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250725.mbx T R O U B L E D C O M P A N Y R E P O R T E R E U R O P E Friday, July 25, 2025, Vol. 26, No. 148 Headlines D E N M A R K NUUDAY A/S: Fitch Affirms 'B' Long-Term IDR, Outlook Stable F R A N C E DERICHEBOURG S.A: Fitch Affirms 'BB+' Long-Term IDR, Outlook Stable ILIAD HOLDING: Moody's Assigns 'Ba3' CFR, Outlook Positive G E R M A N Y NODE HOLDOCO: S&P Assigns Prelim 'B+' LT ICR, Outlook Stable ROHM HOLDCO: S&P Affirms 'B-' Long-Term ICR, Outlook Negative I R E L A N D ADAGIO IV: Moody's Cuts Rating on EUR12.2MM F Notes to Caa1 ANCHORAGE CAPITAL 11: S&P Assigns B- (sf) Rating to Class F Notes BAIN CAPITAL 2020-1: S&P Affirms 'B- (sf)' Rating on Class F Notes BLACKROCK EUROPEAN XIII: Fitch Puts B-sf Final Rating to F-R Debt CVC CORDATUS XXVIII: S&P Assigns Prelim B-(sf) Rating to F-R Notes DRYDEN 52 2017: S&P Assigns 'B- (sf)' Rating to Class F-R Notes JUBILEE 2023-XXVII: Fitch Puts B-sf Final Rating to Cl. F-R Notes OCP EURO 2022-6: Fitch Assigns 'B-sf' Final Rating to Cl. F-R Notes SIGNAL HARMONIC V: Fitch Assigns 'B-(EXP)sf' Rating to Cl. F Notes L U X E M B O U R G INTELSAT HOLDINGS: Moody's Withdraws 'B1' CFR Following SES Deal LUNA 2.5: Fitch Assigns 'BB' Final Long-Term IDR, Outlook Negative SABESP LUX: Fitch Assigns 'BB+' Rating to Senior Unsecured Notes S P A I N BOLUDA TOWAGE: Fitch Affirms 'BB' Long-Term IDR, Outlook Now Pos. U N I T E D K I N G D O M DAVID PHILLIPS (FF&E): Interpath Named as Joint Administrators DAVID PHILLIPS (RENTAL): Interpath Named as Administrators DAVID PHILLIPS FURNITURE: Interpath Named as Joint Administrators DURHAM MORTGAGES B: Fitch Lowers Rating on Class F Notes to 'B-sf' ENTAIN PLC: S&P Rates USD1.1MM Sr. Sec. Term Loan B5 'BB-' FINASTRA LIMITED: Fitch Assigns 'B' Long-Term IDR, Outlook Stable HAMSARD 3463: Interpath Named as Joint Administrators HOPS HILL NO.5: Fitch Assigns 'BB+sf' Final Rating to Class E Notes KDM HURST: FRP Advisory Named as Joint Administrators KDM TABLEY: FRP Advisory Named as Joint Administrators NELSON'S DISTILLERY: ipd Named as Administrator REGENT PLAZA: Leonard Curtis Named as Joint Administrators X X X X X X X X [] BOOK REVIEW: The Titans of Takeover - - - - - ============= D E N M A R K ============= NUUDAY A/S: Fitch Affirms 'B' Long-Term IDR, Outlook Stable ----------------------------------------------------------- Fitch Ratings has affirmed Nuuday A/S's Long-Term Issuer Default Rating (IDR) at 'B' with a Stable Outlook and senior secured rating at 'BB-' with a Recovery Rating of 'RR2'. The 'B' IDR is constrained at one notch above the 'b-' consolidated credit profile of the parent DK Telekommunikation Aps (DK Tele) excluding TDC NET A/S (BB/Stable). The rating is in line with Nuuday's Standalone Credit Profile (SCP) of 'b'. This reflects its cash flow leverage profile, asset-light business model, negative free cash flow (FCF) driven investment requirements, and competition in the Danish market. This is balanced by a strong domestic position in mobile, broadband and TV. The Stable Outlook reflects improving FCF generation and declining cash flow leverage over the next 18 to 24 months as the IT transformation programme is completed and related costs abate. However, rating headroom is susceptible to operational underperformance and any further weakness in EBITDA margins and a lack of FCF improvement in the short term are likely to lead to a negative rating action. Key Rating Drivers Investments Costs Drive Negative FCF: Fitch expects Nuuday's FCF to remain negative in 2025-2027 before trending closer to neutral in 2028. This is primarily due to streamlined investments in the product portfolio and organisational structure, the final phase of the IT transformation programme and investment costs shared with TDC NET in B2B 5G advanced services. Fitch expects the company to finance the negative FCF with existing cash resources, its recent EUR54 million shareholder equity contribution and drawdowns (about EUR100 million) on its available revolving credit facility (RCF) until refinancing. Revised Rating Thresholds: Fitch has tightened the EBITDA net leverage thresholds for Nuuday's rating by one turn, setting a new range at 3.5x to 4.5x. The adjustment reflects a revised view of Nuuday's operating and execution risks, given the need to improve its cost structure to enhance profitability and FCF generation, thereby achieving a more robust and sustainable business model profile. While its current base case does not anticipate Nuuday's leverage breaching these thresholds (peak at around 3.6x in 2027), a sensitivity analysis suggests limited room for manoeuvre if there is further execution slippage. Negative Cash Flow Leverage: Fitch expects cash flow from operations (CFO) less capex/total debt to remain a key rating constraint as result of its high investments. Its base case indicates that the ratio will remain largely negative in 2025 before moving towards neutral in 2027-2028. No Immediate Liquidity Risk: The EUR54 million shareholder equity contribution and extension of the RCF will support Nuuday's liquidity profile. Its next maturity will be in 2028. Cost Savings Offset Margin Pressure: Fitch forecasts Fitch-defined EBITDA margin to reach a low of 8.4% in 2026-2027. Nuuday's margin will be affected by the higher infrastructure cost of fibre/5G compared with legacy products, which will be only partly offset by more profitable mobility services and price increases. Fitch expects pressure on the margin to be gradually compensated by cost savings and reduced transformation opex, supporting an improvement in the Fitch-defined EBITDA margin to 9.2% by 2028. Leading Market Positions: With its strong portfolio of brands in B2C and B2B, Nuuday maintains its clear leading position in the Danish end-user market for mobile, broadband and pay-TV services. There is intense competition in the country and heightened commercial risk inherent in its move from a fully integrated telco to a service company. However, Nuuday benefits from leadership in infrastructure quality and coverage of TDC NET and the separation from its network helped the company increase its focus on customer satisfaction and operational efficiency. Access to Best Infrastructure: Long-term contracts and established relationships with TDC NET help Nuuday maintain its competitive advantage in infrastructure. TDC NET's quality leadership is a major competitive strength for Nuuday, especially in the mobile segment, where Nuuday benefits from being well ahead of the competition in 5G. In broadband, competition is stiff due to the ability of all service providers to gain non-discriminatory access to TDC NET's and the utilities' fibre networks. Nuuday's partnerships with utility companies offering wholesale fibre provides additional flexibility for its broadband expansion outside the Copenhagen region. PSL Linkage: Fitch has applied its Parent and Subsidiary Linkage (PSL) Rating Criteria and taken the stronger subsidiary and weaker parent approach. Nuuday's debt financing is separate from that of its intermediate parent DK Tele, with no cross-guarantees or cross-default provisions and separate security packages. However, overall control by the parent and the private term loan B lead to its assessment of 'open' access and control and 'porous' legal ring-fencing, resulting in a consolidated profile plus one notch rating approach. Peer Analysis Fitch deems Nuuday's operating profile weaker than its integrated peers such as Royal KPN N.V. (BBB/Stable) or BT Group Plc (BBB/Stable) due to its asset-light business model and weak profitability and FCF generation. Nuuday's EBITDA margin is 8-9% (2025-2028), compared with the median for Fitch's portfolio of Western-European telecom operators of about 34-36%. Nuuday's peer group also includes other domestically focused telecom operators like Masorange Holdco Limited (BB/Positive), PLT VII Finance S.a r.l. (Bite; B/Stable) and eircom Holdings (Ireland) Limited (B+/Stable). Different leverage thresholds among this peer group reflect variance in competitive intensity within their domestic markets, the strength of their market positions, margins and cash flow generation. Fitch sees lower margins and negative FCF as key constraining factors for Nuuday's ratings. To some extent, Telecom Italia S.p.A. (TIM; BB/Positive) is becoming a closer peer to Nuuday following the disposal of the main part of its fixed-line network assets to FiberCop S.p.A. (BB/Stable) in July 2024. Like the split of TDC Group, the loss of related stable and predictable network-related profits led to TIM's operating profile weakening, which was offset in its view by the reduction in debt from the sales proceeds. Fitch expects EBITDA leverage and interest coverage to converge between TIM and Nuuday, the scale, geographic footprint, mobile network ownership and ultimately margin differential are reflected in TIM's higher rating. Key Assumptions Fitch's Key Assumptions Within its Rating Case for the Issuer - Neutral to positive revenue growth in 2025-2028 - Fitch-defined EBITDA margin decreasing towards 8.4% in 2026-2027 before increasing towards 9% in 2028 - Capex at around DKK1.5 billion in 2025 (including IT capex), gradually reducing to DKK900 million in 2026-2028 - Working-capital outflows at around 2.1% of revenue in 2025, falling towards 0.2% in 2026-2028 - FCF turning neutral in 2028, after being negative in 2025-202. Negative FCF funded by cash balance, equity injection and RCF drawings Recovery Analysis Fitch assumes Nuuday would be reorganised as a going concern in distress or bankruptcy rather than liquidated. Fitch estimates post-restructuring EBITDA at DKK1.0 billion, reflecting stress assumptions of intensifying market competition and failure to deliver planned cost savings. A distressed enterprise value multiple of 4.0x is used to calculate a post-restructuring valuation. Fitch deducts 10% for administrative claims and allocate the residual value according to a structured debt waterfall analysis. Fitch expects the EUR140 million RCF (DKK1,044 million equivalent) to be fully drawn in a default, ranking equally with its EUR500 million term loan B (DKK3,730 million equivalent). Based on current metrics and assumptions, the waterfall analysis generates a ranked recovery in the 'RR2' band, indicating a 'BB-' instrument rating. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Weakening of the DK Tele and Nuuday's consolidated credit profile - EBITDA leverage sustained above 4.5x - Continued deteriorating profitability, with Fitch-defined EBITDA margin reducing to below 8.4% in the short term, and expectations that FCF will not achieve a neutral level by 2028 - Weak liquidity, including continued reliance on the RCF to fund negative FCF Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - CFO less capex at more than 3% of total debt, reflecting a stable competitive market position and a normalising capex profile - Improving profitability to further strengthen the business model - EBITDA leverage sustained below 3.5x - An improved consolidated credit profile of DK Tele combined with Nuuday - Weakening of access and control, or legal ties between DK Tele and Nuuday Liquidity and Debt Structure At end-2024, Nuuday's liquidity position included DKK254 million cash and a EUR135 million (about DKK1 billion) undrawn RCF. The committed RCF has now been increased to EUR140 million. Fitch forecasts negative FCF of DKK1.1 billion in 2025-2027 owing to high totex from the IT transformation programme. Fitch expects the outflows to be funded by cash on balance sheet, the EUR54 million (DKK400 million) shareholder equity contribution and about DKK700 million drawdown on its available RCF. The next maturity for Nuuday is 2028 when the EUR500 million (DKK3,729 million) term loan B matures. Issuer Profile Nuuday is the service company resulting from the split of former Danish incumbent TDC Group. It offers bundled and unbundled products covering mobile, broadband, TV and telephony using the fixed and mobile network from TDC NET and third-party regional fibre networks. REFERENCES FOR SUBSTANTIALLY MATERIAL SOURCE CITED AS KEY DRIVER OF RATING Public Ratings with Credit Linkage to other ratings Nuuday's IDR is constrained to one notch above DK Tele's consolidated profile, the latter of which takes into account Nuuday's and DK Tele's debt. 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 ----------- ------ -------- ----- Nuuday A/S LT IDR B Affirmed B senior secured LT BB- Affirmed RR2 BB- =========== F R A N C E =========== DERICHEBOURG S.A: Fitch Affirms 'BB+' Long-Term IDR, Outlook Stable ------------------------------------------------------------------- Fitch Ratings has affirmed Derichebourg S.A.'s Long-Term Issuer Default Rating (IDR) and its senior unsecured rating at 'BB+'. The Outlook for the Long-Term IDR is Stable. The Recovery Rating is 'RR4'. The affirmation reflects the metal-recycler's market-leading position in France, with geographic diversification into Spain, Germany, Belgium, Mexico and North America. It also reflects a disciplined approach to maintaining sustainable margins in a business that demonstrates some cyclicality. Its growing municipal services business provides stable contributions at around 10% of total earnings. The rating also reflects high Fitch-adjusted EBITDA net leverage, which reached 2.7x at FYE24 (year-end September) amid weak earnings. Fitch forecasts deleveraging to or below 2.4x in FY25 and 2.0x by FY27 based on projected Fitch-adjusted EBITDA of around EUR270 million-280 million (equivalent to around EUR345 million-355 million before treating leases as an operating expense). Key Rating Drivers Earnings Reverting to Mid-Cycle: Fitch forecasts Fitch-defined EBITDA at about EUR261 million for FY25, rising to EUR280 million in FY28. This assumes that reported EBITDA/tonne of recycled metal will range in a band of EUR60-62, compared with EUR56.4 in FY24, reflecting lower electricity costs, the expiry of scrap supply volumes linked to remedy disposals (with lower margins) and lower realised gross margins in 1Q24, following a cyber-attack. Deleveraging Underway: EBITDA net leverage at FYE24 was 2.7x, slightly above its negative sensitivity for the rating, but Fitch forecasts improvements to 2.4x by FYE25 and 2.0x by FYE27, due to earnings growth and debt reduction. The rating case assumes net debt reduction of EUR30 million-35 million a year. Free cash flow (FCF) generation could be stronger than Fitch has modelled after the company indicated lower capex than previous guidance of 50% of reported EBITDA. Slow Ferrous Scrap Demand Recovery: Consumption of finished steel in the EU is improving, but crude steel production in 2025 will be slightly down (across production routes), as global competition and uncertainties linked to trade relations lead to a cautious supply outlook for EU mills. Fitch expects incremental ferrous volume growth for Derichebourg over 2026-2028 in the low single digits. Fitch expects steady growth in electric arc furnace production in Europe over the next decade, led by the production of flat steel products, which use more pig iron or hot bricketed iron as an input. Fitch expects scrap exports to be maintained at their historical levels to balance the market. Non-Ferrous Metals Diversify Earnings: The higher value of metals, such as copper, aluminum, lead or zinc, facilitates higher gross margins per tonne and additional earnings contributions from niche activities linked to processing. These include preparing copper granulate, lead batteries shredding and lead refining, aluminum shredding, sorting and refining. Volumes of non-ferrous metals fluctuate less than ferrous scrap due to higher demand growth and their recycling offers substantial cost and energy savings versus the production of virgin material. Fitch also assumes low-single digit volume growth for Derichebourg over 2026-2028 for non-ferrous metals. Procurement Strategy Defines Margin: Derichebourg is a price taker when selling secondary materials, basing its sale prices on quotes from customers or market indices. These same benchmarks are used to set the maximum rates it is willing to pay for the procurement of metal waste, ensuring a margin for the volumes it processes. In favourable markets, the procurement team will aim for margin expansion while, in weaker markets, the gross contribution margin will closely track the target level defined by senior management. The sale and procurement are closely coordinated to minimise commodity-price exposure and increase earnings visibility. Supportive Market Fundamentals: EU regulation is promoting the circular economy with an increasing emphasis on recycling. As a result, Fitch views Derichebourg's business model as robust. Increasing recycling rates and higher capacity utilisation of its assets will support earnings growth over the long term. At the same time, Fitch believes proposed regulatory changes, including the Steel Action Plan, require careful consideration and engagement with industry bodies and stakeholders to avoid adverse secondary effects. Elior Restructuring Yields Initial Results: The board views Elior Group S.A. (B+/Positive), a global catering and diversified services provider, as a long-term financial investment (48.17% ownership) but does not expect to increase its investment further within the next three years (stipulated in the governance agreement) or provide funding support. Restructuring measures at Elior Group have been improving profitability and it refinanced near-term maturities earlier this year. However, debt remains high with forecast Fitch-adjusted EBITDA gross leverage of 6.5x for the financial year to September 2025, although it is improving. Peer Analysis Fitch compared Derichebourg with rated peers, such as SPIE SA (BB+/Positive) and Seche Environnement S.A. (BB/Stable). SPIE is a business services company involved in: (i) installing and upgrading mechanical, electrical and heating systems, ventilation and air conditioning; (ii) installing, upgrading, operating and maintaining voice, data and image communication systems; and (iii) technical facility management. The technical nature of services and its focus on smaller, low-risk contracts provide barriers to entry and cash flow visibility. Similarly to Derichebourg, SPIE's business does not have a big order backlog but tends to generate a high portion of sales from recurring customers. In contrast to Derichebourg, its contracts are diversified across a wide spectrum of markets and clients (private and public), with only limited exposure to cyclical sectors, such as oil and gas. The Positive Outlook reflects its expectations for Fitch-adjusted EBITDA gross leverage to fall well below 3.0x across 2025-2028 (3.1x at end-2025). Seche is a medium-sized waste company and has more extensive operations than Derichebourg in niche markets for resource and energy recovery from hazardous (two thirds of turnover) and non-hazardous (one third) waste sourced mostly from industrial customers. Like Derichebourg, the group targets services that require technical expertise. It has an expanding international footprint, while its biggest markets are France, followed by Italy. Seche's business generates margins in the 15%-20% range, with earnings on a steady growth path, including during Covid-19, with a midcycle target net