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       T R O U B L E D   C O M P A N Y   R E P O R T E R

                          E U R O P E

          Wednesday, October 1, 2025, Vol. 26, No. 196

                           Headlines



E S T O N I A

EESTI ENERGIA: S&P Withdraws BB+' LongTerm Issuer Credit Rating


F R A N C E

BISCUIT HOLDING: Fitch Alters Outlook on 'B-' LongTerm IDR to Neg.


I R E L A N D

CAIRN CLO XX: Fitch Assigns 'B-sf' Final Rating on Class F Notes
CAIRN CLO XX: S&P Assigns B-(sf) Rating in Class F Notes
CAPITAL FOUR X: Fitch Assigns 'B-sf' Final Rating on Class F Notes
CAPITAL FOUR X: S&P Assigns B-(sf) Rating on Class F Notes
JUBILEE CLO 2025-XXXI: Fitch Assigns 'B-sf' Rating on Cl. F Notes



I T A L Y

INTESA SANPAOLO: DBRS Ups Rating on Add'l. Tier 1 Instruments to BB
SUNRISE SPV 97: Fitch Assigns 'BB+sf' Rating on Two Tranches


K A Z A K H S T A N

STANDARD LIFE: Fitch Hikes Insurer Fin. Strength Rating to 'BB-'


R U S S I A

ANOR BANK: Fitch Alters Outlook on 'B-' LongTerm IDRs to Negative
IPOTEKA-BANK: Fitch Affirms 'BB' LongTerm Currency IDRs
TBC BANK: Fitch Affirms 'BB-' LongTerm IDR, Outlook Negative


T U R K E Y

EMLAK KONUT: Fitch Affirms 'BB-' LongTerm IDRs, Outlook Stable


U N I T E D   K I N G D O M

EUROMASTR 2017-1V: Fitch Lowers Rating on Class D Notes to 'BB+sf'
JUBILEE PLACE 8: DBRS Gives Prov. BB(high) Rating on X2 Notes
PURE GYM: Fitch Alters Outlook on 'B-' LongTerm IDR to Positive

                           - - - - -


=============
E S T O N I A
=============

EESTI ENERGIA: S&P Withdraws BB+' LongTerm Issuer Credit Rating
---------------------------------------------------------------
S&P Global Ratings had withdrawn its BB+' long-term issuer credit
rating on Eesti Energia AS at the issuer's request. The outlook was
negative at the time of the withdrawal.




===========
F R A N C E
===========

BISCUIT HOLDING: Fitch Alters Outlook on 'B-' LongTerm IDR to Neg.
------------------------------------------------------------------
Fitch Ratings has revised Biscuit Holding SAS's (Biscuit
International) Outlook to Negative from Stable, while affirming its
Long-Term Issuer Default Rating (IDR) at 'B-'. Fitch has also
affirmed the senior secured rating at 'B', with a Recovery Rating
of 'RR3'.

The Negative Outlook reflects its expectations that Biscuit
International's EBITDA leverage will remain stretched in 2025-2026,
following an anticipated EBITDA decline in 2025 due to intense
competition in the European bakery food, soft market demand and
increased cost inflation not being fully passed to consumers. It
also reflects heightened refinancing risk ahead of a debt maturity
in early 2027.

The IDR reflects Biscuit International's moderate scale as a
leading Europe private label producer in bakery food, with a
diversified retail customer base and longstanding customer
relationships.

Key Rating Drivers

Leverage to Remain High: The rating is under pressure from the
group's high debt burden, with the Negative Outlook capturing an
anticipated increase in EBITDA gross leverage to above 9x in 2025,
following the group's weak performance in 1H25. Fitch expects a
gradual profit recovery to drive deleveraging towards 7.3x in 2027.
As a result, refinancing risk is high, ahead of the debt maturity
in February 2027, although Fitch assumes it will be addressed in a
timely manner. A lack of visibility over deleveraging in the next
12 to 18 months, alongside weakening free cash flow (FCF) and
liquidity could put the ratings under pressure and lead to a
downgrade.

Weaker 2025 Sales: Fitch expects revenues to stay flat in 2025,
after weaker-than-projected operating results in 1H25, versus
mid-single digit growth assumed previously. This reflects fierce
competition from branded goods producers in its main markets,
including France, which, alongside softer demand for
chocolate-related products, resulted in weaker sales volumes and
constrained pricing. Fitch assumes improved consumer sentiment and
the group's initiatives on cross selling, new customer wins and
innovation will drive a gradual sales volumes recovery. This,
together with its assumption of bolt-on acquisitions, should
support revenue growth in the mid-single digits in 2026-2029.

Temporary Pressure on Profitability: Fitch expects the group's
EBITDA margin to decline to 9.3% in 2025, from 11.7% in 2024. This
is due to increased input costs for key commodities, including
cocoa, eggs and butter, which were not fully passed onto customers
amid intensified competition and management's focus on protecting
sales volumes, only partially offset by efficiency initiatives.
Fitch projects EBITDA margin to recover toward 11.5% in 2027, due
to input cost and volume normalisation and product mix improvement.
Fitch assumes a moderate capacity to raise prices on intense
competition from branded food producers.

Neutral to Positive FCF Generation: Fitch expects the group's FCF
will be neutral in 2025 before turning consistently positive from
2026 due to operating margin recovery and benefits from initiatives
on working capital improvement. Fitch assumes that there will be
moderate working capital inflows in 2025-2026 as the group works on
improving supplier terms. This, together with only moderate planned
capex, will support a sustained FCF margin of above 1.5% from 2026.
Fitch expects most FCF to be reinvested in the business as
acquisitive growth remains part of the group's strategy, and Fitch
assumes annual bolt-on acquisitions of about EUR20 million.

EBITDA Margin Recovery Critical: The group's ability to return its
EBITDA margins to above 12%, following a weak performance in 1H25,
is important for maintaining its rating. It benefits from a
variable costs structure and its profitability resilience is
supported by hedging its main raw materials and cost items. It also
uses pricing mechanisms indexed to key materials - to varying
degrees - in its sales contracts. Fitch expects only temporary
pressure on EBITDA margins in 2025, and a lack of recovery could
imply higher volatility in operating margin than assumed.

No Headroom for Debt Increase: Fitch does not assume additional
debt over the medium term, although Biscuit Holding's debt
documentation allows for further issuance. This could be
detrimental for creditors' recovery prospects and result in
leverage going above the rating thresholds, if not mitigated by
strong business expansion.

Moderate Scale, Single Product Category: Biscuit International's
rating reflects its moderate scale with projected EBITDA under
EUR200 million in 2025-2028, but also strong market positions in
France, Germany, Sweden and Benelux countries. It operates in a
single product category of sweet and savoury bakery, mainly
biscuits, but has a wide offering within the subsector, often a
critical factor for customers. As a predominantly private label
producer (around 90% of revenue in 2024), the group also develops
co-manufacturing and own brands divisions, providing additional
sales and profit growth opportunities in the long term.

Peer Analysis

Biscuit International's rating is aligned with the that of Platform
Bidco Limited (Valeo Foods; B-/Stable). The companies have similar
financial profiles with comparable profitability and high leverage
metrics. Valeo Foods' rating also benefits from stronger brand
portfolio and broader product category diversification.

Biscuit International is similar in size, product offerings (long
shelf life) and geographic diversification to La Doria S.p.A.
(B+/Stable). Nevertheless, the latter's credit profile benefits
from higher profitability, and to some extent, lower exposure to
commodity price volatility. The rating deferential is also
supported by La Doria's lower leverage.

Biscuit International has a larger scale than and similar
geographical diversification as Sammontana Italia
S.p.A.(B+/Stable). However, the latter's higher rating reflects its
more diversified product portfolio with strong brands in its key
categories. Sammontana's ratings also reflect its stronger
financial profile with higher operating margins and lower
leverage.

Biscuit International is much smaller in size than Sigma Holdco BV
(B/Stable). The latter holds a stronger market position as the
largest plant-based spreads producer, despite a narrower product
offering. Sigma's financial profile also benefits from a higher
operating margin of about 20%, robust FCF margins in the mid-single
digits and lower leverage.

Key Assumptions

- Flat revenue in 2025, followed by an increase of 7.7% in 2026 and
annual growth in the mid-single digits from 2027

- EBITDA margin at 9.3% in 2025, with a gradual recovery towards
12% to 2028

- FCF margins improving towards 3% to 2028, from neutral to
positive

- Capex at 3.8% of revenue in 2025, gradually reducing towards 3%
by 2028

- Annual M&As of about EUR20 million between 2025 and 2028

Recovery Analysis

Its recovery analysis assumes that Biscuit International would be
considered a going concern in bankruptcy, and that it would be
reorganised rather than liquidated. This is because most of its
value lies within its wide production and logistic network in
Europe, and established customer relationships.

Fitch assumed a 10% administrative claim, which is unavailable
during restructuring and hence deducted from the enterprise value.

Fitch assesses going concern EBITDA at EUR130 million, which
includes recent and announced acquisitions and reflects the level
of earnings required for the group to sustain operations as a going
concern in unfavourable market conditions, with a major customer
loss or reduced ability to pass on cost inflation to customers. The
going concern EBITDA assumes corrective measures and a
restructuring of the capital structure for the company to remain a
going concern.

Fitch applies a recovery multiple of 5x, which is roughly the
mid-point of its multiple scale ifor the sector in EMEA and in line
with sector peers. This reflects Biscuit International's
operational scale and market positions. The enterprise value/EBITDA
multiple is in line with La Doria's, which has comparable scale and
operates in related packaged food categories, within the private
label space. The multiple is below that of Sammontana and Valeo
Foods of 5.5x, due to their ownership of well-recognised brands in
the product portfolio and the bigger scale of Valeo Foods.

Based on these assumptions, its waterfall analysis generates a
ranked recovery in the Recovery Rating 'RR3' band, leading to a
first-lien secured rating of 'B' for the EUR696 million term loan
B, one notch above the IDR. Fitch treats EUR80 million 18%
payment-in-kind notes as ranking equally with the term loan B and
its revolving credit facility. Fitch also includes accumulated
interest estimated at EUR42 million in the year to date in the
recovery waterfall calculation for the senior secured instrument
rating.

The ranked recovery for the EUR150 million second-lien facility
corresponds to a Recovery Rating of 'RR6', leading to a second-lien
rating of 'CCC', two notches below the IDR,

Its estimates of creditor claims include the fully drawn EUR85
million revolving credit facility. Fitch expects Biscuit
International's factoring line will remain available during and
after financial distress, given the strong credit quality of its
client base.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

- Failure to reduce EBITDA gross leverage below 7.5x from 2025
through lack of profitability improvement or new material
debt-funded acquisitions

- EBITDA margin below 11.5% and volatile FCF margins, due to
additional working-capital requirements

- EBITDA interest coverage weakening to below 1.8x on a sustained
basis

- Reducing liquidity headroom

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

- EBITDA gross leverage remaining below 6.5x through organic
expansion and integration of non-debt-funded bolt-on targets

- EBITDA margin sustainably above 12.5%, sustaining FCF margin
above 2%

- EBITDA interest coverage rising towards 2.5x

Liquidity and Debt Structure

Biscuit International's liquidity is limited, with a Fitch-adjusted
cash balance of EUR58 million at end-2024 but is supported by
access to an EUR85 million revolving credit facility (EUR28 million
drawn down as of June 2025), maturing in August 2026. This,
together with its expectations of FCF turning positive at EUR20
million-40 million a year from 2026, should be sufficient to cover
debt service.

Issuer Profile

Biscuit International is a France-based private label biscuit and
bread substitute manufacturer with EUR1.2 billion of revenue.

MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS

Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
data file which aggregates key data points used in its credit
analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.

