250919.mbx

250919.mbx T R O U B L E D C O M P A N Y R E P O R T E R E U R O P E Friday, September 19, 2025, Vol. 26, No. 188 Headlines F R A N C E CHROME HOLDCO: Moody's Cuts CFR to Caa2 & Alters Outlook to Neg. G E R M A N Y REVOCAR 2021-2: Fitch Alters Outlook on Class D Notes to Stable I R E L A N D BECKETT PARK: Fitch Assigns 'B-sf' Final Rating on Class F Notes NORTHWOODS CAPITAL 21: Moody's Affirms B3 Rating on Class F Notes I T A L Y SAMMONTANA ITALIA: Moody's Affirms B2 CFR, Outlook Remains Stable SAMMONTANA ITALIA: S&P Affirms 'B' LongTerm ICR, Outlook Stable L U X E M B O U R G AFE SA SICAV-RAIF: Moody's Cuts CFR to Ca & Alters Outlook to Neg. NATURA &CO LUXEMBOURG: Moody's Alters Outlook on 'Ba2' to Stable N E T H E R L A N D S CUPPA BIDCO: Moody's Lowers CFR to Caa1 & Alters Outlook to Stable SANDY MIDCO: Moody's Lowers CFR to B3 & Alters Outlook to Stable U N I T E D K I N G D O M BRISTOL TELEVISION: Undebt.co.uk Named as Administrators COMPASS III: Moody's Lowers CFR to Caa1 & Alters Outlook to Stable EGL VAUGHAN: FTS Recovery Named as Administrators INEOS GROUP: Moody's Lowers CFR to B1, Outlook Remains Negative INEOS QUATTRO: Moody's Downgrades CFR to B2, Outlook Negative ITHACA ENERGY: Moody's Rates New EUR400MM Sr. Unsecured Notes 'B1' MANTEC ENGINEERING: FTS Recovery Named as Administrators SCOTT & MEARS: Begbies Traynor Named as Administrators TABS 14 2025-1ST1: Fitch Assigns CCC(EXP)sf Rating on Cl. X2 Notes THAMES WATER: Moody's Rates GBP1.3-Bil. 9.75% Bonds Due 2027 'B2' URBANCRAZY (MOBILE): Quantuma Advisory Named as Administrators X X X X X X X X [] BOOK REVIEW: Transnational Mergers and Acquisitions - - - - - =========== F R A N C E =========== CHROME HOLDCO: Moody's Cuts CFR to Caa2 & Alters Outlook to Neg. ---------------------------------------------------------------- Moody's Ratings has downgraded Chrome HoldCo's (Cerba or the company) long term corporate family rating to Caa2 from Caa1 and its probability of default rating to Caa2-PD from Caa1-PD. Concurrently, Moody's have downgraded to Caa2 from Caa1 the instrument ratings on the senior secured term loans, the senior secured global notes and the senior secured revolving credit facility (RCF) issued by Chrome BidCo. Moody's have also downgraded the rating on the backed senior unsecured notes to Ca from Caa3 issued by Chrome HoldCo. The outlook on both entities changed to negative from stable. "The downgrade reflects Cerba's weak liquidity, unsustainable capital structure, and elevated risk of debt restructuring, which together heighten the likelihood of default beyond 2025" said Lahlou Meksaoui, Vice President-Senior Analyst at Moody's Ratings. RATINGS RATIONALE The rating action reflects Cerba's weakening in liquidity with heightened risks of debt restructuring scenarios or other form of default beyond 2025. Cerba has weak adjusted credit metrics. Although there are no imminent debt maturities, Moody's assesses the company's capital structure, featuring EUR4.8 billion in adjusted debt as of June 30, 2025, as unsustainable with high refinancing risk. The company is currently exploring all options to refinance upcoming debt maturities with the assistance of appointed debt advisors. Governance considerations were a key driver for this rating action, reflecting Cerba's tolerance for weak liquidity and credit metrics, which is part of Moody's financial strategy and risk management considerations and resulted in elevated refinancing risk. In order to preserve liquidity, the company decided on August 29 to shift the interest payment schedule of its term loan B and RCF to semi-annual payments from the existing monthly ones. This change will take effect from September 2025, meaning the next interest payment will now be due in Q1 2026. Whilst Moody's expects this change to support the company's liquidity through the second half of the year, the liquidity position remains weak. Moody's forecasts negative adjusted free cash flow in 2025 with its revolving credit facility fully utilized. Consequently, the company will depend on its cash reserves to finance operations. In Moody's viesw, there is a high risk that these reserves will be insufficient to sustain operations over the next 6-12 months unless there is a significant increase in EBITDA or additional liquidity support. In 2025, Moody's forecasts adjusted gross debt to EBITDA of 13.6x and adjusted EBITA to interest expense of 0.8x. These metrics are weaker than Moody's earlier projections. In addition, Cerba's earnings quality is complicated by the extensive EBITDA add-backs, such as cost savings and pro forma run rate synergies, that are currently allowed under the company's bank documentation. As of June 30, 2025, year-to-date reported EBITDA was down by 4.6% at EUR222 million mainly because of the negative tariff impact which occurred in September 2024. However, reported EBITDA margin slightly increased to 23.8% compared to 23.7% which illustrates the company's ability to reduce costs. The company aims for a cost efficiency program exceeding EUR100 million pro forma for 2025, having already achieved EUR37 million in H1 2025. The laboratories sector in Europe, including companies like Cerba, face significant market risk due to the heavily regulated nature of the industry. This regulation manifests in limited pricing power for laboratories because tariffs for medical tests are set and periodically reviewed by public health authorities. This scenario inherently limits organic growth opportunities within the sector, as laboratories cannot independently adjust prices in response to changing market conditions or increasing operational costs. The French laboratory sector experienced a sharp tariff cut in September 2024, negatively impacting performance. Tariffs are now expected to remain unchanged until December 2026, but uncertainty beyond that date could lead to further reductions, adding pressure on revenue and profitability. More generally, Cerba's Caa2 ratings are supported by (1) the company's scale, leading position and network density particularly in France (Government of France, Aa3 stable); (2) the positive demand trends for clinical laboratory tests; (3) its presence in the Contract Research Organization (CRO) sector, an unregulated industry, which presents opportunities for potential revenue growth. Conversely, the ratings are constrained by (1) the exposure to change in regulation and continuous tariff pressure, which will limit organic growth; (2) the high fixed-cost base and the execution risk related to company's business optimization program and synergy extraction efforts; (3) the highly leveraged financial profile, weak liquidity, and risk of debt restructuring. LIQUIDITY Cerba's liquidity is weak. As of June 30, 2025, it had cash of EUR47 million and the EUR450 million RCF is fully drawn. In 2025, Moody's forecasts negative free cash flow of about EUR40-50 million. Free cash flow in 2026 could remain negative if the company fails to deliver a substantial increase in EBITDA. The company's debt obligations are not due in the near term. The revolving credit facility expires in November 2027, and the first lien term loans are due starting May 2028. The debt structure includes a springing covenant (a 9x flat requirement on senior net leverage), tested only if the RCF is drawn by more than 40%. The net leverage ratio as defined by the debt indenture was at 7.9x as of June 30, 2025. STRUCTURAL CONSIDERATIONS The Caa2 rating on the senior secured debt instruments is in line with the CFR since it represents a significant amount of debt in Cerba's capital structure. The Ca rating on the senior unsecured notes is two notches below the CFR, reflecting the significant amount of first lien debt in the capital structure. RATING OUTLOOK The negative outlook reflects the risk of lower recoveries for debtholders than those implied by the current ratings, in the case of a debt restructuring, as well as the execution risks related to the company's cost savings plan. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS An upgrade would require a lower likelihood of default and a return to a sustainable capital structure. This would need to be supported by sustained improvements in operating performance and liquidity, leading to stronger credit metrics. Additionally, it would require the absence of adverse regulatory developments. The ratings could be downgraded if Cerba fails to meet scheduled interest or principal payments, if debt restructuring scenarios materialize, or if recovery estimates weaken. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Business and Consumer Services published in November 2021. Cerba's Caa2 rating is two notches below the scorecard-indicated outcome of B3, reflecting Moody's greater emphasis on refinancing risk, as well as weak liquidity and credit metrics. COMPANY PROFILE Headquartered in Paris, Cerba was founded in 1967 as a specialty laboratory and expanded into routine testing and pharmaceutical research (clinical trials) testing in 2007. Cerba is a reference player in France and is also present in Belgium, Luxembourg, Italy and Africa, serving over 30 million patients each year. The company is majority owned by funds managed and advised by EQT Partners (56%), PSP Investments (28%) and management (16%). ============= G E R M A N Y ============= REVOCAR 2021-2: Fitch Alters Outlook on Class D Notes to Stable --------------------------------------------------------------- Fitch Ratings has upgraded RevoCar 2021-2 UG (haftungsbeschraenkt)'s class B and C notes and affirmed the others. Fitch has revised the Outlook on the class D notes to Stable from Negative. Entity/Debt Rating Prior ----------- ------ ----- RevoCar 2021-2 UG (haftungsbeschraenkt) A XS2396099454 LT AAAsf Affirmed AAAsf B XS2396101706 LT AA+sf Upgrade A+sf C XS2396108206 LT A-sf Upgrade BBBsf D XS2396117025 LT BBsf Revision Outlook BBsf Transaction Summary RevoCar 2021-2 is a securitisation of auto loan receivables originated by Bank11 für Privatkunden und Handel Gmbh. The transaction is amortising sequentially, with 65% of its balance comprising balloon loans granted to both private and commercial customers. KEY RATING DRIVERS Loss Assumptions Maintained, Prepayments Increased: The transaction has performed in line with expectations. Fitch has maintained its assumptions for the remaining lifetime default rate (1.6%), recovery base case (45%), 'AAA' recovery haircut (45%), and multiple (6.25x). Fitch has increased the prepayment rate assumption to 20% from 11% to account for the higher observed and expected prepayments. Fast Deleveraging: The transaction is amortising quickly, shortening the weighted average life and pulling forward default timing, which reduces excess spread in Fitch's modelling. The class D notes are most exposed to these dynamics. Compared with Fitch's previous rating review, credit enhancement (CE) has increased, resulting in the class D notes being better able to cope with lower available excess spread, driving the revision of their Outlook to Stable. Increasing CE was also the main driver of the upgrades of the class B and C notes. Commingling Risks: All scheduled payments are remitted to the issuer's accounts daily, but prepayments are transferred monthly, exposing the transaction to commingling risk. The commingling reserve no longer covers this risk as it has fully amortised. For the class D notes, Fitch considered further factors reducing the exposure to commingling risk, such as the short expected remaining lifetime of the transaction and the notes' rating at 'BBsf'. Fitch expects CE for all classes to continue increasing, such that commingling losses could be absorbed in the future. Class B-D Ratings Limited: An amortising liquidity reserve is available to cover senior expenses and class A interest payments. Interest on the class B to D notes is deferrable. The reserve is only available in a servicer termination event and does not cover interest payments on the class B to D notes, limiting the maximum achievable ratings to 'AA+sf'. This currently only affects the class B notes. Counterparty Replacement Procedures Adequate: The servicer continuity risk is adequately reduced with the liquidity reserve, standard nature of the assets and clearly defined servicer replacement conditions. Account bank and swap counterparty downgrade risks are adequately reduced with triggers and replacement procedures in line with its criteria. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade Higher defaults or lower recoveries than assumed and higher prepayments could result in decreasing excess spread and downgrades. Below are the ratings of the class A/B/C/D notes assuming different default and recovery rates. Increase default rates by 10%: 'AAAsf'/'AAsf'/'BB+sf'/'B+sf' Increase default rates by 25%: 'AAAsf'/'AA-sf'/'BBsf'/'Bsf' Increase default rates by 50%: 'AAAsf'/'Asf'/'BB-sf'/'CCCsf' Reduce recovery rates by 10%: 'AAAsf'/'AAsf'/'BB+sf'/'B+sf' Reduce recovery rates by 25%: 'AAAsf'/'AAsf'/'BB+sf'/'Bsf' Reduce recovery rates by 50%: 'AAAsf'/'AA-sf'/'BBsf'/'CCCsf' Defaults up and recoveries down by 10% each: 'AAAsf'/'AA-sf'/'BB+sf'/'Bsf' Defaults up and recoveries down by 25% each: 'AAAsf'/'A+sf'/'BB-sf'/'CCCsf' Defaults up and recoveries down by 50% each: 'AAAsf'/'BBB+sf'/'Bsf'/'NRsf' Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade The class A and B notes have reached their maximum achievable ratings of 'AAAsf' and 'AA+sf', respectively. The class C and D notes would be upgraded by three notches and one notch to 'AA-sf' and 'BB+sf', if defaults decreased by 25% and recoveries increased by 25%, respectively. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY Fitch has checked the consistency and plausibility of the information it has received about the performance of the asset pool and the transaction. Fitch has not reviewed the results of any third party assessment of the asset portfolio information or conducted a review of origination files as part of its ongoing monitoring. Prior to the transaction closing, Fitch reviewed the results of a third party assessment conducted on the asset portfolio information and concluded that there were no findings that affected the rating analysis. Overall, and together with any assumptions referred to above, Fitch's assessment of the information relied upon for the agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. ============= I R E L A N D ============= BECKETT PARK: Fitch Assigns 'B-sf' Final Rating on Class F Notes ---------------------------------------------------------------- Fitch Ratings has assigned Beckett Park CLO DAC final ratings. Entity/Debt Rating ----------- ------ Beckett Park CLO DAC A XS3134604449 LT AAAsf New Rating B XS3134604795 LT AAsf New Rating C XS3134604951 LT Asf New Rating D XS3134605172 LT BBB-sf New Rating E XS3134605339 LT BB-sf New Rating F XS3134605503 LT B-sf New Rating Subordinated Notes XS3134605768 LT NRsf New Rating Transaction Summary Beckett Park 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 have been used to fund a portfolio with a target par of EUR400 million. The portfolio is actively managed by Blackstone Ireland Limited. The CLO has a 4.5-year reinvestment period and a 7.5-year weighted average life (WAL) test at closing. KEY RATING DRIVERS Average Portfolio Credit Quality (Neutral): Fitch assesses the average credit quality of obligors at 'B/B-'. The Fitch weighted average rating factor of the identified portfolio is 25.1. 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 62.3%. Diversified Portfolio (Positive): The transaction includes various concentration limits, including a maximum exposure to the three largest Fitch-defined industries at 40%. These covenants ensure the asset portfolio will not be exposed to excessive concentration. Portfolio Management (Neutral): The transaction includes four Fitch test matrices, two of which are effective at closing with a 7.5-year WAL. The matrices correspond to a top 10 obligor concentration limit at 20% and fixed-rate obligation limits at 5% and 12.5%. It also has two forward matrices with the same top 10 obligors and fixed-rate asset limits, and a seven-year WAL, which will be effective six months after closing, provided that the collateral principal amount (defaults at Fitch-calculated collateral value) is at least at the target par. The transaction has a 4.5-year reinvestment period and include reinvestment criteria similar to those of other European transactions. Fitch's analysis is based on a stressed-case portfolio with the aim of testing the robustness of the transaction structure against its covenants and portfolio guidelines. 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 conditions, including passing the collateral quality and coverage tests and the adjusted collateral principal amount being at least equal to the reinvestment target par balance. Cash Flow Modelling (Positive): The WAL used for the transaction's matrix and the 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 include, among others, passing both the coverage tests and the Fitch 'CCC' bucket limitation test post reinvestment as well as a WAL covenant that progressively steps down, before and after the end of the reinvestment period. Fitch believes these conditions would reduce the effective risk horizon of the portfolio during stress periods. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade A 25% increase of the mean default rate (RDR) across all ratings and a 25% decrease of the recovery rate (RRR) across all ratings of the identified portfolio would have no impact on the class A notes, and lead to downgrades of one notch for the class D and E notes, two notches for the class B and C 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 C notes display a rating cushion of one notch, and the class B, D, E and F notes 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 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 for losses on the remaining portfolio. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY Beckett Park 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 Beckett Park 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. NORTHWOODS CAPITAL 21: Moody's Affirms B3 Rating on Class F Notes ----------------------------------------------------------------- Moody's Ratings has upgraded the ratings on the following notes issued by Northwoods Capital 21 Euro Designated Activity Company: EUR31,500,000 Class B-1 Senior Secured Floating Rate Notes due 2034, Upgraded to Aa1 (sf); previously on Jun 17, 2021 Definitive Rating Assigned Aa2 (sf) EUR15,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2034, Upgraded to Aa1 (sf); previously on Jun 17, 2021 Definitive Rating Assigned Aa2 (sf) EUR32,500,000 Class C Mezzanine Secured Deferrable Floating Rate Notes due 2034, Upgraded to A1 (sf); previously on Jun 17, 2021 Definitive Rating Assigned A2 (sf) Moody's have also affirmed the ratings on the following notes: EUR222,000,000 Class A-1 Senior Secured Floating Rate Notes due 2034, Affirmed Aaa (sf); previously on Jun 17, 2021 Definitive Rating Assigned Aaa (sf) EUR30,000,000 Class A-2 Senior Secured Floating Rate Notes due 2034, Affirmed Aaa (sf); previously on Jun 17, 2021 Definitive Rating Assigned Aaa (sf) EUR27,500,000 Class D Mezzanine Secured Deferrable Floating Rate Notes due 2034, Affirmed Baa3 (sf); previously on Jun 17, 2021 Definitive Rating Assigned Baa3 (sf) EUR21,500,000 Class E Mezzanine Secured Deferrable Floating Rate Notes due 2034, Affirmed Ba2 (sf); previously on Jun 17, 2021 Definitive Rating Assigned Ba2 (sf) EUR16,000,000 Class F Mezzanine Secured Deferrable Floating Rate Notes due 2034, Affirmed B3 (sf); previously on Jun 17, 2021 Definitive Rating Assigned B3 (sf) Northwoods Capital 21 Euro Designated Activity Company, originally issued in July 2020 and later refinanced in June 2021, is a collateralised loan obligation (CLO) backed by a portfolio of mostly high-yield senior secured European loans. The portfolio is managed by Northwoods European CLO Management LLC. The transaction's reinvestment period will end in December 2025. RATINGS RATIONALE The rating upgrades on the Class B-1, B-2 and C notes are primarily a result of the benefit of the shorter period of time remaining before the end of the reinvestment period in December 2025. The affirmations on the ratings on the Class A-1, A-2, D, E and F notes are primarily a result of the expected losses on the notes remaining consistent with their current rating levels, after taking into account the CLO's latest portfolio, its relevant structural features and its actual over-collateralisation ratios. In light of reinvestment restrictions during the amortisation period, and therefore the limited ability to effect significant changes to the current collateral pool, Moody's analysed the deal assuming a higher likelihood that the collateral pool characteristics would maintain an adequate buffer relative to certain covenant requirements. The key model inputs Moody's uses in Moody's analysis, such as par, weighted average rating factor, diversity score and the weighted average recovery rate, are based on Moody's published methodology and could differ from the trustee's reported numbers. In Moody's base case, Moody's used the following assumptions: Performing par and principal proceeds balance: EUR407.9m Defaulted Securities: EUR7.8m Diversity Score: 56 Weighted Average Rating Factor (WARF): 2847 Weighted Average Life (WAL): 4.5 years Weighted Average Spread (WAS): 3.61% Weighted Average Coupon (WAC): 4.34% Weighted Average Recovery Rate (WARR): 42.21% Par haircut in OC tests and interest diversion test: 0% The default probability derives from the credit quality of the collateral pool and Moody's expectations of the remaining life of the collateral pool. The estimated average recovery rate on future defaults is based primarily on the seniority of the assets in the collateral pool. In each case, historical and market performance and a collateral manager's latitude to trade collateral are also relevant factors. Moody's incorporates these default and recovery characteristics of the collateral pool into Moody's cash flow model analysis, subjecting them to stresses as a function of the target rating of each CLO liability it is analysing. Methodology Underlying the Rating Action: The principal methodology used in these ratings was "Moody's Global Approach to Rating Collateralized Loan Obligations" published in May 2024. Counterparty Exposure: The rating action took into consideration the notes' exposure to relevant counterparties, such as the account bank, using the methodology "Structured Finance Counterparty Risks" published in May 2025. Moody's concluded the ratings of the notes are not constrained by these risks. Factors that would lead to an upgrade or downgrade of the ratings: The rated notes' performance is subject to uncertainty. The notes' performance is sensitive to the performance of the underlying portfolio, which in turn depends on economic and credit conditions that may change. The collateral manager's investment decisions and management of the transaction will also affect the notes' performance. Additional uncertainty about performance is due to the following: -- Portfolio amortisation: Once reaching the end of the reinvestment period in December 2025, the main source of uncertainty in this transaction is the pace of amortisation of the underlying portfolio, which can vary significantly depending on market conditions and have a significant impact on the notes' ratings. Amortisation could accelerate as a consequence of high loan prepayment levels or collateral sales by the collateral manager or be delayed by an increase in loan amend-and-extend restructurings. Fast amortisation would usually benefit the ratings of the notes beginning with the notes having the highest prepayment priority. -- Weighted average life: The notes' ratings are sensitive to the weighted average life assumption of the portfolio, which could lengthen as a result of the manager's decision to reinvest in new issue loans or other loans with longer maturities, or participate in amend-to-extend offerings. The effect on the ratings of extending the portfolio's weighted average life can be positive or negative depending on the notes' seniority. -- Recovery of defaulted assets: Market value fluctuations in trustee-reported defaulted assets and those Moody's assumes have defaulted can result in volatility in the deal's over-collateralisation levels. Further, the timing of recoveries and the manager's decision whether to work out or sell defaulted assets can also result in additional uncertainty. Moody's analysed defaulted recoveries assuming the lower of the market price or the recovery rate to account for potential volatility in market prices. Recoveries higher than Moody's expectations would have a positive impact on the notes' ratings. In addition to the quantitative factors that Moody's explicitly modelled, qualitative factors are part of the rating committee's considerations. These qualitative factors include the structural protections in the transaction, its recent performance given the market environment, the legal environment, specific documentation features, the collateral manager's track record and the potential for selection bias in the portfolio. All information available to rating committees, including macroeconomic forecasts, input from Moody's other analytical groups, market factors, and judgments regarding the nature and severity of credit stress on the transactions, can influence the final rating decision. ========= I T A L Y ========= SAMMONTANA ITALIA: Moody's Affirms B2 CFR, Outlook Remains Stable ----------------------------------------------------------------- Moody's Ratings has affirmed the B2 long-term corporate family rating and the B2-PD probability of default rating of Sammontana Italia S.p.A. (Sammontana or the company). Sammontana is an Italian producer and distributor of branded frozen pastry and ice cream. Concurrently, Moody's affirmed the B2 rating on the outstanding EUR925 million senior secured floating rate notes due 2031, which includes a proposed add-on of EUR125 million, issued by Sammontana. The outlook remains stable. Proceeds from the proposed EUR125 million tap on the existing senior secured floating rate notes will be used to repay the drawings under the super senior revolving credit facility (RCF), that has been used to partly finance the acquisition of La Rocca Creative Cakes (La Rocca), pay transaction fees and for general corporate purposes. As part of the transaction, the super senior RCF will be upsized by EUR30 million to EUR170 million. RATINGS RATIONALE The B2 rating affirmation reflects Moody's expectation that Sammontana's credit metrics will remain commensurate with the rating, notwithstanding the increase in leverage pro forma for the tap issuance and following the debt-funded acquisition of La Rocca, a Canadian manufacturer of high-quality specialty cakes, completed in April. The operating environment has been challenging in the first half of 2025, because of soft end-market conditions and raw material cost inflation. However, the smooth integration between Sammontana and Forno d'Asolo (FdA) and the successful pass-through of cost inflation supported Sammontana's operating performance. The company's revenue and EBITDA increased by more than 3% and 2% respectively year-on-year, excluding the contribution of La Rocca, with a strong acceleration in the second quarter. Moody's expect positive sales momentum to continue, supported by new commercial initiatives, including product innovation and expansion on international markets, and further cost synergies for an amount of around EUR20 million to unlock in the next 12-18 months. As a result, Moody's expect the company's revenue to increase towards EUR1 billion in 2025 (pro forma for the contribution of La Rocca) and to grow by 4%-5% in 2026. Moody's also expect a modest improvement in margins, with EBITDA growing towards EUR160 million in 2025 and EUR190 million in 2026. Including the tap issuance, we expect that the company's Moody's-adjusted gross debt/EBITDA will be slightly above 6.0x in 2025, a level slightly higher than the maximum leverage tolerance for the B2 rating. However, Moody's expect that the company's leverage will reduce below 5.5x over the next 12-18 months driven by EBITDA improvement. Moody's also expect Sammontana to generate consistent and increasing free cash flows in 2025 and 2026, further supporting the rating. The rating reflects Sammontana's strong market position in frozen pastry and branded ice cream in Italy, supported by its widespread distribution network across Italy. These distribution capabilities represent a significant competitive advantage against new entrants and provide access to both the modern trade distribution channel, as well as