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250908.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 Monday, September 8, 2025, Vol. 26, No. 179 Headlines G E O R G I A SILK ROAD: Fitch Assigns 'BB-' Long-Term IDR, Outlook Stable SILK ROAD: Moody's Assigns First Time 'B1' Corporate Family Rating I R E L A N D CIFC FUNDING VII: S&P Assigns B- (sf) Rating to Class F Notes HARVEST CLO XX: S&P Assigns B- (sf) Rating to Class F-R Notes SADEREA LIMITED: Moody's Cuts Rating on Sr. Secured Bonds to Ca SC AUSTRIA 2021: Moody's Ups Rating on EUR150.7MM B Notes from B2 SCULPTOR EUROPEAN II: Moody's Affirms B3 Rating on Class F-R Notes L U X E M B O U R G CULLINAN HOLDCO: S&P Affirms 'B-' ICR, Off CreditWatch Negative N E T H E R L A N D S PETROBAS GLOBAL: Moody's Rates New Senior Unsecured Notes 'Ba1' U N I T E D K I N G D O M AETHEL CARE: Grant Thornton Named as Joint Administrators BOTANIC WAY: KPMG Named as Administrators GRADE (UK): Leading Named as Joint Administrators KINSETSU LIMITED: Interpath Advisory Named as Joint Administrators PIER 2 PIER: Exigen Group Named as Administrator STARS UK: Moody's Affirms 'B2' CFR, Outlook Remains Stable [] Asimacopoulos, Francies Join Sullivan & Cromwell's London Office - - - - - ============= G E O R G I A ============= SILK ROAD: Fitch Assigns 'BB-' Long-Term IDR, Outlook Stable ------------------------------------------------------------ Fitch Ratings has assigned Silk Road Group Holding LLC (Silk Road) a Long-Term Issuer Default Rating (IDR) of 'BB-' with a Stable Rating Outlook. Fitch has also assigned an expected rating to Silk Road's proposed senior unsecured notes of 'BB-(EXP)' with a Recovery Rating of 'RR4'. The ratings reflect Silk Road's ownership of Silknet, the second-largest telecoms operator in Georgia with stable market positions, as well as its profitable luxury hotel and casino operations. These businesses generate strong internal cash flow, which Fitch expects will be broadly sufficient to fund new real estate development on Silk Road's own land. The ratings also consider its expectation that EBITDA net leverage will stay below 2.5x. However, new construction execution risk, significant FX exposure and the Georgian 'bb' economic environment may introduce some volatility into Silk Road's future leverage. Key Rating Drivers Telecoms Shape Portfolio Profile: Silk Road's credit profile is primarily shaped by its telecoms segment with Silknet, its 95%-controlled telecoms subsidiary, contributing approximately 90% of EBITDA in 2024. Silk Road is organized as a diversified conglomerate operating in the telecoms, hotels and casino, and real estate and development segments, although with relatively small absolute scale. While the contribution of other segments is likely to increase, telecoms will remain by far the largest segment and the key free cash flow (FCF) generating segment of the group. Entrenched Telecoms Market Positions: Fitch expects Silknet to broadly sustain its competitive positions in a highly consolidated but also relatively stable and small market of 5.8 million mobile and 1.2 million internet retail customers. Georgia is predominantly serviced by two large operators, Magticom and Silknet, with the third largest, Cellfie, significantly behind and other smaller players holding just a fraction of the market. The regulator GNCC estimates that Silknet's revenue market shares were 35% in mobile and 34% in fixed broadband retail segments in 2Q25. 5G Spectrum Secured: Silknet managed to get sizable 5G spectrum in June 2025, which successfully addressed its previous strategic disadvantage versus competitors. Fitch currently views Silknet as having reached broad spectrum parity with its peers. Real Estate/Development Diversification: Silk Road has plans to actively expand into real estate and development segments which will provide some diversification benefits. Real estate and property companies can sustain more leverage than telecoms, with up to 10x EBITDA net leverage consistent with 'bb' EMEA real estate and property navigator sub-factor for financial structure. New development will be on land that is already fully owned by Silk Road which, in Fitch's view, mitigates the execution risks. However, new property development also entails risks of low market demand/low occupancy and construction cost overruns and delays. Subscale Hotel, Gaming Operations: Silk Road's hotel and casino segment is subscale with only half a dozen hotels and casinos under management, with gaming primarily supporting lodging. However, hospitality operations contribute to more efficient management of the company's real estate portfolio, with all hotels and casinos fully owned. This segment is strongly cash generative, so it is not weighing on the overall group profile. Macroeconomic Uncertainty: The Outlook on Georgia's sovereign 'BB' rating is Negative, reflecting weak international reserves and heightened political risk. Fitch expects economic growth to remain robust but projects GDP growth moderation to 5.6% in 2025 and 5.2% in 2026, down from 9.4% in 2024. High FX Mismatch: Silk Road has high FX exposure, with leverage sensitive to changes in the lari exchange rate. All its debt after the contemplated refinancing and over 70% of its capex are FX-denominated, while nearly all revenue is in local currency. Hotel revenues are soft pegged to FX which provides a degree of natural hedge. The company is going to maintain sufficient FX cash and potentially FX forward contracts to cover its short-term opex/capex needs and coupon payments. Substantial FX risk is reflected in conservative leverage thresholds. Cash Diverted to New Development: Fitch projects that Silknet and the incumbent hospitality operations will remain strongly cash flow generative, with most of this internally generated cash invested into new development. Silknet's EBITDA margins of above 55% and moderate capex requirements of below 25% of revenues propel its pre-dividend FCF margin to close to 30%. Overall, Fitch expects Silroad's FCF generation to remain close to break-even until stronger inflows from residential pre-sales push it into positive territory, likely starting in 2028. Moderate Leverage: Fitch projects Silk Road's net leverage to remain below 2.5x even at the peak phase of the new development. Cash generation, and ultimately net leverage, are sensitive to pre-sale inflows and Fitch expects Silk Road to proactively adjust the pace of new construction to this indicator. Deleveraging will be supported by telecoms growth and stronger contribution of the newly opened landmark Telegraph hotel in the hospitality segment. Silk Road is targeting to manage its net leverage at below 2x, as per its own definition. Corporate Governance Improving: Fitch expects Silk Road to maintain a good standard of corporate governance, including a fair representation of independent directors on its board which is key to balancing the influence of the majority shareholder. With Silk Road's shareholders consolidating most of their commonly held assets under Silk Road, Fitch believes the risk of exposure to external shareholder projects is limited. Silk Road is ultimately majority controlled by a single individual. Silknet is not a public company, and key creditor protection provisions including information disclosure are primarily implemented in its bond documentation. Peer Analysis On the telecoms' side, Silk Road benefits from its established customer franchise and the wide network of a fixed-line telecoms incumbent, combined with a strong mobile business similar to Kazakhtelecom JSC (BBB-/Stable) and Turk Telekomunikasyon A.S. (BB-/Stable). However, Silknet is smaller in size and only the second-largest telecoms operator in Georgia. Silk Road's hotel operations have some similarity to FIVE Holdings (BVI) Limited (B+/Stable) as both companies have a relatively small scale and niche market positions. Silk Road's real estate portfolio is comparable to that of Akropolis Group, UAB (BB+/Stable) from a size and high asset concentration perspective, but the latter company operates at much higher leverage. Key Assumptions - Mid-single-digit telecoms revenue growth on average in 2025-2028 - Hotel and casino revenues growing by low single digits in 2027-2028, with the opening of the Telegraph hotel providing a boost in 2025 and, to a lesser degree, in 2026 - Fitch-defined EBITDA margin of slightly above 40% in 2025-2028, with content-cost amortisation treated as operating cash expenses, reducing EBITDA and capex - Recurring capex at 13%-15% of revenues in 2025-2028, with project capex into 5G and new construction adding close to 10% on top of this - Stable GEL80 million of dividends per annum in 2026-2028 - GEL/USD rate weakening to 3.0 Recovery Analysis Fitch rates Silk Road's senior unsecured debt at 'BB-(EXP)' in accordance with Fitch's "Corporates Recovery Ratings and Instrument Ratings Criteria," under which Fitch applies a generic approach to instrument notching for 'BB' rated issuers. Fitch labels Silk Road's planned bond as second lien/Unsecured according to its criteria, thus resulting in a Recovery Rating of 'RR4' with no notching from its 'BB-' IDR. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - EBITDA net leverage rising above 2.5x on a sustained basis without a clear path for deleveraging in the presence of significant FX risks - Stubbornly negative FCF generation leading to higher net leverage potentially driven by an inability to achieve a significant amount of pre-sale cash inflow - A rise in corporate-governance risks due to, among other things, related-party transactions or up-streaming excessive distributions to shareholders Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Telecoms market leadership in key segments in Georgia combined with stronger diversification into other segments while maintaining positive FCF generation, comfortable liquidity and net leverage sustainably managed at below 1.5x Liquidity and Debt Structure Silk Road is going to replace its entire debt, including at its subsidiaries, with the proposed Eurobond with five-year maturity. Post-refinancing, Silk Road expects to have above GEL300 million of cash on the balance sheet that should cover its short-term coupon payments and operating needs. Liquidity is supported by strong cash flow generation in the telecoms and hotels segments. Issuer Profile Silk Road owns Silknet, Georgia's second-largest telecoms with over 30% market share in key mobile, broadband and pay-TV segments. It also owns several luxury hotels, casinos, and residential and office development projects on its own land in Georgia. Date of Relevant Committee 28 August 2025 MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS Fitch's latest quarterly Global Corporates Macro and Sector Forecasts data file which aggregates key data points used in its credit analysis. Fitch's macroeconomic forecasts, commodity price assumptions, default rate forecasts, sector key performance indicators and sector-level forecasts are among the data items included. ESG Considerations 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 ----------- ------ -------- Silk Road Group Holding LLC LT IDR BB- New Rating senior unsecured LT BB-(EXP) Expected Rating RR4 SILK ROAD: Moody's Assigns First Time 'B1' Corporate Family Rating ------------------------------------------------------------------ Moody's Ratings has assigned a B1 long-term corporate family rating and a B1-PD probability of default rating to Silk Road Group Holding LLC (Silk Road Group or the company), a diversified holding company operating in telecommunications, hospitality, real estate development, and energy sectors in Georgia and parent company of Silknet JSC (Silknet, B1 Stable). Concurrently, Moody's have assigned a B1 rating to Silk Road Group's proposed long-term $400 million backed senior unsecured notes. The outlook is stable. Moody's have also withdrawn the CFR and PDR of Silknet JSC and taken no action on the existing B1 rating on the $300 million senior unsecured notes due 2027 issued by Silknet JSC. The instrument rating will be withdrawn after debt repayment. Silk Road Group intends to use the proceeds from the notes issuance primarily to refinance existing debt, including the senior unsecured notes issued by Silknet, and support ongoing capital expenditures across its telecommunications and real estate development segments. RATINGS RATIONALE The B1 CFR primarily reflects the company's strong position in the Georgian telecommunications market combined with its convergent service offerings and consistent revenue growth, supported by ongoing GDP growth in Georgia (Ba2 negative) as well as the growth potential of its real estate operations; its high Moody's-adjusted EBITDA margin; and a relatively prudent financial policy. However, Silk Road Group's rating also reflects the relatively small scale of its operations that are concentrated in one country, with revenue of over $300 million; exposure to cyclical and competitive markets in the hospitality division with earnings linked to tourism which is vulnerable to shocks; execution risk associated with development projects and its foreign-currency exposure, given the mismatch between its US dollar-denominated debt and mostly Georgian lari-denominated revenue. Silknet contributes over 65% of total revenue and more than 85% of cash flow generation of the group. Silknet benefits from solid market shares and a well-invested network in the Georgian telecom market which offers growth potential. The company also benefits from the solid growth potential of Silk Real Estate but is also subject to risks associated with its exposure to hospitality and gaming sectors. The company operates five hotels (three under Radisson brand), two casinos, and is currently developing two real estate projects, Silk Towers in Batumi and Sakanela in Tbilisi. Moody's expects the two projects will significantly contribute to long-term revenue and will be mainly financed through internal cash flows. The company's revenue increased by 7% in 2024 to GEL841 million (around $312 million), while it increased by 9% year on year in 2023. The company's Moody's adjusted EBITDA margin remained strong at around 50% over the same period. The overall performance has been largely supported by the telecommunications segment's solid growth and margins, in contrast to the hospitality segment, which has shown more variability and lower margin levels in part driven by coronavirus pandemic and the increase in gaming taxes and salary inflation in 2023 and 2024. Moody's projects revenue growth in the mid-to-high single digits over the next two years mainly driven by continued growth of Silknet and the contribution from the recently opened Telegraph Hotel which started operating in June 2025. EBITDA margins are expected to remain around 46%-47% over the next two years. Leverage is moderate, with Moody's-adjusted debt/EBITDA estimated at 2.8x as of December 2025, reducing to 2.6x by 2027. Moody's anticipates that free cash flow (FCF) after shareholder distributions will remain negative through 2025, primarily due to substantial non-recurring capital expenditures. While Moody's expects FCF to become positive in 2026, this is contingent upon the level of dividend payments and the potential for capital expenditures to exceed Moody's initial expectations. A comprehensive review of all credit ratings for the respective issuer(s) has been conducted during a rating committee. ENVIRONMENTAL, SOCIAL AND GOVERNANCE CONSIDERATIONS Governance considerations under Moody's General Principles for Assessing Environmental, Social and Governance Risks methodology are relevant to Silk Road Group. Governance risks stem from a degree of ownership concentration and its exposure to foreign exchange volatility due to the fact that almost all of the company's debt is USD-denominated while its revenues are GEL-denominated. More positively, the rating takes into consideration the company's experienced management team that has demonstrated a track record of successful strategy execution at Silknet JSC. These considerations are reflected in Silk Road Group's Credit Impact Score (CIS) of 4. LIQUIDITY Liquidity is adequate and supported by the company's cash balance of GEL428 million as of June 2025 pro forma for the transaction (or $157 million equivalent). However, it is constrained by the significant non-recurring capex over the next 5 years, lack of committed credit facilities and the presence of unhedged US dollar bonds. The company is subject to a put option obligation worth GEL71 million which could be exercised by Silknet's minority shareholder, with anticipated payments beginning in 2026 and distributed over six annual installments. Moody's expects Silk Road Group to generate positive free cash flow starting in 2026, which should enable the company to internally finance its non-recurring capital expenditures. Moody's have also assumed there is some flexibility regarding dividend payments. STRUCTURAL CONSIDERATIONS Moody's rate the proposed $400 million senior unsecured notes at B1, in line with the company's B1 corporate family rating. The instrument rating reflects the absence of any meaningful liabilities ranking behind or ahead of the senior unsecured notes. RATING OUTLOOK The stable outlook reflects Moody's expectations that Silk Road Group will continue to grow its revenue and EBITDA over the next 12-18 months, and benefit from the relative stability of the Georgian lari versus the US dollar, maintaining credit metrics in line with the B1 rating. The stable outlook also assumed that the company will maintain adequate liquidity and continue to adhere to its stated financial policy. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Upward ratings pressure could develop if the company continues building a track record of revenue growth and high margins while increasing its scale and diversification such that Moody's-adjusted gross debt/EBITDA reduces well below 2.5x on a sustained basis; it improves its liquidity position, including a high cash balance that allows it to withstand unexpected shocks; and maintains its prudent financial policy including managing foreign-currency risk. Moody's would also consider positively higher visibility into the successful completion of ongoing development projects, specifically demonstrated by sustained progress in pre-sale of apartments and pre-leasing activity for the office space. Downward ratings pressure could arise if the company's Moody's-adjusted gross leverage increases towards 4.0x; FCF remains negative on a sustained basis; liquidity deteriorates; or if it fails to maintain a prudent financial policy or adopts a more aggressive growth strategy, including increasing its exposure to development activities that are not prudently commercialised or funded. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Telecommunications Service Providers published in November 2023. Silk Road Group's B1 rating is two notches below the scorecard indicated outcome of Ba2. The difference reflects among other factors, the company's concentration in Georgia, its exposure to currency risk, a liquidity profile that is only adequate and the absence of committed credit facilities. COMPANY PROFILE Silk Road Group operates across a diversified range of sectors of the Georgian economy including telecommunications, hospitality, and real estate development. The company reported GEL870 million in revenues and GEL412 million in EBITDA for 2024, with total assets valued at GEL1.75 billion. It operates 837 hotel rooms, 40 casino tables, and 24 restaurants and clubs, and serves 2 million mobile and 367,000 fixed broadband subscribers through its telecom arm, Silknet. ============= I R E L A N D ============= CIFC FUNDING VII: S&P Assigns B- (sf) Rating to Class F Notes ------------------------------------------------------------- S&P Global Ratings assigned its ratings to CIFC Funding European CLO VII DAC's class A, B, C, D, E, and F notes. The issuer also issued unrated subordinated notes. The ratings assigned to CIFC Funding European CLO VII's notes reflect S&P's assessment of: -- The diversified collateral pool, which primarily comprises broadly syndicated speculative-grade senior secured term loans and bonds that are governed by collateral quality tests. -- The credit enhancement provided through the subordination of cash flows, excess spread, and overcollateralization. -- The collateral manager's experienced team, which can affect the performance of the rated notes 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 2,827.50 Default rate dispersion 472.34 Weighted-average life (years) 4.66 Obligor diversity measure 175.99 Industry diversity measure 18.97 Regional diversity measure 1.22 Transaction key metrics Portfolio weighted-average rating derived from S&P's CDO evaluator B 'CCC' category rated assets (%) 0.50 'AAA' actual weighted-average recovery (%) 37.19 Actual weighted-average spread (%) 3.78 Actual weighted-average coupon (%) 5.02 Rationale Under the transaction documents, the rated notes will 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 4.5 years after closing. S&P said, "Our ratings reflect our assessment of the collateral portfolio's credit quality, which has a weighted-average rating of 'B'. The portfolio is well-diversified, primarily comprising broadly syndicated speculative-grade senior secured term loans and 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 modeled a target par of EUR400 million. Additionally, we modeled the covenanted weighted-average spread (3.75%), the covenanted weighted-average coupon (4.00%), and the actual portfolio weighted-average recovery rates (WARR) for all rated notes, except the class A notes, where we used the covenanted WARR of 36.19%. 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 March 4, 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, we consider the transaction's exposure to country risk 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 CIFC Asset Management LLC, 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 starting from closing--during which the transaction's credit risk profile could deteriorate--we have capped our 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 certain assets from being related to certain activities. Accordingly, since the exclusion of assets from these activities does not result in material differences between the transaction and our ESG benchmark for the sector, no specific adjustments have been made in our rating analysis to account for any ESG-related risks or opportunities." CIFC Funding European CLO VII DAC is a European cash flow CLO securitization of a revolving pool, comprising mainly euro-denominated leveraged loans and bonds. The transaction is a broadly syndicated CLO that is managed by CIFC Asset Management LLC. Ratings Amount Credit Class Rating* (mil. EUR) enhancement (%) Interest rate§ A AAA (sf) 248.00 38.00 Three/six-month EURIBOR plus 1.31% B AA (sf) 45.00 26.75 Three/six-month EURIBOR plus 1.95% C A (sf) 23.00 21.00 Three/six-month EURIBOR plus 2.35% D BBB- (sf) 28.00 14.00 Three/six-month EURIBOR plus 3.10% E BB- (sf) 18.00 9.50 Three/six-month EURIBOR plus 5.60% F B- (sf) 12.00 6.50 Three/six-month EURIBOR plus 8.34% Sub NR 32.10 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 to F notes address ultimate interest and principal payments. §The payment frequency switches to semiannual and the index switches to six-month EURIBOR when a frequency switch event occurs. EURIBOR--Euro Interbank Offered Rate. NR--Not rated. HARVEST CLO XX: S&P Assigns B- (sf) Rating to Class F-R Notes ------------------------------------------------------------- S&P Global Ratings assigned credit ratings to Harvest CLO XX DAC's class A-R, B-1-R, B-2-R, C-R, D-R, E-R, and F-R notes. At closing, the issuer had unrated subordinated notes from the existing transaction and issued an additional EUR13.60 million of subordinated notes. This transaction is a reset of the already existing transaction that S&P did not rate. The existing classes of notes will be refinanced with the proceeds from the issuance of the replacement notes on the reset date. Under the transaction documents, the rated notes will pay quarterly interest, unless a frequency switch event occurs. Following such an event, the notes would permanently switch to semiannual payments. The portfolio's reinvestment period ends 4.61 years after closing; the noncall period ends 1.5 years after closing. The ratings reflect S&P's assessment of: -- The diversified collateral pool, which primarily comprises broadly syndicated speculative-grade senior secured term loans and bonds that are governed by collateral quality tests. -- The credit enhancement provided through the subordination of cash flows, excess spread, and overcollateralization. -- The experience of the collateral manager's 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 our counterparty rating framework. Portfolio benchmarks S&P Global Ratings' weighted-average rating factor 2,837.02 Default rate dispersion 533.72 Weighted-average life (years) 3.95 Weighted-average life extended to cover the length of the reinvestment period (years) 4.61 Obligor diversity measure 137.76 Industry diversity measure 19.45 Regional diversity measure 1.31 Transaction key metrics Portfolio weighted-average rating derived from S&P's CDO evaluator B 'CCC' category rated assets (%) 3.20 Target 'AAA' weighted-average recovery (%) 36.92 Target floating-rate assets (%) 95.10 Target weighted-average spread 3.66 Target weighted-average coupon 4.41 S&P said, "The portfolio is well-diversified. 