ESG Considerations

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt               Rating         Recovery   Prior
   -----------               ------         --------   -----
Biscuit Holding SAS    LT IDR B-  Affirmed             B-

   senior secured      LT     B   Affirmed    RR3      B

   Senior Secured
   2nd Lien            LT     CCC Affirmed    RR6      CCC




=============
I R E L A N D
=============

CAIRN CLO XX: Fitch Assigns 'B-sf' Final Rating on Class F Notes
----------------------------------------------------------------
Fitch Ratings has assigned Cairn CLO XX DAC final ratings.

   Entity/Debt              Rating              Prior
   -----------              ------              -----
Cairn CLO XX DAC

   A-1 XS3107178942      LT AAAsf  New Rating   AAA(EXP)sf
   A-2 XS3136464677      LT AAAsf  New Rating   AAA(EXP)sf
   B XS3107179080        LT AAsf   New Rating   AA(EXP)sf
   C XS3107179247        LT Asf    New Rating   A(EXP)sf
   D XS3107179593        LT BBB-sf New Rating   BBB-(EXP)sf
   E XS3107179759        LT BB-sf  New Rating   BB-(EXP)sf
   F XS3107179916        LT B-sf   New Rating   B-(EXP)sf
   Subordinated Notes
   XS3134597304          LT NRsf   New Rating   NR(EXP)sf

Transaction Summary

Cairn CLO XX DAC is a securitisation of mainly senior secured loans
(at least 90%) with a component of senior unsecured, mezzanine, and
second-lien loans. Note proceeds were used to fund a portfolio with
a target par of EUR450 million. The portfolio is actively managed
by Cairn Loan Investments II LLP. The transaction has a
reinvestment period of about five years and an eight-year weighted
average life (WAL) test.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors to be in the 'B' category. The
Fitch weighted average rating factor (WARF) of the identified
portfolio is 23.2.

High Recovery Expectations (Positive): At least 96% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate (WARR) of the identified portfolio is 60.6%.

Diversified Portfolio (Positive): The transaction includes various
concentration limits in the portfolio, including a top 10 obligor
concentration limit of 20% and a maximum exposure to the three
largest (Fitch-defined) industries in the portfolio of 40%. These
covenants ensure the asset portfolio will not be exposed to
excessive concentration.

Portfolio Management (Neutral): The transaction has a five-year
reinvestment period and includes reinvestment criteria similar to
those of other European transactions. Fitch's analysis is based on
a stressed 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
test by half a year from six months after closing if the aggregate
collateral balance (with defaulted obligations carried at the lower
of Fitch and S&P collateral value) is at least at the reinvestment
target par amount and if the transaction is passing all the tests.

Cash Flow Modelling (Positive): The WAL used for the transaction's
Fitch-stressed portfolio and matrices analysis is 12 months less
than the WAL covenant. This is to account for structural and
reinvestment conditions after the end of the reinvestment period,
including the overcollateralisation tests and the Fitch 'CCC'
limitation test after reinvestment. Fitch believes these conditions
will reduce the effective risk horizon of the portfolio during
stress periods.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

A 25% increase of the mean default rate (RDR) and a 25% decrease of
the recovery rate (RRR) across all ratings of the identified
portfolio would lead to downgrades of one notch each for the class
C, D and E notes, to below 'B-sf' for the class F notes and have no
impact on the class A and B notes.

Downgrades, which are based on the identified portfolio, may occur
if the loss expectation is larger than assumed, due to unexpectedly
high levels of default and portfolio deterioration. The class C
notes have a one-notch rating cushion, and the class B, D, E and F
notes each have a two-notch cushion, due to the better metrics and
shorter life of the identified portfolio than the Fitch-stressed
portfolio. The class A notes have no rating cushion.

Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded due to manager trading or
negative portfolio credit migration, a 25% increase of the mean RDR
and a 25% decrease of the RRR across all ratings of the
Fitch-stressed portfolio would lead to downgrades of up to three
notches for the class A to D notes, and to below 'B-sf' for the
class E and F notes.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

A 25% reduction of the mean RDR and a 25% increase in the RRR
across all ratings of the Fitch-stressed portfolio would lead to
upgrades of up to three notches, except for the 'AAAsf' rated
notes.

Upgrades during the reinvestment period, which are based on the
Fitch-stressed portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining WAL test, allowing
the notes to withstand larger-than -expected losses for the
transaction's remaining life. Upgrades after the end of the
reinvestment period may result from stable portfolio credit quality
and deleveraging, leading to higher credit enhancement and excess
spread available to cover losses in the remaining portfolio.

USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognised Statistical Rating Organisations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk-presenting entities.

Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.

ESG Considerations

Fitch does not provide ESG relevance scores for Cairn CLO XX DAC.

In cases where Fitch does not provide ESG relevance scores in
connection with the credit rating of a transaction, programme,
instrument or issuer, Fitch will disclose any ESG factor that is a
key rating driver in the key rating drivers section of the relevant
rating action commentary.


CAIRN CLO XX: S&P Assigns B-(sf) Rating in Class F Notes
--------------------------------------------------------
S&P Global Ratings assigned credit ratings to Cairn CLO XX DAC's
class A-1, A-2, B, C, D, E, and F notes. At closing, the issuer
also issued unrated subordinated notes.

Under the transaction documents, the rated notes will pay quarterly
interest unless a frequency switch event occurs. Following this,
the notes will switch to semiannual payments.

This transaction has a two-year non-call period and the portfolio's
reinvestment period will end five years after closing.

The ratings assigned to the notes reflect S&P's assessment of:

-- The diversified collateral pool, which primarily comprises
broadly syndicated speculative-grade senior secured term loans and
bonds governed by collateral quality tests.

-- The credit enhancement provided through the subordination of
cash flows and excess spread.

-- The collateral manager's experienced team, which can affect the
performance of the rated notes through collateral selection,
ongoing portfolio management, and trading.

-- The transaction's legal structure, which is bankruptcy remote.

-- The transaction's counterparty risks, which is in line with
S&P's counterparty rating framework.

  Portfolio benchmarks

  S&P Global Ratings weighted-average rating factor     2,591.50
  Default rate dispersion                                 655.81
  Weighted-average life (years)                             4.61
  Weighted-average life (years) extended
  to match reinvestment period                              5.00
  Obligor diversity measure                               167.79
  Industry diversity measure                               18.29
  Regional diversity measure                                1.20

  Transaction key metrics

  Total par amount (mil. EUR)                             450.00
  Defaulted assets (mil. EUR)                                  0
  Number of performing obligors                              199
  Portfolio weighted-average rating
  derived from S&P's CDO evaluator                             B
  'CCC' category rated assets (%)                           0.46
  'AAA' target portfolio weighted-average recovery (%)     36.91
  Target weighted-average spread (net of floors, %)         3.70
  Target weighted-average coupon (%)                        3.81

Rating rationale

S&P said, "Our ratings reflect our assessment of the preliminary
collateral portfolio's credit quality, which has a weighted-average
rating of 'B'. The portfolio is well-diversified, primarily
comprising broadly syndicated speculative-grade senior secured term
loans and senior secured bonds. Therefore, we conducted our credit
and cash flow analysis by applying our criteria for corporate cash
flow CDOs.

"In our cash flow analysis, we modelled the EUR450 million par
amount, the target weighted-average spread of 3.70%, the target
weighted-average coupon of 3.81%, and the target weighted-average
recovery rates (36.91% at 'AAA'). We applied various cash flow
stress scenarios, using four different default patterns, in
conjunction with different interest rate stress scenarios for each
liability rating category.

"The transaction's documented counterparty replacement and remedy
mechanisms adequately mitigate its exposure to counterparty risk
under our counterparty criteria.

"Following the application of our structured finance sovereign risk
criteria, the transaction's exposure to country risk is limited at
the assigned ratings, as the exposure to individual sovereigns does
not exceed the diversification thresholds outlined in our
criteria.

"The transaction's legal structure is bankruptcy remote, in line
with our legal criteria.

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class B to E notes could withstand
stresses commensurate with higher ratings than those we have
assigned. However, as the CLO is still in its reinvestment phase,
during which the transaction's credit risk profile could
deteriorate, we capped our ratings on the notes. The class A-1,
A-2, and F notes could withstand stresses commensurate with the
assigned rating.

"In addition to our standard analysis, to provide an indication of
how rising pressures among speculative-grade corporates could
affect our ratings on European CLO transactions, we have also
included the sensitivity of the ratings on the class A-1 to E notes
based on four hypothetical scenarios.

"As our ratings analysis makes additional considerations before
assigning ratings in the 'CCC' category, and we would assign a 'B-'
rating if the criteria for assigning a 'CCC' category rating are
not met, we have not included the above scenario analysis results
for the class F notes."

Environmental, social, and governance

S&P said, "We regard the exposure to environmental, social, and
governance (ESG) credit factors in the transaction as being broadly
in line with our benchmark for the sector. Primarily due to the
diversity of the assets within CLOs, the exposure to environmental
credit factors is viewed as below average, social credit factors
are below average, and governance credit factors are average. For
this transaction, the documents prohibit assets from being related
to certain activities. Accordingly, since the exclusion of assets
from these industries does not result in material differences
between the transaction and our ESG benchmark for the sector, no
specific adjustments have been made in our rating analysis to
account for any ESG-related risks or opportunities.

Cairn CLO XX DAC is a European cash flow CLO securitization of a
revolving pool, comprising euro-denominated senior secured loans
and bonds issued mainly by speculative-grade borrowers. Cairn Loan
Investments II LLP and Polus Capital Management Limited manage the
transaction."

  Ratings

                    Amount    Credit
  Class  Rating*  (mil. EUR)  enhancement (%)    Interest rate§

  A-1    AAA (sf)   275.40    38.80    Three/six-month EURIBOR
                                       plus 1.35%

  A-2    AAA (sf)     5.85    37.50    Three/six-month EURIBOR
                                       plus 1.70%

  B      AA (sf)     47.25    27.00    Three/six-month EURIBOR
                                       plus 2.00%

  C      A (sf)      27.00    21.00    Three/six-month EURIBOR
                                       plus 2.40%

  D      BBB- (sf)   31.50    14.00    Three/six-month EURIBOR
                                       plus 3.25%

  E      BB- (sf)    18.00    10.00    Three/six-month EURIBOR
                                       plus 5.70%

  F      B- (sf)     15.75     6.50    Three/six-month EURIBOR
                                       plus 8.43%

*S&P's ratings on the class A-1, A-2, and B notes address timely
interest and ultimate principal payments. Our ratings on the class
C, D, E, and F notes address ultimate interest and principal
payments.
§The payment frequency switches to semiannual and the index
switches to six-month EURIBOR when a frequency switch event occurs.

EURIBOR--Euro Interbank Offered Rate.
NR--Not rated.
N/A--Not applicable.


CAPITAL FOUR X: Fitch Assigns 'B-sf' Final Rating on Class F Notes
------------------------------------------------------------------
Fitch Ratings has assigned Capital Four CLO X DAC final ratings.

   Entity/Debt              Rating              Prior
   -----------              ------              -----
Capital Four CLO X DAC

   A XS3140140735        LT AAAsf  New Rating   AAA(EXP)sf

   B XS3140140909        LT AAsf   New Rating   AA(EXP)sf

   C XS3140141113        LT Asf    New Rating   A(EXP)sf

   D XS3140141386        LT BBB-sf New Rating   BBB-(EXP)sf

   E XS3140141543        LT BB-sf  New Rating   BB-(EXP)sf

   F XS3140141899        LT B-sf   New Rating   B-(EXP)sf

   Subordinated Notes
   XS3140142194          LT NRsf   New Rating   NR(EXP)sf

   X XS3140140578        LT AAAsf  New Rating   AAA(EXP)sf

Transaction Summary

Capital Four CLO X 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 managed by Capital Four CLO Management II
K/S and Capital Four Management Fondsmæglerselskab A/S. The CLO
has a three-year reinvestment period, and a seven-year weighted
average life (WAL) test at closing.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch considers the
average credit quality of obligors to be in the 'B'/'B-' category.
The Fitch weighted average rating factor of the identified
portfolio is 24.6.