debt/EBITDA below 3x (company-defined). The group is smaller than Derichebourg, but earnings variability through the cycle is lower. Key Assumptions - Processed volumes in metals recycling to decline 4% in 2025 and low-single digit CAGR over 2026-2028 - EBITDA per tonne in the recycling business at EUR60-62 over the forecast horizon - EBITDA contributions from municipal services of EUR38 million-40 million over the forecast horizon - Effective tax rate of around 30% over the next four years - Capex closer to 40% of company-reported EBITDA (equivalent to Fitch-defined EBITDA including right-of-use depreciation and lease interest) from FY25 - Dividends in line with historical trend at or below the 30% cap of normalised net income - No further debt-funded acquisitions over the next four years RATING SENSITIVITIES Factors That Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - EBITDA net leverage higher than 2.5x on a sustained basis - Cash flow from operations less capex/total gross debt under 10% on a sustained basis - Material support to Elior Group in future refinancing needs - Acquisitions or asset investments negatively affecting the financial profile Factors That Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Big earnings growth from more stable income streams, such as public-sector services or those linked to waste streams Liquidity and Debt Structure At end-March 2025 Derichebourg had EUR184.4 million of cash and cash equivalents and a EUR100 million undrawn, committed revolving credit facility maturing in March 2028. All existing term debt has a manageable and smooth amortisation, ensuring the company is funded until FYE27. Issuer Profile Derichebourg operates a dense network of 285 metals collection and processing sites that are strategically located in industrial areas with high scrap-disposal volumes. It is the market leader in France with diversification into other markets in Europe, Mexico and North America. Summary of Financial Adjustments As of FYE24: - Lease liabilities of EUR311 million excluded from the total debt amount - Right-of-use depreciation of EUR66.2 million and interest for leasing contracts of EUR5.3 million treated as operating expenditure, reducing EBITDA in FY24 - Factoring of EUR248 million added to Fitch-adjusted debt for FY24; movement in factoring balance from the previous year was reversed in working capital - The EUR300 million bond was fully reflected in gross debt, as Fitch did not take into consideration the issue premium 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 ----------- ------ -------- ----- Derichebourg S.A. LT IDR BB+ Affirmed BB+ senior unsecured LT BB+ Affirmed RR4 BB+ ILIAD HOLDING: Moody's Assigns 'Ba3' CFR, Outlook Positive ---------------------------------------------------------- Moody's Ratings has assigned a Ba3 long-term corporate family rating and a Ba3-PD probability of default rating to Iliad Holding S.A.S. (Iliad Holding), the new parent company of the French telecom operator Iliad S.A. Moody's affirmed the B2 rating on the existing backed senior secured global notes issued by Maya S.A.S., formerly known as Iliad Holding S.A.S., which changed its name to Maya S.A.S. on 10 July; those notes have been transferred to Iliad Holding. Iliad Holding, previously named Holdco II S.A.S., changed its name to Iliad Holding S.A.S. on 10 July. Concurrently, Moody's have withdrawn the Ba3 CFR and Ba3-PD PDR of Maya S.A.S. The withdrawal of the CFR at Maya S.A.S. and the assignment to Iliad Holding follows a corporate reorganization in which Iliad Holding assumed all the obligations of Maya S.A.S. As a result, Iliad Holding becomes the new top entity of the restricted group and will be responsible for producing consolidated financial statements. Finally, Moody's have affirmed the Ba2 rating on the existing senior unsecured bonds issued by Iliad S.A., the operating subsidiary of Iliad Holding. The outlook for Iliad Holding and Iliad S.A. remains positive. RATINGS RATIONALE The action follows the corporate reorganization whereby Iliad Holding has assumed all of the obligations of Maya S.A.S., including EUR4.7 billion euro equivalent of the existing backed senior secured notes previously issued by Maya S.A.S. Iliad Holding will become the new top entity in the restricted group and will be responsible for producing consolidated financial statements. Moody's understand sthat the terms and conditions of the senior secured notes transferred to Iliad Holding are unaffected. Iliad Holding's rating reflects the company's scale and geographical diversification because of its presence in France, Italy and Poland; its increased diversification into the Nordics and Latin American markets; its strong positions in the French and Polish telecom markets, with a growing market share in the Italian mobile segment; its solid revenue growth rates and margins, which remain above the industry average; its commitment to maintain reported net leverage below 4.0x at Iliad Holdings' restricted group level. The rating also reflects Iliad Holding's relatively high leverage; its still modest free cash flow (FCF) generation relative to the debt that the company carries, although it is expected to grow through the forecasts; the highly competitive market conditions in particular in the Italian market; and the event risk associated with potential M&A within its footprint or in new countries. LIQUIDITY Iliad Holding has good liquidity, underpinned by cash of EUR1.7 billion as of March 31, 2025; expected improvement in FCF; access to three revolving credit facilities, including a EUR2.0 billion line maturing in July 2029 (at Iliad and fully undrawn as of March 31, 2025), a EUR428 million equivalent line maturing in March 2026 (at Play and fully undrawn as of March 31, 2025) and a EUR300 million line due in January 2028 (at Iliad Holding fully undrawn as of March 31, 2025). In addition, the company has access to a EUR300 million European Investment Bank (EIB) loan (fully undrawn as of March 31, 2025) with average maturity for 8 years. There are maintenance financial covenants on Iliad's and P4 Sp. z o.o. (Play) revolving credit facilities set at 3.75x and 3.25x, respectively. Iliad Holding's revolving credit facility includes a springing leverage covenant of 7.0x, tested once drawings exceed 40%. Iliad Holding has cumulative debt maturities of EUR2 billion over 2025-26 mainly including a combination of bonds and loans, which are more than covered by the existing sources. The company has recently addressed the refinancing of EUR1.750 billion equivalent loans at Play originally due in 2026, which were extended to 2030. STRUCTURAL CONSIDERATIONS The B2 rating assigned to Iliad Holding's backed senior secured notes is two notches below the CFR, reflecting its structural subordination to the debt raised at Play and Iliad S.A. The Ba2 rating assigned to Iliad S.A.'s senior unsecured notes is one notch above the CFR and reflects their senior ranking in the waterfall of liabilities, as the debt at the operating company level is closer to the cash flow-generating assets. RATIONALE FOR POSITIVE OUTLOOK The positive outlook reflects Moody's expectations that the company will continue to generate steady earnings and cash flow growth which, in the absence of material debt funded M&A activity, will drive deleveraging and credit metrics improvement. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Upward pressure on the rating could develop if the company continues to report strong and stable revenue growth and sustainable EBITDA margins, such that its Moody's-adjusted debt/EBITDA ratio reduces below 3.75x and its Moody's-adjusted retained cash flow (RCF)/net debt improves towards 20%. Downward rating pressure could develop if Iliad Holding's operating performance deteriorates or the company engages in large debt-financed acquisitions or large shareholder distributions, such that its Moody's-adjusted debt/EBITDA increases above 4.75x; its Moody's-adjusted RCF/net debt stays below 15%; or if the company fails to address its refinancing needs on a timely manner. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Telecommunications Service Providers published in November 2023. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement. COMPANY PROFILE Iliad Holding S.A.S. is the holding company owned by Xavier Niel, which owns Iliad S.A. headquartered in Paris, Iliad is a leading telecommunications operator in France, Italy and Poland, with 50.5 million subscribers and more than 18,200 employees. In 2024, the company reported revenue of EUR10 billion and EBITDA after leases (EBITDAaL) of EUR3.9 billion. In 2024, Iliad Holding acquired Atlas Investissement S.A.S. (Atlas) from NJJ Holding S.A.S. (NJJ). NJJ is an investment holding company owned by Xavier Niel, who also owns Iliad Holding. Atlas owns, indirectly, around 42% of Millicom International Cellular S.A. (Ba2 stable), a telecom services provider in Latin America. ============= G E R M A N Y ============= NODE HOLDOCO: S&P Assigns Prelim 'B+' LT ICR, Outlook Stable ------------------------------------------------------------ S&P Global Ratings assigned its preliminary 'B+' long-term issuer credit rating to Node HoldoCo GmbH (Node) and its financing subsidiary and issuer of the proposed debt, Blitz 25-922 GmbH (to be renamed Node AcquiCo GmbH); and its preliminary 'B+' issue and '3' recovery rating to the proposed EUR2.4 billion term loan B (TLB). The stable outlook reflects S&P's view that IFCO will report continued solid earnings growth supporting its deleveraging toward 6.0x within 12 months after the transaction closes. Node's capital structure, as reflected in S&P Global Ratings-adjusted debt to EBITDA peaking at about 6.8x at the transaction's close, and its private equity ownership constrain its financial risk profile at highly leveraged. Abu Dhabi Investment Authority (ADIA) is selling its approximately 50% stake in IFCO to Stonepeak, which will own the company through holding entity Node TopCo together with Triton Partners, which is retaining its approximately 50% participation in IFCO. The financing package includes a EUR2.4 billion equivalent TLB borrowed by Node AcquiCo GmbH, the acquisition vehicle of IFCO. Stonepeak and Triton will have joint and equal ownership and governance of IFCO after closing. S&P said, "We understand the equity capital provided will comprise common equity and preference shares. We exclude controlling-shareholder financing from our adjusted debt and coverage metrics because we expect the instruments would act as loss-absorbing capital and the documentation does not have contractual provisions that would cause us to treat them as debt-like (subject to review of the final documentation at the transaction's closing). We anticipate the company's pro forma S&P Global Ratings-adjusted debt to EBITDA to be about 6.8x upon the transaction's completion, which compares with our downside trigger for the 'B+' rating of less than 6.5x. We forecast the company's adjusted leverage will decline to about 6.0x at fiscal year-end 2026 and 5.5x in fiscal 2027. The gradual deleveraging reflects an increase in EBITDA while S&P Global Ratings-adjusted debt remains largely stable at EUR2.6 billion in fiscal years 2026 and 2027 absent unforeseen large discretionary spending. We do not net accessible cash against debt for our ratio calculation purposes given that IFCO is owned by financial sponsors. Our EBITDA forecast incorporates the company's ramp-up of recently acquired large customers in Europe and North America, robust organic growth in Asia and Latin America, implemented price increases (as measured in revenue per trip), and operating cost containment measures. These factors will all contribute to an adjusted EBITDA increase to about EUR370 million in fiscal 2025 and EUR420 million-EUR430 million in fiscal 2026, from EUR335 million in fiscal 2024. We think, however, that IFCO's private equity ownership and the resulting financial policy with a focus on maximizing shareholder returns within generally finite holding periods will constrain its path to significantly deleverage in the medium term." S&P said, "Our base-case EBITDA and cash on hand should cover large capital expenditure (capex) requirements. Total capex (net of proceeds from RPC disposals), which typically amounts to 10%-15% of revenue and which we forecast at EUR240 million-EUR250 million in fiscal 2026 following about EUR300 million in fiscal 2025, will be linked to maintenance of the existing RPC pool, RPC growth to accommodate new business wins, and nonpooling investment into washing capacity expansion, automation, and digitization. We anticipate a reduction in growth capex in fiscal 2026 due to lower ramp-up requirements for new retailers. This, combined with a sizable annual cash interest expense, which we estimate at up to EUR150 million after the transaction closes, will constrain IFCO's free operating cash flow (FOCF). We forecast that FOCF (after proceeds from RPC disposals) will be only moderately positive in fiscal years 2026 and 2027." A large part (up to 50%) of IFCO's capex is discretionary and can be scaled down in times of weak demand conditions. Furthermore, some investments are earmarked for operational efficiency enhancements, which will drive unit cost improvement and better profitability. IFCO's satisfactory business risk profile reflects the company's leading and protected niche market positions in Europe and the U.S. as the largest independent provider of RPC solutions for fresh produce suppliers. S&P thinks IFCO is well-placed to further strengthen its leading market positions in Europe and the U.S. while expanding its rental volumes from penetration of established retail relationships and new contracts. Furthermore, the company's scale and network advantages are costly to replicate and serve as a barrier to entry, allowing it to protect its position as the largest independent RPC provider for fresh produce suppliers and retailers. Other barriers to entry include high investment, necessary to build and maintain an asset pool, as well as logistics and distribution infrastructure requirements. S&P said, "In our view, IFCO's competitive advantage mainly stems from its strong network of wash centers across its major operating regions; it has an annual wash capacity of over 2.8 billion RPCs across 140 global service centers. In addition, its ownership of intellectual property rights for RPCs reduces its reliance on suppliers. Moreover, retailers are typically reluctant to terminate their long-term contracts with IFCO because of its embedded position in retailers' supply chains and high switching costs, as reflected high contract renewal rates (about 99% in the past few years) and limited churn. We furthermore understand that most contracts provide IFCO exclusivity either broadly across a retailer or across several product categories for a given retailer. Europe, a retailer-dominated market, accounts for about two-thirds of IFCO's revenue, and the company has long-term partnerships with over 550 retailers worldwide. Furthermore, the company has a long and solid track record of stable earnings and profitability throughout economic cycles, for example, weathering the 2008-2009 financial crisis. We anticipate IFCO's strategic investments in the network optimization (including in service center expansion and automation) will result in further cost efficiencies and unit cost reductions supporting profit margins in fiscal years 2026 and 2027." S&P said, "We view as positive the solid fundamentals of the noncyclical and recession-resistant underlying market of fresh produce consumption. IFCO's products are mainly used to package, transport, and display fresh fruit and vegetables, and we regard the fresh produce sector as generally recession-resistant. Total addressable market for IFCO as we understand comprises about 57 billion trips, including one-way packaging, of which 11 billion are served by RPCs, proving a meaningful growth potential." Substitution risk from traditional packaging, such as corrugated cardboard boxes and wood containers, is mitigated by the advantages of RPCs, which include better handling efficiency and product protection, more efficient temperature regulation, easier in-store display, and less waste, also in the context of risen environmental standards. IFCO's narrow business scope and diversity partially constrain these strengths. The company's business model is built on RPC solutions, and it has a large concentration in retailers as ultimate customers--Europe's top 10 retailers account for about 65% of the continent's RPC volumes. The company's main geographic focus is the mature European market, where it generates about two-thirds of revenue. Still, geographic diversity could continue improving over time if IFCO capitalizes its established foothold in the attractive and expanding markets of Latin America, China, and Japan. However, winning a share of a new market tends to be a long-term process, particularly given the low RPC penetration rates in North America and South America, which range from 5%-10%, and in Asia, where it is 1%-5%. In addition, the distinct characteristics of these markets present challenges. For instance, in North America, IFCO's second-largest market, the landscape has historically been dominated by growers, with pricing driven by individual growers. Nevertheless, there is a noticeable shift toward a retailer-driven standard pricing model. S&P said, "The final ratings will depend on our receipt and satisfactory review of all final transaction documentation. Accordingly, the preliminary ratings should not be construed as evidence of final ratings. If we do not receive final documentation within a reasonable time frame, or if final documentation departs from the materials we reviewed, we reserve the right to withdraw or revise our preliminary ratings. Potential changes include, but are not limited to, the use of loan proceeds, maturity, size, and conditions of the loans, financial and other covenants, security, and ranking. "The stable outlook reflects our view that IFCO will report continued solid earnings growth supporting its deleveraging toward 6.0x within 12 months after the transaction closes. "We could lower the rating if IFCO's adjusted debt to EBITDA remained above 6.5x for a prolonged period. This could happen if EBITDA growth were unexpectedly interrupted or if IFCO pursued material discretionary spending, such as debt-funded acquisitions or the distribution of shareholder returns. "We could also lower the rating if IFCO experienced unforeseen setbacks in operating performance that have an adverse effect on the company's earnings and profitability, arising, for example, from a loss of major retailer contracts or other operational disruptions. "We could consider an upgrade if IFCO and its shareholders demonstrated a prudent financial policy over a prolonged period, such that adjusted debt to EBITDA strengthened and stayed below 5.0x and the company demonstrated sustained and clearly positive FOCF. A positive rating action would also be contingent on IFCO retaining its competitive strengths and resilient profitability." ROHM HOLDCO: S&P Affirms 'B-' Long-Term ICR, Outlook Negative ------------------------------------------------------------- S&P Global Ratings affirmed the 'B-' long-term issuer credit and issue ratings