soco 1 (Socotec;
B/Stable/--), through its core subsidiary Holding Socotec, plans to
issue. Socotec is a France-based provider of testing, inspection,
certification, and compliance (TICC) services. The recovery rating
reflects its expectation of average recovery prospects (rounded
estimate: 45%) in the event of default.

The new tranches are part of a proposed amend and extend
transaction that will enable Socotec to extend the maturities of
its existing EUR955 million Term loan B (TLB) and its $497 million
TLB, due in June 2028, to June 2031. As part of this transaction,
Socotec also intends to extend the maturity of its EUR226 million
revolving credit facility (RCF) to December 2030 from December
2027. In addition, the group plans to raise a fungible EUR150
million-equivalent add-on to finance near-term acquisitions. The
transaction will have a positive effect on the group's debt
maturity profile and on its liquidity.

The acquisitions that are being considered are in various countries
where the group is already present and are in line with Socotec's
strategy to pursue midsize acquisitions to complement its service
offerings and strengthen its leading positions in its core end
markets, while minimizing integration risk. S&P said, "When the
acquisitions close, expected in the second half of 2025, we
forecast S&P Global Ratings-adjusted leverage of 6.4x at year-end
2025 (from our previous forecast of 5.9x), down from 7.4x in 2024.
We expect leverage to decline to 5.8x in 2026 on the back of solid
organic growth and additional bolt-on acquisitions financed by the
group's cash flows. We anticipate funds from operations cash
interest coverage comfortably above 2.0x and solid free operating
cash flow (FOCF), and we consider the metrics as commensurate with
the 'B' rating."

Year-to-date like-for-like revenue growth was 6.5%, and reported
revenue growth was 22.3%, reflecting the contribution from material
acquisitions closed at the end of 2024 (in particular, U.S.-based
Ninyo & Moore and Germany-based Trigis). S&P said, "We forecast
total revenue growth of about 18%-19% in 2025, including dynamic
organic growth underpinned by market tailwinds such as improvements
in building energy efficiency, infrastructure investments, and
increasing regulation, and complemented by the above-mentioned new
acquisitions. We forecast the adjusted EBITDA margin to expand to
about 18.5% in 2025 from 17.3% in 2024, driven by operating
leverage, efficiency gains through digitalization and AI, and
accretive mergers and acquisitions. This is despite increased
subcontracting in a context of skilled labor scarcity, which
negatively affects profitability. Low capital expenditure (capex),
about 3.5% of revenues, along with moderate working capital needs
of EUR10 million-EUR15 million annually, will result in adjusted
FOCF of more than EUR150 million per year."

Issue Ratings--Recovery Analysis

Key analytical factors

-- S&P said, "We rate Socotec's proposed EUR1,064 million
euro-denominated first-lien term loan facility and $542 million
USD-denominated first-lien term loan facility, both due December
2031, 'B', in line with the long-term issuer credit rating. The
recovery rating is '4', reflecting our expectation of average
recovery prospects (rounded estimate: 45%) in the event of default,
constrained by some prior ranking liabilities (factoring) and the
substantial amount of first-lien debt."

-- S&P views the security package as limited, although customary
for this type of transaction. The package comprises pledges over
the obligors' shares, some bank accounts, intercompany receivables,
and the entire share capital of the issuer's directly and wholly
owned material subsidiaries.

-- In S&P's view, the debt documentation gives the borrower
operational flexibility for debt incurrence, as well as cash
leakage and dividend distribution.

-- There are no maintenance covenants on the TLB; however, the RCF
includes a springing senior secured net leverage covenant set at
9.0x, which is only tested if it is more than 40% drawn.

-- S&P's hypothetical default scenario assumes weakening
macroeconomic factors and a decline in the construction and
renovation of residential, commercial, and infrastructure assets,
which leads to a fall in demand for TICC services, resulting in
deteriorating operating performance.

-- S&P values Socotec as a going concern, given its solid market
position in the TICC construction and infrastructure services
markets in Europe and the U.S., as well as its strong expertise.

Simulated default assumptions

-- Year of default: 2028
-- Jurisdiction: France

Simplified waterfall

-- EBITDA at emergence: EUR185 million

    --Minimum capex of 2% of annual revenue based on historical
trends

    --Standard cyclicality adjustment of 5%, in line with the
sector assumptions

-- Implied enterprise value multiple: 5.5x, the standard EBITDA
multiple for business and consumer services

-- Gross enterprise value at default: EUR1,019 million

-- Net enterprise value after administrative costs (5%): EUR968
million

-- Priority claims: EUR84 million

-- Collateral available for secured debt: EUR884 million

-- Senior secured debt claims: EUR1.8 billion

    --Recovery expectation: 30%-50% (rounded estimate: 45%)

Debt claims include six month's prepetition interest and an 85%
drawn RCF.




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

ARBOUR CLO XII: Fitch Puts 'B-sf' Reset Final Rating to F-R Notes
-----------------------------------------------------------------
Fitch Ratings has assigned Arbour CLO XII DAC reset notes final
ratings, as detailed below.

   Entity/Debt            Rating               Prior
   -----------            ------               -----
Arbour CLO XII DAC

   A XS2688506869     LT PIFsf  Paid In Full   AAAsf
   A-R XS3111885268   LT AAAsf  New Rating
   B-1 XS2688507081   LT PIFsf  Paid In Full   AAsf
   B-2 XS2688508303   LT PIFsf  Paid In Full   AAsf
   B-R XS3111885425   LT AAsf   New Rating
   C XS2688508725     LT PIFsf  Paid In Full   Asf
   C-R XS3111885771   LT Asf    New Rating
   D XS2688509376     LT PIFsf  Paid In Full   BBB-sf
   D-R XS3111885938   LT BBB-sf New Rating
   E XS2688509616     LT PIFsf  Paid In Full   BB-sf
   E-R XS3111886159   LT BB-sf  New Rating
   F XS2688509707     LT PIFsf  Paid In Full   B-sf
   F-R XS3111886316   LT B-sf   New Rating

Transaction Summary

Arbour CLO XII DAC is a securitisation with about 90% senior
secured obligations and a component of senior unsecured, mezzanine,
second-lien loans, first-lien last-out loans and high-yield bonds.
Note proceeds have been used to redeem the existing notes, except
the subordinated notes, and to fund the portfolio with a target par
of EUR425 million.

The portfolio is managed by Oaktree Capital Management (UK) LLP.
The CLO has a 4.5 year reinvestment period and an 8.5 year
weighted-average life (WAL) test.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors to be in the 'B'/'B-' category.
The Fitch weighted average rating factor of the identified
portfolio is 24.5.

High Recovery Expectations (Positive): At least 90% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 61.4%.

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

Portfolio Management (Neutral): The transaction has two matrices
effective at closing and another two effective 12 months after
closing, all with fixed-rate limits of 5% and 10%. The closing
matrices correspond to an 8.5-year WAL test while the forward
matrices correspond to a 7.5-year WAL test.

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

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

RATING SENSITIVITIES

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

An increase of the default rate (RDR) by 25% of the mean RDR and a
decrease of the recovery rate (RRR) by 25% at all ratings in the
current portfolio would lead to downgrades of one notch for the
class D-R to E-R notes and to below 'B-sf' for the class F-R notes.
Downgrades may occur if the build-up of the notes' credit
enhancement following amortisation does not compensate for a larger
loss expectation than initially assumed due to unexpectedly high
levels of defaults and portfolio deterioration.

Due to the better metrics and shorter life of the current portfolio
than the Fitch stressed portfolio, the class B-R, D-R, E-R and F-R
notes have cushions of two notches and the C-R notes of three
notches.

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

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

A reduction of the RDR by 25% of the mean RDR and an increase in
the RRR by 25% at all rating levels in the current portfolio would
result in upgrades of up to three notches for all notes, except for
the 'AAAsf' rated notes, which are already at the highest level on
Fitch's scale and cannot be upgraded.

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

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

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

DATA ADEQUACY

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 Arbour CLO XII
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.

AVOCA CLO XX: Fitch Puts 'B-sf' Reset Final Rating to Cl. F-R Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Avoca CLO XX DAC reset final ratings, as
detailed below.

   Entity/Debt               Rating               Prior
   -----------               ------               -----
Avoca CLO XX DAC

   A-1-R XS2417114712    LT PIFsf  Paid In Full   AAAsf
   A-2-R XS2417114639    LT PIFsf  Paid In Full   AAAsf
   A-Loan                LT AAAsf  New Rating
   A-R-R XS3100020620    LT AAAsf  New Rating
   B-1 XS1970747447      LT PIFsf  Paid In Full   AA+sf
   B-2-R XS2417115107    LT PIFsf  Paid In Full   AA+sf
   B-R-R XS3100020976    LT AAsf   New Rating
   C-R XS2417115362      LT PIFsf  Paid In Full   A+sf
   C-R-R XS3100021354    LT Asf    New Rating
   D-R XS2417115792      LT PIFsf  Paid In Full   BBB+sf
   D-R-R XS3100021511    LT BBB-sf New Rating
   E XS1970749732        LT PIFsf  Paid In Full   BB+sf
   E-R XS3100021867      LT BB-sf  New Rating
   F XS1970749815        LT PIFsf  Paid In Full   B-sf
   F-R XS3100022089      LT B-sf   New Rating
   X-R XS3100022246      LT AAAsf  New Rating

Transaction Summary

Avoca CLO XX DAC is a securitisation of mainly senior secured
obligations (at least 90%) with a component of senior unsecured,
mezzanine, second-lien loans and high-yield bonds. Note proceeds
have been used to redeem the existing notes except the subordinated
notes and to fund the portfolio with a target par of EUR400
million. The portfolio is actively managed by KKR Credit Advisors
(Ireland) Unlimited Company. The CLO has a 4.5-year reinvestment
period and a 7.5 year weighted average life test (WAL) at closing.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'/'B-'. The Fitch-weighted
average rating factor of the identified portfolio is 24.9.

