250915.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 15, 2025, Vol. 26, No. 184
Headlines
F R A N C E
FNAC DARTY: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable
I R E L A N D
ADAGIO XIII: Fitch Assigns 'B-(EXP)sf' Rating on Class F Notes
AVOCA CLO XXIX: Fitch Assigns 'B-(EXP)sf' Rating on Class F-R Notes
CIFC EUROPEAN VII: Fitch Assigns 'B-sf' Final Rating on Cl. F Notes
HARVEST CLO XX: Fitch Assigns B-sf Final Rating on Cl. F-R-A Notes
JUBILEE CLO 2018-XXI: Fitch Affirms 'B+sf' Rating on Cl. F-R Notes
ROCKFORD TOWER 2025-2: Fitch Assigns 'B-sf' Rating on Class F Notes
SIGNAL HARMONIC I: Fitch Assigns B-sf Final Rating on Cl. F-R Notes
TIKEHAU CLO IV: Fitch Assigns 'B-(EXP)sf' Rating on Class F-R Notes
M O L D O V A
MOLDOVA: Fitch Affirms 'B+' Foreign Currency IDR, Outlook Stable
N E T H E R L A N D S
LUNAI BIOWORKS: Subsidiary Bankruptcy Streamlines European Ops
MILA 2025-1: Fitch Assigns 'BB+(EXP)sf' Rating on Class E Notes
U N I T E D K I N G D O M
ANSADOR LIMITED: The InSOLVEncy Company Named as Administrators
DRIP HACKS: Leonard Curtis Named as Administrators
DURHAM MORTGAGES A: Fitch Lowers Rating on Class F Notes to 'BB-sf'
EBUYER (UK): FRP Advisory Named as Joint Administrators
M SQUARED LASERS: Interpath Ltd Named as Administrators
OROCCO LIMITED: BDO LLP Named as Administrators
STREETBEES.COM LIMITED: FRP Advisory Named as Administrators
TALKTALK TELECOM: Fitch Lowers LongTerm IDR to 'C'
VENATOR INVESTMENTS UK: Alvarez & Marsal Named as Administrators
VENATOR MATERIALS INT'L: Alvarez & Marsal Named as Administrators
VENATOR MATERIALS PLC: Alvarez & Marsal Named as Administrators
VENDO LTD: AMS Business Named as Administrators
- - - - -
===========
F R A N C E
===========
FNAC DARTY: Fitch Affirms 'BB+' LongTerm IDR, Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed FNAC Darty SA's (FNAC) Long-Term Issue
Default Rating (IDR) and senior unsecured rating at 'BB+'. The
Outlook is Stable and the Recovery Rating is 'RR4'.
The affirmation reflects the company's leading position in its core
French market, with a diversified product and format offering and
strengthening omnichannel capabilities, plus improved geographic
diversification. Fitch expects tight cost control and an increasing
mix of revenues from services. Continued moderate free cash flow
(FCF) generation and a conservative financial policy should support
an improving deleveraging trajectory. This is balanced by
geographical concentration, modest scale, a low profit margin
compared with many other omnichannel non-food retailers and weak
fixed charge cover.
The Stable Outlook reflects a gradual revenue recovery in consumer
electronics and household appliances from 2025, supported by the
resumption of replacement cycles for many of the company's product
categories and innovation in the electronics sector.
Key Rating Drivers
Trading Recovery to Improve Leverage: Fitch expects EBITDA margins
will stabilise at about 3.6% from 2027, after being weighed down by
the consolidation of the less profitable Unieuro business. The
improvement will be driven by a continued recovery in trading, cost
efficiency initiatives and efforts to improve its business mix with
services and marketplace activity. Fitch projects that EBITDA
recovery will lead to a gradual reduction in lease-adjusted EBITDAR
net leverage to 2.5x by 2027, from a peak of 2.8x in 2025 due to a
fine in France.
The cash outflow for the Unieuro acquisition and the recognition of
Unieuro's lease liabilities (EUR415 million) on FNAC's balance
sheet raised net leverage to 3.4x in 2024. On a pro-forma basis,
assuming the full year inclusion of the acquisition, Fitch
estimates net leverage at about 2.7x.
Good Financial Flexibility: FNAC's property portfolio and lease
structure are a competitive advantage versus peers. Fitch considers
the company's flexible lease terms and IFRS lease liabilities in
its leverage calculations, in line with its new criteria. This
reduced net leverage by 1.3x (on standalone basis for financial
year end to 31 December 2023), compared with its earlier
calculation, where Fitch capitalised its lease proxy using an 8x
multiple.
Fitch expects the EBITDAR fixed-charge cover to remain at 1.9x-2.0x
over the next three years, which remains weak for the rating. This
is mitigated by sound liquidity, a staggered long-dated maturity
schedule and a conservative financial policy that targets reducing
company-calculated net leverage to below 1.5x (FY24: 1.6x),
alongside a record of modest disbursements for M&A.
Adequate Profitability Despite Challenges: FNAC focuses on less
commoditised premium retailing, which allows it to protect gross
margins from inflation with moderate price increases. Inflation has
put pressure on consumers' disposable income and on the company's
operating expenses (mostly wages and energy costs). Profitability
is lower than broader non-food retailers', but better than that of
Ceconomy AG (BB/Rating Watch Positive), FNAC's closest peer. Fitch
expects a stabilisation of profitability from further cost savings,
alongside increased revenue from higher-margin services and the
effective use of points of sale as pick-up locations for online
orders.
Resilient Business Model: FNAC showed continued trading resilience
with a like-for-like revenue rise of 0.7% in 1H25, despite weak
consumer confidence in its core markets, and in line with
performance after the Covid-19 pandemic. Fitch sees scope for a
recovery in sales of appliances and electronics in 2025-2026 as
innovation spurs the replacement cycle of purchases made during the
pandemic. This should translate into faster like-for like growth,
despite its short-term view being tempered by the expectation of
French public budget austerity measures.
Geographic Concentration; Strong Position: FNAC has a presence
across Europe with operations in Iberia, Switzerland, Belgium,
France and Italy through its 51% stake in a joint venture owning
Unieuro. However, it still has large concentration in France, which
Fitch estimates contributes about 60% of revenue. This is offset by
a strong position in consumer electronics, household appliances and
editorial products in the country, and its business model leading
to barriers to entry. Its wide product offering is complemented by
a well-established online platform, repair and care service
bundles, and an expanding offering.
Contained Execution Risk on Expansion: FNAC is also continuing its
organic expansion but mostly through an asset-light strategy,
relying on the growth of its network of franchisees. These
represent over 45% of its network and provide a footprint in
smaller cities in its core market of France, thus reducing
implementation risk in its expansion, domestically and
internationally.
Limited FCF Generation: FNAC has announced a target payout ratio of
more than 40% and a dividend floor of EUR1 per share. However,
Fitch still expects dividends to remain low, at about EUR30
million. Its shareholders' agreement with Ruby Equity includes
dividend payments based on FCF generated at Unieuro and allowing
the upstream of this cash flow to FNAC. FNAC's new strategic plan,
'Beyond Everyday', foresees a rise in average capex target to
EUR200 million a year over 2025-2030, to enhance logistics and to
expand and transform the stores' network. Overall, this will limit
overall FCF generation to about EUR50 million a year, equal to
slightly over 0.5% of sales.
Peer Analysis
FNAC has smaller scale than Ceconomy AG and El Corte Ingles S.A.
(ECI, BBB-/Positive). ECI has broader geographic concentration than
FNAC, but it has greater product diversification through its
department store model, complemented by its food retail formats,
and a larger exposure to services including its travel agency
business. It also has exposure to premium sectors, similarly to
FNAC.
FNAC has superior profitability than Ceconomy, driven by its
stronger focus on premium sectors and a demonstrated ability to
pass on price increases, hence protecting margins. Its margins
remain lower than ECI due to lower volumes and a weaker product
mix. Also, FNAC's profitability remains weaker than that of other
non-food retail peers, like Pepco Group N.V. (BB/Stable) and
Kingfisher plc (BBB/Stable).
In addition, while FNAC has a conservative financial policy and a
well-managed leased property portfolio, similar to Ceconomy and
Kingfisher, its leverage and fixed charge cover are weaker than
ECI's.
Key Assumptions
- Average annual like-for-like revenue rise of 1% to 2028
- Annual capex averaging about EUR180 million -200 million
- Gross margin to rise 10bp a year during 2025 to 2028
- Synergies from Unieuro of EUR45 million achieved between 2025 and
2028
- Unieuro dividends to non-controlling interests of EUR10 million a
year in 2026 and 2027
- The remaining 49% of Unieuro acquired in 2028 for cash
consideration of EUR150 million
- Annual common dividends of EUR30 million
- Unieuro is fully consolidated
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- EBITDAR fixed-charge cover below 1.6x
- EBITDAR net leverage above 2.8x on a sustained basis
- Decline in profitability and like-for-like sales, due to
increased competition or a weakened business product mix, with
EBITDAR (Fitch-defined) and funds from operations (FFO) margins
remaining below 5% and 2%, respectively
- Neutral to negative FCF generation eroding liquidity
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- EBITDAR net leverage below 1.8x on a sustained basis, supported
by a consistent conservative financial policy
- EBITDAR fixed-charge cover above 3x
- Greatly improving scale and geographical diversification without
greatly hampering profitability, with EBITDAR margin
(Fitch-defined) sustained above 9% and FFO margin above 6%
Liquidity and Debt Structure
FNAC's readily available unrestricted cash balance was EUR704
million at end-December 2024, after Fitch restricts EUR312.5
million in connection to seasonal working capital swings and
EUR45.7 million representing about 50% of cash and cash equivalents
balance at Unieuro level at end-2024. The group also has access to
an undrawn, delayed drawn term loan of EUR100 million and a EUR500
million revolving credit facility maturing March 2030, with a
potential two-year extension.
Issuer Profile
FNAC is the leading retailer in consumer electronics, domestic
appliances and editorial products such as music, books and videos
on France, and has strong market positions in Benelux, Iberia,
Switzerland and Italy.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
FNAC Darty SA LT IDR BB+ Affirmed BB+
senior unsecured LT BB+ Affirmed RR4 BB+
=============
I R E L A N D
=============
ADAGIO XIII: Fitch Assigns 'B-(EXP)sf' Rating on Class F Notes
--------------------------------------------------------------
Fitch Ratings has assigned Adagio XIII EUR CLO DAC expected
ratings.
The assignment of final ratings is contingent on the receipt of
final documents conforming to information already reviewed.
Entity/Debt Rating
----------- ------
Adagio XIII EUR CLO DAC
Class A-1 Loan LT AAA(EXP)sf Expected Rating
Class A-2 Loan LT AAA(EXP)sf Expected Rating
Class A-Notes
XS3134552036 LT AAA(EXP)sf Expected Rating
Class B XS3134552200 LT AA(EXP)sf Expected Rating
Class C XS3134552622 LT A(EXP)sf Expected Rating
Class D XS3134552978 LT BBB-(EXP)sf Expected Rating
Class E XS3134553273 LT BB-(EXP)sf Expected Rating
Class F XS3134553430 LT B-(EXP)sf Expected Rating
Class X XS3134551814 LT AAA(EXP)sf Expected Rating
Subordinated Notes
XS3134554164 LT NR(EXP)sf Expected Rating
Transaction Summary
Adagio XIII EUR CLO DAC is a securitisation of mainly senior
secured obligations (at least 90%) with a component of senior
unsecured, mezzanine, second-lien loans and high-yield bonds. Note
proceeds will be used to fund a portfolio with a target par of
EUR400 million. The portfolio is actively managed by AXA Investment
Managers Inc. The CLO has a 4.6 year reinvestment period and an
8.5-year weighted average life test (WAL).