on Germany-based methyl methacrylate (MMA) company Rohm HoldCo II GmbH (Rohm) and the group's senior secured debt. The recovery rating remains '3' (60%). The negative outlook reflects very high leverage and slower-than-expected recovery due to prolonged weak market conditions in 2025. S&P expects rating pressure will remain, until a potential recovery in 2026, and expect continued, although improving, negative free cash flow in 2025 as capex moderate. Rohm successfully started its large LiMA plant in the U.S. and completed the integration of the Sabic Functional Forms (Sabic FF) business. The market environment remains largely depressed, however. S&P expects project completion capital expenditure (capex) to keep free cash flow negative in 2025, and assets' contributions to group EBITDA to be more progressive than previously expected, pointing still to elevated adjusted debt to EBITDA of about 11.0x-11.5x in 2025. Despite the improved leverage and free cash flow compared with 2024, together with further shareholder support in the first half of 2025, operating conditions will continue to pressurize metrics, in our view, until a potential recovery and tangible investments' contributions materialize. Visibility on credit metrics may also improve from the recovery of the Worms plant's production capacity in 2025, after a fire incident as of end 2023. S&P understands that damage and lost production are fully covered by insurance. S&P said, "We anticipate Rohm's credit metrics will improve in 2025-2026, primarily driven by the successful start-up of the LiMA production plant in the U.S. and full integration of Sabic FF. In the first quarter of 2025, the new LiMA MMA plant in Bay City (Texas, U.S.) was mechanically completed and first production started, and it will ramp up its capacity in the next few months. The acquisition of Sabic FF was closed in September 2024, and the integration into the Polyvantis division of Rohm was also successfully completed. We expect this will contribute additional net EBITDA of about EUR90 million-EUR110 million in 2025, subject to market conditions, thus improving the S&P Global Ratings-adjusted debt to EBITDA to about 11.0x-11.5x in 2025 from 16.8x in 2024. We anticipate further deleveraging to about 8.0x in 2026 following the capacities ramp up. "We expect cash flow generation to improve in 2025-2026 after significant cash burn in 2024. The company's cash flows were heavily affected by the investment peak in the final year of construction of the large LiMA plant, factoring in total capex of EUR494.4 million in 2024, after EUR432.3 million in 2023. This resulted in heavily negative free operating cash flow (FOCF), which we expect to significantly improve in 2025-2026 due to better EBITDA and lower capex of about EUR110 million-EUR130 million in 2025 and about EUR80 million-EUR100 million, or run-rate capex, in 2026. In our base-case scenario for the ratings, we assume that FOCF will be a negative EUR80 million-EUR90 million in 2025 and then turn positive to about EUR30 million-EUR40 million in 2026. "In our view, the ongoing equity support from financial sponsor Advent is credit positive. Advent's support for Rohm continued, which provided an additional injection of about EUR50 million in the first quarter of 2025 to cover payments related to the final stages of the completion of the LiMA plant. This followed equity support totaling EUR350 million in 2024, including EUR150 million equity for the Sabic FF acquisition, EUR200 million equity for the LiMA completion, and EUR100 million support provided in 2023. This shareholder financing, in the form of shareholder loans, is treated as equity as per our criteria. In our view, this confirms the strong commitment of the sponsor to support Rohm's liquidity during this transformative investment stage. "We anticipate that Rohm's revenues will sizably increase in 2025, primarily due to additional contributions from Sabic FF and LiMA . Although macroeconomic conditions were challenging throughout 2024, Rohm's net sales increased by 9.6% to about EUR1.7 billion in 2024 from EUR1.5 billion in 2023, due mainly to volume improvements and higher prices and despite upstream volume constraints in Europe. In the first quarter of 2025, Rohm's net sales stood at EUR498 million, an increase of 36.4% from EUR365 million in the first quarter of 2024, mainly due to positive sales momentum supported by seasonality and healthy market demand development for downstream products, partially offsetting still limited sales in upstream. "We anticipate that the operating environment will remain challenging in 2025, affected by the uncertainty surrounding the implementation of U.S. tariffs and escalating geopolitical tensions. In the first quarter of 2025, market demand improved after the year-end destocking activities, however, macroeconomic uncertainties continued and increased toward the end of the quarter with U.S. tariff announcements. Upstream markets saw no pronounced seasonal demand increase, seeking for direction, while downstream markets improved. In our view, the MMA market will remain weak in 2025, with a very limited increase of sales volumes, predominantly in downstream, although raw materials and energy prices have normalized in the past year. We expect Rohm will have a very limited organic revenue growth, of about 2%-3% in 2025-2026 (excluding LiMA and Sabic FF), reflecting overall weak sales volumes, partially offset by positive momentum in downstream. However, we expect a limited direct effect from U.S. tariffs given Rohm's local production, which mitigates supply chain risks. We also note that the continuing insurance payments for lost production volumes from the fire incident in Worms in upstream supports the company's operating performance." Delays completing the LiMA plant will lead to lower-than-expected EBITDA contribution in 2025. The completion of the LiMA plant was originally targeted for mid-2024, and the company expected LiMA would contribute with run rate EBITDA of about EUR150 million in 2025. Due to delays and adverse weather conditions, the mechanical completion and first production of the LiMA plant were achieved only in the first quarter of 2025. S&P now expects EBITDA contribution from LiMA to be about EUR60 million in 2025, increasing to about EUR170 million-EUR200 million in 2026, when the plant's full production capacity is expected to be reached. Reduced capacities due to the fire incident in Worms. In November 2023, a fire broke out at Rohm's Worms site (Germany), a plant for production of precursors for MMA. No impact to the environment was recorded and no persons were injured, and there was general insurance coverage in place for both property damage and business interruption. Worms Monomer capacity was restored in full after the fire incident, with completion expected in the second half of 2025. Reconstruction is expected to be finalized in August 2025 and operations to restart in September 2025. Full original capacity is expected to be restored in October 2025. In our forecast, S&P assumes full coverage for the property damage and lost production by the respective insurance payments. S&P said, "The negative outlook reflects very high leverage and slower-than-expected recovery due to prolonged weak market conditions in 2025. We expect rating pressure will remain, until a potential recovery in 2026, and expect continued, although improving, negative free cash flow in 2025 as the peak capex in 2024 is over. "We could lower the rating on abrupt deterioration of industry conditions, despite mild signs of potential recovery, leading to further depressed MMA prices and volumes sold. Insufficient cash generation resulting in prolonged negative FOCF could also put pressure on the rating. Similarly, unanticipated delays on restoring the full capacity of the Worms facility could constrain the rating. "We could revise the outlook to stable if there is a continued recovery of the free cash flow toward neutral, mainly because of contributions from LiMA and Sabic FF, along with an improvement in S&P Global Ratings-adjusted debt to EBITDA to below 8.0x-9.0x in the next quarters." ============= I R E L A N D ============= ADAGIO IV: Moody's Cuts Rating on EUR12.2MM F Notes to Caa1 ----------------------------------------------------------- Moody's Ratings has taken a variety of rating actions on the following notes issued by Adagio IV CLO Designated Activity Company: EUR34,000,000 Class B-1 Senior Secured Floating Rate Notes due 2034, Upgraded to Aa1 (sf); previously on Apr 16, 2021 Assigned Aa2 (sf) EUR6,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2034, Upgraded to Aa1 (sf); previously on Apr 16, 2021 Assigned Aa2 (sf) EUR12,200,000 Class F Deferrable Junior Floating Rate Notes due 2034, Downgraded to Caa1 (sf); previously on Apr 16, 2021 Assigned B3 (sf) Moody's have also affirmed the ratings on the following debts: EUR125,000,000 Class A Senior Secured Floating Rate Loan due 2034, Affirmed Aaa (sf); previously on Apr 16, 2021 Assigned Aaa (sf) EUR123,000,000 Class A Senior Secured Floating Rate Notes due 2034, Affirmed Aaa (sf); previously on Apr 16, 2021 Assigned Aaa (sf) EUR28,000,000 Class C Deferrable Mezzanine Floating Rate Notes due 2034, Affirmed A2 (sf); previously on Apr 16, 2021 Assigned A2 (sf) EUR24,000,000 Class D Deferrable Mezzanine Floating Rate Notes due 2034, Affirmed Baa3 (sf); previously on Apr 16, 2021 Assigned Baa3 (sf) EUR20,000,000 Class E Deferrable Junior Floating Rate Notes due 2034, Affirmed Ba3 (sf); previously on Apr 16, 2021 Assigned Ba3 (sf) Adagio IV CLO Designated Activity Company, issued in September 2015 and refinanced in April 2021, is a collateralised loan obligation (CLO) backed by a portfolio of mostly high-yield senior secured European loans. The portfolio is managed by AXA Investment Managers US Inc. The transaction's reinvestment period ended in July 2025. RATINGS RATIONALE The rating upgrades on the Class B-1 and Class B-2 notes are primarily a result of the transaction having reached the end of the reinvestment period in July 2025. The rating downgrade on the Class F notes is primarily due to par loss linked to defaults and trading, leading to the deterioration in the Class F over-collateralisation ratio. According to the trustee report dated May 2025[1], the Class A/B, Class C, Class D, Class E and Class F OC ratios are reported at 135.55%, 123.54%, 114.82%, 108.44% and 104.89% compared to May 2024[2] levels of 138.03%, 125.80%, 116.92%, 110.43% and 106.81%, respectively. The affirmations on the ratings on the Class A debts, Class C, Class D and Class E notes are primarily a result of the expected losses on the debts remaining consistent with their current rating levels, after taking into account the CLO's latest portfolio, its relevant structural features and its actual over-collateralisation ratios. In light of reinvestment restrictions during the amortisation period, and therefore the limited ability to effect significant changes to the current collateral pool, Moody's analysed the deal assuming a higher likelihood that the collateral pool characteristics would maintain an adequate buffer relative to certain covenant requirements. The key model inputs Moody's uses in Moody's analysis, such as par, weighted average rating factor, diversity score and the weighted average recovery rate, are based on Moody's published methodologies and could differ from the trustee's reported numbers. In its base case, Moody's used the following assumptions: Performing par and principal proceeds balance: EUR385,506,996 Defaulted Securities: EUR11,270,836 Diversity Score: 64 Weighted Average Rating Factor (WARF): 2846 Weighted Average Life (WAL): 4.58 years Weighted Average Spread (WAS) (before accounting for Euribor floors): 3.67% Weighted Average Coupon (WAC): 3.24% Weighted Average Recovery Rate (WARR): 44.04% The default probability derives from the credit quality of the collateral pool and Moody's expectations of the remaining life of the collateral pool. The estimated average recovery rate on future defaults is based primarily on the seniority of the assets in the collateral pool. In each case, historical and market performance and a collateral manager's latitude to trade collateral are also relevant factors. Moody's incorporates these default and recovery characteristics of the collateral pool into its cash flow model analysis, subjecting them to stresses as a function of the target rating of each CLO liability it is analysing. Methodology Underlying the Rating Action: The principal methodology used in these ratings was "Moody's Global Approach to Rating Collateralized Loan Obligations" published in May 2024. Counterparty Exposure: The rating action took into consideration the debts' exposure to relevant counterparties, such as account bank, using the methodology "Structured Finance Counterparty Risks" published in May 2025. Moody's concluded the ratings of the debts are not constrained by these risks. Factors that would lead to an upgrade or downgrade of the ratings: The rated debts' performance is subject to uncertainty. The debts' performance is sensitive to the performance of the underlying portfolio, which in turn depends on economic and credit conditions that may change. The collateral manager's investment decisions and management of the transaction will also affect the debts' performance. Additional uncertainty about performance is due to the following: -- Portfolio amortisation: The main source of uncertainty in this transaction is the pace of amortisation of the underlying portfolio, which can vary significantly depending on market conditions and have a significant impact on the debts' ratings. Amortisation could accelerate as a consequence of high loan prepayment levels or collateral sales by the collateral manager or be delayed by an increase in loan amend-and-extend restructurings. Fast amortisation would usually benefit the ratings of the debts beginning with the debts having the highest prepayment priority. -- Recovery of defaulted assets: Market value fluctuations in Collateral administrator-reported defaulted assets and those Moody's assumes have defaulted can result in volatility in the deal's over-collateralisation levels. Further, the timing of recoveries and the manager's decision whether to work out or sell defaulted assets can also result in additional uncertainty. Recoveries higher than Moody's expectations would have a positive impact on the debts' ratings. In addition to the quantitative factors that Moody's explicitly modelled, qualitative factors are part of the rating committee's considerations. These qualitative factors include the structural protections in the transaction, its recent performance given the market environment, the legal environment, specific documentation features, the collateral manager's track record and the potential for selection bias in the portfolio. All information available to rating committees, including macroeconomic forecasts, input from other Moody's analytical groups, market factors, and judgments regarding the nature and severity of credit stress on the transactions, can influence the final rating decision. ANCHORAGE CAPITAL 11: S&P Assigns B- (sf) Rating to Class F Notes ----------------------------------------------------------------- S&P Global Ratings assigned its credit ratings to Anchorage Capital Europe CLO 11 DAC's class A, B, C, D, E, and F notes. At closing, the issuer also issued unrated subordinated notes. This is a European cash flow CLO transaction, securitizing a pool of primarily syndicated senior secured loans and bonds. The portfolio's reinvestment period will end approximately 5.00 years after closing. Under the transaction documents, the rated notes pay quarterly interest unless there is a frequency switch event. Following this, the notes will switch to semiannual payments. The ratings assigned to Anchorage Capital Europe CLO 11 DAC's notes 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 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 2,731.46 Default rate dispersion 509.70 Weighted-average life (years) 4.89 Weighted-average life (years) extended to match reinvestment period 5.00 Obligor diversity measure 141.88 Industry diversity measure 19.89 Regional diversity measure 1.17 Transaction key metrics Portfolio weighted-average rating derived from S&P's CDO evaluator B 'CCC' category rated assets (%) 0.50 Actual target 'AAA' weighted-average recovery (%) 36.74 Actual target weighted-average spread (net of floors; %) 3.74 Actual target weighted-average coupon 6.08 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. "In our cash flow analysis, we used the EUR400 million target par amount, the target weighted-average spread (3.74%), the target weighted-average coupon (6.08%), and the target weighted-average recovery rates calculated in line with our CLO criteria for all classes of notes. 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 July 23, 2030, the collateral manager may substitute assets in the portfolio as long as our CDO Monitor test is maintained or improved in relation to the initial ratings on the notes. This test looks at the total amount of losses that the transaction can sustain--as established by the initial cash flows for each rating--and 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 counterparty criteria. "The transaction's legal structure and framework is bankruptcy remote, in line with our legal criteria. "The CLO is managed by Anchorage CLO ECM, L.L.C., 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 to F 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 assigned. However, as the CLO will be in its reinvestment phase--during which the transaction's credit risk profile could deteriorate--we have capped our assigned ratings on the notes. "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. "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 to E 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 notes." 