251031.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
E U R O P E
Friday, October 31, 2025, Vol. 26, No. 218
Headlines
A U S T R I A
ADDIKO BANK: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
D E N M A R K
WELLTEC INTERNATIONAL: Moody's Alters Outlook on 'Ba3' CFR to Pos.
G E R M A N Y
LSF10 XL: Moody's Puts 'B3' CFR Under Review for Upgrade
I R E L A N D
BAIN CAPITAL 2024-1: Fitch Assigns 'B-sf' Rating on Class F-R Notes
CONTEGO CLO XII: Fitch Affirms B-sf Rating on Class F Notes
DRYDEN 59 2017: Fitch Affirms 'B-sf' Rating on Class F Notes
ST. PAUL VIII: Fitch Lowers Rating on Class F Notes to 'B-sf'
K A Z A K H S T A N
BEINEU-SHYMKENT GAS: Fitch Affirms BB+ LongTerm IDR, Outlook Stable
N E T H E R L A N D S
EDML 2021-1 BV: Moody's Ups Rating on EUR4MM Cl. E Notes from Ba1
HILL FL 2025-1: DBRS Finalizes BB(high) Rating on Class E Notes
P O R T U G A L
TAGUS - VASCO FINANCE 2: DBRS Confirms B Rating on Class E Notes
TAGUS - VASCO FINANCE 3: DBRS Finalizes B Rating on Class E Notes
S P A I N
CAJAMAR PYME 4: DBRS Hikes Series B Notes Rating to BB(low)
S W I T Z E R L A N D
SELECTA GROUP: Excluded Noteholders Sue over Restructuring
U K R A I N E
PRIVATBANK: Fitch Affirms 'CCC/CCC+' LongTerm IDRs
U N I T E D K I N G D O M
AXMINSTER TOOL: Grant Thornton Named as Administrators
CHAFER MACHINERY: Leonard Curtis Named as Administrators
ELSTREE 2025-2: DBRS Finalizes BB(high) Rating on 2 Classes
FAST FINANCE: Kroll Advisory Named as Administrators
HAZEL RESIDENTIAL: Fitch Hikes Rating on Class E Notes to 'BB+sf'
IMPALA BIDCO: Moody's Cuts CFR to Caa2, Outlook Negative
OAKDALE ELECTRICAL: Opus Restructuring Named as Administrators
OAKESUK LIMITED: Milner Boardman Named as Administrators
ORION MIDCO: Fitch Assigns 'B' LongTerm IDR, Outlook Positive
PHBB RESTAURANTS: Coots & Boots Named as Administrators
TEMPLE QUAY 2: DBRS Gives BB Rating on Class F Notes
UK FM SERVICES: Moorfields Named as Administrators
VENATOR MATERIALS UK: Alvarez & Marsal Named as Administrators
X X X X X X X X
[] BOOK REVIEW: A History of the New York Stock Market
[] BOOK REVIEW: Transnational Mergers and Acquisitions
- - - - -
=============
A U S T R I A
=============
ADDIKO BANK: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed Addiko Bank AG's Long-Term Issuer
Default Rating (IDR) at 'BB' with Stable Outlook. Fitch has also
affirmed Addiko's Viability Rating (VR) at 'bb'.
Key Rating Drivers
Consumer and SME Lender: Addiko's ratings reflect its company
profile as a specialised lender focused on unsecured lending to
retail clients and small businesses in south-eastern Europe (SEE),
in particular Croatia, Slovenia, Bosnia and Herzegovina and Serbia.
They also reflect the bank's adequate risk profile and asset
quality and modest profitability. Liquidity, funding and solid
capitalisation are rating strengths. The Stable Outlook reflects
Fitch' view that economic conditions, including labour market
indicators, in Addiko's largest markets should remain sound for the
next two years.
Focus on SEE; Austria-Domiciled: Addiko operates in SEE, including
in countries with more volatile, less advanced economies and
moderately developed banking sectors and capital markets. This is
mitigated by a highly developed regulatory and legal framework in
Austria, where the bank is headquartered, and key corporate
functions including liquidity management are centralised.
Niche Business Model: Its assessment of the business profile
reflects Addiko's challenger positioning, with a smaller scale and
a less diversified business model than larger peers. It also
balances its small - but growing - franchise, which Fitch considers
to have reached critical mass with some unique selling points
supporting pricing power, including an end-to-end digital offering
for consumer loans and partnerships. Execution of the business plan
and strategy benefits from management's knowledge of local markets
and is reflected in the solid record of its key banking segments.
Reduced Risks: Addiko benefits from significantly reduced
concentration risks due to the wind-down of non-core corporate
exposures and impaired loans and improving operating conditions in
most core markets. Risk controls are adequate while market risk is
low.
Resilient Asset Quality: Addiko's impaired loan ratio stabilised at
3.6% in 1H25, driven by limited new inflows, continued recoveries
and loan growth. Reserve coverage was also stable and sound at 120%
of gross customer loans. Fitch expects the four-year average
impaired loan ratio to remain below 5% over the next two years, as
the bank writes off non-performing loans in Croatia and Slovenia.
Fitch expects loan impairment charges to remain at about 100bp of
gross customer loans over the next two years, which is adequately
covered by pre-impairment profits.
Modest but Improving Profitability: Addiko's profitability is only
modest but improving on the back of new lending with robust
margins, supported by cost management and contained risk costs,
which Fitch expects to continue in the next two years. Its
assessment also reflects its dependence on less diversified
revenues from less stable operating environments.
Adequate Capitalisation: Addiko's common equity Tier 1 (CET1) ratio
(end-1H25: 21.3%) provides an adequate buffer to absorb moderate
shocks, considering the bank's risk profile and improving
pre-impairment profitability. Addiko's leverage is also higher than
peers' at 12.2%. Fitch expects earnings retention to remain
sufficient to support growth and maintain a comfortable buffer over
its regulatory capital requirements.
Stable Deposits Underpin Funding: Addiko is mainly funded by retail
deposits sourced locally, which underpin its healthy structural
liquidity and are positive for its assessment. The bank is not
reliant on wholesale funding and is unlikely to access capital
markets in the medium term.
Rating Sensitivities
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Fitch would downgrade the ratings following a substantial capital
erosion, which could be caused by a materialisation of legal risks,
from aggressive dividend distribution or from asset-quality
deterioration, including materially larger write-offs.
Fitch could downgrade the ratings if strategic objectives shift,
growth acceleration results in a negative deviation from current
underwriting standards and investment policies, or due to a failure
to maintain operating profit of at least 1.25% of risk-weighted
assets.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
An upgrade could result from an improvement in the operating
environment, as a result of a shift in business expansion towards
markets Fitch deems more stable, notably Croatia or Slovenia.
Barring an improvement of the operating environment, an upgrade
would require a record of operating profit close to 2.5% of
risk-weighted assets, indicating a sustained strengthening of
Addikos's business profile, while maintaining an impaired loans
ratio at or below 5% and a common equity Tier1 ratio of close to
20%.
The Government Support Rating (GSR) of 'no support' reflects its
view that the EU's Bank Recovery and Resolution Directive and the
Single Resolution Mechanism provide a resolution framework that is
likely to require senior creditors participating in losses instead
of a bank receiving sovereign support. In addition, Fitch does not
factor in any support from Addiko's owners because Fitch generally
views that support from financial investors, while possible, cannot
be relied on.
An upgrade of Addiko's GSR would require a higher propensity of
sovereign support. While not impossible, this is highly unlikely
due to the prevailing regulatory framework and Addiko's low
systemic importance in Austria.
VR ADJUSTMENTS
The operating environment score of 'bb+' is below the 'aa' category
implied score, due to the following adjustment reason:
international operations (negative).
The business profile score of 'bb' is above the 'b' category
implied score, due to the following adjustment reason: management,
governance and strategy (positive).
The earnings and profitability score of 'bb-' is above the 'b and
below' category implied score, due to the following adjustment
reason: historical and future metrics (positive).
The capitalisation and leverage score of 'bb' is below the 'bbb'
category implied score, due to the following adjustment reason:
risk profile and business model (negative).
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
----------- ------ -----
Addiko Bank AG LT IDR BB Affirmed BB
ST IDR B Affirmed B
Viability bb Affirmed bb
Government Support ns Affirmed ns
=============
D E N M A R K
=============
WELLTEC INTERNATIONAL: Moody's Alters Outlook on 'Ba3' CFR to Pos.
------------------------------------------------------------------
Moody's Ratings affirmed Welltec International APS's (Welltec or
the company) long term corporate family rating at Ba3 and the
probability of default rating at Ba3-PD. The outlook has changed to
positive from stable.
RATINGS RATIONALE
Welltec's continued strong operating performance, in combination
with further debt reduction following the company's refinancing
transaction drives the positive outlook. Welltec has refinanced its
bond with bank debt, which has effectively lowered the financial
indebtedness by about $40 million. The new bank facilities are
partially amortizing, which will continue to support the company's
debt reduction over the next three years. The assigned rating also
continues to benefit from the company's conservative financial
policies and supportive shareholders.
Welltec's operating performance has remained strong, with a Moody's
adjusted EBITDA of $213 million for the twelve months ending June
2025 and maintained high margins. Subsequently, the company's
credit metrics are still strong, with a Moody's adjusted leverage
of 0.9x (0.7x pro-forma for the lower debt following the
refinancing). The operating performance has been supported by a
good development in the company's intervention services (WIS),
which has seen high demand in the North Sea region. However, the
company's smaller but growing completion services (WCS) have
performed weaker than Moody's expectations, mainly due to weaker
market demand than expected. Moody's do believe that this weakness
in demand is only temporary and expect performance to improve in
2026.
Moody's expects market conditions for oilfield service companies to
deteriorate over the next 12-18 months, as the macroeconomic
environment remains weak and uncertainty over oil prices is likely
to reduce exploration and production (E&P) activity. However,
Moody's believes that there are regional differences, with some
regions exhibiting more resilient activity. Welltec's wide
geographical diversification provides a natural hedge against
regional slowdowns. Despite the slower operating environment,
Moody's expects Welltec to maintain solid credit metrics, which is
supported by the company's low debt.
The company paid a dividend of $41 million in Q2 2025. Moody's do
expect further dividends, in line with the company's distribution
policy of up 35% of net income. Unexpected shareholder
distributions leading to increased leverage could weigh on the
rating.
Welltec's ratings primarily reflect: (1) its leading technological
advantage in robotics for well intervention resulting in a leading
market share in that segment; (2) geographical diversification and
revenues from both onshore and offshore markets; (3) long lasting
relationship with customers well diversified among international
oil companies, national oil companies and independent E&Ps; (4)
favorable cost structure relative to most of its peers; and (5)
supportive shareholders.
Offsetting these strengths are Welltec's: (1) limited scale and
product range particularly when compared to the competition from
larger oilfield services specialists; (2) some dependency on a few
large customers; (3) limited revenue visibility which contributes
to some revenue and cash flow volatility; and (4) exposure to
energy transition risk which will over time reduce demand for the
company's core products and services.
RATIONALE FOR POSITIVE OUTLOOK
Moody's expects Welltec's credit metrics to remain strong over the
next 12-18 months, as the company continues to reduce debt and
earnings deterioration from an uncertain operating environment
remains contained.
LIQUIDITY
Welltec's liquidity is good and supported by about $50 million of
unrestricted cash on balance sheet as of June 2025. In addition,
the company has access to a revolving credit facility of $60
million, maturing in 2028, which was upsized as a part of the
refinancing transaction. The revolving credit facility is subject
to maintenance covenants to which Moody's expects ample headroom.
Moody's expects smaller drawings under the facility to accommodate
intra-year seasonality and working capital movements.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Welltec's limited scale and end market concentration in a cyclical
industry with long term growth challenges continue to constrain its
rating. Factors that could contribute positively to the company's
credit profile include: (i) increased scale and product
diversification which results in less cyclical revenue, earnings
and cash flow; (ii) a continued reduction of gross debt and
maintained low leverage; (iii) EBITDA/interest expense consistently
in the double digits; and (iv) further track record of achieving,
and management commitment to maintaining, a stronger credit
profile.
Negative rating pressure would likely result from: (i) Moody's
adjusted debt to EBITDA above 3.5x on a sustained basis; (ii)
adjusted EBITDA margin declining below 40% evidencing a
deterioration in its competitive positioning; (iii) adjusted
EBITDA/interest expense ratio in the mid-single digits or lower; or
(iv) weakening of the company's liquidity position, notably with
the company experiencing sustained negative free cash flow, or a
change in financial policy which would result in significant
capital structure changes or material shareholder distributions.
ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) CONSIDERATIONS
Governance considerations for Welltec were a driver of the rating
action. This primarily reflects Welltec's use of excess cash to
reduce gross debt.
Moody's also considers 7-Industries Holding BV and Exor N.V., the
owners of Welltec, to be longer term investors than most
traditional private equity owners, and thereby less inclined to
favor short-term capital extraction.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Oilfield
Services published in October 2025.
Welltec's Ba3 corporate family rating is two notches below the
scorecard indicated rating for of the twelve months ended June 30,
2025. The difference is due to Welltec's small size, end-market
volatility and carbon transition risks, which could limit growth
prospects in its core products.
COMPANY PROFILE
Headquartered in Allerød, Denmark, Welltec International APS
(Welltec) is an oil and gas services company specializing in well
interventions and completion products. Welltec operates globally
and is a leading provider of well intervention and well completion
services using robotic technology. In the 12 months that ended on
June 30, 2025, the company reported revenues of $427 million and
$213 million of Moody's adjusted EBITDA. Welltec is a privately
held company whose main shareholders are 7-Industries Holding BV
and Exor N.V. (53% owned by Giovanni Agnelli BV). Both increased
their ownerships in Welltec in June 2021 to 47.6% each, by buying
the entire stake of the company's founder, Jorgen Hallundbaek.
=============
G E R M A N Y
=============
LSF10 XL: Moody's Puts 'B3' CFR Under Review for Upgrade
--------------------------------------------------------
Moody's Ratings has placed the B3 long-term corporate family rating
and B3-PD probability of default rating of LSF10 XL Investments S.a
r.l. (Xella) on review for upgrade. Moody's have also placed the B3
ratings of the backed senior secured bank credit facilities issued
by Xella's guaranteed subsidiary, LSF10 XL Bidco SCA, on review for
upgrade. Previously, the outlook on both entities was stable.
RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATINGS
The action follows Holcim Ltd.'s (Holcim, Baa1 stable) binding
agreement to acquire Xella for EUR1.85 billion, as announced by
both companies on October 20, 2025. The parties expect to close the
transaction in the second half of 2026. Moody's expects that Xella
will be fully integrated into Holcim, a company with significantly
stronger credit quality, and that the B3-rated bank credit
facilities will be repaid upon closing.
Xella's B3 CFR is supported by its very good liquidity with
long-dated maturity profile, which serves as a key mitigant to its
weak credit metrics amid the current cyclical downturn. Moody's
expects Xella to maintain a robust liquidity buffer until the
transaction is completed.
The transaction does not affect Holcim's Baa1 long-term issuer
rating, as the company retains sufficient headroom within its
current rating to absorb the acquisition.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Building
Materials published in September 2025.
The net effect of any adjustments applied to rating factor scores
or scorecard outputs under the primary methodology(ies), if any,
was not material to the ratings addressed in this announcement.