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 Asset Portfolio (Positive): The transaction has two
Fitch matrices, both effective at closing and corresponding to a
seven-year WAL test, a top 10 obligor concentration limit at 20%,
and fixed-rate asset limits at 5% and 10%. The transaction includes
various concentration limits in the portfolio, including the
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 has an
approximately three-year reinvestment period and includes
reinvestment criteria similar to those of other European
transactions. Fitch's analysis is based on a stressed-case
portfolio with the aim of testing the robustness of the transaction
structure against its covenants and portfolio guidelines.

Cash-flow Modelling (Positive): The WAL used for the transaction's
stress portfolio analysis is 12 months less than the WAL covenant
at the issue date (subject to a floor of six years), to account for
the strict reinvestment conditions envisaged by the transaction
after its reinvestment period. These include, among others, passing
the coverage tests and the Fitch 'CCC' bucket limit 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 the stress period.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

A 25% increase of the mean default rate (RDR) and a 25% decrease of
the recovery rate (RRR) across all ratings of the identified
portfolio would lead to downgrades of no more than two notches for
the class B and C notes, one notch for the class D and E notes, to
below 'B-sf' for the class F notes and have no impact on the class
X and A notes

Based on the identified portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration. Due to the
better metrics and shorter life of the identified portfolio than
the Fitch-stressed portfolio, the class B and C note display rating
cushions of one notch, the class D, E and F notes of two notches
and the class X and A notes have no rating cushion.

Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded due to manager trading or
negative portfolio credit migration, a 25% increase of the mean RDR
and a 25% decrease of the RRR across all ratings of the
Fitch-stressed portfolio would lead to downgrades of up to three
notches.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

A 25% reduction of the mean RDR and a 25% increase in the RRR
across all ratings of the Fitch-stressed portfolio would lead to
upgrades of up to three notches, 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 the Fitch-stressed
portfolio, upgrades may occur on better-than-expected portfolio
credit quality and a shorter remaining WAL test, allowing the notes
to withstand larger-than-expected losses for the transaction's
remaining life. After the end of the reinvestment period, upgrades
may result from stable portfolio credit quality and deleveraging,
leading to higher credit enhancement and excess spread to cover
losses in the remaining portfolio.

USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

Capital Four CLO X 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 Capital Four CLO X
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.


CAPITAL FOUR X: S&P Assigns B-(sf) Rating on Class F Notes
----------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Capital Four CLO
X DAC's class X, A, B, C, D, E, and F notes. At closing, the issuer
issued unrated subordinated notes.

The reinvestment period will be approximately 3.00 years, while the
non-call period will be 1.00 year after closing.

Under the transaction documents, the rated notes pay quarterly
interest unless there is a frequency switch event. Following this,
the notes will switch to semiannual payment.

The ratings assigned to the notes reflect S&P's assessment of:

-- The diversified collateral pool, which primarily comprises
broadly syndicated speculative-grade senior secured term loans and
bonds that are governed by collateral quality tests.

-- The credit enhancement provided through the subordination of
cash flows, excess spread, and overcollateralization.

-- The collateral manager's experienced team, which can affect the
performance of the rated notes through collateral selection,
ongoing portfolio management, and trading.

-- The transaction's legal structure, which is bankruptcy remote.

-- The transaction's counterparty risks, which are in line with
S&P's counterparty rating framework.

  Portfolio benchmarks

  S&P Global Ratings' weighted-average rating factor     2,736.56
  Default rate dispersion                                  472.58
  Weighted-average life (years)                              4.86
  Obligor diversity measure                                124.69
  Industry diversity measure                                18.54
  Regional diversity measure                                 1.24

  Transaction key metrics

  Total par amount (mil. EUR)                              400.00
  Defaulted assets (mil. EUR)                                0.00
  Number of performing obligors                               144
  Portfolio weighted-average rating
  derived from S&P's CDO evaluator                              B
  'CCC' category rated assets (%)                            0.00
  Target 'AAA' weighted-average recovery (%)                36.37
  Actual weighted-average spread (net of floors; %)          3.63
  Actual weighted-average coupon (%)                         3.91

S&P said, "Our ratings reflect our assessment of the collateral
portfolio's credit quality, which has a weighted-average rating of
'B'.

"The portfolio is well-diversified, primarily comprising broadly
syndicated speculative-grade senior secured term loans and bonds.
Therefore, we conducted our credit and cash flow analysis by
applying our criteria for corporate cash flow CDOs.

"In our cash flow analysis, we modeled the covenanted
weighted-average spread of 3.59%, the covenanted weighted-average
coupon of 3.00%, the covenanted weighted-average recovery rates at
the 'AAA' level (35.37%), and the target weighted-average recovery
rates for all other rating levels calculated in line with our CLO
criteria for all classes of notes. We applied various cash flow
stress scenarios, using four different default patterns, in
conjunction with different interest rate stress scenarios for each
liability rating category.

"The transaction's documented counterparty replacement and remedy
mechanisms adequately mitigate its exposure to counterparty risk
under our current counterparty criteria.

"Under our structured finance sovereign risk criteria, the
transaction's exposure to country risk is sufficiently mitigated at
the assigned ratings.

"The transaction's legal structure and framework is bankruptcy
remote, in line with our legal criteria.

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class B to E notes could withstand
stresses commensurate with higher ratings than those assigned.
However, as the CLO will be in its reinvestment phase starting from
the effective date, during which the transaction's credit risk
profile could deteriorate, we have capped our ratings assigned to
the notes."

The class X and A notes can withstand stresses commensurate with
the assigned ratings.

For the class F notes, S&P's credit and cash flow analysis indicate
that the available credit enhancement could withstand stresses
commensurate with a lower rating.

However, S&P has applied its 'CCC' rating criteria, resulting in a
'B- (sf)' rating on this class of notes.

The ratings uplift for the class F notes reflects several key
factors, including:

-- The class F notes' available credit enhancement, which is in
the same range as that of other CLOs S&P has rated and that has
recently been issued in Europe.

-- The portfolio's average credit quality, which is similar to
other recent CLOs.

-- S&P's model generated break-even default rate at the 'B-'
rating level of 24.38% (for a portfolio with a weighted-average
life of 4.86 years), versus if it was to consider a long-term
sustainable default rate of 3.2% for 4.86 years, which would result
in a target default rate of 15.55%.

-- S&P does not believe that there is a one-in-two chance of this
tranche defaulting.

-- S&P does not envision this tranche defaulting in the next 12-18
months.

S&P said, "Following this analysis, we consider that the available
credit enhancement for the class F notes is commensurate with the
assigned 'B- (sf)' rating.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe that our ratings are
commensurate with the available credit enhancement for the class X,
A, B, C, D, E, and F notes.

"In addition to our standard analysis, we have also included the
sensitivity of the ratings on the class X to E notes, based on four
hypothetical scenarios.

"As our ratings analysis makes additional considerations before
assigning ratings in the 'CCC' category, and we would assign a 'B-'
rating if the criteria for assigning a 'CCC' category rating are
not met, we have not included the above scenario analysis results
for the class F notes."

Environmental, social, and governance

S&P regards the exposure to environmental, social, and governance
(ESG) credit factors in the transaction as being broadly in line
with our benchmark for the sector.

Primarily due to the diversity of the assets within CLOs, the
exposure to environmental credit factors is viewed as below
average, social credit factors are below average, and governance
credit factors are average.

For this transaction, the documents prohibit assets from being
related to certain activities. Accordingly, since the exclusion of
assets from these industries does not result in material
differences between the transaction and S&P's ESG benchmark for the
sector, no specific adjustments have been made in its rating
analysis to account for any ESG-related risks or opportunities.

Capital Four CLO X is a European cash flow CLO securitization of a
revolving pool, comprising euro-denominated senior secured loans
and bonds issued mainly by speculative-grade borrowers. Capital
Four CLO Management II K/S and Capital Four Management
Fondsmæglerselskab A/S manage the transaction.


JUBILEE CLO 2025-XXXI: Fitch Assigns 'B-sf' Rating on Cl. F Notes
-----------------------------------------------------------------
Fitch Ratings has assigned Jubilee CLO 2025-XXXI DAC final
ratings.

   Entity/Debt                          Rating           
   -----------                          ------           
Jubilee CLO 2025-XXXI DAC

   Class A XS3135098187              LT AAAsf  New Rating
   Class A-1 Loan                    LT AAAsf  New Rating
   Class A-2 Loan                    LT AAAsf  New Rating
   Class B-1 XS3135098344            LT AAsf   New Rating
   Class B-2 XS3135098690            LT AAsf   New Rating
   Class C XS3135098856              LT Asf    New Rating
   Class D XS3135099078              LT BBB-sf New Rating
   Class E XS3135099235              LT BB-sf  New Rating
   Class F XS3135099581              LT B-sf   New Rating
   Subordinated Notes XS3135699935   LT NRsf   New Rating

Transaction Summary

Jubilee CLO 2025-XXXI DAC is a securitisation of mainly senior
secured obligations (at least 96%) with a component of senior
unsecured, mezzanine, second-lien loans and high-yield bonds. Note
proceeds have been used to fund a portfolio with a target par of
EUR400 million. The portfolio is actively managed by Alcentra Ltd.
The collateralised loan obligation (CLO) has an about 4.5-year
reinvestment period and a 7.5-year weighted average life (WAL) test
limit.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors to be in the 'B' category. The
Fitch weighted average rating factor of the identified portfolio is
24.25.

High Recovery Expectations (Positive): At least 96% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 63.0%.

Diversified Portfolio (Positive): The transaction includes various
concentration limits in the portfolio, including a top 10 obligor
concentration limit of 20% and a maximum exposure to the three
largest (Fitch-defined) industries in the portfolio of 40%. These
covenants ensure the asset portfolio will not be exposed to
excessive concentration.

Portfolio Management (Neutral): The transaction has a 4.5-year
reinvestment period and includes reinvestment criteria similar to
those of other European transactions. Fitch's analysis is based on
a stressed 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 could extend the WAL
test by one year from six months after closing if the aggregate
collateral balance (with defaulted obligations carried at the lower
of Fitch and another rating agency's collateral value) is at least
at the reinvestment target par amount and all the tests are
passing.

Cash Flow Modelling (Positive): The WAL used for the transaction's
stress portfolio and matrices analysis is 12 months less than the
WAL covenant. This is to account for structural and reinvestment
conditions after the reinvestment period, including the
overcollateralisation tests and the Fitch 'CCC' limitation test
passing after reinvestment. Fitch believes these conditions will
reduce the effective risk horizon of the portfolio during the
stress period.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

An increase of the default rate (RDR) at all rating levels in the
identified portfolio by 25% of the mean RDR and a decrease of the
recovery rate (RRR) by 25% at all rating levels would lead to
one-notch model-implied downgrades for the class B to E notes.

Downgrades may occur if the loss expectation based on the
identified portfolio is larger than Fitch initially assumed, due to
unexpectedly high levels of default and portfolio deterioration.
The class B to F notes have rating cushions of two notches due to
the identified portfolio's better metrics and a shorter life than
the Fitch-stressed portfolio, while the class A notes have no
rating cushion.

Should the cushion between the identified portfolio and the
Fitch-stressed portfolio be eroded due to manager trading or
negative portfolio credit migration, a 25% increase in the mean RDR
and a 25% decrease in the RRR across all the ratings of the
Fitch-stressed portfolio would lead to downgrades of up to three
notches for the class A notes, four notches for the class B to D
notes and to below 'B-sf' for the class E and F notes.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

A 25% reduction of the mean RDR and a 25% increase in the RRR
across all ratings of the Fitch-stressed portfolio would lead to
upgrades of up to four notches, except for the 'AAAsf' rated notes,
which are at the highest level on Fitch's scale and cannot be
upgraded.