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 covenanted targeted weighted-average spread (3.55%), and the covenanted targeted weighted-average coupon (4.40%), as indicated by the collateral manager. We assumed the identified weighted-average recovery rates at 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. "Our credit and cash flow analysis shows that the class B-1-R to D-R notes benefit from break-even default rate and scenario default rate cushions that we would typically consider to be in line with higher ratings than those assigned. However, as the CLO is still in its reinvestment phase, during which the transaction's credit risk profile could deteriorate, we have capped our ratings on the notes. The class A-R and E-R notes can withstand stresses commensurate with the assigned ratings. "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 has recently been issued in Europe. -- The portfolio's average credit quality, which is similar to other recent CLOs. -- S&P's model generated BDR at the 'B-' rating level of 24.99% (for a portfolio with a weighted-average life of 4.61 years), versus if it was to consider a long-term sustainable default rate of 3.2% for 4.61 years, which would result in a target default rate of 14.76%. -- S&P does not believe that there is a one-in-two chance of this tranche defaulting. -- S&P does not envision this tranche defaulting in the next 12-18 months. S&P said, "Following this analysis, we consider that the available credit enhancement for the class F-R notes is commensurate with the assigned preliminary 'B- (sf)' rating. "Until the end of the reinvestment period on April 15, 2030, the collateral manager may substitute the assets in the portfolio, as long the 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, cause the transaction's credit risk profile to deteriorate. "Under our structured finance sovereign risk criteria, the transaction's exposure to country risk is sufficiently mitigated at the assigned preliminary ratings. "The transaction's documented counterparty replacement and remedy mechanisms adequately mitigate its exposure to counterparty risk under our current counterparty criteria. "The transaction's legal structure and framework is bankruptcy remote, in line with our legal criteria. "Following our analysis of the credit, cash flow, counterparty, operational, and legal risks, we believe our ratings are commensurate with the available credit enhancement for the class A-R to F-R 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 assessed the sensitivity of our ratings on the class A-R to E-R notes, based on four hypothetical scenarios. "As our ratings analysis includes additional considerations to be incorporated before we would assign ratings in the 'CCC' category--and we would assign a 'B-' rating if the criteria for assigning a 'CCC' category rating are not met--we have not included the above scenario analysis results for the class F-R notes." Environmental, social, and governance S&P said, "We regard the exposure to environmental, social, and governance (ESG) credit factors in the transaction as being broadly in line with our benchmark for the sector. Primarily due to the diversity of the assets within CLOs, the exposure to environmental credit factors is viewed as below average, social credit factors are below average, and governance credit factors are average. For this transaction, the documents prohibit assets from being related to certain activities. Accordingly, since the exclusion of assets from these industries does not result in material differences between the transaction and our ESG benchmark for the sector, no specific adjustments have been made in our rating analysis to account for any ESG-related risks or opportunities." Ratings Amount Credit Class Rating* (mil. EUR) enhancement (%) Interest rate§ A-R AAA (sf) 244.00 39.00 Three/six-month EURIBOR plus 1.33% B-1-R AA (sf) 38.50 28.13 Three/six-month EURIBOR plus 2.00% B-2-R AA (sf) 5.00 28.13 5.00% C-R A (sf) 24.50 22.00 Three/six-month EURIBOR plus 2.40% D-R BBB- (sf) 29.00 14.75 Three/six-month EURIBOR plus 3.40% E-R BB- (sf) 20.00 9.75 Three/six-month EURIBOR plus 5.75% F-R B- (sf) 13.00 6.50 Three/six-month EURIBOR plus 8.52% Z NR 1.00 N/A N/A Sub. NR 36.50 N/A N/A Additional sub. NR 13.60 N/A N/A *The ratings assigned to the class A-R, B-1-R, and B-2-R notes address timely interest and ultimate principal payments. The ratings assigned to the class C-R, D-R, E-R, and F-R notes address ultimate interest and principal payments. §Solely for modeling purposes as the actual spreads may vary at pricing. The payment frequency permanently 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. Sub.--Subordinated. SADEREA LIMITED: Moody's Cuts Rating on Sr. Secured Bonds to Ca --------------------------------------------------------------- Moody's Ratings has downgraded the rating on the following notes issued by Saderea Limited: US$253,189,000 (current outstanding US$117,774,025) 12.5 per cent. Senior Secured Amortising Bonds due 2026 (the "repack notes"), downgraded to Ca; previously on Oct 22, 2024 upgraded to Caa2 This transaction represents a repackaging of five promissory notes issued by the Republic of Ghana ("collateral"). RATINGS RATIONALE The rating action reflects the correction of an error. In the previous action taken on October 22, 2024, the repack notes were upgraded to Caa2 from Ca after the long term issuer ratings of Ghana were upgraded following the government's substantial restructuring of its debt. As a result of the restructuring, Moody's assigned Caa2 ratings to the new debt instruments issued by the government of Ghana, and withdrew the ratings of the corresponding outstanding instruments at Ca. Because the collateral underlying the repack notes was not part of this restructuring, the rating of the repack notes should have remained at Ca. There have been press reports of discussions between holders of the repack notes and the government of Ghana regarding a potential restructuring of the repack notes, but Moody's has been unable to obtain information from the issuer. Following the rating action, Moody's will withdraw the rating of the repack notes due to insufficient or otherwise inadequate information to support the maintenance of such ratings. Methodology Underlying the Rating Action: The principal methodology used in this rating was "Repackaged Securities" published in June 2024. Factors that would lead to an upgrade or downgrade of the rating: Moody's will withdraw the ratings of all outstanding tranches. SC AUSTRIA 2021: Moody's Ups Rating on EUR150.7MM B Notes from B2 ----------------------------------------------------------------- Moody's Ratings has upgraded the rating of Class B Notes in SC Austria Consumer Loan 2021 Designated Activity Company. The rating action reflects the increased level of credit enhancement and Moody's assessments of the likelihood of prolonged missed interest for the affected notes. Moody's affirmed the rating of the notes that had sufficient credit enhancement to maintain their current rating. EUR730.1M Class A Notes, Affirmed Aaa (sf); previously on Feb 17, 2022 Assigned Aaa (sf) EUR150.7M Class B Notes, Upgraded to Baa1 (sf); previously on Feb 17, 2022 Assigned B2 (sf) RATINGS RATIONALE The rating action is prompted by an increase in credit enhancement for the affected tranches and by Moody's assessments of the likelihood of prolonged missed interest for the affected notes. Increase in Available Credit Enhancement Sequential amortization led to the increase in the credit enhancement available in this transaction. For instance, the credit enhancement for the Class B tranche affected by the rating action increased to 9.1% as of July 2025 payment date from 7.3% since closing. Assessment of the likelihood of prolonged missed interest At any Interest Payment Date ("IPD"), the interest of Class B Notes will be subordinated to the repayment of Class A Notes, should the Collateral Ratio be lower than the Initial Collateral Ratio determined at closing. The level of the Collateral Ratio at July 2025 IPD was 110.4%, while the Initial Collateral Ratio stands at 107.8%. Moody's analysis considered the likelihood of this subordination trigger being hit and the likelihood of ultimate repayment of deferred interest, factoring in the current levels of credit enhancement and the performance of the portfolio. Key Collateral Assumptions As part of the rating action, Moody's reassessed Moody's expected default rate and recovery rate assumptions for the portfolio reflecting the collateral performance to date. The performance of the transaction has continued to be stable in the last year. 60 days plus arrears currently stand at 0.36% of current pool balance showing a stable trend over the past