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T R O U B L E D C O M P A N Y R E P O R T E R
E U R O P E
Wednesday, September 10, 2025, Vol. 26, No. 181
Headlines
G E R M A N Y
THYSSENKRUPP: Steel Workers Approve Restructuring Plan
L I T H U A N I A
CYBERSPACE BV: S&P Assigns 'BB' ICR, Outlook Stable
S P A I N
PIOLIN BIDCO: S&P Affirms 'B-' ICR, Outlook Stable
S W E D E N
NORTHVOLT: Lyten Announces New Leadership in Europe
U N I T E D K I N G D O M
ACCELYA GROUP: S&P Assigns Prelim 'B-' LT ICR, Outlook Stable
ACE BINDING: Leonard Curtis Named as Joint Administrators
ADVENTURE LEISURE: RSM UK Named as Administrators
FORTRESS CAPITAL: Maxwell Faces Bankruptcy Threat Over GBP600K Loan
LVS PLASTICS: Forvis Mazars Named as Joint Administrators
SWAN PRINT: RSM UK Named as Joint Administrators
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G E R M A N Y
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THYSSENKRUPP: Steel Workers Approve Restructuring Plan
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Reuters reports that workers at Thyssenkrupp Steel Europe (tkSE)
voted to approve a sweeping restructuring plan, setting the stage
for the revival of Germany's largest steelmaker, contingent on
Thyssenkrupp AG's commitment to finance the initiative.
The report says the IG Metall union said on Friday, Sept. 5, that
77% of participating members supported the plan, with 62% turnout
in the vote held from July 21 to September 4.
The restructuring program includes cuts to jobs, working hours, and
bonus payments, as well as site closures, but avoids forced
redundancies until 2030, Reuters notes.
The plan, agreed in July after marathon negotiations between
management and IG Metall, is expected to save more than 100 million
euros ($117 million) annually, according to a source familiar with
the matter, the report relays.
Thyssenkrupp Steel had earlier announced plans to slash up to
11,000 jobs, around 40% of its workforce, and reduce production
capacity from 11.5 million tonnes to 8.7-9.0 million tonnes per
year, recalls the report.
"This decision was not easy for many members," the report quotes
Knut Giesler, IG Metall's regional leader, as saying in a
statement. "But they understood that these sacrifices are necessary
to secure the future of the steel division."
The collective agreement, set to run until September 2030, is seen
as pivotal for Thyssenkrupp's broader strategy to spin off its
steel business into a joint venture with Czech billionaire Daniel
Kretinsky's holding company, which already owns a 20% stake in
tkSE, notes the report. Thyssenkrupp plans to sell an additional
30% stake as part of the restructuring.
Workers' representatives said the ball is now in Thyssenkrupp AG's
court to finalize financing arrangements, Reuters says.
"We have gone to our pain threshold and made our maximum
contribution," Tekin Nasikkol, head of tkSE's works council, said,
the report relays. "Now it's time for the board to act."
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L I T H U A N I A
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CYBERSPACE BV: S&P Assigns 'BB' ICR, Outlook Stable
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S&P Global Ratings assigned its 'BB' issuer credit rating on
Lithuania-headquartered cybersecurity and privacy company
Cyberspace B.V. (Nord Security). S&P also assigned its 'BB' issue
rating and '3' recovery rating (reflecting its rounded estimate of
65% recovery in the event of default) on the proposed $500 million
term loan B (TLB).
The stable outlook reflects S&P's view that Nord Security will
maintain strong organic billings growth of about 30% in 2025 and
20% in 2026 on the back of continued robust demand from consumers
seeking paid privacy (VPN) and cybersecurity solutions. Adjusted
debt to EBITDA will decrease to about 2.0x, while increased
deferred revenue from fast-paced growth will support an increase in
FOCF to debt to above 50% from 2026 onward.
Nord Security is raising a $500 million senior secured term loan B
(TLB) for dividend distribution. The company is also issuing a new
senior secured revolving credit facility (RCF) of $75 million.
Nord Security is a leading software as a service (SaaS) provider,
offering digital privacy and security services, with a focus on
virtual private network (VPN) services. It has more than 15 million
paying subscribers, with $878 million of billings and revenue of
$770 million in 2024.
S&P said, "Following the new debt issuance, we expect Nord
Security's S&P Global Ratings-adjusted debt to EBITDA will be high
at about 5.5x in 2025 but expect that it will rapidly reduce below
3.0x in 2026, based on strong organic growth fueled by marketing
investments. At the same time, we expect the company's free
operating cash flow (FOCF) to debt to remain strong reaching about
50% in 2026."