Upgrades, based on the Fitch-stressed portfolio, may occur during
the reinvestment period on better-than-expected portfolio credit
quality and a shorter remaining WAL test, allowing the notes to
withstand larger-than-expected losses for the transaction's
remaining life. Upgrades after the end of the reinvestment period
may result from stable portfolio credit quality and deleveraging,
leading to higher credit enhancement and excess spread available to
cover losses in the remaining portfolio.

USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.

Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.

ESG Considerations

Fitch does not provide ESG relevance scores for Jubilee CLO
2025-XXXI 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.




=========
I T A L Y
=========

INTESA SANPAOLO: DBRS Ups Rating on Add'l. Tier 1 Instruments to BB
-------------------------------------------------------------------
DBRS Ratings GmbH upgraded the credit ratings on Intesa Sanpaolo
SpA (Intesa or the Bank)'s Additional Tier 1 Instruments (AT1) to
BB from BB (low). This reflects Morningstar DBRS' incorporation of
positive developments at Intesa that are beneficial for holders of
the Bank's AT1 instruments. The trend remains Positive as it
mirrors the trend on the Long-Term credit ratings.

KEY CREDIT RATING CONSIDERATIONS

Morningstar DBRS' notching from the Intrinsic Assessment (IA) for
AT1 Instruments can typically range between 3 notches and 6
notches, reflecting that AT1 obligations are deeply subordinated
and constitute the most junior debt instruments of the Bank. They
are perpetual in tenor and can be written down in part or in full
if the Issuer or Regulator determines there is a Trigger Event.

Morningstar DBRS considers both the probability of Intesa tripping
the capital trigger, as well as expected recovery levels, when
assessing the notching between Intesa's IA and the AT1 ratings. For
Intesa Sanpaolo the trigger level for write-downs is set at a
minimum CET1 ratio of 5.125% and noteholders could lose all or some
of their principal as a result of a write down. In reducing the
notching of Intesa's AT1s to four from five notches below the IA,
Morningstar DBRS takes into account the Bank's substantial buffer
of 7.875% between the 5.125% trigger and the Bank's 13.0% CET1
capital ratio at the end of June 2025. In addition, the reduced
notching also incorporates the strengths of Intesa's business
model, its leading market positions and solid capital as well as
the improvement in the risk profile in recent years which, in
Morningstar DBRS' view, have contributed to overall improved
fundamentals.

Morningstar DBRS also notes that while the notes can be written up
in part or in full at the full discretion of the Issuer, there are
required conditions of positive and distributable net income which
need to be met. Intesa Sanpaolo can cancel interest payments on the
AT1 Notes in part or in total and under some circumstances may be
required to cancel interest payments.

CREDIT RATING DRIVERS

The AT1 ratings will move in tandem with Intesa's Long-Term Issuer
Rating. An upgrade of the Long-Term Issuer Rating would require an
upgrade of Italy's sovereign credit rating and the Bank maintaining
its current fundamentals, including robust profitability, sound
asset quality, and solid capital position.

Conversely, a downgrade of Intesa's Long-Term Issuer Rating would
result in a downgrade of the AT1 ratings. Given the Positive trend,
a downgrade of the Long-Term Issuer Rating is unlikely. However,
the trend on the Bank's credit ratings could be revised to Stable
in the case of a similar credit rating action on Italy's sovereign
credit rating or if there were a substantial deterioration in the
Bank's profitability, risk profile, and capital position.

CREDIT RATING RATIONALE

Franchise Combined Building Block Assessment: Strong/Good

Earnings Combined Building Block Assessment: Strong/Good

Risk Combined Building Block Assessment: Good

Funding and Liquidity Combined Building Block Assessment: Good

Capitalization Combined Building Block Assessment: Good/Moderate

Notes: All figures are in euros unless otherwise noted.


SUNRISE SPV 97: Fitch Assigns 'BB+sf' Rating on Two Tranches
------------------------------------------------------------
Fitch Ratings has assigned Sunrise SPV 97 S.r.l. - Series 2025-2's
(Sunrise 2025-2) asset-backed securities final ratings.

   Entity/Debt                Rating              Prior
   -----------                ------              -----
Sunrise SPV 97 S.r.l.
- Series 2025-2

   Class A IT0005665549    LT AA+sf  New Rating   AA(EXP)sf
   Class B IT0005665515    LT A+sf   New Rating   A(EXP)sf
   Class C IT0005665531    LT BBB+sf New Rating   BBB(EXP)sf
   Class D IT0005665523    LT BBBsf  New Rating   BBB-(EXP)sf
   Class E IT0005665556    LT BB+sf  New Rating   BB(EXP)sf
   Class M IT0005665572    LT NRsf   New Rating   NR(EXP)sf
   Class X IT0005665564    LT BB+sf  New Rating   BB+(EXP)sf

Transaction Summary

Sunrise 2025-2 is the 28th public securitisation of unsecured
consumer loans originated for Italian residents by Agos Ducato
S.p.A. (Agos, A-/Stable/F1). The transaction has a revolving period
of five interest payment dates. The notes will amortise pro-rata,
starting from the payment date in October 2026, following an
initial sequential amortisation period.

The class A, B, C, D and E notes' final ratings are one notch
higher than the expected ratings. For the class A notes, this is a
direct consequence of the recent upgrade of Italy's Long-Term
Issuer Default Rating (IDR) to 'BBB+' from 'BBB' (see "Fitch
Upgrades Italy to 'BBB+'; Outlook Stable" on 19 September 2025); in
line with its Structured Finance and Covered Bonds Country Risk
Rating Criteria, Fitch applies a sovereign rating cap for Italian
structured finance of six notches above the sovereign rating, which
Fitch has revised to 'AA+sf' from 'AAsf'.

The class B, C, D and E notes' final ratings are one notch higher
than the expected ratings, due to the lower expected default rates
that Fitch assumes following the upgrade of Italy. Fitch
recalibrated default multiples and recovery rate haircuts to
reflect the higher cap for Italian structured finance transactions.
The ratings are also driven by the revised margins on the
collateralised notes after pricing.

KEY RATING DRIVERS

Sound Historical Performance: Fitch expects a weighted average (WA)
lifetime default rate of 4.6% and a WA recovery rate of 10.5% for
the portfolio at the end of the transaction's revolving period. The
assumptions take into account Agos's loan book, sound historical
vintages, modest default levels and the strong performance of the
other Sunrise transactions, which have shown limited signs of
deterioration during periods of economic stress. Fitch has assigned
a WA default rate of 20.9% and a WA recovery rate of 5.3% at
'AA+sf'.

Mainly Unsecured Personal Loans: About 75% of the portfolio
consists of personal loans (limited to 78%, in accordance with the
transaction documents, through the revolving period), which have
experienced greater historical loss rates than other types of
consumer loans. The rest of the portfolio is composed of auto
loans, furniture and "purpose" loans.

Initial Sequential Mitigates Pro-Rata: The class A to M notes will
amortise sequentially until October 2026, when they will start
amortising pro-rata. The initial sequential amortisation will allow
credit enhancement to build up to support the collateralised rated
notes before the pro-rata amortisation begins. The notes will
switch back to sequential if certain performance triggers are
breached. Its base case views a switch to sequential amortisation
as unlikely, due to the gap between its portfolio loss expectations
and performance triggers.

Excess Spread Notes: The class X notes' interest and principal are
paid from the available excess spread as the notes are not
collateralised. Excess spread notes are typically sensitive to
underlying loan performance and prepayments and cannot achieve a
rating higher than 'BB+sf'. The class X notes will start amortising
from the first payment date.

'AA+sf' Maximum Achievable Rating: The class A notes' rating is
limited by the sovereign cap for Italian structured finance
transactions, which has been revised to 'AA+sf' from 'AAsf'
following the upgrade of Italy's Long-Term IDR.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

The class A notes are sensitive to changes in Italy's Long-Term
IDR. A downgrade of Italy's IDR and downward revision of the
'AA+sf' rating cap for Italian structured finance transactions
would trigger a downgrade of these notes.

An unexpected increase in the frequency of defaults or a decrease
in the recovery rates could produce larger losses than the base
case. For example, a simultaneous increase in the default base case
by 25% and a decrease in the recovery base case by 25% would lead
to downgrades of up to two notches for the class A to E notes.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

An upgrade of Italy's IDR and upward revision of the 'AA+sf' rating
cap for Italian structured finance transactions could trigger an
upgrade of the class A notes. This is provided sufficient credit
enhancement is available to withstand stresses at a higher rating.

An unexpected decrease in the frequency of defaults or an increase
in the recovery rates could produce smaller losses than the base
case. For example, a simultaneous decrease in the default base case
by 25% and an increase in the recovery base case by 25% would lead
to upgrades of up to three notches for the class B to E notes.

USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10

Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.

DATA ADEQUACY

Fitch reviewed the results of a third party assessment conducted on
the asset portfolio information, and concluded that there were no
findings that affected the rating analysis.

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.




===================
K A Z A K H S T A N
===================

STANDARD LIFE: Fitch Hikes Insurer Fin. Strength Rating to 'BB-'
----------------------------------------------------------------
Fitch Ratings has upgraded Kazakhstan-based Joint-Stock Company
Life Insurance Company Standard Life's (Standard Life) Insurer
Financial Strength (IFS) rating to 'BB-' from 'B+' and its National
IFS Rating to 'BBB+(kaz)' from 'BBB(kaz)'. The Rating Outlooks are
Stable.

The upgrades reflect the consolidation of Standard Life's capital
position and improved investment and asset risk. The ratings also
reflect the company's good financial performance and limited
operating scale.

Key Rating Drivers

Strong Capital Position: Standard Life's capital position is
strong, with local non-risk-based Solvency I coverage ratio of 232%
at end-2024 and 226% at end-August 2025, up from 184% at end-2023
and 163% at end-2022. Fitch's Prism Global model score was
'Extremely Strong' at end-2024. Capital position of the company is
supported by good financial performance and moderate dividends.
Following IFRS 17 adoption in 2023, its assessment also
incorporates the contractual service margin (CSM).

Second-tier life insurer: Its assessment of Standard Life's company
profile reflects its small but growing scale, adequate
diversification and business risk. The Kazakh life market is
growing rapidly and is highly competitive, which limits market
share gains without taking on additional risk. Fitch views the
company as a second-tier insurer, ranking sixth by assets at
end-2024 and end-1H25 and seventh by gross premiums in 2024 and
1H25 out of 10 market participants. The company offers
non-accumulative and accumulative life products, pension and other
annuities, and health and accident coverage.

Good Financial Performance: Fitch views the company's financial
performance as good, with return on equity of 12% in 2024 and an
average of 23% over 2022-2024. This performance is driven by
investment income. High investment income component offsets
negative underwriting results, which are pressured by high
operating and administrative expense volatile losses resulted from
high exposure to longtail obligatory workers' compensation business
and limited use of reinsurance.

Financial performance has remained good in 2025. According to
statutory reporting for the first seven months of 2025, the company
generated premiums of KZT15,027 million, investment income of
KZT5,320 million, and net profit of KZT2,451 million.

Improved Investment Risk: Fitch views the company's asset risk as
moderate and prudent by domestic market standards. Standard Life's
portfolio is concentrated in fixed-income domestic corporate and
sovereign bonds. Investment-grade assets accounted for 85% of
investments at end-2024, up from 73% at end-2023. The company's
risky-assets-to-capital ratio, as calculated by Fitch, improved to
40% at end-2024 from 91% at end-2021.

Sizable Asset-Liability Duration Mismatch: Standard Life, like
other Kazakh life insurers, has a sizable asset-liability duration
mismatch, with about 79% of statutory reserves maturing beyond 10
years. The tightly regulated pension annuity sector also heightens
reinvestment risk, given limited local investment opportunities and
high guaranteed interest rates.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

For the International and National IFS Rating

- Weaker business profile assessment due to, for example, higher
business risk or sustained loss of market share;

- Substantial deterioration in capital position as a result of, for
example, large underwriting losses.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

For the IFS Rating

- Material strengthening of the business profile through, for
example, profitable growth, improved diversification and a lower
business risk assessment.