COMPANY PROFILE
Headquartered in Duisburg, Germany, Xella is a leading European
provider of wall-building materials, such as autoclaved aerated
concrete and calcium silicate units. Its product portfolio also
includes mineral insulation boards and add-on items like mortars
and tools, complemented by various services. In 2024, it generated
around EUR1.0 billion in revenue. The company was acquired by funds
managed by the private equity firm Lone Star in a secondary
leveraged buyout in April 2017.
=============
I R E L A N D
=============
BAIN CAPITAL 2024-1: Fitch Assigns 'B-sf' Rating on Class F-R Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Bain Capital Euro CLO 2024-1 DAC reset
notes final ratings.
Entity/Debt Rating Prior
----------- ------ -----
Bain Capital Euro
CLO 2024-1 DAC
Class A XS2772094038 LT PIFsf Paid In Full AAAsf
Class A-R XS3194945294 LT AAAsf New Rating
Class B-1 XS2772094111 LT PIFsf Paid In Full AAsf
Class B-2 XS2772094202 LT PIFsf Paid In Full AAsf
Class B-R XS3194945377 LT AAsf New Rating
Class C XS2772094384 LT PIFsf Paid In Full Asf
Class C-R XS3194945450 LT Asf New Rating
Class D XS2772094467 LT PIFsf Paid In Full BBB-sf
Class D-R XS3194945534 LT BBB-sf New Rating
Class E XS2772094541 LT PIFsf Paid In Full BB-sf
Class E-R XS3194945617 LT BB-sf New Rating
Class F XS2772094624 LT PIFsf Paid In Full B-sf
Class F-R XS3194945708 LT B-sf New Rating
Class X XS2772093907 LT PIFsf Paid In Full AAAsf
Class X-R XS3194944990 LT AAAsf New Rating
Transaction Summary
Bain Capital Euro CLO 2024-1 DAC is a securitisation of mainly
senior secured loans and bonds (together at least 90%) with a
component of senior unsecured, mezzanine, and second-lien loans.
Net proceeds from the issue of the refinancing notes have been used
to refinance existing notes, except the subordinated notes, and to
fund an identified portfolio with a target par of EUR400 million.
The portfolio is actively managed by Bain Capital Credit U.S. CLO
Manager II, LP. The collateralised loan obligation (CLO) has a
five-year reinvestment period and an 8.5-year weighted average life
(WAL) test at closing.
KEY RATING DRIVERS
Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'. The Fitch-calculated
weighted average rating factor of the identified portfolio is
24.3.
High Recovery Expectations (Positive): At least 90% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch-calculated
weighted average recovery rate of the identified portfolio is
60.8%.
Diversified Portfolio (Positive): The transaction includes various
concentration limits, including a top 10 obligor concentration
limit of 20% and a maximum exposure to the three largest
Fitch-defined industries of 40%. These covenants ensure that the
asset portfolio will not be exposed to excessive concentration.
Portfolio Management (Neutral): The transaction has three matrix
sets, corresponding to a top 10 obligor limit of 20%, and two
fixed-rate asset limits of 5% and 12.5%. The first matrix set
corresponds to a WAL of 8.5 years at closing. The second and third
have a WAL of 7.5 years and 7 years, respectively, and are
effective 12 months and 18 months from closing, subject to the
collateral principal amount (defaulted obligations haircut to Fitch
collateral value) being at least at the reinvestment target par
balance.
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 case
portfolio with the aim of testing the robustness of the transaction
structure against its covenants and portfolio guidelines.
Cash Flow Modelling (Positive): The WAL used for the transaction's
Fitch-stressed portfolio analysis was reduced by 12 months. This is
to account for the strict reinvestment conditions envisaged by the
transaction after its reinvestment period, which include passing
the coverage tests and the Fitch 'CCC' maximum limitation, and a
WAL test covenant that progressively steps down over time. Fitch
believes these conditions would reduce the effective risk horizon
of the portfolio during stress periods.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
A 25% increase of the mean default rate (RDR) and a 25% decrease of
the recovery rate (RRR) across all ratings of the identified
portfolio would have no impact on the class X-R and A-R notes,
would lead to downgrades of one notch each for the class B-R to E-R
notes, and to below 'B-sf' for the class F-R notes.
Downgrades, which are based on the identified portfolio, may occur
if the loss expectation is larger than assumed, due to unexpectedly
high levels of defaults and portfolio deterioration. The class B-R
to F-R notes each have a rating cushion of up to two notches due to
the better metrics and shorter life of the identified portfolio
than the Fitch-stressed portfolio. There is no cushion for the
class X-R and A-R notes, as they are at the highest achievable
rating.
Should the cushion between the portfolio and the Fitch-stressed
portfolio be eroded either due to manager trading or negative
portfolio credit migration, a 25% increase of the mean RDR and a
25% decrease of the RRR across all ratings of the Fitch-stressed
portfolio would lead to downgrades of up to four notches for the
class A-R to D-R notes, and to below 'B-sf' for the class E-R and
F-R notes.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
A 25% reduction of the mean RDR and a 25% increase in the RRR
across all ratings of the Fitch-stressed portfolio would lead to
upgrades of up to four notches for the rated notes, except for the
'AAAsf' rated notes, which are at the highest rating level on
Fitch's scale and cannot be upgraded.
Upgrades during the reinvestment period, which are based on the
Fitch-stressed portfolio, may occur on better-than-expected
portfolio credit quality and a shorter remaining WAL test, allowing
the notes to withstand larger-than-expected losses for the
remaining life of the transaction.
Upgrades after the end of the reinvestment period may result from
stable portfolio credit quality and deleveraging, leading to higher
credit enhancement and excess spread to cover losses in the
remaining portfolio.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognised Statistical Rating Organisations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk-presenting entities.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for Bain Capital Euro
CLO 2024-1 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.
CONTEGO CLO XII: Fitch Affirms B-sf Rating on Class F Notes
-----------------------------------------------------------
Fitch Ratings has revised Contego CLO XII DAC class F notes Outlook
to Negative from Stable. All notes have been affirmed.
Entity/Debt Rating Prior
----------- ------ -----
Contego CLO XII DAC
A XS2708631598 LT AAAsf Affirmed AAAsf
B XS2708631911 LT AAsf Affirmed AAsf
C XS2708632133 LT Asf Affirmed Asf
D XS2708632307 LT BBB-sf Affirmed BBB-sf
E XS2708632489 LT BB-sf Affirmed BB-sf
F XS2708632992 LT B-sf Affirmed B-sf
Transaction Summary
Contego CLO XII DAC is a cash flow collateralised loan obligation
(CLO) mostly comprising senior secured obligations. The transaction
is actively managed by Five Arrows Managers LLP and will exit its
reinvestment period in January 2029.
KEY RATING DRIVERS
Par Deterioration Reducing Credit Enhancement: The transaction has
1.6% reported defaults and is currently around 1% below par per the
latest report as of 29 August 2025, compared with no defaulted
assets and the transaction being above par in the previous review.
Exposure to assets with a Fitch-derived rating of 'CCC+' and below
is 4% and exposure to obligors with a Negative Outlook on their
driving ratings is 14.3%, as calculated by Fitch, versus 11% in the
last review . This results in the Negative Outlook of class F
notes, being the most junior rated notes in the capital structure.
Sufficient Cushion for Senior Notes: The senior class notes have
retained sufficient buffer to support their current ratings and
should be capable of absorbing further defaults in the portfolio.
even though the par erosion has reduced the default-rate cushion,
This underlines the Stable Outlooks on the class A to E notes.
'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the underlying obligors at 'B'/'B-'. The weighted average rating
factor of the current portfolio is 26.2 as calculated by Fitch
under its latest criteria. About 14.3% of the portfolio is
currently on Negative Outlook.
High Recovery Expectations: Senior secured obligations comprise 97%
of the portfolio. Fitch views the recovery prospects for these
assets as more favourable than for second-lien, unsecured and
mezzanine assets. The Fitch-calculated weighted average recovery
rate of the current portfolio is 60.8%.
Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. The top 10 obligor
concentration, as calculated by Fitch, is 11.4%, and no obligor
represents more than 1.3% of the portfolio balance. Exposure to the
three largest Fitch-defined industries is 23.6% as reported by the
trustee. Fixed-rate assets as reported by the trustee are at 7.4%,
complying with the limit of 10%
Transaction Inside Reinvestment Period: Given the manager's ability
to reinvest, Fitch's analysis is based on a stressed portfolio and
tested the notes' achievable ratings across all Fitch test
matrices, as the portfolio can still migrate to different
collateral quality tests and the level of fixed-rate assets could
change.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Downgrades, which are based on the current portfolio, dmay occur if
the loss expectation is larger than assumed, due to unexpectedly
high levels of default and portfolio deterioration.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrades may result from stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread available to cover losses in the remaining portfolio.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
The majority of the underlying assets or risk-presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognised Statistical Rating Organisations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk-presenting entities.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for Contego CLO XII
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.
FTCR – LA
BANCO CONTINENTAL: Fitch Alters Outlook on 'BB+' IDR to Positive
-----------------------------------------------------------
Fitch Takes Various Actions on Paraguayan Banks After Revising
Sovereign Outlook to Positive
Fri 24 Oct, 2025 - 5:06 PM ET
Fitch Ratings - Mexico City - 24 Oct 2025:
FTCRLA - Paraguay
Fitch Ratings has conducted a portfolio review of Paraguayan banks
after Paraguay's sovereign Outlook was revised to Positive from
Stable. Following the sovereign action on Oct. 6 (see "Fitch
Revises Paraguay's Outlook to Positive; Affirms at 'BB+'"), Fitch
revised the Outlook on its 'bb' assessment of Paraguayan's banking
system operating environment (OE) to Positive from Stable.
Paraguay's macroeconomic stability and solid growth have supported
sustained economic development and are expected to improve Fitch
Core Metrics used to assess the OE score. Fitch forecasts GDP
growth of 4.8% in 2025. The country's estimated GDP per capita for
2025 is USD 7,440 million, and the Operational Risk Index is 28.6%
as of October 2025.
Fitch expects the banks will continue to generate consistent
business volumes due to positive macroeconomic dynamics. Fitch
forecasts steady credit growth for 2025, with lower asset quality
pressure than in 2024. This will support banking system
profitability and capitalization.
Key Rating Drivers
Banco Continental S.A.E.C.A.
Fitch has affirmed the Long Term (LT) Foreign Currency and Local
Currency Issuer Default Ratings (IDRs) of Banco Continental
S.A.E.C.A. (Continental) at BB+ and revised the Outlook to Positive
from Stable. Fitch affirmed the Viability Rating (VR) at 'bb+'. The
Outlook revision follows a similar action on Paraguay's OE
assessment and Paraguay's IDR.
An upgrade is likely if the Paraguay's sovereign rating is
upgraded, and if the bank continues to improve its financial
profile. Improving OE conditions would enhance the banks' credit
profiles as their strong market positions are likely to continue
supporting their financial performance.
Continental's IDRs are supported by its credit profile, as
reflected in its VR, which is aligned with its implied VR. The VR
reflects the bank's adequate intrinsic credit profile which is
underpinned by a strong business profile and prudent risk profile,
which together support a stable financial performance.
Continental is the largest bank in Paraguay by assets and deposits
as of June 2025. Its operating profit to RWA ratio increased to
3.4% at June 30,2025 from 3.3% at Dec. 31, 2024. The bank's
impaired loans increased but its asset quality remains
satisfactory, with an NPL ratio increasing to 1.2% at 1H25 from
1.0% at YE24. Reasonable loss-absorption capacity is reflected by
its loan loss allowances coverage of 175.2% and FCC to RWA ratio of
15.5%. Funding and liquidity remain satisfactory, as customer
deposits account for nearly two-thirds of non-equity funding and
gross loans to customer deposits are about 124%.
Ueno Bank SA
Fitch affirmed the LT Foreign Currency IDR and Local Currency IDR
of Ueno Bank SA (Ueno) at 'BB' and assigned a Stable Outlook. Fitch
also affirmed the Viability Rating (VR) at 'bb'.
Ueno's business model is still consolidating after the merger with
Vision Banco (Vision). If post-merger consolidation of the business
model and risk structure improves the bank's overall financial
profile, Fitch could take a positive rating action in the future.
Ueno has a 6.3% market share of total assets, 6.9% in deposits, and
4.2% in loans as of March 2025. Ueno's asset quality is sound, with
NPLs at 0.6% (impaired loans over gross loans) in June 2025;
however, the bank is still absorbing the impact of Vision's overdue
loans and has received temporary regulatory waivers. Its operating
profit to RWA ratio is sound but reduced to 3.6% at June 30,2025
from 7.3% at Dec. 31, 2024, due to higher credit costs and lower
margins. Loss absorption capacity is reasonable, as its FCC to RWA
ratio is 14.4% at June 2025 (YE24: 19.3%).
Rating Sensitivities
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
VRs and IDRs
Continental
- The banks' IDRs and VRs would reflect any negative action on
Paraguay's sovereign ratings and Country Ceiling or a downgrade of
Fitch's assessment of the OE;
- Continental's IDRs and VR could be affected by material weakening
of the bank's currently strong capital metrics, specifically an FCC
ratio sustained below 16%;
- A deterioration of the OE that leads to sustained weakening of
the bank's asset quality (impaired loans ratio above 3.5%) or a
decline in operating profit to risk-weighted assets metric below
1.5% could be negative for creditworthiness;
- Loss of the bank's strong competitive position in the local
market could pressure the rating.
Ueno
- A sustained deterioration in Ueno's FCC ratio to a level below
13% or a decline in the bank's operating profit to RWA ratio below
2% could be negative for creditworthiness.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
VRs and IDRs
Continental
- Given that the IDRs have a Positive Outlook, an upgrade is
possible following a sovereign upgrade, together with an
improvement in the bank's financial profile.
Ueno
- A post-merger consolidation of the business model and risk
structure that improves the bank's financial profile.
OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS
Continental
The senior unsecured debt rating of 'BB+' is at the same level as
the bank's Long-Term IDR because Fitch views the likelihood of
default of the senior debt as the same as that of the issuer.
Continental
Continental's Government Support Rating (GSR) of 'bb' reflects a
moderate probability of support because of uncertainties regarding
the sovereign's ability or propensity to provide support despite
the bank's systemic importance. The ability of the sovereign to
provide support is based on Paraguay's Long-Term Foreign Currency
IDR (BB+/Positive).
Ueno
UENO's GSR of 'b+' reflects Fitch's opinion that a default of the
bank could result in contagion risks for the rest of the system
because it is considered a domestic systemically important bank
(D-SIB) by the Central Bank of Paraguay (BCP) and has the largest
number of clients within the banking system. However, the GSR also
reflects the limited probability of support because of significant
uncertainty about the ability or propensity of the government to
provide it.
OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES
Continental
- Senior debt ratings would generally move together with the bank's
Long-Term IDRs.
Continental
- Continental's GSR could be upgraded if Paraguay's rating is
upgraded.
- Continental's GSR would be affected if Fitch negatively changes
its assessment of the Paraguayan government's propensity to provide
timely support to the bank.
Ueno
- The GSR could be downgraded if Fitch believes that the
government's propensity to support the bank has declined due to a
material loss in the market share of customer deposits.
VR ADJUSTMENTS
Continental
The Operating Environment score of 'bb' has been assigned above the
'b' category implied score due to the following adjustment reasons:
Sovereign Rating (positive) and Economic Performance (positive).
The Business Profile score of 'bb' has been assigned above the 'b'
category implied score due to the following adjustment reason:
Market Position (positive).