High Recovery Expectations (Positive): At least 90% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch-weighted
average recovery rate of the identified portfolio is 60%.

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

Portfolio Management (Neutral): The transaction has two matrices
that are effective at closing and two that are effective 18 months
post-closing, all with fixed-rate limits of 5% and 10%. The closing
matrices correspond to a 7.5-year WAL test while the forward
matrices correspond to a 7.0-year WAL test. The transaction has a
reinvestment period of about 4.5 years and includes reinvestment
criteria similar to those of other European transactions. Fitch's
analysis is based on a stressed-case portfolio with the aim of
testing the robustness of the transaction structure against its
covenants and portfolio guidelines.

WAL Step-Up Feature (Neutral): The WAL test covenant can be
extended by one year from 12 months after closing if the aggregate
collateral balance (with defaulted obligations carried at the lower
of Fitch and another rating agency's collateral value) is at least
at the reinvestment target par amount and all tests are passing.

Cash-flow Modelling (Positive): The WAL Fitch modelled is 12 months
less than the WAL covenant. This is to account for the strict
reinvestment conditions envisaged after the reinvestment period.
These include, among others, passing both the coverage tests and
the Fitch 'CCC' limit post reinvestment as well as a WAL covenant
that progressively steps down over time, both before and after the
end of the reinvestment period. Fitch believes these conditions
would reduce the effective risk horizon of the portfolio during the
stress period.

RATING SENSITIVITIES

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

An increase of the mean default rate (RDR) at all rating levels in
the current portfolio by 25% and a decrease of the recovery rate
(RRR) by 25% at all rating levels would have no impact on the class
X-R through A-R-R notes and lead to downgrades of one notch for the
class B-R-R to E-R notes and to below 'B-sf' for the class F-R
notes. Downgrades may occur if the build-up of the notes' credit
enhancement following amortisation does not compensate for a larger
loss expectation than initially assumed due to unexpectedly high
levels of defaults and portfolio deterioration.

Due to the better metrics and shorter life of the current portfolio
than the Fitch-stressed portfolio, the class B-R-R, D-R-R, E-R and
F-R notes display rating cushions of two notches and the class C-R
notes of one notch.

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

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

A reduction of the RDR at all rating levels in the stressed
portfolio by 25% of the mean RDR and an increase in the RRR by 25%
at all rating levels would result in upgrades of up to three
notches for all notes, except for the 'AAAsf' rated notes, which
are at the highest level on Fitch's scale and cannot be upgraded.

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

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

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

DATA ADEQUACY

Avoca CLO XX 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 Avoca CLO XX 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.

AVOCA CLO XX: S&P Assigns B- (sf) Rating to Class F-R Notes
-----------------------------------------------------------
S&P Global Ratings assigned its ratings to Avoca CLO XX DAC's class
A-L loan and class X-R, A-R-R, B-R-R, C-R-R, D-R-R, E-R, and F-R
notes. At closing, the issuer had unrated subordinated notes
outstanding from the existing transaction.

This transaction is a reset of the already existing transaction,
that we did not rate. At closing, the existing classes of notes
were fully redeemed with the proceeds from the issuance of the
replacement notes and loan on the reset date.

The ratings assigned to Avoca CLO XX's reset notes and loan reflect
our assessment of:

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

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

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

-- The transaction's legal structure, which is bankruptcy remote.

-- The transaction's counterparty risks, which are in line with
S&P's counterparty rating framework.

  Portfolio benchmarks

  S&P weighted-average rating factor                   2,841.70
  Default rate dispersion                                445.93
  Weighted-average life (years)                            4.25
  Weighted-average life (years) extended to cover
  the length of the reinvestment period                    4.50
  Obligor diversity measure                              177.35
  Industry diversity measure                              20.29
  Regional diversity measure                               1.24

  Transaction key metrics

  Portfolio weighted-average rating
  derived from S&P's CDO evaluator                            B
  'CCC' category rated assets (%)                          1.47
  Target 'AAA' weighted-average recovery (%)              36.73
  Target weighted-average spread (net of floors; %)        3.72
  Target weighted-average coupon (%)                       4.49

Rationale

Under the transaction documents, the rated notes and loan will pay
quarterly interest unless a frequency switch event occurs.
Following this, the notes and loan will switch to semiannual
payments. The portfolio's reinvestment period will end
approximately 4.5 years after closing.

The portfolio is well-diversified, primarily comprising broadly
syndicated speculative-grade senior secured term loans and bonds.
Therefore, S&P has conducted its credit and cash flow analysis by
applying its criteria for corporate cash flow CDOs.

S&P said, "In our cash flow analysis, we modeled a target par of
EUR400 million. Additionally, we modeled the covenanted
weighted-average spread (3.60%), the covenanted weighted-average
coupon (4.38%), and the target weighted-average recovery rates
calculated in line with our CLO criteria for all classes of notes
and loan. We applied various cash flow stress scenarios, using four
different default patterns, in conjunction with different interest
rate stress scenarios for each liability rating category."

Until the end of the reinvestment period on Jan. 15, 2030, the
collateral manager may substitute assets in the portfolio as long
as S&P's CDO Monitor test is maintained or improved in relation to
the initial ratings on the notes and loan. This test looks at the
total amount of losses that the transaction can sustain--as
established by the initial cash flows for each rating--and compares
that with the current portfolio's default potential plus par losses
to date. As a result, until the end of the reinvestment period, the
collateral manager may through trading deteriorate the
transaction's current risk profile, if the initial ratings are
maintained.

S&P said, "Under our structured finance sovereign risk criteria,
the transaction's exposure to country risk is sufficiently
mitigated at the assigned ratings.

"The transaction's documented counterparty replacement and remedy
mechanisms adequately mitigate its exposure to counterparty risk
under our counterparty criteria.

"The transaction's legal structure and framework is bankruptcy
remote, in line with our legal criteria.

"The CLO is managed by KKR Credit Advisors (Ireland) Unlimited Co.,
and the maximum potential rating on the liabilities is 'AAA' under
our operational risk criteria.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe the ratings are
commensurate with the available credit enhancement for the class
A-L loan and class X-R to E-R notes. Our credit and cash flow
analysis indicates that the available credit enhancement for the
class B-R-R to D-R-R notes could withstand stresses commensurate
with higher ratings than those assigned. However, as the CLO will
be in its reinvestment phase starting from closing--during which
the transaction's credit risk profile could deteriorate--we have
capped our ratings on the notes.

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class F-R notes could withstand stresses
commensurate with a lower rating. However, we have applied our
'CCC' rating criteria and assigned a rating of 'B- (sf)' rating on
this class of notes."

The ratings uplift for the class F-R notes reflects several key
factors, including:

-- The class F-R notes' available credit enhancement, which is in
the same range as that of other CLOs S&P has rated and that have
recently been issued in Europe.

-- The portfolio's average credit quality, which is similar to
other recent CLOs.

-- S&P's model generated break-even default rate at the 'B-'
rating level of 25.54% (for a portfolio with a weighted-average
life of 4.5 years), versus if S&P was to consider a long-term
sustainable default rate of 3.1% for 4.5 years, which would result
in a target default rate of 13.95%.

-- S&P does not believe that there is a one-in-two chance of this
note defaulting.

-- S&P does not envision this tranche defaulting in the next 12-18
months.

S&P said, "Following this analysis, we consider that the available
credit enhancement for the class F-R notes is commensurate with the
assigned 'B- (sf)' rating.

"Given our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe our ratings are
commensurate with the available credit enhancement for all the
rated classes of notes and loan.

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

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

Avoca CLO XX DAC is a European cash flow CLO securitization of a
revolving pool, comprising mainly euro-denominated leveraged loans
and bonds. The transaction is a broadly syndicated CLO that is
managed by KKR Credit Advisors (Ireland) Unlimited Co.

Environmental, social, and governance

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

  Ratings list

                       Amount                           Credit
  Class     Rating*  (mil. EUR)    Interest rate§  enhancement
(%)
  X-R       AAA (sf)     2.50    Three/six-month EURIBOR    N/A
                                 plus 1.05%

  A-R-R     AAA (sf)   165.0     Three/six-month EURIBOR   38.00
                                 plus 1.33%

  A-L loan  AAA (sf)    83.00    Three/six-month EURIBOR   38.00
                                 plus 1.33%

  B-R-R     AA (sf)     40.00    Three/six-month EURIBOR   28.00
                                 plus 1.90%

  C-R-R     A (sf)      25.00    Three/six-month EURIBOR   21.75
                                 plus 2.25%

  D-R-R     BBB- (sf)   31.00    Three/six-month EURIBOR   14.00
                                 plus 3.20%

  E-R       BB- (sf)    18.00    Three/six-month EURIBOR    9.50
                                 plus 5.55%

  F-R       B- (sf)     12.00    Three/six-month EURIBOR    6.50
                                 plus 8.41%

  Sub       NR          35.80    N/A                         N/A

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

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



CROSS OCEAN VIII: Fitch Assigns B-sf Final Rating to Cl. F-R Notes
------------------------------------------------------------------
Fitch Ratings has assigned Cross Ocean Bosphorus CLO VIII DAC final
ratings, as detailed below.