For the National IFS Rating

- An upgrade of the international IFS Rating would likely lead to
an upgrade of the National IFS Rating;

- Improved assessment of the company's business profile.

ESG Considerations

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt                           Rating          Prior
   -----------                           ------          -----
Joint Stock Company
- Life Insurance
Company - Standard Life   LT IFS           BB- Upgrade   B+
                          Natl LT IFS BBB+(kaz)Upgrade   BBB(kaz)




===========
R U S S I A
===========

ANOR BANK: Fitch Alters Outlook on 'B-' LongTerm IDRs to Negative
-----------------------------------------------------------------
Fitch Ratings has revised the Outlook on the Long-Term Foreign- and
Local-Currency Issuer Default Ratings (IDR) of Uzbekistan-based JSC
ANOR BANK to Negative from Stable. It has affirmed the IDRs at
'B-'. Fitch has also affirmed the Viability Rating (VR) at 'b-'.

The revision of the Outlook reflects a steady erosion of the bank's
core capitalisation over the past three years to a very low level,
and the risk of further capital deterioration, if not offset by
capital injections from the bank's beneficiary owner. Persistently
low capital ratios could also hinder execution of the business
model and growth strategy.

Key Rating Drivers

Anor's Long-Term IDRs are driven by its standalone
creditworthiness, as reflected by its 'b-' VR. The VR captures the
bank's weak core capital metrics, pressured by rapid loan growth,
which constrain its loss-absorbing capacity and impede expansion of
the narrow franchise. The VR also considers Anor's currently
reasonable profitability metrics, underpinned by high-margin
lending to consumers and sole entrepreneurs, although earnings
remain highly sensitive to expected asset quality deterioration.

Improving Operating Environment: The operating environment for
Uzbek banks has materially strengthened in recent years, and Fitch
expects further improvements, particularly in addressing structural
risks and enhancing the quality of regulation and governance.
Alongside robust economic growth, this should support business
growth and lead to stronger earnings and capital generation, making
banks' credit profiles more resilient. This is reflected in the
positive outlook on the 'b' operating environment score.

Small Digital Bank, Evolving Model: Anor is a private bank that
made up 1.5% of sector assets and loans, and 3% of sector deposits
in Uzbekistan's concentrated banking system at end-1H25.
Established in 2020 as a branchless digital bank, Anor pursued
rapid growth primarily through lending to consumers and the
self-employed (over 75% of the bank's loans at end-1H25). The bank
aims to significantly expand into SME financing in light of the
recent regulatory push for diversification, while retaining a focus
on small-ticket retail and individual entrepreneur lending.

Aggressive Growth, Granular Loans: Anor aims to keep growing its
loan book at a much faster rate than the sector average in the
medium term, under its ambitious expansion strategy. The bank's
underwriting standards are untested as most of its issued loans are
yet to season. At the same time, a high share of granular consumer
loans results in low concentration risks and limited loan
dollarisation (10% of the book at end-1H25), which is positive.

Impaired Loans to Increase: Anor's impaired loans ratio reduced to
3% at end-2024 from 6% at end-2023, driven by very rapid two-fold
lending growth, albeit from a low base. Fitch expects impaired
loans to rise as the book seasons. Under its baseline, the ratio
should remain in single digits in 2025-2026, supported by rapid
loan growth.

Performance Sensitive to Loan Quality: High margins and growing
business volumes helped Anor turn profitable in 2023. The operating
profit/risk-weighted assets (RWAs) ratio was reasonable at
2.2%-2.4% in 2023-2024. Fitch expects the ratio to remain stable
over the next two years, supported by economies of scale but
constrained by high operating costs. However, earnings remain
highly sensitive to loan quality trends.

Core Capital Under Pressure: The Fitch Core Capital (FCC) ratio was
a very low 4.3% at end-2024 (end-2023: 5.1%), pressured by
aggressive loan growth not offset by new equity injections. Anor's
regulatory core Tier 1 ratio (8.7% at end-1H25) was only marginally
above the required minimum (8%). Fitch expects the FCC ratio to
edge up but remain weak, at 5%-6%, over the next two years. Its
forecast factors in the new common equity injections equal to about
2% of RWAs a year to fund the ongoing expansion, as guided by
management.

High Funding Costs, Granular Deposits: Anor is over 90% funded by
customer accounts, which are primarily retail term deposits. The
deposit base is granular but price sensitive, as suggested by
above-sector-average funding costs. Anor's liquidity assets made up
an adequate 18% of total assets at end-1H25.

Rating Sensitivities

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

Anor's IDRs and VR would be downgraded if the bank's capital
weakness (the FCC ratio of around or below 5%) continues and is
sustained within the next 12-18 months, without being addressed by
sizeable core capital injections by the owner or reduced
growth/deleveraging. A breach of the minimum statutory capital
requirements would also lead to a downgrade.

Deterioration of the bank's liquidity profile due to significant
deposit outflows could also weigh on the ratings.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

An upgrade of Anor's VR and Long-Term IDRs would require a
significant improvement of the FCC ratio to above 10%. This should
be coupled with improvements in Fitch's assessment of Uzbekistan's
operating environment and the bank further strengthening its
business franchise and consistently maintaining profitability at
least at current levels.

Anor's Government Support Rating (GSR) of 'No Support' reflects the
absence of a record of reliable support from the Uzbekistan
authorities for privately owned banks. This is despite the strong
sovereign financial flexibility and regular capital support from
the government for state-owned banks, especially policy
institutions.

Upside potential for the GSR is limited and would require a strong
predictable record of timely capital support by the authorities for
private banks.

ESG Considerations

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt                      Rating          Prior
   -----------                      ------          -----
JSC ANOR BANK     LT IDR              B- Affirmed   B-
                  ST IDR              B  Affirmed   B
                  LC LT IDR           B- Affirmed   B-
                  LC ST IDR           B  Affirmed   B
                  Viability           b- Affirmed   b-
                  Government Support  ns Affirmed   ns


IPOTEKA-BANK: Fitch Affirms 'BB' LongTerm Currency IDRs
-------------------------------------------------------
Fitch Ratings has affirmed Joint-Stock Commercial Mortgage Bank
Ipoteka-Bank's Long-Term (LT) Foreign- and Local-Currency Issuer
Default Ratings (IDRs) at 'BB' with Stable Outlooks. Fitch has also
affirmed the bank's Shareholder Support Rating (SSR) at 'bb' and
Viability Rating (VR) at 'b'.

Key Rating Drivers

Ipoteka's LT IDRs are based on potential support from its parent
bank, OTP Bank Plc (OTP), as captured by its 'bb' Shareholder
Support Rating (SSR). This view considers OTP's majority ownership
and inclusion of the bank in OTP's resolution group, high
reputational risks for OTP from a subsidiary's default and the low
cost of support for the parent.

The bank's 'b' VR balances its weak asset quality and reliance on
wholesale funding against reasonable profitability, improving
capitalisation, strengthened risk management and the anticipated
ordinary support from its parent bank.

IDRs Constrained by Country Ceiling: The bank's SSR and LT IDRs are
constrained by Uzbekistan's 'BB' Country Ceiling, reflecting
potential transfer and convertibility restrictions and the risk
that the subsidiary may not be able to use parent support to
service its own foreign-currency obligations. The Stable Outlooks
on the bank's LT IDRs mirror those on Uzbekistan's sovereign
ratings.

Improving Operating Environment: The operating environment for
Uzbek banks has materially strengthened in recent years, and Fitch
expects further improvements, particularly in addressing structural
risks and enhancing the quality of regulation and governance.
Alongside robust economic growth, this should support business
growth and lead to stronger earnings and capital generation, making
banks' credit profiles more resilient. This is reflected in the
positive outlook on the operating environment score.

Leading Mortgage Bank, Commercial Focus: Ipoteka is the
sixth-largest bank in Uzbekistan, with a leading position in
mortgage lending (end-1H25: 22% of sector mortgages). Commercial
lending is developing, while legacy subsidised exposures were a
sizeable 23% of gross loans. Being part of a large EU-based banking
group aids governance quality and strategy execution.

Strengthened Risk-Management Framework: The bank has gradually
aligned its risk-management framework with the parent's following
OTP's acquisition in June 2023, which has improved the quality of
new loan originations. Ipoteka's loan book was stable in 2024, as
retail loan growth was offset by write-offs and repayments in the
corporate segment. Fitch expects loan growth of 5%-10% in
2025-2026, led by retail lending. Loan dollarisation was an
acceptable 21% at end-1H25, below the sector's 42%.

Weak Asset Quality: Ipoteka's impaired loans rose to 21% of gross
loans at end-2024 (end2023: 19%), while Stage 2 loans remained
considerable at 18%. This was driven largely by the seasoning of
legacy corporate and SME loans as well as a stable loan book.
Specific reserve coverage was 64%, reflecting a reliance on hard
collateral. Fitch expects the core ratio to reduce gradually to
about 15% over 2025-2026 on resolution of impaired exposures
combined with accelerated lending growth.

Recovered Profitability: After posting a large net loss of UZS1.6
trillion in 2023, the bank recorded a net income of UZS1.3 trillion
in 2024, translating into a solid 23% return on average equity.
Fitch expects the bank's operating profit/risk-weighted assets
ratio to hover around 3% in 2025-2026 (2024: 3%), underpinned by
solid margins and moderate credit losses.

Improving Capitalisation: Ipoteka's Fitch Core Capital (FCC) ratio
improved to 12% at end-2024 (end-2023: 10.5%), while the capital
encumbrance by unreserved impaired loans fell to 15% (end-2023:
23%). Fitch expects the FCC ratio to exceed 14% in 2025-2026,
underpinned by robust internal capital generation and the planned
conversion of the International Finance Corporation's USD33 million
loan into the bank's common equity.

State Funding; Reasonable Liquidity: State-related funds remain the
core funding source (end1H25: 43% of liabilities). Market
borrowings decreased to 22% of liabilities at end-1H25 (end-2023:
27%), due to high 40% non-state deposit growth. The liquidity
buffer was adequate at 22% of assets, while the bank can rely on
OTP to obtain liquidity.

Rating Sensitivities

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

Ipoteka's SSR and LT IDRs could be downgraded following a downward
revision of Uzbekistan's Country Ceiling or if Fitch's assessment
of OTP's ability or propensity to provide support to the subsidiary
substantially weakens.

The VR could be downgraded on further asset-quality deterioration,
leading to continued loss-making performance and the FCC ratio
being consistently below 10%, or higher capital encumbrance by
unreserved impaired exposures. Pressure on capitalisation from
rapid lending growth and aggressive dividend payments could also be
credit negative, although this is not its base case.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

Ipoteka's SSR and LT IDRs could be upgraded if Uzbekistan's Country
Ceiling was revised up, provided Fitch views that OTP's ability or
propensity to support the subsidiary is unchanged or improves.

An upgrade of the bank's VR would require decisive resolution of
legacy impaired exposures along with higher capitalisation and a
sustainable record of stronger profitability than the historical
average. This should be combined with a notable improvement in the
Uzbek operating environment.

OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS

Ipoteka's senior unsecured debt rating is in line with its 'BB' LT
Foreign-Currency IDR.

OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES

Ipoteka's senior unsecured debt rating is sensitive to changes in
its LT Foreign-Currency IDR.

Public Ratings with Credit Linkage to other ratings

Ipoteka's IDRs are driven by potential support from OTP.

ESG Considerations

The highest level of ESG credit relevance is a score of '3', which
means ESG issues are credit neutral or have only a minimal credit
impact on the entity, either due to their nature or the way in
which they are being managed by the entity. Fitch's ESG Relevance
Scores are not inputs in the rating process; they are an
observation on the relevance and materiality of ESG factors in the
rating decision.