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 assets from being related to certain industries. Since the exclusion of assets from these industries does not result in material differences between the transaction and our ESG benchmark for the sector, no specific adjustments have been made in our rating analysis to account for any ESG-related risks or opportunities." Anchorage Capital Europe CLO 11 DAC is a European cash flow CLO securitization of a revolving pool, comprising mainly euro-denominated leveraged loans and bonds. It is managed by Anchorage CLO ECM, L.L.C. Ratings Amount Credit Class Rating* (mil. EUR) enhancement (%) Interest rate§ A AAA (sf) 244.00 39.00 Three/six-month EURIBOR plus 1.38% B AA (sf) 45.00 27.75 Three/six-month EURIBOR plus 1.90% C A (sf) 24.00 21.75 Three/six-month EURIBOR plus 2.40% D BBB- (sf) 30.00 14.25 Three/six-month EURIBOR plus 3.30% E BB- (sf) 19.00 9.50 Three/six-month EURIBOR plus 5.75% F B- (sf) 12.00 6.50 Three/six-month EURIBOR plus 8.62% Sub notes NR 29.40 N/A N/A *The ratings assigned to the class A and B notes address timely interest and ultimate principal payments. The ratings assigned to the class C, D, E, and 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. EURIBOR--Euro Interbank Offered Rate. NR--Not rated. N/A--Not applicable BAIN CAPITAL 2020-1: S&P Affirms 'B- (sf)' Rating on Class F Notes ------------------------------------------------------------------ S&P Global Ratings raised its credit ratings on Bain Capital Euro CLO 2020-1 DAC's class B-1 and B-2 notes to 'AAA (sf)' from 'AA (sf)', class C notes to 'AA+ (sf)' from 'A (sf)', class D notes to 'A- (sf)' from 'BBB (sf)', and class E notes to 'BB (sf)' from 'BB- (sf)'. At the same time, S&P affirmed its 'AAA (sf)' rating on the class A notes, and 'B- (sf)' rating on the class F notes. The rating actions follow the application of our global corporate CLO criteria, and its credit and cash flow analysis of the transaction based on the June 2025 trustee report. Since the closing date in December 2020: -- The weighted-average rating of the portfolio remains unchanged at 'B'. -- The portfolio has become more concentrated, as the number of performing obligors has decreased to 129 from 137. -- The portfolio's weighted-average life has decreased to 3.20 years from 5.38 years. -- The percentage of 'CCC' rated assets has increased to 8.66% from 2.92% of the performing balance. -- The liabilities decreased by EUR63.18m, while the assets declined by 66.86m, resulting in a EUR3.68m loss, equivalent to -1.23% of the aggregate collateral balance since closing. -- Following the deleveraging of the senior notes, the class A to F notes benefit from higher levels of credit enhancement compared with S&P's previous review. Credit enhancement Current amount Class (mil. EUR) Current (%) At closing in 2020 (%) A 121.52 47.88 39.20 B-1 15.30 34.88 29.00 B-2 15.00 34.88 29.00 C 17.10 27.55 23.30 D 20.10 18.92 16.60 E 17.70 11.33 10.70 F 5.40 9.02 8.90 Sub. Notes 29.90 N/A N/A N/A--Not applicable. The scenario default rates (SDRs) have decreased for all rating scenarios primarily due to a reduction in the weighted-average life since the closing date (3.20 years from 5.38 years). Portfolio benchmarks SPWARF 2,906.76 Default rate dispersion 702.25 Weighted-average life (years) 3.20 Obligor diversity measure 102.32 Industry diversity measure 16.51 Regional diversity measure 1.23 SPWARF--S&P Global Ratings' weighted-average rating factor. On the cash flow side: -- The reinvestment period for the transaction ended in January 2024. -- The class A notes have deleveraged by EUR60.88 million since closing, equivalent to an outstanding note factor of 66.6%. -- No class of notes is currently deferring interest. -- All coverage tests are passing as of the June 2025 trustee report. Transaction key metrics Total collateral amount (mil. EUR)* 233.13 Defaulted assets (mil. EUR) 4.37 Number of performing obligors 129 Portfolio weighted-average rating B 'AAA' SDR (%) 57.88 'AAA' WARR (%) 36.39 *Performing assets plus cash and expected recoveries on defaulted assets. SDR--Scenario default rate. WARR--Weighted-average recovery rate. In S&P's view, the portfolio is diversified across obligors, industries, and asset characteristics. S&P said, "In our credit and cash flow analysis, we considered the transaction's available current cash balance of approximately EUR14.6 million, per the June 2025 trustee report. Although the manager actively traded assets in 2024, no assets were purchased since the end of 2024 following the failure of the weighted-average life test for this transaction. Additionally, proceeds not reinvested post the reinvestment period shall be disbursed in accordance with the principal proceeds priority of payments on the following payment date, as per the transaction documentation. "We took into consideration the weighted-average life test failure and the repayment of the notes on the last two payment dates using all the available principal proceeds. Therefore, while potential reinvestments may prolong the note repayment profile for the most senior class, we have considered as a base case, the possibility for the structure to amortize all of its proceeds in the following payment date. Additionally, we considered other scenarios with the full amount of principal cash to be reinvested. "Our base case credit and cash flow analysis indicates that the available credit enhancement for the class A, B-1, and B-2 notes is sufficient to withstand the credit and cash flow stresses that we apply at the 'AAA' rating level. We therefore affirmed our 'AAA (sf)' rating on the class A notes and raised to 'AAA (sf)' from 'AA (sf)' our ratings on the class B-1 and B-2 notes. "Our cash flow analysis indicate the available credit enhancement for the class C notes is sufficient to withstand the credit and cash flow stresses that we apply at the 'AA+' rating level. We therefore raised our rating on this class of notes to 'AA+ (sf)' from 'A (sf)'. "Our cash flow analysis indicates that the available credit enhancement for the class D, E, and F notes could withstand stresses commensurate with higher ratings than those assigned. For these classes, we considered the manager may still reinvest all or a part of unscheduled redemption proceeds and sale proceeds from credit-impaired and credit-improved assets. "We also considered the level of cushion between our break-even default rates and SDRs for these notes at their passing rating levels, as well as current macroeconomic conditions and these tranches' relative seniority and the current outstanding size of the senior notes. We therefore limited our upgrades to the class D, E, and F notes. "The transaction's exposure to country risk is limited at the assigned ratings, as the exposure to individual sovereigns does not exceed the diversification thresholds outlined in our structured finance sovereign risk criteria. "Counterparty, operational, and legal risks are adequately mitigated in line with our criteria." Bain Capital EURO CLO 2020-1 DAC is a European cash flow CLO transaction that securitizes loans granted to primarily speculative-grade corporate firms. The transaction is managed by Bain Capital Credit U.S. CLO Manager LLC. BLACKROCK EUROPEAN XIII: Fitch Puts B-sf Final Rating to F-R Debt ----------------------------------------------------------------- Fitch Ratings has assigned BlackRock European CLO XIII DAC reset debt final ratings, as detailed below. Entity/Debt Rating Prior ----------- ------ ----- BlackRock European CLO XIII DAC X XS3119383472 LT AAAsf New Rating A Loan LT AAAsf New Rating A-1 XS2459520313 LT PIFsf Paid In Full AAAsf A-2 XS2468318402 LT PIFsf Paid In Full AAAsf A-R XS3119383555 LT AAAsf New Rating B XS2459520404 LT PIFsf Paid In Full AAsf B-R XS3119383803 LT AAsf New Rating C XS2459520826 LT PIFsf Paid In Full Asf C-R XS3119384017 LT Asf New Rating D XS2459521121 LT PIFsf Paid In Full BBB-sf D-R XS3119384280 LT BBB-sf New Rating E XS2459521477 LT PIFsf Paid In Full BB-sf E-R XS3119384447 LT BB-sf New Rating F XS2459521634 LT PIFsf Paid In Full B-sf F-R XS3119384793 LT B-sf New Rating Transaction Summary BlackRock European CLO XIII 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 existing notes except the subordinated notes and to fund a portfolio with a target par of EUR450 million. The portfolio is actively managed by BlackRock Investment Management (UK) Limited (BlackRock). The collateralised loan obligation (CLO) 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 to be in the 'B' category. The Fitch weighted-average rating factor of the identified portfolio is 23.0. 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 61.4%. Diversified Portfolio (Positive): The transaction includes six Fitch matrices. Two are effective at closing, corresponding to a 8.5-year WAL, two are effective six months after closing, corresponding to a 8.0-year WAL, and the last two are effective 1.5 years after closing, corresponding to an 7.0-year WAL with a target par condition at EUR450 million. Switches to the forward matrices are subject to aggregate collateral balance with defaulted obligations at Fitch collateral value being at least at the target par. Each matrix set corresponds to two different fixed-rate asset limits at 5% and 12.5%. All matrices are based on a top-10 obligor concentration limit at 20%. The transaction has a maximum exposure to the three-largest Fitch-defined industries in the portfolio at 40%, among others. These covenants ensure the asset portfolio will not be exposed to excessive concentration. Portfolio Management (Neutral): The transaction has an approximately 4.5-year reinvestment period 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 matrix and stress portfolio analysis is 12 months less than the WAL covenant at the issue date. This reduction to the risk horizon accounts for the strict reinvestment conditions envisaged by the transaction after its reinvestment period. These include, among others, passing both the coverage tests and the Fitch 'CCC' bucket limitation test 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 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) 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 X to class C notes and would lead to a downgrade of one notch for the class D to E notes, and to below 'B-sf' for the class F notes. Downgrades, which are based on the identified portfolio, 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 to F 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 have no impact on the class X and would lead to a downgrade of three notches for class A loans and A notes to D notes, and to below 'B-sf' for class E to 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 the Fitch-stressed portfolio would lead to an upgrade of two notches for class B to D, and three notches for class E to F. The class X, A notes and A loans are already rated 'AAAsf' and cannot be upgraded further. 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 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 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 BlackRock European CLO XIII 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. CVC CORDATUS XXVIII: S&P Assigns Prelim B-(sf) Rating to F-R Notes ------------------------------------------------------------------ S&P Global Ratings assigned its preliminary credit ratings to CVC Cordatus Loan Fund XXVIII DAC's class A-R, B-R, C-R, D-R, E-R, and F-R notes. At closing the issuer will have unrated subordinated notes outstanding from the existing transaction and also issue EUR1 million of subordinated notes. This transaction is a reset of the already existing transaction that closed in August 2023. The issuance proceeds of the refinancing debt will be used to redeem the refinanced debt, for which S&P will withdraw our ratings at the same time, and pay fees and expenses incurred in connection with the reset. The ratings assigned to the notes reflect S&P's assessment of: -- The diversified collateral pool, which consists primarily of broadly syndicated speculative-grade senior secured term loans and bonds that are governed by collateral quality tests. -- The credit enhancement provided through the subordination of cash flows, excess spread, and overcollateralization. -- The collateral manager's experienced team, which can affect the performance of the rated notes through collateral selection, ongoing portfolio management, and trading. -- The transaction's legal structure, which S&P expects to be bankruptcy remote. -- The transaction's counterparty risks, which S&P expects to be in line with its counterparty rating framework. Portfolio benchmarks S&P Global Ratings' weighted-average rating factor 2,891.87 Default rate dispersion 503.59 Weighted-average life (years) 4.23 Weighted-average life extended to cover the length of the reinvestment period (years) 4.50 Obligor diversity measure 112.33 Industry diversity measure 19.11 Regional diversity measure 1.17 Transaction key metrics Portfolio weighted-average rating derived from S&P's CDO evaluator B 'CCC' category rated assets (%) 2.47 Target 'AAA' weighted-average recovery (%) 36.13 Target weighted-average spread (%) 3.87 Target weighted-average coupon (%) 4.49 Liquidity facility This transaction has a EUR1.0 million liquidity facility, provided by The Bank of New York Mellon, with a maximum commitment period of four years and an option to extend for a further 24 months. The margin on the facility is 2.50% and drawdowns are limited to the amount of accrued but unpaid interest on collateral debt obligations. The liquidity facility is repaid using interest proceeds in a senior position of the waterfall or repaid directly from the interest account on a business day earlier than the payment date. For S&P's cash flow analysis, it assumes that the liquidity facility is fully drawn throughout the six-year period and that the amount is repaid just before the coverage tests breach. Rating rationale Under the transaction documents, the rated notes pay quarterly interest unless a frequency switch event occurs. Following this, the notes will switch to semiannual payments. The portfolio's reinvestment period will end approximately 4.5 years after closing. S&P said, "At closing, we expect the portfolio to be well-diversified, primarily comprising broadly syndicated speculative-grade senior secured term loans and senior secured bonds. Therefore, we have conducted our credit and cash flow analysis by applying our criteria for corporate cash flow CDOs. "In our cash flow analysis, we used the EUR375 million target par amount, the covenanted weighted-average spread (3.72%), the target weighted-average coupon (4.49%), and the target weighted-average recovery rates calculated in line with our CLO criteria for all rating levels. We applied various cash flow stress scenarios, using four different default patterns, in conjunction with different interest rate stress scenarios for each liability rating category. "Until the end of the reinvestment period on Feb. 15, 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. 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. "At closing, we expect the transaction's documented counterparty replacement and remedy mechanisms to adequately mitigate its exposure to counterparty risk under our current counterparty criteria. "Under our structured finance sovereign risk criteria, we consider that the transaction's exposure to country risk is sufficiently mitigated at the assigned preliminary ratings. "We except the transaction's legal structure and framework to be bankruptcy remote, in line with our legal criteria. "Our credit and cash flow analysis indicates that the available credit enhancement for the class B-R, C-R, and D-R notes could withstand stresses commensurate with higher rating levels than those we have assigned. However, as the CLO will be in its reinvestment phase starting from closing, during which the transaction's credit risk profile could deteriorate, we have capped our preliminary ratings assigned to the notes. "For the class F-R 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 '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 21.72% (for a portfolio with a weighted-average life of 4.5 years), versus if it was to consider a long-term sustainable default rate of 3.1% for 4.5 years, which would result in a target default rate of 13.95%. -- S&P does not believe that there is a one-in-two chance of this note defaulting. -- S&P does not envision this tranche defaulting in the next 12-18 months. -- Following this analysis, S&P considers that the available credit enhancement for the class F-R notes is commensurate with the assigned 'B- (sf)' rating. S&P said, "Taking the above factors into account and following our analysis of the credit, cash flow, counterparty, operational, and legal risks, we believe that the assigned ratings are commensurate with the available credit enhancement for all the rated classes of notes. “In addition to our standard analysis, to provide an indication of how rising pressures among speculative-grade corporates could affect our ratings on European CLO transactions, we have also included the sensitivity of the ratings on the class A-R to E-R notes based on four hypothetical scenarios. "As our ratings analysis makes additional considerations before assigning ratings in the 'CCC' category, and we would assign a 'B-' rating if the criteria for assigning a 'CCC' category rating are not met, we have not included the above scenario analysis results for the class F-R notes." Environmental, social, and governance S&P said, "We regard the exposure to environmental, social, and governance (ESG) credit factors in the transaction as being broadly in line with our benchmark for the sector. Primarily due to the diversity of the assets within CLOs, the exposure to environmental credit factors is viewed as below average, social credit factors are below average, and governance credit factors are average. For this transaction, the documents prohibit or limit assets from being related to certain industries. Since the exclusion of assets from these industries does not result in material differences between the transaction and our ESG benchmark for the sector, no specific adjustments have been made in our rating analysis to account for any ESG-related risks or opportunities." The transaction securitizes a portfolio of primarily senior secured leveraged loans and bonds and will be managed CVC Credit Partners Investment Management Ltd. Ratings list Prelim Prelim balance Indicative Credit Class rating* (mil. EUR) interest rate§ enhancement (%) A-R AAA (sf) 228.70 3/6-month EURIBOR + 1.32% 39.01 B-R AA (sf) 43.10 3/6-month EURIBOR + 2.00% 27.52 C-R A (sf) 22.60 3/6-month EURIBOR + 2.30% 21.49 D-R BBB- (sf) 26.20 3/6-month EURIBOR + 3.30% 14.51 E-R BB- (sf) 18.70 3/6-month EURIBOR + 5.80% 9.52 F-R B- (sf) 11.30 3/6-month EURIBOR + 8.50% 6.51 Sub NR 28.10 N/A N/A *The preliminary ratings assigned to the class A-R and B-R notes address timely interest and ultimate principal payments. The preliminary ratings assigned to the class C-R, D-R, E-R, and F-R notes address ultimate interest and principal payments. §The payment frequency switches to semiannual and the index switches to six-month EURIBOR when a frequency switch event occurs. NR--Not rated. N/A--Not applicable. EURIBOR--Euro Interbank Offered Rate. Sub.