Ueno
- The Operating Environment score of 'bb' has been assigned above
the 'b' category implied score due to the following adjustment
reasons: Sovereign Rating (positive) and Economic Performance
(positive).
- The Business Profile score of 'bb-' has been assigned above the
'b' category implied score due to the following adjustment reasons:
Business Model (positive).
ESG Considerations
Banco Continental S.A.E.C.A. has an ESG Relevance Score of '4' for
Governance Structure due to low board independence compared to
regional peers, 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.
Entity/Debt Rating Prior
----------- ------ -----
Banco Continental
S.A.E.C.A. LT IDR BB+ Affirmed BB+
ST IDR B Affirmed B
LC LT IDR BB+ Affirmed BB+
LC ST IDR B Affirmed B
Viability bb+ Affirmed bb+
Government Support bb Affirmed bb
senior
unsecured LT BB+ Affirmed BB+
Ueno Bank SA LT IDR BB Affirmed BB
ST IDR B Affirmed B
LC LT IDR BB Affirmed BB
LC ST IDR B Affirmed B
Viability bb Affirmed bb
Government Support b+ Affirmed b+
DRYDEN 59 2017: Fitch Affirms 'B-sf' Rating on Class F Notes
------------------------------------------------------------
Fitch Ratings has upgraded Dryden 59 Euro CLO 2017 DAC class B
notes and affirmed the others. The Outlook on the notes is Stable.
Entity/Debt Rating Prior
----------- ------ -----
Dryden 59 Euro
CLO 2017 DAC
A XS1770930177 LT AAAsf Affirmed AAAsf
B XS1770930680 LT AA+sf Upgrade AAsf
C XS1770931068 LT Asf Affirmed Asf
D XS1770931225 LT BBB-sf Affirmed BBB-sf
E XS1770931571 LT BB-sf Affirmed BB-sf
F XS1770931654 LT B-sf Affirmed B-sf
Transaction Summary
Dryden 59 Euro CLO 2017 DAC is a cash flow collateralised loan
obligation (CLO), mostly comprising senior secured obligations. The
deal is actively managed by PGIM Limited and exited its
reinvestment period in November 2022.
KEY RATING DRIVERS
Amortisation Benefits Senior Notes: The transaction continues to
deleverage, with the class A notes having paid down by about
EUR108.2 million since closing. The amortisation has resulted in
increased credit enhancement for the senior notes, which has driven
the upgrade of the class B notes. The Stable Outlooks on the notes
reflect sufficient default-rate cushion at their ratings.
Performance within assumptions: Since the last review, the deal has
eroded par further, but total par loss remains below its
rating-case assumptions. The transaction is 3.4% below par
(calculated as the current par difference over the original target
par) compared with 2.6% below par at the previous review. Exposure
to assets with a Fitch-derived rating of 'CCC+' and below is 6.3%,
compared with a limit of 7.5%, and there are no defaulted assets,
according to the last trustee report of September 2025. The
transaction has negligible near- and medium-term refinancing risk
with no assets in the portfolio maturing in 2025 and 0.2% maturing
in 2026.
Outside Reinvestment Period: The manager can reinvest unscheduled
principal proceeds and sale proceeds from credit improved/impaired
obligations after the reinvestment period, subject to compliance
with the reinvestment criteria. As the transaction is currently
failing its Minimum Weighted Average Fixed Coupon Test and the
'CCC' test of another rating agency, the manager can only reinvest
if these two tests are improved or maintained.
Given the manager ability to reinvest, Fitch's upgrade analysis is
based on a portfolio where Fitch stressed the transaction's
covenants to their limits. Fitch tested the notes' achievable
ratings across the Fitch test matrix as the portfolio can still
migrate to different collateral quality tests.
'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the transaction's underlying obligors at 'B'/'B-'. The
weighted-average rating factor, as calculated by Fitch, is 25.1.
High Recovery Expectations: The majority of the portfolio comprises
senior secured obligations. The recovery prospects for these assets
as more favourable than for second-lien, unsecured and mezzanine
assets. The weighted average recovery rate, as calculated by Fitch,
is 58.1%.
Diversified Portfolio: The portfolio is well diversified across
obligors, countries and industries. The top 10 obligor
concentration, as calculated by Fitch, is 20.6%, and the largest
obligor represents 2.5% of the portfolio balance.
Cash Flow Analysis: Fitch used a customised proprietary cash flow
model to replicate the principal and interest waterfalls and the
various structural features of the transaction, and to assess their
effectiveness, including the structural protection provided by
excess spread diverted through the par-value and interest-coverage
tests.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Based on the current portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of default and portfolio deterioration.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrades may occur on stable portfolio credit quality and
deleveraging, leading to higher credit enhancement and excess
spread available to cover losses in the remaining portfolio.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Dryden 59 Euro CLO 2017 DAC
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.
The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and other Nationally
Recognized Statistical Rating Organizations and European Securities
and Markets Authority registered rating agencies. Fitch has relied
on the practices of the relevant groups within Fitch and other
rating agencies to assess the asset portfolio information or
information on the risk presenting entities.
Form ABS Due Diligence-15E was not provided to, or reviewed by, us
in relation to this rating action
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for its analysis
according to its applicable rating methodologies indicates that it
is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for Dryden 59 Euro CLO
2017 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.
ST. PAUL VIII: Fitch Lowers Rating on Class F Notes to 'B-sf'
-------------------------------------------------------------
Fitch Ratings has downgraded St. Paul's CLO VIII DAC's Class F
Notes and affirmed the others.
Entity/Debt Rating Prior
----------- ------ -----
St. Paul's CLO VIII DAC
A XS1718482703 LT AAAsf Affirmed AAAsf
B-1 XS1718483008 LT AAAsf Affirmed AAAsf
B-2 XS1718483347 LT AAAsf Affirmed AAAsf
C XS1718483776 LT A+sf Affirmed A+sf
D XS1718483933 LT BBB+sf Affirmed BBB+sf
E XS1718484238 LT BB+sf Affirmed BB+sf
F XS1718484584 LT B-sf Downgrade BB-sf
Transaction Summary
St Pauls CLO VIII DAC is a cash flow collateralised loan obligation
comprising mostly senior secured obligations. The transaction
closed in December 2017, is managed by Intermediate Capital
Managers Limited and exited its reinvestment period in January
2022.
KEY RATING DRIVERS
Deleveraging Increases Senior Notes Buffer: The class A notes have
repaid EU26.3 million since its previous review. The transaction's
deleveraging has increased the default-rate cushion for the senior
notes, supporting their capacity to absorb further defaults in the
portfolio. This supports the rating affirmation and the Stable
Outlook for the senior tranches.
Portfolio Deterioration: The transaction has further eroded par,
mainly due to the default of one asset, whose notional amount is
2.3% of the portfolio and is trading at a low market value. The
transaction is 2.1% below par (current par difference over original
target par) compared with 0.8% below par at the previous review and
has EUR6.5 million of defaulted assets according to the latest
trustee report dated 6 October 2025. Exposure to long-dated assets
has increased to 9.6% from 6.8% at the previous review, increasing
tail risk.
The transaction is breaching its Fitch weighted average recovery
rating, weighted average rating factor tests and its weighted
average life (WAL) test, according to the latest trustee report.
Exposure to assets with a Fitch-derived rating (FDR) of 'CCC+' and
below is 13%, above the threshold of 7.5%. The downgrade of class F
reflects par erosion since the previous review, reducing credit
enhancement available for the class F notes, and still material
exposure to assets with an FDR of 'CCC+' and below. The Outlook on
the class F notes is Negative due to the large long-dated
exposure.
Static Transaction: The transaction exited its reinvestment period
in January 2022, and the manager is unlikely to reinvest
unscheduled principal proceeds and sale proceeds from credit‑risk
and credit‑improved obligations due to breaches of the WAL test,
the weighted average rating factor test from another rating agency,
and the Fitch 'CCC' test. The manager has not actively reinvested
since May 2024. Consequently, Fitch has assessed the transaction
based on the current portfolio. When testing for upgrades, Fitch
notched down all assets with Negative Outlooks on their FDRs by one
notch and extended the transaction's WAL assumption to four years,
in line with its criteria.
Deviation from MIRs: The class C notes are two notches below their
model-implied ratings (MIR). The deviation reflects limited
default-rate cushion at their MIRs.
'B'/'B-' Portfolio: Fitch assesses the average credit quality of
the underlying obligors at 'B'/'B-'. The Fitch-calculated weighted
average rating factor of the current portfolio is 29.2 under the
latest criteria.
Low Recovery Expectations: Senior secured obligations comprise
97.1% of the portfolio. Fitch views the recovery prospects for
these assets as more favourable than for second-lien, unsecured and
mezzanine assets. The weighted average recovery rate of the current
portfolio as reported in the latest trustee report is 55.4%.
Diversified Portfolio: The portfolio is diversified by obligor,
country and industry. The top 10 obligor concentration, as
calculated by Fitch, is 29.3%, and no obligor represents more than
3.7% of the portfolio balance. Exposure to the three largest
Fitch-defined industries is 26.2% as calculated by the trustee.
Fixed-rate assets were 7.2% of the portfolio balance in the last
trustee report, below the maximum covenant of 10%.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Downgrades may occur if build-up of credit enhancement following
amortisation does not compensate for a larger loss expectation than
initially assumed, due to unexpectedly high levels of defaults and
portfolio deterioration.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Upgrades may occur if the portfolio quality remains stable and the
notes continue amortising, leading to higher credit enhancement
across the structure.
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
The majority of the underlying assets or risk presenting entities
have ratings or credit opinions from Fitch and/or other Nationally
Recognized Statistical Rating Organizations and/or European
Securities and Markets Authority registered rating agencies. Fitch
has relied on the practices of the relevant groups within Fitch
and/or other rating agencies to assess the asset portfolio
information or information on the risk presenting entities.
Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the agency's
rating analysis according to its applicable rating methodologies
indicates that it is adequately reliable.
ESG Considerations
Fitch does not provide ESG relevance scores for St. Paul's CLO VIII
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.
===================
K A Z A K H S T A N
===================
BEINEU-SHYMKENT GAS: Fitch Affirms BB+ LongTerm IDR, Outlook Stable
-------------------------------------------------------------------
Fitch Ratings has affirmed Beineu-Shymkent Gas Pipeline LLP's
(BSGP) Long-Term Issuer Default Rating (IDR) at 'BB+' and National
Long-Term Rating at 'AA-(kaz)'. The Outlooks are Stable.
RATING RATIONALE
The ratings reflect the strong linkage between BSGP and its
immediate parent JSC National Company QazaqGaz (NC QG, BB+/Stable),
under Fitch's Parent and Subsidiary Linkage Rating Criteria. The
rating also reflects BSGP's Standalone Credit Profile (SCP), which
is equal to that of its parent.
The SCP considers BSGP's strong market position and cost
pass-through tariff framework, alongside its low leverage. BSGP's
large free cash balance results in a negative net leverage, but the
SCP is constrained by BSGP's exposure to NC QG, also the sole
shipper of the transported gas.
KEY RATING DRIVERS
Revenue Risk - Volume - Midrange
Limited Competition, Stable Demand: BSGP has a strong position as
the only route for Kazakhstan to export gas to China and to supply
own gas to the southern regions. Kazakhstan's Soviet-era pipeline
infrastructure has large gaps as it mostly connects western
producing regions to Russia, leaving eastern, central and southern
regions disconnected. BSGP's sole shipper and major counterparty is
its 50% shareholder, NC QG (national gas pipeline monopoly),
resulting in a constraint on BSGP's rating.
Gas export volumes are based on an agreement between Kazakhstan and
China and a contract between NC QG and PetroChina Company Limited
(PetroChina, subsidiary of China National Petroleum Corporation,
A/Stable) for the supply of 5 billion-10 billion cubic metres a
year (bcma). Domestic demand is driven by gas consumption in
southern Kazakhstan, which consumes at least 3-4 bcma. The only
alternative for this region is gas imports from Uzbekistan.
Revenue Risk - Price - Stronger
Regulated Cost-Based Tariff: BSGP operates under a regulatory
framework with five-year regulatory periods and a cost-based tariff
for gas transmission. The latter is designed to recover all
operational costs, including debt repayment and to provide a return
equal to the weighted average cost of capital (WACC) on the
regulated asset base.
Infrastructure Dev. & Renewal - Stronger
Newly-Built Pipeline, Low Maintenance: BSGP is a newly-built
operational pipeline with an asset life of over 30 years, which is
well beyond the tenor of its debt. The long asset life and modern
facilities - most works were completed in 2019 - reduce the need
for major maintenance and repairs in the early life of the assets.
Debt Structure - 1 - Midrange
Corporate-like Debt with FX Risk: As at end-September 2025, debt
was USD78.3 million and comprised a single senior unsecured loan,
which benefits from an amortising maturity profile and reasonable
leverage-based covenants. BSGP's debt is US dollar-denominated and
has a floating rate, exposing the project to FX and interest-rate
risks. BSGP mitigates FX risk by maintaining a large US dollar cash
balance. As of 15 September 2025, cash was around USD99.6 million
equivalent, of which more than 66% was held in US dollars.
Financial Profile
BSGP's net debt/EBITDA was around -0.3x at end-1H25, after USD211
million and USD160 million of prepayments in 2023 and 2024 - which
reduced gross debt - and USD65.1 million equivalent dividends to
shareholders. Net leverage under Fitch's base and rating cases will
remain negative during the 2025-2029 regulatory period, despite
reduced tariffs. Fitch does not view the financial projections as a
material driver of BSGP's rating which, despite its low leverage,
is constrained by NC QG.
PEER GROUP
BSGP is not directly comparable with any peer in Fitch's
infrastructure portfolio, but the closest rated pipelines are JSC
Astana Gas KMG (AG, BBB-/Stable) and Abu Dhabi Crude Oil Pipeline
LLC (AA/Stable).
AG is another Kazakhstan gas pipeline, which is also remunerated
based on a fixed tariff. Its rating is derived using a bottom-up
approach based on the assessment of linkage with its ultimate
shareholder, the Republic of Kazakhstan (BBB/Stable), and AG's
'bb+' SCP, under Fitch's updated Government-Related Entities (GRE)
Rating Criteria.
AG's 'bb+' SCP is constrained by Intergas Central Asia JSC (ICA;
BB+/Stable), the sole off-taker of the pipeline, which pays AG
rental payments. Like BSGP, the project benefits from a cost-based
availability-like revenue framework but BSGP is exposed to tariff
revisions every five years and some volatility in volume. Rent
payments from ICA are irrespective of volume and cover debt service
and taxes. ICA's role as the only revenue counterparty caps AG's
SCP at 'bb+'.
Abu Dhabi Crude Oil Pipeline's rating relies on its supportive use
and operational agreement with the national oil company Abu Dhabi
National Oil Company, which underpins the long-term predictability
of the project's cash flows. Similarly, both Abu Dhabi Crude Oil
Pipeline and BGSP benefit from long-term stable and predictable
revenue, but BSGP is exposed to tariff revisions every five years
and some volatility in volume. BSGP's operating risk is outsourced
to NC QG's subsidiary, ICA, on a three-year rolling basis, which is
a weaker arrangement than for Abu Dhabi Crude Oil Pipeline.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- Negative rating action on NC QG
- Material deterioration of the SCP accompanied by weaker
parent-subsidiary linkages
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Positive rating action on NC QG
Summary of Financial Adjustments
Finance and operating leases are removed from financial
liabilities. Lease expenses are captured as an operating expense,
reducing EBITDA.