KEY RATING DRIVERS
Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'. The Fitch-calculated
weighted average rating factor of the identified portfolio is
24.1.
High Recovery Expectations (Positive): At least 90% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch-calculated
weighted average recovery rate of the identified portfolio is
62.2%.
Diversified Portfolio (Positive): The transaction will include
various portfolio concentration limits, including a top 10 obligor
concentration limit of 20% and maximum exposure to the three
largest (Fitch-defined) industries in the portfolio of 40%. These
covenants ensure the asset portfolio will not be exposed to
excessive concentration.
Portfolio Management (Neutral): The transaction will have a
reinvestment period of 4.6 years and includes reinvestment criteria
similar to those of other European transactions. Fitch's analysis
is based on a stressed case portfolio with the aim of testing the
robustness of the transaction structure against its covenants and
portfolio guidelines.
Cash Flow Modelling (Positive): The WAL for the transaction's
Fitch-stressed portfolio analysis is 12 months less than the WAL
covenant. This is to account for the strict reinvestment conditions
envisaged by the transaction after its reinvestment period. These
conditions include passing the coverage tests and the Fitch 'CCC'
bucket limitation test after reinvestment, as well as a WAL
covenant that gradually steps down, before and after the end of the
reinvestment period. Fitch believes these conditions would reduce
the effective risk horizon of the portfolio during the stress
period.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A 25% increase of the mean default rate (RDR) across all ratings
and a 25% decrease of the recovery rate (RRR) across all ratings of
the identified portfolio would have no impact on the class A notes,
lead to one-notch downgrades for the class C to E notes and to
below 'B-sf' for the class F notes.
Based on the actual portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration. Due to the
better metrics and shorter life of the identified portfolio, the
class B to F notes display rating cushions of two notches.
Should the cushion between the identified portfolio and the stress
portfolio be eroded either due to manager trading or negative
portfolio credit migration, a 25% increase of the mean RDR across
all ratings and a 25% decrease of the RRR across all ratings of the
stressed portfolio would lead to downgrades of up to four notches
for the class A to D notes and to below 'B-sf' for the class E and
F notes.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
A 25% reduction of the mean RDR across all ratings and a 25%
increase in the RRR across all ratings of Fitch's stress portfolio
would lead to upgrades of up to three notches for the notes, except
for the 'AAAsf' rated notes, which are at the highest level on
Fitch's scale and cannot be upgraded.
During the reinvestment period, based on Fitch's stress portfolio,
upgrades may occur on better-than-expected portfolio credit quality
and a shorter remaining WAL test, leading to the ability of the
notes to withstand larger than expected losses for the remaining
life of the transaction. After the end of the reinvestment period,
upgrades may occur in case of stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread available to cover losses on the remaining portfolio.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Adagio XIII EUR CLO DAC
The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for Adagio XIII EUR CLO
DAC. In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.
AVOCA CLO XXIX: Fitch Assigns 'B-(EXP)sf' Rating on Class F-R Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Avoca CLO XXIX DAC expected ratings. The
assignment of final ratings is contingent on the receipt of final
documents conforming to information already reviewed.
Entity/Debt Rating
----------- ------
Avoca CLO XXIX DAC
Class A-R LT AAA(EXP)sf Expected Rating
Class B-R LT AA(EXP)sf Expected Rating
Class C-R LT A(EXP)sf Expected Rating
Class D-R LT BBB-(EXP)sf Expected Rating
Class E-R LT BB-(EXP)sf Expected Rating
Class F-R LT B-(EXP)sf Expected Rating
Class X-R LT AAA(EXP)sf Expected Rating
Transaction Summary
Avoca CLO XXIX DAC is a securitisation of mainly senior secured
obligations (at least 90%) with a component of senior unsecured,
mezzanine, second-lien loans and high-yield bond. Note proceeds
will be used to redeem the existing notes, except the subordinated
notes, and to fund the portfolio with a target par of EUR400
million.
The portfolio is actively managed by KKR Credit Advisors (Ireland).
The collateralised loan obligation (CLO) will have a 4.5-year
reinvestment period and a 7.5-year weighted average life (WAL) test
covenant.
KEY RATING DRIVERS
Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors in the identified portfolio at
'B'/'B-'. The Fitch-calculated weighted average rating factor
(WARF) of the identified portfolio is 25.1.
High Recovery Expectations (Positive): At least 90% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch-calculated
weighted average recovery rate (WARR) of the identified portfolio
is 60.6%.
Diversified Asset Portfolio (Positive): The transaction will have a
concentration limit for the 10 largest obligors of 20%. It will
also include various other concentration limits, including a
maximum exposure to the three-largest Fitch-defined industries in
the portfolio of 40%. These covenants ensure the asset portfolio
will not be exposed to excessive concentration.
WAL Step-Up Feature (Neutral): The deal can extend the WAL by 12
months on the step-up date, which can be a year after closing at
the earliest. The WAL extension is subject to conditions, including
the satisfaction of all tests and the aggregate collateral balance
(defaults at Fitch collateral value) being no less than the
reinvestment target par amount.
Portfolio Management (Neutral): The transaction will include two
Fitch test matrices that are effective at closing. These correspond
to a top 10 obligor concentration limit of 20%, two fixed-rate
asset limits at 5% and 12.5% and a 7.5-year WAL test covenant. It
has another two matrices, corresponding to the same limits but a
seven-year WAL, which can be selected by the manager six or 18
months after closing, depending on whether the conditions for the
WAL test step up are met, provided that the collateral principal
amount (including defaulted obligations at Fitch-calculated
collateral value) is at least at the reinvestment target par
balance.
Cash Flow Modelling (Neutral): The WAL used for the transaction's
Fitch-stressed portfolio and matrices analysis is 12 months less
than the WAL test covenant, to account for strict reinvestment
conditions after the reinvestment period, including the
satisfaction of overcollateralisation (OC) test and Fitch's 'CCC'
limitation test, alongside a consistently decreasing WAL test
covenant. These conditions reduce the effective risk horizon of the
portfolio in stress periods.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
An increase of the default rate (RDR) by 25% of the mean RDR and a
decrease of the recovery rate (RRR) by 25% at all ratings in the
expected portfolio would have no impact on the class X-R to A-R
notes, lead to downgrades of one notch each for the class B-R to
E-R notes and to below 'B-sf' for the class F-R notes. Downgrades
may occur if the build-up of the notes' credit enhancement
following amortisation does not compensate for a larger loss
expectation than assumed due to unexpectedly high levels of
defaults and portfolio deterioration.
The class B-R to E-R notes each have a rating cushion of two
notches and the class F-R notes have a limited margin of safety,
due to the better metrics and shorter life of the identified
portfolio than the Fitch-stressed portfolio.
Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded either due to manager trading or
negative portfolio credit migration, a 25% increase of the mean RDR
and a 25% decrease of the RRR across all ratings of the
Fitch-stressed portfolio would lead to downgrades of four notches
each for the class B-R and C-R notes, three notches each for the
class A-R and D-R notes and to below 'B-sf' for the class E-R and
F-R notes.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
A reduction of the RDR by 25% of the mean RDR and an increase in
the RRR by 25% at all ratings in the identified portfolio would
result in upgrades of up to five notches for all notes, except for
the 'AAAsf' rated notes.
Upgrades during the reinvestment period, which are based on the
Fitch-stressed portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining WAL test, allowing
the notes to withstand larger-than-expected losses for the
remaining life of the transaction. Upgrades after the end of the
reinvestment period may result from stable portfolio credit quality
and deleveraging, leading to higher credit enhancement and excess
spread available to cover losses in the remaining portfolio.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognised Statistical Rating Organisations and/or European
Securities and Markets Authority- registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk-presenting entities.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for Avoca CLO XXIX
DAC.
In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.
CIFC EUROPEAN VII: Fitch Assigns 'B-sf' Final Rating on Cl. F Notes
-------------------------------------------------------------------
Fitch Ratings has assigned CIFC European Funding VII DAC final
ratings.
Entity/Debt Rating
----------- ------
CIFC European Funding VII DAC
Class A XS3112631703 LT AAAsf New Rating
Class B XS3112632008 LT AAsf New Rating
Class C XS3112632263 LT Asf New Rating
Class D XS3112632693 LT BBB-sf New Rating
Class E XS3112632859 LT BB-sf New Rating
Class F XS3112633071 LT B-sf New Rating
Subordinated Notes XS3112633238 LT NRsf New Rating
Transaction Summary
CIFC European Funding VII DAC is a securitisation of mainly senior
secured obligations (at least 90%) with a component of senior
unsecured, mezzanine, second-lien loans and high-yield bonds. Note
proceeds were used to fund a portfolio with a target par of EUR400
million. The portfolio is actively managed by CIFC Asset Management
LLC. The CLO has a 4.5-year reinvestment period and a seven-year
weighted average life (WAL) test covenant at closing.
KEY RATING DRIVERS
Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors in the indicative portfolio to
be in the at 'B' category. The Fitch weighted average rating factor
of the indicative portfolio is 24.4.
Strong Recovery Expectations (Positive): At least 90% of the
portfolio will comprise senior secured obligations. The recovery
prospects for these assets are more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the indicative portfolio is 61.5%.
Diversified Asset Portfolio (Positive): The transaction includes
two Fitch test matrices that are effective at closing. They
correspond to a top 10 obligor concentration limit of 20%, two
fixed-rate asset limits at 5% and 12.5% and a seven-year WAL test
covenant. There are no forward matrices. There are other portfolio
concentration limits, including a maximum exposure to the three
largest Fitch-defined industries at 40%. These covenants ensure
that the asset portfolio will not be exposed to excessive
concentration.
WAL Step-Up Feature (Neutral): The deal can extend the WAL by 18
months on the step-up date, which can be 18 months after closing at
the earliest. The WAL extension is subject to conditions, including
the satisfaction of all tests and the aggregate collateral balance
(defaults at Fitch collateral value) being no less than the
reinvestment target par amount.
Portfolio Management (Neutral): The transaction has a 4.5-year
reinvestment period and includes reinvestment criteria similar to
those of other European transactions. Fitch's analysis is based on
a stressed-case portfolio with the aim of testing the robustness of
the transaction structure against its covenants and portfolio
guidelines.
Cash Flow Modelling (Positive): The WAL used for the transaction's
Fitch-stressed portfolio analysis is 12 months less than the WAL
test covenant, to account for strict reinvestment conditions after
the reinvestment period, including the satisfaction of
overcollateralisation test and Fitch's 'CCC' limit tests, alongside
a linearly decreasing WAL test covenant. These conditions reduce
the effective risk horizon of the portfolio during stress periods.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A 25% increase of the mean default rate (RDR) and a 25% decrease of
the recovery rate (RRR) across all ratings of the indicative
portfolio would have no impact on the class A notes and lead to
downgrades of one notch each for the class B, C, D and E notes, and
to below 'B-sf' for the class F notes.
Downgrades, which are based on the identified portfolio, may occur
if the loss expectation is larger than assumed, due to unexpectedly
high levels of default and portfolio deterioration. The class B, C,
D, E and F notes each have a rating cushion of two notches, due to
the better metrics and shorter life of the indicative portfolio
than the Fitch-stressed portfolio.