Nord Security's business risk benefits from a strong position in
the consumer VPN market, successful in-house developed
multi-brands, and geographic diversity. However, it is constrained
by its niche focus in a highly competitive and fragmented market
with limited switching costs. Nord Security has a leading position
in the consumer VPN market with 15%-25% market share in the markets
it operates in, benefitting from a strong brand name, speed,
reliability, and competitive pricing. The company has the largest
number of servers in the market--about 11,000. Its VPN brands, Nord
and Surfshark were developed in-house by the founders, having a
strong hold over product technicalities and know-how. The two
strong brands cover all user types with NordVPN common among tech
savvy users, while Surfshark attracts daily internet users. Since
2022-2023, Nord Security's product offering includes a bundled
offering, including various security products, to protect against
increased cybersecurity needs, supporting growth and consumer
stickiness. About 50% of new web subscribers have at least two of
the company's products. Nord Security has presence in all key
geographies with a high paying VPN user base such as the U.S., the
U.K., Europe, Australia, and Japan, with limited revenue from
emerging markets.
While Nord Security benefits from a leading brand and market share,
the market is highly competitive and fragmented including
competition from free or freemium providers, which altogether
occupy most of the market (60%-75%). Nord Security is smaller in
scale compared to sizable endpoint security providers like Gen
Digital Inc., McAfee Corp., and CrowdStrike Holdings Inc. S&P said,
"We also note that for certain larger peers in the broader software
industry the paid subscriber market is larger, although it is
growing more slowly, product use case is more critical and there
are large contract wins for peers focusing on business-to-business
(B2B) solutions. Most of the larger cybersecurity peers started as
antivirus providers, in contrast to Nord Security. We expect low
barriers to entry to the VPN market, with new players continuously
entering the market with a wide array of features and pricing
models. The high competition limits the scope for a material price
uptick to cover customer acquisition costs, and, as a result, Nord
Security needs to constantly invest in significant marketing costs.
That said, the company has a relatively short payback period for
customer acquisition costs of several months. Nord Security's
profitability has therefore remained below average for the software
industry, although it is expected to improve going forward. Lastly,
Nord Security's business is constrained by its niche focus on VPN
services, which generates about 90% of its billings. While we do
not see an emerging technology risk to VPN technology, there are no
material costs to switch to competitors and the market is extremely
promotional."
Nord Security has a relatively high retention in its niche, but it
is lower compared to more mission critical software. Nord Security
has one of the highest user retention rates in the consumer VPN
niche at 75% in 2024. Longer-term plans for one- and two-year
contracts have a relatively high revenue retention of well-above
80% and generate most of the billings at about 75%. S&P said,
"While we view the retention for a VPN provider as high, this is
weaker compared to broader software peers, where companies are
mainly focused onB2B solutions, which are more mission-critical and
have much higher switching costs. While VPN services are not
mission critical for private consumers and switching providers is
easy, we think that paid users usually have a valid use case, and
we understand the company's no-logs policy is a key differentiator
to freemium VPN providers who sell customer data, thus bolstering
customer stickiness."
Market tailwinds support Nord Security's fast-paced growth and
provide earnings visibility. S&P said, "We expect subscription
billings growth of about 30% in 2025 to reach $1.1 billion,
followed by a 20% increase in 2026, driven by an increasing share
of paid VPN users. Recent studies indicate that the share of paid
VPN users among the overall VPN userbase has increased to more than
50%. However, overall penetration among the internet user base
remains quite low at about 10%-15%, suggesting solid growth
prospects. The addressable market for consumer VPN services stands
at $28 billion in 2025 and is forecast to increase by 16% compound
annual growth rate until 2029. We think that increasing regulatory
oversight of internet usage, controls, and checks will further
boost the demand for VPN services as users look for increased
privacy and anonymity online."
S&P said, "We expect that the growing proportion of recurring users
will enhance operating leverage and materially improve credit
metrics from 2026. We estimate S&P Global Ratings-adjusted EBITDA
margins will increase to about 10% in 2025 and to 18%-19% in 2026,
from 7.4% in 2024. Fast-paced topline growth was enabled by
increased spending on relatively expensive marketing channels such
as affiliates, influencers, and pay-per-click rather than purely
organic brand route (direct payment service provider on mobile or
website). As a result, acquiring new customers is significantly
more expensive than retaining existing ones. We expect the
company's margins will improve because of focus shifting toward
customer retention, lower spending on developing of new products,
and declining losses on new products like Saily. Strong earnings
growth prospects will significantly enhance the deleveraging
capacity, reducing adjusted debt to EBITDA to about 2.0x in 2026,
from an estimated temporary spike of 5.5x in 2025, following the
TLB issuance."