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
----------- ------ -----
Beineu-Shymkent
Gas Pipeline LLP LT IDR BB+ Affirmed BB+
Natl LT AA-(kaz) Affirmed AA-(kaz)
=====================
N E T H E R L A N D S
=====================
EDML 2021-1 BV: Moody's Ups Rating on EUR4MM Cl. E Notes from Ba1
-----------------------------------------------------------------
Moody's Ratings has the upgraded the ratings of four notes in EDML
2021-1 B.V. The rating action reflects the better-than-expected
collateral performance and the increased levels of credit
enhancement for the affected notes.
Moody's affirmed the rating of the notes that had sufficient credit
enhancement to maintain their current ratings.
EUR492M Class A Notes, Affirmed Aaa (sf); previously on May 30,
2024 Affirmed Aaa (sf)
EUR6.5M Class B Notes, Upgraded to Aaa (sf); previously on May 30,
2024 Upgraded to Aa1 (sf)
EUR9M Class C Notes, Upgraded to Aa2 (sf); previously on May 30,
2024 Upgraded to A1 (sf)
EUR4M Class D Notes, Upgraded to A2 (sf); previously on May 30,
2024 Affirmed Baa2 (sf)
EUR4M Class E Notes, Upgraded to Baa3 (sf); previously on May 30,
2024 Affirmed Ba1 (sf)
RATINGS RATIONALE
The rating action is prompted by decreased key collateral
assumptions, namely the portfolio Expected Loss (EL) and MILAN
Stressed Loss assumptions, due to better-than-expected collateral
performance and an increase in credit enhancement for the affected
tranches.
Revision of Key Collateral Assumptions
As part of the rating action, Moody's reassessed Moody's lifetime
loss expectation for the portfolio reflecting the collateral
performance to date.
The performance of the transaction has continued to improve since
the last rating action. 90 days plus arrears currently stand at
0.00% of current pool balance, with minor volatility since closing.
Cumulative losses stand at 0.00% of original pool balance,
unchanged since closing.
As a result, Moody's decreased the expected loss assumption to
0.65% as a percentage of current pool balance, which corresponds to
0.48% as a percentage of original pool balance down from 0.69%.
Moody's reassessed loan-by-loan information to estimate the loss
Moody's expect the portfolio to incur in a severe economic stress.
As a result, Moody's have decreased the MILAN Stressed Loss
assumption to 3.00% from 3.70%.
Increase in Available Credit Enhancement
Sequential amortization and a non-amortizing reserve fund led to
the increase in the credit enhancement available in this
transaction.
For instance, the credit enhancement for the Class B Notes, the
most senior tranche affected by the rating action increased to 5.7%
from 5.3% since the last rating action.
The principal methodology used in these ratings was "Residential
Mortgage-Backed Securitizations" published in October 2024.
The analysis undertaken by Moody's at the initial assignment of
ratings for RMBS securities may focus on aspects that become less
relevant or typically remain unchanged during the surveillance
stage.
Factors that would lead to an upgrade or downgrade of the ratings:
Factors or circumstances that could lead to an upgrade of the
ratings include (1) performance of the underlying collateral that
is better than Moody's expected, (2) an increase in available
credit enhancement and (3) improvements in the credit quality of
the transaction counterparties.
Factors or circumstances that could lead to a downgrade of the
ratings include (1) an increase in sovereign risk, (2) performance
of the underlying collateral that is worse than Moody's expected,
(3) deterioration in the notes' available credit enhancement and
(4) deterioration in the credit quality of the transaction
counterparties.
HILL FL 2025-1: DBRS Finalizes BB(high) Rating on Class E Notes
---------------------------------------------------------------
DBRS Ratings GmbH finalized its provisional credit ratings on the
following classes of notes (collectively the Rated Notes) issued by
Hill FL 2025-1 B.V. (the Issuer):
-- Class A Notes at AAA (sf)
-- Class B Notes at AA (sf)
-- Class C Notes at A (sf)
-- Class D Notes at BBB (sf)
-- Class E Notes at BB (high) (sf)
The credit ratings on the Class A Notes and Class B Notes address
the timely payment of scheduled interest and the ultimate repayment
of principal by the final maturity date. The credit ratings on the
Class C Notes, Class D Notes, and Class E Notes address the
ultimate payment of scheduled interest (or timely when they are the
senior-most class of notes outstanding) and the ultimate repayment
of principal by the final maturity date.
Morningstar DBRS did not assign a credit rating to the Class F
Notes also issued in this transaction.
The transaction is a securitization of a portfolio of finance lease
contracts granted by Hiltermann Lease Groep Holding B.V. (HLGH or
the Originator) to commercial borrowers residing or incorporated in
the Kingdom of the Netherlands. Hiltermann Lease B.V. (Hiltermann
Lease or the Servicer) will act as the initial servicer for the
transaction.
CREDIT RATING RATIONALE
Morningstar DBRS based its credit ratings on the following
analytical considerations:
-- The transaction's structure, including the form and sufficiency
of the available credit enhancement to withstand stressed cash flow
assumptions and repay the Issuer's financial obligations according
to the terms under which the Rated Notes have been issued;
-- The credit quality of HLGH's portfolio, the characteristics of
the collateral, its historical performance, and its Morningstar
DBRS-projected behavior under various stress scenarios;
-- HLGH's and Hiltermann Lease's capabilities with respect to
originations, underwriting, and servicing, and their position in
the market and financial strength;
-- The operational risk review of HLGH and Hiltermann Lease, which
Morningstar DBRS deems to be a below-average originator and
servicer, respectively;
-- The transaction parties' financial strength with regard to
their respective roles;
-- The consistency of the transaction's structure with Morningstar
DBRS' "Legal and Derivative Criteria for European Structured
Finance Transactions"; and
-- Morningstar DBRS' sovereign credit rating on the Kingdom of the
Netherlands, currently at AAA with a Stable trend.
TRANSACTION STRUCTURE
The transaction includes an eight-month revolving period during
which the Issuer may purchase additional receivables. During this
period, the transaction will be subject to eligibility criteria,
concentration limits, and additional portfolio criteria designed to
limit the potential deterioration of the portfolio quality with
which the Issuer will have to comply.
The transaction incorporates a combined waterfall that facilitates
the distribution of the available distribution amount. The Rated
Notes will initially amortize sequentially until a pro rata trigger
event occurs. On the breach of the pro rata trigger event, the
Rated Notes will amortize pro rata until a sequential payment
trigger event occurs, at which point the amortization of the Rated
Notes becomes irreversibly sequential. The pro rata payment trigger
event is linked to the Class B Notes to Class E Notes comprising at
least 22.0% of the aggregate principal amount outstanding on the
Rated Notes. Sequential payment trigger events include, among
others, the breach of performance-related triggers or the
Originator not exercising the cleanup call option. The unrated
Class F Notes have been used to fund the liquidity reserve, and
will be redeemed only through available excess spread. Morningstar
DBRS does not consider the Class F Notes to provide meaningful
subordination to the Rated Notes.
The Rated Notes benefit from a fully funded, amortizing liquidity
reserve, which the Issuer can use to pay senior expenses, swap
payments, and interest on the Rated Notes (in as far as the Class C
Notes, Class D Notes, and Class E Notes' interest payment is not
deferred). The reserve is also available in full to the priority of
payments on the legal maturity date or when the outstanding balance
of the portfolio reaches zero. The reserve balance is equal to
1.00% of the Rated Notes' principal amount outstanding the closing
date, that will amortize to the higher of (1) 0.15% of the
principal amount outstanding of the Rated Notes as of the closing
date and (2) 1.00% of the principal amount outstanding of the Rated
Notes as of the immediately preceding settlement date.
All underlying lease receivables are fixed rate while the Rated
Notes are indexed to one-month Euribor. Interest rate risk for the
Rated Notes is mitigated through an interest rate swap.
COUNTERPARTIES
ABN AMRO Bank N.V. (ABN Amro) has been appointed as the Issuer's
account bank for the transaction. Morningstar DBRS' Long-Term
Issuer Rating on ABN AMRO is A (high) with a Stable trend.
Morningstar DBRS concludes that ABN AMRO meets the minimum criteria
to act in this capacity. The transaction documents contain
downgrade provisions relating to the account bank consistent with
Morningstar DBRS' legal criteria. The Issuer's accounts include the
transaction account and the general reserve account.
The Royal Bank of Canada - London branch (RBC-LB) has been
appointed as the swap counterparty for the transaction. Morningstar
DBRS does not rate RBC-LB but has a public Long-Term Issuer Rating
of AA (high) with a Stable trend on Royal Bank of Canada. The
hedging documents contain downgrade provisions consistent with
Morningstar DBRS' criteria.
Notes: All figures are in euros unless otherwise noted.
===============
P O R T U G A L
===============
TAGUS - VASCO FINANCE 2: DBRS Confirms B Rating on Class E Notes
----------------------------------------------------------------
DBRS Ratings GmbH confirmed the credit ratings on the notes
(collectively, the Rated Notes) issued by Tagus - Sociedade de
Titularizacao de Creditos, S.A. (Vasco Finance No. 2) (the Issuer)
as follows:
-- Class A Notes at AA (high) (sf)
-- Class B Notes at A (sf)
-- Class C Notes at BBB (sf)
-- Class D Notes at BB (sf)
-- Class E Notes at B (sf)
Morningstar DBRS also discontinued its A (high) (sf) credit rating
on the Class X Notes due to the full repayment on the January 27,
2025 payment date. Prior to the full repayment, the outstanding
principal balance of the Class X Notes was EUR 624,190.92.
Morningstar DBRS did not rate the Class F Notes or Class G Note
(collectively with the Rated Notes, the Notes) also issued in this
transaction.
The credit ratings of the Class A Notes, Class B Notes, and Class C
Notes address the timely payment of scheduled interest and the
ultimate repayment of principal by the final legal maturity date.
The credit ratings of the Class D Notes and Class E Notes address
the ultimate payment of scheduled interest and principal by the
final legal maturity date.
CREDIT RATING RATIONALE
Morningstar DBRS based the credit rating actions on the following
analytical considerations after an annual review of the
transaction:
-- The transaction's capital structure, including the form and
sufficiency of available credit enhancement to withstand stressed
cashflow assumptions and repay the Issuer's financial obligations
according to the terms under which the Notes were issued
-- The credit quality of WiZink Bank S.A.U., Portuguese Branch's
(the seller) portfolio, the characteristics of the collateral, its
historical performance and Morningstar DBRS' expectation of monthly
principal payment rates (MPPRs), yield and charge-off rates under
various stress scenarios
-- The seller's capabilities with respect to originations,
underwriting, servicing and its position in the market and
financial strength
-- The transaction parties' financial strength regarding their
respective roles
-- Morningstar DBRS long-term sovereign credit rating on the
Republic of Portugal, currently A (high) with a stable trend
-- The consistency of the transaction's legal structure with
Morningstar DBRS' "Legal and Derivative Criteria for European
Structured Finance Transactions" methodology
TRANSACTION STRUCTURE
The Issuer was the third credit card securitization program
established by the seller in addition to the outstanding Tagus -
Sociedade de Titularizacao de Creditos, S.A. (Vasco Finance No. 1)
(Vasco 1) and the discontinued Tagus - Sociedade de Titularizacao
de Creditos, S.A. (Victoria Finance No. 1) after the full repayment
in June 2025. While the seller manages the entire credit card
portfolio with the same standard, the collateral of the Issuer is
randomly selected and segregated from Vasco 1 and the upcoming
Tagus - Sociedade de Titularizacao de Creditos, S.A. (Vasco Finance
No. 3), and therefore the performance of these transactions may be
significantly different, especially during the amortization period
as seen in Vasco 1 (https://dbrs.morningstar.com/research/460219).
The Notes were initially issued in October 2024, and the
transaction's scheduled revolving period already ended in September
2025. As no sequential amortization trigger or event of default has
occurred, the notes (excluding the Class X Notes) will start
amortizing pro rata on the next payment date in October 2025.
The transaction allocates payments in separate interest and
principal priorities and the Class A Notes, Class B Notes and Class
C Notes continue to benefit from a cash reserve which is equal to
1.9% of the aggregate outstanding balance of the Class A Notes,
Class B Notes and Class C Notes, with a floor at 0.5% of the
initial balance of these Notes.
The interest rate risk for the transaction is considered limited as
an interest rate swap is in place to reduce the mismatch between
the fixed-rate collateral and the floating-rate Notes.
COUNTERPARTIES
Deutsche Bank AG remains as the account bank for the transaction.
Based on its Long-Term Issuer Rating of A (high) and the downgrade
provisions outlined in the transaction documents, Morningstar DBRS
considers the risk arising from the exposure to the account bank to
be commensurate with the assigned credit ratings.
BNP Paribas remains as the swap counterparty for the Issuer.
Morningstar DBRS has a Long-Term Issuer Rating of AA (low) on BNP
Paribas, which meets Morningstar DBRS criteria to act in such
capacity. The transaction documents contain downgrade provisions
largely consistent with Morningstar DBRS criteria.
PORTFOLIO ASSUMPTIONS
As of September 2025 payment date, the investor report reported an
MPPR of 10.1%, a yield rate of 18.7% and an annualized charge-off
rate of 4.0%. Nonetheless, Morningstar DBRS continued to set its
expected MPPR, charge-off rate and yield assumptions of the Issuer
based on the historical performance of the seller's entire managed
book, at 6%, 8% and 14%, respectively.
Morningstar DBRS' credit ratings on the applicable classes address
the credit risk associated with the identified financial
obligations in accordance with the relevant transaction documents.
Where applicable, a description of these financial obligations can
be found in the transactions' respective press releases at
issuance.
Notes: All figures are in euros unless otherwise noted.
TAGUS - VASCO FINANCE 3: DBRS Finalizes B Rating on Class E Notes
-----------------------------------------------------------------
DBRS Ratings GmbH finalized provisional credit ratings on the Class
A Notes, Class B Notes, Class C Notes, Class D Notes, Class E
Notes, and Class X Notes (collectively, the Rated Notes) issued by
Tagus - Sociedade de Titularizacao de Creditos, S.A. (Vasco Finance
No. 3) (the Issuer):
-- Class A Notes at AA (sf)
-- Class B Notes at A (low) (sf)
-- Class C Notes at BBB (sf)
-- Class D Notes at BB (sf)
-- Class E Notes at B (sf)
-- Class X Notes at A (high) (sf)
Morningstar DBRS did not assign a credit rating to the Class F
Notes or Class G Notes (together with the Rated Notes, the Notes)
also issued in this transaction.
The credit ratings on the Class A Notes, Class B Notes, and Class C
Notes address the timely payment of scheduled interest and the
ultimate repayment of principal by the final legal maturity date.
The credit ratings on the Class D Notes, Class E Notes, and Class X
Notes address the ultimate payment of scheduled interest and
principal by the final legal maturity date.
The transaction is a securitization of credit card receivables
granted to individuals under credit card agreements originated and
serviced by WiZink Bank, S.A.U. - Sucursal em Portugal (WiZink
Portugal). WiZink Portugal is the rebranding of the acquired
BarclayCard operation in Portugal.
The Issuer is the fourth credit card securitization program
established by WiZink Portugal in addition to the outstanding Tagus
- Sociedade de Titularizacao de Creditos, S.A. (Vasco Finance No.
1) (Vasco 1), Tagus - Sociedade de Titularizacao de Creditos, S.A.