Should the cushion between the indicative portfolio and the
Fitch-stressed portfolio be eroded, either due to manager trading
or negative portfolio credit migration, a 25% increase of the mean
RDR and a 25% decrease of the RRR across all ratings of the
Fitch-stressed portfolio would lead to downgrades of up to four
notches each for the class A to E notes, and to below 'B-sf' for
the class F notes.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
A 25% reduction of the mean RDR and a 25% increase in the RRR
across all ratings of the Fitch-stressed portfolio would lead to
upgrades of up to three notches each for the rated notes, except
for the 'AAAsf' rated notes.
Upgrades during the reinvestment period, which are based on the
Fitch-stressed portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining WAL test, allowing
the notes to withstand larger-than-expected losses for the
remaining life of the transaction. Upgrades after the end of the
reinvestment period may result from stable portfolio credit quality
and deleveraging, leading to higher credit enhancement and excess
spread available to cover losses in the remaining portfolio.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
The majority of underlying assets or risk-presenting entities have
ratings or credit opinions from Fitch and/or other Nationally
Recognised Statistical Rating Organisations and European Securities
and Markets Authority-registered rating agencies. Fitch has relied
on the practices of the relevant groups within Fitch and other
rating agencies to assess the asset portfolio information or
information on the risk-presenting entities.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for its rating
analysis according to its applicable rating methodologies indicates
that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for CIFC European
Funding VII DAC.
In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.
HARVEST CLO XX: Fitch Assigns B-sf Final Rating on Cl. F-R-A Notes
------------------------------------------------------------------
Fitch Ratings has assigned Harvest CLO XX DAC reset notes final
ratings.
Entity/Debt Rating Prior
----------- ------ -----
Harvest CLO XX DAC
A-R XS2310757989 LT PIFsf Paid In Full AAAsf
A-R-A XS3048771383 LT AAAsf New Rating AAA(EXP)sf
B-1-R XS2310759092 LT PIFsf Paid In Full AA+sf
B-1-R-A XS3048771896 LT AAsf New Rating AA(EXP)sf
B-2-R XS2310760009 LT PIFsf Paid In Full AA+sf
B-2-R-A XS3048772191 LT AAsf New Rating AA(EXP)sf
C-R XS2310761239 LT PIFsf Paid In Full A+sf
C-R-A XS3048772357 LT Asf New Rating A(EXP)sf
D-R XS2310762047 LT PIFsf Paid In Full BBB+sf
D-R-A XS3048772514 LT BBB-sf New Rating BBB-(EXP)sf
E XS1843451532 LT PIFsf Paid In Full BB+sf
E-R-A XS3048772787 LT BB-sf New Rating BB-(EXP)sf
F XS1843451375 LT PIFsf Paid In Full B+sf
F-R-A XS3048772944 LT B-sf New Rating B-(EXP)sf
Transaction Summary
Harvest CLO XX DAC is a securitisation of mainly senior secured
obligations (at least 96%) with a component of senior unsecured,
mezzanine, second lien loans and high-yield bonds. Note proceeds
from the reset notes and additional subordinated notes have been
used to redeem the existing notes (except the subordinated notes)
and to fund the existing portfolio with a target par of EUR400
million.
The portfolio is actively managed by Investcorp Credit Management
EU Limited. The CLO has a 4.6-year reinvestment period and a
7.5-year weighted average life (WAL) test at closing, which can be
extended at one year after closing, subject to conditions.
KEY RATING DRIVERS
Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'/'B-'. The Fitch-weighted
average rating factor (WARF) of the identified portfolio is 25.3.
High Recovery Expectations (Positive): At least 96% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second lien, unsecured and mezzanine assets. The Fitch-weighted
average recovery rate (WARR) of the identified portfolio is 60.2%.
Diversified Portfolio (Positive): The transaction includes four
Fitch test matrices. Two are effective at closing, corresponding to
a 7.5-year WAL. Two are effective six months after closing, or 18
months after closing if WAL steps up by one year, corresponding to
a seven-year WAL. Each matrix set corresponds to two different
fixed-rate asset limits at 5% and 10%. Switching to the forward
matrices is subject to the reinvestment target par condition and a
rating agency confirmation.
The transaction also includes other various concentration limits,
including a top 10 obligor concentration limit of 20% and a maximum
exposure to the three largest Fitch-defined industries of 40%.
These covenants ensure the asset portfolio will not be exposed to
excessive concentration.
WAL Step-Up Feature (Neutral): At one year after closing, the
transaction can extend the WAL test by one year. The WAL extension
is subject to conditions, including passing the collateral quality
tests, coverage tests, portfolio profile tests and the aggregate
collateral balance with defaulted assets carried at their
collateral value being equal to, or greater than, the reinvestment
target par.
Portfolio Management (Neutral): The transaction has a 4.6-year
reinvestment period and includes reinvestment criteria similar to
those of other European transactions. Fitch's analysis is based on
a stressed case portfolio with the aim of testing the robustness of
the transaction structure against its covenants and portfolio
guidelines.
Cash Flow Modelling (Positive): The WAL used for the transaction's
Fitch-stressed portfolio analysis and matrices analysis is 12
months less than the WAL covenant. This is to account for strict
reinvestment conditions envisaged by the transaction after its
reinvestment period, which include passing the coverage test and
the Fitch 'CCC' bucket limitation test after reinvestment, and a
WAL test covenant that gradually steps down, both before and after
the end of the reinvestment period. Fitch believes these conditions
would reduce the effective risk horizon of the portfolio during
stress periods.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A 25% increase of the mean default rate (RDR) and a 25% decrease of
the recovery rate (RRR) across all ratings of the identified
portfolio would have no impact on the class A-R-A notes and would
lead to downgrades of one notch each for the class B-1-R-A,
B-2-R-A, C-R-A and D-R-A notes, of two notches for the class E-R-A
notes and to below 'B-sf' for the class F-R-A notes.
Downgrades, which are based on the identified portfolio, may occur
if the loss expectation is larger than assumed, due to unexpectedly
high levels of default and portfolio deterioration. The class C-R-A
notes have a one-notch rating cushion, and the class B-1-R-A,
B-2-R-A, D-R-A, E-R-A and F-R-A notes each have a two-notch rating
cushion due to the better metrics and shorter life of the
identified portfolio than the Fitch-stressed portfolio. The class
A-R-A notes have no rating cushion.
Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded due to manager trading or
negative portfolio credit migration, a 25% increase of the mean RDR
and a 25% decrease of the RRR across all ratings of the
Fitch-stressed portfolio would lead to downgrades of up to four
notches each for the class A-R-A to D-R-A notes, and to below
'B-sf' for the class E-R-A and F-R-A notes.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
A 25% reduction of the mean RDR and a 25% increase in the RRR
across all ratings of the Fitch-stressed portfolio would lead to
upgrades of up to two notches each, except for the 'AAAsf' rated
notes.
Upgrades during the reinvestment period, which are based on the
Fitch-stressed portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining WAL test covenant,
allowing the notes to withstand larger-than-expected losses for the
transaction's remaining life. Upgrades after the end of the
reinvestment period may result from stable portfolio credit quality
and deleveraging, leading to higher credit enhancement and excess
spread available to cover losses in the remaining portfolio.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognised Statistical Rating Organisations and/or European
Securities and Markets Authority- registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk-presenting entities.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for Harvest CLO XX
DAC.
In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.
JUBILEE CLO 2018-XXI: Fitch Affirms 'B+sf' Rating on Cl. F-R Notes
------------------------------------------------------------------
Fitch Ratings has affirmed Jubilee CLO 2018-XXI DAC's notes.
Entity/Debt Rating Prior
----------- ------ -----
Jubilee CLO 2018-XXI DAC
A-R XS2308742639 LT AAAsf Affirmed AAAsf
B-R XS2308742985 LT AA+sf Affirmed AA+sf
C-1-R XS2308743520 LT A+sf Affirmed A+sf
C-2-R XS2309373111 LT A+sf Affirmed A+sf
D-R XS2308743959 LT BBB+sf Affirmed BBB+sf
E-R XS2308744338 LT BB+sf Affirmed BB+sf
F-R XS2308744254 LT B+sf Affirmed B+sf
Transaction Summary
Jubilee CLO 2018-XXI DAC is a cash flow CLO mostly comprising
senior secured obligations. The transaction is managed by Alcentra
Limited and exited its reinvestment period in April 2025.
KEY RATING DRIVERS
'CCC' Test Breached: The transaction is failing the Fitch 'CCC'
test. Since its reinvestment period has ended, any further
reinvestment is subject to passing the Fitch 'CCC' test.
Nevertheless the latest trustee report shows three assets for which
the manager agreed to a repricing, which according to the manager
was done on a cashless basis. Given the cashless basis, the manager
was of the view that agreement to such repricing action was not
subject to the reinvestment criteria.
The deal is performing well otherwise but repricing activity that
is typically done on a cashless basis and subject to manager
agreement could continue to reduce the weighted average spread,
which Fitch would view as credit negative.
'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the underlying obligors at 'B'/'B-'. The Fitch-calculated weighted
average rating factor (WARF) of the current portfolio is 25.5.
High Recovery Expectations: Senior secured obligations comprise
97.9% of the portfolio. Fitch views the recovery prospects for
these assets as more favourable than for second-lien, unsecured and
mezzanine assets. The Fitch-calculated weighted average recovery
rate (WARR) of the current portfolio is 61.2%.
Diversified Portfolio: The top 10 obligor concentration and the
largest obligor as calculated by Fitch are approximately 13% and
1.7% of the portfolio balance. Exposure to the three largest
Fitch-defined industries is 31.3% as calculated by the trustee.
Transaction Outside Reinvestment Period: The Fitch 'CCC' test could
be cured, in which case the manager would be able to reinvest in
line with the reinvestment criteria, and Fitch already sees
continued cashless roll activity as a result of loan re-pricings.
Consequently, Fitch's analysis is based on stressing the portfolio
to the covenanted limits for the Fitch-calculated weighted average
life, Fitch-calculated WARF, Fitch-calculated WARR, weighted
average spread and fixed-rate asset share.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Based on the current portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrades may occur on stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread available to cover losses in the remaining portfolio.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for Jubilee CLO
2018-XXI DAC.
In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.
ROCKFORD TOWER 2025-2: Fitch Assigns 'B-sf' Rating on Class F Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Rockford Tower Europe CLO 2025-2 DAC
final ratings.
Entity/Debt Rating
----------- ------
Rockford Tower Europe
CLO 2025-2 DAC
A XS3111858539 LT AAAsf New Rating
B XS3111858703 LT AAsf New Rating
C XS3111859263 LT Asf New Rating
D XS3111859420 LT BBB-sf New Rating
E XS3111859776 LT BB-sf New Rating
F XS3111860196 LT B-sf New Rating
Subordinated Notes XS3111860782 LT NRsf New Rating
Transaction Summary
Rockford Tower Europe CLO 2025-2 DAC is a securitisation of mainly
senior secured obligations (at least 90%) with a component of
senior unsecured, mezzanine, second-lien loans and high-yield
bonds. The note proceeds have been used to fund a portfolio with a
target par amount of EUR400 million. The portfolio is actively
managed by Rockford Tower Capital Management L.L.C. The CLO has a
five-year reinvestment period and an eight-year weighted average
life (WAL) test at closing. One year after closing the test can be
extended by a year subject to conditions.
KEY RATING DRIVERS
Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'. The Fitch weighted
average rating factor of the identified portfolio is 24.3.
High Recovery Expectations (Positive): At least 90% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 62.8%.
Diversified Portfolio (Positive): The transaction includes two sets
of matrices that are effective from closing. The first set
comprises two matrices with fixed-rate asset (FRA) limits of 5.0%
and 12.5% and an eight-year WAL, while the second set comprises two
matrices with the same FRA limits and an extended nine-year WAL.