year. Outstanding defaults currently stand at 9.96% of current pool balance up from 8.48% a year earlier. The current expected default rate assumption is 10.0% of the current portfolio balance, corresponding to 8.0% on the original balance, and the assumption for the fixed recovery rate is 25.0%. Moody's reassessed Moody's Portfolio Credit Enhancement ("PCE") assumption for this transaction. PCE reflects the credit enhancement consistent with the highest rating achievable in Austria. As a result, Moody's have maintained the PCE assumption at 19.0%. The principal methodology used in these ratings was "Moody's Approach to Rating Consumer Loan-Backed ABS" published in July 2024. Factors that would lead to an upgrade or downgrade of the ratings: Factors or circumstances that could lead to an upgrade of the rating include (1) performance of the underlying collateral that is better than Moody's expected, (2) an increase in available credit enhancement, (3) improvements in the credit quality of the transaction counterparties and (4) a decrease in sovereign risk. Factors or circumstances that could lead to a downgrade of the ratings include (1) an increase in sovereign risk, (2) performance of the underlying collateral that is worse than Moody's expected, (3) deterioration in the notes' available credit enhancement and (4) deterioration in the credit quality of the transaction counterparties. SCULPTOR EUROPEAN II: Moody's Affirms B3 Rating on Class F-R Notes ------------------------------------------------------------------ Moody's Ratings has upgraded the ratings on the following notes issued by Sculptor European CLO II DAC: EUR37,000,000 Class B-R Senior Secured Floating Rate Notes due 2034, Upgraded to Aaa (sf); previously on May 7, 2021 Definitive Rating Assigned Aa2 (sf) EUR26,000,000 Class C-R Senior Secured Deferrable Floating Rate Notes due 2034, Upgraded to A1 (sf); previously on May 7, 2021 Definitive Rating Assigned A2 (sf) Moody's have also affirmed the ratings on the following notes: EUR248,000,000 Class A-R Senior Secured Floating Rate Notes due 2034, Affirmed Aaa (sf); previously on May 7, 2021 Definitive Rating Assigned Aaa (sf) EUR27,000,000 Class D-R Senior Secured Deferrable Floating Rate Notes due 2034, Affirmed Baa3 (sf); previously on May 7, 2021 Definitive Rating Assigned Baa3 (sf) EUR22,000,000 Class E-R Senior Secured Deferrable Floating Rate Notes due 2034, Affirmed Ba3 (sf); previously on May 7, 2021 Definitive Rating Assigned Ba3 (sf) EUR12,000,000 Class F-R Senior Secured Deferrable Floating Rate Notes due 2034, Affirmed B3 (sf); previously on May 7, 2021 Definitive Rating Assigned B3 (sf) Sculptor European CLO II DAC, issued in September 2017 and refinanced in May 2021, is a collateralised loan obligation (CLO) backed by a portfolio of mostly high-yield senior secured European loans. The portfolio is managed by Sculptor Europe Loan Management Limited. The transaction's reinvestment period ended in July 2025. RATINGS RATIONALE The rating upgrades on the Class B-R and Class C-R notes are primarily a result of the transaction having reached the end of the reinvestment period in July 2025. The affirmations on the ratings on the Class A-R, Class D-R, Class E-R and Class F-R notes are primarily a result of the expected losses on the notes remaining consistent with their current rating levels, after taking into account the CLO's latest portfolio, its relevant structural features and its actual over-collateralisation ratios. 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 its published methodology 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: EUR392.6m Defaulted Securities: EUR3.6m Diversity Score: 57 Weighted Average Rating Factor (WARF): 2886 Weighted Average Life (WAL): 4.24 years Weighted Average Spread (WAS) (before accounting for Euribor floors): 3.71% Weighted Average Recovery Rate (WARR): 43.77% Par haircut in OC tests and interest diversion test: none 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 notes' exposure to relevant counterparties, such as account bank, using the methodology "Structured Finance Counterparty Risks" published in May 2025. Moody's concluded the ratings of the notes are not constrained by these risks. Factors that would lead to an upgrade or downgrade of the ratings: The rated notes' performance is subject to uncertainty. The notes' performance is sensitive to the performance of the underlying portfolio, which in turn depends on economic and credit conditions that may change. The collateral manager's investment decisions and management of the transaction will also affect the notes' performance. Additional uncertainty about performance is due to the following: -- Portfolio amortisation: The main source of uncertainty in this transaction is the pace of amortisation of the underlying portfolio, which can vary significantly depending on market conditions and have a significant impact on the notes' ratings. Amortisation could accelerate as a consequence of high loan prepayment levels or collateral sales by the collateral manager or be delayed by an increase in loan amend-and-extend restructurings. Fast amortisation would usually benefit the ratings of the notes beginning with the notes having the highest prepayment priority. -- Recovery of defaulted assets: Market value fluctuations in trustee-reported defaulted assets and those Moody's assumes have defaulted can result in volatility in the deal's over-collateralisation levels. Further, the timing of recoveries and the manager's decision whether to work out or sell defaulted assets can also result in additional uncertainty. Moody's analysed defaulted recoveries assuming the lower of the market price or the recovery rate to account for potential volatility in market prices. Recoveries higher than Moody's expectations would have a positive impact on the notes' ratings. In addition to the quantitative factors that Moody's explicitly modelled, qualitative factors are part of the rating committee's considerations. These qualitative factors include the structural protections in the transaction, its recent performance given the market environment, the legal environment, specific documentation features, the collateral manager's track record and the potential for selection bias in the portfolio. All information available to rating committees, including macroeconomic forecasts, input from Moody's other analytical groups, market factors, and judgments regarding the nature and severity of credit stress on the transactions, can influence the final rating decision. =================== L U X E M B O U R G =================== CULLINAN HOLDCO: S&P Affirms 'B-' ICR, Off CreditWatch Negative --------------------------------------------------------------- S&P Global Ratings removed the rating on Cullinan Holdco from CreditWatch with negative implications, where S&P placed it on July 29, 2025. S&P affirmed its 'B-' issuer credit rating on Cullinan Holdco. S&P also assigned a 'B-' issue rating to Cullinan Holdco's new senior secured notes maturing in 2029. S&P assigned a negative outlook to Cullinan Holdco, reflecting that it could lower the rating if the company cannot secure contracts beyond 2026. Cullinan Holdco completed a consent solicitation, removing the immediate refinancing risk and improving its liquidity and maturity profile. The company refinanced EUR630 million of existing floating- and fixed-rate senior secured notes with EUR229.7 million in new floating-rate senior secured notes (EURIBOR with a 0% floor plus 6.20% per year), EUR347.6 million in new fixed-rate 8.50% senior secured notes, and a EUR100 million RCF maturing in April 2029. S&P said, "While this action shifts the company's maturity wall to 2029, we don't view the solicitation as a distressed exchange because it provided adequate compensation to investors and secured an extension of maturities, rather than a restructuring of principal. We will continue to monitor Cullinan Holdco's liquidity and liability management strategy, as the company's entire debt maturity remains very concentrated in 2029." Cullinan Holdco faces substantial recontracting exposure beginning in 2027, exacerbated by a high concentration of revenue--approximately 50%--derived from its largest U.K. customer. This exposure is driven by the anticipated shift among major U.K. electricity producers utilizing wood pellets from base load to peak load generation, which could reduce this key customer's pellet consumption by over 50%. While the extension of contracts for difference supports biomass generation to 2031 and provides some degree of visibility, S&P