   Entity/Debt                   Rating               Prior
   -----------                   ------               -----
Cross Ocean Bosphorus
CLO VIII DAC

   Class A XS2583331280      LT PIFsf  Paid In Full   AAAsf
   Class A-R XS3097973450    LT AAAsf  New Rating     AAA(EXP)sf
   Class B XS2583331363      LT PIFsf  Paid In Full   AAsf
   Class B-R XS3097973617    LT AAsf   New Rating     AA(EXP)sf
   Class C XS2583331793      LT PIFsf  Paid In Full   Asf
   Class C-R XS3097973880    LT Asf    New Rating     A(EXP)sf
   Class D XS2583331959      LT PIFsf  Paid In Full   BBBsf
   Class D-R XS3097974185    LT BBB-sf New Rating     BBB-(EXP)sf
   Class E XS2583332254      LT PIFsf  Paid In Full   BB-sf
   Class E-R XS3097974342    LT BB-sf  New Rating     BB-(EXP)sf
   Class F XS2583332338      LT PIFsf  Paid In Full   B-sf
   Class F-R XS3097974698    LT B-sf   New Rating     B-(EXP)sf

Transaction Summary

Cross Ocean Bosphorus CLO VIII DAC is a securitisation of mainly
(at least 90%) senior secured obligations with a component of
senior unsecured, mezzanine, second-lien loans and high-yield
bonds. Note proceeds have been used to redeem the existing notes
except the subordinated notes and to fund the portfolio with a
target par of EUR350 million. The portfolio is actively managed by
Cross Ocean Adviser LLP and the CLO has a reinvestment period of
five years and a nine-year weighted average life (WAL) test
covenant.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'/'B-'. The Fitch weighted
average rating factor of the identified portfolio is 24.7.

High Recovery Expectations (Positive): At least 90% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 63%.

Diversified Portfolio (Positive): The transaction includes three
Fitch test matrices, one of which is effective at closing. The
closing matrix corresponds to a top 10 obligor concentration limit
of 20%, fixed-rate obligation limits at 5%, and a nine-year WAL
covenant. It has two forward matrices corresponding to the same top
10 obligors and fixed-rate asset limits, one with an eight-year WAL
test covenant and the other at 7.5 years.

The forward matrices will be effective 12 months and 18 months,
respectively, after closing, provided the aggregate collateral
balance (defaults at Fitch-calculated collateral value) is at least
at the reinvestment target par balance, among other conditions. The
transaction also includes various concentration limits, including
maximum exposure to the three largest Fitch-defined industries in
the portfolio at 40%. These covenants ensure that the asset
portfolio will not be exposed to excessive concentration.

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

Cash Flow Modelling (Positive): The WAL used for the transaction's
Fitch-stressed portfolio and matrices analysis is 12 months less
than the WAL test covenant, to account for structural and
reinvestment conditions after the reinvestment period. These
include the over-collateralisation tests and Fitch's 'CCC'
limitation after reinvestment. In Fitch's opinion, these conditions
would reduce the effective risk horizon of the portfolio during
stress periods.

RATING SENSITIVITIES

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

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

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

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

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

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

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

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

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

DATA ADEQUACY

Cross Ocean Bosphorus CLO VIII 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 Cross Ocean
Bosphorus CLO VIII 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 XXXI: Fitch Assigns B-sf Final Rating to Cl. F-R Notes
------------------------------------------------------------------
Fitch Ratings has assigned Harvest CLO XXXI DAC reset final
ratings, as detailed below.

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

   Class A-1 XS2719263167    LT PIFsf  Paid In Full   AAAsf
   Class A-2 XS2719263324    LT PIFsf  Paid In Full   AAAsf
   Class A-R XS3105230117    LT AAAsf  New Rating     AAA(EXP)sf
   Class B XS2719263670      LT PIFsf  Paid In Full   AAsf
   Class B-R XS3105230380    LT AAsf   New Rating     AA(EXP)sf
   Class C XS2719264058      LT PIFsf  Paid In Full   Asf
   Class C-R XS3105230547    LT Asf    New Rating     A(EXP)sf
   Class D XS2719264215      LT PIFsf  Paid In Full   BBB-sf
   Class D-R XS3105230893    LT BBB-sf New Rating     BBB-(EXP)sf
   Class E XS2719264488      LT PIFsf  Paid In Full   BB-sf
   Class E-R XS3105231198    LT BB-sf  New Rating     BB-(EXP)sf
   Class F XS2719264645      LT PIFsf  Paid In Full   B-sf
   Class F-R XS3105231354    LT B-sf   New Rating     B-(EXP)sf

Transaction Summary

Harvest CLO XXXI DAC is a securitisation of mainly senior secured
obligations (at least 90%) with a component of corporate rescue
loans, senior unsecured, mezzanine, second-lien loans and
high-yield bonds. All the existing notes except the subordinated
notes are refinanced.

The portfolio is managed by Investcorp Credit Management EU
Limited. The collateralised loan obligation has a 4.5-year
reinvestment period and an 8.5-year weighted average life test
(WAL).

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors in the current portfolio at
'B'/'B-'. The Fitch weighted average rating factor (WARF) of the
current portfolio is 24.4.

Strong Recovery Expectation (Positive): At least 90% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate (WARR) of the current portfolio is 58.8%.

Diversified Portfolio (Positive): Exposure to the 10 largest
obligors and fixed-rate assets is limited to 20% and 10%,
respectively, based on Fitch test matrices. The transaction also
includes various other concentration limits, including a maximum
exposure to the three largest Fitch-defined industries in the
portfolio at 40%. These covenants ensure that the asset portfolio
will not be exposed to excessive concentration.

Portfolio Management (Neutral): The transaction has two matrices
that are effective at closing and two that are effective 12 months
after closing, all with fixed-rate limits of 5% and 10%. The
closing matrices correspond to an 8.5-year WAL test, while the
forward matrices correspond to a 7.5-year WAL test. The transaction
has a reinvestment period of about 4.5 years and includes
reinvestment criteria similar to those of other European
transactions. Fitch's analysis is based on a stressed-case
portfolio with the aim of testing the robustness of the transaction
structure against its covenants and portfolio guidelines.

Cash Flow Modelling (Positive): The WAL used for the Fitch-stressed
portfolio and matrices analysis is 12 months less than the WAL
covenant, to account for strict reinvestment conditions after the
reinvestment period. These conditions include the satisfaction of
over-collateralisation tests and Fitch's 'CCC' limit tests,
alongside a steadily decreasing WAL covenant. In the agency's
opinion, these conditions reduce the effective risk horizon of the
portfolio during stress periods.

RATING SENSITIVITIES

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

A 25% increase of the mean default rate (RDR) and a 25% decrease in
the recovery rate (RRR) across all the ratings of the current
portfolio would have no impact on the class A-R notes, but would
lead to downgrades of one notch each for the remaining notes.

Downgrades, which are based on the current portfolio, may occur if
the loss expectation is larger than initially assumed, due to
unexpectedly high levels of defaults and portfolio deterioration.
The class B-R to F-R notes each have a rating cushion of up to two
notches, due to the better metrics and shorter life of the current
portfolio than the Fitch-stressed portfolio,

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

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

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

Upgrades during the reinvestment period, which are based on the
Fitch-stressed portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining WAL test, allowing
the notes to withstand larger-than-expected losses for the
remaining life of the transaction.

Upgrades after the end of the reinvestment period, except for the
'AAAsf' notes, may result from stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread to cover losses in the remaining portfolio.

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

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

DATA ADEQUACY

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
Recognised Statistical Rating Organisations and/or European
Securities and Markets Authority-registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk-presenting entities.

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

ESG Considerations

Fitch does not provide ESG relevance scores for Harvest CLO XXXI
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.

OCP EURO 2025-13: S&P Assigns B- (sf) Rating to Class F Notes
-------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to OCP Euro CLO
2025-13 DAC's class A-loan and class A to F notes. At closing, the
issuer also issued unrated subordinated notes.

The ratings reflect S&P's assessment of:

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

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

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

-- The transaction's legal structure, which is bankruptcy remote.

-- The transaction's counterparty risks, which are in line with
S&P's counterparty rating framework.

  Portfolio benchmarks

  S&P Global Ratings' weighted-average rating factor    2,700.63
  Default rate dispersion                                 592.17
  Weighted-average life (years)                             4.85
  Weighted-average life (years) extended
  to match reinvestment period                              4.85
  Obligor diversity measure                               152.47
  Industry diversity measure                               26.46
  Regional diversity measure                                1.21

  Transaction key metrics

  Portfolio weighted-average rating
  derived from S&P's CDO evaluator                             B
  'CCC' category rated assets (%)                           1.25
  Actual 'AAA' weighted-average recovery (%)               36.96
  Actual weighted-average spread (net of floors; %)         3.72
  Actual weighted-average coupon (%)                        2.93

Rationale

S&P said, "The portfolio is well-diversified, primarily comprising
broadly syndicated speculative-grade senior secured term loans and
senior secured bonds. Therefore, we have conducted our credit and
cash flow analysis by applying our criteria for corporate cash flow
CDOs.

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

"In our cash flow analysis, we used the EUR400 million target par
amount, the actual weighted-average spread (3.72%), the actual
weighted-average coupon (2.93%), and the actual weighted-average
recovery rates at all rating levels, calculated in line with our
CLO criteria. We applied various cash flow stress scenarios, using
four different default patterns, in conjunction with different
interest rate stress scenarios for each liability rating category.