The manager can switch between the two sets of matrices subject to
satisfaction of the collateral quality tests and the target par
condition (with defaulted assets carried at collateral value).
The transaction has another two forward matrices, corresponding to
the same FRA limits of the closing matrices but a seven-year WAL,
which can be selected two years after closing subject to
satisfaction of the target par condition (with defaulted assets
carried at collateral value). All matrices have the same top 10
obligor concentration limit at 20%. The transaction envisages some
other concentration limits, including a maximum exposure of 40% to
the three largest Fitch-defined industries in the portfolio. These
covenants ensure that the asset portfolio will not be exposed to
excessive concentration.
WAL Step-Up Feature (Neutral): The transaction can extend the WAL
by one year on or after the step-up date, which is one year after
closing. The WAL extension is subject to satisfaction of the
collateral quality tests and the target par condition (with
defaulted assets carried at collateral value) unless the manager
has switched to the extended nine-year WAL matrix before the
step-up date, in which case no further conditions apply and the WAL
extension is at the manager's discretion only.
Portfolio Management (Neutral): The transaction has a reinvestment
period of about five years and includes reinvestment criteria
similar to those of other European transactions. Fitch's analysis
is based on a stressed case portfolio with the aim of testing the
robustness of the transaction structure against its covenants and
portfolio guidelines.
Cash Flow Modelling (Positive): The WAL for the transaction's
stress portfolio analysis is 12 months less than the WAL covenant.
This is to account for the strict reinvestment conditions envisaged
by the transaction after its reinvestment period, which include
passing the coverage tests and the Fitch 'CCC' bucket limitation
test after reinvestment as well as a WAL covenant that
progressively steps down, before and after the end of the
reinvestment period. Fitch believes these conditions would reduce
the effective risk horizon of the portfolio during the stress
period.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A 25% increase of the mean default rate (RDR) across all ratings
and a 25% decrease of the recovery rate (RRR) across all ratings of
the identified portfolio would lead to downgrades of one notch for
the class B to E notes and to below 'B-sf' for the class F notes.
The class A notes would not be affected.
Based on the identified portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration. Due to the
better metrics and shorter life of the identified portfolio, the
class B to F notes display rating cushions of two notches. There is
no rating cushion for the class A notes, as they are at the highest
achievable rating on Fitch's scale.
Should the cushion between the identified portfolio and the stress
portfolio be eroded due to manager trading or negative portfolio
credit migration, a 25% increase of the mean RDR across all ratings
and a 25% decrease of the RRR across all ratings of the stressed
portfolio would lead to downgrades of up to five notches for the
class A to D notes and to below 'B-sf' for the class E and F
notes.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
A 25% reduction of the mean RDR across all ratings and a 25%
increase in the RRR across all ratings of Fitch's stress portfolio
would lead to upgrades of up to three notches for all classes of
notes, except for the 'AAAsf' rated notes, which are at the highest
level on Fitch's scale and cannot be upgraded.
During the reinvestment period, based on Fitch's stress portfolio,
upgrades may occur on better-than-expected portfolio credit quality
and a shorter remaining WAL test, meaning the notes are able to
withstand larger than expected losses for the transaction's
remaining life. After the end of the reinvestment period, upgrades
may occur in case of stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread available to cover losses on the remaining portfolio.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for Rockford Tower
Europe CLO 2025-2 DAC.
In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.
SIGNAL HARMONIC I: Fitch Assigns B-sf Final Rating on Cl. F-R Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Signal Harmonic CLO I DAC's reset notes
final ratings.
Entity/Debt Rating Prior
----------- ------ -----
Signal Harmonic CLO I DAC
A XS2623604316 LT PIFsf Paid In Full AAAsf
A-R XS3121854825 LT AAAsf New Rating AAA(EXP)sf
B XS2623604407 LT PIFsf Paid In Full AAsf
B-R XS3121855129 LT AAsf New Rating AA(EXP)sf
C XS2623606105 LT PIFsf Paid In Full Asf
C-R XS3121855475 LT Asf New Rating A(EXP)sf
D XS2623604746 LT PIFsf Paid In Full BBBsf
D-R XS3121855715 LT BBB-sf New Rating BBB-(EXP)sf
E XS2623604829 LT PIFsf Paid In Full BB-sf
E-R XS3121856010 LT BB-sf New Rating BB-(EXP)sf
F XS2623605800 LT PIFsf Paid In Full B-sf
F-R XS3121856283 LT B-sf New Rating B-(EXP)sf
X-R XS3153017697 LT AAAsf New Rating AAA(EXP)sf
Transaction Summary
Signal Harmonic CLO I DAC is a securitisation of mainly senior
secured obligations (at least 90%) with a component of senior
unsecured, second-lien loans and high-yield bonds. Note proceeds
have been used to redeem the existing notes (except the
subordinated notes) and fund the existing portfolio with a target
par of EUR500 million.
The portfolio is actively managed by Signal Loan Management Limited
and the CLO has a five-year reinvestment period and nine-year
weighted average life (WAL) test.
KEY RATING DRIVERS
Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'/'B-'. The Fitch weighted
average rating factor (WARF) of the identified portfolio is 24.7.
High Recovery Expectations (Positive): At least 90% of the
portfolio comprises senior secured obligations. The recovery
prospects for these assets are more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 62.5%.
Covenants Mitigate Risk (Positive): The transaction includes two
Fitch matrices effective at closing, corresponding to two
fixed-rate asset limits at 5% and 10% and a nine-year WAL. It has
two forward matrices corresponding to the same fixed-rate asset
limits but an eight-year WAL, which can be selected one year after
closing, subject to the portfolio being at or above the
reinvestment target par balance (RTPB). Another two forward
matrices correspond to the same fixed-rate asset limits but a
seven-year WAL, which can be selected two years after closing,
subject to a par condition at the RTPB.
The transaction also has various concentration limits, including a
top 10 obligor concentration limit of 20% and a maximum exposure to
the three-largest Fitch-defined industries of 40%. These covenants
ensure that the asset portfolio will not be exposed to excessive
concentration.
Portfolio Management (Neutral): The deal has a reinvestment period
of five years and includes reinvestment criteria similar to those
of other European transactions. Fitch's analysis is based on a
stressed-case portfolio with the aim of testing the robustness of
the deal structure against its covenants and portfolio guidelines.
Cash Flow Modelling (Positive): The WAL for the transaction's
Fitch-stressed portfolio analysis and matrices analysis is 12
months less than the WAL covenant. This is to account for the
strict reinvestment conditions envisaged for the deal after its
reinvestment period, which include passing the coverage test and
the Fitch 'CCC' bucket limitation test after reinvestment, and a
WAL covenant that gradually steps down, before and after the end of
the reinvestment period.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A 25% increase in the mean default rate (RDR) and a 25% decrease in
the recovery rate (RRR) across all the ratings of the identified
portfolio would lead to downgrades of one notch each for the class
D-R and E-R notes, two notches each for the class B-R and C-R notes
and to below 'B-sf' for the class F-R notes. The class X-R and A-R
would not be affected.
Downgrades, which are based on the identified portfolio, may occur
if the loss expectation is larger than assumed, due to unexpectedly
high levels of default and portfolio deterioration. The class B-R,
D-R, E-R and F-R notes each have a rating cushion of two notches
and the C-R notes have a cushion of one notch, due to the
identified portfolio's better metrics and a shorter life than the
Fitch-stressed portfolio. The class X-R and A-R notes have no
rating cushion, as they are at the highest achievable rating on
Fitch's scale.
Should the cushion between the identified and Fitch-stressed
portfolio be eroded due to manager trading or negative portfolio
credit migration, a 25% rise in the mean RDR and a 25% fall in the
RRR across all the ratings of the Fitch-stressed portfolio would
lead to downgrades of up to four notches each for the class A-R to
D-R notes and to below 'B-sf' for the class E-R and F-R notes. The
class X-R notes would not be affected.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
A 25% reduction in the mean RDR and a 25% increase in the RRR
across all ratings of the Fitch-stressed portfolio would lead to
upgrades of up to four notches each for all notes, except for the
'AAAsf' notes.
Upgrades during the reinvestment period, based on the
Fitch-stressed portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining WAL test, allowing
the notes to withstand larger-than-expected losses for the
transaction's remaining life. Upgrades after the end of the
reinvestment period, may result from stable portfolio credit
quality and deleveraging, leading to higher credit enhancement and
excess spread to cover losses in the remaining portfolio.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the deal. Fitch has not reviewed the results of any third-party
assessment of the asset portfolio information or conducted a review
of origination files as part of its monitoring.
The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and other Nationally
Recognised Statistical Rating Organisations and European Securities
and Markets Authority- registered rating agencies. Fitch has relied
on the practices of the relevant groups within Fitch and other
rating agencies to assess the asset portfolio information or
information on the risk-presenting entities.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for its rating
analysis according to its applicable rating methodologies indicates
that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for Signal Harmonic CLO
I DAC.
In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.
TIKEHAU CLO IV: Fitch Assigns 'B-(EXP)sf' Rating on Class F-R Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Tikehau CLO IV DAC reset notes expected
ratings.
The assignment of final ratings is contingent on the receipt of
final documents conforming to information already reviewed.
Entity/Debt Rating
----------- ------
Tikehau CLO IV DAC
A-R XS3167364168 LT AAA(EXP)sf Expected Rating
B-R XS3167364598 LT AA(EXP)sf Expected Rating
C-R XS3167364754 LT A(EXP)sf Expected Rating
D-R XS3167365058 LT BBB-(EXP)sf Expected Rating
E-R XS3167365488 LT BB-(EXP)sf Expected Rating
F-R XS3167365645 LT B-(EXP)sf Expected Rating
Transaction Summary
Tikehau CLO IV DAC is a securitisation of mainly senior secured
obligations (at least 90%) with a component of senior unsecured,
mezzanine, second-lien loans and high-yield bonds. Note proceeds
were used to refinance the notes and ramp-up a portfolio with a
target par of EUR400 million. The portfolio is actively managed by
Tikehau Capital Europe Limited. The collateralised loan obligation
(CLO) will have a 5.1-year reinvestment period and a 7.5-year
weighted average life (WAL) test, which can be extended one year
after closing, subject to conditions.
KEY RATING DRIVERS
Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'/'B-'. The Fitch weighted
average rating factor (WARF) of the identified portfolio is 25.1.
High Recovery Expectations (Positive): At least 90% of the
portfolio will comprise senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 60.6%.
Diversified Asset Portfolio (Positive): The transaction will
include various concentration limits, including a maximum exposure
to the three-largest Fitch-defined industries in the portfolio at
40%. These covenants ensure that the asset portfolio will not be
exposed to excessive concentration.
Portfolio Management (Neutral): The transaction will have a
reinvestment criteria governing the reinvestment similar to those
of other European transactions. Fitch's analysis is based on a
stressed-case portfolio with the aim of testing the robustness of
the transaction structure against its covenants and portfolio
guidelines.
Cash-flow Modelling (Positive): The WAL used for the transaction's
Fitch-stressed portfolio analysis is 12 months less than the WAL
covenant at the issue date, to account for the strict reinvestment
conditions envisaged by the transaction after its reinvestment
period. These include passing the coverage tests and the Fitch
'CCC' bucket limitation test after reinvestment, and a WAL covenant
that progressively steps down over time, both before and after the
end of the reinvestment period. Fitch believes these conditions
would reduce the effective risk horizon of the portfolio during
stress periods.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A 25% increase of the mean default rate (RDR) and a 25% decrease of
the recovery rate (RRR) across all ratings of the identified
portfolio would have no impact on the class A-R notes and would
lead to downgrades of one notch each for the class B-R to E-R notes
and to below 'B-sf' for the class F-R notes.