the highly fragmented HoReCa channel, where Sammontana benefits from high pricing power. The rating also factors in the company's high revenue concentration in Italy and in two product categories, which represent a constraint to its business profile assessment. Also, Sammontana is exposed to consumer sentiment and tight economic environment, because consumers may switch to private label or reduce their out-of-home consumptions. This could pressure volume sales, as well as pricing agreements with wholesalers, resulting in margin pressure. The rating and outlook assume that the company will not materially change its financial policy and leverage tolerance. While Sammontana's expansion on international markets may be supported by M&A activity, Moody's expect that acquisitions will be mainly bolt-on, with limited impact on the company's leverage. LIQUIDITY Moody's view Sammontana's liquidity as good, supported by a cash balance of about EUR56 million as of June 2025 and pro-forma for the tap; its fully available EUR170 million super senior RCF maturing in 2031; and no material debt amortization until 2031. The company's maintenance capex is under 3% of sales, but it will spend incremental EUR30– EUR35 million per year through 2026 on integration and capacity expansion. The company usually experiences intra-year working capital fluctuations of up to EUR80 million- EUR90 million because of the seasonality of its ice cream business. Moody's expect annual operating cash flow exceeding EUR100 million to cover these needs. STRUCTURAL CONSIDERATIONS Sammontana's probability of default rating of B2-PD incorporates the use of a 50% family recovery rate assumption. The B2 rating on the senior secured floating-rate notes due in 2031 is in line with the long-term CFR. The super senior RCF ranks senior to the bond, but its size is not substantial enough to warrant a notching down of the bonds. Both the senior secured floating-rate notes and the super senior RCF are secured against share pledges of the main companies of the group. Moody's typically view debt with this type of security package to be similar to unsecured debt under Moody's methodology. Guarantor subsidiaries account for at least 80% of consolidated adjusted EBITDA. RATIONALE FOR STABLE OUTLOOK The stable outlook reflects Moody's view that the company will continue to steadily grow its top line, while expanding its profitability margins, with Moody's-adjusted gross leverage returning within the guidance for the current B2 rating. The stable outlook also incorporates Moody's assumption of a smooth integration between Sammontana S.p.A. and Forno d'Asolo and that any M&A activity will be bolt-on in nature, without any significant increase in leverage. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Upward rating pressure could develop if Sammontana: successfully executes the integration and its international expansion plan, delivering organic revenue and EBITDA growth; reduces its Moody's-adjusted leverage below 4.5x on a sustained basis; and increases consistently its EBITA/interest expenses above 2.25x. A rating upgrade will also require maintaining at least adequate liquidity profile, including solid free cash flow generation. Downward rating pressure could develop if the company's operating performance weakens, with a substantial decline in its EBITDA; it fails to reduce its Moody's-adjusted leverage below 6.0x; and its EBITA/interest expenses falls to consistently below 1.5x. In addition, Moody's could downgrade the rating if the company's financial policy becomes more aggressive and its liquidity deteriorates, including sustained negative free cash flow. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Consumer Packaged Goods published in June 2022. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement. COMPANY PROFILE Sammontana Italia S.p.A. (Sammontana) is the holding company of the group resulted from the combination of Sammontana S.p.A. and FdA into a single entity. The combined group produces and distributes branded ice cream and frozen pastry mainly for the Italian market and to a lesser extent for France, the DACH countries and the US, with a focus on the HoReCa segment, although with some exposure to modern trade too. In 2024, Sammontana generated EUR903 million of sales and EUR148 million of Moody's-adjusted EBITDA, pro forma for the disposal of Lizzi. SAMMONTANA ITALIA: S&P Affirms 'B' LongTerm ICR, Outlook Stable --------------------------------------------------------------- S&P Global Ratings affirmed its 'B' long-term issuer credit rating on Sammontana Italia SpA and 'B' issue rating on its senior secured notes, with a recovery rating of '3' (50% recovery prospects in the event of a default). The stable outlook reflects S&P's view that Sammontana will be able to face adverse macroeconomic conditions and improve its operating performance in 2026, thanks to the realization of the synergies from the acquisition of Forno d'Asolo (FdA), the integration of La Rocca, and the ability to pass through cost increases to customers such that S&P Global Ratings-adjusted debt to EBITDA decreases to about 5.5x by 2026 and FOCF generation improves to about EUR20 million-EUR30 million annually. Sammontana plans to issue a EUR125 million add-on to its existing EUR800 million senior secured notes to repay its EUR97 million drawings on the revolving credit facility (RCF) and fund transaction costs and put cash on the balance sheet. As part of the transaction, Sammontana is also seeking to upsize its RCF by EUR30 million. The additional debt, together with a weaker-than-previously-expected EBITDA growth in 2024-2025, will cause our S&P Global Ratings-adjusted debt to EBITDA to spike to about 6.7x, compared with its previous expectations of about 5.5x for the same year, exhausting the rating headroom. However, S&P believes that progressive organic growth and the contribution from the acquisition of La Rocca will support a swift deleveraging and a significant improvement in free operating cash flow (FOCF) generation in 2026-2027. S&P said, "The transaction will enhance Sammontana's liquidity but increase debt compared with our previous base case. Sammontana plans to issue a EUR125 million add-on on its existing EUR800 million senior secured notes to repay EUR97 million outstanding drawings on its RCF, pay transaction costs, and fund cash on the balance sheet. The company incurred additional debt in the first half of 2025 to finance the acquisition of La Rocca, a Canadian manufacturer of premium specialty cakes, which closed on April 1, 2025, while financing its intrayear working capital needs. As part of the transaction, Sammontana also plans to upsize its RCF by EUR30 million to EUR170 million. The RCF is expected to remain fully undrawn at the transaction's closing. While the transaction will enhance the company's liquidity by improving the availability of committed funds and restore cash on the group's balance sheet, it will also increase its financial debt compared with our previous base case. In our base case, this, together with a downward revision of our S&P Global Ratings-adjusted EBITDA, causes S&P Global Ratings adjusted leverage to spike to about 6.7x in 2025, compared with our previous expectations of about 5.5x in 2025." Despite the challenges of a soft macroeconomic environment and the remedies imposed by the regulator, Sammontana's revenue will continue to grow in 2025. In the first half of 2025, Sammontana's reported revenue grew by about 3.3%. This excludes the contribution from La Rocca and Lizzi, the disposal of which was completed in February 2025. The first quarter was significantly impacted by the implementation of the remedies imposed by the Italian Competition Authority (Antitrust) after the group acquired FdA in 2024, and a soft consumer environment for out-of-home consumption, especially in the hotel, restaurant, and cafe (HoReCa) channel. Top-line growth then accelerated in the second quarter of 2025, thanks to the strong dynamics in the ice cream segment and the continued steady growth in the group's North American division. S&P said, "We expect the strong trends in the ice cream segment to continue in the third quarter of the year and we anticipate an improvement in consumption for the Italian out-of-home food and beverage market by the end of 2025. Therefore, we forecast revenue growth of about 9%-10% in 2025 and about 6% in 2026. Our forecasts include the contribution from the acquisition of La Rocca on a pro-rata basis. In the 12 months ended June 30, 2025, La Rocca generated about EUR55 million revenue and about EUR12 million of EBITDA. We consider the acquisition is accretive to the overall Sammontana group and will reinforce the company's competitive position in North America, a strategic pillar in the group's revenue generation strategy." S&P said, "Sammontana's profitability in 2025 will be challenged by higher operating costs, although partially mitigated by price increases and synergies, leading to a revision of our base case. In the first half of 2025, Sammontana reported a company-adjusted EBITDA margin (excluding Lizzi and La Rocca) of about 16.1% compared with 16.6% on the same perimeter in 2024. Effectively, the company's operating performance in the first half of 2025 has been slowed down by the higher raw materials prices and higher operating investments to support the integration with FdA, including the antitrust remedy actions, and the growth initiatives. That said, Sammontana has been able to partially mitigate these adverse effects thanks to price increases, while realizing about EUR7 million of cost synergies on the planned EUR29 million from the acquisition of FdA. We expect the positive dynamics to sustain the group's profitability for the remainder of 2025 while the group pursues the realization of the remaining EUR22 million synergies. We now forecast an S&P Global Ratings-adjusted EBITDA margin of about 15% in 2025, expanding to about 16.5%-17.0% in 2026. We understand the company's ambition is to increase its EBITDA margin toward 20% in the medium term. Our adjusted EBITDA calculation in 2025 includes about EUR20 million of exceptional costs, which we view as operating expenses and thus include in our EBITDA, contrary to the company's approach. Overall, our current base case foresees an S&P Global Ratings-adjusted EBITDA of EUR149 million in 2025 and EUR177 million in 2026, versus about EUR165 million and EUR188 million in our previous base case, accounting for delay in the original organic deleveraging base case." Despite the increased capital expenditure (capex) over 2024 and 2025, FOCF generation remains positive in 2025 and will improve from 2026. Between September 2024 and June 2025, Sammontana increased its capex to support the renovation and expansion of its production facilities, while upgrading the IT infrastructure for the combined group to accelerate the integration of FdA. S&P said, "This resulted in about EUR80 million capex in 2024, and we expect about EUR65 million in 2025, significantly above our previous base-case of about EUR50 million-EUR55 million per year. Therefore, we expect Sammontana to generate only about EUR2 million of FOCF after leases in 2025, up from about negative EUR15 million in 2024. Even though this is below our initial expectations of EUR20 million-EUR30 million in 2024-2025, it remains positive. Moreover, S&P expects FOCF generation will rebound substantially in 2026, reaching about EUR30 million, thanks to EBITDA growth and stable capex, providing the group with a cash build-up, which it expects to be potentially used in small bolt-on acquisitions." S&P said, "The stable outlook reflects our view that Sammontana will be able to face adverse macroeconomic conditions and improve its operating performance in 2025-2026, thanks to the realization of the synergies from the acquisition of FdA, the integration of La Rocca and the ability to pass-through cost increases to customers such that S&P Global Ratings-adjusted debt to EBITDA decreases to about 5.5x by 2026 and FOCF generation improves to about EUR20 million-EUR30 million annually. "We could lower the rating if S&P Global Ratings-adjusted debt to EBITDA deteriorated to more than 7.0x with no prospects of deleveraging in the short term. This could stem from higher-than-anticipated integration costs or from higher investments to accelerate expansion in the U.S. translating into a deterioration in Sammontana's profitability, with FOCF generation turning negative. Rating pressure could also arise if we saw higher-than-expected discretionary spending through large debt-funded mergers and acquisitions (M&A) or shareholder distributions. "We could consider a positive rating action if we think that Sammontana will sustain positive and recurring FOCF generation and establishes a track record of maintaining leverage comfortably below 5.0x with a clear financial policy commitment to maintain leverage at this level on a sustainable basis. We would also expect prudent discretionary spending on M&A and with regard to shareholder distributions." =================== L U X E M B O U R G =================== AFE SA SICAV-RAIF: Moody's Cuts CFR to Ca & Alters Outlook to Neg. ------------------------------------------------------------------ Moody's Ratings downgraded AFE S.A. SICAV-RAIF's ("AFE")'s long-term corporate family rating to Ca from Caa2 and its backed senior secured notes rating to Ca from Caa3. Moody's also changed AFE's outlook to negative from positive. The rating action follows AFE's proposed debt restructuring announced on September 10, 2025[1]. The plan requires 90% of existing bondholders to consent by October 5, 2025 to an extension of the backed senior secured notes. Certain stakeholders, who hold approximately 72% of the aggregate principal amount of the notes as of 10 September, formulated the transactions and thus already are in favor of the proposed restructuring, increasing the likelihood of the required threshold being met. At the time of the announcement additionally 2% of note holders were already expected to participate in the cash tender offer by the company. Moody's will classify the proposal as a distressed exchange. AFE previously completed a distressed exchange on January 9, 2024. RATINGS RATIONALE The downgrade of the CFR to Ca from Caa2 reflects AFE's diminished viability as a going concern. The company continues to meet its obligations through