"Until the end of the reinvestment period on Jan. 18, 2030, the
collateral manager may substitute assets in the portfolio for so
long as our CDO Monitor test is maintained or improved in relation
to the initial ratings on the notes and loan. This test looks at
the total amount of losses that the transaction can sustain as
established by the initial cash flows for each rating, and it
compares that with the current portfolio's default potential plus
par losses to date. As a result, until the end of the reinvestment
period, the collateral manager may through trading deteriorate the
transaction's current risk profile, if the initial ratings are
maintained.

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

"The transaction's documented counterparty replacement and remedy
mechanisms adequately mitigate its exposure to counterparty risk
under our current counterparty criteria.

"The transaction's legal structure and framework is bankruptcy
remote, in line with our legal criteria.

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

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class B to E notes could withstand
stresses commensurate with higher ratings than those we have
assigned. However, as the CLO is still in its reinvestment phase,
during which the transaction's credit risk profile could
deteriorate, we have capped our ratings assigned to the notes. The
class A-loan and class A notes can withstand stresses commensurate
with the assigned rating.

"For the class F notes, our credit and cash flow analysis indicate
that the available credit enhancement could withstand stresses
commensurate with a lower rating.

"However, we have applied our 'CCC' rating criteria, resulting in a
preliminary 'B- (sf)' rating on this class of notes."

The ratings uplift for the class F notes reflects several key
factors, including:

-- The class F notes' available credit enhancement, which is in
the same range as that of other CLOs S&P has rated and that has
recently been issued in Europe.

-- The preliminary portfolio's average credit quality, which is
similar to other recent CLOs.

-- S&P said, "Our model generated break-even default rate at the
'B-' rating level of 22.57% (for a portfolio with a
weighted-average life of 4.85 years), versus if we were to consider
a long-term sustainable default rate of 3.1% for 4.85 years, which
would result in a target default rate of 15.04%."

-- S&P does not believe that there is a one-in-two chance of this
tranche defaulting.

-- S&P does not envision this tranche defaulting in the next 12-18
months.

S&P said, "Following this analysis, we consider that the available
credit enhancement for the class F notes is commensurate with the
assigned 'B- (sf)' rating.

"In addition to our standard analysis, to provide an indication of
how rising pressures among speculative-grade corporates could
affect our ratings on European CLO transactions, we have also
included the sensitivity of the ratings on the class A-loan and
class A to E notes based on four hypothetical scenarios and applied
to the actual portfolio characteristics at closing.

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

Environmental, social, and governance

S&P said, "We regard the exposure to environmental, social, and
governance (ESG) credit factors in the transaction as being broadly
in line with our benchmark for the sector. Primarily due to the
diversity of the assets within CLOs, the exposure to environmental
credit factors is viewed as below average, social credit factors
are below average, and governance credit factors are average. For
this transaction, the documents prohibit assets from being related
to certain activities.

"Accordingly, since the exclusion of assets from these industries
does not result in material differences between the transaction and
our ESG benchmark for the sector, we have not made any specific
adjustments in our rating analysis to account for any ESG-related
risks or opportunities."

  Ratings

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

  A       AAA (sf)    135.25    Three/six-month EURIBOR    38.50
                                + 1.33%

  A-loan  AAA (sf)    110.75    Three/six-month EURIBOR    38.50
                                + 1.33%

  B       AA (sf)      46.00    Three/six-month EURIBOR    27.00
                                + 1.90%

  C       A (sf)       24.00    Three/six-month EURIBOR    21.00
                                + 2.30%

  D       BBB- (sf)    28.00    Three/six-month EURIBOR    14.00
                                + 3.15%

  E       BB- (sf)     17.50    Three/six-month EURIBOR     9.63
                                + 5.80%

  F       B- (sf)      12.50    Three/six-month EURIBOR     6.50
                                + 8.32%  

  Sub     NR           30.30    N/A                          N/A

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

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


PALMER SQUARE 2021-1: Fitch Puts 'B-sf' Final Rating to F-R Notes
-----------------------------------------------------------------
Fitch Ratings has assigned Palmer Square European CLO 2021-1 DAC
reset notes final ratings, as detailed below.

   Entity/Debt                   Rating           
   -----------                   ------           
Palmer Square European
CLO 2021-1 DAC

   Class A-R XS3103586494    LT AAAsf  New Rating

   Class B-R XS3103586734    LT AAsf   New Rating

   Class C-R XS3103587112    LT Asf    New Rating

   Class D-R XS3103587468    LT BBB-sf New Rating

   Class E-R XS3103587625    LT BB-sf  New Rating

   Class F-R XS3103588193    LT B-sf   New Rating

   Subordinated Notes
   XS2298992798              LT NRsf   New Rating

Transaction Summary

Palmer Square European CLO 2021-1 DAC is a securitisation of mainly
senior secured obligations (at least 90%) with a component of
senior unsecured, mezzanine, second-lien loans and high-yield
bonds. Note proceeds were used to refinance original class A to F
notes and to top-up the portfolio with a target par of EUR400
million. The portfolio is actively managed by Palmer Square Europe
Capital Management LLC. The collateralized loan obligation (CLO)
will have a 4.5-year reinvestment period and an 8.5-year weighted
average life (WAL) test at closing.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch places the
average credit quality of obligors at 'B'. The Fitch weighted
average rating factor of the identified portfolio is 23.7.

High Recovery Expectations (Positive): At least 90% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 62.6%.

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

Portfolio Management (Neutral): The transaction has two matrices at
closing, two forward matrices that are effective twelve months
after closing and two other forward matrices that are effective
eighteen months after closing. Each set corresponds to fixed-rate
limits of 5% and 12.5%. The manager can switch to the forward
matrices if the collateral principal amount (with defaults at the
Fitch collateral value) is greater than, or equal to, target par.

The transaction will have a 4.5-year reinvestment period, which is
governed by reinvestment criteria that are similar to those of
other European transactions. Fitch's analysis is based on a
stressed-case portfolio with the aim of testing the robustness of
the transaction structure against its covenants and portfolio
guidelines.

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

RATING SENSITIVITIES

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

A 25% increase of the mean default rate (RDR) across all ratings
and a 25% decrease of the recovery rate (RRR) across all ratings of
the identified portfolio would have no impact on the class A-R and
B-R notes but would lead to downgrades of one notch for the class
C-R, D-R, E-R notes. It would also lead to downgrade to below
'B-sf' for the class F-R notes.

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

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

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

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

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

Palmer Square European CLO 2021-1 DAC - RESET

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

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

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

ESG Considerations

Fitch does not provide ESG relevance scores for Palmer Square
European CLO 2021-1 DAC - RESET.

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.

PALMER SQUARE 2025-2: Fitch Puts 'B-sf' Final Rating to Cl. F Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Palmer Square European CLO 2025-2 DAC
final ratings, as detailed below.

   Entity/Debt                 Rating             Prior
   -----------                 ------             -----
Palmer Square European
CLO 2025-2 DAC

   Class A XS3086801340    LT AAAsf  New Rating   AAA(EXP)sf

   Class B1 XS3086801936   LT AAsf   New Rating   AA(EXP)sf

   Class B2 XS3086801852   LT AAsf   New Rating   AA(EXP)sf

   Class C XS3086802074    LT Asf    New Rating   A(EXP)sf

   Class D XS3086802660    LT BBB-sf New Rating   BBB-(EXP)sf

   Class E XS3086802314    LT BB-sf  New Rating   BB-(EXP)sf

   Class F XS3086802405    LT B-sf   New Rating   B-(EXP)sf

   Subordinated Notes
   XS3086803809            LT NRsf   New Rating   NR(EXP)sf

Transaction Summary

Palmer Square European CLO 2025-2 DAC is a securitisation of mainly
senior secured obligations (at least 90%) with a component of
senior unsecured, mezzanine, second-lien loans and high-yield
bonds. Note proceeds have been used to fund a portfolio with a
target par of EUR400 million. The portfolio is actively managed by
Palmer Square Europe Capital Management LLC. The CLO will have a
4.5-year reinvestment period, and a 7.5-year weighted average life
(WAL) test at closing.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch places the
average credit quality of obligors at 'B'. The Fitch weighted
average rating factor of the identified portfolio is 23.9.

High Recovery Expectations (Positive): At least 90% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 62.0%.

Diversified Asset Portfolio (Positive): The transaction includes
two matrices at closing with fixed-rate limits of 5% and 10%. . It
also includes various concentration limits, including the maximum
exposure to the three largest Fitch-defined industries in the
portfolio at 40%. These covenants ensure the asset portfolio will
not be exposed to excessive concentration.

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

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

RATING SENSITIVITIES

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

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

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

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

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

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

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

Palmer Square European CLO 2025-2 DAC

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

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

ESG Considerations

Fitch does not provide ESG relevance scores for Palmer Square
European CLO 2025-2 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.



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

AI PLEX: Fitch Assigns 'B-' Long-Term IDR, Outlook Negative
-----------------------------------------------------------
Fitch Ratings has assigned AI Plex (Luxembourg) S.a r.l. a 'B-'
Long-Term Issuer Default Rating (IDR) with Negative Outlook. Fitch
has also revised Roehm Holding GmbH's (Roehm) Outlook to Negative
from Stable, affirmed its Long-term IDR at 'B-', and withdrawn its
Long-term IDR. This follows changes to the group's organisational
structure.

Fitch has also affirmed Roehm and Roehm US Holding LLC's term loans
at senior secured 'B-'. The Recovery Rating is 'RR4'.

The Negative Outlook reflects the refinancing risk related to
maturities due in 2026 in a difficult chemical market. AI Plex's
'B-' rating reflects high leverage, earnings volatility driven by
methyl methacrylate (MMA) prices, and cyclical demand in key
end-industries, such as construction or automotive. AI Plex has
recently started production in its new US LiMA plant. Completion of
the investment and ramp-up of production will lead to lower capex
and leverage and support the rating.