   Entity/Debt                           Rating         Prior
   -----------                           ------         -----
Joint-Stock
Commercial Mortgage
Bank Ipoteka-Bank     LT IDR              BB Affirmed   BB
                      ST IDR              B  Affirmed   B
                      LC LT IDR           BB Affirmed   BB
                      LC ST IDR           B  Affirmed   B
                      Viability           b  Affirmed   b
                      Shareholder Support bb Affirmed   bb

   senior unsecured   LT                  BB Affirmed   BB


TBC BANK: Fitch Affirms 'BB-' LongTerm IDR, Outlook Negative
------------------------------------------------------------
Fitch Ratings has affirmed Uzbekistan-based Joint Stock Commercial
Bank TBC BANK's (TBCU) Long-Term Issuer Default Ratings (IDRs) at
'BB-' with Negative Outlooks. Fitch has also affirmed the Viability
Rating (VR) at 'b'.

Key Rating Drivers

TBCU's Long-Term IDRs are driven by potential support from
Georgia-based TBC BANK JSC (TBC; BB/Negative), which is the core
bank within TBC BANK Group PLC, TBCU's controlling shareholder. In
its view, any potential extraordinary support would ultimately be
sourced from TBC. The Negative Outlook on TBCU's Long-Term IDRs
mirrors that on TBC.

Shareholder Support Considerations: The bank's Shareholder Support
Rating (SSR) of 'bb-' is one notch below TBC's Long-Term IDR,
reflecting TBCU's moderate role within the broader group, which
Fitch expects to gradually increase over the next few years. Fitch
also considers significant reputational risks for TBC, should TBCU
default, and the low cost of potential support given the currently
small size of the Uzbek subsidiary compared with TBC and the
group.

Improving Operating Environment: The operating environment for
Uzbek banks has materially strengthened in recent years, and Fitch
expects further improvements, particularly in addressing structural
risks and enhancing the quality of regulation and governance.
Alongside robust economic growth, this should support business
growth and lead to stronger earnings and capital generation, making
banks' credit profiles more resilient. This is reflected in the
positive outlook on the operating environment score.

Small Retail Bank, Diversification Strategy: TBCU is a small but
fast-growing digital retail bank (about 2% of sector assets at
end-1H25) focused on unsecured consumer lending where it has become
the market leader (17% of sector total at end-1H25). In response to
recent regulatory changes, the bank has accelerated the launch of
its SME offering, aiming to diversify its business model.

High Impairment Charges, Rapid Growth: The bank's cost of risk
increased sharply in 1H25 due to increased exposure to higher-risk
client segments and one-off charges. Fitch expects TBCU's loan
impairment charges to remain high in 2025-2026. Gross loans more
than doubled in 2024, and Fitch forecasts above sector average
growth to continue over the next two years as the bank expands into
SME lending.

Impaired Loans to Increase: TBCU's low impaired loans ratio
(end-2024: 2.2%) has been distorted by high credit growth. Fitch
expects problem loans to increase in 2025-2026 on continued loan
seasoning, although it will continue to prudently reserve impaired
exposures.

Performance Sensitive to Risk Costs: TBCU broke even in 2023, and
profitability was good in 2024, with the operating
profit/risk-weighted assets ratio of 3.2%. Solid margins should
support profitability in 2025-2026, but it will remain sensitive to
the dynamics in the cost of risk and operating efficiency.

Adequate Capitalisation: The bank's capital ratios are high,
supported by large-scale capital contributions from shareholders in
recent years and improved internal capital generation. However,
Fitch forecasts that ongoing high loan growth will lead to the
Fitch Core Capital (FCC) ratio (end-2024: 20.8%) dropping to below
15% over the next two years, which will still be comfortable given
the bank's risk profile.

Increasing Wholesale Borrowings: TBCU is largely funded by customer
accounts (53% of end-1H25 total liabilities), which are mostly
granular but costly retail deposits. However, the bank has recently
attracted sizeable wholesale debt facilities. Fitch expects the
proportion of external borrowings to increase in the medium term,
with the loans/deposits ratio to reach 180% (end-2024: 162%). The
liquidity position is moderate in the context of the
price-sensitive nature of depositors and only developing deposit
franchise.

Rating Sensitivities

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

TBCU's SSR and Long-Term IDRs will be downgraded following a
downgrade of TBC's IDRs. A downgrade could also take place if Fitch
views TBCU's role for the group as having weakened, leading to
wider notching between the banks' ratings. However, Fitch does not
view this as likely.

The VR could be downgraded on a weakening of the bank's risk
profile, for example, due to its higher focus on higher-risk client
segments, resulting in a material weakening of asset quality. A
material deterioration of the bank's capitalisation on rapid
lending growth, with the FCC ratio dropping below 10% on a
sustained basis, would also be credit negative, unless offset by
timely capital injections from the bank's shareholders.

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

The Outlook on TBCU's Long-Term IDRs would be revised back to
Stable following similar rating action on TBC. An upgrade of TBCU's
SSR and Long-Term IDRs would require an upgrade of TBC's ratings.
Fitch could also upgrade TBCU's IDRs and equalise them with those
of TBC should Fitch assesses that the former's role for the group
has strengthened, leading to a higher support propensity. However,
Fitch does not currently expect this.

Upgrade prospects for the VR are limited and would require material
improvements of the bank's still-narrow franchise and a successful
transition to a new business model, including a strengthening risk
profile and maintaining good asset quality. This should be coupled
with an extended record of high profitability and capitalisation.

Public Ratings with Credit Linkage to other ratings

TBCU's Long-Term IDRs are driven by potential ultimate support from
TBC.

ESG Considerations

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt                       Rating           Prior
   -----------                       ------           -----
Joint Stock
Commercial Bank
TBC BANK           LT IDR              BB- Affirmed   BB-
                   ST IDR              B   Affirmed   B
                   LC LT IDR           BB- Affirmed   BB-
                   LC ST IDR           B   Affirmed   B
                   Viability           b   Affirmed   b
                   Shareholder Support bb- Affirmed   bb-




===========
T U R K E Y
===========

EMLAK KONUT: Fitch Affirms 'BB-' LongTerm IDRs, Outlook Stable
--------------------------------------------------------------
Fitch Ratings has affirmed Turkish residential developer Emlak
Konut Gayrimenkul Yatirim Ortakligi A.S.'s Long-Term
Foreign-Currency (LTFC) and Local-Currency (LTLC) Issuer Default
Ratings (IDRs) at 'BB-'. The Outlooks are Stable.

The ratings reflect the inherent strength of Emlak Konut's revenue
sharing model (RSM) and continuing beneficial priority agreement
with Turkiye's Housing Development Association (TOKI) for land
purchases. The RSM provides defined minimum profit margins and a
share in upside gains by transferring almost all development risk
to contractors. The priority agreement with TOKI allows the company
to voluntarily purchase land at independently appraised values
without a tendering process. The rating also reflects the company's
higher risk than EMEA peers, due to a weak operating environment in
Turkiye.

Fitch assesses Emlak Konut's Standalone Credit Profile (SCP) at
'bb-'. An upward revision of Turkiye's Country Ceiling would not
result in an upgrade for the company, unless the SCP is also
revised higher.

Key Rating Drivers

TOKI Relationship Continues: Emlak Konut has an exclusive priority
agreement with TOKI, under which it can buy land from the latter at
independently appraised values without a tender. The ability to
acquire large plots in good locations, mainly in and around
Istanbul, is a big competitive advantage. TOKI is the company's
largest shareholder (with a 49.4% stake) and is mandated to provide
social housing across the country.

TOKI holds more than 200 million square metres of land. It does not
receive government funding but does benefit from land sale proceeds
and dividends from Emlak Konut, making the relationship mutually
beneficial, with a minimal risk of termination. An end to the
relationship would substantially weaken Emlak Konut's business
model, although it could continue to operate under a turnkey
model.

Lower RSM Profitability: Emlak Konut's RSM guarantees minimum
profit margins and further upside gains, while passing on almost
all development risk to contractors. At end-1H25, the company had
32 projects with about TRY37.4 billion of contracted minimum
guaranteed profit for Emlak Konut.

The company measures RSM project profitability using a land
multiplier (revenue from the project/land value at the time of
tender), as the only cost to the company is the value of land it
contributes. The multiplier peaked with inflation at 5.39x at
end-2022 (2021: 2.91x). At end-2024, the multiplier had fallen to
2.03x with lower inflation. Emlak Konut also has its own turnkey
residential development business.

Revenue from Consultancy: In 2024, Emlak Konut generated about
TRY6.4 billion of revenue with near 80% EBITDA margins from
consultancy services on TOKI's projects and urban regeneration
schemes after the 2023 earthquake. The company expects consultancy
to be a major, recurrent revenue stream. It does not bear
construction risk in these projects but lends its expertise as a
consultant on design and project implementation. In TOKI's
large-scale Damla Kent project in Istanbul's Başakşehir district,
Emlak Konut's consultancy role has been extended to arranging
financing on behalf of TOKI for a commission.

Replenishing Land Bank: In 2023, 2024 and 1H25, Emlak Konut
tendered out land valued at about TRY6 billion under nine RSM
projects. In 2024 and 1H25, it added about TRY35 billion worth of
land to its untendered land bank, replenishing the land bank. The
company will continue to invest in land plots in 2H25, mostly
sourced from TOKI and its affiliates, allowing continued
implementation of the RSM model.

Stable Financial Profile: Emlak Konut's debt/EBITDA is low, at or
below 2.0x, commensurate with its 'bb-' SCP. In 2024, it used
available unrestricted cash, alongside additional debt, to cover
land purchases. Fitch expects debt to remain low and gross leverage
to remain below 1.5x between 2025 and 2028, despite a continued
focus on land purchases in 2025. This is provided its business
model and the TOKI relationship remain unchanged,

Peer Analysis

Emlak Konut has no direct peers. Its beneficial TOKI relationship
and RSM are unique among Fitch-rated home builders. The TOKI
priority agreement provides access to competitively priced,
well-located land parcels, which EMEA peers do not have. Under the
RSM, the company only contributes land to the project with
guaranteed minimum revenue covering the cost of land and upside
gains, while transferring development risk to contractors.

In contrast to other EMEA home builders, the TOKI relationship
exposes Emlak Konut to potential political or regulatory risks.
Turkiye's economy continues to be affected by high inflation, but
demand for housing is strong, driven by a large housing deficit and
an increasing population. The company's unique business model,
alongside differing operating environments across EMEA, makes
direct comparisons difficult.

Emlak Konut's net debt/EBITDA was about 0.9x at end-2024, better
than those of Spanish home builders Via Celere Desarrollos
Inmobiliarios, S.A.U. (B+/Stable) and AEDAS Homes, S.A. (BB-/Rating
Watch Negative). Emlak Konut has the same rating as AEDAS Homes,
despite the former's better leverage metrics. This reflects the
higher risk from its difficult operating environment and its
expectation that the company would have to operate at higher
leverage in the absence of the beneficial TOKI relationship.

Key Assumptions

Fitch's Key Assumptions within Its Rating Case for the Issuer

- Sustainable EBITDA margin at about 15%-20% in 2025-2028,
reflecting lower multiples from RSM projects

- EBITDA gross leverage continuing below 2.0x, notwithstanding debt
drawdowns to fund land purchases

- Cash on balance sheet used to replenish the land bank in 2025

- Stable dividend policy, averaging 30% of net income

- Relationship with TOKI unchanged

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

LTLC IDR

- Deterioration of the operating environment

- Material changes in the relationship with TOKI, causing
deterioration of Emlak Konut's financial profile and financial
flexibility

- Debt/EBITDA above 2.0x

- Deterioration in the liquidity profile over a sustained period

LTFC IDR

- Downgrade of the LTLC IDR

- A downward revision of Turkiye's Country Ceiling to 'B+'

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

LTLC IDR

- Material improvement in the operating environment, assuming
debt/EBITDA remains below 1.0x

- Reduced volatility of profits derived from the Turkish housing
market

LTFC IDR

- Upgrade of the LTLC IDR to 'BB'

- Upward revision of Turkiye's Country Ceiling to 'BB'

Liquidity and Debt Structure

At end-1H25, Emlak Konut had about TRY5.1 billion of unrestricted
cash, which covers all of its debt maturities for the next 12
months. The weighted-average debt maturity, at less than three
years, is short compared with other EMEA real estate peers' and is
a result of non-availability of long-term funding in the Turkish
market. Fitch expects the developer to use the readily available
cash primarily to expand its land bank.