(Vasco Finance No. 2) (Vasco 2) and discontinued Tagus - Sociedade
de Titularizacao de Creditos, S.A. (Victoria Finance No. 1) after
full repayment in June 2025. While WiZink Portugal manages the
entire credit card portfolio with the same standard, the collateral
of the Issuer is another randomly selected subset segregated from
Vasco 1 and Vasco 2 and therefore the performance of these
transactions may be significantly different, especially during the
amortization period as seen in Vasco 1
(https://dbrs.morningstar.com/research/460219).
CREDIT RATING RATIONALE
Morningstar DBRS based its analysis on the following
considerations:
-- The transaction's capital structure, including the form and
sufficiency of available credit enhancement to withstand stressed
cash flow assumptions and repay the Issuer's financial obligations
according to the terms under which the Rated Notes are issued
-- The credit quality and characteristics of WiZink Portugal's
portfolio, its historical performance and Morningstar DBRS'
expectation of monthly principal payment rates (MPPRs), yield and
charge-off rate under various stress scenarios
-- WiZink Portugal's capabilities with respect to originations,
underwriting, servicing, financial strength and its position in the
market
-- The transaction parties' financial strength regarding their
respective roles
-- Morningstar DBRS' long-term sovereign credit rating on the
Republic of Portugal, currently A (high) with a Stable trend
-- The consistency of the transaction's structure with Morningstar
DBRS' "Legal and Derivative Criteria for European Structured
Finance Transactions" methodology
TRANSACTION STRUCTURE
The Issuer has separate waterfalls for interest and principal
payments and includes a scheduled 12-month revolving period. During
this period, the Issuer may purchase additional receivables,
provided that the eligibility criteria set out in the transaction
documents are satisfied, and WiZink Portugal may repurchase
existing receivables to reset the Issuer's collateral equal to the
balance at the transaction closing. The revolving period may end
earlier than scheduled if certain events occur such as the breach
of performance triggers or a servicer termination.
After the scheduled revolving period end date, the Notes (excluding
the Class X Notes) will enter into a pro rata amortization until
the breach of a sequential amortization trigger such as any debit
in the Class F principal deficiency ledger (PDL) or an Issuer event
of default after which the amortization of Notes (excluding the
Class X Notes) will be sequential and non-reversible.
In comparison, the Class X Notes are redeemed in the transaction's
interest waterfalls immediately after the transaction closing and
are expected to be fully repaid in a few months before the
amortization of other classes of Notes if no early termination
event occurs.
The transaction includes a cash reserve to cover the shortfalls in
senior expenses, servicing fees, senior swap payments, interest
payments on the Class A Notes and, if not deferred, the Class B
Notes and Class C Notes. The reserve target amount equal to 1.5% of
the Class A, Class B and Class C Notes outstanding principal
amounts would be replenished in the transaction's interest
waterfall and amortize down to a floor equal to 0.5% of the Class
A, Class B and Class C Notes initial principal amounts.
The interest rate risk for the transaction is considered limited as
an interest rate swap is in place to reduce the mismatch between
the fixed-rate collateral and the floating-rate Rated Notes
(excluding the Class X Notes).
COUNTERPARTIES
Deutsche Bank AG is the account bank for the Issuer. Based on
Morningstar DBRS Long-Term Issuer Rating of "A" on Deutsche Bank AG
and the downgrade provisions outlined in the transaction documents,
Morningstar DBRS considers the risk arising from the exposure to
the account bank to be commensurate with the assigned credit
ratings. The transaction documents contain downgrade provisions
consistent with Morningstar DBRS' criteria.
Banco Santander, S.A. is the swap counterparty for the Issuer.
Morningstar DBRS has a Long-Term Issuer Rating of A (high) on Banco
Santander, S.A., which meets Morningstar DBRS' criteria to act in
such capacity. The transaction documents contain downgrade
provisions largely consistent with Morningstar DBRS' criteria.
PORTFOLIO ASSUMPTIONS
Morningstar DBRS reviewed the performance of Wizink Portugal's
total managed book, Vasco 1 and Vasco 2 transactions, and set the
Issuer's expected MPPR at 6%, expected yield at 14% and expected
charge-off rate at 8%. Morningstar DBRS notes that the Issuer's
charge-off rates are not expected to normalize during the scheduled
12-month revolving period, as more than 30 days in arrears or
defaulted receivables are excluded from the transaction at closing
and the charge-off recognition timing of eight or more consecutive
instalments in arrears is relatively late. This would impact the
breach timing (if ever) of a sequential amortization trigger based
on the level of PDL, delinquency or default rates.
Notes: All figures are in euros unless otherwise noted.
=========
S P A I N
=========
CAJAMAR PYME 4: DBRS Hikes Series B Notes Rating to BB(low)
-----------------------------------------------------------
DBRS Ratings GmbH took the following credit rating actions on the
notes issued by IM BCC Cajamar PYME 4 FT (CJP4):
-- Series A Notes confirmed at AAA (sf)
-- Series B Notes upgraded to BB (low) (sf) from CCC (high) (sf)
The credit rating on the Series A Notes addresses the timely
payment of interest and the ultimate repayment of principal on or
before the legal final maturity date in July 2064. The credit
rating on the Series B Notes addresses the ultimate payment of
interest and principal on or before the legal final maturity date.
CREDIT RATING RATIONALE
The credit rating actions follow an annual review of the
transaction and are also based on the following analytical
considerations:
-- The portfolio performance, in terms of the level of
delinquencies and defaults, as of the September 2025 payment date;
-- The one-year base case probability of default (PD) and default
and recovery rates on the outstanding receivables; and
-- The current available credit enhancement to the notes to cover
the expected losses at their respective credit rating levels.
The transaction is a cash flow securitization collateralized by a
portfolio of secured and unsecured loans originated and serviced by
Cajamar Caja Rural S.C.C. (Cajamar) to small and medium-size
enterprises (SME) and self-employed individuals based in Spain. The
transaction closed in March 2022.
PORTFOLIO PERFORMANCE
The portfolio is performing within Morningstar DBRS's expectations.
As of the September 2024 payment date, the 90+ day delinquency
ratio represented 0.8% of the current balance. The cumulative
default ratio stood at 1.7%.
PORTFOLIO ASSUMPTIONS AND KEY DRIVERS
Morningstar DBRS conducted a loan-by-loan analysis of the remaining
pool of receivables and updated its default rate and recovery
assumptions on the outstanding portfolio to 39.5% and 30.3%,
respectively, at the AAA (sf) credit rating level, and to 15.5% and
41.6%, respectively, at the BB (low) (sf) credit rating level.
Morningstar DBRS updated its one-year base case PD to 3.5%, based
on the updated portfolio composition of the transaction.
CREDIT ENHANCEMENT
The credit enhancement available to the notes has increased as the
transaction deleverages. As of the September 2025 payment date, the
credit enhancement available to the Series A Notes and Series B
Notes increased to 73.8% and 8.9%, respectively, compared with
53.2% and 6.4%, respectively, as of the last annual review.
Credit enhancement is provided by the subordination of the Series B
Notes and a reserve fund, which was funded at closing through a
subordinated loan. The reserve fund is available to cover senior
fees and interest and principal payments on the Series A Notes and,
once the Series A Notes have fully amortized, interest and
principal payments on the Series B Notes. The reserve fund does not
amortize through the life of the transaction and remains at its
target level of EUR 27.0 million. Interest and principal payments
on the Series B Notes are subordinated to the interest and
principal payments on the Series A Notes.
Banco Santander S.A. (Santander) acts as the account bank for the
transaction. Based on the account bank reference rating of AA (low)
on Santander (one notch below its Morningstar DBRS Long Term
Critical Obligations Rating of AA), the downgrade provisions
outlined in the transaction documents, and other mitigating factors
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.
Notes: All figures are in euros unless otherwise noted.
=====================
S W I T Z E R L A N D
=====================
SELECTA GROUP: Excluded Noteholders Sue over Restructuring
----------------------------------------------------------
A group of holders of first lien notes issued by Selecta Group B.V.
is suing the company and a similarly situated group of noteholders
in the U.S. District Court for the Southern District of New York
over the company's recent out-of-court restructuring transactions,
alleging violations of federal and state antitrust laws and
multiple provisions of the governing Indenture and related
agreements for the notes.
The group says they were denied a seat at the table and excluded
from participating in a series of transactions executed from April
to July 2025, pursuant to Selecta and the favored noteholders'
cooperation agreement. They seek compensatory damages, statutory
treble damages, attorneys' fees, costs, and interest based on "a
concerted, anticompetitive, and clandestine scheme" carried out by
Selecta and the favored noteholders to:
-- subordinate the group's holdings below those held by
equally ranked noteholders,
-- strip them of protections owed to them under the
governing trust indenture, and
-- give the Favored Holders exclusive control of Selecta
and its assets.
In April, Selecta Group announced it has entered into a binding
agreement with key financial stakeholders with respect to a
comprehensive recapitalization of the Group. The Transaction would
provide the Group with EUR330 million of new funding to support its
long-term business plan. This new funding would be used to
refinance the Group's existing revolving credit facility and
strengthen liquidity by providing for significant cash on balance
sheet. The Transaction would also slash the Group's outstanding
debt by c. EUR1.1 billion upon completion, while the maturities for
the remaining debt securities would be extended to the second half
of 2030.
Prior to the Restructuring, Selecta's funded debt consist of:
-- A super senior revolving credit facility in the amount of
EUR150 million, scheduled to mature in 2026;
-- First lien notes, of which approximately EUR821 million
was outstanding immediately prior to the Restructuring;
and
-- Second lien notes, of which approximately EUR377 million
outstanding immediately prior to the Restructuring
According to the plaintiff noteholders, to implement the
Restructuring scheme, the Favored Holders first initiated a
foreclosure with respect to the shares used as collateral for the
Plaintiffs' 1L Notes. The foreclosure resulted in the transfer of
those shares to a new company organized and ultimately controlled
by the Favored Holders, Seagull Bidco Limited. The Defendants
effectuated this step through an ordinary foreclosure proceeding in
the courts of the Netherlands initiated by Kroll, in its capacity
as Security Agent under an Intercreditor Agreement.
The plaintiffs allege that Selecta and Favored Holders instructed
Kroll to delay or otherwise provide inadequate notice regarding the
proceeding, and to make material misrepresentations and omissions
to the Dutch court, which Kroll acceded to do. No Excluded Holders
participated in the Dutch proceeding. Indeed, the only party that
did participate was Kroll, which specifically asked the Dutch court
not to hold a public hearing. To date, representatives of Kroll,
Selecta and Bidco have refused to disclose the information and
filings they submitted to the Dutch Court.
The plaintiffs also recount that after Selecta's equity was
transferred to Bidco -- thereby giving Bidco, and thus the Favored
Holders, control of Selecta's assets – the Defendants forcibly
replaced Plaintiffs' 1L Notes from Selecta with third out notes
issued by Bidco. According to the plaintiffs, the 3O Notes were
"out of the money" from the outset because Bidco was intentionally
under-capitalized and was never solvent
The next step of the Restructuring consisted of a purported
exchange offer. The plaintiffs, as holders of 3O Notes were
offered the "option" to exchange the 3O Notes for first out notes
issued by Bidco, but only if plaintiffs would agree to release any
claims they may have related to the Restructuring and give up
critical protections they enjoyed under both the Selecta 1L
Indenture and the Bidco 3O Indenture.
The plaintiffs, however, contend that the Favored Holders already
exchanged their 3O Notes for 1O Notes through a private exchange,
ahead of the exchange offer open to the Excluded Holders. Moreover,
under the terms of the 1O Indenture, the Favored Holders had the
ability during the 12 months immediately following the exchange to
alter key financial terms of the 1O Indenture without obtaining the
consent of 90% of the outstanding holders – supposedly a
requirement for the changes included in both the 1L Indenture and
the 3O Indenture.
Because the Favored Holders control more than 50% of Bidco's 1O
Notes, the removal of the 90% consent requirement from the 1O
Indenture gives the Favored Holders the ability to, among other
things: (i) change the economic terms of the 1O Notes (e.g.,
eliminating the holders' right to principal or interest); (ii)
exchange their (but not the Excluded Holders') 1O Notes for new,
more senior securities; or (iii) pay themselves (but not the
Excluded Holders) for consenting to the different transactions.
The plaintiffs assert that the Defendants deliberately sough to
discourage the Excluded Holders from trading up to 1O Notes,
thereby subordinating a substantial number of 1L Holders with whom
the Favored Holders previously had to share their first lien
rights. The plaintiffs explain that the risks of trading for 1O
Notes "was simply too great, not least because the exchange offer
was conditional on agreeing to a series of wide-ranging releases
and other provisions which would have prevented the Excluded
Holders from objecting to the Restructuring." In the end, only 40%
of the Excluded Holders opted to exchange their 3O Notes for 1O
Notes.
According to the complaint, the 1O Notes held by the Favored
Holders have traded on the secondary markets at a significantly
higher price than
the 1O Notes held by Excluded Holders. Specifically, as of October
7, 2025, 1O Notes held by Favored Holders had a bid/ask price of
73.25 cents/75.75 cents while 1O Notes held by Excluded Holders had
a bid/ask price of 10 cents/30 cents. The 3O Notes had the same
bid/ask price of 10 cents/30 cents.
"The difference in market price between the 1O Notes held by the
Favored and Excluded Holders results from the fact that the
securities issued to the Favored Holders and the Excluded Holders
effectively have different rights and are, in essence, different
securities," the complaint says.
The Restructuring effectively "robbed" them of millions in value,
the plaintiffs claim.
The plaintiffs are:
-- Deltroit Directional Opportunities Master Fund Limited
EUR23 million of the 1L Notes
-- Algebris UCITS Funds P.L.C.
Sub-fund Algebris Global Credit Opportunities Fund
EUR16.8 million of the 1L Notes
-- Fineco Asset Management DAC
Acting solely as management company for and on behalf
of CoRe Series - Global Macro Credit FAM Fund
EUR4.2 million of the 1L Notes
-- CQS Credit Multi Asset Fund, CQS Brunel Multi Asset
Credit Fund, and CQS Alternative Credit Fund
Sub-funds of CQS Global Funds (Ireland) P.L.C.
EUR17,408,894 of the 1L Notes
-- CQS New City High Yield Fund Limited
EUR4,874,095 of the 1L Notes
-- Mercer Multi-Asset Credit Fund
Sub-fund of Mercer QIF Fund P.L.C.
EUR1,040,268 of the 1L Notes
-- Faros Point Credit Opportunities Limited
Sub-fund of Faros Point Credit Opportunities Fund ICAV
(an umbrella Irish Collective Asset-management Vehicle)
EUR1,615,003 of the 1L Notes
The Favored Holders named in the lawsuit are:
-- Invesco Ltd.;
-- Man Group Plc;
-- Strategic Value Partners, LLC;
-- Diameter Capital Partners LP;
Selecta directors Nicole Charriere, Ruud Gabriels, Robert Plooij,
Bob Rajan, and Jason Clarke were also named as defendants.
The plaintiffs are represented by:
James H. Millar, Esq.
Clay J. Pierce, Esq.
FAEGRE DRINKER BIDDLE & REATH LLP
1177 Avenue of the Americas, 43rd Floor
New York, NY 10036
Telephone: (212) 248-3140
- and -
Julie R. Landy, Esq.
Paige A. Naig, Esq.
FAEGRE DRINKER BIDDLE & REATH LLP
2200 Wells Fargo Center
90 S. Seventh Street
Minneapolis, MN 55402
Telephone: (612) 766-7000
Selecta Group is a Cham, Switzerland-based Foodtech leader.