--Subordinated. DRYDEN 52 2017: S&P Assigns 'B- (sf)' Rating to Class F-R Notes --------------------------------------------------------------- S&P Global Ratings raised its credit ratings on Dryden 52 Euro CLO 2017 DAC's class B-1-R and B-2-R notes to 'AA+ (sf)' from 'AA (sf)', class C-R notes to 'AA- (sf)' from 'A (sf)', and class D-R notes to 'BBB+ (sf)' from 'BBB (sf)'. At the same time, S&P affirmed its 'AAA (sf)' rating on the class A-R notes, 'BB- (sf)' rating on the class E-R notes, and 'B- (sf)' rating on the class F-R notes. The rating actions follow the application of S&P's global corporate CLO criteria, and its credit and cash flow analysis of the transaction based on the May 2025 payment report. S&P's ratings address timely payment of interest and ultimate payment of principal on the class A-R, B-1-R, and B-2-R notes, and ultimate payment of interest and principal on the class C-R, D-R, E-R, and F-R notes. Since the transaction closed in 2021: -- The portfolio's weighted-average rating is 'B'. -- The portfolio is diversified with 105 obligors. -- The portfolio's weighted-average life is 3.416 years. Despite a more concentrated portfolio, the scenario default rates (SDRs) decreased for all rating scenarios, mainly due to improved credit quality and the reduction in the portfolio's weighted-average life to 3.416 years from 4.43 years. Portfolio benchmarks SPWARF 2,785.49 Default rate dispersion (%) 727.47 Weighted-average life (years) 3.416 Obligor diversity measure 85.382 Industry diversity measure 15.498 Regional diversity measure 1.192 SPWARF--S&P Global Ratings' weighted-average rating factor. On the cash flow side: -- The reinvestment period for the transaction ended in Aug. 2023. The class A-R notes have deleveraged by EUR 68.84 million since then, with a note factor of 72.01%. -- No class of notes is deferring interest. -- All coverage tests are passing as of the May 2025 payment report. -- The transaction saw a greater decrease in assets than liabilities, amounting to EUR9.96 million Transaction key metrics Total collateral amount (mil. EUR)* 321.19 Defaulted assets (mil. EUR) 0 Number of performing obligors 105 Portfolio weighted-average rating B 'CCC' assets (%) 6.00 'AAA' SDR (%) 57.51 'AAA' WARR (%) 35.74 *Performing assets plus cash and expected recoveries on defaulted assets. SDR--Scenario default rate. WARR--Weighted-average recovery rate. Credit enhancement Current credit Previous credit enhancement enhancement (based on the (closed in Current April 2025 July 2021) (%) Class amount (EUR) trustee report)(%) A-R 177,151,636 44.85 38.50 B-1-R 16,000,000 33.64 29.50 B-2-R 20,000,000 33.64 29.50 C-R 26,000,000 25.54 23.00 D-R 28,000,000 16.83 16.00 E-R 20,000,000 10.60 11.00 F-R 15,400,000 5.80 7.15 Sub 44,500,000 N/A N/A Credit enhancement = [Performing balance + cash balance + recovery on defaulted obligations (if any) – tranche balance (including tranche balance of all senior tranches)]/ [Performing balance + cash balance + recovery on defaulted obligations (if any)]. N/A--Not applicable. The CLO has a smoothing account that helps to mitigate any frequency timing mismatch risks. S&P said, "In our credit and cash flow analysis, we considered the transaction's available current cash balance and the SDRs, as per the May 2025 payment report. Based on the improved SDRs and continued deleveraging of the senior notes--which has increased available credit enhancement on the senior notes--we raised our ratings on the class B-1-R, B-2-R, C-R, and D-R notes. The available credit enhancement for these tranches is now commensurate with higher levels of stress. "At the same time, we affirmed our 'AAA (sf)','BB- (sf)', and 'B- (sf)' ratings on the class A-R, E-R, and F-R notes, respectively. The available credit enhancement for these tranches remains commensurate with the assigned ratings. "Our cash flow analysis indicates that the class B-1-R, B-2-R, and C-R notes could withstand stresses at a higher rating level than that assigned. "The transaction has continued to amortize since the end of the reinvestment period in August 2023. However, we have considered that the manager has been reinvesting unscheduled redemption proceeds and sale proceeds from credit-improved and credit-impaired assets. Such reinvestments (as opposed to repayment of the liabilities) therefore prolong the note repayment profile for the most senior class of notes. "We also considered the portion of senior notes outstanding, the current macroeconomic environment, and the tranches' relative seniority. Considering all of these factors, we limited our upgrade of the class B-1-R, B-2-R, and C-R notes and raised our rating by one notch to 'AA+(sf)' on class B-1-R and B-2-R notes and two notches to 'AA- (sf)' on the class C-R notes. "For the class F-R notes, our cash flow analysis indicated a lower rating than that currently assigned. The tranche's current break-even default ratio cushion at the 'B-' rating level is negative. “Based on the portfolio's actual characteristics and additional overlaying factors, including our long-term corporate default rates and the notes' available credit enhancement, this class is able to sustain a steady-state scenario, in accordance with our 'CCC' rating criteria." S&P's analysis also considers: -- The notes' available credit enhancement is in the same range as other recently issued European CLOs S&P rates. -- S&P's model-generated break-even default risk at the 'B-' rating level is 11.72% (for a portfolio with a weighted-average life of 3.416 years), versus 10.58% if it was to consider a long-term sustainable default rate of 3.1% for 3.416 years. -- Whether the tranche is vulnerable to nonpayment risk in the near term. -- If there is a one-in-two chance of this tranche defaulting. -- If S&P envisions this tranche defaulting in the next 12-18 months. S&P said, "Following our analysis, we consider that the class F-R notes' available credit enhancement is commensurate with a 'B- (sf)' rating. We therefore affirmed our rating. "Counterparty, operational, and legal risks are adequately mitigated in line with our criteria. "Under our structured finance sovereign risk criteria, the transaction's exposure to country risk is limited at the assigned ratings, as the exposure to individual sovereigns does not exceed the diversification thresholds outlined in our criteria." Dryden 52 R Euro CLO 2017 DAC is a broadly syndicated CLO managed by PGIM Ltd. JUBILEE 2023-XXVII: Fitch Puts B-sf Final Rating to Cl. F-R Notes ----------------------------------------------------------------- Fitch Ratings has assigned Jubilee CLO 2023-XXVII DAC reset notes final ratings, as detailed below. Entity/Debt Rating Prior ----------- ------ ----- Jubilee CLO 2023-XXVII DAC A XS2666005009 LT PIFsf Paid In Full AAAsf Class A-R Loan LT AAAsf New Rating Class A-R Notes XS3109829203 LT AAAsf New Rating B XS2666005181 LT PIFsf Paid In Full AAsf Class B-R XS3109829468 LT AAsf New Rating C XS2666004457 LT PIFsf Paid In Full Asf Class C-R XS3109830045 LT Asf New Rating D XS2666005421 LT PIFsf Paid In Full BBB-sf Class D-R XS3109830391 LT BBB-sf New Rating E XS2666005694 LT PIFsf Paid In Full BB-sf Class E-R XS3109830557 LT BB-sf New Rating F XS2666005777 LT PIFsf Paid In Full B-sf Class F-R XS3109830714 LT B-sf New Rating Transaction Summary Jubilee CLO 2023-XXVII 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. At closing, the existing notes except for the subordinated notes will be refinanced. The transaction has a target par amount of EUR400 million. The portfolio is actively managed by Alcentra Limited. The collateralised loan obligation (CLO) 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 at 'B'/'B-'. The Fitch-calculated weighted average rating factor (WARF) of the identified portfolio is 24.2. High Recovery Expectations (Positive): At least 90% of the portfolio 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-calculated weighted average recovery rate (WARR) of the identified portfolio is 61.9%. Diversified Portfolio (Positive): The transaction includes four Fitch matrices; two are effective at closing, corresponding to an 8.5-year WAL and another two effective one year after closing based on a 7.5-year WAL. Each of these two WALs is accompanied by two fixed-rate asset limits of 3.5% and 7.5%. The switch to the forward matrix set is subject to the satisfaction of the par condition and all the collateral quality tests. All matrices are based on a top-10 obligor concentration limit at 20%. The transaction also includes other various concentration limits, including a maximum of 40% to the three-largest Fitch-defined industries. These covenants ensure the asset portfolio will not be exposed to excessive concentration. Portfolio Management (Neutral): The transaction has a 4.5-year reinvestment period 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 Fitch-stressed portfolio analysis is 12 months less than the WAL covenant. This is to account for the strict reinvestment conditions envisaged by the transaction after its reinvestment period. These conditions include passing the coverage tests and the Fitch 'CCC' bucket limitation test after reinvestment, and a WAL covenant that gradually steps down, before and after the end of the reinvestment period. Fitch believes 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 have no impact on the class A-R loan, and the class A-R to C-R notes, lead to a one-notch downgrade on the class D-R notes and class E-R notes, and to below 'B-sf' for the class F-R 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 default and portfolio deterioration. The class B-R, D-R, E-R and F-R notes each have a rating cushion of two notches, and the class C-R notes have a cushion of three notches, due to the better metrics and shorter life of the identified portfolio than the Fitch-stressed portfolio. 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 and a 25% decrease of the RRR across all ratings of the Fitch-stressed portfolio would lead to a downgrade of up to four notches for the class A-R loan and 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 an upgrade of up to three notches for the rated notes, except for the 'AAAsf' rated debt. 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 may result from a 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. Most 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 Jubilee CLO 2023-XXVII 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 2022-6: Fitch Assigns 'B-sf' Final Rating to Cl. F-R Notes ------------------------------------------------------------------- Fitch Ratings has assigned OCP Euro CLO 2022-6 DAC 's refinancing notes final ratings as detailed below. Entity/Debt Rating Prior ----------- ------ ----- OCP Euro CLO 2022-6 DAC A-L LT PIFsf Paid In Full AAAsf A-R-N XS2733457878 LT PIFsf Paid In Full AAAsf A-R-R XS3113487444 LT AAAsf New Rating B-1-R XS2733458173 LT PIFsf Paid In Full AAsf B-1-R-R XS3113487873 LT AAsf New Rating B-2-R XS2733458330 LT PIFsf Paid In Full AAsf B-2-R-R XS3113488095 LT AAsf New Rating C-R XS2733458504 LT PIFsf Paid In Full Asf C-R-R XS3113488251 LT Asf New Rating D-R XS2733458769 LT PIFsf Paid In Full BBB-sf D-R-R XS3113488418 LT BBB-sf New Rating E-R XS2733458926 LT PIFsf Paid In Full BB-sf E-R-R XS3113488681 LT BB-sf New Rating F XS2733459148 LT PIFsf Paid In Full B-sf F-R XS3113488848 LT B-sf New Rating Transaction Summary OCP Euro CLO 2022-6 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 refinance the existing notes except for the class Z and the subordinated notes. The portfolio has a target par of EUR400 million and is actively managed by Onex Credit Partners Europe LLP. The CLO has a remaining reinvestment period of three years and a seven-year weighted average life test (WAL). KEY RATING DRIVERS 'B'/'B-' Portfolio Credit Quality: Fitch places the average credit quality of obligors at 'B'/'B-'. The weighted average rating factor (WARF), as calculated by Fitch, is 24.7. High Recovery Expectations: 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-calculated weighted average recovery rate (WARR) of the current portfolio is 62.8%. Diversified Asset Portfolio: The transaction includes various concentration limits, including a fixed-rate obligation limit of 12.5%, a top 10 obligor concentration limit of 20%, and a maximum exposure to the three-largest Fitch-defined industries of 40%. These covenants ensure the asset portfolio will not be exposed to excessive concentration. Portfolio Management: Fitch matrices have been updated in this transaction following the refinancing. The two matrices effective at the close of refinancing correspond to a seven-year WAL, fixed-rate asset limits at 5% and 12.5%, and a top 10 obligor concentration limit at 20%. The transaction has a remaining three-year reinvestment period with reinvestment criteria similar to other CLOs. 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 Analysis: The WAL used for the transaction's Fitch-stressed portfolio analysis is 12 months less than the WAL covenant at the refinancing closing date but subject to a floor of six years, to account for the strict reinvestment conditions envisaged by the transaction after its reinvestment period. These include passing the coverage tests and the Fitch 'CCC' bucket limitation test after reinvestment, and 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 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 have no impact on the class A-R-R to B-R-R notes, while it would lead to downgrades of one notch each for the class C-R-R to E-R-R notes and to below 'B-sf' for the class F-R 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. All notes - except the class A-R-R notes - have a rating cushion of two notches, due to the better metrics and shorter life of the current portfolio than the Fitch-stressed portfolio. The class A-R-R notes, which are rated 'AAAsf', have no rating cushion. 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 up to two notches each for the rated 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 five notches for the rated notes. The class A-R-R notes are at the highest level on Fitch's rating scale and cannot be upgraded. 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 a 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 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 OCP Euro CLO 2022-6 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. SIGNAL HARMONIC V: Fitch Assigns 'B-(EXP)sf' Rating to Cl. F Notes ------------------------------------------------------------------ Fitch Ratings has assigned Signal Harmonic CLO V DAC expected ratings. The assignment of the final ratings is contingent on the receipt of information conforming to the documentation reviewed. Entity/Debt Rating ----------- ------ Signal Harmonic CLO V DAC A XS3079577527 LT AAA(EXP)sf Expected Rating B XS3079577873 LT AA(EXP)sf Expected Rating C XS3079578095 LT A(EXP)sf Expected Rating D XS3079578251 LT BBB-(EXP)sf Expected Rating E XS3079578418 LT BB-(EXP)sf Expected Rating F XS3079578764 LT B-(EXP)sf Expected Rating Subordinated Notes XS3079578921 LT NR(EXP)sf Expected Rating Transaction Summary Signal Harmonic CLO V DAC is a securitisation of mainly senior secured obligations (at least 90%) with a component of senior unsecured, second-lien loans and high-yield bonds. Net proceeds from the note issue will be used to fund a portfolio with a target size EUR400 million. The portfolio is actively managed by Signal Loan Management Limited and the CLO will have 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 at 'B'/'B-'. The Fitch weighted average rating factor (WARF) of the identified portfolio is 24.9. 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 63.7%. Diversified Portfolio (Positive): The transaction will include various concentration limits, including a fixed-rate obligation limit of 10%, a top 10 obligor concentration limit of 20% and a maximum exposure to the three-largest Fitch-defined industries of 40%. These covenants ensure that the asset portfolio will not be exposed to excessive concentration. Portfolio Management (Neutral): The transaction will have a reinvestment period of about 4.5 years and include 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 Fitch-stressed portfolio analysis and matrices analysis is 12 months less than the WAL covenant. This is to account for the strict reinvestment conditions envisaged by the transaction after its reinvestment period, which include passing the coverage test and the Fitch 'CCC' bucket limitation test after reinvestment, and a WAL covenant that gradually steps down, before and after the end of the reinvestment RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade A 25% increase in the mean default rate (RDR) and a 25% decrease in the recovery rate (RRR) across all ratings of the identified portfolio would lead to downgrades of one notch each for the class D, E and F notes and two notches each for the class B and C notes. The class A notes would not be affected. Downgrades, which are based on the identified portfolio, may occur if the loss expectation is larger than initially assumed, due to unexpectedly high levels of default and portfolio deterioration. The class B, D, E and F notes each have a rating cushion of two notches, the class C notes have a cushion of one notch, owing to the identified portfolio's better metrics and a shorter life than the Fitch-stressed portfolio. The class A notes have no rating cushion in the identified portfolio. 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 in the mean RDR and a 25% decrease in the RRR across all ratings of the Fitch-stressed portfolio would lead to downgrades of up to three notches each for the class A and D notes, up to four notches for class B and C 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 in 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 two notches for the class B to E notes and up to four notches for the class F notes. The class A notes are rated 'AAAsf', the highest possible level. 