Downgrades, which are based on the identified portfolio, may occur
if the loss expectation is larger than assumed, due to unexpectedly
high levels of default and portfolio deterioration. The class B-R,
and D-R to F-R notes each have a rating cushion of two notches and
the class C notes have cushion of one notch, due to the better
metrics and shorter life of the identified portfolio than the
Fitch-stressed portfolio. The class A-R notes have no cushion.
Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded either due to manager trading or
negative portfolio credit migration, a 25% increase of the mean RDR
and a 25% decrease of the RRR across all ratings of the
Fitch-stressed portfolio would lead to a downgrade of up to three
notches each for the class A-R to D-R notes and to below 'B-sf' for
the class E-R and F-R notes.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
A 25% reduction of the mean RDR and a 25% increase in the RRR
across all ratings of the Fitch-stressed portfolio would lead to
upgradew of up to two notches each for the rated notes, except for
the 'AAAsf' rated notes.
Upgrades during the reinvestment period, which are based on the
Fitch-stressed portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining WAL test, allowing
the notes to withstand larger-than-expected losses for the
remaining life of the transaction. Upgrades after the end of the
reinvestment period may result from a stable portfolio credit
quality and deleveraging, leading to higher credit enhancement and
excess spread available to cover losses in the remaining
portfolio.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognised Statistical Rating Organisations and/or European
Securities and Markets Authority- registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk-presenting entities.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for Tikehau CLO IV
DAC.
In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.
=============
M O L D O V A
=============
MOLDOVA: Fitch Affirms 'B+' Foreign Currency IDR, Outlook Stable
----------------------------------------------------------------
Fitch Ratings has affirmed Moldova's Long-Term Foreign-Currency
Issuer Default Rating (IDR) at 'B+' with a Stable Outlook.
Key Rating Drivers
Credit Fundamentals: Moldova's 'B+' rating reflects commitment to
policies that have preserved macroeconomic and financial stability
through a series of potentially destabilising shocks, low but
rising government debt with a manageable debt repayment profile,
availability of external financial support, and higher GDP per
capita than peers. These factors are balanced by the high exposure
of the small Moldovan economy to geopolitical risks due to the war
in neighbouring Ukraine, a frozen conflict, and potentially
destabilising foreign interference in domestic politics, and a
structurally large current account deficit (CAD) and high net
external debt burden.
High Geopolitical Risk: Moldova is highly exposed to fallout from
the Ukraine war due to its geographic proximity, Russia's
interference in domestic politics and military presence in
Transnistria, and the risk that domestic political developments
could disrupt the ongoing foreign policy reorientation towards the
West. Moldova's parliamentary election is scheduled for late
September amid the risk of external interference, but the election
outcome and government formation process could also create the risk
of slowing the EU integration process.
Energy Shock Mitigated: In early 2025, Moldova faced a third energy
shock since 2021, as the supply of Russian gas to Transnistria was
interrupted, affecting the country's electricity supply. Improved
external buffers, availability of external financing, alternative
(electricity) imports and increased domestic production (including
from renewables), helped Moldova avoid significant disruptions
beyond higher electricity prices. Greater connectivity with
European electricity markets, official funding for building gas and
electricity reserves, increased domestic production and energy
efficiency measures have reduced exposure to Russian-related energy
sources
Prudent, Consistent Policy Mix: Moldova's macroeconomic policy mix,
including commitment to inflation targeting and exchange rate
flexibility, has supported its capacity to navigate external
shocks. After the National Bank of Moldova (NBM) raised its policy
rate by 290bp to 6.5% in January-February, the central bank cut by
25bp in August, as the risk of second-round effects from the energy
tariff shock have reduced. Fitch expects annual inflation will
enter the NBM inflation target range (5% ±1.5%) by end-2025 and
annual inflation to average 7.8% in 2025 before declining to 5.9%
in 2026, above the projected 5% for the 'B' median.
High CADs: Fitch projects the CAD will increase to 17.6% of GDP in
2025 (16% in 2024) as the impact from increased energy
(electricity) imports and weak export demand will outweigh
continued growth in service exports. Moldova's CAD should decline
but will likely remain in low double digits (12.5% in 2027), as
import demand related to public investment projects continues to
put pressure on it despite export growth related to the recovery in
the agrifood sector and of trade partners and service exports
growth. High CADs highlight the vulnerability to energy price
shocks and reduced external financing availability.
As Moldova's CADs are only partially covered by low foreign direct
investment (FDI) inflows (net FDI projected at an average of 2.4%
of GDP in 2026-2027), Fitch expects net external debt, forecast at
28% of GDP at end-2025, to continue rising.
Adequate External Liquidity Buffers: Fitch expects Moldova's
international reserves (projected at USD5.6 billion at end-2025) to
keep reserve coverage relatively stable at 5.2 months of current
external payments in 2026-2027, above the projected 'B' median of
4.2 months, supported by official disbursements and broadly
balanced household supply and corporate demand in the domestic FX
market. Fitch forecasts the external liquidity ratio (liquid
external assets to short-term external liabilities) at 208% in
2026, which supports resilience to shocks.
Strong External Support: Moldova's pro-European government has
benefited from continued financial and technical support since
2021. Moldova is close to finalising the screening phase before
beginning EU accession negotiations, and the EU has offered
significant financial support (EUR250 million or 1.3% of GDP) to
help the country manage the energy price shock and bring forward
the benefits of economic integration through a three-year EUR1.9
billion (almost 10% of projected 2025 GDP) Growth Facility, and
provided greater access to the single market.
Higher Budget Deficits: Fitch projects Moldova's general budget
deficit will widen to 4.9% of GDP in 2025 (3.9% in 2024), mainly
reflecting higher spending related to the start of the EU's Reform
and Growth Facility . Fitch projects that the implementation of the
Facility's spending tied to sectoral reforms and investment
projects will lead to general government deficits remaining
temporarily high, averaging 5.1% of GDP in 2026-2027. The budget
deficit will depend on Moldova's capacity to complete the
Facility's reform benchmarks and execute investment projects
Moderate But Rising Government Debt: General government debt (38.5%
of GDP at end-2024) will rise to 45.5% by 2027, approaching the
projected 'B' median of 49.9%, reflecting the wider fiscal deficits
and some moderate depreciation of the leu. Close to 62% of
government debt is foreign-currency denominated, but this exposure
is to official creditors and mostly on concessional terms. The
sovereign does not have external commercial debt. Interest costs
are relatively low at 1.6% of GDP or 4.5% of government revenues
(below the 12.9% 'B' median) in 2025.
Growth Begins to Recover: Lower inflation, energy support measures
shielding households and businesses, and the expected recovery in
agricultural output will lift growth to 1.4% in 2025 (0.1% in
2024). Fitch expects continued real salary increases, credit
growth, supported by additional easing of financing conditions, and
an expansionary fiscal stance will lead to growth accelerating to
3% in 2026 and 4% in 2027. Reduced political uncertainty after the
September parliamentary elections, stronger growth in key trading
partners and faster execution of investment projects related to the
EU facility could benefit the growth outlook.
ESG - Governance: Moldova has an ESG Relevance Score (RS) of '5'
for both Political Stability and Rights and for the Rule of Law,
Institutional and Regulatory Quality and Control of Corruption.
These scores reflect the high weight that the World Bank Governance
Indicators (WBGI) have in its proprietary Sovereign Rating Model.
Moldova has a medium WBGI ranking at the 45th percentile reflecting
a recent record of peaceful political transitions, a moderate level
of rights for participation in the political process, moderate
institutional capacity, established rule of law and improving but
still high level of corruption.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Structural: Adverse external and/or domestic political
developments that create risks for macroeconomic and financial
stability or the availability of external official financing.
- External Finances: A sharp decline in international reserves, for
example, due to sustained widening of the CAD or the emergence of
external financing constraints.
- Public Finances: Permanent widening of fiscal deficits that lead
to a rapid increase in government debt over the medium term.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Structural: A significant and sustained reduction in geopolitical
risks.
- External: A reduction in external vulnerabilities, for example,
due to a sustained reduction in the CAD, especially if accompanied
by greater FDI inflows.
- Macro: Stronger GDP growth prospects while preserving
macroeconomic stability, for example, as a result reforms that lead
to higher investment and improved institutional strength.
Sovereign Rating Model (SRM) and Qualitative Overlay (QO)
Fitch's proprietary SRM assigns Moldova a score equivalent to a
rating of 'BB-' on the Long-Term Foreign-Currency (LT FC) IDR
scale.
Fitch's sovereign rating committee adjusted the output from the SRM
to arrive at the final LT FC IDR by applying its QO, relative to
SRM data and output, as follows:
- Structural: -1 notch, to reflect high geopolitical risks, as
Moldova is exposed to the spillover of the war in neighbouring
Ukraine, hosts a frozen conflict with a breakaway territory and is
vulnerable to Russian interference in domestic politics.
Fitch's SRM is the agency's proprietary multiple regression rating
model that employs 18 variables based on three-year centred
averages, including one year of forecasts, to produce a score
equivalent to a LT FC IDR. Fitch's QO is a forward-looking
qualitative framework designed to allow for adjustment to the SRM
output to assign the final rating, reflecting factors within its
criteria that are not fully quantifiable and/or not fully reflected
in the SRM.
Country Ceiling
The Country Ceiling for Moldova is 'B+', in line with the LT FC
IDR. This reflects no material constraints and incentives, relative
to the IDR, against capital or exchange controls being imposed that
would prevent or significantly impede the private sector from
converting local currency into foreign currency and transferring
the proceeds to non-resident creditors to service debt payments.
Fitch's Country Ceiling Model produced a starting point uplift of
'0' notches above the IDR. Fitch's rating committee did not apply a
qualitative adjustment to the model result.
ESG Considerations
Moldova has an ESG Relevance Score of '5' for Political Stability
and Rights as WBGI have the highest weight in Fitch's SRM and are
therefore highly relevant to the rating and a key rating driver
with a high weight. As Moldova has a percentile rank below 50 for
the respective Governance Indicator, this has a negative impact on
the credit profile.
Moldova has an ESG Relevance Score of '5' for Rule of Law,
Institutional & Regulatory Quality and Control of Corruption as
WBGI have the highest weight in Fitch's SRM and are therefore
highly relevant to the rating and are a key rating driver with a
high weight. As Moldova has a percentile rank below 50 for the
respective Governance Indicators, this has a negative impact on the
credit profile.
Moldova has an ESG Relevance Score of '4+' for Human Rights and
Political Freedoms as the Voice and Accountability pillar of the
WBGI is relevant to the rating and a rating driver. As Moldova has
a percentile rank above 50 for the respective Governance Indicator,
this has a positive impact on the credit profile.
Moldova has an ESG Relevance Score of '4' for Creditor Rights as
willingness to service and repay debt is relevant to the rating and
is a rating driver for Moldova, as for all sovereigns. As Moldova
has a fairly recent restructuring of public debt in 2006, this has
a negative impact on the credit profile
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Prior
----------- ------ -----
Moldova LT IDR B+ Affirmed B+
ST IDR B Affirmed B
LC LT IDR B+ Affirmed B+
LC ST IDR B Affirmed B
Country Ceiling B+ Affirmed B+
=====================
N E T H E R L A N D S
=====================
LUNAI BIOWORKS: Subsidiary Bankruptcy Streamlines European Ops
--------------------------------------------------------------
Lunai Bioworks Inc. (Nasdaq:RENB), an AI-powered drug discovery and
biodefense company, on September 8, 2025, reaffirmed its long-term
commitment to European markets and partnerships while announcing
the elimination of its legacy subsidiary, Gedi Cube B.V., which has
entered bankruptcy proceedings in the Netherlands.