Nord Security's asset-light business model, variable cost base, and
advanced customer billing translate to strong FOCF generation. Nord
Security benefits from an asset-light business model with low capex
requirements, at about 1% of sales. Additionally, the company
outsources most of its servers, which supports the flexibility of
its cost base, where variable costs represent about 80% of total
operating expenses. S&P expects the company to maintain strong FOCF
of about $120 million in 2025 (somewhat affected by one-off working
capital outflows), improving significantly up to $290 million in
2026 on the back of further growth in billings and operating
leverage. This should result in the FOCF-to-debt ratio increasing
to about 50% in 2026. Subscriptions are paid in advance while the
service is being delivered over the life of a contract, resulting
in increased deferred revenue, reflected through inherently
positive working capital flow, supporting FOCF generation.
The group's financial policy should support deleveraging.
Historically, Nord Security maintained a conservative financial
policy, focusing on internal growth rather than growth through
acquisitions, and kept the balance sheet free of financial debt to
third parties. The planned, largely debt funded, $610 million
dividend marks the company's first debt issuance. S&P said, "We
understand excess cash flow will likely be used for dividend
distribution after providing for operational needs, research and
development, and potential bolt-on acquisitions. We do not expect
another dividend recap or transformative mergers and acquisitions
at least over the next 12-18 months. Over the longer term, we
expect substantial deleveraging, which could give the company
capacity to raise additional debt without adversely impacting the
rating."
S&P said, "The stable outlook reflects our expectations of strong
organic growth 25%-35% in both 2025 and 2026 fueled by Nord
Security's extensive sales and marketing investments and continued
robust demand from consumers seeking digital privacy solutions in
the cybersecurity and online privacy space. Along with the EBITDA
margin improving to 19% in 2026, it should help Nord Security
reduce its S&P Global Ratings-adjusted debt to EBITDA to about 2.0x
and to increase FOCF to debt to about 50% in 2026.
"We could lower the rating if Nord Security's S&P Global
Ratings-adjusted leverage remains above 2.5x and FOCF to debt below
25% on a sustained basis without prospects for near-term recovery.
This scenario could unfold if the company struggles to expand its
billings materially by attracting new customers, encounters
disruptive market entrants, or experiences a deterioration in brand
reputation, resulting in much higher churn rates. Alternatively,
this could happen if the company is more aggressive than currently
anticipated and pursues additional recaps in the near term.
"Although we think that upside to the rating is unlikely in the
near term, we could consider upgrading Nord Security if it reduces
its adjusted leverage to less than 1.5x on a sustained basis while
improving and maintaining FOCF to debt to levels above 40%,
supported by a financial policy aligned with these metrics. An
upgrade would also require further improvements to product
offering, scale, and EBITDA margin expansion to about 30%."
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S P A I N
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PIOLIN BIDCO: S&P Affirms 'B-' ICR, Outlook Stable
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S&P Global Ratings affirmed its 'B-' ratings on Piolin Bidco S.A.U.
(Parques Reunidos) and its senior secured term loan.
The stable outlook reflects its view that Parques Reunidos will
report sound operating performance as it focuses on its European
parks, improving earnings and FOCF in the medium term, while
maintaining adequate liquidity.
In May 2025, Parques Reunidos sold its U.S. parks, which reduces
Parques Reunidos' scale and diversification, but S&P believes the
group's profitability should benefit from more efficient operations
and cost savings over the medium term.
The company used some of the proceeds to pay down debt and plans to
distribute a dividend alongside further debt reduction, so S&P
forecasts S&P Global Ratings-adjusted debt to EBITDA to land at
about 6.7x in 2025, with negative free operating cash flow (FOCF)
after leases improving toward neutral in 2026.
Parques Reunidos completed the sale of its U.S. parks, Palace
Entertainment, using part of the proceeds to pay down debt, and now
aims to distribute a dividend alongside further debt reduction. The
group used some of the sale proceeds to repay EUR545 million in
debt--a EUR275 million U.S. dollar-denominated term loan B (TLB),
EUR207 million of drawings drawn under its revolving credit
facility (RCF), and EUR63 million in local debt--leaving additional
cash on the balance sheet after paying transaction costs. The
company now intends to reprice its existing TLB due September 2029
and pay a dividend of EUR50 million, while further reducing its
debt by EUR143 million, using EUR125 million in cash from its
balance sheet and EUR78 million in RCF drawings. The proposed
transaction should reduce the company's cost of debt, which will
reduce annual interest expenses on the pro forma term loan.
The sale of the U.S. portfolio has reduced the scale and diversity
of Parques Reunidos' revenue and earnings, which are now fully
concentrated in Europe, particularly in Spain and Germany. The U.S.
parks generated about EUR281 million in revenue and EUR64 million
of reported EBITDA in 2024, accounting for a significant part of
the group's overall business, with total 2024 revenue and EBITDA of
EUR858 million and EUR240 million, respectively. That said, we
understand Parques Reunidos now aims to focus on the European
assets, which have a better track record of higher top-line growth,
profitability, and predictability than the U.S. operations.