Fitch has withdrawn Roehm's Long-term IDR due to the group's
reorganisation. Accordingly, Fitch will no longer provide the
rating for Roehm.

Key Rating Drivers

Polyvantis Part of AI Plex: In 2024, Roehm established Polyvantis
as a standalone group within AI Plex, combining the former Roehm
Acrylic Products business (transferred in May 2024) and the
functional forms business acquired from Saudi Basic Industries
(closed in September 2024). AI Plex (Luxembourg) Finance S.a r.l.
and Polyvantis are among guarantors to Roehm's and Roehm US Holding
LLC's term loans. The changes to the group's structure led to the
withdrawal of Roehm's Long-term IDR and rating assignment to AI
Plex.

Refinancing Risk Underlines Negative Outlook: AI Plex faces
refinancing risk of EUR277 million debt in 2026, including its
revolving credit facility, a portion of its term loan B, and a
vendor loan used for the acquisition of Saudi Basic Industries
Corporation's functional form business. The overall weak chemical
sector and any further delays in the LiMA plant's full start-up
increase refinancing risk, which led to the Negative Outlook.
However, Fitch expects that once the new LiMA plant is fully
operational, stronger cash flow generation will support refinancing
efforts.

New Plant Ramping Up: AI Plex has started operations at its new
250,000 tonne/year MMA plant in Bay City, Texas, using its
proprietary LiMA technology. This facility replaces the older
Westwego, Louisiana, plant, resulting in a net capacity increase of
around 180,000 tonnes, as the Westwego plant's full capacity has
not been fully available lately. Fitch expects the new plant to
improve AI Plex's production efficiency and cost due to higher
yields and lower energy consumption. The additional capacity
strengthens AI Plex's position in the North American MMA market,
which is under-supplied, and supports long-term customer
contracts.

Lower Capex: AI Plex expects annual capex to decline significantly
to around EUR60 million from 2026, after completing the investment
in the new plant, from EUR0.5 billion in 2023 and 2024. Its
forecasts do not assume any dividend payments, as shareholders
prioritise deleveraging. Reduced investments and the absence of
shareholder distributions should lead to gradual deleveraging.

Deleveraging Expected: Fitch now forecasts that AI Plex's EBITDA
gross leverage will decline to 7.3x in 2026 - below the 7.5x
negative rating sensitivity - rather than in 2025 as Fitch
previously projected. This revision reflects a slower improvement
in EBITDA margins in a weak market environment and delay in the new
LiMA plant ramp-up. The gradual reduction in leverage would support
the rating and Outlook stabilisation provided successful
refinancing. However, the deleveraging is also conditional on an
overall improvement in market conditions.

Worms Plant Nearing Completion: In November 2023 AI Plex's bulk
monomers plant in Worms, Germany, was damaged by a fire. The group
received EUR73 million in property damage and business interruption
insurance payments in 2024 and continues to receive business
interruption insurance payments in 2025. The affected plant has
been demolished and is being rebuilt, with production scheduled to
resume in late 3Q25. Fitch expects completion of the new facility
to benefit AI Plex's production volumes and financial performance.

MMA Prices Still Depressed: In 1Q25, MMA prices continued to fall
from 1Q24 and 4Q24 levels, reflecting lower raw material costs and
increased supply. In Europe, both contract and spot prices
declined, with margins remaining under pressure. Southeast Asian
spot prices also dropped and European spot prices have followed
suit. Demand was solid but fell short of a pronounced seasonal
upswing, while uncertainty about the economic outlook and US trade
policies contributed to cautious, short-term orders.

Peer Analysis

AI Plex's closest EMEA chemical peers are Petkim Petrokimya
Holdings A.S. (CCC+) and Root Bidco S.a.r.l. (B-/Stable). AI Plex
benefits from a stronger operating profile than Petkim, which has
higher asset concentration and weaker end-market diversification.
Root Bidco operates in resilient agricultural markets with higher
margins and product diversification, differentiating its risk
profile from AI Plex's more cyclical exposure.

Key Assumptions

- Volumes sold growing to 840,000 tonnes in 2027 from about 720,000
tonnes in 2025

- EBITDA margin of about 8.5% in 2025, increasing to an average 15%
in 2025-2028

- Annual capex broadly in line with management guidance

- No dividends in 2025-2028

Recovery Analysis

The recovery analysis assumes that AI Plex would be reorganised as
a going concern in bankruptcy rather than liquidated.

Fitch estimates going-concern EBITDA after restructuring at EUR270
million, reflecting significant capacity additions in core markets
and limited demand driving MMA spreads lower for a prolonged
period.

Fitch used a distressed enterprise value (EV) multiple of 4.5x,
which reflects the group's modest scale, market position and growth
prospects.

Fitch expects EUR90 million of factoring to be replaced by an
equivalent super-senior facility. Fitch also assumes its EUR300
million revolving credit facility is fully drawn.

Its waterfall analysis, after deducting 10% for administrative
claims, generated a waterfall-generated recovery computation in the
'RR4' band, indicating a 'B-' senior secured rating.

RATING SENSITIVITIES

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

- Worsened liquidity resulting from financial and/or operational
underperformance

- Failure to refinance or extend debt maturities within 12 months
of maturities

- EBITDA gross leverage above 7.5x for a sustained period, due to,
for example, high natural gas prices leading to protracted
production disruptions or material delays in the LiMA plant
ramp-up, or from debt-funded acquisitions

- EBITDA interest coverage below 1.25x on a sustained basis

- EBITDA margin below 12% and negative FCF generation on a
sustained basis

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

A positive rating action is unlikely at least in the short term due
to the Negative Outlook. Fitch would revise the Outlook to Stable
if the company successfully refinances its 2026 debt maturities and
LiMA production ramp-up is implemented largely as planned.

- EBITDA gross leverage below 6x for a sustained period would be
positive for the rating.

- EBITDA interest coverage above 2.5x on a sustained basis would
also be positive for the rating.

Liquidity and Debt Structure

At end-2024, AI Plex had readily available cash of EUR127 million
and undrawn revolving credit facilities of EUR120 million
(excluding EUR35 million that expire in January 2026). In 1Q25 AI
Plex had a tap issue of EUR90 million and received a EUR50 million
new shareholder loan to support the final construction and start-up
phase of LiMA. Fitch expects AI Plex to generate negative FCF of
around EUR200 million in 2025 before it turns neutral to positive
from 2026 as LiMA fully ramp ups.

In 2026 AI Plex will need to refinance its term loan B of around
EUR155 million and vendor loan of EUR96 million maturing in July
and September, respectively, and a EUR26 million revolving credit
facility due in January.

Issuer Profile

AI Plex is a vertically integrated manufacturer of MMA and its
derivatives. It has production capacity for 910,000 tonnes of MMA
across its plants in Germany, the US and China.

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
   -----------               ------           --------   -----
Roehm Holding GmbH     LT IDR B-  Affirmed               B-
                       LT IDR WD  Withdrawn

   senior secured      LT     B-  Affirmed      RR4      B-

Roehm US Holding
LLC

   senior secured      LT     B-  Affirmed      RR4      B-

AI Plex (Luxembourg)
S.a r.l.               LT IDR B-  New Rating



=============
R O M A N I A
=============

DIGI COMMUNICATIONS: Fitch Affirms BB Long-Term IDR, Outlook Stable
-------------------------------------------------------------------
Fitch Ratings has affirmed Digi Communications N.V.'s Long-Term
Issuer Default Rating (IDR) at 'BB'. The Outlook is Stable.

The rating reflects Digi's strong market positions in Romania,
increasing geographic diversification, strong growth and moderate
leverage. This is balanced against expected negative pre-dividend
free cash flow (FCF) over the next four years due to investments in
its international markets, needing to build scale in Portugal and
Belgium, partial ownership of networks outside Romania, fairly low
profitability and manageable FX risks.

The Stable Outlook reflects its expectation that Digi will continue
generating strong cash flow in Romania to broadly cover investment
requirements for international operations. Fitch expects EBITDA net
leverage will temporarily exceed the 3.0x threshold in 2025 due to
increased capex and the acquisition of Telekom Romania's assets.
However, this should strengthen Digi's asset base and market
position, supporting deleveraging to below the downgrade threshold
in 2026.

Key Rating Drivers

Temporary Leverage Spike: Fitch expects Digi's Fitch-defined EBITDA
net leverage to increase to 3.3x in 2025 from 2.9x in 2024,
temporarily exceeding the negative sensitivity threshold of 3.0x,
driven by higher than expected capex and the acquisition of Telekom
Romania's mobile assets. However, Fitch anticipates that leverage
will decrease to 2.9x in 2026 and 2.6x in 2027 as the company
builds scale and improves EBITDA margins in Spain and Portugal.

High Capex Limits FCF: Digi's high capex results in negative FCF
despite strong operating cash flow. Its capex (as defined by Fitch,
excluding amortisation of subscriber acquisition and content costs)
was 31%-38% of its revenue in 2022-2024. Its capex is likely to
remain high over the medium term due to continued fixed- and mobile
network upgrades and expansion in Spain and Portugal. Fitch expects
capex to be 25% of revenue in 2025, before gradually decreasing to
18% in 2028. Fitch includes financing of the Belgium operations
below FCF in other investing cash flow.

Strong Domestic Position: Digi is a leading provider of
fixed-broadband and pay-TV services in Romania and became the
country's second-largest mobile operator in 2024, with
ANCOM-estimated subscriber market shares of 72%, 75% and 28%,
respectively, at end-2024. This is underscored by Digi's domestic
EBITDA margin of 48% (company-defined) with strong cash generation.
Fitch expects Digi to maintain solid market positions, supported by
an advanced fibre network, the expansion of its mobile network
including 5G services and fixed-mobile convergent services offer.