"This allows us to move forward in Europe with a leaner, more
focused model," said David Weinstein, Chief Executive Officer of
Lunai Bioworks. "We remain deeply committed to building strategic
collaborations across the continent and see significant opportunity
to expand our AI-powered biodefense and drug discovery initiatives
with new partners."
The restructuring of the European presence follows a comprehensive
review of Lunai Bioworks' European business structure. The company
emphasized that the bankruptcy of the subsidiary is not expected to
have a material adverse impact on its ability to operate or pursue
growth across Europe.
Key points for investors and stakeholders:
-- Streamlined Structure: Closing Gedi Cube B.V. eliminates legacy
liabilities and simplifies European operations.
-- Focus on Growth Markets: Lunai Bioworks continues to prioritize
partnerships with European pharma, biotech, and government
agencies.
-- No Material Operational Impact: The bankruptcy is not expected
to affect Lunai Bioworks' ability to deliver on global programs or
partnerships.
-- Long-Term Commitment: Europe remains a key region in Lunai
Bioworks' strategic roadmap, both for biodefense initiatives and
therapeutic discovery collaborations.
By restructuring its European presence, Lunai Bioworks is aligning
resources with its core mission - advancing safe and responsible AI
for drug discovery and biodefense- while positioning for long-term
growth in the region.
About Lunai Bioworks
Lunai Bioworks is an AI-powered drug discovery and biodefense
company pioneering safe and responsible generative biology. With
proprietary neurotoxicity datasets, advanced machine learning, and
a focus on dual-use risk management, Lunai is redefining how
artificial intelligence can accelerate therapeutic innovation while
safeguarding society from emerging threats.
MILA 2025-1: Fitch Assigns 'BB+(EXP)sf' Rating on Class E Notes
---------------------------------------------------------------
Fitch Ratings has assigned MILA 2025-1 B.V.'s class A to E notes
expected ratings.
The assignment of final ratings is contingent on the receipt of
final documents conforming to information already reviewed.
Entity/Debt Rating
----------- ------
Mila 2025-1 B.V.
A XS3150738550 LT AAA(EXP)sf Expected Rating
B XS3150738634 LT AA(EXP)sf Expected Rating
C XS3150738717 LT A(EXP)sf Expected Rating
D XS3150738808 LT BBB(EXP)sf Expected Rating
E XS3150738980 LT BB+(EXP)sf Expected Rating
F XS3150739012 LT NR(EXP)sf Expected Rating
X XS3150739368 LT NR(EXP)sf Expected Rating
Transaction Summary
Mila 2025-1 B.V. is the second true-sale securitisation of a
12-month revolving pool of unsecured consumer loans sold by Lender
& Spender B.V. (L&S, not rated), a Dutch consumer lending company
that began as a marketplace lender in 2016. The securitised
consumer loan receivables are derived from loan agreements with
individuals in the Netherlands, originated mainly through a broker
network, sales cooperation partners, as well as through L&S's
direct online platform.
KEY RATING DRIVERS
Regulated Underwriting Reduces Default Expectations: The Dutch
regulator, AFM, mandates minimum underwriting standards,
particularly on the maximum monthly debt service amount considered
prudent for household budgets. These standards have lowered default
rates across recent Dutch unsecured consumer loan portfolios.
Historical Performance Data Limited: Fitch has received book
performance data for L&S since the latter started lending in 2016,
with substantial volumes being originated since 2020. Accordingly,
the default base case of 2% reflects the combination of credit
performance in the L&S book and wider proxy data for Dutch
unsecured consumer loans. This leads to the base case being higher
than that suggested solely by the L&S data. The high default
multiple addresses associated uncertainty but has been reduced
compared with the inaugural transaction.
Transaction Structure Adds Risk: The transaction features pro rata
amortisation for the rated notes and a 12-month revolving period,
subject to performance triggers. Replenishment adds uncertainty to
asset performance, which is reflected in the asset assumptions. Pro
rata amortisation can lengthen the life of the senior notes,
exposing it to adverse developments towards the end of the
transaction. Fitch has accounted for this in its cash flow
modelling.
Hedging Structure Exposed to Mismatches: Interest-rate risk is
hedged using a swap with a fixed schedule. The actual outstanding
amount of the portfolio and the hedged notes can differ
substantially from the fixed schedule, depending on defaults,
prepayments and in particular the length of the revolving period.
Early termination of the revolving period and high defaults
combined with high prepayments expose the structure to
over-hedging, which reduces excess spread in a decreasing rate
environment. Fitch considered this risk in its analysis.
Counterparty Risks Sufficiently Addressed: L&S performs primary
servicing, with special servicing outsourced to Vesting Finance
Servicing B.V. from closing. Payment interruption risk is reduced
by a liquidity reserve, which covers more than three months of
senior expenses, swap payments and interest on the class A to E
notes. Unlike the previous transaction, there is no contracted
back-up servicer, but a back-up servicing facilitator is in place
to coordinate the appointment of a replacement servicer.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
The ratings may be negatively affected if losses are larger and
more front- or back-loaded depending on the notes and respective
stress scenarios. The ratings of notes at the lower end of the
capital structure are vulnerable to the revolving period ending
early resulting in over-hedging of the interest-rate exposure.
Expected impact on the notes' ratings of increased defaults (class
A/B/C/D/E)
Increase default rates by 10%:
'AA+sf'/'AA-sf'/'Asf'/'BBB-sf'/'BB+sf'
Increase default rates by 25%:
'AA+sf'/'A+sf'/'A-sf'/'BB+sf'/'BB+sf'
Increase default rates by 50%:
'AA-sf'/'Asf'/'BBB+sf'/'BB+sf'/'BBsf'/'NRsf'
Expected impact on the notes' ratings of reduced recoveries (class
A/B/C/D/E)
Reduce recovery rates by 10%:
'AA+sf'/'AA-sf'/'Asf'/'BBB-sf'/'BB+sf'
Reduce recovery rates by 25%:
'AA+sf'/'A+sf'/'A-sf'/'BBB-sf'/'BB+sf'
Reduce recovery rates by 50%:
'AAsf'/'A+sf'/'BBB+sf'/'BB+sf'/'BBsf'
Expected impact on the notes' ratings of increased defaults and
reduced recoveries (class A/B/C/D/E)
Increase default rates by 10% and reduce recovery rates by 10%:
'AA+sf'/'A+sf'/'Asf'/'BBB-sf'/'BB+sf'
Increase default rates by 25% and reduce recovery rates by 25%:
'AAsf'/'Asf'/'BBB+sf'/'BB+sf'/'BBsf'
Increase default rates by 50% and reduce recovery rates by 50%:
'A+sf'/'BBB+sf'/'BBB-sf'/'B+sf'/'B+sf'
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
The ratings may be positively affected if credit enhancement ratios
increase as the transaction deleverages or losses are smaller than
assumed.
Expected impact on the notes' ratings of reduced defaults and
increased recoveries (class A/B/C/D/E)
Reduce default rates by 10% and increase recovery rates by 10%:
'AAAsf'/'AAsf'/'A+sf'/'BBBsf'/'BBBsf'
Reduce default rates by 25% and increase recovery rates by 25%:
'AAAsf'/'AA+sf'/'AAsf'/'A-sf'/'BBB+sf'
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Mila 2025-1 B.V.
Fitch reviewed the results of a third party assessment conducted on
the asset portfolio information, and concluded that there were no
findings that affected the rating analysis.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
Mila 2025-1 B.V. has an ESG Relevance Score of '4' for Data
Transparency & Privacy due to limited historical data, which has a
negative impact on the credit profile, and is relevant to the
ratings in conjunction with other factors.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
===========================
U N I T E D K I N G D O M
===========================
ANSADOR LIMITED: The InSOLVEncy Company Named as Administrators
---------------------------------------------------------------
Ansador Limited, trading as Ansador Fire & Security, was placed
into administration proceedings in the High Court of Justice
Business and Property Courts in Bristol, No CR-2025-BRS-0090 of
2025, and Gareth Buckley of The InSOLVEncy Company was appointed as
administrators on Sept. 1, 2025.
Ansador Limited provided fire and security solutions to corporate
and global clients.
Its registered office is at Blackdown House, Blackbrook Park
Avenue, Taunton, Somerset, TA1 2PX
Its principal trading address is at The Old Coppermill, Copper Mill
Lane, London, SW17 0BN
The administrators can be reached at:
Gareth Buckley
The Insolvency Company
Suite B, Blackdown House
Blackbrook Park Avenue Taunton
Somerset, TA1 2PX
Tel No: 01823216156
For further information, contact:
Kayleigh Bryant
The Insolvency Company
Email: info@theinsolvencycompany.co.uk
Tel No: 01823 216156
DRIP HACKS: Leonard Curtis Named as Administrators
--------------------------------------------------
Drip Hacks Limited was placed into administration proceedings in
the High Court of Justice Business and Property Courts in
Manchester, Insolvency & Companies List (ChD), Court Number:
CR-2025-MAN-001211, and Mike Dillon and Hilary Pascoe of Leonard
Curtis were appointed as administrators on Aug. 27, 2025.
Drip Hacks Limited engaged in the manufacturing and retail of vape
products.
Its registered office and principal trading address is at Unit 4
Riverdane Road, Eaton Bank Trading Estate, Congleton, CW12 1PN.
The joint administrators can be reached at:
Mike Dillon
Hilary Pascoe
Riverside House
Irwell Street, Manchester M3 5EN
For further details, contact:
The Joint Administrators
Email: recovery@leonardcurtis.co.uk
Tel: 0161 831 9999
Alternative contact: Natasha Lee
DURHAM MORTGAGES A: Fitch Lowers Rating on Class F Notes to 'BB-sf'
-------------------------------------------------------------------
Fitch Ratings has downgraded Durham Mortgages A PLC's (Durham A)
class E and F notes and affirmed the rest as detailed below. Fitch
has removed all tranches from Under Criteria Observation.
Entity/Debt Rating Prior
----------- ------ -----
Durham Mortgages A PLC
Class A XS2761206114 LT AAAsf Affirmed AAAsf
Class B XS2761206460 LT AA+sf Affirmed AA+sf
Class C XS2761206627 LT A+sf Affirmed A+sf
Class D XS2761208672 LT A-sf Affirmed A-sf
Class E XS2761211890 LT BB+sf Downgrade BBBsf
Class F XS2761212864 LT BB-sf Downgrade BB+sf
Transaction Summary
Durham Mortgages A PLC is the third refinancing of first-lien
residential owner-occupied (OO) mortgage loans originated in the UK
by Bradford & Bingley plc and Mortgage Express. The asset pool was
originally securitised in 2018 and refinanced in 2021 and 2024
under Durham Mortgages A PLC.
KEY RATING DRIVERS
UK RMBS Rating Criteria Updated: The rating actions reflect Fitch's
updated UK RMBS Rating Criteria (see "Fitch Ratings Updates UK RMBS
Rating Criteria" dated 23 May 2025). Key changes include updated
representative pool weighted average foreclosure frequencies
(WAFF), changes to sector selection, revised recovery rate
assumptions, and changed cash flow assumptions. In addition, Fitch
now applies dynamic default distributions and high prepayment rate
assumptions rather than the previous static assumptions.