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 transaction's remaining life. Upgrades after the end of the reinvestment period 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 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 Signal Harmonic CLO V 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 =================== INTELSAT HOLDINGS: Moody's Withdraws 'B1' CFR Following SES Deal ---------------------------------------------------------------- Moody's Ratings withdrew all the ratings of Intelsat Holdings S.a.r.l. (Intelsat), including its B1 corporate family rating and B1-PD probability of default rating upon closing of the acquisition by SES S.A. (SES, Baa3 negative) [1]. Moody's also withdrew the Ba1 senior secured revolving credit facility rating and the B1 first lien senior secured notes rating of Intelsat's main operating subsidiary, Intelsat Jackson Holdings S.A. (Intelsat Jackson). The outlooks for both entities were withdrawn. At the time of the withdrawal, the ratings for both entities were on review for upgrade. RATINGS RATIONALE Moody's have withdrawn the ratings because SES has closed the acquisition of Intelsat while Intelsat Jackson's debt has been fully repaid. Headquartered in Luxembourg, and with administrative offices in McLean, Virginia, Intelsat is one of the leading fixed satellite services operators in the world. LUNA 2.5: Fitch Assigns 'BB' Final Long-Term IDR, Outlook Negative ------------------------------------------------------------------ Fitch Ratings has assigned Luna 2.5 S.a.r.l. a final Long-Term Issuer Default Rating (IDR) of 'BB' with a Negative Outlook. Fitch has also assigned a final 'BB+' rating to its EUR800 million senior secured notes and its EUR1.5 billion term loan, both with Recovery Ratings of 'RR2'. Fitch has affirmed Luna III IDR at 'BB' and revised its Outlook to Negative from Stable. The final ratings for Luna 2.5 are in line with the expected ratings assigned on 9 June 2025. The proceeds of EUR2.3 billion repay Luna III's EUR1.25 billion term loan B and fund a EUR1 billion special dividend to Platinum Equity, its sponsor. Luna 2.5's IDR reflects the company's considerable re-leveraging to fund the special dividend distribution, which is counterbalanced by its low business risk as Spain's leading waste operator with stable revenues from long-term municipal concessions. The Negative Outlook reflects high post-transaction EBITDA net leverage and expected breaches of Fitch's negative sensitivity of 4.7x for 2025-2027. Fitch is withdrawing Luna III's 'BB' IDR and the 'BB+' senior secured rating on its EUR1.25 billion term loan B, which was repaid in early July 2025. For the IDR, Fitch no longer consider Luna III's rating relevant to its coverage, because the entity is no longer issuing debt. Key Rating Drivers 'BB+' Senior Secured Rating: Luna 2.5's senior secured debt benefits from a one-notch uplift from its IDR, reflecting pledges over the shares of the guarantors, and intercompany receivables. The treatment is in line with its generic approach due to immaterial prior-ranking debt. The financing documentation is light on covenants, providing limited protection for creditors. Portability language in the event of a change of control would facilitate a potential sale, in Fitch's view. High Re-Leveraging, Limited Rating Headroom: EBITDA net leverage has sharply increased with the debt refinancing and the EUR1 billion dividend and Fitch expects it to reach 4.8x in 2025, where it will remain until 2027, from a low 2.7x in 2024. This will be slightly above its negative sensitivity of 4.7x. The new capital structure leaves Luna 2.5 with limited headroom to maintain 'BB' credit metrics in a business downswing. Deleveraging by 2027 Is Key: Urbaser S.A., a 100% owned subsidiary and holding company of the Urbaser Group, has built a good record of deleveraging capacity with EBITDA net leverage declining to 2.7x in 2024 from 4.5x in 2021 on the back of robust organic growth, selective disposals (i.e. Nordics and UK businesses), and despite a EUR300 million special dividend paid in 2023. A failure to return to within its rating guidelines for leverage by 2027 would trigger a rating downgrade. On the contrary, deleveraging through earnings growth - consistent with the company's record and Platinum Equity's financial strategy - could lead to a revision of the Outlook to Stable. Execution Risks: Execution risks could arise if the sponsor chooses to focus on realising the value of its investment in Urbaser or extracting cash from the business over maintaining long-term financial discipline in the company. Support from Urbaser' management towards restoring leverage comfortably below its negative sensitivity will be key to returning the Outlook to Stable. Such support could be manifested through a clear financial policy consistent with the 'BB' IDR. By contrast, further dividend distributions and detrimental divestments and M&A could weaken Urbaser's credit profile. Updated Rating Case, Ambitious Growth: Its rating case for Urbaser entails sound revenue growth of 5.5% a year over 2025-2029, driven by an inflation-indexed contract backlog and an ambitious capex plan comprising new investments and acquisitions. Gross annual investments of about EUR0.6 billion will be allocated to Urbaser's municipal waste treatment division (48% of the total), its urban services (37%) and its industrial waste treatment activities (15%). Annual investments will largely depend on the company's planned expansion and available market opportunities, given the largely discretionary nature of the capex. Shift Towards Industrial Waste Treatment: Urbaser's business mix is slightly shifting towards industrial treatment, where revenues are expected to rise 13% a year for 2025-2029. Industrial waste treatment offers higher margins than municipal waste and benefits from favourable industry trends, but it is also higher risk than municipal waste management due to its generally uncontracted nature and exposure to commodity prices. However, customer retention is high, supported by its defensive characteristics, such as treatment permits and secured locations. Growth Aligned with Industry Trends: Urbaser's targeted growth in industrial waste aligns with industry peers' strategies, driven by strong fundamentals, such as higher environmental standards of commercial and industrial clients and an increasing focus on the circular economy by policymakers. Industrial treatment will account for over 20% of Urbaser's EBITDA by 2029, up from about 15% in 2024, representing a major growth driver. Solid Revenue Base: Urbaser benefits from high revenue visibility based on in its portfolio of over 600 long-term municipal concessions (10-25 years for waste treatment and five to 10 years for municipal services). Concessional fees account for 70%-90% of revenues and include indexation clauses to mitigate rising costs. In 2024, Urbaser's contract backlog reached EUR15 billion, equivalent to six years of revenues, driven by inflation-induced growth, new contracts and acquisitions. Contract renewal rates are historically high at 80%, underscoring Urbaser's market position and execution capabilities. Luna III Rating Equalisation and Withdrawal: Luna III was the prior holding company and debt-issuing-entity of the Urbaser Group. Following the refinancing at Luna 2.5, Luna III is an intermediate holding company and no longer holds any external debt. Fitch has equalised the IDRs of Luna III and Luna 2.5 based on Fitch's Parent and Subsidiary Linkage Criteria for entities that do not have material operations, resulting in the Outlook change to Negative from Stable, and simultaneous rating withdrawal. Peer Analysis Luna 2.5's rating is supported by a strong business profile that compares favourably with those of most peers but is constrained by its higher leverage to the 'BB' category. FCC Servicios Medio Ambiente Holding, S.A.U. (FCC MA; BBB/Stable), the local competitor, is the closest peer. The former has slightly lower business risk due to its stronger market position in Spain and greater geographical diversification, with a better credit quality of its international operations, mainly in Europe, the US and UK versus Urbaser's Europe and Latin America. Seche Environnement S.A. (BB/Stable; Séché), a small French waste operator specialising in the niche markets of materials and energy recovery and hazardous waste management, has a lower contracted share of business and higher exposure to industrial customers, which results in a lower debt capacity than Urbaser. However, this is partly mitigated by Seche's exposure to activities with higher barriers to entry due to stricter regulations. Paprec Holding SA (BB/Stable), a French waste management operator, has a leading position in the domestic recycling market with increasing exposure to other waste services and waste-to-energy activities. The company has a higher exposure to private clients, exposure to merchant risk from the sale of recycled raw materials and limited geographical diversification, while Urbaser operates largely under long-term contracts with municipalities. The stronger business profile of Urbaser supports a materially higher debt capacity than Paprec. Key Assumptions - Revenue growth of about 5.5% a year over 2025-2029, based on contracted revenues with stable waste volumes and CPI-indexed tariff revisions, contract renewal rates of 85%-90% and contribution from growth investments - Fitch-defined EBITDA margin at about 19.5% over 2025-2029 - Capex (excluding for M&A) to average slightly more than EUR440 million a year for 2025-2029 - M&A outflow of EUR0.2 billion in 2025 related to announced transactions (Stericycle's Iberian business, waste recovery business in Guadassuar) and small acquisitions of EUR50 million a year for 2026-2029 - Special dividend of EUR1 billion in 2025 and no dividend distributions thereafter - Neutral change in working capital for 2025-2029 - Cash tax rate at 26% for 2026-2029 - Restricted cash of EUR64 million related to project finance reserve accounts, overseas blocked cash and working capital needs RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Failure to show credible deleveraging towards 4.7x EBITDA net leverage by 2027 at the latest - EBITDA interest cover below 2.8x on a sustained basis - Consistently negative free cash flow (FCF) after dividends - Further extraordinary dividend distributions - A material shift in the business mix towards a lower contracted profile or higher-risk activities (e.g. industrial waste) could lead Fitch to review Luna 2.5's debt capacity for its rating Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Fitch sees limited rating upside due to the dividend recapitalisation. However, funds from operations net leverage declining below 4.7x on a sustained basis, neutral-to-positive FCF after dividends and a consistent financial policy would lead to a revision of the Outlook to Stable. Liquidity and Debt Structure Luna 2.5's liquidity position and debt structure have been enhanced by the long-term structure of the financing package. Both the senior secured notes and the new senior secured bullet term loan B mature in 2032. Fitch estimates Luna 2.5's cash at about EUR90 million (before usual adjustments made by Fitch), after the completed refinancing in June 2025, which together with a new available committed revolving credit facility of EUR400 million (due in 6.5 years) will cover negative FCF (after M&A) in its rating case to 2029 of about EUR100 million a year. Issuer Profile Luna 2.5 is the new funding vehicle put in place by Platinum Equity for the refinancing exercise completed in June 2025 for the Urbaser Group. It is the new ultimate parent of Urbaser Group, acting as a holding, non-operating company that owns 100% of Luna III and indirectly 100% of Urbaser. 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 ----------- ------ -------- ----- Luna 2.5 S.a.r.l. LT IDR BB New Rating BB(EXP) senior secured LT BB+ New Rating RR2 BB+(EXP) Luna III S.a r.l. LT IDR BB Affirmed BB LT IDR WD Withdrawn senior secured LT WD Withdrawn RR2 BB+ SABESP LUX: Fitch Assigns 'BB+' Rating to Senior Unsecured Notes ---------------------------------------------------------------- Fitch Ratings has assigned a 'BB+' rating to Sabesp Lux S.a.r.l.'s proposed benchmark-sized senior unsecured notes due 2030. Companhia de Saneamento Basico do Estado de Sao Paulo (Sabesp) will unconditionally and irrevocably guarantee the notes. The proceeds will mainly support the company's substantial capex plan. Fitch rates Sabesp's Foreign Currency (FC) and Local Currency (LC) Issuer Default Ratings (IDRs) 'BB+'/Stable and its National Scale Rating 'AAA(bra)'/Stable. Sabesp's ratings reflect its solid business profile in Brazil's water/wastewater industry, which benefits from its large-scale operations and predictable demand. Fitch expects the company to maintain moderate net leverage, despite significant projected negative FCF. Sabesp's EBITDA margins are above the average of its Brazilian peers, and its ability to continue improving it is crucial for managing higher debt levels. The company has strong flexibility to support capex and refinancing needs. Fitch evaluates Sabesp's credit profile on a standalone basis, independently from its main shareholders. Key Rating Drivers Low Business Risk: Sabesp's credit profile benefits from its near monopoly on the provision of an essential service in its concession area. As the largest water/wastewater company in the Americas by customer base, it has economies of scale that enhance profitability. Fitch's analysis considers the evolving regulatory environment and the hydrological risk inherent in Sabesp's business. The company's operations in the state of Sao Paulo are favorable, given the state has the largest GDP and population in the country. Above-Peer EBITDA Margin: Fitch expects Sabesp to continue to improve its already-high EBITDA margin, achieving 54% in 2025 with gradual growth to above 60% in 2028. This level compares favorably with its peers in Latin America. The estimates of profitability increase incorporate results from operating efficiency gains, which are crucial to mitigating pressure on the company's credit metrics in the near term. The average EBITDA margin was 46% in 2020-2024, rising to 52% in 2024. The base case scenario forecasts EBITDA of BRL12.6 billion in 2025 and BRL14.6 billion in 2026. High Revenue Predictability: Sabesp's credit profile benefits from resilient demand and record of adequate tariff increases that support its high revenue predictability. Fitch assumes tariff increases in line with inflation in 2025 and annual average of around 7% thereafter, supported by annual tariff revisions until 2029 to incorporate high capex levels. The total volume billed should grow by an average 3.1% annually during this period, given the increasing number of connections and improved billing measures. The base case scenario incorporates manageable levels of water losses and delinquency, with no water supply restrictions, as reservoirs are currently at satisfactory levels. Aggressive Capex Cycle: Sabesp has a capex plan of more than BRL60 billion for 2025-2029 to meet the regulatory target after privatization to provide water distribution and sewage collection and treatment to 99% of the population within its region of operation. The company focus mainly to increase sewage collection and treatment ratio, which is currently around 93% and 85% respectively, as it already complies with the water distribution target. Manageable Leverage Increase: Fitch expects Sabesp's strong financial profile to be sustained through its capex cycle, despite estimates of higher indebtedness. Fitch forecasts EBITDA Interest Coverage reducing to 2.8x and net leverage peaking at 2.7x in the next three years, which are still commensurate with its ratings. These ratios were 5.7x and 1.7x at YE 2024, respectively. Fitch also expects Sabesp's interest payments to increase because of the upward trend of the basic interest rates in Brazil, which is likely to further pressure FCF generation. Strong Negative FCF: Fitch estimates Sabesp's cash flow from operations (CFFO) of BRL6.1 billion in 2025, resulting in strong negative FCF of BRL11.0 billion after relevant investments of BRL15.0 billion and dividends of BRL2.3 billion. Annual FCF in 2026-2027 should average negative BRL7.2 billion, following an average CFFO of BRL7.7 billion and relevant average annual investments and dividends of BRL13.2 billion and BRL1.7 billion, respectively. The company is implementing a crucial operating efficiency strategy, including cost-cutting initiatives and commercial measures, which should improve cash flow generation and mitigate FCF pressure. Peer Analysis Sabesp's mature operations and its position as the largest water/wastewater utility in the Americas benefit its business profile in terms of economies of scale and financial structure. In comparison, Aegea Saneamento e Participacoes S.A. (Aegea; LC and FC IDRs BB/Stable), has expected higher net leverage at the range of 3.9x-3.5x, reflecting its growth strategy, partially mitigated by stronger EBITDA margins. Sabesp's sound CFFO generation capacity also supports the one-notch difference in the IDR. Aegea's credit profile benefits from its diversified concessions within Brazil, while Sabesp operates exclusively in the state of Sao Paulo, which results in concentrated operational and regulatory risks. Compared with power-transmission company Alupar Investimento S.A. (LC IDR BBB-/Stable; FC IDR BB+/Stable), Sabesp has higher regulatory risk, lower operational cash flow predictability and less asset diversification, which explains the difference in the LC IDRs. Sabesp favorably compares with Namibia Water Corporation (NamWater; LC and FC IDRs BB-/Stable), a government-related entity in Namibia that has its ratings linked with shareholder's given Fitch's view of legal ringfencing and access and control as 'open'. NamWater's Standalone Credit Profile is also 'bb-', supported by the company's role as the water supplier in Namibia, with a cost pass-through tariff framework and a strong financial profile. Key Assumptions - Total volume billed growth of 2.9% on annual average for 2025-2027, supported mainly by growth of connections and overall stable volume/connection consumption; - Total annual tariff increase of 6.4% on annual average for 2025-2027; - Average annual capex of BRL15.4 billion in 2025-2027; - Average annual dividends of BRL2.2 billion in 2025-2027, equivalent to a payout ratio of 25% of net profit until 2026 and of 50% in 2027. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Negative action on the Brazilian Country Ceiling, which will lead to negative action on the FC IDR; - EBITDA margins below 40%; - Net leverage sustained above 3.0x; - Increased regulatory risk; - Lower financial flexibility. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - A positive rating action on the LC IDR depends on FCF neutral to slightly negative; - A positive rating action on the FC IDR depends on the same movement on the LC IDR and on the Brazilian Country Ceiling; - An upgrade of the National Scale Ratings is not possible as the rating is at the top of the national scale. Liquidity and Debt Structure Sabesp' strong access to financial market is a key factor for the rating, as it enables the company to finance its negative FCF and rollover existing debt. The company's strong cash position of BRL8.1 billion by the end of March 2025 is likely to decline as implements its capex plan. Sabesp has a lengthened debt maturity schedule, with BRL2.8 billion maturing in the short term. Fitch expects the company to sustain its cash balance-to-short term debt ratio above 1.0x through the cycle. By the end of March 2025, Sabesp's total debt of BRL27.3 billion consisted primarily of funding of BRL9.0 billion from multilateral agencies, BRL15.1 billion in debenture issuances, and BRL2.7 billion from Caixa Economica Federal (Caixa) and Banco Nacional de Desenvolvimento Economico e Social (BNDES). Positively, Sabesp hedges all its FX debt exposure. Issuer Profile Sabesp is the largest basic sanitation company in Latin America, providing services to around 28 million people in 377 municipalities in the Brazilian state of Sao Paulo. Its main shareholders are Equatorial S.A. (15% ownership) and São Paulo state (18%). 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 Companhia de Saneamento Basico do Estado de Sao Paulo (SABESP),Sabesp Lux S.a r.l. 