Additionally, the rebalanced business mix benefits from lower
seasonality, reducing exposure to cyclical outdoor water parks, and
a longer operating calendar.
S&P said, "We expect the group's more-efficient operations and
well-invested European assets to support expanding profitability
over the next two years. As of end-July 2025, pro forma the recent
disposals, Parques Reunidos' revenue declined by 1.9% versus 2024,
and management-adjusted EBITDA increased by 5.1%. The top-line
underperformance in the first half of the year was driven by
unstable weather conditions and weak market demand since
challenging macroeconomic conditions persist across Europe. We
understand the company intends to implement different initiatives
to support attendance and per capita sales, including promotions,
open days, a dynamic pricing strategy, and investments in events
and new attractions. We project limited revenue growth in 2025 and
a modest pickup of about 2%-4% in 2026. We expect softer top-line
dynamics and significant transaction-related costs to weigh on the
company's 2025 S&P Global Ratings-adjusted EBITDA, which we
forecast at about EUR160 million on a pro forma basis, relatively
unchanged from 2024 levels. However, we expect a rapid rebound in
adjusted EBITDA in 2026 toward EUR190 million on the back of a
recovering top line, cost savings, and lower exceptional costs.
"We expect FOCF of about negative EUR70 million after leases in
2025, improving toward neutral in 2026. This year's negative FOCF
will be due to elevated nonrecurring costs of about EUR37 million
tied to the recent transaction, high interest payments of about
EUR100 million-EUR105 million and material capital expenditure
(capex) of EUR61 million (11% of revenue), mainly for maintenance
and upgrades, though this amount is relatively lower than
historically because of the group's well-invested asset base in
Europe. We expect FOCF after leases to improve toward neutral in
2026, supported by earnings growth from the European assets, lower
exceptional costs, and reduced interest expenses on the back of a
leaner capital structure.
"We forecast S&P Global Ratings-adjusted pro forma leverage to
decline toward 6.7x in 2025 and 5.7x in 2026. In our view, debt
repayments and progressively expanding profitability should support
deleveraging to less than 7.0x over the next two years. Our
adjusted debt calculation, pro forma the transaction, includes the
EUR840 million TLB, EUR78 million of RCF drawings at year end,
EUR11 million of local debt, and EUR143 million of lease
liabilities. Our leverage calculation does not include any cash,
due to the group's financial-sponsor ownership and weak business
risk profile.
"We expect liquidity will remain adequate over the next 12 months.
Pro forma the transaction, the group will hold about EUR20 million
in accessible cash and equivalents. It will also benefit from
EUR117 million available on its RCF due March 2029 and our estimate
of EUR55 million-EUR65 million in cash funds from operations (FFO).
Additionally, the group does not face any major debt maturities
until 2029, when the EUR78 million of RCF drawings and EUR840
million TLB are due.
"Our stable outlook reflects our view of Parques Reunidos' ability
to navigate the challenging macroeconomic environment, thanks to
its active yield management and successful operating efficiency
measures. We expect Parques Reunidos' profitability to remain sound
in 2025 and increase beyond 28% in 2025, supporting leverage
trending below 7x. We also expect modest FOCF after lease payments
from 2026."
S&P could lower the rating in the next 12 months if:
-- Significant weakness in operating earnings, for example from
weaker consumer confidence, leading to deterioration in leverage
and FOCF, such that we view the capital structure as becoming
unsustainable.
-- The liquidity profile weakens.
-- S&P sees an increasing probability of specific default events,
such as potential interest forbearance, broader debt restructuring,
or debt purchases below par.
S&P could raise the rating if the group improves operating
performance such that:
-- Consistently positive and meaningful FOCF after leases supports
ample liquidity headroom.
-- S&P Global Ratings-adjusted debt to EBITDA decreases and
remains below 6.0x as a result of an improving earnings base.
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S W E D E N
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NORTHVOLT: Lyten Announces New Leadership in Europe
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Lyten, offering battery energy storage and materials innovation, on
Sept. 4 announced the appointment of executives in key leadership
positions in Sweden and Poland following its announced acquisition
of Northvolt's assets in Europe.
The new leadership team brings proven experience in industrial
transformation and deep knowledge of Northvolt's assets,
operations, and people. These executives played a pivotal role in
stabilizing operations and delivering to customers over the last
year. They will transition to their roles with Lyten effective
immediately.
Matthias E.J. Arleth will serve as CEO of Lyten Sweden, located in
Stockholm and report to Dan Cook, Lyten CEO. Arleth is a senior
industrial executive and engineer with more than 25 years of
international leadership experience across the automotive, energy,
and electronics industries. Arleth joined Northvolt one year ago as
President BU Cells and COO, where he was instrumental in the
restructuring process in Sweden and successfully improving
production performance in Skelleftea.