New Entrant Execution Risks: Digi launched operations in Portugal
and Belgium in 4Q24, entering the Belgian market through a joint
venture with Citymesh and acquiring the fourth telecom operator,
Nowo Communications, in Portugal. This has improved its geographic
diversification but also increased execution risk. The development
pace in new markets will depend on competitor reaction and market
growth. Its base case assumes no dividends from the Belgian joint
venture in the next five years and expects EBITDA in Portugal to
turn positive only in 2027. Together with investments in networks,
this will keep Digi's total pre-dividend FCF negative in
2025-2027.

Growing Scale in Spain: As a remedy taker, Digi has purchased 60
megahertz of spectrum in the mid- to high-band frequency ranges
from the merged Orange-MasMovil in Spain. Fitch expects Digi to
start building its own mobile network in some parts of the country
from 2H25 and deploy a hybrid network model in the medium term.
Digi has also signed a new long-term national roaming and radio
access network-spectrum sharing agreement with Telefonica effective
from 2025. Together with the expansion of the fixed network
footprint, Fitch expects this to support revenue growth in Spain of
15%-21% in 2025-2027 and to improve the EBITDA margin in Spain by
at least 3pp over 2025-2027.

Strong Growth, Margin Dilution: Digi has been growing at low double
digits over the last six years. Fitch expects it to continue
growing rapidly at 9%-16% in 2025-2027, supported by an increasing
mobile customer base in Romania and improving scale in Spain and
Portugal. Expansion in these markets will support growth and
increase exposure to higher-rated countries, but at the expense of
lower margins. Fitch expects company-defined EBITDA margins of
20%-25% in Spain and flat to negative in Portugal in 2025-2027,
compared with 47%-48% in Romania. However, lower margins could be
offset by declining capex in the long term.

Partial Network Ownership: Digi fully owns its fixed-line and
mobile networks in Romania, but it is currently a mobile virtual
network operator in Spain with partial ownership of the fixed-line
network following the sale of fibre assets. Fitch regards network
ownership as a key factor in its assessment of telecom operators as
it supports higher profitability and better cash flow generation
visibility. Partial network ownership and execution risks related
to new operations in Portugal and Belgium result in tighter
leverage thresholds for Digi's rating compared with peers that
retain full ownership of their networks and benefit from
established scaled operations.

Manageable FX Risk: At end-2024, 96% of Digi's debt, 40%-60% of
capex and 50% of operating costs were denominated in hard
currencies, while 57% of revenue was in Romanian leu. However,
Digi's operations in Spain, Italy and Portugal, together with 30%
of revenue in Romania being linked to the euro and the historical
broad stability of the Romanian leu, reduce the scale of the
mismatch and make FX risk manageable.

Peer Analysis

Digi's peers include Iliad SA (BB/Positive), which is also using
strong domestic cash generation to fund international expansion in
new markets including start-up operations. However, Digi's leverage
sensitivities are tighter for the 'BB' rating than Iliad's, as the
latter has stronger FCF generation, lower execution risks, stronger
market positions in non-domestic markets, greater scale and higher
profitability.

Fitch views Digi's operating profile as weaker than that of
single-market operators Telenet Group Holding N.V (BB-/Stable),
VMED O2 UK Limited (BB-/Negative) and VodafoneZiggo Group B.V.
(B+/Stable) as these companies have lower exposure to early-stage
investments, stronger profitability, better FCF generation, greater
scale, full ownership of their fixed-line and mobile networks and
no FX risks. This is reflected in Digi's tighter leverage
thresholds than for these peers. However, they have lower ratings
than Digi as it has lower leverage.

Digi has slightly tighter leverage thresholds than VEON Ltd.
(BB-/Stable), whose higher emerging market and FX risks are
counterbalanced by strong market positions in all its countries of
operations with full ownership of networks, higher margins and
greater scale.

Key Assumptions

Fitch's Key Assumptions Within Its Rating Case for the Issuer

- Revenue to grow 16% in 2025 and 6%-10% a year in 2026-2028

- Fitch-defined EBITDA margin of 22% in 2025 before gradually
improving to 25% in 2027

- Working capital outflow of 1% a year in 2025-2028

- Capex at 25% of revenue in 2025, gradually declining to 18% by
2028

- Dividends of EUR41 million in 2025 increasing to EUR49 million in
2027

RATING SENSITIVITIES

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

- Weakening market positions and cash flow in Romania or increasing
cash flow requirements in Spain, Portugal and Belgium leading to
higher-than-expected cash burn or peak funding requirements

- Deteriorating liquidity, with notably weaker funding access and
limited headroom under committed credit facilities or from asset
disposals

- Fitch-defined EBITDA net leverage above 3.0x on a sustained
basis

- Inability to reach cash flow from operations-capex/debt of 7.5%
in the medium to long term

- Increased volatility of the leu leading to greater FX risks

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

- Sustained competitive positions in Romania and reduced executions
risks with improved scale and market positions in Spain, Portugal
and Belgium

- Cash flow from operations less capex/debt trending up to 9% or
above on a sustained basis

- A disciplined financial policy that sustains Fitch-defined EBITDA
net leverage at below 2.2x

Liquidity and Debt Structure

At end-2024, Digi had cash and cash equivalents of EUR67 million
and EUR305 million of short-term debt consisting of term loans and
export credit facilities. Fitch expects refinancing to be
manageable, supported by additional debt facilities including
EUR359 million credit facilities secured by Digi in Spain and a
EUR200 million incremental facility executed by Digi in Romania in
1Q25. Fitch views Digi's debt levels as manageable. However,
proactive management of debt maturities and continued access to
capital markets are key to maintaining the rating.

Issuer Profile

Digi is an integrated provider of telecommunication services in
Romania, Spain, Portugal and Belgium and a mobile virtual network
operator in Italy.

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          Prior
   -----------                   ------          -----
Digi Communications N.V.   LT IDR BB  Affirmed   BB



===========
S W E D E N
===========

POLESTAR AUTOMOTIVE: Shareholders OK All AGM Proposals
------------------------------------------------------
Polestar Automotive Holding UK PLC held its 2025 annual general
meeting of shareholders. At the AGM, 2,202,492,776 votes of the
Company's shares, which may be represented by American Depositary
Shares, were represented in person or by proxy, constituting a
quorum.

Voting at the AGM was conducted by way of a poll, with each Class A
ordinary share, Class C-1 ordinary share and Class C-2 ordinary
share, which may be represented by ADSs, issued and outstanding as
of the close of business on the record date entitled to one (1)
vote, and each Class B ordinary share, which may be represented by
ADSs, issued and outstanding as of the close of business on the
record date, entitled to ten (10) votes, respectively, on each
resolution at the AGM.

The following are the voting results for the proposals considered
and voted upon at the AGM, with resolutions 1 to 8 being ordinary
resolutions that required more than 50% of shareholders' votes to
be cast in favor and resolutions 9 and 10 being special resolutions
that required at least 75% of shareholders' votes to be cast in
favor:

1. To receive the Company's annual report and audited financial
statements for the period ended 31 December 2024

   * For: 2,202,384,291
   * Against: 60,146
   * Withheld: 48,339

2. To receive and approve the Directors' Remuneration Report for
the period ended 31 December 2024.

   * For: 2,189,281,842
   * Against: 117,482
   * Withheld: 13,093,452

3. Re-elect F Gamboni as Director

   * For: 2,201,851,379
   * Against: 602,353
   * Withheld: 39,044

4. Re-elect Prof. X L Shen as Director

   * For: 2,201,897,734
   * Against: 553,169
   * Withheld: 41,873

5. Elect C Dubin as Director

   * For: 2,202,337,027
   * Against: 113,522
   * Withheld: 42,227

6. Elect Q J Zhang as Director

   * For: 2,201,859,447
   * Against: 593,136
   * Withheld: 40,193

7. Re-appoint Deloitte LLP and Deloitte AB (together the "Auditor")
as auditor of the Company, to hold office from the conclusion of
this meeting until the conclusion of the next annual general
meeting of the Company at which the Company's financial statements
are laid before the shareholders.

   * For: 2,202,411,429
   * Against: 62,340
   * Withheld: 19,007

8. Authorize the Audit Committee to determine the remuneration of
the Auditor.

   * For: 2,202,376,338
   * Against: 81,968
   * Withheld: 44,470

9. Adopt new Articles of Association

   * For: 2,202,328,003
   * Against: 66,037
   * Withheld: 98,736

10. Authorize calling of general meetings of the Company (not being
an annual general meeting) by notice of at least 14 clear days.

* For: 2,198,838,239
* Against: 3,639,046
* Withheld: 15,491

Based on the foregoing votes, the shareholders approved all the
proposals. The results were in line with the recommendations made
by Polestar's board of directors.

As of the date of the AGM, Polestar had the following shares in
issue with a total of 2,593,325,104 voting rights:

     (i) 2,069,399,389 Class A Ordinary shares each carrying one
vote per share;
    (ii) 49,892,575 Class B Ordinary shares each carrying ten votes
per share;
   (iii) 20,499,965 Class C-1 Ordinary shares each carrying one
vote per share; and
    (iv) 4,500,000 Class C-2 Ordinary shares each carrying one vote
per share.

As of June 30, 2025, Polestar held no ordinary shares in treasury.
A vote withheld is not counted in the calculation of the votes for
or against a resolution. Votes 'For' include those votes giving
Polestar's Chairman discretion.