believes the overall level of monetary support will likely result in lower biomass electricity production between 2027 and 2031, potentially impacting Cullinan Holdco's operating performance. Contracted volumes are primarily concentrated among three large European customers: Drax Group Holdings Ltd. (BB+/Stable/--), RWE AG (not rated), and Orsted A/S (BBB-/Stable/A-3). This is a characteristic typical of the pellet industry where producers secure large, long-term contracts, resulting in significant revenue dependence on a limited number of major buyers. S&P said, "Revenue and earnings predictability is uncertain after 2027, primarily due to the upcoming renegotiation of a significant U.K. customer contract, though a complete nonrenewal is less likely in our view. Instead, we anticipate the possibility of reduced volumes and less advantageous terms." Furthermore, the wood pellet market faces uncertainty from 2027, with a potential oversupply situation arising from a new U.K. subsidy scheme, which is expected to substantially reduce pellet consumption and create a more competitive market. Given that this key U.K. customer accounts for roughly 15% of global pellet demand, any reduction in its volume consumption will require pellet producers to secure new buyers to maintain stable output levels. Cullinan Holdco is expected to operate with elevated leverage in the near term, moderated by its contracted earnings and a modest reduction in debt. S&P said, "We project EBITDA for 2025 and 2026 to be largely or fully contracted at approximately EUR105 million-EUR110 million annually, resulting in an expected leverage ratio of 5.5x-6.0x. This is despite the EUR55 million reduction in bond debt. Our forecast for 2027 remains subject to significant uncertainty, due to the lack of a firm contract, but we anticipate lower volumes and reduced EBITDA contingent on contract renewals and broader market conditions. Potential oversupply, driven by the anticipated shift in U.K. pellet consumption as wood pellet-burning electricity producers transition from base load to peak load generation, could materially impact pellet pricing and overall market equilibrium." The negative outlook reflects the risk that S&P could lower the rating if the company cannot secure contracts beyond 2026. S&P could lower its rating if the company's credit quality deteriorates due to a combination of factors, including -- A substantial drop in volumes and EBITDA margins; -- Sustained negative free operating cash flow; -- EBITDA to cash interest coverage ratio approaching 1.0x; or -- If liquidity weakens materially. S&P said, "We could revise the outlook to stable if the company is able to secure contract renewals with its key customers beyond 2026, providing enhanced visibility on volumes and pricing. We could also revise the outlook to stable if the company demonstrated a credible plan to offset any potential decline in secured volumes, and on volume predictability after 2027." ===================== N E T H E R L A N D S ===================== PETROBAS GLOBAL: Moody's Rates New Senior Unsecured Notes 'Ba1' --------------------------------------------------------------- Moody's Ratings has assigned a Ba1 rating to the proposed backed senior unsecured notes due 2030 and 2036 to be issued by Petrobras Global Finance B.V. and fully and unconditionally guaranteed by Petroleo Brasileiro S.A. - PETROBRAS (Petrobras, Ba1 stable). Petrobras' existing ratings including its Ba1 Corporate Family Rating remains unchanged. The outlook is stable. The proposed issuance will be used for general corporate purposes, thus not affecting the company's debt protection metrics. The rating of the proposed notes assumes that the final transaction documents will not be materially different from draft legal documentation reviewed by us to date and assume that these agreements are legally valid, binding and enforceable. RATINGS RATIONALE Petrobras' Ba1 Corporate Family Rating (CFR) and ba1 Baseline Credit Assessment (BCA), the measure of a company's standalone credit risk without government support, reflect the company's strong credit metrics for its rating category, and its track record of operational and financial improvement. Despite being a government-related entity, there is a low likelihood that Petrobras will default as a result of sovereign credit distress because of its solid financial metrics and capital structure; its low reliance on domestic funding sources; its limited exposure to foreign-currency risk as a result of the low share of the refining business; and the fact that around 30% of its sales are related to exports. In addition, Moody's expects the company's operating and financial discipline to continue to support its cash generation, which will help sustain its current capital structure. Conversely, the company's rating is constrained by its exposure to potential policy shifts and the risk of government interference in its business decisions. Leverage reduction has been a priority for Petrobras for several years: Petrobras' gross debt target (including leases but not pension liabilities) was $60 billion to be reached by the end of 2022, but it was achieved in 3Q20. In 2024, with the aim of providing greater flexibility in cash management, the company revised its debt ceiling to $75 billion. As of June 2025, the company's debt reached $68.1 billion, and Petrobras plans to stabilize it at $65 billion. Petrobras reached its target ahead of schedule by increasing operational efficiencies through cost-reduction initiatives, and by lowering and postponing capital investment plans during the coronavirus pandemic in 2020, aided by higher crude oil prices in 2021 and asset sales. Leverage declined to 1.8x as of the 12 months that ended June 2025 from 3.3x in 2020, supported by solid refining margins, cost control and asset sales. Moody's expects leverage to remain relatively stable in 2025 even with the proposed issuance. Moody's assumes average Brent price of $67.5/bbl for 2025 and $65/bbl for 2026. Moody's expects the company's cash generation of around $32 billion in 2025 to be more than enough to cover its annual debt maturities of around $1.8 billion-$2.2 billion and annual capital spending of about $23 billion through the period, allowing it to maintain reported debt below $65 billion. In June 2025, Petrobras had $9.5 billion in cash and short-term investments. Additionally, its liquidity is supported by its sizable committed revolving credit facilities totaling $8.5 billion, fully available and maturing in 2026. The proposed transaction is part of Petrobras' liability management strategy and proceeds will be used for general corporate purposes. Moody's continues to assume moderate default dependence between Petrobras and the government. RATING OUTLOOK The stable outlook on Petrobras' ratings mirrors the stable outlook on the Government of Brazil's sovereign rating and reflects Moody's views that its credit profile will remain mostly unchanged over the next 12-18 months. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's could upgrade Petrobras' ratings if its credit metrics are at least stable and there is evidence of significant reduced exposure to adverse government influence; or if the Government of Brazil's sovereign rating is upgraded. Petrobras' ratings could be downgraded if its operating performance deteriorates, or there are external factors that increase its liquidity risk or debt leverage above current levels on a sustained basis; if the quality of its corporate governance declines, increasing its vulnerability to adverse government interference; or if the Government of Brazil's sovereign rating is downgraded. The methodologies used in these ratings were Integrated Oil and Gas published in September 2022. COMPANY PROFILE Petroleo Brasileiro S.A. - PETROBRAS (Petrobras) is an integrated energy company, with total assets of $215 billion and annual revenue of $86.3 billion as of the 12 months that ended June 2025. Petrobras dominates Brazil's oil and natural gas production, and refining and fuel marketing sectors. The company also holds stakes in the petrochemicals and power plant business segments. The Brazilian government directly and indirectly owns about 36.6% of Petrobras' outstanding capital stock and 50.3% of its voting shares. =========================== U N I T E D K I N G D O M =========================== AETHEL CARE: Grant Thornton Named as Joint Administrators --------------------------------------------------------- Aethel Care Homes Ltd was placed into administration proceedings in the High Court of Justice, Business & Property Courts, Insolvency & Companies List Chd, No 005646 of 2025, and Oliver Haunch, Daniel R W Smith and Philip Stephenson of Grant Thornton UK Advisory & Tax LLP, were appointed as joint administrators on Aug. 15, 2025. Aethel Care operated residential nursing care facilities. Its registered office is at c/o Grant Thornton UK Advisory & Tax LLP, 11th Floor, Landmark St Peter's Square, 1 Oxford St, Manchester, M1 4PB. Its principal trading address is at 42 Berkeley Square, Mayfair, London, W1J 5AW. The joint administrators can be reached at: Oliver Haunch Grant Thornton UK Advisory & Tax LLP 8 Finsbury Circus, London EC2M 7EA Telephone: 020 7184 4300 -- and -- Philip Stephenson Grant Thornton UK Advisory & Tax LLP 11th Floor, Landmark St Peter's Square 1 Oxford St, Manchester, M1 4PB Telephone: 0161 953 6900 -- and -- Daniel R W Smith Grant Thornton UK Advisory & Tax LLP 8 Finsbury Circus, London, EC2M 7EA Telephone: 020 7184 4300 For further information, contact: CMU Support Grant Thornton UK LLP 8 Finsbury Circus, London EC2M 7EA Tel No: 0161 953 6906 Email: cmusupport@uk.gt.com BOTANIC WAY: KPMG Named as Administrators ----------------------------------------- Botanic Way Limited was placed into administration proceedings in the High Court Of Justice In Northern Ireland Chancery Division (Company Insolvency) No 29755 of 2025, and James Neill and John Donaldson of KPMG, were appointed as administrators on Aug. 19, 2025. Botanic Way, trading as House Belfast, specialized in hotels and similar accommodation. Its registered office is at 59-63 Botanic Avenue, Belfast, Northern Ireland, BT7 1JL. The administrators can be reached at: James Neill John Donaldson KPMG The Soloist Building 1 Lanyon Place Belfast BT1 3LP Tel No: +44 28 9024 3377 GRADE (UK): Leading Named as Joint Administrators ------------------------------------------------- Grade (UK) Limited was placed into administration proceedings in the High Court of Justice, Business and Property Courts in Birmingham, Insolvency and Companies List (Chd) No 000420 of 2025, and Jamie Playford and Michael Roome of Leading, were appointed as joint administrators on Aug. 11, 2025. Trading as Vision Plus, Grade (UK) operated in non-specialized wholesale trade. Its registered office and principal trading address is at Finch Close, Lenton Lane Industrial Estate, Nottingham, NG7 2NN. The joint administrators can be reached at: Jamie Playford Michael Roome Leading Lawrence House 5 St Andrews Hill Norwich, NR2 1AD Further details contact: Kimberley Wapplington on 01603 552028 KINSETSU LIMITED: Interpath Advisory Named as Joint Administrators ------------------------------------------------------------------ Kinsetsu Limited was placed into administration proceedings in the High Court Of Justice in Northern Ireland Chancery Division (Company Insolvency) No 2025/29746, and Stuart Irwin and Ian Leonard of Interpath Advisory, were appointed as joint administrators on Aug. 15, 2025. Kinsetsu Limited specialized in information technology consultancy activities. Its registered office is at Unit A4 Harbour Court, 5 Heron Road, Belfast, Northern Ireland, BT3 9HB. The joint administrators can be reached at: Stuart Irwin Interpath Advisory, Suite 402 The Kelvin, 17-25 College Square East Belfast BT1 6DH Tel No: +442890 021770 -- and -- Ian Leonard Interpath Advisory Suite 209, The Kelvin 17-25 College Square East Belfast BT1 6DH +442890 021770 PIER 2 PIER: Exigen Group Named as Administrator ------------------------------------------------ Pier 2 Pier Care Services Ltd was placed into administration proceedings in the High Court of Justice Court Number: CR-2025-001103, and David Kemp and Richard Hunt of Exigen Group Limited were appointed as administrators on Aug. 19, 2025. Pier 2 Pier was a temporary employment agency. Its registered office is at Warehouse W, 3 Western Gateway, Royal Victoria Docks, London, E16 1BD. Its principal trading address is at Stoke Abbott Road, Worthing, BN11 1HJ. The administrators can be reached at: David Kemp Richard Hunt Exigen Group Limited Warehouse W, 3 Western Gateway Royal Victoria Docks, London E16 1BD Further details contact: David Kemp Tel No: 0207 538 2222 STARS UK: Moody's Affirms 'B2' CFR, Outlook Remains Stable ---------------------------------------------------------- Moody's Ratings has affirmed all the ratings of Stars UK Bidco Limited (Theramex or the company), including its B2 corporate family rating, its B2-PD probability of default rating, and the B2 ratings of its senior secured bank credit facilities. The outlook remains stable. Theramex is a pharmaceutical sales and marketing organisation focused on women's health. It benefits from a stable portfolio of largely off-patent branded drugs, strong distribution capabilities, particularly in its core Western European markets, and a stable to growing market. RATINGS RATIONALE The B2 CFR reflects the company's: (1) relatively defensive product portfolio with steady growth prospects; (2) leading positions in niche segments with brand strength and good sales and marketing capabilities; (3) balanced geographic footprint although with a focus on Europe; and (4) high margins and profitability versus generics players which also supports positive cash flow generation. The rating also reflects the company's: (1) limited scale as measured by revenue and EBITDA; (2) degree of product concentration and lack of therapeutic diversity; (3) asset-light business model with supply chain disruption risk, and reliance on Teva Pharmaceutical Industries Ltd (Teva, Ba1 stable); (4) risks of continued competitive and pricing pressures; and (5) high leverage and use of debt to fund drug license acquisitions. In June 2025, the company repaid the PIK instrument outside the rated, restricted group. The transaction was funded through a mix of additional debt raised by Theramex and cash from its balance sheet. As a result, Moody's-adjusted debt/EBITDA remained high at 6.9x for the last twelve months to June 2025. However, given Theramex's strong growth, Moody's expects leverage to move close to 6x by the end of 2025 and, if growth continues in 2026, leverage to comfortably be in the range for the rating in 2026. Theramex has also been performing strongly in 2025 so far with solid EBITDA growth on the back of continued strength in its menopause portfolio, especially the main product Systen, better than expected performance in its osteoporosis segment notwithstanding generic pressure on Actonel and supported by the launch of Eladynos, while the contraception segment, especially Zoely, has also been performing solidly. The fertility segment has been performing weaker in 2025 due to specific issues in selected markets, but this has been well offset by the positive developments. Another launch, Yselty, is also likely to increasingly contribute to revenue growth. Theramex's cash flow generation, excluding the debt increase and PIK instrument repayment, has also been solid in the first half of 2025 because of the growth and some working capital and capex phasing effects. LIQUIDITY Theramex has good liquidity. At June 2025 the company held cash of EUR53 million, and had a fully undrawn EUR130 million senior secured revolving credit facility (RCF) due 2029. The RCF has a springing maintenance covenant based on net leverage, tested if drawn at 40% or more, for which Moody's expects substantial headroom. STRUCTURAL CONSIDERATIONS The B2 ratings on the company's senior secured term loan B and senior secured RCF, borrowed by Stars UK Bidco Limited, are in line with the CFR, reflecting the fact that they are the only debt instruments in the capital structure. The facilities are secured largely by share pledges and UK floating charges, and are subject to an 80% guarantor coverage test. RATING OUTLOOK The stable outlook reflects Moody's expectations that Theramex will be able to sustain its market position and performance track record. As a result, the outlook assumes gradual revenue and EBITDA growth and ensuing gross deleveraging as well as materially positive free cash flow generation. The outlook also incorporates Moody's expectations that the company will not embark on any further materially releveraging debt-funded acquisitions or make debt-funded shareholder distributions. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if revenue and EBITDA growth continue, product and supplier concentration reduce, and Moody's-adjusted leverage decreases below 4.5x on a sustainable basis, and Moody's-adjusted free cash flow/debt increases sustainably above 10%, and in the absence of shareholder distributions and further material debt-funded acquisitions. Theramex's ratings could be downgraded if revenue and EBITDA decline organically or in case of significant supply, operational or litigation issues, or Moody's-adjusted leverage fails to reduce sustainably below 6.0x, including as a result of debt-funded transactions, or free cash flow generation reduces to below 5% of Moody's-adjusted debt on a sustained basis or the liquidity position deteriorates materially. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Pharmaceuticals published in November 2021. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement. CORPORATE PROFILE Headquartered in London, UK, Theramex is primarily a sales and marketing organisation focused on women's health pharmaceuticals. Most of its portfolio is made up of branded off-patent and generic prescription drugs acquired following the company's carve-out from Teva in 2018. For the twelve months to June 2025, Theramex generated revenue of EUR470 million. Theramex is owned by financial sponsors Carlyle and PAI Partners following a secondary LBO which closed in August 2022. [] Asimacopoulos, Francies Join Sullivan & Cromwell's London Office ------------------------------------------------------------------- Sullivan & Cromwell LLP announced on Sept. 1 the next step forward in its global strategic plan to enhance and expand its private capital, restructuring and leveraged finance practices through a combination of internal talent development and top-tier external hires. Kon Asimacopoulos and Michael Francies join the firm as partners in S&C's London office, adding exceptional expertise that will further strengthen the firm's ability to act on the most challenging matters and cross-border mandates for its expanding global client base. Their appointment follows the addition of leading financial institutions lawyer Barnabas (Barney) Reynolds as a partner in London in June. "We are thrilled to welcome Kon and Mike to S&C. Kon and Mike are preeminent lawyers who have built market-leading restructuring, private capital and M&A practices in London and across Europe," said Sullivan & Cromwell Co-Chairs Robert Giuffra and Scott Miller. "Kon and Mike will be cornerstones to our plans to continue growing our global restructuring, private capital and M&A practices, building on the thriving European private equity practice led by Karan Dinamani. They will help us attract other leading lawyers and enhance our reputation for delivering the highest-quality advice across all of our practices." Mr. Asimacopoulos is widely regarded as one of the top restructuring lawyers globally and has been involved in many of the most significant restructuring and litigation matters in recent years. He is ranked in Band 1 for Restructuring/Insolvency by Chambers UK, is a member of the Hall of Fame in Corporate Restructuring & Insolvency for the Legal 500 and is named a Market Leader in Restructuring and Insolvency in IFLR 1000. He has also been named a "Global Elite Thought Leader" by Who's Who Legal. Mr. Asimacopoulos will lead the firm's European Restructuring and Special Situations Practice, co-lead the firm's global restructuring practice with Andy Dietderich and Jim Bromley in New York, and co-lead the London office alongside John Horsfield-Bradbury. "I'm delighted to join Sullivan & Cromwell, whose strong heritage and track record uniquely position the firm to help clients navigate the increased complexity of the transactional landscape," said Mr. Asimacopoulos. "At S&C, I look forward to partnering with an extraordinary team of lawyers, and with Mike, whom I have known for many years, at a time when clients are increasingly looking to advisers for the most creative, thoughtful and proactive solutions." "S&C has built a leading global restructuring practice over the past 15 years based on delivering the highest quality advice and our intense focus on client results. We leverage a strong core restructuring team with the full resources of the firm. Welcoming Kon to our core team is another major step forward for our practice. We could not be more excited about our growth trajectory and the collaborative work ahead," said Messrs. Dietderich and Bromley. Mr. Francies has received numerous accolades over his storied career, having advised on a broad range of public and private transactions, both cross-border and domestic, across various industry sectors. He has been listed in The Times' Law 100 "UK's Most Powerful Lawyers" and named as the “most recommended Private Equity lawyer in the UK by general counsel" for The Lawyer. He has been ranked Band 1 in both Private Equity and Corporate/M&A by Chambers UK and is one of only two London lawyers listed in the Legal 500 Hall of Fame for both Private Equity and M&A. "Having worked alongside S&C many times over the years, I have observed the firm's complete dedication to consistent global quality and client service. Its collaborative partnership culture and commitment to excellence means S&C is delivering outstanding results for financial sponsors and other private capital clients facing the most complex and pressing challenges or transactions. S&C's private capital practice is thriving, and I am incredibly excited to partner with Kon and join forces with Karan to propel growth in this critical area from London," said Mr. Francies. "Kon and Mike join an incredible team of talented lawyers in Europe as we continue to build out our successful private capital business," said John Horsfield-Bradbury, managing partner of S&C’s London office. "The addition now of these two market leaders, and of Barney Reynolds earlier this year, further enhances our ability to provide high levels of expertise, experience and resources across integrated mandates from London. I am delighted that Kon will partner with me to lead our London practice in the next phase of S&C's growth." About S&C's London Office Sullivan & Cromwell's London office, established in 1972, is the second-largest office of the firm. It serves as a natural focal point for English law advice, as well as for cross-border European and cross-continental transactions. The office serves major corporate, financial institution, investment banking, private equity, government, sovereign wealth, individual and family clients throughout Europe, Africa, the Middle East and Gulf regions and Central Asia, as well as our clients from outside these regions with interests there. S&C London is unique in the scale, complexity and significance of the work carried out in an office of its size. About S&C's Restructuring and Special Situations Practice Sullivan & Cromwell's Restructuring and Special Situations Practice represents debtors, creditors, owners, strategic investors and litigation parties on matters around the world. The practice swept all major awards in 2024, winning the American Lawyer “Dealmakers of the Year,” “Bankruptcy Firm of the Year” by Benchmark Litigation and a Law360 “Practice Group of the Year for Bankruptcy”, in addition to numerous awards for major transactions such as the global insolvencies of FTX and SVB Financial (the holding company for Silicon Valley Bank). About S&C's Private Equity Practice Sullivan & Cromwell's Private Equity Practice represents many of the world’s leading financial sponsors and private capital investors on challenging and complex transactions globally, and has acted for a number of them for decades. The practice maximizes the impact of the firm’s deep expertise and multidisciplinary approach to find novel solutions and deliver on the highest value transactions – as demonstrated by having the largest average deal size ($2.3 billion) for completed European private equity transactions in 2024 according to Mergermarket. The firm has acted for financial sponsors such as Advent, Apax, Ares, Centerbridge, Goldman Sachs Asset Management, Rhone Capital and Silver Lake. About Sullivan & Cromwell LLP Sullivan & Cromwell LLP is a leading global law firm that advises on major domestic and cross-border M&A, significant litigation and corporate investigations, finance and corporate transactions, and complex antitrust, regulatory, tax and estate planning matters. Our firm’s hallmarks are the highest-quality independent advice and intense dedication to solving client problems. Founded in 1879, S&C has more than 900 lawyers located in offices in New York, Washington, D.C., Los Angeles, Palo Alto, London, Frankfurt, Paris, Brussels, Hong Kong, Beijing, Tokyo, Melbourne and Sydney. ********* 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. 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