Robert Chryc Gawrychowski will serve as CEO of Lyten Poland, in
Gdansk, Poland and report to Dan Cook, Lyten CEO. Robert will lead
the Northvolt Dwa battery energy storage systems (BESS) operations,
including the Systems organization responsible for BESS product
design. Robert has been with Northvolt Poland since its start and
brings deep knowledge of the operations and customers.
Markus Danglemaier will serve as CEO of Northvolt Ett, in
Skelleftea, Sweden and report to Arleth. Markus will continue the
role he held for the last year, after being brought in to help
address scaling challenges. He has more than 20 years’ experience
in the automotive industry.
Sami Haikala will serve as CEO of Northvolt Labs, located in
Vasteras, Sweden and report to Arleth. Sami has led Northvolt Labs
since 2022 and will be tasked with both lithium-ion NMC product
enhancements and will be working closely with Lyten's San Jose team
to accelerate lithium-sulfur development.
Dennis van Schie will serve as Chief Supply Chain Officer for Lyten
Sweden, located in Stockholm and report to Arleth. Dennis brings
nearly three decades of experience in the automotive, electronics,
and chemical industries.
Collectively, this group of leaders represent continuity for
employees, customers, and stakeholders and bring the right
expertise to restart and scale operations and drive continued
technological innovation.
"We have the ingredients to be successful in Sweden, Poland, and
Germany. Now it’s about executing. This is a leadership team that
knows how to execute. They each individually have a proven track
record in industry and collectively drove a step change in
manufacturing performance in Skelleftea over the last year," says
Dan Cook, Lyten CEO and Co-Founder.
Matthias Arleth added, "I am honored to lead Lyten's Swedish
operations at such a pivotal moment. For our teams in Skelleftea,
Vasteras, and Stockholm, the message from Lyten is clear: Focus. We
are focused on producing consistent, high-quality battery cells
that meet our EV and Energy Storage customer needs right now. We
are focused on ramping one line at a time in Skelleftea behind
strong customer demand. At Vasteras, we are focused on delivering
our next generation lithium-ion NMC cell and scaling Lyten’s
lithium-sulfur batteries."
Robert Chryc Gawrychowski commented, "We have a world class BESS
manufacturing facility here in Poland that we are beginning to
bring back online right now. Our mission is very clear. We intend
to make Gdansk, Poland a leading hub of energy storage
manufacturing in Europe, exporting BESS products to every region of
the world. The demand for our products is stronger than ever, and
we are actively building the team to execute on this mission."
Filling these initial executive roles is an important enabling step
to restarting operations in Sweden and Poland. As the operations
scale up over time, Lyten will require thousands of staff in
Europe, creating a need for previous employees and an opportunity
for new talent. Lyten will be making further announcements about
personnel as appropriate, including progress on the Germany
acquisition.
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U N I T E D K I N G D O M
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ACCELYA GROUP: S&P Assigns Prelim 'B-' LT ICR, Outlook Stable
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S&P Global Ratings assigned its preliminary 'B-' long-term issuer
credit rating to U.K.-headquartered airline software provider
Accelya Group Midco 2 Ltd. S&P also assigned its preliminary 'B-'
issue rating and '3' recovery rating to the group's proposed
first-lien term loan, indicating its rounded recovery expectation
of 55% in the event of payment default.
S&P said, "The stable outlook indicates that we forecast organic
revenue growth of 9%-10% in FY2026-FY2027 and that S&P Global
Ratings-adjusted EBITDA margins will improve to about 25%, enabling
the company to generate positive operating cash flow (FOCF) from
FY2027, after being negative by about $20 million (excluding
estimated transaction financing fees) in FY2026. We also anticipate
that debt leverage, measured as adjusted debt to EBITDA, will drop
to about 8x in FY2027 (from about 12.5x in FY2026 and estimated 12x
in FY2025) and that the company will maintain adequate liquidity."
The preliminary rating is constrained by Accelya's high debt
leverage, weak cash flows, and small scale. S&P said, "The
company's niche focus is partly offset by its strong technological
capabilities in a growing market, high revenue visibility, and
solid liquidity. Nevertheless, we anticipate that cash flow
generation will remain weak and that adjusted debt to EBITDA will
be very high at about 12.5x in FY2026 and about 8x in FY2027. In
competing with large global distribution system (GDS) players,
Accelya's limited scale and niche market focus put it at a
disadvantage. That said, Accelya's revenue should benefit from
market trends such as the growth in overall passenger volumes and
the continued adoption of the NDC technology in which Accelya
specializes. In our view, it is positive that Accelya's product is
deeply embedded in its customers' operations and most of the
revenue generated is subscription-based. In addition, we anticipate
that Accelya will maintain a sound liquidity position despite
negative cash flow thanks to additional sponsor funding, a
long-dated capital structure with no immediate maturities, and full
RCF availability following the proposed transaction. We consider
that this will give the company time to deliver on its strategy."