The most significant revision was to the non-conforming sector
representative 'Bsf' WAFF and introduction of borrower-level
recovery rate caps to underperforming seasoned collateral. The
downgrades of the class E to F notes reflect larger losses
resulting from revised recovery rate expectations.
Transaction Adjustment: The portfolio consists of seasoned OO
loans, originated primarily between 2005 and 2008 with a high
portion of self-certified, interest-only, and restructured loans.
Fitch has applied its non-conforming assumptions but with a
smaller-than-usual transaction adjustment of 0.5x to FF. This is
because the historical performance of loans over three months in
arrears has been significantly better than Fitch's non-conforming
index and comparable peers.
Stable Performance: Early- and late-stage arrears have increased
moderately by about 1pp since the January 2025 review, with
one-month plus arrears at 15.3% of the pool and three-months-plus
arrears at 11.3% as of June 2025. However, the transaction has
continued to outperform Fitch's UK non-conforming index and
comparable peers, with a significantly lower share of late-stage
arrears; cumulative repossessions since closing in February 2025
remain below 1%.
Increasing Credit Enhancement: The affirmation of the senior notes
is supported by rising credit enhancement (CE). CE for the class A
notes increased to 21.6%, from 19.5% at the last review, driven by
sequential amortisation and the non-amortising general reserve
fund, which provides liquidity and credit support.
High Fees: The reported servicing fee of 0.5% of the outstanding
portfolio is significantly higher than expected at closing, likely
reflecting the large number of arrears and defaults that require
additional servicing work, and in turn higher transaction charges.
High fees limit available excess spread, which Fitch has reflected
in its analysis, contributing to the downgrade of the class E to F
notes.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
The transaction's performance may be affected by adverse changes in
market conditions and the economic environment. Weakening economic
performance is strongly correlated to increasing delinquencies and
defaults that could reduce CE available to the notes.
In addition, unexpected declines in recoveries could result in
lower net proceeds, which may make certain notes susceptible to
negative rating action, depending on the extent of the decline in
recoveries.
Fitch found that a 15% increase in the WAFF and 15% decrease of the
weighted average recovery rate (WARR) would imply the following:
Class A : 'AAAsf'
Class B: 'AAsf'
Class C: 'Asf'
Class D: 'BB+sf'
Class E: 'Bsf'
Class F: 'CCCsf'
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Stable to improved asset performance driven by stable delinquencies
and defaults would lead to increasing CE and, potentially,
upgrades.
Fitch found that a 15% decrease in the WAFF and 15% increase of the
WARR would imply the following:
Class A: 'AAAsf'
Class B: 'AAAsf'
Class C: 'AAAsf'
Class D: 'AA-sf'
Class E: 'A-sf'
Class F: 'BBBsf'
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
Prior to the transaction closing, Fitch reviewed the results of a
third-party assessment conducted on the asset portfolio information
and concluded that there were no findings that affected the rating
analysis.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
Durham Mortgages A PLC has an ESG Relevance Score of '4' for
Customer Welfare - Fair Messaging, Privacy & Data Security, due to
the high portion of interest-only loans in legacy OO mortgages,
which has a negative impact on the credit profile and is relevant
to the ratings in conjunction with other factors.
Durham Mortgages A PLC has an ESG Relevance Score of '4' for
Exposure to Social Impacts, due to the high portion of borrowers in
the pool that have already reverted to a floating rate and are
currently paying a high Bank of England base rate. These borrowers
may not be in a position to refinance. This has a negative impact
on the credit profile and is relevant to the ratings in conjunction
with other factors.
Durham Mortgages A PLC has an ESG Relevance Score of '4' for Human
Rights, Community Relations, Access & Affordability, due to a large
portion of the pool containing OO loans advanced with limited
affordability checks, which has a negative impact on the credit
profile and is relevant to the ratings in conjunction with other
factors.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
EBUYER (UK): FRP Advisory Named as Joint Administrators
-------------------------------------------------------
Ebuyer (UK) Limited was placed into administration proceedings in
the High Court of Justice Court Number: CR-2025-005492, and
Alastair Rex Massey and Anthony John Wright of FRP Advisory Trading
Limited, were appointed as joint administrators on Aug. 11, 2025.
Trading as Ebuyer, Ebuyer (UK) Limited specialized in retail sale
via mail order houses or via Internet.
Its registered office is at Ferry Road, Howdendyke, Goole, DN14
7UW. To be changed to C/O FRP Advsory Trading Limited, 2nd Floor,
110 Cannon Street, London, EC4N 6EU.
Its principal trading address is at Ferry Road, Howdendyke, Goole,
DN14 7UW.
The joint administrators can be reached at:
Alastair Rex Massey
Anthony John Wright
FRP Advisory Trading Limited
110 Cannon Street, London
EC4N 6EU
Further details contact:
The Joint Administrators
Tel: 020 3005 4000
Alternative contact:
Nick Saunders
Email: Nick.Saunders@frpadvisory.com
M SQUARED LASERS: Interpath Ltd Named as Administrators
-------------------------------------------------------
M Squared Lasers Limited was placed into administration proceedings
in the Court of Session, Court Number: P867 of 25, Geoffrey Isaac
Jacobs and Alistair McAlinden of Interpath Ltd was appointed as
administrators on Aug. 27, 2025.
M Squared Lasers was into manufacturing.
Its registered office and principal trading address is at Venture
Building 1 Kelvin Campus, West of Scotland Science Park, Maryhill
Road, Glasgow, G20 0SP
The joint administrators can be reached at:
Geoffrey Isaac Jacobs
Alistair McAlinden
c/o Interpath Ltd
5th Floor, 130 St Vincent Street
Glasgow, G2 5HF
For further details, contact:
Sarah Coyne
Email: Sarah.Coyne@interpath.com
Tel No: 0141 648 4334
OROCCO LIMITED: BDO LLP Named as Administrators
-----------------------------------------------
Orocco Limited was placed into administration proceedings in the
Court of Session, No P870 of 2025, and James Stephen and Kerry
Bailey of BDO LLP were appointed as administrators on August 25,
2025.
Orocco Limited was into joinery installation.
Its registered office is at 14 Old Edinburgh Road, Dalkeith, EH22
1JD to be changed to C/O BDO LLP, 2 Atlantic Square, 31 York
Street, Glasgow, G2 8NJ.
Its principal trading address is at 14 Old Edinburgh Road,
Dalkeith, EH22 1JD
The joint administrators can be reached at:
Simon Girling
BDO LLP
Bridgewater House
Finzels Reach, Counterslip
Bristol, BS1 6BX
-- and --
James Stephen
BDO LLP
2 Atlantic Square
31 York Street, Glasgow G2 8NJ
For further details, contact:
The Joint Administrators
Email: BRCMTNorthandScotland@bdo.co.uk
Tel No: +44(0)151-237-2526
Alternative contact: Abby Lalor
STREETBEES.COM LIMITED: FRP Advisory Named as Administrators
------------------------------------------------------------
STREETBEES.COM Limited was placed into administration proceedings
in the High Court of Justice, Court Number: CR-2025-005627, and
Anthony Simmons and David Hudson of FRP Advisory Trading Limited,
were appointed as administrators on Aug. 26, 2025.
STREETBEES.COM Limited engaged in market research and public
opinion polling.
Its registered office is at 10 Orange Street, West End, London,
WC2H 7DQ to be changed to c/o FRP Advisory Trading Limited, 2nd
Floor, 110 Cannon Street, London, EC4N 6EU
Its principal trading address is at 133 Whitechapel Street, London,
E1 7QA
The joint administrators can be reached at:
Anthony Simmons
David Hudson
FRP Advisory Trading Limited
110 Cannon Street, London EC4N 6EU
For further details contact:
The Joint Administrators
Tel: 020 3005 4000
Alternative contact:
Alex Williams
Email: cp.london@frpadvisory.com
TALKTALK TELECOM: Fitch Lowers LongTerm IDR to 'C'
--------------------------------------------------
Fitch Ratings has downgraded TalkTalk Telecom Group Limited's (TTG)
Long-Term Issuer Default Rating (IDR) to 'C' from 'CCC-' and its
first-lien senior secured debt rating to 'CC' from 'CCC' and
removed them from Rating Watch Negative. The Recovery Rating of the
first-lien debt is 'RR3'.
This follows TTG's exchange offer on its existing debt through a
consent solicitation process, which meets the conditions for a
distressed debt exchange (DDE) under Fitch's Corporates Rating
Criteria. Prior to the launch of the exchange offer, over 90% of
first-lien debt creditors and 87% of second-lien debt creditors
have consented to TTG's debt restructuring proposal.
Fitch continues to evaluate TTG based on its existing capital
structure. The exchange is expected to close by end-September 2025.
Once the DDE is executed, Fitch expects to downgrade the IDR to
'RD' (Restricted Default) and reassess the rating based on the
revised capital structure, business prospects, and liquidity.
Key Rating Drivers
Exchange Offer Launched: The debt exchange offer was launched on 29
August. Under the offer, a GBP121 million PIK facility backstopped
by a shareholder is available for drawdown, with GBP60 million of
cash already received on an interim first-lien basis. An additional
GBP11.9 million is due to be received imminently following the
launch of the exchange offer. First-and second-lien lenders will be
able to participate in the facility.
The facility will rank senior to second lien but behind first lien.
Second-lien lenders that contribute to funding will rank ahead
non-participating second-lien lenders. First-lien lenders will have
an option to exchange into up-tiered notes, retaining their
position in the debt structure, but with PIK-only interest and
extended maturity to February 2028.
Material Reduction of Terms: Fitch views the transaction as a DDE
due to a material reduction in terms with respect to interest,
maturities and ranking. Non-consenting lenders will rank behind the
new funding and, subject to a majority vote, have their covenants
removed. Fitch believes creditors have few alternatives other than
to support the proposal as the current liquidity trajectory
heightens the risk of a default.
Avoidance of a Probable Default: Fitch believes TTG's weak
operating performance, untenable liquidity profile and
unsustainable leverage will leave the company unable to meet
interest payments on its accruing debt or effectively manage
working capital payments in the next 12-18 months. There is a high
probability of default in the absence of the exchange offer.
Liquidity Under Pressure: TTG reported balance-sheet cash of GBP23
million for 1QFY26 (year-end February), with no revolving credit
facility to cover working-capital needs. Fitch expects the new
funding, in addition to completed asset sales (including any
contingent payments), to improve TTG's immediate liquidity. The
GBP60 million was made available immediately, with an additional
GBP11.9 million of funding due imminently. Some GBP47 million will
also be available on a short-term basis in March 2026. The cash
injection will be used to renegotiate terms with key suppliers and
allow for an exit on agreements with suppliers who do not form part
of TTG's ongoing trading plans.
The remaining Key Rating Drivers are from its Rating Action
Commentary published on 11 August 2025.
Negative Free Cash Flow: Fitch projects TTG's capital structure
will result in negative free cash flow (FCF) over FY26-FY28
(year-end February), leading to a substantial erosion of liquidity.
This will be exacerbated by cash interest payments starting in May
2026 if the exchange offer does not proceed. Near-term cash outflow
is strained by restructuring costs and high capex. TTG has cut
operating and subscriber acquisition expenses, but this has been
offset by continued revenue decline, limiting FCF gains. Underlying
earnings generation is weak, with a FY25 Fitch-defined EBITDA
margin of 4.5%.