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 ----------- ------ Sabesp Lux S.a r.l senior unsecured LT BB+ New Rating ========= S P A I N ========= BOLUDA TOWAGE: Fitch Affirms 'BB' Long-Term IDR, Outlook Now Pos. ----------------------------------------------------------------- Fitch Ratings has revised Boluda Towage, S.L.'s Outlooks on its Long-Term Issuer Default Rating (LT IDR) and EUR1,100 million senior secured term loan B (TLB) maturing in January 2030 to Positive from Stable. It has also affirmed Boluda's LT IDR and TLB at 'BB'. RATING RATIONALE The revision of the Outlooks reflects Boluda's growing and resilient business profile, the successful integration of additional towage businesses into the rating perimeter, and expected steady deleveraging to below the positive rating sensitivity. The ratings reflect Boluda's fairly high leverage, acquisitive business profile, and single-bullet debt structure, which entails significant refinancing risk. It also reflects stable cash flow generation due to a geographically diversified portfolio of operations with a solid presence in some markets where it is the sole operator (about 75% of consolidated EBITDA). KEY RATING DRIVERS Diversified and Resilient Volumes Volume Risk: 'High Midrange' Boluda is present in almost 25 countries, operating more than 100 ports and terminals. Fitch expects volume performance to be more stable in markets where Boluda is the sole operator (about 75% of EBITDA) than in markets with competition. Revenue performance has been solid since 2008, while demand volatility has been moderate, with a peak-to-trough in volumes between -9% and -13% for Spain, France and Africa (like for like). In 2020, during the Covid-19 crisis, volume fell by only 6%, as ports remained fairly resilient. The main threats to Boluda are the implementation of measures to facilitate competition in markets where it is sole operator, or further consolidation in the towage services industry, which may attract large competitors with the financial resources to make the investments to operate in bigger ports. Limited Flexibility on Tariffs Price Risk: 'Midrange' Boluda has limited pricing flexibility, as tariffs are usually capped under its licences and concession agreements, and because of competition in some ports. Boluda signs global or regional agreements with most of its clients that include discounts on tariffs to encourage the use of its services in ports where it faces competition. These agreements account for about 55% of revenue. The average discount differs by client and type of contract and could be renegotiated if there were significant tariff reductions, giving Boluda some further price flexibility. Young Fleet, Self-Funded Capex Infrastructure Development and Renewal: 'Stronger' Boluda has a well-maintained and modern fleet (average life of less than 20 years compared with 45-50 years of useful life). Maintenance needs, timing and capital planning are well defined, based on its long-term experience. Capex is self-funded and includes the acquisition of new fleet. Boluda has also shown significant capex flexibility during downturns. Refinancing and Interest Rate Risk Debt Structure: 'Weaker' Boluda's TLB is fully exposed to interest-rate risk. Significant exposure to the refinancing of the bullet structure further weighs on its assessment. The covenant package is looser than in a traditional project-finance debt structure. It has no financial default covenants, and the structure only benefits from a springing leverage financial covenant for the protection of revolving credit facility lenders. Boluda has flexibility on additional financial indebtedness, as it could increase leverage more than 1x above net debt/EBITDA as calculated under the finance documentation at closing, with a basket of other permitted financial indebtedness. Financial Profile Under the updated Fitch Rating Case, Boluda's gross leverage decreases progressively below 4.5x over the next two to three years. However, leverage is highly sensitive to moderate stresses of tug moves and prices. PEER GROUP EP BCo S.A. (B+/Negative) has a similar debt structure to Boluda, which is common for leveraged-finance transactions with weak structural features. However, Boluda benefits from better geographic and cargo diversification, stronger resilience in its historical volumes, and lower leverage, resulting in the higher rating. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - The Outlook could be revised to Stable if deleveraging does not progress as expected, - A downgrade would occur if gross debt/EBITDA increased above 5.5x on a sustained basis due, for example, to large, debt-funded acquisitions. - A downgrade could result if the business profile deteriorates due to decreasing weighted average concession and licence life, increased competition in main markets affecting margin stability, or decreasing EBITDA generated in markets where Boluda is sole operator. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Gross debt/EBITDA below 4.5x on a sustained basis would be positive for the rating. Summary of Financial Adjustments Finance and operating leases are captured as an operating expense, reducing EBITDA. 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 ----------- ------ ----- Boluda Towage, S.L. LT IDR BB Affirmed BB Boluda Towage, S.L./Project Revenues - Senior Secured Debt/1 LT LT BB Affirmed BB =========================== U N I T E D K I N G D O M =========================== DAVID PHILLIPS (FF&E): Interpath Named as Joint Administrators -------------------------------------------------------------- David Phillips (FF&E) Limited was placed into administration proceedings in the High Court of Justice, Business and Property Courts in Leeds, Insolvency and Companies List (ChD) Court Number: CR-2025-LDS-000661, and Samuel Birchall and Howard Smith of Interpath Advisory, were appointed as joint administrators on July 15, 2025. David Phillips (FF&E) Limited, fka HAMSARD 3473 LIMITED, specialized in business support service activities. Its registered office and principal trading address is at 24-32 Eastbury Road, London, E6 6LP. The joint administrators can be reached at: Samuel Birchall Interpath Advisory 10 Fleet Place, London EC4M 7RB -- and -- Howard Smith Interpath Advisory 4th Floor, Tailors Corner Thirsk Row, Leeds, LS1 4DP For further details contact Interpath Advisory at DavidPhillips@interpath.com DAVID PHILLIPS (RENTAL): Interpath Named as Administrators ---------------------------------------------------------- David Phillips (Rental) Limited, fka Hamsard 3472 Limited, was placed into administration proceedings in the High Court of Justice, Business and Property Courts in Leeds, Insolvency and Companies List (ChD) Court Number: CR-2025-LDS-000662, and Howard Smith and Samuel Birchall of Interpath Advisory, were appointed as administrators on July 15, 2025. David Phillips (Rental) specialized in the renting and leasing of other personal and household goods. Its registered office and principal trading address is at 24-32 Eastbury Road, London, E6 6LP. The administrators can be reached at: Samuel Birchall Howard Smith Interpath Advisory 4th Floor, Tailors Corner, Thirsk Row, Leeds, LS1 4DP For further details contact Interpath Advisory at DavidPhillips@interpath.com. DAVID PHILLIPS FURNITURE: Interpath Named as Joint Administrators ----------------------------------------------------------------- David Phillips Furniture Ltd was placed into administration proceedings in the High Court of Justice, Business and Property Courts in Leeds, Insolvency List and Companies List (ChD) Court Number: CR-2025-LDS-000660, and Howard Smith and Samuel Birchall of Interpath Advisory, were appointed as joint administrators on July 15, 2025. David Phillips specialized in the retail of furniture, lighting, and similar. Its registered office is at 24-32 Eastbury Road, London, E6 6LP. Its principal trading address is at David Phillips Furniture Ltd, 24-32 Eastbury Road, London, E6 6LP. The joint administrators can be reached at: Howard Smith Interpath Advisory 4th Floor, Tailors Corner, Thirsk Row, Leeds, LS1 4DP -- and -- Samuel Birchall Interpath Advisory 10 Fleet Place, London EC4M 7RB For further details contact Interpath Advisory at DavidPhillips@interpath.com. DURHAM MORTGAGES B: Fitch Lowers Rating on Class F Notes to 'B-sf' ------------------------------------------------------------------ Fitch Ratings has downgraded Durham Mortgages B PLC's (Durham B) class F notes and assigned them a Negative Outlook. It has also revised the Outlook on the class E notes to Negative from Stable, as detailed below. Fitch has removed all tranches from Under Criteria Observation. Entity/Debt Rating Prior ----------- ------ ----- Durham Mortgages B PLC Class A XS2873490929 LT AAAsf Affirmed AAAsf Class B XS2873491067 LT AA+sf Affirmed AA+sf Class C XS2873517804 LT A+sf Affirmed A+sf Class D XS2873545250 LT BBB+sf Affirmed BBB+sf Class E XS2873545680 LT BBsf Affirmed BBsf Class F XS2873545847 LT B-sf Downgrade Bsf Class X XS2873546571 LT CCsf Affirmed CCsf Transaction Summary Durham B is the second refinancing of first-lien residential buy-to-let (BTL) mortgage loans originated in the UK by multiple lenders. The asset pool was originally securitised in 2018 and refinanced in 2021 under Durham Mortgages B PLC (which shares the same name as the current deal and was not 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 (WAFF), changes to sector selection, revised recovery rate assumptions, and changes to cash flow assumptions. The most significant revision was to the non-conforming sector representative 'Bsf' WAFF. Fitch applies newly introduced borrower-level recovery rate caps to underperforming seasoned collateral. Fitch also now applies dynamic default distributions and high prepayment rate assumptions rather than the static assumptions applied previously. High Arrears Compared with Peers: Both early and late-stage arrears have been stable since closing in August 2024 with one-month plus arrears at about 17% of the pool. Three months-plus in loan arrears rose 0.7pp to 12.6% as of May 2025. However, Durham B has had far worse performance than other legacy BTL peers, with early and late-stage arrears rapidly building up since 2022. In particular, late-stage arrears have been consistently above peers', with the average ratio of three months-plus arrears since closing being twice as high as that in other pools. Nevertheless, credit enhancement build-up since closing has supported the rating affirmations. Repossessions and Late-Stage Arrears: Repossessions have been increasing since closing and are now about 9% of the pool versus 4.6% at closing (including cross-defaults). In addition to the reported defaults, Fitch assumes loans that are greater than 12 months in arrears to be defaulted in its modelling. Fitch has therefore modelled a defaulted loans balance of 11.7%, which has directly contributed towards the downgrade of the class F notes rating. High Fees: The reported servicing fee of 0.9% of the outstanding portfolio is significantly higher than the number expected at closing. This is most likely driven by the large number of arrears and defaults in the pool, which require additional work from the servicer and result in higher transactional charges. High fees are limiting the amount of excess spread available Fitch has factored into its analysis, contributing to the downgrade of the class F notes and driving the Negative Outlook of the class E-F notes. Transaction Adjustment: The pool comprises highly seasoned BTL loans. Fitch analysed the pool using its BTL-specific assumptions, applying a transaction adjustment factor of 1.5x to FF. The higher adjustment reflects the transaction's historical performance, with the proportion of loans in arrears by more than three months consistently underperforming Fitch's BTL index. Recovery Rate Cap Applied: The transaction has reported losses that exceed Fitch's loss expectations based on the indexed value of the properties in the pool. Fitch has therefore applied borrower-level recovery rate (RR) caps to the BTL loans in the transaction, in line with those applied to non-conforming loans, where the RR cap is 85% at 'Bsf' and 65% at 'AAAsf'. 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 credit enhancement available to the notes. In addition, unexpected declines in recoveries could result in lower net proceeds, which may make certain notes susceptible to negative rating action, depending on the extent of the decline in recoveries. Fitch found that 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: 'CCCsf' Class F: below 'CCCsf' Class X: below '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 credit enhancement and, potentially, upgrades. Fitch found that a 15% decrease in the WAFF and 15% increase of the WARR would imply the following: Class A: 'AAAsf' Class B: 'AAAsf' Class C: 'AA+sf' Class D: 'A+sf' Class E: 'BBBsf' Class F: 'BB-sf' Class X: below 'CCCsf' USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY Fitch has checked the consistency and plausibility of the information it has received about the performance of the asset pool and the transaction. Fitch has not reviewed the results of any third-party assessment of the asset portfolio information or conducted a review of origination files as part of its ongoing monitoring. Prior to the transaction closing, Fitch reviewed the results of a third-party assessment conducted on the asset portfolio information and concluded that there were no findings that affected the rating analysis. Overall, and together with any assumptions referred to above, Fitch's assessment of the information relied upon for the agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. ENTAIN PLC: S&P Rates USD1.1MM Sr. Sec. Term Loan B5 'BB-' ---------------------------------------------------------- S&P Global Ratings assigned its 'BB-' issue rating on the proposed $1,100 million senior secured term loan B5 (TLB5) maturing in 2032 and $2,218 million TLB-6 maturing in 2029, issued by Entain Holdings (Gibraltar) Ltd. and GVC Finance LLC, subsidiaries of Entain PLC (Entain; BB-/Stable/--). S&P assigned a '3' recovery rating to these two debt facilities, indicating its expectation of meaningful recovery prospects of 60% in the hypothetical event of a default. The recovery rating considers that the proposed TLBs will rank pari passu and will benefit from the same security as the existing senior secured debt, which includes the EUR1.265 billion TLB due in June 2028, and the GBP645 million revolving credit facility with a springing maturity of three months before the earliest TLB. The company intends to use the proceeds of this new term loan to refinance its debt due in 2027, well ahead of its maturity date, and reprice the existing TLB maturing in 2029. S&P views this as proactive management of the group's balance sheet and risk management discipline. The proposed transaction does not have any major impact on the group's credit metrics as the newly proposed TLBs will refinance one to one the existing debt. Thus, S&P forecasts the credit metrics to be largely in line with our previously published base case with S&P Global Ratings-adjusted leverage approaching 5.0x by the end of 2026. The issue and recovery ratings are subject to S&P's review of the final documentation. FINASTRA LIMITED: Fitch Assigns 'B' Long-Term IDR, Outlook Stable ----------------------------------------------------------------- Fitch Ratings has assigned a 'B' first-time Long-Term Issuer Default Rating (IDR) to Finastra Limited and its wholly owned subsidiaries, Finastra USA, Inc. (U.S. Borrower), DH Corporation/Societe DH (Canadian Borrower), and Finastra Europe S.a.r.l (Lux Borrower). Fitch has also assigned a 'BB-' rating with a Recovery Rating of 'RR2' to the proposed senior secured first-lien term loan, senior secured first-lien RCF, and first-lien EUR term facility co-issued by the borrowers. Fitch has also assigned a 'CCC+'/'RR6' rating to the proposed second-lien term facility. The Rating Outlook is Stable. Proceeds will be used to partially repay existing private credit facility. The company plans to use proceeds from the sale of its Treasury and Capital Markets (TCM) division to fully repay the remaining portion of the private credit facilities. The planned repayment should improve (CFO-Capex)/debt to above 3% on a sustained basis and Fitch-adjusted EBITDA leverage consistent with the 'B' rating. Finastra has strong revenue retention, positive FCF, an established market position as a fintech software provider to leading global banks, and stable EBITDA margins. Key Rating Drivers Declining Leverage: Fitch estimates that Fitch-adjusted gross leverage will improve to the 5.0x to 6.5x range through the rating horizon. Fitch expects EBITDA leverage to decline following further growth in EBITDA and use of proceeds from the sale of the TCM division to fully repay the remaining portion of the private credit facilities. Given the private equity ownership, which is likely to prioritize growth and return on equity (ROE), Fitch believes accelerated debt repayment beyond TCM asset sale proceeds is unlikely. Fitch expects capital to be utilized for acquisitions to accelerate growth or for dividends to equity owners, maintaining financial leverage at elevated levels. Strengthening EBITDA Margins: Fitch estimates Finastra's fiscal 2025 EBITDA margin at around 40.8%, approximately 350 basis points higher than the previous year. This margin increase is due to a transformation in business operations, including a shift towards a subscription-based revenue model and stringent cost controls. The company has made significant cost optimization efforts, evidenced by an adjusted EBITDA growth of approximately 13% in fiscal 2025 compared to prior periods. Fitch believes Fitch defined EBITDA margins will remain in the low 40% range over the next few years, supported by ongoing investments in modernization and efficiency improvements. Improving Interest Coverage and FCF: Fitch forecasts positive FCF for Finastra in the low- to mid-single-digit range throughout the rating horizon, supported by higher EBITDA and reduced interest expenses from fiscal 2026 onwards. The interest coverage ratio is expected to be about 1.2x in fiscal 2026, improving to approximately 2.0x in subsequent years. High Recurring Revenue and Retention: Finastra demonstrates strong revenue visibility with a gross retention rate of approximately 95% and a net retention rate of around 110%. The company's business model features a high level of recurring revenue, constituting 75% of total revenue as of fiscal 2025. This consistency underscores Finastra's position as a mission-critical component of its users' operations. High customer stickiness is supported by the slow adoption of new technologies and the reluctance of financial institutions to switch platforms, serving as key strengths for the company. End-Market Concentration: Finastra derives nearly all its revenue from financial institutions and faces uncertainty amidst the current macroeconomic environment. Sector concentration also exposes Finastra to consolidation trends underway in financial institutions. Offsetting industry concentration risk are product diversification, lack of customer concentration, and meaningful geographic diversity across North America, Europe, Asia, and the Middle East. Favorable Outsourcing Trends: Fitch expects banks will continue to outsource certain functions to third-party software providers to focus on core competencies and reduce costs. However, near-term risks exist because banks are pressured by balance sheet constraints. Finastra's software applications are used in a broad array of functions in retail and corporate banking, including treasury/capital markets, internet/mobile banking, and payments. Its products are open and modular, and can integrate into a bank's existing infrastructure, working with either its own systems or other third-party software. M&A Risk: Fitch does not expect Finastra to engage in significant M&A activity in the near term. The company made several small bolt-on acquisitions in fiscal years 2018-2021 (as well as some divestitures), following the combination of Misys and D&H. Over the long term, Fitch expects Finastra may consider additional M&A to expand its geographic footprint and product offerings. Peer Analysis Finastra's ratings are supported by a business model characterized by a high proportion of recurring revenue, stable and high retention rates, strong EBITDA margins, and secular growth drivers, with financial institutions increasingly outsourcing their IT needs. The company maintains a stable market position, offering software and solutions to large, mid-sized, and small banks and financial institutions. Finastra competes in some areas with Fitch-rated Fidelity National Information Services, Inc. (FIS) (BBB/Stable). FIS operates