Accelya's credit metrics and cash flow are forecast to materially
improve during FY2027. In particular, adjusted EBITDA should
improve as Accelya enhances its operating leverage--beyond a
certain scale, its technology costs should mostly plateau. S&P
said, "Therefore, we forecast that our adjusted EBITDA margins for
Accelya will remain about 18% in FY2026 and will strengthen to
about 25% in FY2027, supported by revenue growth and cost
efficiencies of about $28 million per year that are likely to be
fully realized by FY2027. The cost efficiencies involve offshoring
of certain functions, streamlining processes, and harnessing AI.
The company's recently signed contracts have a relatively long
implementation period of about 12 months, giving it a strong
pipeline of solid revenue growth that will also support EBITDA.
This will help reduce debt leverage to about 8x by FY2027, down
from an estimated 12x in FY2025, while also supporting Accelya's
free cash flow generation, which we expect will turn positive in
FY2027 after several consecutive years in which heavy investments
in research and development and excess operating costs both
contributed to negative FOCF."
Accelya operates in a niche and competitive market, which limits
its scale. NDC is an emerging technology that enables airlines to
price their services in a more personalized, dynamic, and flexible
manner. It gives them greater control over the offer, especially
via third-party resellers. However, less than 10% of total annual
travel transactions are currently executed via NDC--the majority
still flow through the legacy GDS system. Thus, Accelya, an NDC
provider, generated an estimated $284 million in revenue during
FY2025; revenue at large GDS providers such as Travelport and
Amadeus far exceeded this level. Travelport generated 5x Accelya's
revenue and Amadeus generated 24x in the same year.
S&P said, "We anticipate that adoption of NDC will be gradual and
slow, given how complex it is to implement. It needs to be
integrated with existing systems and requires substantial upfront
investments from both airlines and travel agents. For more-tailored
solutions, implementation can take up to 12 months. Although we
expect adoption to remain slow, Accelya nevertheless faces
increasing competition as legacy competitors such as Amadeus,
Sabre, and Travelport adapt to the technological change and start
to offer NDC services to their substantial customer bases. We
understand that Accelya's competitors have yet to develop software
that is as integrated and technologically advanced as Accelya's;
that said, further investment by large players could threaten the
company's current leading position in the NDC market. To maintain
its head start in this niche, we predict that Accelya will need to
keep investing in its technology and adapting to technological
changes."
Accelya's strong customer base and the high proportion of its
revenue that is subscription-based largely mitigates the company's
exposure to volatility in the air travel industry. Although S&P
views the airline and travel end market to which Accelya is exposed
as more volatile than other markets, its software as a service
(SaaS) offering gives it a high level of revenue visibility. Of
Accelya's total revenue, about 54% consists of payments for
subscriptions, all of which is recurring revenue. A further 37% is
classed as transaction-based revenue but is generated when an
airline has exceeded the transaction allowance included in its
subscription, so is likely to recur. The subscription-based model
provides a cushion during travel downturns, such as the decline in
passenger volumes during the pandemic. By contrast, revenue at pure
GDS providers is typically volume-driven and transaction-based.
S&P said, "We understand that the company's software is deeply
embedded in its clients' workflows, which increases switching
costs. For example, its back-end solutions such as billing and
accounting are widely used by airlines to streamline costs, and
Accelya's NDC offering provides revenue upside for about 20
airlines that use this service. The company also has long-standing
relationships with its customers, of which more than 60% are Tier 1
airlines such as Lufthansa, United Airlines, American Airlines, and
Emirates. Client retention averages about 95% and is even higher
for full-service airlines. We believe these customers are unlikely
to switch providers once they have invested in the implementation
and been fully onboarded."
Market tailwinds and technological advantage should support
Accelya's growth. Accelya has a first-mover advantage with the NDC
technology. The company estimates that its software supports more
than 50% of all NDC transactions worldwide. In 2020, the company
acquired Farelogix, the original creator of the NDC technology,
which gives it an edge compared with competitors that still mostly
use GDS technology. S&P understands that fares are changed less
frequently on GDS platforms, and airlines have limited visibility
and control over the packages being offered by third parties.
Therefore, NDC bookings are expected to gradually replace legacy
EDIFACT bookings on GDS platforms.