=============
U K R A I N E
=============
PRIVATBANK: Fitch Affirms 'CCC/CCC+' LongTerm IDRs
--------------------------------------------------
Fitch Ratings has affirmed Joint-Stock Company Commercial Bank
PrivatBank's Long-Term Foreign-Currency (LTFC) Issuer Default
Rating (IDR) at 'CCC' and Long-Term Local-Currency (LTLC) IDR at
'CCC+'. The IDRs do not carry an Outlook at this level. The
Viability Rating (VR) has been affirmed at 'ccc'. Fitch has also
assigned a Short-Term Local Currency IDR of 'C'.
Key Rating Drivers
PrivatBank's LTFC IDR reflects its view that a default on the
bank's senior FC obligations remains a real possibility due to the
war between Ukraine and Russia. The bank maintains generally
adequate FC liquidity relative to its needs, helped by various
regulatory capital and exchange controls that have been in place
since the outbreak of the war to reduce the risks of deposit and
capital outflows, and maintain stability in the banking system.
PrivatBank's 'CCC+' LTLC IDR, one notch above its LTFC IDR,
reflects limited regulatory restrictions on LC operations.
PrivatBank's VR reflects the high risks to its standalone profile
caused by the war, and that failure remains a real possibility. It
is below the 'ccc+' implied VR due to the operating environment and
sovereign rating constraint.
Challenging Operating Environment: Operating conditions for
Ukrainian banks remain challenging, as reflected in its operating
environment assessment of 'ccc', due to the ongoing war. Continued
international support to Ukraine, and the National Bank of
Ukraine's supportive policy and regulatory support measures
underpin macroeconomic and financial stability and banks' resilient
financial performance. In its view, operating environment risks
constrain the bank's standalone creditworthiness.
Largest Bank in Ukraine: PrivatBank is the largest bank in Ukraine,
with a 22.5% share of total sector assets at end-July 2025. The
bank is fully owned by the state of Ukraine.
High Exposure to Sovereign: PrivatBank is significantly exposed to
sovereign risk, as domestic government securities constituted 46%
of assets at end-2Q25. Placements at and certificates of deposits
of the National Bank of Ukraine assets constituted a further 17%.
This concentration renders the bank vulnerable to the sovereign's
repayment capacity and liquidity position. Heightened operational
risks due to the ongoing war weigh on the bank's risk profile.
Reasonable Asset Quality: PrivatBank's impaired loans/gross loans
ratio, which mainly comprises a fully-provisioned separate legacy
portfolio (96% of total impaired loans), was a high 56% at
end-2Q25. Excluding the separate portfolio, the impaired
loans/gross loans ratio was 4.4%. The Stage 2 loans/gross loans
ratio, excluding the separate portfolio, was also reasonable, at
11%. Credit risks associated with the retail-heavy portfolio
(around one third of performing loans) are balanced by high yields
and acceptable underwriting standards.
Resilient Performance: PrivatBank's operating profit/risk-weighted
assets ratio was strong at 21.1% in 1H25 (2024: 20.3%), on the back
of sustained high margins, strong fee income and no impairment
charges. Risks to profitability remain high due to the war, but
Fitch expects the bank's strong franchise to continue to support
its above sector average profitability.
Adequate Capitalisation: PrivatBank's common equity Tier 1, Tier 1
and regulatory capital adequacy ratios (all 13.7% at end-2Q25) had
adequate buffers over their regulatory minimums under its new
capital structure. The tangible common equity/tangible assets ratio
(end-2Q25: 12.8%) is ahead of its peers'.
Strong Domestic Deposit Franchise: Customer deposits were a high
99% of PrivatBank's non-equity funding at end-2Q25. Privatbank has
a strong domestic retail deposit franchise as the largest bank in
Ukraine, which constituted 75% of its total deposits at end-2Q25.
Fitch expects the bank's gross loans/customer deposits ratio of 46%
to reduce sharply if and when the fully provisioned legacy
portfolio is partially or fully written off as planned.
Rating Sensitivities
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
Fitch would downgrade PrivatBank's IDRs in the event of a sovereign
rating downgrade, or if Fitch perceived an increased likelihood
that the bank would default on, or seek a restructuring of, its
senior obligations.
A marked further deterioration in asset quality or a weakening of
profitability that eroded the bank's loss absorption buffers would
lead to a VR downgrade.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Fitch believes positive action on the IDRs is unlikely in the near
term. However, the ratings could be upgraded in the event the
sovereign's LTFC IDR is upgraded above 'CCC'.
A VR upgrade would likely require an upgrade of the sovereign LTFC
IDR above 'CCC' and a considerable improvement in the operating
environment, leading to lower solvency and operational risks.
OTHER DEBT AND ISSUER RATINGS: KEY RATING DRIVERS
The Short-Term IDRs of 'C' are the only possible options mapping to
Long-Term IDRs in the 'CCC' category.
PrivatBank's 'AA+(ukr)' National Long-Term Rating is driven by the
bank's intrinsic credit profile and is in line with most other
large state-owned bank peers'.
The bank's Government Support Rating of 'no support' (ns) reflects
its view that regulatory forbearance would be more likely than
recapitalisation in a material capital shortfall as long as the
bank implements recapitalisation programmes.
OTHER DEBT AND ISSUER RATINGS: RATING SENSITIVITIES
The Short-Term IDRs are sensitive to changes in the Long-Term
IDRs.
A change in PrivatBank's National Long-Term Rating would likely
arise from a weakening/strengthening in its overall credit profile
relative to that of other Ukrainian entities rated on the National
Rating scale.
The Government Support Rating could be upgraded if the sovereign
rating is upgraded or if Fitch believes that public finances are
likely to be used to recapitalise state-owned banks.
VR ADJUSTMENTS
The operating environment score of 'ccc' is below the 'b' category
implied score due to the following adjustment reason: sovereign
rating (negative).
The business profile score of 'ccc+' is below the 'b' category
implied score due to the following adjustment reason: business
model (negative).
The earnings and profitability score of 'ccc+' is below the 'bb'
implied score due to the following adjustment reason: revenue
diversification (negative).
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 Commercial
Bank PrivatBank LT IDR CCC Affirmed CCC
ST IDR C Affirmed C
LC LT IDR CCC+ Affirmed CCC+
LC ST IDR C New Rating
Natl LT AA+(ukr) Affirmed AA+(ukr)
Viability ccc Affirmed ccc
Government Support ns Affirmed ns
===========================
U N I T E D K I N G D O M
===========================
AXMINSTER TOOL: Grant Thornton Named as Administrators
------------------------------------------------------
Axminster Tool Centre Ltd was placed into administration
proceedings in in the High Court Of Justice, Business & Property
Court Of England & Wales, in Bristol, No 000114 of 2025, and
Alistair Wardell and Richard J Lewis of Grant Thornton UK LLP were
appointed as joint administrators on Oct. 21, 2025.
Axminster Tool engaged in the wholesale of machine tools.
Its registered office is c/o Grant Thornton UK LLP, 11th Floor,
Landmark St Peter's Square, 1 Oxford St, Manchester, M1 4PB
Its principal trading address is at Unit 10 Weycroft Avenue,
Axminster, Devon, EX13 5PH
The joint administrators can be reached at:
Alistair Wardell
Grant Thornton UK LLP
6th Floor, 3 Callaghan Square
Cardiff, CF10 5BT
Tel No: 029-2023-5591
-- and --
Richard J Lewis
Grant Thornton UK LLP
2 Glass Wharf, Temple Quay
Bristol, BS2 0EL
Tel No: 0117-305-7600
For further information, contact:
CMU Support
Grant Thornton UK LLP
2 Glass Wharf, Temple Quay
Bristol, BS2 0EL
Tel No: 0161-953-6906
Email: cmusupport@uk.gt.com
CHAFER MACHINERY: Leonard Curtis Named as Administrators
--------------------------------------------------------
Chafer Machinery Limited was placed into administration proceedings
in the The Business and Property Courts in Leeds, Court Number:
CR-2025-001026, and Ryan Holdsworth and Danielle Shore of Leonard
Curtis (UK) Limited were appointed as administrators on Oct. 16,
2025.
Chafer Machinery, trading as Chafer Machinery/Horstine/
www.cropsprayers.com, is a manufacturer of agricultural and
forestry machinery other than tractors.
Its registered office is at 4th Floor, Fountain Precinct, Leopold
Street, Sheffield, S1 2JA
Its principal trading address and registered office is at 1 Cow
Lane, Upton, Gainsborough, DN21 5PB.
The joint administrators can be reached at:
Ryan Holdsworth
Danielle Shore
Leonard Curtis (UK) Limited
4th Floor, Fountain Precinct
Leopold Street
Sheffield S1 2JA
For further information, contact:
Administrators
Tel: 0114 285 9500
Alternative contact:
Shannon Jones
ELSTREE 2025-2: DBRS Finalizes BB(high) Rating on 2 Classes
-----------------------------------------------------------
DBRS Ratings Limited finalized its provisional credit ratings on
the residential mortgage-backed notes to be issued by Elstree
2025-2 1ST PLC (Elstree 2025-2 or the Issuer) as follows:
-- Class A notes at AAA (sf)
-- Class B notes at AA (sf)
-- Class C notes at A (low) (sf)
-- Class D notes at BBB (sf)
-- Class E notes at BB (high) (sf)
-- Class X notes at BB (high) (sf)
The credit rating on the Class A notes addresses the timely payment
of interest and the ultimate repayment of principal on or before
the final maturity date in October 2065. The credit ratings on the
Class B, Class C, Class D, and Class E notes address the timely
payment of interest once they are the senior-most class of notes
outstanding, otherwise the ultimate payment of interest, and the
ultimate repayment of principal on or before the final maturity
date. The credit rating on the Class X notes addresses the ultimate
payment of principal. Morningstar DBRS did not rate the residual
certificates also expected to be issued in this transaction.
CREDIT RATING RATIONALE
The Issuer is a bankruptcy-remote, special-purpose vehicle
incorporated in England and Wales. The notes issued funded the
purchase of residential assets originated by West One Secured Loans
Limited (WOSL) part of Enra Specialist Finance Limited (Enra) in
the UK. WOSL acts as the servicer of the respective loans in the
portfolio. Enra is a UK specialist provider of property finance.
CSC Capital Markets UK Limited acts as the backup servicer
facilitator.
The provisional mortgage portfolio consists of GBP 288.1 million
first-lien buy-to-let and owner-occupied mortgages secured by
properties in the UK.
The transaction includes a prefunding mechanism where the seller
has the option to sell recently originated mortgage loans to the
Issuer subject to certain conditions to prevent a material
deterioration in credit quality (the Conditions for Acquisition of
Additional Mortgage Loans). The acquisition of these assets shall
occur before the first interest payment date using the proceeds
standing to the credit of the prefunding reserves. Any funds that
are not applied to purchase additional loans will flow through the
pre-enforcement principal priority of payments and pay down the
rated notes on a pro rata basis.
The Issuer issued five tranches of collateralized mortgage-backed
securities (the Class A, Class B, Class C, Class D, and Class E
notes) to finance the purchase of the portfolio and the prefunding
principal reserve ledger at closing. Additionally, the Issuer
issued one class of noncollateralized notes, the Class X notes, the
proceeds of which the Issuer will use to fully fund the general
reserve fund (GRF) and liquidity reserve fund (LRF).
The transaction is structured to initially provide 10.0% of credit
enhancement to the Class A notes comprising of subordination of the
Class B to Class E notes.
The transaction features a fixed-to-floating interest rate swap,
given the presence of a portion of fixed-rate loans (with a
compulsory reversion to floating in the future), while the
liabilities shall pay a coupon linked to the daily compounded
Sterling Overnight Index Average. The swap counterparty appointed
at closing is Lloyds Bank Corporate Markets PLC (Lloyds). Based on
Morningstar DBRS' credit rating on Lloyds, the downgrade provisions
outlined in the documents, and the transaction structural
mitigants, Morningstar DBRS considers the risk arising from the
exposure to Lloyds to be consistent with the credit ratings
assigned to the rated notes as described in Morningstar DBRS'
"Legal and Derivative Criteria for European Structured Finance
Transactions" methodology.
Furthermore, Citibank, N.A., London Branch acts as the Issuer
account bank and National Westminster Bank PLC as the collection
account bank. Both entities are privately rated by Morningstar
DBRS, meet the eligible credit ratings in structured finance
transactions, and are consistent with the credit ratings assigned
to the rated notes as described in Morningstar DBRS' "Legal and
Derivative Criteria for European Structured Finance Transactions"
methodology.
Credit and liquidity support is provided by a GRF that was funded
at closing from the issuance of the Class X notes. The GRF is
non-amortizing, sized at 1.0% of the collateralized notes balance
at closing (Class A to Class E notes), minus the LRF. It covers
senior fees and expenses, swap payments, interest, as well as
principal deficiency ledger balances. An amortizing LRF provides
further liquidity support and covers senior fees and expenses, swap
payments, as well as interest shortfalls for the Class A and the
Class B notes. The LRF is sized at 1.0% of Class A and Class B
notes. The LRF amortizes in line with these notes with no triggers.
In addition, principal borrowing is also envisaged under the
transaction documentation and can be used to cover for interest
shortfalls of the most senior outstanding class of notes (except
the Class X notes).
Morningstar DBRS based its credit ratings on a review of the
following analytical considerations:
-- The transaction's capital structure, including the form and
sufficiency of available credit enhancement.
-- The credit quality of the mortgage portfolio and the ability of
the servicer 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. Morningstar DBRS analyzed the
mortgage portfolio in accordance with its "European RMBS Insight
Methodology".
-- The transaction's ability to withstand stressed cash flow
assumptions and repay the Class A, Class B, Class C, Class D, Class
E, and Class X notes according to the terms of the transaction
documents.
-- The structural mitigants in place to avoid potential payment
disruptions caused by operational risk, such as a downgrade, and
replacement language in the transaction documents.
-- The sovereign credit rating of AA with a Stable trend on the
United Kingdom of Great Britain and Northern Ireland as of the date
of this press release.
-- The expected 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.
Notes: All figures are in British pound sterling unless otherwise
noted.
FAST FINANCE: Kroll Advisory Named as Administrators
----------------------------------------------------
Fast Finance Ltd was placed into administration proceedings in the
High Court of Justice, Court Number: CR-2025-007336, and Geoffrey
Wayne Bouchier of Kroll Advisory Ltd and Ben Woodthorpe of S&W
Partners LLP were appointed as administrators on Oct. 21, 2025.
Fast Finance fka CF1 Finance Ltd; Cubefunder (NO 1) Ltd; Cubefunder
Ltd, specialized in credit granting.
Its registered office and principal trading address is at 2 Old
Great North Road, Stibbington, Cambridgeshire, United Kingdom, PE8
6LR.
The joint administrators can be reached at:
Ben Woodthorpe
S&W Partners LLP
22 York Buildings
London, WC2N 6JU
-- and --
Geoffrey Wayne Bouchier
Kroll Advisory Ltd
The News Building, Level 6
3 London Bridge Street
London, SE1 9SG
For further details contact:
Email: fahad.mohammed@swgroup.com
Alternative contact:
Fahad Mohammed
HAZEL RESIDENTIAL: Fitch Hikes Rating on Class E Notes to 'BB+sf'
-----------------------------------------------------------------
Fitch Ratings has upgraded Hazel Residential PLC's class B, C, D,
and E notes. Fitch has removed all ratings from Under Criteria
Observation.