collections, asset sales from its real estate and non-performing loan portfolios, and term facilities provided by lenders. Due to its significant net liabilities exceeding assets and the high cost of payment-in-kind (PIK) notes, the company's capital structure is untenable. The Ca rating of the backed senior secured notes reflects the notes' priority of claim and asset coverage within AFE's current liability structure, and Moody's assessment of likely minimum expected losses on the back of the proposed debt restructuring due to the principal write down and lost future interest relative to the original promise on the notes. The downgrade reflects Moody's view that debtholders may bear losses as a consequence of the restructuring between 35% and 65%, equivalent to Moody's Ca category. AFE has proposed a total consideration of EUR200 for each EUR 1,000 principal amount of notes validly tendered and accepted under the cash tender offering. The debt restructuring of the existing notes that carry a maturity date of July 15, 2030 and a coupon of EURIBOR + 7.5% per annum also includes an exchange consideration comprising, 1) a new second-lien loan of EUR550 per EUR1,000 principal amount of notes, maturing on July 15, 2030, with a coupon of EURIBOR + 4.0% per annum, and 2) holdco loans of EUR450 per EUR1,000 principal amount of notes, maturing on 15 July 2035, with a coupon of 0.02% per annum. The repeated restructuring approach, following a first distressed exchange in January 2024 reflects AFE's propensity to resolve its unsustainable capital structure at the expense of creditors, which is now reflected in one negative adjustment for corporate behavior, in addition to the existing negative adjustment for liquidity management. Very high governance risks are captured under Moody's unchanged governance issuer profile (IPS) of G-5, in turn resulting in a credit impact score of CIS-5 under Moody's framework for assessing environmental, social and governance (ESG) considerations, indicating a pronounced negative impact of ESG considerations on the ratings. OUTLOOK The negative outlook highlights the probability of a further downgrade if Moody's come to believe that there is increased uncertainty about the execution of the debt re-structuring and that creditors could suffer higher-than-anticipated losses in an alternative scenario. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's do not expect upward rating pressure for AFE's CFR during the debt restructuring consent period. Irrespective of the evolution of the CFR, the ratings of the backed senior secured notes will continue to be rated under an expected loss approach, reflecting materialized losses to creditors. AFE's ratings could be downgraded further to C if the debtholders were to incur losses above 65% of the original payment promise. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Finance Companies published in July 2024. AFE's "Assigned Standalone Assessment" of Ca is set two notches below the "Financial Profile" initial score of Caa2 to reflect primarily the company's constrained liquidity resulting in the proposal of a second debt restructuring within two years. NATURA &CO LUXEMBOURG: Moody's Alters Outlook on 'Ba2' to Stable ---------------------------------------------------------------- Moody's Ratings has affirmed the Ba2 backed senior unsecured rating of Natura &Co Luxembourg Holdings S.A.R.L. At the same time Moody's assigned a Ba2 corporate family rating to Natura Cosmeticos S.A. Moody's have also withdrawn the Ba2 long-term issuer rating of Natura Cosmeticos S.A. and the Ba3 corporate family rating of Natura &Co Holding S.A., following the completion of the merger of Natura &Co into Natura Cosmeticos. The outlook of both Natura Cosmeticos S.A. and Natura &Co Luxembourg Holdings S.A.R.L. was changed to stable from negative and the outlook of Natura &Co Holding S.A. prior to the withdrawal was negative. RATINGS RATIONALE Natura Cosmeticos' Ba2 corporate family rating reflects its leadership in the Latin American beauty and personal care sector, anchored by strong market share in Brazil and a growing presence in Hispanic Latin America through the Natura and Avon brands. Since 2022, the company has undergone a significant strategic transformation, shifting from global expansion to a Latam-focused model by divesting non-core operations such as Aesop and The Body Shop, and moving forward with the divestment of Avon International. On September 15, Natura announced it has signed a binding agreement to sell its Avon CARD operations in Central America and the Dominican Republic to Grupo PDC, and is evaluating strategic alternatives for the remaining Avon International assets, which are currently classified as held for sale. This strategic refocus has simplified the corporate structure, reduced execution risk, and enabled management to concentrate on core markets, strengthening the company's financial and operational standing while preserving its leading position in Brazil. The stable outlook reflects Moody's expectations that Natura Cosmeticos will maintain a strong market position in Latin America, continue generating positive free cash flow, and sustain leverage metrics consistent with the Ba2 rating category. Moody's also expects the company to uphold conservative financial policies, prioritizing liquidity and cash generation over extraordinary dividends. Natura's simplified structure and strategic refocus are expected to support further improvements in profitability and cash flow. Robust liquidity is underpinned by ongoing liability management and a comfortable debt maturity profile. Following the divestment of Avon International and the exit from The Body Shop and Aesop, Natura is less exposed to operational challenges and turnaround risks that previously pressured its rating and outlook. The company's focus on Latin America, where it has proven expertise in direct selling and digital channels, reduces geographic and operational complexity. Natura Cosmeticos' operating performance has strengthened over the past two years, with the Natura brand achieving solid growth and market share gains in Brazil, driven by higher consultant productivity, a richer product mix, and price increases. The near-completion of the Wave 2 integration of Avon and Natura in Latin America has resulted in margin recovery and operational efficiencies, with Moody's-adjusted recurring EBITDA margin in Latin America rising to 14.7% in Q2 2025 and to 11.5% on a consolidated basis. Consolidated revenue expanded by 46.6% year-over-year, led by the Natura brand in Brazil and Hispanic Latin America, while Avon continued to face revenue declines, reflecting a weaker innovation pipeline and ongoing restructuring. Despite macroeconomic headwinds and execution risks, the company's disciplined working capital management supported improved profitability and cash generation. For the twelve months ended June 2025, the consolidated group reported net sales of BRL 24.5 billion and achieved Moody's-adjusted EBITDA of BRL 2.8 billion. Natura maintains a comfortable consolidated amortization schedule, with no major maturities until 2028, and strong relationships with local and international banks. It's liquidity position, with cash and equivalents totaling BRL 2.9 billion, supports ongoing investments and integration efforts. The company's financial discipline over recent years is evident in its use of asset sale proceeds to reduce leverage, with Moody's-adjusted leverage declining to 2.8x as of June 2025, from 5.6x at year-end 2022. However, it remains essential that future dividend distributions do not compromise liquidity or leverage, nor result in persistent negative free cash flow. Prudent financial policies are critical to maintaining the current rating and outlook. Moody's have withdrawn the long-term issuer rating of Natura Cosmeticos S.A. and all ratings of Natura &Co Holding S.A., following the completion of the merger of Natura &Co Holding S.A. into Natura Cosmeticos S.A. approved at the general meetings held on April 25, 2025, and closed on July 30. As a result, Natura Cosmeticos became the group's operational holding company listed on B3's Novo Mercado. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's could consider an upgrade if Natura demonstrates sustained improvement in operating performance, further deleveraging, and a track record of positive free cash flow, with Moody's-adjusted gross debt/EBITDA sustained below 3.0x and EBITA/interest expense above 3.5x. Conversely, the ratings could be downgraded if Natura fails maintain a positive trend after the full consolidation of the Natura and Avon brands in Latam, such that credit metrics or creditworthiness deteriorate, with Moody's-adjusted gross debt/EBITDA remaining above 4.0x and interest coverage (measured by EBITA/interest expense) below 2.5x without prospects for improvement. A deterioration in Natura Cosmeticos' credit quality resulting from larger than expected cash leakages due to Avon International's weak performance or persistent negative cash flow resulting from weak performance of aggressive dividend distributions could also lead to negative rating actions. The principal methodology used in these ratings was Consumer Packaged Goods published in June 2022. Natura Cosmeticos' scorecard-indicated rating for the twelve months ending June 2025 is Baa1, two notches above the assigned rating of Ba2. However, the forward-looking scorecard outcome aligns with the assigned rating at Ba2, reflecting the incorporation of Natura &Co in the credit metrics. Natura Cosméticos is a leading cosmetics groups in Latin America, with a leading market position in Brazil and a strategic focus on Latin America. Operating through its two flagship brands, Avon and Natura, the company follows a multichannel approach and is one of the region's largest direct sellers, with approximately 3.2 million active representatives. For the 12 months that ended June 2025, Natura Cosméticos reported $3.9 billion in revenue and a Moody's-adjusted EBITDA margin of 14.2%. Natura is renowned globally for its ethical practices and deep commitment to sustainability and stands out by developing products based on the biodiversity of Brazilian flora. This unique approach continues to differentiate the company in the beauty industry. ===================== N E T H E R L A N D S ===================== CUPPA BIDCO: Moody's Lowers CFR to Caa1 & Alters Outlook to Stable ------------------------------------------------------------------ Moody's Ratings has downgraded to Caa1 from B3 the long-term corporate family rating and to Caa1-PD from B3-PD the probability of default rating of Cuppa Bidco B.V. (Lipton). Concurrently, Moody's downgraded to B3 from B2 the instrument ratings on the EUR2.4 billion equivalent guaranteed senior secured term loans (TLB) due 2029 and the EUR375 million guaranteed senior secured revolving credit facility (RCF) due 2028. The outlook has been changed to stable from negative. RATINGS RATIONALE The downgrade reflects Lipton's weak operating performance and continued cash burn, which is straining liquidity, as well as Moody's expectations that the company will face challenges in restoring a more sustainable capital structure in the next 24 months. This would require a Moody's adjusted debt/EBITDA reducing towards 7.5x and a materially positive Moody's adjusted free cash flow (FCF). Operating performance in 2Q 2025 continued to be impacted by persisting market pressure in some regions, adverse foreign exchange movements and some disruption due to the reorganization of distribution network in some markets. The company reported Q2 sales of EUR334 million, a 7% decline year-over-year and an EBITDA EUR61 million, EUR25 million above the prior year, supported by disciplined cost management and progress on overhead reduction. However, the company experienced a significant cash burn of EUR130 million in Q2, largely due to restructuring costs, FX losses, and seasonal liquidity pressures. The company covered this cash burn by drawing additional debt under its EUR375 million RCF, which was used for EUR358 million as of June 2025. In addition, the company is implementing a series of targeted measures, including VAT refunds, sale and leaseback transactions, and receivables factoring, with the aim of generating over EUR100 million in H2 2025. Moody's also understands that the company's shareholder is committed to provide financial support if required. Moody's expects that leverage will remain high at above 14.0x in 2025 and interest coverage will also remain weak at below 1.0x. In order to reduce leverage and restore a sustainable capital structure beyond 2025, the company would need to materially improve its operating performance, growing its Moody's adjusted EBITDA to at least EUR400 million- EUR450 million over the next two to three years. However, Moody's believes such an improvement to be very challenging, considering the persisting difficulties in a number of markets, with continued volume and price pressure. Lipton plans to accelerate growth through a robust innovation pipeline and to boost profitability through continued overhead cost reduction. Moody's believes all these measures remain subject to substantial execution risk. In a more conservative scenario, assuming low to mid-single digit growth rates from 2026 and Moody's adjusted EBITDA growing towards EUR350 million in the next two years, the company's credit metrics would remain weak, with leverage around 10.0x and interest coverage around 1.0x on a sustained basis, while FCF would be barely positive. Lipton's rating continues to reflect its significant scale and leading global market positions, driven by a strong portfolio of local and international brands. The company has strong geographical diversification, including emerging markets, although this exposes it to foreign exchange fluctuations. The rating also factors in Lipton's high product concentration and significant exposure to mature segments and geographies. ENVIRONMENTAL, SOCIAL, AND GOVERNANCE (ESG) CONSIDERATIONS Governance factors are a key consideration in the rating action, reflecting the track record of operating underperformance and the aggressive financial policy, resulting in a stretched capital structure and the weakening of the liquidity profile. These considerations have resulted in the company's governance issuer profile score (IPS) moving to G-5 from G-4 and its Credit Impact Score (CIS) moving to CIS-5 from CIS-4. STRUCTURAL CONSIDERATIONS The EUR2.4 billion equivalent guaranteed senior secured term loan and the EUR375 million guaranteed senior secured RCF are rated B3, one notch above the CFR, reflecting the senior position of these instruments relative to the junior instruments in the capital structure, that is, the EUR440 million equivalent second-lien term loan. The guaranteed senior secured TLB and the guaranteed senior secured RCF benefit from pledges over the shares of the borrower and guarantors, as well as pledges over bank accounts and intragroup receivables, and are guaranteed by the group's operating subsidiaries representing at least 80% of the consolidated EBITDA. The Caa1-PD PDR reflects Moody's assumptions of a 50% family recovery rate because of the weak security package and the limited set of financial covenants. LIQUIDITY Lipton's liquidity is weak, supported by EUR91 million of cash as of June 2025 and only EUR17 million availability under the EUR375 million guaranteed senior secured revolving credit facility due in 2028. Moody's forecasts Lipton's free cash flow (FCF) to remain modest over the next 12 months. As a result, the company relies on the implementation of extraordinary measures, including the increase of factoring, asset disposal and sale and lease back, to support its liquidity. RATIONALE FOR STABLE OUTLOOK The stable outlook reflects Moody's expectations that Lipton's underlying operating performance will moderately improve in the next 12-18 months, leading to mildly positive cash flow generation on a sustained basis. The stable outlook also reflects the relatively remote debt maturities in 2028–2029, alongside Moody's expectations that the sponsor would provide liquidity support to Lipton if needed, without compromising creditors' rights or recovery prospects. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Negative pressure on the rating could materialise if Lipton's liquidity profile deteriorates further and operating performance does not improve, increasing the risk of a debt restructuring that may result in losses for creditors. Positive pressure on the ratings could materialize over time if: (1) Lipton is able to improve operating performance, including sustained organic revenue growth and higher profitability; (2) improves its liquidity and maintain a sustained adequate liquidity profile, supported by sustainable positive free cash flow generation; (3) adjusted gross debt/EBITDA reduces towards 7.5x on a sustainable basis; and (4) EBITA interest coverage ratio improves above 1.0x. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Consumer Packaged Goods published in June 2022. The Caa1 rating is two notches lower than the B2 scorecard indicated rating under Moody's methodology. The difference reflects among other factors, the company's weak liquidity and the execution risks related to the strategy of improving profitability, thus increasing the risk of a debt restructuring if operating performance does not materially improve in the next few years. COMPANY PROFILE Headquartered in the Netherlands, Cuppa Bidco B.V. (Lipton) is the parent company of Lipton Teas and Infusions, a global producer of tea and other herbal infusions that was created from the spinoff of Unilever PLC's tea business. The group distributes its products in 100 countries globally, with a portfolio comprising both global and local brands. It operates eight production sites globally. In 2024, Lipton reported revenue of around EUR1.6 billion and Moody's-adjusted EBITDA of EUR278 million. SANDY MIDCO: Moody's Lowers CFR to B3 & Alters Outlook to Stable ---------------------------------------------------------------- Moody's Ratings has downgraded the corporate family rating to B3 from B2 and the probability of default rating to B3-PD from B2-PD of Sandy Midco B.V. (Landal or the company), a holiday park operator based in the Netherlands. At the same time, the ratings of the existing backed senior secured bank credit facilities borrowed by Sandy Bidco B.V. were downgraded to B3 from B2. The outlook on all entities was changed to stable from negative. RATINGS RATIONALE The downgrade reflects weaker Moody's-adjusted financial metrics and cash flow generation, outside of Moody's guidance for the previous B2 rating. Landal's profitability and cash flow has not improved as much as expected, as earnings growth is slightly below expectations and profits and cash flows are still constrained by significant one-off costs partially stemming from the integration of Landal and Roompot. Landal faces additional challenges from an increased VAT in the Netherlands in 2026, which will affect affordability for Landal's clients and margins for all leisure operators in the Netherlands in a continued weak macroeconomic environment in Europe. Hence Moody's considers a swift return to stronger financial metrics and cash generation less likely. At the same time, Moody's continues to see the benefit of a good market position in its core markets Netherlands and Germany. Medium term, Moody's expects that the company's operating performance should reflect the benefits of the larger scale of Landal's holiday park operation business. Moody's expects Moody's-adjusted debt/EBITDA to remain above 7x in the next 12 to 18 months, in line with the 7.6x in LTM June 2025. While Landal is confident to increase profitability after the integration of Landal and Roompot and stronger trading in H2 2025, Moody's expects offsetting pressure on earnings and margins from increased VAT in 2026 in the Netherlands that cannot be fully passed on to consumers. The company did not produce meaningful free cash in LTM June 2025, which Moody's expects to continue into 2026 before improving. EBITA/Interest will remain below 1x in the next 12-18 months, compared to 0.5x in LTM June 2025. RATING OUTLOOK The stable outlook reflects Landal's adequate liquidity and potential for performance improvements, following a prolonged period of elevated costs tied to its acquisition of Landal by Roompot and other profitability initiatives. At the same time Landal faces challenges from VAT increases in the Netherlands in 2026, a cautious consumer in a sluggish economic environment and continued weak financial metrics. LIQUIDITY Landal's liquidity is adequate, with EUR124 million of cash on hand as of June 30, 2025 and an undrawn EUR170 million revolving credit facility (RCF). The company's cash flows are highly seasonal, with cash building up in the first half of the year as reservations are made and deposits collected. The cash position at mid year is then depleted as services are provided to customers during the second half of the year. The company does not anticipate drawing on its RCF by year-end thanks to a high cash balance as of Q2 2025, a lower level than last year-end where the RCF was drawn by around EUR100 million. The ability to postpone its growth capex of about EUR40 million each year supports Landal's liquidity profile, together with its substantial real estate asset base. The company does not face major debt maturities before its term loan B and its revolving credit facility mature in 2029. STRUCTURAL CONSIDERATIONS The B3 ratings of the senior secured term loan B and senior secured RCF are in line with the company's B3 CFR because the company's capital structure is all senior with a covenant-lite documentation. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded upon -- Moody's-adjusted leverage sustainably below 6.0x -- Consistently good liquidity -- Moody's EBITA/Interest Expense above 1.5x The ratings could be downgraded if -- Moody's EBITA/Interest Expense remains below 1x on a sustainable basis -- Moody's-adjusted FCF remains negative -- Liquidity deteriorates -- An aggressive financial policy, reflected by large debt-funded acquisitions or distributions, as well as changes in its strategy with regard to the real estate ownership The principal methodology used in these ratings was Business and Consumer Services published in November 2021. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement. COMPANY PROFILE Landal is a leading holiday park operator based in the Netherlands. Following the completion of the acquisition of Landal by Roompot and renaming to Landal, the combined group operates around 300 parks under a mixed model across 10 countries in Europe, notably the Netherlands, which will remain its key market, Germany, Denmark, the UK and Austria. In 2024, the combined group generated EUR877 million in revenue. KKR acquired Roompot from PAI Partners in July 2020. =========================== U N I T E D K I N G D O M =========================== BRISTOL TELEVISION: Undebt.co.uk Named as Administrators -------------------------------------------------------- Bristol Television Film Services Limited was placed into administration proceedings in the High Court of Justice Business and Property Courts in Bristol, Insolvency & Companies List (ChD), Court Number: CR-2025-BRS-000097, and Rob Coad and Sam Talby of Undebt.co.uk were appointed as administrators on Sept. 2, 2025. Bristol Television engaged in renting and leasing of trucks and other heavy vehicles. Its registered office and principal office is at Bristol Television & Film Services Ltd, Feeder Road, Bristol, BS2 0TH. The joint administrators can be reached at: Rob Coad Sam Talby Undebt.co.uk Orchard St Business Centre 13-14 Orchard Street Bristol BS1 5EH For further details, contact: Charlie Cooper Email: charlie.cooper@undebt.co.uk Tel No: Tel: 0117 376 3523 COMPASS III: Moody's Lowers CFR to Caa1 & Alters Outlook to Stable ------------------------------------------------------------------ Moody's Ratings has downgraded the corporate family rating of Compass III Limited (Awaze) to Caa1 from B3, the probability of default rating to Caa1-PD from B3-PD, as well as the ratings of the existing backed senior secured bank credit facilities borrowed by Awaze Limited and Compass Bidco B.V., to Caa1 from B3. The outlook for all entities has changed to stable from negative. Moody's will subsequently withdraw all ratings of Awaze and subsidiaries at the issuer's request. RATINGS RATIONALE The ratings downgrade reflects Moody's expectations that the company's credit profile will remain under strain for an extended period owing to subdued demand and execution risks associated with Awaze's planned cost reduction programme. The ratings downgrade also incorporates the uncertainty of the anticipated increase in direct bookings from the implementation of Awaze's proprietary technology platform. Moody's forecasts that Awaze's elevated leverage will continue through 2026. The company reported a Moody's-adjusted debt/EBITDA at 11.0x for the twelve months ending Q2 2025, which Moody's expects to reduce to 9.9x at the end of 2025 and 7.1x in 2026. Interest coverage has remained weak with EBITA/interest expense at 0.7x for the twelve month period ended Q2 2025, which Moody's expects to improve gradually to 1.2x in 2025 and 1.8x in 2026. The projected improvement in credit metrics is reliant on the successful delivery of planned cost efficiencies and increased direct bookings through Awaze's technology platform. These improvements are not predicated on a recovery in consumer sentiment, which remains muted. Moody's expects free cash flow generation to remain limited, although the completion of the technology platform has significantly reduced capital expenditure, resulting in free cash flow near breakeven over the next 12-24 months. Awaze's liquidity is adequate, supported by structurally negative working capital, as customer deposits are received in advance of service delivery, and a backed senior secured revolving credit facility (RCF) used primarily to manage seasonal fluctuations. There are no immediate maturities as the RCF is due in February 2028, and the company's term loan Bs in May 2028. Moody's will withdraw the rating(s) following a review of the issuer's request to withdraw its rating(s). FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's could upgrade the ratings if Awaze builds a track record of growth in revenues and earnings. A ratings upgrade would require the company to reduce its Moody's adjusted debt/EBITDA below 7.0x along with a consistently positive free cash flow generation and a Moody's adjusted EBITA/interest sustained above 1.5x. Moody's could downgrade the ratings as a result of slower than anticipated demand or higher costs leading to a material deterioration in credit metrics and liquidity. Failure to demonstrate progress on the new marketing strategy or the cost reduction programme, as well as longer-term operational difficulties resulting in slow EBITDA growth or persistently negative free cash flow generation could also lead to a ratings downgrade. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement. Awaze is one of the leading managed vacation and rental parks groups in Europe with over 3,000 employees and a presence in 20 countries offering 105,000 accommodation choices that receive over six million holiday makers every year. For the twelve months ending June 2025, Awaze generated over EUR378 million of net revenues. EGL VAUGHAN: FTS Recovery Named as Administrators ------------------------------------------------- EGL Vaughan Limited was placed into administration proceedings in the High Court of Justice Business and Property Courts of England and Wales Insolvency and Companies CHD, Court Number: CR-2025-5573, and, and Alan Coleman and Marco Piacquadio of FTS Recovery Limited were appointed as administrators on Aug. 20, 2025. EGL Vaughan engaged in manufacturing. Its registered office and principal trading address is at Unit 1, City Course Trading Estate, Whitworth Street, Manchester, M11 2DW The administrators can be reached at: Alan Coleman FTS Recovery Limited Suite 1A, 40 King Street Manchester, Greater Manchester M2 6BA -- and -- Marco Piacquadio RTS Recovery Limited Ground Floor, Baird House Seebeck Place, Knowlhill Milton Keynes, MK5 8FR For further information, contact: The Joint Administrators Tel No: 01908 754 666 Email: Nayem.noor@ftsrecovery.co.uk Alternative contact: Dwani Patel INEOS GROUP: Moody's Lowers CFR to B1, Outlook Remains Negative --------------------------------------------------------------- Moody's Ratings downgraded the long term corporate family rating of Ineos Group Holdings S.A. (INEOS or the company), a leading global manufacturer of petrochemicals, to B1 from Ba3. Moody's also downgraded to B1-PD from Ba3-PD its probability of default rating. Concurrently Moody's downgraded to B1 from Ba3: (i) the instrument ratings on the backed senior secured facilities and the backed senior secured bonds issued by Ineos Finance plc, and (ii) the instrument ratings of the backed senior secured facilities issued by Ineos US Finance LLC, both wholly owned subsidiaries of INEOS. The outlook on all entities remains negative. The rating action reflects: -- The continued deterioration of INEOS' operating performance, with leverage, as measured in terms of Moody's adjusted gross debt to EBITDA, at 8.8x on a 12 last month's basis as of June 30, 2025 -- Moody's expectations of an only gradual recovery of the company's key debt metrics, with leverage remaining elevated in 2026 at around 8.6x and 6.0x in 2026 and 2027, respectively, and still very limited market visibility. -- The company's good liquidity position, the lack of significant debt maturities until 2028 and Moody's expectations that it will refinance its debt well ahead of maturity. RATINGS RATIONALE INEOS' B1 long-term corporate family rating reflects the company's (1) robust business profile including its leading market position as one of the world's largest chemical groups across a number of key commodity chemicals; (2) vertically integrated business model, which helps the group capture margins across the whole value chain and economies of scale advantages, (3) well-invested production facilities, most of them ranking in the first or second quartile of their respective regional industry cost curve; and (4) experienced management team. These positives are offset by (1) the cyclical nature of the commodity chemical industry currently facing weak end-market demand; (2) expected prolonged weakness in INEOS' credit profile as a result of market softness and planned large expected capital outlays; and (3) history of large shareholder distributions. The company's operating performance has been well below Moody's expectations over the past two years, with Moody's adjusted EBITDA declining by 20% to EUR1.7 billion in the 12 months to June 2025 from EUR2.1 billion in 2023. The performance was driven by persistent market weakness, significant non-cash inventory losses reflecting falling raw material and product prices during the quarter, and high energy costs. The company's weak debt metrics also reflect ongoing growth investments, namely the Project One construction of a state-of-the-art ethane cracker in Antwerp, Belgium, worth over EUR4 billion. Project One is being funded mostly through a dedicated debt facility, the drawings of which are included in Moody's adjusted gross debt. The company's performance was affected by ongoing difficult market conditions in the petrochemicals sector, including oversupply and soft demand, especially in Asia, and high energy costs in Europe. European markets continued to be structurally disadvantaged by high energy costs and carbon taxes, eroding margins. The threat of new tariffs in key markets has also negatively affected market sentiment in the chemicals industry over the past several months, including the US. Demand for Oxides and Oligomers was more resilient compared with Phenols and Nitriles. The predictability of demand and of pricing in essentially all of the company's areas of activity remains very low, exacerbated by ongoing capacity addition in China while footprint rationalisation in Europe remains limited and slow. Moody's understands that the European Union shows a persistent trade deficit in chemicals with China, which is both a major exporter and importer of chemicals. China has added as much ethylene and propylene capacity between 2019 and 2024 as exists in Europe, Japan, and South Korea combined, and continues to do so, with more than 20 million tons in polyethylene capacity expected by 2028, which may exceed its domestic demand growth. While some specific product chains like PTA in the early 2020s faced significant losses, and some older, less efficient plants may be closed, the overall trend for China's chemical industry remains expansion. More positively, major companies including the Dow Chemical Company (Baa2 negative), Exxon Mobil Corporation (Aa2 stable), and Saudi Basic Industries Corporation (SABIC, Aa3 stable) have announced closures or plans to close facilities by the late 2020s, with up to 40% of EU ethylene capacity at risk. Moody's anticipates that INEOS' key debt metrics will remain weak through 2026 but to improve in 2027. Assuming Project One begins commercial operation in early 2027 as currently planned following mechanical completion by the end of 2026, Moody's currently project a Moody's-adjusted EBITDA of around EUR2.6 billion in 2027. This translates to a Moody's adjusted gross debt to EBITDA of around 6x in the same year, with EBITDA/Interest of 2.6x and (EBITDA-Capex)/Interest of 1.8x, resulting in positive free cash flow (FCF) of around EUR535 million, or 3.4% of Moody's gross adjusted debt. Moody's projections factor in the measures recently announced by the company, including fixed cost reductions (recruitment freeze and reduction in manpower levels) and lower capex in the second half of 2025, limited plant closures and mothballing, as well as working capital optimisation. Visibility over the company's operating performance remains however limited. ESG CONSIDERATIONS Moody's views INEOS' financial strategy as aggressive as evidenced by its track record of debt-financed acquisitions and tolerance for high debt levels. This includes the acquisition of the oxide business from LyondellBasell Industries N.V. in 2024, at the time when the industry performance and the company's credit metrics are pressured. LIQUIDITY INEOS' liquidity is good with approximately EUR2.0 billion of unrestricted cash and undrawn working capital facilities of EUR585 million as at June 30, 2025. These are split between inventory facilities, recently extended to June 2027, and a receivables facility maturing in December 2026. Moody's understands this will be renewed in due course. In May 2025 the company also increased and extended the Rafnes loan facility to EUR500 million from EUR305 million. This facility is secured by pledges over the property, plant and equipment of INEOS Rafnes AS and will be repaid in six equal semi-annual instalments commencing in March 2028 and maturing in April 2030. Moody's expects INEOS will continue to generate negative free cash flow in 2025 and 2026 mainly due to the capex related to Project One, as funded by drawings under the EUR3.5 billion Project One Facility, with EUR2.4 billion outstanding at June 30, 2025. INEOS has no significant debt maturing in 2025 or 2026. The first major debt maturities are in 2028, with around EUR1.8 billion debt coming due, comprising both notes and loans. STRUCTURAL CONSIDERATIONS All of INEOS' rated debt is secured and consists of senior secured term loans and senior secured notes. All of the rated instruments are pari passu and secured on the same collateral pool; therefore, all of the debt instruments are rated B1, in line with the CFR. OUTLOOK The negative outlook reflects Moody's expectations that INEOS' leverage will remain elevated over the next two years, with still limited visibility about the recovery of the company's key debt metrics and residual execution and commercial risks related to Project One. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Positive pressure on the rating may arise if (i) the company's operating performance significantly improves from current levels; (ii) Moody's-adjusted total debt to EBITDA is sustained below 5x; and (iii) INEOS maintains good liquidity including meaningful positive free cash flows. Conversely, the ratings could come under downward pressure if (i) Moody's-adjusted total debt to EBITDA fails to reduce to below 5.75x (or its net leverage remains above 5x); or (ii) retained cash flow to debt is below 10% for a prolonged period of time; or (iii) the group's liquidity profile weakens or its free cash flows fail to turn positive trending towards mid single digits in percentage of Moody's adjusted gross debt. Significant shareholder distributions would be view negatively at this stage. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Chemicals published in October 2023. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement. COMPANY PROFILE Ineos Group Holdings S.A. is a leading global manufacturer of petrochemicals. Its main products by nameplate capacity are olefins (ethylene, propylene), polymers (polyethylene or PE, polypropylene or PP), ethylene oxide, phenol, acetone, acrylonitrile, and linear alpha olefins. Revenue amounted to EUR16 billion in the last 12 months to June 30, 2025. INEOS' ultimate parent company is INEOS Limited whose controlling shareholders are James Ratcliffe (61.73%), Andrew Currie (19.19%), and John Reece (19.08%). INEOS QUATTRO: Moody's Downgrades CFR to B2, Outlook Negative ------------------------------------------------------------- Moody's Ratings has downgraded the long-term corporate family rating of INEOS Quattro Holdings Ltd (INEOS Quattro or the company) to B2 from B1. Concurrently, Moody's have also downgraded the company's probability of default rating to B2-PD from B1-PD, and its backed senior secured debt ratings (issued through subsidiaries) to B2 from B1. The outlook on all entities remains negative. The rating action reflects: -- The company's very weak credit metrics, as evidenced by very high gross leverage of 11.6x, EBITDA to interest coverage defined as (EBITDA-CAPEX)/interest well below 1x and negative free cash flow (FCF) as of June 30, 2025, on a Moody's-adjusted basis. -- Moody's expectations of a slow and limited improvement in earnings over the next two years. -- Weak demand with low industrial and construction activity, structural industry overcapacity, leading to limited expected EBITDA recovery for most commodity chemical products. A full list of affected ratings can be found at the end of this press release. RATINGS RATIONALE The B2 long-term corporate family rating of INEOS Quattro (formerly INEOS Styrolution Holding Limited) reflects the company's large size and scope, with leading market positions globally in a variety of commodity chemical products; its good geographic and end-market diversification; as well as a well-invested asset base which requires relatively limited capital spending. These positives are counterbalanced by i) the cyclical nature of the commodity chemical industry, which has experienced a protracted period of material market weakness; ii) an aggressive financial policy with debt-funded returns to shareholders and acquisitions; and iii) the high volatility of earnings from operating leverage and exposure to feedstock costs, exacerbated by elevated energy costs in Europe. INEOS Quattro has high exposure to Europe, representing about 40% of revenue, where economic growth is forecast to be sluggish, with the Euro area expected to grow by 1.1% in 2025 and 1.4% in 2026 based on Moody's recent global macro-outlook published on August 29, 2025. Moreover, INEOS Quattro produces commodity chemicals which are mainly traded globally, with imports to Europe from Asia, the US and the Middle East, all of which benefit from much lower energy and feedstock costs. Competition from imports is exacerbated by the continued addition of capacity in China, often at a higher rate than demand growth, which is exerting constant downward pressure on utilisation rates, prices and margins. Increasing trade barriers further add to the uncertainties contributing to a weak economic environment. In the three months ended June 30, 2025, revenue continued to decline driven by both lower volumes and sales prices. Overall, company-adjusted underlying EBITDA was EUR228 million in the quarter, down from EUR275 million in the same period of 2024. Underlying EBITDA in the first half, at EUR463 million, declined 18% year on year, with all four businesses (Styrolution, INOVYN, Aromatics, and Acetyls) being down when adjusting for a one-off settlement with a supplier in the first quarter. In the last 12 months (LTM) to June 30, 2025, the company reported EUR11.9 billion of revenue and had a Moody's-adjusted EBITDA of EUR650 million, including EUR154 million of non-cash net FX losses. Moody's-adjusted EBITDA peaked in 2021 at EUR3.1 billion. Moody's-adjusted (EBITDA-CAPEX)/interest for the LTM stood at 0.4x, down from 0.8x at the end of 2024. Moody's-adjusted free cash flow for the LTM was negative by EUR131 million despite EUR159 million of working capital inflows. Moody's-adjusted gross leverage was 11.6x, with gross debt of EUR7.53 billion including EUR7.16 million of funded debt. This compares with leverage of 8.8x in 2024 and 2.3x in 2021 when Moody's-adjusted gross debt that year was EUR7.10 billion. Moody's-adjusted net leverage for the LTM was 9.1x compared with 6.5x in 2024. The chemicals industry is likely to face challenges in developed economies, in Europe in particular, given weaker demand, high energy prices and regulatory changes including but not limited to, punitive carbon taxes. Moody's understands that supply growth in Asia, particularly in China, continues to outstrip demand despite recent capacity closures, resulting in increasing exports. INEOS Quattro started implementing cost reduction measures throughout the four businesses to partly offset the challenging market environment. Longer term and more positively, ongoing capacity closures and further potential rationalization measures announced by some competitors could help improve the supply demand balance in the industry. As Moody's forecasts weak growth among the G-20 economies for the next two years, the earnings recovery for INEOS Quattro will likely be slow. Moody's currently expect Moody's-adjusted EBITDA excluding FX of around EUR890 million in 2025, EUR1,040 million in 2026, and EUR1,250 million in 2027. The corresponding Moody's adjusted (EBITDA-CAPEX)/interest ratio will be around 0.9x, 1.1x and 1.3x respectively, with free cash flows marginally negative in 2025 and neutral in 2026. Moody's anticipates leverage of around 8.5x, 7.3x and 6.0x respectively. ENVIRONMENTAL, SOCIAL, AND GOVERNANCE CONSIDERATIONS INEOS Quattro's leverage has been well above the company's public "medium-term" net leverage target of below 3.0x through the cycle. The company has also paid a EUR500 million debt-financed dividend to its shareholder in February 2023 and debt-funded an acquisition of a plant in Texas in December 2023 for total consideration of EUR445 million, when leverage was already well above its target. In line with the broader chemicals sector, INEOS Quattro has environmental and social risks related to the production of non-recyclable products, energy intensive processes, and the use of hazardous feedstocks. LIQUIDITY INEOS Quattro's liquidity position is adequate. As at June 30, 2025, the group had unrestricted cash on balance sheet of EUR1.64 billion. Liquidity is further supported by access to undrawn trade receivable securitisation programmes with total capacity of EUR600 million and EUR240 million, for a current total available of EUR532 million, which expire in February and March 2027 respectively. The next debt maturities are in January 2027 when nearly EUR1 billion equivalent outstanding of Senior Secured Notes and Term Loan B come due. The company's term loans in aggregate amortise by EUR24 million equivalent a year. Moody's notes that despite continuously weak earnings, INEOS Quattro has to date been successful in accessing capital markets, refinancing well ahead of debt maturities. STRUCTURAL CONSIDERATIONS The backed senior secured debt of INEOS Quattro (issued through subsidiaries) is rated B2, at the same level as its CFR. The senior secured instruments rank pari passu and benefit from guarantees from subsidiaries that constitute at least 85% of group EBITDA. The collateral includes amongst others share pledges, bank accounts, property, plant & equipment (PP&E) as well as legal mortgages in respect of certain properties, but excludes receivables that are pledged to asset securitisation programmes. RATING OUTLOOK The negative outlook reflects increasing uncertainties over the ability of the company to reduce leverage in line with Moody's expectations for the current rating. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Although unlikely in the near term, positive rating pressure would occur if i) the operating performance of the company improves, ii) gross debt/EBITDA reduces below 5x, iii) EBITDA/interest is above 2x and (EBITDA-Capex)/interest is above 1.5x, and iv) free cash flow/debt improves to mid-single digits in percentage terms, while maintaining good liquidity at all times. Conversely, negative rating pressure could occur if, i) the operating performance of the company improves, ii) Moody's-adjusted gross debt/EBITDA remains above 6x, iii) EBITDA/interest fails to improve above 1.5x and (EBITDA-Capex)/interest remains below 1x, or iv) if free cash flow fails to improve towards low single digits as a percentage of debt. Any deterioration in liquidity, or failure to address the 2027 debt maturities at least a year in advance could also add further negative rating pressure. LIST OF AFFECTED RATINGS Issuer: INEOS Quattro Holdings Ltd Downgrades: Probability of Default Rating, Downgraded to B2-PD from B1-PD LT Corporate Family Rating, Downgraded to B2 from B1 Outlook Actions: Outlook, Remains Negative Issuer: INEOS Quattro Finance 2 Plc Downgrades: Backed Senior Secured (Foreign Currency), Downgraded to B2 from B1 Outlook Actions: Outlook, Remains Negative Issuer: INEOS Quattro Holdings UK Ltd Downgrades: Backed Senior Secured Bank Credit Facility (Foreign Currency), Downgraded to B2 from B1 Outlook Actions: Outlook, Remains Negative Issuer: INEOS Styrolution Group GmbH Downgrades: Senior Secured Bank Credit Facility (Local Currency), Downgraded to B2 from B1 Senior Secured (Local Currency), Downgraded to B2 from B1 Outlook Actions: Outlook, Remains Negative Issuer: Ineos Styrolution US Holding LLC Downgrades: Senior Secured Bank Credit Facility (Local Currency), Downgraded to B2 from B1 Outlook Actions: Outlook, Remains Negative Issuer: INEOS US Petrochem LLC Downgrades: Backed Senior Secured Bank Credit Facility (Local Currency), Downgraded to B2 from B1 Outlook Actions: Outlook, Remains Negative PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Chemicals published in October 2023. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement. COMPANY PROFILE INEOS Quattro is a leading global manufacturer of petrochemicals that it produces through 45 manufacturing sites in 18 countries in the Americas, Europe and Asia. Its main products sold on the merchant market are polystyrene (PS) and acrylonitrile butadiene styrene (ABS) for Styrolution, polyvinyl chloride (PVC) and caustic soda for INOVYN, purified terephthalic acid (PTA) for Aromatics, and acetic acid for Acetyls. INEOS Quattro is an indirect wholly owned subsidiary of INEOS Limited whose shareholders are James Ratcliffe (62% of share capital), Andrew Currie (19%), and John Reece (19%). ITHACA ENERGY: Moody's Rates New EUR400MM Sr. Unsecured Notes 'B1' ------------------------------------------------------------------ Moody's Ratings has assigned a B1 rating to the proposed EUR400 million backed senior unsecured notes issued by Ithaca Energy (North Sea) plc, a wholly-owned subsidiary of Ithaca Energy plc (Ithaca). The Ba3 long term corporate family rating and the Ba3-PD probability of default rating of Ithaca are unaffected. The outlook on both entities is unaffected at stable. The proceeds from the new issuance will be used to cover the upcoming payments for the M&A activity related to Cygnus gas field (expected to close by the end of October 2025) and for general corporate purposes (including replenishing liquidity and cash used for the Japex M&A consideration) to support Ithaca's future growth. Ithaca also announced the increase of its RBL facility to $1.8 billion from its current $1.5 billion while maintaining unchanged its December 2029 maturity. RATINGS RATIONALE Ithaca's proposed transaction is credit positive as it improves the company's liquidity and extends a portion of its debt maturities beyond 2029. Ithaca's ratings reflect Moody's expectations of the company maintaining a production above 100 thousand barrels of oil equivalent per day (kboepd) through 2026-27; robust financial metrics at mid-cycle pricing conditions despite rising outflows for taxes, capital expenditure and dividends; and, the company attaining to a clearly articulated and conservative capital allocation framework. The ratings are also supported by a shareholder structure that includes the Italian oil major Eni S.p.A. (Eni, Baa1 stable). Ithaca's ratings, however, are constrained by the company's exclusive operation in the UK, which has high operating costs, a naturally declining production profile and a lack of a stable fiscal regime. As an oil and gas producer on the UK Continental Shelf, Ithaca needs to weather the effects of Energy Profits Levy (EPL), including any potentially adverse future iterations, but Moody's expect its sizeable available tax loss positions to mitigate the near-term implications of higher taxation on Ithaca's cashflows. Nevertheless, the diminished attractiveness of the UK fiscal environment casts uncertainty around Ithaca's future ability to monetise its undeveloped resources, and therefore address its small scale and short proved reserve life. Ithaca's Ba3 long term CFR also reflects the modest degree of direct operational control and substantial decommissioning liabilities, albeit with limited near-term cash implications. LIQUIDITY Ithaca's liquidity is good. The $1.8bn RBL facility has a $1.3bn cash tranche with the balance reserved for letters of credit. Drawings as of June 30, 2025 were $210 million and are expected to remain broadly unchanged pro forma for the transaction. Moody's assess the RBL facility to provide good availability until its maturity in 2029 and it has ample headroom on its financial covenant of Net Debt/EBITDAX below 3.5x. Moody's also expect the company to retain cash balances commensurate with the needs of the business and to generate a positive Moody's adjusted free cash flow in 2025 and thereafter. STRUCTURAL CONSIDERATIONS The B1 rating of the proposed EUR400 million bond is in line with the rating of the existing $750 million backed senior unsecured notes due in October 2029 and also issued by Ithaca Energy (North Sea) plc. The backed senior unsecured notes rating is positioned one notch below the Ithaca's CFR of Ba3, reflecting the group $1.8bn RBL facility ranking ahead of the notes. RATING OUTLOOK The stable outlook reflects Moody's expectation that Ithaca will maintain production well above 100 kboepd and further strengthen its proven developed reserve base. The stable outlook also incorporates Moody's expectations that further potential adverse changes to the UK fiscal regime will not have a material impact on the company's credit metrics, and that Ithaca will continue to follow its stated conservative financial policies. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING The ratings could be upgraded over time if Ithaca significantly increases its proved reserve life profile and production volumes. An upgrade would also require the company to maintain a competitive cost structure and returns on projects, strong liquidity, and sustain Moody's-adjusted metrics of retained cash flow to debt (RCF/debt) above 60% (at mid-cycle price conditions) and debt/proved developed reserve below $5/boe. A ratings downgrade could occur if Ithaca's production volumes decline below 100 kboepd and Moody's-adjusted leverage increases above $15,000/boe. Negative pressure on the rating could also develop if RCF/debt declines below 40%, Moody's adjusted Free Cash Flow becomes negative, or the UK government implement further adverse amendments to the EPL. PRINCIPAL METHODOLOGY The principal methodology used in this rating was Independent Exploration and Production published in December 2022. COMPANY PROFILE Ithaca is a UK-focused independent oil and gas exploration and production company. The company produced 104.3 thousand barrels of oil equivalent per day on average in the last twelve months ended June 2025 (60% liquids/40% natural gas). The Italian oil major is Ithaca's second-largest shareholder behind Delek Group Ltd. (around 36% and 51% stake, respectively). The remainder of the company's capital is free float listed on the London Stock Exchange. MANTEC ENGINEERING: FTS Recovery Named as Administrators -------------------------------------------------------- Mantec Engineering Limited was placed into administration proceedings in the High Court of Justice Business and Property Courts of England and Wales Insolvency and Companies CHD, Court Number: CR-2025-5574, and Alan Coleman and Marco Piacquadio of FTS Recovery Limited were appointed as administrators on Aug. 21, 2025. Mantec Engineering is a manufacturer of precision computer numerical control machines catering to aerospace, chemical, defence, energy, food and drink, oil and gas, and rail industries. Its registered office and principal trading address is at Unit 1, City Course Trading Estate, Whitworth Street, Manchester, M11 2DW The administrators can be reached at: Alan Coleman FTS Recovery Limited Office 1a, 40 King Street Manchester, M2 6BA -- and -- Marco Piacquadio RTS Recovery Limited Ground Floor, Baird House Seebeck Place, Knowlhill Milton Keynes, MK5 8FR For further information, contact: The Joint Administrators Tel No: 01908 754 666 Email: Nayem.noor@ftsrecovery.co.uk Alternative contact: Dwani Patel SCOTT & MEARS: Begbies Traynor Named as Administrators ------------------------------------------------------ Scott & Mears Credit Services 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-001226, and Louise Longley and Julian N R Pitts of Begbies Traynor (Central) LLP were appointed as administrators on Sept. 2, 2025. Scott & Mears Credit Services engaged in debt collection services. Its registered office is at C105 Leigh Road, Leigh on Sea, Essex SS9 1JL The joint administrators can be reached at: Louise Longley Julian N R Pitts Begbies Traynor (Central) LLP Floor 2, 10 Wellington Place Leeds, LS1 4AP Any person who requires further information may contact Benjamin Silverwood Begbies Traynor (Central) LLP E-mail: benjamin.silverwood@btguk.com Tel No: 0113 285 8610 TABS 14 2025-1ST1: Fitch Assigns CCC(EXP)sf Rating on Cl. X2 Notes ------------------------------------------------------------------ Fitch Ratings has assigned Together Asset Backed Securitisation 14 2025-1ST1 PLC (TABS2025-1) expected ratings. The assignment of final ratings is conditional on the receipt of final documents conforming to the information already reviewed Entity/Debt Rating ----------- ------ TABS XIV Class A LT AAA(EXP)sf Expected Rating Class B LT AA(EXP)sf Expected Rating Class C LT A-(EXP)sf Expected Rating Class D LT BBB(EXP)sf Expected Rating Class E LT BB+(EXP)sf Expected Rating Class X1 LT BB(EXP)sf Expected Rating Class X2 LT CCC(EXP)sf Expected Rating Transaction Summary TABS 2025-1 is the fifth securitisation of buy to-let (BTL) and owner-occupied (OO) mortgages backed by properties in the UK by Together Personal Finance and Together Commercial Finance. Both entities are fully owned subsidiaries of Together Financial Services Limited (Together; BB/Stable/B). The transaction includes recent originations up to June 2024. KEY RATING DRIVERS Transaction Adjustment Updated: Fitch has updated the transaction adjustment (TA) based on the historical performance data provided by Together and to the update of its UK RMBS Rating Criteria in May 2025. The TA is 2.0x for both sub-pools (previously 1.4x for OO and 1.5x for BTL), leading to weighted average (WA) foreclosure frequency (FF) assumptions in line with those for other TABS transactions. The alignment of the WAFF assumptions reflects Fitch's unchanged opinion on Together's origination and underwriting policies and practices, and its historical performance data. Low LTVs Driving Recoveries: The pool comprises first-lien OO (30.2%) and BTL (69.8%) mortgage loans that were predominantly originated in 2024 (85.2%). The WA original loan-to-value (LTV) ratio of the portfolio is 59.3%, lower than that of comparable peer transactions, which typically have LTVs at 70%-75%, but marginally higher than the previous deal (TABS 2024-1 ST2: 57.8%). This is the main driver of Fitch's recovery rates, which are higher than those of peers. This results in WA expected loss assumptions that are comparable with Fitch-rated transactions from other specialist lenders. Specialised Lending: Together takes a manual approach to underwriting, focusing on borrowers that do not necessarily qualify on the automated scorecard models of high-street lenders. It attracts a higher proportion of borrowers with complex incomes, notably self-employed (where Fitch applied a 1.3x FF adjustment compared with the standard FF adjustment of 1.2x) and borrowers with adverse credit histories, than is typical for prime UK lenders. Together allows more underwriting flexibility than other specialist lenders by permitting interest-only OO lending flexible exit strategies (such as downsizing, if plausible). It also includes BTL borrowers' personal income for affordability calculations (i.e. top slicing) that do not meet the minimum rental income coverage. Performance Could Worsen: TABS2025-1 will have a similar proportion of loans in arrears at closing as previous Fitch-rated TABS transactions. Current performance trends of these transactions and book-level observations indicate that arrears performance has not yet stabilised and may worsen within this pool. TABS transactions have also under-performed compared with peer transactions. Fitch incorporated a scenario to address this risk, resulting in the assignment of ratings for classes C and D one notch below their model-implied ratings. Fitch has capped the class E notes' rating at 'BB+sf' due to an excessive reliance on excess spread, in line with its criteria. Fixed Interest Rate Hedging Schedule: Fixed-rate loans make up 96.2% of the pool, hedged through an interest rate swap. This fixed-rate proportion is higher than previous TABS transactions, which generally contained significant proportions of floating-rate loans. The swap features a scheduled notional balance that could lead to over-hedging in the structure if defaults or prepayments are higher than 10%. Over-hedging results in additional available revenue funds in rising interest rate scenarios but reduced available revenue funds in decreasing interest rate scenarios. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade The transaction's performance may be affected by changes in market conditions and economic environment. Weakening economic performance is strongly correlated to increasing levels of delinquencies and defaults that could reduce the credit enhancement available to the notes. Fitch conducts sensitivity analyses by stressing the transaction's FF and recovery rate (RR) assumptions and examining the rating implications on all classes of notes. A 15% increase in the WAFF and a 15% decrease in the WARR indicate downgrades of up to one notch for the class A, B, and X1 notes. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade Stable to improved asset performance driven by stable delinquencies and defaults would lead to increasing credit enhancement and consideration of potential upgrades. Fitch tested an additional rating sensitivity scenario by applying a decrease in the FF of 15% and an increase in the RR of 15%. The impact on the notes could be upgrades of up to two notches for the class B notes, four notches for the class C and D notes and one notch for the class X1 notes. The class A notes are at the highest rating on Fitch's scale and cannot be upgraded. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY Fitch reviewed the results of a third party assessment conducted on the asset portfolio information, and concluded that there were no findings that affected the rating analysis. Fitch conducted a review of a small targeted sample of the originator's origination files and found the information contained in the reviewed files to be adequately consistent with the originator's policies and practices and the other information provided to the agency about the asset portfolio. Overall, and together with any assumptions referred to above, Fitch's assessment of the information relied upon for the agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. THAMES WATER: Moody's Rates GBP1.3-Bil. 9.75% Bonds Due 2027 'B2' ----------------------------------------------------------------- Moody's Ratings has assigned a B2 rating to the GBP1,340 million backed super senior 9.75% bonds due October 2027 issued by Thames Water Super Senior Issuer PLC. The outlook is stable. Moody's have additionally affirmed Thames Water Utilities Ltd.'s (Thames Water) Corporate Family Rating (CFR) at Caa3 and Probability of Default Rating (PDR) at Ca-PD; and Thames Water Utilities Finance Plc's backed senior secured debt (referred to as Class A under its finance documents) ratings at Caa3, backed subordinate debt (referred to as Class B under its finance documents) ratings at C, and backed senior secured and subordinate MTN programme ratings at (P)Caa3 and (P)C respectively. The outlook at all entities remains stable. RATINGS RATIONALE THAMES WATER SUPER SENIOR ISSUER PLC Thames Water Super Senior Issuer PLC is a newly established subsidiary of Thames Water, with the sole purpose of raising super senior ranking funds and on-lending the proceeds to Thames Water, to provide emergency liquidity whilst the company attempts to recapitalise. The rated bonds, along with a GBP86 million loan facility, make up the available GBP1.426 billion of the initial GBP1.5 billion commitment provided by the existing creditors of Thames Water as part of the company's liquidity extension transaction (excluding GBP73 million of commitments from creditors who opted not to fund during the appeal period). On August 14, 2025[1], following the exhaustion of all avenues of appeal against Thames Water's proposed restructuring plan under Part 26A of the Companies Act 2006, Thames Water Super Senior Issuer PLC drew the remaining available amount in full. As of August 13, 2025, principal of GBP872 million had been on-lent to Thames Water. Thames Water estimates that the remaining funds advanced from the GBP1.5 billion commitment will cover its forecast liquidity needs until mid-December 2025. The B2 rating reflects the super senior ranking of the new issuance relative to all existing Class A and Class B debt as set out in the Super Senior Intercreditor which all parties have acceded to. Moody's ultimately expect Thames Water to either complete its proposed recapitalisation plan or to enter a Special Administration, with either eventuality likely to lead to losses for lower ranking creditors. THAMES WATER UTILITIES LTD. AND THAMES WATER UTILITIES FINANCE PLC The affirmation of Thames Water's Caa3 CFR reflects: (1) Moody's expectations of a further distressed exchange as part of either the company's recapitalisation plan or a Special Administration; (2) the company's limited liquidity runway, which is notably reflected in Moody's G-5 Governance Issuer Profile Score (IPS); (3) a challenging final determination for the AMP8 regulatory period running until March 2030 (with a decision on whether to request a redetermination by the Competition and Markets Authority now postponed to October 22, 2025); (4) a number of ongoing investigations and fines over operational performance and compliance with statutory obligations; and (5) negative public and political sentiment, which is reflected in Moody's S-4 Social IPS. Thames Water's ESG Credit Impact Score is CIS-5, reflecting very high governance risks and high social risks. The affirmation of the senior secured Caa3 rating of the Class A bonds, in line with the CFR, reflects their junior ranking to the new super senior issuance (which may include a further GBP1.5 billion if certain conditions are met), as well as swaps with an unadjusted mark-to-market value of around GBP1.55 billion and accretion of GBP1.13 billion as of June 30, 2025; but senior ranking against all remaining obligations in the cashflow waterfall. The affirmation of the subordinated C rating of the Class B bonds reflects Moody's expectations of heightened expected loss severity for the Class B creditors, given their deeply subordinated position in the cashflow waterfall. RATING OUTLOOK Thames Water's stable outlook reflects Moody's views that expected recovery rates for the various seniorities of creditors are unlikely to change in the near term. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS An upgrade of the ratings is unlikely in the near term. However, upward pressure could arise in the medium to long term if there was a substantial deleveraging, either as a result of a significant equity injection or following a debt restructuring process, combined with improved operating performance relative to regulatory targets. Thames Water's ratings could be downgraded if creditors incurred more significant losses than embedded within current ratings, or if the priority of claims is not expected to be respected under a Special Administration scenario. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Regulated Water Utilities published in August 2023. The Caa3 CFR is four notches below the historic scorecard-indicated outcome of B2, reflecting Moody's expectations of a further distressed exchange in the near term with creditor losses through either a debt restructuring or Special Administration. Thames Water is the largest of the ten main water and sewerage companies in England and Wales by both RCV (GBP21 billion at March 2025) and number of customers served. The company provides drinking water to around nine million customers and sewerage services to around 15 million customers in London and the Thames Valley. URBANCRAZY (MOBILE): Quantuma Advisory Named as Administrators -------------------------------------------------------------- Urbancrazy (Mobile) Limited was placed into administration proceedings in the High Court of Justice Business and Property Courts of England and Wales, Insolvency & Companies List (ChD), Court Number: CR-2025-004281, and Nicholas Charles Simmonds and Chris Newell of Quantuma Advisory Limited were appointed as administrators on Aug. 21, 2025. Urbancrazy (Mobile) engaged in amusement and recreation activities. Its registered office is at Devonshire House, 582 Honeypot Lane, Stanmore, HA7 1JS and it is in the process of being changed to 1st Floor, 21 Station Road, Watford, Hertfordshire, WD17 1AP Its principal trading address is at Crossoaks Farm, Crossoaks Lane, Well End, Herts, WD6 5PH The joint administrators can be reached at: Nicholas Charles Simmonds Chris Newell Quantuma Advisory Limited 1st Floor, 21 Station Road Watford, Herts, WD17 1AP For further details, please contact Charlotte Beauchamp Email: charlotte.beauchamp@quantuma.com Tel No: 01923 943697 =============== X X X X X X X X =============== [] BOOK REVIEW: Transnational Mergers and Acquisitions ------------------------------------------------------ Author: Sarkis J. Khoury Publisher: Beard Books Softcover: 292 pages List Price: $34.95 Order your personal copy today at http://is.gd/hl7cni Transnational Mergers and Acquisitions in the United States will appeal to a wide range of readers. Dr. Khoury's analysis is valuable for managers involved in transnational acquisitions, whether they are acquiring companies or being acquired themselves. At the same time, he provides a comprehensive and large-scale look at the industrial sector of the U.S. economy that proves very useful for policy makers even today. With its nearly 100 tables of data and numerous examples, Khoury provides a wealth of information for business historians and researchers as well. Until the late 1960s, we Americans were confident (some might say smug) in our belief that U.S. direct investment abroad would continue to grow as it had in the 1950s and 1960s, and that we would dominate the other large world economies in foreign investment for some time to come. And then came the 1970s, U.S. investment abroad stood at $78 billion, in contrast to only $13 billion in foreign investment in the U.S. In 1978, however, only eight years later, foreign investment in the U.S. had skyrocketed to nearly #41 billion, about half of it in acquisition of U.S. firms. Foreign acquisitions of U.S. companies grew from 20 in 1970 to 188 in 1978. The tables had turned an Americans were worried. Acquisitions in the banking and insurance sectors were increasing sharply, which in particular alarmed many analysts. Thus, when it was first published in 1980, this book met a growing need for analytical and empirical data on this rapidly increasing flow of foreign investment money into the U.S., much of it in acquisitions. Khoury answers many of the questions arising from the situation as it stood in 1980, many of which are applicable today: What are the motives for transnational acquisitions? How do foreign firms plans, evaluate, and negotiate mergers in the U.S.? What are the effects of these acquisitions on competition, money and capital markets; relative technological position; balance of payments and economic policy in the U.S.? To begin to answer these questions, Khoury researched foreign investment in the U.S. from 1790 to 1979. His historical review includes foreign firms' industry preferences, choice of location in the U.S., and methods for penetrating the U.S. market. He notes the importance of foreign investment to growth in the U.S., particularly until the early 20th century, and that prior to the 1970s, foreign investment had grown steadily throughout U.S. history, with lapses during and after the world wars. Khoury found that rates of return to foreign companies were not excessive. He determined that the effect on the U.S. economy was generally positive and concluded that restricting the inflow of direct and indirect foreign investment would hinder U.S. economic growth both in the short term and long term. Further, he found no compelling reason to restrict the activities of multinational corporations in the U.S. from a policy perspective. Khoury's research broke new ground and provided input for economic policy at just the right time. Sarkis J. Khoury holds a Ph.D. in International Finance from Wharton. He teaches finance and international finance at the University of California, Riverside, and serves as the Executive Director of International Programs at the Anderson Graduate School of Business. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter-Europe is a daily newsletter co- published by Bankruptcy Creditors' Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante, Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman, Editors. Copyright 2025. All rights reserved. ISSN 1529-2754. This material is copyrighted and any commercial use, resale or 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 * * *