Global air passenger numbers are now above pre-pandemic levels, but
GDS transaction volumes have gradually declined. S&P said, "We
attribute this to large booking platforms bypassing GDS providers,
the increase in direct bookings with airlines, and a decline in
business travel. We expect NDC adoption in the industry to continue
to pick up and that Accelya will be able to capture some of this
momentum, which will support its revenue growth prospects over the
next two-to-three years. The combined addressable market size for
Accelya's product offering, including its back-end software, was
estimated at about $8.8 billion in 2024, and is projected to grow
by about 10% on average until 2028. We expect organic revenue
growth of 9%-10% over FY2026 and FY2027, based on an implementation
time of about 12 months for the pipeline of newly contracted
clients to be onboarded. We also assume continued client wins,
passenger traffic growth, price increases, and cross-selling within
Accelya's product offering to support revenue growth over the next
two years."
S&P said, "In our view, Accelya's sponsors are tolerant of high
debt leverage, and supportive. They have been providing funding and
are relatively conservative regarding mergers and acquisitions
(M&A) and shareholder distributions. Accelya is owned by Vista
Equity Partners, which has a track record of using highly leveraged
capital structures. That said, it has previously provided
sufficient funding to enable the business to make M&A and support
it during phases of growth-related negative cash flows. It plans to
contribute about $115 million in the proposed refinancing
transaction. We view Accelya's M&A appetite as limited; its most
recent acquisition, of Farelogix, was fully equity-funded and dates
back to 2020. Since Vista Equity Partners acquired Accelya in 2019,
the company has not paid out any dividends, aside from small
dividends to minority shareholders. We expect this to continue,
which will support Accelya's liquidity position, especially its
cash flow requirements.
"The final ratings 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
S&P Global Ratings does not receive final documentation within a
reasonable time frame, or if final documentation departs from
materials reviewed, we reserve the right to withdraw or revise our
ratings. Potential changes include, but are not limited to, use of
the loan proceeds, the maturity, size, and conditions of the loans,
financial and other covenants, and ranking of the facilities.
"The stable outlook indicates that, over the next 12 months, we
anticipate that Accelya will maintain organic revenue growth of
about 9%-10% while delivering cost efficiencies. The resulting
improvement to its EBITDA margins should lead to reduced leverage
of about 8x and enable Accelya to reach positive FOCF in FY2027.
"We could lower the rating if Accelya experienced a material
slowdown in revenue growth, resulting in weaker EBITDA margins,
prolonged cash burn, and depleting liquidity, thus making its
capital structure unsustainable. We could also lower the rating if
Accelya pursued material debt-funded M&A that resulted in higher
leverage and weaker EBITDA and FOCF than projected in our base
case.
"We do not expect rating upside within the next 12 months, given
Accelya's high leverage and our expectation that cash flow
generation will remain limited. We could raise the rating if
Accelya's revenue grows much faster than we currently expect, so
that adjusted debt to EBITDA drops below 7x and FOCF to debt rises
above 5% on a sustained basis."
ACE BINDING: Leonard Curtis Named as Joint Administrators
---------------------------------------------------------
Ace Binding Company Limited was placed into administration
proceedings in the High Court of Justice Business and Property
Courts in Birmingham, Insolvency & Companies List (ChD) Court
Number: CR-2025-BHM-000421, and Conrad Beighton and Kirsty Swan of
Leonard Curtis, were appointed as joint administrators on Aug. 18,
2025.
Ace Binding Company specialized in binding and related services.
Its registered office is at Kingsnorth House 1, Blenheim Way,
Kingstanding, Birmingham, B44 8LS.
Its principal trading address is at Unit 3 and 4, Selecta
Industrial Estate, Great Barr, Birmingham B44 9EH.
The joint administrators can be reached at:
Conrad Beighton
Kirsty Swan
Leonard Curtis
Cavendish House
39-41 Waterloo Street
Birmingham, B2 5PP
Further details contact:
The Joint Administrators
Tel No: 0121 200 2111
Email: recovery@leonardcurtis.co.uk
Alternative contact: Ryan McGuinness
ADVENTURE LEISURE: RSM UK Named as Administrators
-------------------------------------------------
Adventure Leisure Vehicles Ltd was placed into administration
proceedings in the High Court of Justice Business and Property
Courts in Leeds, Insolvency & Companies List (ChD) Court Number:
CR-2025-000830, and Christopher Ratten and Gareth Harris of RSM UK
Restructuring Advisory LLP, were appointed as administrators on
Aug. 20, 2025.
Adventure Leisure specialized in Caravan & Motor Home Sales.
Its registered office and principal trading address is at Unit 8,
Tebay Business Park, Penrith, CA10 3SS.