Entity/Debt Rating Prior
----------- ------ -----
Hazel Residential PLC
A Loan LT AAAsf Affirmed AAAsf
A XS3021376846 LT AAAsf Affirmed AAAsf
B XS3021375954 LT AA+sf Upgrade AAsf
C XS3021377141 LT AAsf Upgrade Asf
D XS3021376176 LT A-sf Upgrade BBBsf
E XS3021376333 LT BB+sf Upgrade BBsf
F XS3021376416 LT B-sf Affirmed B-sf
RFN XS3021376507 LT CCsf Affirmed CCsf
Transaction Summary
The transaction is a static securitisation containing a mixed pool
of seasoned owner-occupied (OO) loans (95.7%) and buy-to-let (BTL)
loans (4.3%) originated by Santander UK (STUK) and its predecessor
building societies. STUK remains the legal title holder and the
servicer of the assets.
KEY RATING DRIVERS
UK RMBS Rating Criteria Updated: The rating actions reflect its
updated UK RMBS Rating Criteria (see 'Fitch Ratings Updates UK RMBS
Rating Criteria', dated 23 May 2025). Key changes include updated
representative pool weighted average foreclosure frequency, changes
to sector selection, revised recovery rate assumptions and changes
to cashflow assumptions. Fitch now applies dynamic default
distributions and high prepayment rate assumptions, rather than
static assumptions. The updated criteria resulted in a decrease in
the 'AAAsf' expected loss by 2pp for Hazel.
Credit Enhancement Build-up: All notes have benefited from a
build-up in credit enhancement (CE) despite the short timespan
since closing in March 2025. This is due to a fairly large
proportion of the pool having been redeemed or repurchased in the
first two payment dates since closing, the sequential amortisation
of the notes and a reserve fund that builds up as the liquidity
reserve amortises. These improvements are reflected in the upgrades
and affirmations of the notes.
Late-Stage Arrears Loans: Fitch's analysis assumes that loans
greater than nine months in arrears are defaulted for the purpose
of its asset and cash flow modelling. This assumption differs from
the 12-month threshold described in the criteria because the
performance is materially worse than the prime index, with arrears
greater than one month at 19.8% and arrears greater than three
months at 12.1% as of 31 August 2025.
This approach addresses yield compression risk from prolonged
non-payment without repossession. Fitch has classified 3.3% of the
pool as defaulted, with only principal recovery assumed. This
assumption has led us to reduce the transaction adjustment of 1.5x
applied to foreclosure frequency at closing to 1.0x, aligning it
with peer transactions originated by prime lenders with similar
performance.
Alternative Prepayment Rates: The deal includes a large portion of
fixed-rate loans subject to early repayment charges. The scheduling
of the loans' reversion from a fixed rate to the relevant follow-on
rate will likely determine when prepayments occur. Most fixed-rate
loans will revert to floating rate in the 12 months following
August 2025. Fitch has applied an alternative high prepayment
stress that tracks the fixed-rate reversion profile of the pools,
with prepayments capped at a maximum 40% a year.
Deviation from Model-Implied Ratings: The long seasoning of some
loans results in low sustainable loan-to-value ratios, given the
benefit of property price indexation, which in turn results in
Fitch's ResiGlobal asset model predicting high recovery rates. To
account for potentially larger-than-expected losses from
non-performing loans in the pool, as recovery rates on repossessed
properties have been lower than suggested by the seasoning on the
assets, Fitch has limited the upgrades to one notch below the
model-implied ratings for the class C, D and E notes by considering
a 5% decrease in the WA recovery rate (RR).
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
The transaction 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.
Fitch found that a 15% increase in the weighted average foreclosure
frequency and 15% decrease of the weighted average recovery rate
would imply the following:
Class A: 'AAAsf'
Class A loan: 'AAAsf'
Class B: 'AA+sf'
Class C: 'Asf'
Class D: 'BBsf'
Class E: Below 'B-sf'
Class F: Below 'B-sf'
Class RFN: 'CCsf'
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
Stable to improved asset performance driven by stable delinquencies
and defaults would lead to increasing credit enhancement and,
potentially, upgrades.
Fitch found that a 15% decrease in the weighted average foreclosure
frequency and 15% increase of the weighted average recovery rate
would result in the following:
Class A: 'AAAsf'
Class A loan: 'AAAsf'
Class B: 'AA+sf'
Class C: 'AA+sf'
Class D: 'AA+sf'
Class E: 'A+sf'
Class F: 'BB+sf'
Class RFN: 'CCsf'
USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10
Form ABS Due Diligence-15E was not provided to, or reviewed by,
Fitch in relation to this rating action.
DATA ADEQUACY
Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third-party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.
Prior to the transaction closing, Fitch reviewed the results of a
third-party assessment conducted on the asset portfolio information
and concluded that there were no findings that affected the rating
analysis.
Prior to the transaction closing, 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.
IMPALA BIDCO: Moody's Cuts CFR to Caa2, Outlook Negative
--------------------------------------------------------
Moody's Ratings has downgraded Impala Bidco 0 Limited's (Acacium
Group, or the company) corporate family rating to Caa2 from B3 and
the probability of default rating to Caa2-PD from B3-PD.
Concurrently, Moody's downgraded to Caa2 from B3 the ratings of
the existing GBP375 million senior secured first lien term loan B
(GBP TLB) due 2028, of the GBP45 million senior secured first lien
revolving credit facility (RCF) due 2027 both issued by Impala
Bidco 0 Limited and of the $140 million senior secured first lien
term loan B (USD TLB) due 2028 issued by ICS US Holdings Inc., with
a negative outlook on both entities. Previously, the rating was on
review for downgrade. The rating action concludes the review for
downgrade announced on July 21, 2025.
RATINGS RATIONALE
The rating action reflects the continued contraction of Acacium
Group's business activities between May and August. Moody's have
lowered Moody's expectationss of Moody's adjusted EBITDA (EBITDA)
for the second time since Moody's publications in February 2025.
Moody's revised EBITDA of GBP29 million and GBP42 million for 2025
and 2026 respectively, result in very weak interest coverage, based
on the current interest expenditures of about GBP45 million per
year. The downgrade also reflects Moody's expectations that Moody's
adjusted gross debt to EBITDA will remain above 9.0x in 2027, when
the company will likely be refinancing its existing indebtedness;
at these levels Moody's think achieving a successful refinancing
could be challenging.
Moody's also assumes that potential disposals, indicated earlier in
the year, will not generate sufficient proceeds to reduce
materially the debt outstanding; Moody's projections factor in up
to GBP15 million realized by the end of the year, which would
largely support liquidity. The company had GBP7.4 million of cash
on balance sheet at the end of August 2025, down from GBP25.8
million at the beginning of 2025.
Acacium Group's Caa2 ratings are constrained by its (1) revenue
generation remaining highly dependent on NHS England, which faces
pressure from increased demand and unsustainable cost structure;
(2) limited revenue visibility because of protracted uncertainty
around funding of the UK public healthcare; (3) capital structure
sustainability because of the combination of Moody's adjusted
EBITDA to Interest below 1.0x and elevated Moody's adjusted debt to
EBITDA that Moody's expects to remain above 11.0x also in 2026.
Acacium Group's ratings, however, are supported by its (1) leading
position in a fragmented market; (2) long term growth in demand for
healthcare services with supportive demographics in its core
markets (UK, US, Australia), alongside structural and sustained
staff shortages; (3) diversified offering that includes life
sciences, the provision of community based and digital healthcare
service solutions, and international presence, all factors
contributing to a reduced reliance on NHS England.
LIQUIDITY
Acacium Group's liquidity remains adequate at present. The
company's GBP7.4 million cash on balance sheet (as of August 31,
2025) is augmented by a fully undrawn GBP45 million senior secured
RCF. Moody's are expecting, however, Moody's adjusted free cash
flow to remain negative in 2026 and break-even only in 2027.
The RCF has a springing first lien net leverage covenant being
tested only when the RCF's drawn amount exceeds 40% of commitment;
Moody's estimates only limited intra-year drawings and a zero
balance at year end. The company has sufficient availability from a
number of asset backed facilities, which are used to manage
intra-year working capital movements.
Acacium Group's debt maturity profile remains favorable, with the
next scheduled debt repayment in 2028, when the senior secured
first lien term loan B matures. The company has therefore some time
to improve its current credit metrics. Liquidity, however, could
further deteriorate in the next 12 months absent any disposals or a
recovery of revenue.
STRUCTURAL CONSIDERATIONS
The GBP TLB and USD TLB, together with the RCF rank pari-passu and
are rated in line with the CFR reflecting a senior only financing
structure.
RATIONALE FOR THE OUTLOOK
The negative outlook reflects the limited visibility of a recovery
in the company's credit metrics and expected weakening of the
company's liquidity in the next 12-18 months. The negative outlook
also indicates that Acacium Group's cash flow generation may not be
sufficient to service its current debt obligations, and the company
would face significant challenges to refinance its capital
structure in the next 12-18 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The negative outlook indicates that a ratings upgrade is unlikely
over the next 12-18 months. The ratings could however be upgraded
following a sustained period of stable volumes and profitability.
An upgrade would also require the company to maintain adequate
liquidity, a Moody's-adjusted EBITA to interest above 1.0x and
positive FCF.
The ratings could be downgraded if the company fails to meet
Moody's revised EBITDA expectation in the next 12-18 months and
Moody's assesses that liquidity has further weakened from current
levels. A rating downgrade could also occur if Moody's were to
revise downwards Moody's recovery assumptions under a default
scenario.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
Acacium Group's Caa2 rating is two notches below the
scorecard-indicated outcome of B3. The difference reflects the
company's deteriorating performance since the end of 2024 and its
weakening liquidity.
COMPANY PROFILE
Acacium Group, a leading global healthcare and life science
delivery partner with services and staffing operations across four
continents. Acacium Group is headquartered in London and since
September 2020 is majority-owned by Onex Partners. The company has
a market leading position as supplier of temporary staff to NHS
England and after acquiring USA based Favorite, in December 2021,
it is one of the top 10 healthcare staffing firms in the country.
OAKDALE ELECTRICAL: Opus Restructuring Named as Administrators
--------------------------------------------------------------
Oakdale Electrical Contractors Limited was placed into
administration proceedings in the High Court of Justice, Court
Number: CR-2025-001390, and Mark Nicholas Ranson and Ian McCulloch
of Opus Restructuring LLP were appointed as administrators on Oct.
16, 2025.
Oakdale Electrical engaged in electrical installation.
Its registered office and principal trading address is at Blackburn
Rovers Enterprise Centre Suite 2, Nuttall Street, Blackburn,
Lancashire, BB2 4JF.
The administrators can be reached at:
Ian McCulloch
Mark Nicholas Ranson
Opus Restructuring LLP
Mount Suite, Rational House
32 Winckley Square
Preston PR1 3JJ
For further information, contact:
Maria Price
Tel No: 01772 669 862
Email: maria.price@opusllp.com
OAKESUK LIMITED: Milner Boardman Named as Administrators
--------------------------------------------------------
Oakesuk Limited was placed into administration proceedings in the
High Court of Justice, Business and Property Courts in Manchester,
Insolvency and Companies, Court Number: CR-2025-001399, and Darren
Brookes of Milner Boardman & Partners was appointed as
administrators on Oct. 17, 2025.
Oakesuk Limited engaged in the installation of industrial machinery
and equipment.
Its registered office is at 1st Floor 5 Whiteside, Station Road,
Holmes Chapel, Crewe, CW4 8AA (to be changed to Grosvenor House 22
Grafton Street, Altrincham, WA14 1DU)
Its principal trading address is at 1st Floor 5 Whiteside, Station
Road, Holmes Chapel, Crewe, CW4 8AA
The joint administrators can be reached at:
Darren Brookes
Milner Boardman & Partners
Grosvenor House
22 Grafton Street
Altrincham WA14 1DU
Creditors requiring further information should either contact:
Grosvenor House
22 Grafton Street
Altrincham WA14 IDU
Tel No: 0161 927 7788
-- or contact --
Natasha Baldwin
Email: natashab@milnerboardman.co.uk
Tel No: 0161 927 7788
ORION MIDCO: Fitch Assigns 'B' LongTerm IDR, Outlook Positive
-------------------------------------------------------------
Fitch Ratings has assigned final Long-Term Issuer Default Ratings
(IDRs) of 'B' to Orion Midco Ltd, and its subsidiaries, Orion Bidco
Ltd and Orion US Finco Inc., collectively known as OSTTRA. The
Rating Outlook is Positive. Fitch has also assigned a final 'BB-'
instrument rating and 'RR2' Recovery Rating to OSTTRA's $1.3
billion first lien term loan, and a final 'CCC+'/'RR6' rating to
its $300 million second lien term loan. The final ratings are in
line with the expected ratings assigned on May 14, 2025.
OSTTRA benefits from a strong niche market position, decent revenue
visibility and countercyclical attributes. However, these strengths
are offset by high leverage and customer concentration risks.
The Positive Outlook reflects Fitch's expectation for successful
execution of OSTTRA's carve-out plan, with steady improvements in
FCF and leverage over time. If credit metrics continue to
strengthen, Fitch could upgrade the rating within 18-24 months.
Key Rating Drivers
Credit Metrics to Strengthen: Fitch expects EBITDA leverage in the
mid-6x area on a pro forma basis through 2025, improving to the
mid-5x area by YE 2027. Although starting leverage is high, the
company should generate solid cash flow, particularly as carve-out
costs abate, with forecast (CFO-capex)/debt of 4.0% in 2026,
climbing to 5.6% in 2027. Carve-out risks seem manageable, as the
company mainly operates independently and has Transition Service
Agreements with its former owners. Fitch believes sponsor KKR & Co.
Inc.'s (A/Stable) carve-out expertise will contribute to a
successful, budget-aligned outcome.
Moderate Financial Policy: OSTTRA plans to pursue a financial
policy that balances debt reduction with growth investments. M&A
does not appear to be a key pillar of OSTTRA's strategy, and the
company has indicated its desire to strengthen its credit profile,
post carve-out. However, Fitch's financial forecast assumes no debt
repayment, because the excess cash flow sweep is set at a level
that is unlikely to necessitate mandatory repayments, coupled with
the possibility that the financial sponsor ownership may lead to
shareholder-friendly actions.
Customer Concentration Poses Risks: OSTTRA has a highly
concentrated customer base, with its top 11 customers accounting
for over half of revenue. Fitch considers the company's
relationships with these Tier 1 banks to be strong, evidenced by an
average duration of 21 years and no material customer attrition,
except in M&A cases. However, this concentration poses a risk, as
the banks wield considerable bargaining power and play a pivotal
role in OSTTRA's network. Losing a major customer could adversely
affect both revenue and the strength of OSTTRA's network. This risk
is mitigated by the limited number of alternative platforms
customers can move to.
Strong Niche Market Position: OSTTRA holds 90%-plus market share in
certain high-volume areas of Post Trade Processing
(rates/derivatives, FX and credit) and Trade Lifecycle
(triResolve). Its solutions serve as essential market
infrastructure with few alternatives, are deeply embedded in
customers workflows, and benefit from significant network effects,
making them challenging to replace. Competition largely consists of
point solutions, or products lacking a network that includes both
buy-side and sell-side participants, a crucial element of OSTTRA's
offering. However, with EBITDA of approximately $250 million, the
company is small on an absolute basis and relative to competitors.