                     About Polestar Automotive

Polestar (Nasdaq: PSNY) is the Swedish electric performance car
brand with a focus on uncompromised design and innovation, and the
ambition to accelerate the change towards a sustainable future.
Headquartered in Gothenburg, Sweden, its cars are available in 27
markets globally across North America, Europe and Asia Pacific.

Gothenburg, Sweden-based Deloitte AB, the Company's auditor since
2021, issued a "going concern" qualification in its report dated
May 9, 2025, attached to the Company's Annual Report on Form 10-K
for the year ended December 31, 2024, citing that the Company
requires additional financing to support operating and development
activities that raise substantial doubt about its ability to
continue as a going concern.

As of Dec. 31, 2024, the Company had $4.1 billion in total assets,
$7.4 billion in total liabilities, and a total deficit of $3.3
billion.




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

AAP METAL: FRP Advisory Named as Joint Administrators
-----------------------------------------------------
AAP Metal Fabrication Services Ltd was placed into administration
proceedings in the High Court of Justice Business & Property Courts
in Manchester Insolvency and Companies List (ChD) Court Number:
CR-2025-000890, and Kelly Burton and Joseph Fox of FRP Advisory
Trading Limited, were appointed as joint administrators on July 2,
2025.  

AAP Metal Fabrication is a manufacturer of metal structures and
parts of structures.

Its registered office is at Humphrey & Co, 7-9 The Avenue,
Eastbourne, BN21 3YA in the process of being changed to The Manor
House, 260 Ecclesall Road South, Sheffield, S11 9PS.

Its principal trading address is at Unit 2 and Unit 26 Bedesway,
Bede Industrial Estate, Jarrow, Tyne & Wear NE32 3EG.

The joint administrators can be reached at:

                Kelly Burton
                Joseph Fox
                FRP Advisory Trading Limited
                The Manor House
                260 Ecclesall Road South,
                Sheffield, S11 9PS

Further details contact:

                The Joint Administrators
                Tel No: 01142356780

Alternative contact:

                Alice Crowden
                Email: cp.sheffield@frpadvisory.com

FINSBURY SQUARE 2025-1: S&P Rates Class F-Dfrd Notes 'B-(sf)'
-------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Finsbury Square
2025-1 PLC's class A, B-Dfrd, C-Dfrd, D-Dfrd, E-Dfrd, and F-Dfrd
notes. At closing, Finsbury Square 2025-1 also issued unrated class
G-Dfrd, Z, and S notes and residual certificates.

S&P's ratings address timely payment of interest and ultimate
payment of principal on the class A notes, and they reflect
ultimate payment of interest and principal on all other rated
notes. Once the class B-Dfrd to F-Dfrd notes become the most
senior, interest must be paid on a timely basis.

The GBP597.4 million pool consists of owner-occupied (72.57%) and
buy-to-let (27.43%) mortgage loans secured against properties in
the U.K.

Kensington Mortgages Company Ltd. (KMC), a specialist lender,
originated the loans in the pool. It has a significant track record
in both owner-occupied and buy-to-let origination and servicing.
Servicing for this transaction is performed in house.

Most of the pool was originated between 2022 and 2025 (76.4%), with
the remainder dating back to 2011, showing a higher concentration
in more recent vintages.

The transaction features a nonamortizing general reserve fund that
provides credit enhancement and liquidity for the class A to F-Dfrd
notes. A further liquidity reserve, available for the class A and
B-Dfrd notes, will be funded if the general reserve fund drops
below 0.5% of the class A to G-Dfrd notes' outstanding balance.

The transaction's high level of excess spread and sequential
payment mechanism also provide credit enhancement.

The pool has been negatively selected from the originator's broader
book, with a primary focus on loans in arrears. 18.7% of the pool
is in arrears, with 11.1% more than 90 days in arrears.

  Ratings

  Class     Rating   Amount (mil. GBP)

  A         AAA (sf)    495.846
  B-Dfrd*   AA (sf)      35.844
  C-Dfrd*   A (sf)       23.896
  D-Dfrd*   BBB- (sf)    16.429
  E-Dfrd*   BB- (sf)     10.455
  F-Dfrd*   B- (sf)       8.961
  G-Drfd*   NR            5.974
  Z         NR            5.974
  S         NR              N/A§
  Residual Certs  NR        N/A

*S&P's rating on this class considers the potential deferral of
interest payments. §Amount equal to mortgage loans' current
balance at the beginning of the payment period.
NR--Not rated.
N/A--Not applicable.


LONDON WALL 2024-01: Fitch's Outlook on X Notes BB- Rating Now Neg.
-------------------------------------------------------------------
Fitch Ratings has upgraded one tranche of London Wall Mortgage
Capital plc Series 2024-01 and affirmed the others. The Outlook on
the class X notes has been revised to Negative from Stable. All
tranches have been removed from Under Criteria Observation.

   Entity/Debt             Rating           Prior
   -----------             ------           -----
London Wall Mortgage
Capital plc Series
2024-01

   A XS2830324690      LT AAAsf  Affirmed   AAAsf
   B XS2830325234      LT AA+sf  Upgrade    AAsf
   C XS2830325580      LT A+sf   Affirmed   A+sf
   D XS2830326471      LT BBB+sf Affirmed   BBB+sf
   E XS2830326638      LT BBB-sf Affirmed   BBB-sf
   X XS2830327529      LT BB-sf  Affirmed   BB-sf

Transaction Summary

The transaction is a securitised pool of 19.9% owner-occupied and
80.1% buy-to-let mortgages originated by Fleet Mortgages Limited,
The Mortgage Lender and One Savings Bank via its subsidiary Charter
Court Financial Services (CCFS) secured on properties located in
the UK. At closing around 92% of the collateral was previously
securitised across several transactions, 43% of which was rated by
Fitch.

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 most
significant revision was to the non-confirming sector
representative 'Bsf' WAFF. Fitch applies newly introduced
borrower-level recovery rate caps to underperforming seasoned
collateral. Dynamic default distributions and high prepayment rate
assumptions are now applied rather than static assumptions
previously.

Pro Rata Structure, CE Build-Up: Principal payments on the notes
are pro rata and pari passu, subject to performance triggers and a
mandatory switch to sequential at the step-up date. Pro rata
principal distribution at any payment date is limited to GBP10
million - the most senior tranche principal limit mechanism - with
any further amounts distributed sequentially, allowing credit
enhancement (CE) to build up. Since closing, class A CE has built
up to 19.3% from 14% because of this mechanism. However, with the
pool factor now at 59%, Fitch does not expect a material CE
build-up via this mechanism.

Alternative Prepayment Rates: The transaction contains fixed-rate
loans subject to early repayment charges. The point when 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 prepayment
rate applied is floored at the high prepayment rate assumptions
produced by ResiGlobal:UK and capped at a maximum 40% a year.

The transaction has had high prepayments from closing. Combined
with its alternative prepayment rate assumption, this directly led
to the revision of the Outlook on the class X notes to Negative. If
high prepayment persists, Fitch may downgrade these notes.

Below Model-implied Ratings: As the pool redeems, the arrears
concentration in the pool is likely to significantly increase.
Since closing, loans that are three-months or more in arrears have
increased to 6.9% from 3.8%. This could expose the notes to tail
risks and asset performance volatility. The high prepayments
observed so far will reduce the pool's capacity to generate excess
spread, which could have a negative impact on the class X notes'
rating.

To account for these risks, Fitch conducted rating sensitivity
analysis through stressing modelled foreclosure frequencies (FF)
and recovery rates (RR). This led to the upgrade of the class B
note to one notch below its model-implied rating and affirming the
class C to E notes at up to two notches below their respective
model-implied ratings and the class X note one notch above its
model-implied rating.

Self Employed FF Adjustment: The owner-occupied loans in the pool
were originated by CCFS, with around 20% advanced to self-employed
borrowers where Fitch applied an increased FF adjustment of 1.3x
compared with the standard adjustment of 1.2x.

RATING SENSITIVITIES

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

The transaction's performance may be affected by adverse changes in
market conditions and the economic environment. Weakening economic
performance is strongly correlated to increasing delinquencies and
defaults that could reduce CE available to the notes.

Fitch found that a 15% increase in the WAFF and 15% decrease of the
weighted average recovery rate (WARR) would imply the following:

Class A 'AAAsf'

Class B: 'AAsf'

Class C: 'A+sf'

Class D: 'BB+sf'

Class E: 'BBsf'

Class X: 'CCCsf'

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 potentially upgrades.

Fitch found that a 15% decrease in the WAFF and 15% increase of the
WARR would result in the following:

Class A: 'AAAsf'

Class B: 'AAAsf'

Class C: 'AAAsf'

Class D: 'AA-sf'

Class E: 'Asf'

Class X: 'BB+sf'

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

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

DATA ADEQUACY

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

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

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

ESG Considerations

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

QUEEN MARGARET'S: FRP Advisory Named as Joint Administrators
------------------------------------------------------------
Queen Margaret's School, York Limited was placed into
administration proceedings in the High Court of Justice
Business and Property Courts Leeds Court Number: CR-2025-000593,
and Mark Hodgett and Philip James Watkins of FRP Advisory Trading
Limited, were appointed as joint administrators on July 7, 2025.  

Queen Margaret's specialized in general secondary education.

Its registered office is at Escrick Park, Escrick, York, YO19 6EU
to be changed to FRP Advisory Trading Limited, Minerva, 29 East
Parade, Leeds, LS1 5PS.

Its principal trading address is at Escrick Park, Escrick, York,
YO19 6EU.