Issuer Profile

Emlak Konut is the largest real estate investment company in Turkey
and focuses on developing residential projects, mainly in Istanbul,
the country's largest city.

MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS

Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
data file which aggregates key data points used in its credit
analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.

ESG Considerations

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt                 Rating               Prior
   -----------                 ------               -----
Emlak Konut
Gayrimenkul Yatirim
Ortakligi A.S.        LT IDR    BB-      Affirmed   BB-
                      LC LT IDR BB-      Affirmed   BB-
                      Natl LT   AA+(tur) Affirmed   AA+(tur)




===========================
U N I T E D   K I N G D O M
===========================

EUROMASTR 2017-1V: Fitch Lowers Rating on Class D Notes to 'BB+sf'
------------------------------------------------------------------
Fitch Ratings has downgraded EuroMASTR Series 2007-1V plc's class D
(Outlook Negative) and E notes; affirmed Class A, B and C; Outlook
Stable.

   Entity/Debt                Rating             Prior
   -----------                ------             -----
EuroMASTR Series
2007-1V plc

   Class A2 XS0305763061   LT AAAsf  Affirmed    AAAsf
   Class B XS0305764036    LT AAAsf  Affirmed    AAAsf
   Class C XS0305766080    LT AAAsf  Affirmed    AAAsf
   Class D XS0305766320    LT BB+sf  Downgrade   BBBsf
   Class E XS0305766676    LT CCCsf  Downgrade   B-sf

Transaction Summary

The transaction is a securitisation of owner-occupied and
buy-to-let mortgages originated in the UK by Victoria Mortgage
Funding and serviced by BCMGlobal Mortgage Services Limited.

KEY RATING DRIVERS

UK RMBS Rating Criteria Updated: The rating actions reflect Fitch's
updated UK RMBS Rating Criteria (see "Fitch Ratings Updates UK RMBS
Rating Criteria", dated 23 May 2025). The main changes include
updated representative pool weighted average foreclosure
frequencies (WAFFs), changes to sector selection, revised recovery
rate assumptions and changes to cashflow assumptions.

The non-conforming sector representative 'Bsf' WAFF has undergone
the biggest revision. Newly introduced borrower-level recovery rate
caps are applied to underperforming seasoned collateral. Fitch now
applies dynamic default distributions and high prepayment rate
assumptions, rather than the previous static assumptions.
Downgrades to the class D and E notes are primarily driven by
application of the borrower-level recovery rate cap.

But-to-Let Recovery Rate Cap: The non-conforming sector has
reported losses that exceed those expected based on the indexed
value of the properties in the pool. Fitch has, therefore, applied
borrower-level recovery rate caps to the buy-to-let loans in the
transaction in line with those applied to non-conforming loans,
where the recovery rate cap is 85% at 'Bsf' and 65% at 'AAAsf'.

Adjustments for Non-Conforming Transactions: The deal's performance
is notably weaker than the sector index. According to criteria,
mixed transactions with owner-occupied loans (UK non-conforming
assumptions) and pre-2014 buy-to-let originations typically warrant
a minimum 1.5x stress to the buy-to-let sub-pool. Due to this
deal's underperformance relative to sector averages, a higher 2x
adjustment is applied.

Expected Performance Deterioration: While the number and absolute
amount of loans in arrears has fallen — indicating stabilisation
in arrears performance — the level remains high. There is a
shrinking loan count and a persistent, rising proportion of
interest-only loans that remain outstanding beyond their maturity,
contributing to elevated tail risks. Fitch assessed the potential
impact on its model-implied rating from a higher proportion of
late-stage arrears, which could be exacerbated by these risks.
Furthermore, elevated fees continue to put pressure on the junior
tranches, particularly the class C, D and E notes. This has driven
the negative outlook on classes C and D.

Robust Credit Enhancement: Credit enhancement has built up, due to
breaches of the cumulative loss triggers, which have prevented the
reserve funds from amortising, and Fitch expects it to increase
further, partly due to sequential amortisation. Credit enhancement
has built up sufficiently to withstand higher stresses, which also
contributed to the affirmations.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

The transaction's performance may be affected by adverse changes in
market conditions and the economic environment. Weakening economic
performance is strongly correlated to increasing delinquencies and
defaults that could reduce credit enhancement available to the
notes.

Additionally, unanticipated declines in recoveries could result in
lower net proceeds, which may make certain notes susceptible to
negative rating action, depending on the extent of the decline in
recoveries. Fitch found that a 15% WAFF increase and a 15% weighted
average recovery rate (WARR) decrease would result in downgrades of
three notches for the class C notes and four notches for the class
D 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 a rise in credit enhancement and
potentially upgrades. Fitch found that a 15% decrease in the WAFF
and a 15% increase in the WARR would lead to upgrades of four
notches for the class D notes and two notches for the class E
note.

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 monitoring.

Fitch did not undertake a review of the information provided about
the underlying asset pool ahead of EuroMASTR Series 2007-1V plc's
initial closing. The subsequent performance of the transaction over
the years is consistent with its expectations given the operating
environment and Fitch is, therefore, satisfied that the asset pool
information relied upon for its initial rating analysis was
adequately reliable.

Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for its rating
analysis according to its applicable rating methodologies indicates
that it is adequately reliable.

ESG Considerations

EuroMASTR Series 2007-1V plc has an ESG Relevance Score of '4' for
Customer Welfare - Fair Messaging, Privacy and Data Security due to
compliance risks, including fair lending practices, mis-selling,
repossession/foreclosure practices and consumer data protection
(data security), which has a negative impact on the credit profile,
and is relevant to the ratings in conjunction with other factors.

EuroMASTR Series 2007-1V plc has an ESG Relevance Score of '4' for
Human Rights, Community Relations, Access and Affordability due to
accessibility to affordable housing, which has a negative impact on
the credit profile, and is relevant to the ratings in conjunction
with other factors.

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit-neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.


JUBILEE PLACE 8: DBRS Gives Prov. BB(high) Rating on X2 Notes
-------------------------------------------------------------
DBRS Ratings GmbH assigned provisional credit ratings to the
residential mortgage-backed notes (together, the Notes) to be
issued by Jubilee Place 8 B.V. (the Issuer) as follows:

-- Class A Notes at (P) AAA (sf)
-- Class B Notes at (P) AA (low) (sf)
-- Class C Notes at (P) A (low) (sf)
-- Class D Notes at (P) BBB (low) (sf)
-- Class E Notes at (P) BB (high) (sf)
-- Class X1 Notes at (P) BBB (sf)
-- Class X2 Notes at (P) BB (high) (sf)

The provisional credit rating on the Class A Notes addresses the
timely payment of interest and the ultimate repayment of principal
by the legal final maturity date in March 2062. The provisional
credit rating on the Class B Notes addresses the timely payment of
interest when most senior and the ultimate payment of principal by
the legal final maturity date. The provisional credit ratings on
the Class C, Class D, Class E, Class X1, and Class X2 Notes address
the ultimate payment of interest and principal by the legal final
maturity date.

Morningstar DBRS does not rate the Class F, Class S1, Class S2, or
Class R Notes also expected to be issued in this transaction.

CREDIT RATING RATIONALE

The Issuer will be a bankruptcy-remote special-purpose vehicle
incorporated in the Netherlands. The Issuer will use the proceeds
from the notes to fund the purchase of Dutch mortgage receivables
originated by Dutch Mortgage Services B.V., DNL 1 B.V., and
Community Hypotheken B.V. (collectively, the Originators) from
Citibank, N.A., London Branch (Citibank).

The Originators are specialized residential buy-to-let real estate
lenders operating in the Netherlands and started their lending
businesses in 2019. They operate under the mandate of Citibank,
which defines most of the underwriting criteria and policies.

As of 1 September 2025, the portfolio consisted of 562 loans with a
total portfolio balance of approximately EUR 282.3 million. The
weighted-average (WA) seasoning of the portfolio is 0.7 years with
a WA remaining term of 25.6 years. As per Morningstar DBRS
calculation, the WA indexed current loan-to-value ratio of 74.3% is
in line with that of previous Jubilee Place transactions. The loan
parts in the portfolio are either interest-only loans (96.9%) or
annuity mortgage loans (3.1%). Most of the loans (71.7%) were
granted for the purpose of remortgaging. Almost all of the loans
(99.8%) in the portfolio are fixed with a compulsory future switch
to floating rate while the notes pay a floating rate. To address
this interest rate mismatch, the transaction is structured with a
fixed-to-floating interest rate swap where the Issuer pays a fixed
rate and receives three-month Euribor over a notional, which is a
defined amortization schedule. There is a small portion of loans
(1.0%) in early arrears in the portfolio.

Morningstar DBRS calculated the credit enhancement for the Class A
Notes to be 10.24%, provided by the subordination of the Class B to
Class F Notes and the liquidity reserve fund (LRF). Credit
enhancement for the Class B Notes will be 4.99%, provided by the
subordination of the Class C to Class F Notes and the LRF. Credit
enhancement for the Class C Notes will be 2.24%, provided by the
subordination of the Class D to Class F Notes and the LRF. Credit
enhancement for the Class D Notes will be 0.84%, provided by the
subordination of the Class E and Class F Notes and the LRF. Credit
enhancement for the Class E Notes will be 0.54%, provided by the
subordination of the Class F Notes and the LRF.

The transaction benefits from an amortizing LRF that the Issuer can
use to cover shortfalls on senior expenses and interest payments on
the Class A and Class B Notes once most senior. The LRF will be
partially funded at closing at 0.25% of (100/95) of the initial
balance of the Class A and Class B Notes and will build up until it
reaches its target of 1.25% of (100/95) of the outstanding balance
of the Class A and Class B Notes. The LRF is floored at 0.25% of
(100/95) of the initial balance of the Class A and Class B Notes
until the first optional redemption date. The LRF indirectly
provides credit enhancement for all classes of Notes as released
amounts will be part of the principal available funds.

Additionally, the Notes will have liquidity support from principal
receipts, which can be used to cover senior expenses and interest
shortfalls on the Class A Notes or the most senior class of Notes
outstanding once the Class A Notes have fully amortized.

The Issuer will enter into a fixed-to-floating swap with Citibank
Europe plc (rated AA (low) with a Stable trend by Morningstar DBRS)
to mitigate the fixed interest rate risk from the mortgage loans
and the three-month Euribor payable on the loan and the Notes. The
notional of the swap is a predefined amortization schedule of the
assets. The Issuer will pay a fixed swap rate and receive
three-month Euribor in return. The swap documents are in line with
Morningstar DBRS' "Legal and Derivative Criteria for European
Structured Finance Transactions" methodology.

The Issuer account bank is Citibank Europe plc, Netherlands Branch.
Based on Morningstar DBRS' private credit rating on the account
bank, the downgrade provisions outlined in the transaction
documents, and structural mitigants inherent in the transaction
structure, Morningstar DBRS considers the risk arising from the
exposure to the account bank to be consistent with the credit
ratings assigned to the Notes, as described in Morningstar DBRS'
"Legal and Derivative Criteria for European Structured Finance
Transactions" methodology.

Morningstar DBRS based its credit ratings primarily on the
following considerations:

-- The transaction capital structure, including the form and
sufficiency of available credit enhancement and liquidity
provisions.