a much larger business, with over $10 billion in revenue and $4 billion in EBITDA, a more diversified product and customer mix, and lower gross leverage below 3.0x. Fitch compares Finastra to other software companies such as MeridianLink Inc. (MLNK; BB-/Stable) and Dragon Buyer, Inc. (B+/Stable). MLNK provides loan and mortgage software for lenders and had a leverage of 4.0x at the end of 2024, expected to remain below 4.0x to 3.5x barring large debt-funded acquisitions. Dragon operates at a higher leverage ratio, in the mid-to-high 4x range. Finastra is anticipated to maintain higher leverage, between 5.0x and 6.5x over the forecast horizon. Key Assumptions - Revenue grows in the low-single digit percentage range over the rating horizon, with core revenue growth offset by decline in non-core and upfront software sales; - Fitch-adjusted EBITDA margins remain flat in the low-40% range through fiscal 2028; - Fitch treats capitalised software development expenses as operating expenses; - Capex remains near 2.5%-3% of revenue or similar to recent years; - No dividends or acquisitions assumed over the forecast period; - All net proceeds of TCM (Treasury, Capital Markets & Invest) asset sale is used for debt repayment; - Floating rate debt assumes secured overnight financing rate (SOFR) of 4.0% to 3.7% from 2026-2028. Recovery Analysis - The recovery analysis assumes that Finastra would be reorganized as a going-concern in bankruptcy rather than liquidated; - Fitch estimates a going concern EBITDA of $615 million (including TCM division), about 20% below Fitch's calculated FY 2025 EBITDA adjusted for capitalized R&D costs. This estimation assumes the company may face revenue and EBITDA pressures in its core business and inability to manage the business at the current cost level. Offsetting some of these potential pressures is the highly recurring nature of the business and its extremely diversified customer base. - Fitch assumes a 7.0x EV multiple, which is in-line with its assessment of historical trading multiples, M&A in the sector, and historic bankruptcy emergence multiples Fitch has observed in the technology, media and telecom (TMT) sectors. - In the 2024 "Telecom, Media and Technology Bankruptcy Enterprise Values and Creditor Recoveries" case study, the median TMT multiple of reorganization EV/EBITDA is around 5.9x. Among the companies covered in this study, five were in the software subsector: SunGard Availability Services Capital, Inc. (4.6x), Aspect Software, Inc. (5.5x), Allen Systems Group, Inc. (8.4x), Avaya, Inc. (8.1x in 2017, 7.5x in 2023) and Riverbed Technology Software (8.3x). - Fitch arrived at an EV of $4.3 billion. After applying the 10% administrative claim, adjusted EV of $3.8 billion is available for claims by creditors. This results in a 'RR2' Recovery Rating for Finastra first-lien credit facilities and 'RR6' Recovery Rating for the second-lien credit facilities. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Failure to fully repay existing private debt with TCM proceeds that leaves EBITDA leverage above 7.0x. - EBITDA leverage above 7x on a sustained basis; - (CFO-capex)/debt sustained below 3%; - EBITDA interest coverage sustained below 1.5x. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - (CFO-capex)/debt sustained above 7.5%; - EBITDA interest coverage sustained above 2x; - EBITDA leverage sustained below 5.0x. Liquidity and Debt Structure Finastra's liquidity is sufficient, with cash holdings approximately $185 million at the end of FY 2025. Fitch expects liquidity to improve in the coming years, driven by positive FCF generation from previous EBITDA margin expansion, as well as reduced interest expenses from the proposed refinancing transaction. Finastra aims to secure a new financing package consisting of a revolving credit facility, a USD first-lien term loan, a EUR first-lien term loan, and a USD second-lien term loan. The proceeds will be used to refinance existing private credit facilities. Issuer Profile Finastra is a fintech company that provides mission critical financial software in areas such as lending (mortgages, consumer, commercial), retail banking, payments and treasury. The company serves approximately 6,700 clients, largely consisting of financial institutions and banks in ~135 countries. 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 ----------- ------ -------- ----- DH Corporation/ Societe DH LT IDR B New Rating WD senior secured LT BB- New Rating RR2 Senior Secured 2nd Lien LT CCC+ New Rating RR6 Finastra Europe S.a r.l. LT IDR B New Rating WD senior secured LT BB- New Rating RR2 Senior Secured 2nd Lien LT CCC+ New Rating RR6 Finastra USA, Inc. LT IDR B New Rating WD senior secured LT BB- New Rating RR2 Senior Secured 2nd Lien LT CCC+ New Rating RR6 Finastra Limited LT IDR B New Rating WD HAMSARD 3463: Interpath Named as Joint Administrators ----------------------------------------------------- Hamsard 3463 Limited was placed into administration proceedings in the High Court of Justice, Business and Property Courts in Leeds, Insolvency and Companies List (ChD) Court Number: CR-2025-LDS-000659, and Samuel Birchall and Howard Smith of Interpath Advisory were appointed as joint administrators on July 15, 2025. Hamsard 3463 is a dormant company. Its registered office and principal trading address is at 24-32 Eastbury Road, London, E6 6LP. The joint administrators can be reached at: Samuel Birchall Interpath Advisory 10 Fleet Place, London EC4M 7RB -- and -- Howard Smith Interpath Advisory 4th Floor, Tailors Corner Thirsk Row, Leeds, LS1 4DP For further details contact David Phillips at DavidPhillips@interpath.com HOPS HILL NO.5: Fitch Assigns 'BB+sf' Final Rating to Class E Notes ------------------------------------------------------------------- Fitch Ratings has assigned Hops Hill No.5 PLC final ratings, as detailed below. Entity/Debt Rating Prior ----------- ------ ----- Hops Hill No.5 plc A XS3102045369 LT AAAsf New Rating AAA(EXP)sf B XS3102045526 LT AAAsf New Rating AAA(EXP)sf C XS3102045799 LT A+sf New Rating A+(EXP)sf D XS3102045872 LT BBB+sf New Rating BBB+(EXP)sf E XS3102046094 LT BB+sf New Rating BB+(EXP)sf Transaction Summary Hops Hill is a securitisation of buy-to-let mortgages originated in England and Wales by Keystone Property Finance Limited. The transaction contains about 12.6% of collateral securitised in previous Hops Hill transactions and more recent originations. KEY RATING DRIVERS Low Seasoned Assets: Loans originated in and after 2024 constituted 95.7% of the underlying pool. The pool has a weighted average (WA) original loan-to-value (LTV) of 75% and a WA current LTV of 74.9%, leading to a WA sustainable LTV of 86%. The pool also has a Fitch-calculated WA interest coverage ratio of 90.4%. Pre-Funding Mechanism: The transaction includes a pre-funding reserve where funds raised surplus to requirements are set aside. These funds may be used later to purchase further loans to add to the asset pool. Additional loan conditions have been set at limits that mitigate any material risks about potential migration of the portfolio's credit profile. The current pool composition is already near or at the boundaries defined by the transaction documentation. This limits the potential for further adverse migration from new loan additions and has been factored into the rating analysis. Alternative Prepayment Rates: Hops Hill contains a high portion of fixed-rate loans subject to early repayment charges. The scheduling of these loans reverting 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 tracking the fixed-rate reversion profile of the pool. The prepayment rate applied is floored at 10% during periods of no reversion and capped at a maximum 40% a year during peaks of reversions. Over-Reliance on Excess Spread: Fitch has capped the rating of the class E notes at 'BB+' due to excessive reliance on excess spread to meet interest and principal payments. Under the Fitch's Global Structured Finance Rating Criteria, ratings are capped where there is significant structural reliance on excess spread, as this income is considered volatile and may not be sustainable during stress periods. Its cash flow analysis indicates that in the absence of excess spread the notes may be unable to meet their payment obligations, which constrains the achievable rating. The class D notes' rating has less sensitivity to excess spread. Fitch did not consider this excessive but assigned a rating one notch below the model-implied rating to account for the potential variability of excess spread funds. Fixed Hedging Schedule: At closing, the issuer entered a swap agreement to mitigate the interest rate risk arising from the fixed-rate mortgage loans before their reversion date. The swap is based on a pre-defined schedule, rather than on the balance of fixed-rate loans in the pool. If loans prepay or default, the issuer will be over-hedged. The excess hedging is beneficial to the issuer in a rising interest-rate environment and detrimental in decreasing interest rate scenarios. Unhedged Basis Risk: The pool includes 3.6% of loans linked to Bank of England base rate (BBR). The rest comprise fixed-rate loans reverting to BBR plus a margin. The fixed to floating interest rate risk is hedged. Fitch has stressed the transaction cash flows for basis risk between BBR and SONIA, in line with its UK RMBS Rating Criteria. Product Switches: Switches in repayment types are limited. Before the step-up date, there are few and generic limitations on the potential changes to loan interest rates upon switch. Fitch has therefore modelled use of interest rate conversions to stress any excess spread in the asset portfolio and hedging interest rate mismatches. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade Material increases in the frequency of defaults and loss severity on defaulted receivables producing losses greater than Fitch's base-case expectations may result in negative rating action on the notes. Fitch found that a 15% increase in the WA foreclosure frequency and a 15% decrease in the WA recovery rate would lead to downgrades of no more than one notch for the class B, C, D and E notes. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade Stable to improved asset performance driven by stable delinquencies and defaults would lead to increasing credit enhancement and, potentially, upgrades. Fitch found that a decrease in the WA foreclosure frequency of 15% and an increase in the WA recovery rate of 15% would lead to an upgrade of up to a rating category for the class D notes. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY Fitch reviewed the results of a third-party assessment conducted on the asset portfolio information and concluded that there were no findings that affected the rating analysis. Overall, and together with any assumptions referred to above, Fitch's assessment of the information relied upon for the agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. KDM HURST: FRP Advisory Named as Joint Administrators ----------------------------------------------------- KDM Hurst Street Ltd was placed into administration proceedings in the High Court of Justice, Manchester Court Number: CR-2025-MAN-1002, and Gary Hargreaves, Steven Williams and Jessica Leeming of FRP Advisory Trading Limited, were appointed as joint administrators on July 14, 2025. KDM Hurst Street operates in the real estate industry. Its registered office is at Unit 11 Harrington Road, Brunswick Business Park, Liverpool, England, L3 4BH in the process of being changed to FRP Advisory Trading Limited, Derby House, 12 Winckley Square, Preston, PR1 3JJ. Its principal trading address is at Unit 11 Harrington Road, Brunswick Business Park, Liverpool, England, L3 4BH. The joint administrators can be reached at: Gary Hargreaves Steven Williams Jessica Leeming FRP Advisory Trading Limited Derby House, 12 Winckley Square Preston, PR1 3JJ Further details contact: The Joint Administrators Tel: 01772 440700 Alternative contact: Matthew Williams Email: cp.preston@frpadvisory.com KDM TABLEY: FRP Advisory Named as Joint Administrators ------------------------------------------------------ KDM Tabley Street Ltd was placed into administration proceedings in the High Court of Justice Manchester District Registry Court Number: CR-2025-MAN-1001, and Steven Williams, Jessica Leeming and Gary Hargreaves of FRP Advisory Trading Limited, were appointed as joint administrators on July 14, 2025. KDM Tabley Street operates in the real estate industry. Its registered office is at Unit 11 Glacier Building, Brunswick Business Park, Harrington Road, Liverpool, L3 4BH to be changed to FRP Advisory Trading Limited, Derby House, 12 Winckley Square, Preston, PR1 3JJ. Its principal trading address is at Unit 11 Glacier Building, Brunswick Business Park, Harrington Road, Liverpool, L3 4BH. The joint administrators can be reached at: Steven Williams Jessica Leeming Gary Hargreaves FRP Advisory Trading Limited Derby House, 12 Winckley Square Preston, PR1 3JJ Further details contact: The Joint Administrators Tel: 01772 440700 Alternative contact: Matthew Williams Email: cp.preston@frpadvisory.com NELSON'S DISTILLERY: ipd Named as Administrator ----------------------------------------------- Nelson's Distillery & School Ltd was placed into administration proceedings in the Business & Property Courts in Manchester Insolvency & Companies No CR-2025-MAN-000985, and Martin Williamson of ipd, was appointed as administrator on July 9, 2025. Nelson's Distillery specialized in the distilling, rectifying and blending of spirits. Its registered office and principal trading address is at 5a Grindley Business Village, Grindley, Stafford ST18 0LR. The administrator can be reached at: Martin Williamson ipd DaisyBank House 17-19 Leek Road, Cheadle Stoke-on-Trent, ST10 1JE Further details contact: Martin Williamson Tel No: 01782 594344 Email: mw@ipd-uk.com REGENT PLAZA: Leonard Curtis Named as Joint Administrators ---------------------------------------------------------- Regent Plaza Holdings Limited was placed into administration proceedings in the High Court of Justice Business and Property Courts of England and Wales, Insolvency & Companies List (ChD) Court Number: CR-2025-004650, and Nick Myers and Steven Muncaster of Leonard Curtis, were appointed as joint administrators on July 8, 2025. Regent Plaza Holdings specialized in the buying and selling of own real estate. Its registered office is at Unit 5 Turnstone Business Park, Mulberry Avenue, Widnes, Cheshire, WA8 0WN. Its principal trading address is at Land on the South Side of Duncan Street, Salford The joint administrators can be reached at: Nick Myers Steven Muncaster Leonard Curtis 5th Floor, Grove House 248a Marylebone Road London, NW1 6BB Further details contact: The Joint Administrators Tel: 020 7535 7000 Email: recovery@leonardcurtis.co.uk Alternative contact: Amber Walker =============== X X X X X X X X =============== [] BOOK REVIEW: The Titans of Takeover -------------------------------------- Author: Robert Slater Publisher: Beard Books Softcover: 252 pages List Price: $34.95 Order your personal copy at http://www.beardbooks.com/beardbooks/the_titans_of_takeover.html Once upon a time -- and for a very long while -- corporate behemoths decided for themselves when and if they would merge. No doubt such decisions were reached the civilized way, in a proper men's club with plenty of good brandy and better cigars. Like giants, they strode Wall Street, fearing no one save the odd trust-busting politico, mutton-chopped at the turn of the twentieth century, perhaps mustachioed in the 1960s when the word was no longer trust but monopoly. Then came the decade of the 1980s. Enter the corporate raiders, men with cash in hand, shrewd business sense, and not a shred of reverence for the Way Things Have Always Been Done. These businesspeople -- T. Boone Pickens, Carl Icahn, Saul Steinberg, Ted Turner -- saw what others missed: that many of the corporate giants were anomalies, possessed of assets well worth possessing yet with stock market performances so unimpressive that they could be had for bargain prices. When the corporate raiders needed expert help, enter the investment bankers (Joseph Perella and Bruce Wasserstein) and the M&A attorneys (Joseph Flom and Martin Lipton). And when the merger went through, enter the arbitragers who took advantage of stock run-ups, people like Ivan "Greed is Good" Boesky. The takeover frenzy of the 1980s looked like a game of Monopoly come to life, where billion-dollar companies seemed to change ownership as quickly as Boardwalk or Park Place on a sweet roll of dice. By mid-decade, every industry had been affected: in 1985, 3,000 transactions took place, worth a record-breaking $200 billion. The players caught the fancy of the media and began showing up in the news until their faces were almost as familiar to the public as the postman's. As a result, Jane and John Q. Citizen's in Wall Street began its climb from near zero to the peak where (for different reasons) it is today. What caused this avalanche of activity? Three words: President Ronald Reagan. Perhaps his most firmly held conviction was that Big Business was Being shackled by the antitrust laws, deprived a fair fight against foreign competitors that has no equivalent of the Clayton Act in their homelands. Reagan took office on Jan. 20, 1981, and it wasn't long after that that his Attorney General, William French Smith, trotted before the D.C. Bar to opine that, "Bigness does not necessarily mean badness. Efficient firms should not be hobbled under the guise of antitrust enforcement." (This new approach may have been a necessary corrective to the over-zealousness of earlier years, exemplified by the Supreme Court's 1966 decision upholding an enforcement action against the merger of two supermarket chains because the Court felt their combined share of 8% (yes, that's "eight percent") of the Los Angeles market was potentially anticompetitive.) Raiders, investment bankers, lawyers, and arbitragers, plus the fun couple Bill Agee and Mary Cunningham --remember them? -- are the personalities Profiled in Robert Slater's book, originally published in 1987, Slater is a wonderful writer, and he's given us a book no less readable for being absolutely stuffed with facts, many of them based on exclusive behind-the-scenes interviews. About The Author Robert Slater (1943-2014) was an American author and journalist. He was known for over two dozen books, including biographies of political and business figures like Golda Meir, Yitzhak Rabin, George Soros, and Donald Trump. Slater graduated with honors from the University of Pennsylvania in 1966, with a degree in political science. He received a master's degree in international relations from the London School of Economics in 1967. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter-Europe is a daily newsletter co- published by Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante, Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman, Editors. Copyright 2025. All rights reserved. ISSN 1529-2754. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR Europe subscription rate is US$775 per half-year, delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are US$25 each. For subscription information, contact Peter Chapman at 215-945-7000. * * * End of Transmission * * *