The joint administrators can be reached at:

         Mark Hodgett
         Philip James Watkins
         FRP Advisory Trading Limited
         Minerva, 29 East Parade
         Leeds, LS1 5PS

Further details contact:

         The Joint Administrators
         Tel No: 0113 831 3555

Alternative contact:

         Tom Gibney
         Email: QMS@frpadvisory.com

SK MOHAWK: S&P Downgrades ICR to 'CCC', Outlook Negative
--------------------------------------------------------
S&P Global Ratings downgraded its issuer credit rating on SK Mohawk
Holdings S.a.r.l. (SI Group) to 'CCC' from 'CCC+'.

S&P said, "We also lowered our issue-level rating on its
first-lien, second-out (FLSO) term loans to 'CCC' from 'CCC+'. Our
'4' recovery rating remains unchanged and reflects our expectation
of average recovery (30%-50%; rounded estimate: 30%) in the event
of a payment default.

"Additionally, we lowered our issue-level rating on its legacy
senior unsecured notes to 'CC' from 'CCC', which is two notches
below our issuer credit rating and in line with a '6' recovery
rating. Our '6' recovery rating indicates our expectation of
negligible (0%-10%; rounded estimate: 5%) recovery in the event of
a payment default.
"The negative outlook reflects our expectation that continued free
operating cash flow (FOCF) deficits will hamper SI Group's
liquidity over the coming quarters."

Despite ongoing cash and liquidity management initiatives, SI
Group's liquidity will remain weak over the next 12 months. S&P
said, "This stems from persistent negative FOCF consuming the
available room under its FLSO cash flow revolver, which we expect
will deplete in 2026 absent external sources of liquidity. The
company has high debt-servicing requirements due to the significant
interest costs from its largely floating-rate debt structure (which
has no hedges) as well as an upcoming $33 million maturity of
legacy senior unsecured notes in May 2026, the redemption of which
we expect will be challenged. Following this maturity, the majority
of the company's debt matures in 2028. In our base case, we have
not factored in any additional debt restructuring transactions,
such as the one in 2024 that we viewed as a distressed exchange. If
it pursues debt restructuring in the next few quarters, we will
likely view it as distressed."

S&P said, "At the same time, we expect the company to continue its
efforts to conserve cash by curtailing discretionary spending and
minimizing capital expenditure (capex) while exploring more sources
of cash, such as noncore asset sales and additional sale and
leaseback financings. We believe the company has ample cushion
under the financial covenant on the revolver and would remain
compliant over the next 12 months, absent an unforeseen precipitous
decline in EBITDA.

"Continued competitive pressures and free cash flow deficits will
keep credit metrics unsustainable despite our expectation for
EBITDA to modestly improve in 2025. Competitive pressures in the
company's key end markets have persisted thus far in 2025 and
demand recovery remains slow due to an uncertain macroeconomic
environment. Such factors have resulted in weakness in material
margins and continue to offset savings from cost-saving measures,
and hinder improvements in S&P Global Ratings-adjusted EBITDA
margins that were flat during the first quarter of 2025 compared to
last year. We expect S&P Global Ratings-adjusted EBITDA in 2025
will be modestly higher than 2024 primarily from the lapping of
high restructuring costs and full-year realized benefits in 2025
from cost improvements.

"However, given SI Group's high debt-servicing costs, we believe
free cash flow deficits in 2025 and 2026 will weigh on credit
metrics. We forecast S&P Global Ratings-adjusted debt to EBITDA of
14.5x-15.5x on a weighted-average basis over the next 12 months as
a gradual EBITDA improvement in 2026 is offset by higher expected
debt needed to finance an FOCF deficit. We expect its EBITDA to
interest expense coverage in 2025 and 2026 to be below 1x, which
also reflects noncash payment-in-kind (PIK) interest on new debt
following the debt exchange transaction in late 2024.

"The negative outlook on SI Group reflects the persistent adverse
operating environment in the industry and high debt-servicing
costs, resulting in persistent FOCF deficits that pressure debt
leverage and liquidity over the next 12 months. We expect
weighted-average debt to EBITDA of 14.5x-15.5x and EBITDA to
interest coverage of below 1x, which we view as unsustainable. We
expect the room to borrow under the company's $218 million cash
flow revolver will diminish during 2026 if free cash flow remains
negative, absent an unforeseen recovery in end-market demand or
external financing to support liquidity. We expect the company to
remain compliant with its financial covenant over the next 12
months."

S&P could take a negative rating action on SI Group over the next
few quarters if:

-- EBITDA is weakens due to further deterioration in end-market
demand or high competition, leading to covenant compliance being
challenged;

-- Free cash flow remains negative and liquidity deteriorates
further;

-- It trips its net first-lien, first-out (FLFO) revolving credit
facility (RCF) leverage covenant;

-- It skips an interest payment; or

-- It conducts a debt buyback or exchange, which S&P would likely
view as distressed (given current debt trading levels).

S&P could take a positive action in the next 12 months if:

-- Volumes rebound faster than we anticipate and profitability
improves more than expected on the back of end-market demand
recovery or decreasing competitive pressures;

-- EBITDA margins exceed our base case by about 200 basis points
(bps) and revenues grow low- to mid-single-digit percent such that
S&P Global Ratings-adjusted debt to EBITDA approaches 10x and
EBITDA interest coverage approaches 1x on a weighted-average
basis;

-- The company improves its FOCF toward break-even levels,
receives an equity infusion, or pushes out its upcoming notes
maturity such that improves its liquidity position; and

-- S&P believes the company's financial policies support
maintaining such improved leverage levels even after incorporating
potential acquisitions and shareholder distributions.


SPLAT HOLDINGS: Bishop Fleming Named as Joint Administrators
------------------------------------------------------------
Splat Holdings Limited was placed into administration proceedings
in the High Court of Justice Business and Property Courts in
Birmingham Court Number: CR-2025-BHM-0350, and Luke Venner and
Malcolm Rhodes of Bishop Fleming LLP, were appointed as joint
administrators on July 4, 2025.  

Splat Holdings specialized in activities of head office.

Its registered office is at c/o Bishop Fleming LLP, Brook House,
Manor Drive, Clyst St Mary, Exeter, EX5 1GD.

Its principal trading address is at Amber Way, Halesowen, B62 8AY.

The joint administrators can be reached at:

         Luke Venner
         Malcolm Rhodes
         Bishop Fleming LLP
         Brook House
         Manor Drive, Clyst St Mary
         Exeter, EX5 1GD

Further details contact:

         The Joint Administrators
         Tel: 01392 448800

Alternative contact:

         Jasmine Cockerham
         Email: JCockerham@bishopfleming.co.uk




===============
X X X X X X X X
===============

[] BOOK REVIEW: Transnational Mergers and Acquisitions
------------------------------------------------------
Author: Sarkis J. Khoury
Publisher: Beard Books
Softcover: 292 pages
List Price: $34.95
Order your personal copy today at http://is.gd/hl7cni

Transnational Mergers and Acquisitions in the United States will
appeal to a wide range of readers. Dr. Khoury's analysis is
valuable for managers involved in transnational acquisitions,
whether they are acquiring companies or being acquired themselves.
At the same time, he provides a comprehensive and large-scale look
at the industrial sector of the U.S. economy that proves very
useful for policy makers even today. With its nearly 100 tables of
data and numerous examples, Khoury provides a wealth of information
for business historians and researchers as well.

Until the late 1960s, we Americans were confident (some might say
smug) in our belief that U.S. direct investment abroad would
continue to grow as it had in the 1950s and 1960s, and that we
would dominate the other large world economies in foreign
investment for some time to come. And then came the 1970s, U.S.
investment abroad stood at $78 billion, in contrast to only $13
billion in foreign investment in the U.S. In 1978, however, only
eight years later, foreign investment in the U.S. had skyrocketed
to nearly #41 billion, about half of it in acquisition of U.S.
firms. Foreign acquisitions of U.S. companies grew from 20 in 1970
to 188 in 1978. The tables had turned an Americans were worried.
Acquisitions in the banking and insurance sectors were increasing
sharply, which in particular alarmed many analysts.

Thus, when it was first published in 1980, this book met a growing
need for analytical and empirical data on this rapidly increasing
flow of foreign investment money into the U.S., much of it in
acquisitions. Khoury answers many of the questions arising from the
situation as it stood in 1980, many of which are applicable today:
What are the motives for transnational acquisitions? How do foreign
firms plans, evaluate, and negotiate mergers in the U.S.? What are
the effects of these acquisitions on competition, money and capital
markets; relative technological position; balance of payments and
economic policy in the U.S.?

To begin to answer these questions, Khoury researched foreign
investment in the U.S. from 1790 to 1979. His historical review
includes foreign firms' industry preferences, choice of location in
the U.S., and methods for penetrating the U.S. market. He notes the
importance of foreign investment to growth in the U.S.,
particularly until the early 20th century, and that prior to the
1970s, foreign investment had grown steadily throughout U.S.
history, with lapses during and after the world wars.

Khoury found that rates of return to foreign companies were not
excessive. He determined that the effect on the U.S. economy was
generally positive and concluded that restricting the inflow of
direct and indirect foreign investment would hinder U.S. economic
growth both in the short term and long term. Further, he found no
compelling reason to restrict the activities of multinational
corporations in the U.S. from a policy perspective. Khoury's
research broke new ground and provided input for economic policy at
just the right time.

Sarkis J. Khoury holds a Ph.D. in International Finance from
Wharton. He teaches finance and international finance at the
University of California, Riverside, and serves as the Executive
Director of International Programs at the Anderson Graduate School
of Business.



                           *********


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
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Information contained herein is obtained from sources believed to
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                * * * End of Transmission * * *