-- The credit quality of the mortgage portfolio and the servicer's
ability to perform collection and resolution activities.
Morningstar DBRS estimated stress-level probability of default
(PD), loss given default (LGD), and expected losses (EL) on the
mortgage portfolio. Morningstar DBRS used the PD, LGD, and EL as
inputs into the cash flow engine and analyzed the mortgage
portfolio in accordance with its "European RMBS Insight
Methodology";

-- The ability of the transaction to withstand stressed cash flow
assumptions and repay the notes according to the terms of the
transaction documents. Morningstar DBRS analyzed the transaction
cash flows using the PD and LGD outputs provided by its European
RMBS Insight Model. Morningstar DBRS analyzed transaction cash
flows using Intex DealMaker.

-- The structural mitigants in place to avoid potential payment
disruptions caused by operational risk and the replacement language
in the transaction documents;

-- The consistency of the transaction's legal structure with
Morningstar DBRS' "Legal and Derivative Criteria for European
Structured Finance Transactions" methodology and the presence of
legal opinions that are expected to address the assignment of the
assets to the Issuer.

Morningstar DBRS' credit ratings on the Class A to Class X2 Notes
address the credit risk associated with the identified financial
obligations in accordance with the relevant transaction documents.
The associated financial obligations are the related interest
payment amounts and the related class balances.

Notes: All figures are in euros unless otherwise noted.


PURE GYM: Fitch Alters Outlook on 'B-' LongTerm IDR to Positive
---------------------------------------------------------------
Fitch Ratings has revised Pinnacle Bidco plc's (Pure Gym) Outlook
to Positive from Stable, while affirming its Long-Term Issuer
Default Rating (IDR) at 'B-'. Fitch has upgraded the senior secured
GBP939 million equivalent notes to 'B' from 'B-' and affirmed the
GBP176 million revolving credit facility (RCF) at 'BB-'. It has
revised the Recovery Rating on the notes to 'RR3' from 'RR4', while
the Recovery Rating for the RCF remains at 'RR1'.

The Outlook revision reflects strong deleveraging prospects
underpinned by solid EBITDA expansion, with EBITDAR leverage to
improve to just under 5.5x at end-2025 and improving cash flow from
operations (CFO). Large growth capex for new sites is likely to be
largely funded by CFO from 2026.

The 'B-' IDR reflects current weak fixed charge cover of below 1.5x
and its expectation of continuing negative free cash flow (FCF),
balanced by its lean cost structure, leading market positions in
the UK value gym subsector and integration of acquired US
operations.

Key Rating Drivers

Moderating Leverage: Fitch expects EBITDAR leverage to fall below
5.5x at end-2025, from 6.6x at end-2024, underpinned by EBITDA
expansion. Pure Gym's leverage rose slightly in 2024, after the
debt-funded acquisition of Blink Fitness, a value gym group based
in the US. Fitch anticipates it would further deleverage towards 5x
in 2026, with stronger cash flow generation. Fitch adjusted the
EBITDAR leverage calculation by using reported lease liabilities in
audited financial statements, according to its updated criteria,
which reduces historical leverage by about 1.2x-1.3x.

Solid Revenue Growth: Fitch forecasts Pure Gym's revenue to rise by
25% in 2025, following the acquisition of Blink Fitness in November
2024, but also due to the opening of new sites, mainly be in the
UK. Revenue increases would also be supported by an 11% year on
year rise in members at end of the period (1H25: 19.2%), and a
continued increase in average revenue per member (ARPM) exceeding
GBP26 per month (1H25: GBP26), from GBP25 in 2024. Fitch
anticipates revenue to rise 7%-8% a year during 2026-2027, driven
by member growth as the company targets organic expansion in the UK
and US.

Profit Expansion: Fitch expects EBITDA to improve to GBP174 million
in 2025 (2024: GBP134 million) and above GBP200million in 2026.
This reflects Blink integration savings, including rent
negotiations and leaner central overheads, which are progressing
well. Pure Gym expects strong EBITDA growth from the Blink Fitness
business in 2025 and 2026. Fitch also sees further uplift from a
larger pool of maturing assets and efficiency improvements.

Negative But Improving FCF: Pure Gym's strategy entails continuous
expansion, leading to high sustained capital intensity and,
consequently, negative FCF. As a mitigating factor, given the
flexibility of these investments, should the company fully cut back
expansion capex, FCF would be positive. This is not however a
realistic scenario as it would impair growth trajectory. Fitch also
sees the capacity to self-fund most expansion capex from 2026, with
FCF margin improving towards the negative single-digit territory in
2026, after it completes one-off capex projects in 2025 associated
with the Blink Fitness integration. This improving FCF trajectory
supports the Positive Outlook.

Execution Risk in Expansion: Fitch sees execution risks associated
with the fairly large number of about 200 new gym openings Fitch
assumes for 2025-2027, even though Fitch expects expansion to lag
the company's ambitions. Fitch expects new openings to be mainly in
the UK (140 new sites) and US (33). Fitch sees a risk of
over-expansion in the UK and highlight the limited operational
record and brand awareness of Pure Gym in the US. Pure Gym only
operated three US gyms, after entering that market in 2022, and
before acquiring 56 Blink sites at end-2024. This is partly
mitigated by Pure Gym's experience in operating low-cost gym and
the good performance of its acquired US assets.

Enhanced Geographic Diversification: The broader geographic
diversification, with the addition of US operations besides its
presence in the UK, Denmark and Switzerland, is positive for Pure
Gym's business profile.

Low-Cost Business Model: The company has strong control over cost,
benefiting from a lean cost structure, caps and collars on rents
and forward contracts on energy partially protect it from cost
inflation eroding profitability. Fitch anticipates EBITDAR margins
will improve to 43% in 2025 and to around 45% from 2026. Fitch
expects Pure Gym's value business model to perform better in a
sluggish consumer environment than traditional peers. This is
because its monthly fees are materially lower than traditional
private operators and Pure Gym has no membership contracts with
notice periods, making it a value-for-money choice for customers.

Peer Analysis

Pure Gym generally operates on higher EBITDAR margins than the
median for Fitch-rated gym operators due to its scale and a
value/low-cost business model. However, due to its accelerated
expansion programme and assumed slower member growth, Fitch does
not expect the company's profitability to exceed the industry
average. It has been taking market share mainly from its mid-market
peers, due to the competitive nature of its pricing structure.

Pure Gym is rated one notch below its closest Fitch-rated peer,
Deuce Midco Limited (David Lloyd Leisure, DLL; B/Positive), the
premium lifestyle club operator. The former has a more aggressive
expansion strategy, which carries higher execution risk than for
DLL, resulting in expected negative FCF generation versus DLL's
mildly positive FCF. Pure Gym has slightly higher profitability
than DLL, with an EBITDAR margin at about 41% due to its low-cost
business model, versus about 37% at DLL.

Key Assumptions

Fitch's Key Assumptions within its Rating Case for the Issuer:

- Average memberships for 2025 at 2.4 million (7% higher than 2024
levels) and gradually increasing to 2.8 million by 2028, benefiting
from new gym openings and the ramp-up of memberships in new gyms

- About 59 corporate-owned new gym openings in 2025 and 21 closures
in 2025 in Denmark, followed by about 225 total new ones in
2026-2028

- Average members per gym from 2025 gradually declining to reflect
the ramp-up of new gym openings and smaller formats with lower
capacities

- ARPM gradually going up to GBP27.4 by 2028, from GBP25.1 in 2024

- Sales up 25% in 2025 and 7% on average in 2026-2028, supported by
rising ARPM, new site openings and the ramp-up of new sites, and
supported by the full year effect of the Blink acquisition in the
US in 2025

- EBITDA margin improving to about 25% by 2026, as profitability of
the acquired US sites improves following cost rationalisation,
while margins for Denmark sites increase following a further 21
expected site closures in 2025. EBITDA margin to decrease slightly
from 2028 as more gym open outside of the UK with expected lower
profitability

- Capex at about GBP690 million over 2025-2028, including about
GBP450 million of growth capex

- No acquisitions in 2025-2028

- No dividends to 2028

Recovery Analysis

The recovery analysis assumes that Pure Gym would be reorganised as
a going concern in bankruptcy rather than liquidated.

The going concern EBITDA estimate of GBP135 million reflects
Fitch's view of a sustainable, post-reorganisation EBITDA on which
Fitch bases the valuation of the company. This considers
competitive dynamics, which are partly offset by a broadly
resilient format, given its lower price point but lack of
membership contracts. Fitch raised the going concern EBITDA by
GBP15 million from its previous estimate, considering higher
contribution from the Blink acquisition and additional site
expansion.

The Fitch-distressed enterprise value/EBITDA for other gym
operators in the 'B' rating category are 5x-6x. Fitch recognises
that Pure Gym has a leading share in the growing value-gym market,
which justifies a 5.5x multiple, although it does not have any
unique characteristics that would allow for a higher multiple, such
as a unique brand, material franchise revenue or undervalued
real-estate assets.

In the debt waterfall, Fitch assumed the GBP176 million RCF, which
ranks senior to the senior secured notes, to be fully drawn on
default. Fitch considered senior secured notes of GBP939 million.

After deducting 10% for administrative claims, its principal
waterfall analysis generates a ranked recovery for super senior RCF
in the 'RR1' category, leading to 'BB-' rating, three notches above
Pure Gym's IDR. Based on its assumptions, the ranked recovery for
senior secured debt is now in the 'RR3' category, up from 'RR4'
previously, leading to the upgrade to a 'B' rating for the GBP939
million equivalent notes.

RATING SENSITIVITIES

Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade

- Loss of revenue and decline in profitability due to economic
weakness, increased competition and pressure on pricing, with a
funds from operations (FFO) margin consistently below 10%

- Diminishing liquidity headroom with a substantially drawn RCF

- EBITDAR leverage above 7x on a sustained basis

- EBITDAR fixed charge coverage consistently below 1.2x

Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade

Rises in membership numbers and revenue from mature sites and
maturing new sites while maintaining cost restraint, leading to:

- FFO margin trending to 10%

- EBITDAR fixed-charge coverage above 1.5x on a sustained basis

- EBITDAR leverage sustainably below 6x

- Sustained improvement in liquidity headroom, including from
positive CFO after working capital and maintenance capex

Liquidity and Debt Structure

At end-June 2025, Pure Gym had GBP94 million of cash and a fully
available GBP175.5 million RCF. Its forecast excludes GBP35 million
of cash from a KKR investment in 2022 that sits outside the
restricted group, which is reported as cash by the company and
Fitch believes could provide additional flexibility if
downstreamed.

Fitch rating case expects Pure Gym to draw down the RCF in
2025-2026 to fund accelerated expansion, putting pressure on
liquidity. The company has no near-term refinancing risk - with its
senior secured notes and the RCF maturing in 2028 - and has a
record of accessing the bond market.

Issuer Profile

Pure Gym is a leading low-cost gym operator in Europe with 670
owned sites across the UK, Denmark, US and Switzerland (as of June
2025).

MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS

Fitch's latest quarterly Global Corporates Sector Forecasts Monitor
data file which aggregates key data points used in its credit
analysis. Fitch's macroeconomic forecasts, commodity price
assumptions, default rate forecasts, sector key performance
indicators and sector-level forecasts are among the data items
included.

ESG Considerations

The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' means ESG
issues are credit neutral or have only a minimal credit impact on
the entity, either due to their nature or the way in which they are
being managed by the entity. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.

   Entity/Debt              Rating         Recovery   Prior
   -----------              ------         --------   -----
Pinnacle Bidco plc    LT IDR B-  Affirmed             B-

   super senior       LT     BB- Affirmed    RR1      BB-

   senior secured     LT     B   Upgrade     RR3      B-



                           *********


S U B S C R I P T I O N   I N F O R M A T I O N

Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
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Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.

Copyright 2025.  All rights reserved.  ISSN 1529-2754.

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