The administrators can be reached at:
Gareth Harris
RSM UK Restructuring Advisory LLP
Central Square, 5th Floor
29 Wellington Street, Leeds
LS1 4DL
-- and --
Christopher Ratten
RSM UK Restructuring Advisory LLP
Landmark, St Peter’s Square
1 Oxford Street, Manchester, M1 4PB
For further details contact
Gareth Harris
Tel No: 0113 285 5000
-- or --
Christopher Ratten
Tel: 0161 830 4000
Case manager, contact:
Phil Higham
Tel: 0113 285 5000
FORTRESS CAPITAL: Maxwell Faces Bankruptcy Threat Over GBP600K Loan
-------------------------------------------------------------------
Paul Jones, writing for Business Matters, reports that Kevin
Maxwell, the brother of Ghislaine Maxwell, is fighting a last-ditch
legal battle to avoid bankruptcy after being pursued for almost
GBP600,000 by administrators of collapsed investment fund Fortress
Capital Partners, which has been accused of operating as a Ponzi
scheme.
Court filings show Maxwell, 65, applied to the High Court the other
week to dismiss a statutory demand from insolvency experts who took
control of Fortress after its collapse in 2023, notes Business
Matters. The demand, issued on August 12, could trigger bankruptcy
proceedings if he fails to settle the outstanding debt.
It marks another financial crisis for Maxwell, who was once
Britain's most notorious bankrupt after the 1991 collapse of his
father Robert Maxwell's media empire and a GBP460 million black
hole in the Mirror Group pension fund, recalls the report. Declared
insolvent with debts of GBP400m at just 32, Maxwell later stood
trial alongside his brother Ian for their role in the scandal but
was acquitted, Business Matters recounts.
Fortress Capital Partners, set up in 2015, promised investors
returns of up to 18% and attracted funds from celebrities,
footballers and church congregations. Administrators later said it
bore "all the hallmarks of a Ponzi scheme."
The report says Maxwell had borrowed from Fortress, with records
showing debts of GBP2.4 million at the time of its collapse. He
subsequently agreed to repay GBP1.25 million over two years but has
been accused of breaching that agreement by making only "sporadic"
payments.
According to administrators, he still owes GBP597,000, relays the
report. A source close to Maxwell insisted he has been making
incremental repayments and has already cleared half of his
obligations.
Fortress collapsed owing nearly GBP18 million to creditors,
including Manchester United footballer Scott McTominay, Boyzone
singer Shane Lynch, and members of The Tab church in Lewisham,
south-east London. Prior to its downfall, it was run by businessman
Ashley Reading, whose daughter is McTominay's partner.
The collapse of Fortress has prompted inquiries from the Financial
Ombudsman Service, though the fund was not regulated by the
Financial Conduct Authority. Its model involved borrowing from
investors and lending to high-net[worth individuals and corporate
clients, attempting to profit from the margin between interest paid
and interest charged.
Administrators are continuing efforts to recover funds, with
Maxwell now among their most high-profile debtors. His latest bid
to fend off bankruptcy underscores a career dogged by financial
turmoil stretching back almost four decades.
LVS PLASTICS: Forvis Mazars Named as Joint Administrators
---------------------------------------------------------
LVS Plastics Ltd was placed into administration proceedings in the
High Court of Justice Business and Property Courts in Birmingham,
Insolvency & Companies List (ChD) Court Number: CR-2025-BHM-0004,
and Patrick Lannagan and Adam Harris of Forvis Mazars LLP, were
appointed as joint administrators on Aug. 21, 2025.
LVS Plastics specialized in injection moulding.
Its registered office is at Old Bank Chambers, 582-586 Kingsbury
Road, Birmingham, United Kingdom, B24 9ND.
Its principal trading address is at Units F1-F4 Stafford Park 15,
Telford, Shropshire, TF3 3BB.
The joint administrators can be reached at:
Patrick Lannagan
Forvis Mazars LLP
One St Peter’s Square
Manchester, M2 3DE
-- and --
Adam Harris
Forvis Mazars LLP
30 Old Bailey, London, EC4M 7AU
Further details contact:
The Joint Administrators
Tel: 0121 232 9660
Alternative contact: Jaspriya Panesar
SWAN PRINT: RSM UK Named as Joint Administrators
------------------------------------------------
Swan Print 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-2025-5443, and Gordon Thomson and Damian Webb of RSM UK
Restructuring Advisory LLP, were appointed as joint administrators
on Aug. 18, 2025.
Swan Print offered printing services.
Its registered office and its principal trading address is at
Shuttleworth Road, Elm Farm Industrial Estate, Bedford,
Bedfordshire, MK41 0EP.
The joint administrators can be reached at:
Damian Webb
Gordon Thomson
RSM UK Restructuring Advisory LLP
25 Farringdon Street
London, EC4A 4AB
Correspondence address & contact details of case manager:
Ricky Bilg
RSM Restructuring Advisory LLP
10th Floor, 103 Colmore Row
Birmingham, B3 3AG
Tel: 0121 214 3100
Further details contact:
Joint Administrators
Tel: 020 3201 8000
*********
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,
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Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.
Copyright 2025. All rights reserved. ISSN 1529-2754.
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