Unsustainable Capital Structure: TTG's leverage is no longer
commensurate with a 'CCC' rating, as indicated by its extremely
high Fitch-defined EBITDA leverage and the lack of a credible
deleveraging path. Fitch expects only marginal Fitch-defined EBITDA
margin improvements over FY26-FY29, resulting in high leverage for
TTG's business profile for a prolonged period. The company's
capital structure remains untenable in the absence of a
comprehensive balance-sheet restructuring, posing significant risk
to creditors. Refinancing risk is also heightened by PIK interest
accumulating to the debt balance.
Ongoing Operational Challenges: TTG continues to face operational
challenges. Its customer base dropped to 3.1 million in 1Q25, from
3.6 million in 2024, due partly to the disposal of a part of its
customer base. The business is also exposed to the continued
decline of legacy products, including voice and lower bandwidth
ethernet, and intensifying competition from alternative networks.
TTG's PXC ethernet business saw marginal growth of 1.3% in FY25,
which brought some value, but was constrained by pricing pressure
for new subscribers.
Business Model Risks: TTG operates as an aggregator and reseller in
an increasingly competitive market, where declining inflation and
limited pricing flexibility have made it difficult to sustain
earnings growth. The company still holds a major position in the
sector, but its market share has fallen to below 10%, reflecting a
rapidly shrinking customer base. Initiatives to restructure
operations, including the separation of TTG Consumer and PXC, have
yet to show meaningful progress. Execution risk around cost
transformation and operational turnaround remains high, with
aggressive cuts in subscriber acquisition costs and marketing
potentially compromising growth.
Peer Analysis
TTG's operating and FCF margins lag behind the telecom sector
average, reflecting its limited scale, unbundled local exchange
network architecture and dependence on regulated wholesale products
for last-mile connectivity. The company is less exposed to the
trend of consumers trading down or cancelling pay-TV subscriptions
in favour of alternative internet or wireless-based services, but
its business model faces weaker operating margins from its leased
local network, intense competition at the value end of the market
and evolving regulation.
Peers, such as BT Group plc (BBB/Stable) and VMED O2 UK Limited
(BB-/Negative), benefit from fully owned access infrastructure,
revenue diversification resulting from scale in multiple products,
including mobile and pay-TV, and higher operating and cash flow
margins.
A notable peer in the UK value segment is Vodafone Group Plc's
(BBB/Positive) UK-based subsidiary, which also leases lines from
Openreach - BT's wholly owned network operator - and alternative
networks. However, Vodafone benefits from global diversification,
network ownership in other countries and an extensive mobile
network that allows for fixed-mobile convergent offering.
Sky plc, a subsidiary of Comcast Corp. (A-/Stable), is another
leased line provider, but benefits from scale and service
diversification, with offerings at the premium and value end
(NowTV). It also has a significant competitive advantage in the
cash flow-generative traditional pay-TV segment, particularly
through its higher-value sport offerings.
The higher cash flow visibility of these peers supports greater
debt capacity for a given rating.
Key Assumptions
Its rating-case assumptions reflect the current capital structure:
- Revenue decline of 9% in FY26 (year-end February), with low
single-digit growth over FY27-FY29
- Fitch-defined EBITDA margin of about 5.6% in FY26, rising
gradually to above 7% by FY29. Fitch-defined EBITDA is on a
pre-IFRS16 basis
- Network monetisation cash inflow recognised before free cash
flow, but excluded from Fitch-defined EBITDA
- Capex at 6.8% of sales in FY26, declining to 5% by FY29
- Non-recurring cash outflow includes copper-to-fibre, legacy and
exceptional costs
- M&A cash inflow of GBP50 million, including contingent payments,
reflecting disposals already signed
- Interest on first-lien senior secured debt treated as cash paid
from FY27, in line with the existing indenture
- GBP71.9 million included in gross debt on a PIK basis
Recovery Analysis
The recovery analysis assumes TTG would be considered a going
concern in bankruptcy and that it would be reorganised rather than
liquidated.
TTG after restructuring may be acquired by a larger company that
could absorb its customer base and exit or cut back its presence in
less favourable service lines, ultimately, reducing its scale.
Fitch applies an enterprise value multiple of 4.0x and deduct 10%
for administrative claims to account for bankruptcy and associated
costs to calculate a post-reorganisation enterprise value. The
multiple reflects TTG's smaller scale, limited diversification and
restricted network ownership compared with that of peers in
developed markets.
Its waterfall analysis generates a ranked recovery for TTG's
first-lien senior secured debt in the 'CC'/'RR3' band. Fitch treats
the new funding as equally ranking with other first-lien debt on an
interim basis. Second-lien senior secured debt lies in the
'C'/'RR6' band. Fitch assumes the accounts receivable
securitisation facility remains in place in a bankruptcy and
therefore does not affect recoveries for secured creditors, as
demonstrated in the most recent restructuring in December 2024. Its
analysis reflects the current capital structure.
RATING SENSITIVITIES
Factors That Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Execution of the exchange offer as proposed would be expected to
result in a downgrade of TTG's rating to 'RD' followed by a
reassessment of the issuer's credit profile under the revised
capital structure
- Non-payment of any financial obligations or an uncured covenant
breach under the current capital structure
- Enactment of a formal bankruptcy procedure
Factors That Could, Individually or Collectively, Lead To Positive
Rating Action/Upgrade
A positive rating action is unlikely until the successful execution
of the DDE.
Liquidity and Debt Structure
Fitch sees minimal liquidity headroom for TTG to weather further
operational underperformance. The incremental facility of GBP121
million, with GBP60 million already received and an additional
GBP11.9 million due imminently, and proceeds from completed asset
sales will help meet near-term supplier payments and provide TTG
with additional flexibility in supplier negotiations. Cash interest
payments are due to start in May 2026 if the exchange offer does
not proceed.
However, TTG has received the necessary first-lien creditor support
through the consent solicitation process, which confirmed the terms
of the incremental facility, and expects to receive consents to
amend interest payments as part of the exchange offer. Any reversal
of the proposed restructuring plan without an appropriate
alternative solution would likely lead to a large erosion in
balance sheet liquidity.
TTG's debt was split into first- and second-lien senior secured
debt, including PIK interest, of GBP674 million and GBP595 million,
respectively, as of 1QFY26. New funding will also have PIK interest
and mature in February 2028. Current maturities for the senior
secured debt are September 2027 and March 2028.
Issuer Profile
TTG is an alternative 'value-for-money' fixed-line telecom operator
in the UK, offering quad-play services to consumers and broadband
and ethernet services to business customers.
Summary of Financial Adjustments
TTG classifies customer connection costs as right of use assets,
which it depreciates under IFRS16. However, these are paid up front
as part of capex, leaving lease cash repayments lower than
depreciation of right of use assets plus interest on lease
liabilities (IFRS16 lease costs). According to its criteria, IFRS16
lease costs should be deducted from operating profit to calculate
Fitch-defined EBITDA for this sector. Fitch treats the customer
connection element of lease costs as capex and lower IFRS16 lease
costs for the portion of lease costs that relate to one-off
customer connection costs.
MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS
Fitch's latest quarterly Global Corporates Macro and Sector
Forecasts data file which aggregates key data points used in its
credit analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.
ESG Considerations
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
TalkTalk Telecom
Group Limited LT IDR C Downgrade CCC-
senior secured LT CC Downgrade RR3 CCC
Senior Secured
2nd Lien LT C Affirmed RR6 C
VENATOR INVESTMENTS UK: Alvarez & Marsal Named as Administrators
----------------------------------------------------------------
Venator Investments UK Limited was placed into administration
proceedings in the High Court of Justice, Business and Property
Courts of England and Wales, Insolvency and Companies List (ChD),
No CR-2025-006042, and Helen Skeates and Mark Firmin of Alvarez &
Marsal Europe LLP were appointed as administrators on Sept. 2,
2025.
Venator Investments UK engaged in activities of other holding
companies.
Its registered office and principal trading address is at Titanium
House Hanzard Drive, Wynyard Park, Stockton-On-Tees, TS22 5FD.
The joint administrators can be reached at:
Helen Skeates
Mark Firmin
Alvarez & Marsal Europe LLP
Suite 3 Regency House
91 Western Road, Brighton BN1 2NW
Tel No: +44(0)-20-7715-5200
For further details, contact:
Francis Gardener-Trejo
Alvarez & Marsal Europe LLP
Email: INS_VENMAP@alvarezandmarsal.com
Tel No: 44 (0) 20 7715 5223
VENATOR MATERIALS INT'L: Alvarez & Marsal Named as Administrators
-----------------------------------------------------------------
Venator Materials International UK Limited was placed into
administration proceedings in the High Court of Justice, Business
and Property Courts of England and Wales, Insolvency and Companies
List (ChD), No CR-2025-006041, and Helen Skeates and Mark Firmin of
Alvarez & Marsal Europe LLP were appointed as administrators on
Sept. 2, 2025.
Venator Materials International engaged in activities of other
holding companies.
Its registered office and principal trading address is at Titanium
House Hanzard Drive, Wynyard Park, Stockton-On-Tees, TS22 5FD.
The joint administrators can be reached at:
Helen Skeates
Mark Firmin
Alvarez & Marsal Europe LLP
Suite 3 Regency House
91 Western Road, Brighton BN1 2NW
Tel No: +44(0)20-7715-5200
For further details, contact:
Francis Gardener-Trejo
Alvarez & Marsal Europe LLP
Email: INS_VENMAP@alvarezandmarsal.com
Tel No: 44 (0) 20 7715 5223
VENATOR MATERIALS PLC: Alvarez & Marsal Named as Administrators
---------------------------------------------------------------
Venator Materials PLC was placed into administration proceedings in
the High Court of Justice, Business and Property Courts of England
and Wales, Insolvency and Companies List (ChD) No CR-2025-006040,
and Helen Skeates and Mark Firmin and Richard Beard of Alvarez &
Marsal Europe LLP were appointed as administrators on Sept. 2,
2025.
Venator Materials engaged in activities of other holding
companies.
Its registered office and principal trading address is at Titanium
House Hanzard Drive, Wynyard Park, Stockton-On-Tees, TS22 5FD.
The joint administrators can be reached at:
Helen Skeates
Mark Firmin
Richard Beard
Alvarez & Marsal Europe LLP
Suite 3 Regency House
91 Western Road, Brighton BN1 2NW
Tel No: +44(0)20-7715-5200
For further details, contact:
Francis Gardener-Trejo
Alvarez & Marsal Europe LLP
Email: INS_VENMAP@alvarezandmarsal.com
Tel No: 44 (0) 20 7715 5223
VENDO LTD: AMS Business Named as Administrators
-----------------------------------------------
Vendo Ltd was placed into administration proceedings in the High
Court of Justice, Business and Property Courts in England and
Wales, Insolvency and Companies List, No CR2025LDS0008 of 2025, and
Philip Lawrence and Gareth Howarth of AMS Business Recovery, were
appointed as administrators on Aug. 27, 2025.
Vendo Ltd specialized in business support services.
Its registered office and principal trading address is at Vicarage
Court, 160 Ermin Street, Swindon, SN3 4NE
The joint administrators can be reached at:
Philip Lawrence
Gareth Howarth
AMS Business Recovery
1 Hardman Street, Manchester
Greater Manchester, M3 3HF
Tel No: 0161 413 0999
For further details, contact:
Daniel McNamee
AMS Business Recovery
Email: daniel.mcnamee@groupams.co.uk
Tel No: 0161 413 0999
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.
Copyright 2025. All rights reserved. ISSN 1529-2754.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.
Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.
The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail. Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each. For subscription information,
contact Peter Chapman at 215-945-7000.
* * * End of Transmission * * *