Decent Revenue Visibility: About one-third of OSTTRA's revenue
comes from subscriptions, with the remainder from volume-based
transactions that are generally recurring. Volume risk is partly
offset by a discount curve pricing model, where fee-for-service
rates are initially higher until certain volume thresholds are met.
The business benefits from countercyclical attributes due to
interest rate and FX movements during economic volatility.
Over-the-counter (OTC) rates and FX derivatives have experienced
steady growth over the past decade, a trend Fitch expects to
continue due to rate volatility, geopolitical uncertainty, a move
toward shorter tenor instruments and other factors.
Rating Linkage: Fitch equalizes the ratings of Orion Midco Ltd (the
holding company and financial statement filer) and its
subsidiaries, Orion US Finco and Orion Bidco. This equalization
reflects the entities' cross-guarantees and co-borrower
arrangements under the credit facilities, which create shared
credit obligations across the group.
Peer Analysis
OSSTRA's ratings highlight its position as a leading provider of
post-trade solutions in the global OTC derivatives market. Its
solutions are hard to replace due to strong network effects and
deep integration into customer workflows. Despite its small size,
the company enjoys significant economies of scale in its markets,
leading to strong profitability, with an EBITDA margin in the 50%
area. Fitch projects its leverage and (CFO-capex)/debt ratio to be
around 6x and 4.0%, respectively, in 2026, aligning with other 'B'
rated companies in the TMT sector.
OSTTRA is comparable to data and analytics firms like Boost Parent,
LP (B/Stable; dba J.D. Power) and Neptune BidCo US Inc. (B+/Stable;
dba Nielsen), both of which have strong market positions and
profitability. J.D. Power shares similar limited diversification
attributes with OSTTRA. However, it has historically maintained
leverage above 6x on a sustained basis due in-part to its focus on
debt-funded M&A. Fitch expects Nielsen's leverage to be maintained
below 6x. Its scale and stronger credit metrics justify the
one-notch rating differential relative to OSTTRA.
Key Assumptions
- Annual revenue increase of 4%-5%, driven by low-single-digit
growth in trade processing and optimization, mid-single digit
expansion in trade lifecycle, combined with modest near-term
contributions from growth initiatives;
- EBITDA margin improvement to 51.6% by 2028, from 48.7% in 2024,
as revenue gains outpace cost increases;
- Non-recurring costs of approximately $20 million-$25 million
annually in 2025-2026 for transition, growth investments, and tech
upgrades, dropping to $10 million or less thereafter;
- Stock-based compensation estimated at $10 million in 2025, with
gradual increases through the forecast period;
- SOFR at 4.00% in 2025, dropping to 3.50% in 2026 and 2027;
- Cash taxes of $36 million in 2025 and growing annually;
- Capital expenditure intensity of 4% annually as a percentage of
revenue;
- Debt repayments of $13 million in amortization annually, with no
voluntary or excess cash flow sweep repayments.
Recovery Analysis
Key Recovery Rating Assumptions
- The recovery analysis assumes that OSTTRA would be reorganized as
a going-concern in bankruptcy rather than liquidated.
- Fitch has assumed a 10% administrative claim.
- The $150 million revolver is fully drawn at the time of
restructuring.
- Residual value from non-guarantors, which account for 35% of
EBITDA, will be available to satisfy 1L and 2L claims in order of
priority due to the equity pledge from the Holdco guarantor, Orion
Midco Ltd.
Going-Concern (GC) Approach
Fitch's GC EBITDA assumption reflects a distressed scenario whereby
OSTTRA experiences the loss of a significant portion of business
from its largest customers, resulting in a revenue decline of a
little over $52 million. Fitch assumes the company has limited
ability to offset this revenue decline with cost cuts given its
fixed cost structure and the potential for increased investments to
mitigate additional customer losses. Fitch assumes that EBITDA
stabilizes at $181 million, which represents its estimate of
sustainable port-reorganization GC EBITDA.
EV Multiple: Fitch assumes a 7.0x EV multiple, which reflects the
company's strong market position and good FCF conversion. The
multiple is supported by the following:
Transaction Multiples: Comparable transactions have generally been
conducted at multiples in excess of 12x adjusted EBITDA.
Comparable Public Companies: Peer providers of technology to the
financial services space have EV/EBITDA multiples of 13x upwards.
Comparable Reorganization Multiples: Median reorganization
multiples for the TMT industry have historically been ~5.9x (per
2024 TMT bankruptcy case study). While this provides a
point-of-reference, there are no direct peers in this data set upon
which a recovery multiple can be based. Further, many of the
examples in this report reflect secularly challenged businesses,
which may limit the relevance.
Recovery: Fitch expects recovery on the first-lien term loan of
'RR2', resulting in a 'BB-' instrument rating, and recovery on the
second lien term loan of 'RR6', resulting in a 'CCC+' instrument
rating. OSTTRA's economic value is spread across multiple
jurisdictions, all within 'A' country groupings according to
Fitch's "Country-Specific Treatment of Recovery Ratings Criteria,"
resulting in no cap on the recovery ratings.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
The Outlook could be stabilized if credit measures appear unlikely
to be sustained below the positive rating sensitivities, including
due to the possibility of a change in financial policy;
- EBITDA leverage sustained above 7.0x;
- CFO-capex/debt below 2.5% on a sustained basis;
- Increased competition or material operational challenges.
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade
- Expectation that EBITDA leverage will be sustained at or below
5.5x;
- Expectation that (CFO-capex)/debt will exceed 5.0% on a sustained
basis;
- Evidence of financial discipline that is supportive of
deleveraging.
Liquidity and Debt Structure
At transaction close, liquidity is solid, comprised of $160 million
in cash and an undrawn $150 million revolver. Fitch anticipates
that the company will generate positive FCF throughout the rating
period. Scheduled principal repayments are modest at $13 million
annually, and there are no near-term debt maturities. The RCF,
first lien term loan, and second lien term loan will mature in
2030, 2032, and 2033, respectively.
Issuer Profile
Orion Midco and its subsidiary entities are leading providers of
post-trade solutions for the global OTC derivatives market. The
company provides comprehensive post-trade offerings and workflow
solutions for various asset classes.
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
----------- ------ -------- -----
Orion Midco Ltd LT IDR B New Rating B(EXP)
Orion US Finco Inc. LT IDR B New Rating B(EXP)
senior secured LT BB- New Rating RR2 BB-(EXP)
Senior Secured
2nd Lien LT CCC+ New Rating RR6 CCC+(EXP)
Orion Bidco Ltd LT IDR B New Rating B(EXP)
PHBB RESTAURANTS: Coots & Boots Named as Administrators
-------------------------------------------------------
PHBB Restaurants Ltd was placed into administration proceedings in
the High Court of Justice Business and Property Courts Insolvency &
Companies List (ChD), Court Number: CR-2025-007043, and Duncan
Coutts and Rupen Patel of Coots & Boots were appointed as
administrators on Oct. 9, 2025.
PHBB Restaurants, trading as PAHLI HILL BANDRA BHAI, is a licensed
restaurant.
Its registered office is at The Courtyard, 14a Sydenham Road,
Croydon, CR0 2EE
Its principal trading address is at 79-81 Mortimer Street, London,
W1W 7SJ
The joint administrators can be reached at:
Duncan Coutts
Rupen Patel
Coots & Boots
Suite 35, Unit 2
94A Wycliffe Road
Northampton, NN1 5JF
For further details, contact:
The Joint Administrators
Email: creditors@cootsandboots.com
TEMPLE QUAY 2: DBRS Gives BB Rating on Class F Notes
----------------------------------------------------
DBRS Ratings Limited assigned credit ratings to the following
classes of notes (the Rated Notes) issued by Temple Quay No. 2 PLC
(the Issuer):
-- Class A notes at AAA (sf)
-- Class B notes at AA (low) (sf)
-- Class C notes at A (low) (sf)
-- Class D notes at BBB (sf)
-- Class E notes at BB (high) (sf)
-- Class F notes at BB (sf)
The credit rating on the Class A notes addresses the timely payment
of interest and the ultimate repayment of principal on or before
the legal final maturity date. The credit ratings on the Class B,
Class C, Class D, Class E, and Class F notes address the timely
payment of interest once they become the most senior notes
outstanding (with any previously subordinated interest assessed on
an ultimate basis) and the ultimate repayment of principal on or
before the final maturity date. Morningstar DBRS does not rate the
Class Z and Class R notes (together with the Rated Notes, the
Notes).
CREDIT RATING RATIONALE
The transaction represents the refinancing of Temple Quay No.1 PLC,
an issuance of residential mortgage-backed securities (RMBS) backed
by first-lien mortgage loans closed on November 2022 in the UK and
originated by Bank of Ireland (UK) PLC, The Governor and Company of
the Bank of Ireland (UK Branch), Bank of Ireland Home Mortgages
Limited, and Bristol & West PLC between 1982 and 2022. The Issuer
(Temple Quay No.2 PLC) is a bankruptcy-remote special-purpose
vehicle (SPV) incorporated in the UK.
Bank of Ireland (UK) PLC acts as the servicer of the portfolio. In
Morningstar DBRS' view, the servicer is an experienced player in
the UK market with a good risk management framework in accordance
with the industry, an active servicing and arrears management
process, and good use of technology.
Morningstar DBRS calculated credit enhancement for the Class A
notes at 28.5%, provided by the subordination of the Class B to
Class Z notes. Credit enhancement for the Class B notes is 22%,
provided by the subordination of the Class C to Class Z notes.
Credit enhancement for the Class C notes is 17%, provided by the
subordination of the Class D to Class Z notes. Credit enhancement
for the Class D notes is 13%, provided by the subordination of the
Class E to Class Z notes. Credit enhancement for the Class E notes
is 9.75%, provided by the subordination of the Class F and Class Z
notes. Credit enhancement for the Class F notes is 8.75%, provided
by the subordination of the Class Z notes.
Interest payable on the Class B, Class C, Class D, Class E, and
Class F notes shall be deferred to the next Interest Payment Date
to the extent only of any insufficiency of funds. The deferred
interest does not become due and payable immediately when the notes
become most senior. Any amounts of deferred interest in respect of
these notes shall accrue interest.
The transaction benefits from a General Reserve Fund, a Liquidity
Reserve Fund and a MSA Warranty Claims Reserve Fund. The General
Reserve Fund (GRF) is a non-amortizing reserve, fully funded at
closing, which provides credit enhancement and liquidity for the
collateralized notes (Class A to Z notes). The Liquidity Reserve
Fund is an amortizing reserve to provide liquidity to Class A Notes
and to pay senior fees. The MSA Warranty Claims Reserve Fund is a
non-amortizing reserve, fully funded at closing, which covers
certain amounts which the Issuer is entitled to claim (following
any applicable grace periods and notification limitations) from the
Seller in respect of any breach of a Seller Asset Warranty until
the Interest Payment Date following the MSA Warranty Claims Reserve
Release Date, when it will be set to 0.
The transaction also features two fixed-to-floating interest rate
swaps, given the presence of fixed-rate loans (24% of the loan
balance is linked to Bank of England Base Rate, 52% of the loan
balance is linked to Standard Variable Rate, and the remaining 24%
of the loan balance is composed of fixed loans with compulsory
reversion to floating in the future), while the Rated Notes pay a
coupon linked to Sonia on a quarterly basis, generating unhedged
basis risk. Morningstar DBRS took basis risk into account in its
cash flow analysis. Following the payment date in October 2028 (the
step-up date), the margins payable on the Rated Notes will
increase.
U.S. Bank Europe DAC (UK Branch) is the account bank for this
transaction. Morningstar DBRS' private rating on U.S. Bank and
downgrade provisions are consistent with the threshold for the
account bank as outlined in Morningstar DBRS' "Legal and Derivative
Criteria for European Structured Finance Transactions" methodology,
given the ratings assigned to the Rated Notes.
Morningstar DBRS was provided with a mortgage portfolio equal to
GBP 279.1 million as of 30 September 2025 (the cut-off date), which
consisted of 2,716 mortgage loans. Of the portfolio balance, 85.8%
of the loans were interest-only loans. As of the cut-off date, 54%
of the loan balance in the portfolio balance was performing, 8% of
the loan balance was no more than one month in arrears, 5% of the
loan balance was between one and two months in arrears, 3% of the
loan balance was between two and three months in arrears, 4% of the
loan balance was between three and six months in arrears, 4% was
between six and nine months in arrears, 3% was between nine and 12
months in arrears, and 19% of the loans were more than 12 months in
arrears. Loans representing 39.5% of the balance have been
restructured in the past, while only 16.2% were restructured in the
last five years. Morningstar DBRS considered these in its
assessment. Morningstar DBRS assessed the historical performance of
the mortgage loans.
The weighted-average (WA) seasoning of the portfolio as of the
cut-off date is 18 years whereas the WA remaining term is six
years. The WA original loan-to-value (LTV) ratio stands at 82%,
while considering the updated valuations, the WA current LTV is
58.5%. 20.6% of the portfolio balance comprises buy-to-let loans
and 49.4% of the portfolio balance comes from self-employed
borrowers.
The final maturity of the transaction is July 2062.
Morningstar DBRS based its credit ratings on a review of the
following analytical considerations:
-- The transaction's capital structure, including the form and
sufficiency of available credit enhancement;
-- The credit quality of the mortgage portfolio and the ability of
the servicer 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. Morningstar DBRS analyzed the
mortgage portfolio in accordance with its "European RMBS Insight
Methodology";
-- The transaction's ability to withstand stressed cash flow
assumptions and repay the Loan Notes and the Class A, Class B,
Class C, Class D, Class E and Class F notes according to the terms
of the transaction documents;
-- The structural mitigants in place to avoid potential payment
disruptions caused by operational risk, such as a downgrade, and
replacement language in the transaction documents;
-- Morningstar DBRS' sovereign credit rating on the United Kingdom
of Great Britain and Northern Ireland of AA with a Stable trend as
of the date of this press release; and
-- The expected 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 address the assignment of the assets to the
Issuer.
Morningstar DBRS' credit ratings on the Class A, Class B, Class C,
Class D, Class E, and Class F notes address the credit risk
associated with the identified financial obligations in accordance
with the relevant transaction documents. The associated financial
obligations are the Interest Payment Amounts and the related Class
Balances.
Notes: All figures are in British pound sterling unless otherwise
noted.
UK FM SERVICES: Moorfields Named as Administrators
--------------------------------------------------
UK FM Services Limited was placed into administration proceedings
in the High Court of Justice, Business and Property Courts of
England and Wales, Insolvency and Companies List, No 007197 of
2025, and Andrew Pear and Michael Solomons of Moorfields were
appointed as administrators on Oct. 15, 2025.
Its registered office and principal trading address is at Create
Business Hub, Ground Floor 5 Rayleigh Road, Hutton, Brentwood, CM13
1AB
The joint administrators can be reached at:
Andrew Pear
Michael Solomons
Moorfields
82 St John Street
London EC1M 4JN
Tel No: 020-7186-1144
For further details, contact:
Benjamin Herbert
Moorfields
82 St John Street
London EC1M 4JN
Tel No: 020 7186 1153
Email: benjamin.herbert@moorfieldscr.com
VENATOR MATERIALS UK: Alvarez & Marsal Named as Administrators
--------------------------------------------------------------
Venator Materials UK Limited was placed into administration
proceedings in the High Court of Justice, Business & Property
Courts of England & Wales, Insolvency & Companies List (ChD), No
CR-2025-007064, and Jonathan Marston, Helen Skeates, and Mark
Firmin of Alvarez & Marsal Europe LLP were appointed as
administrators on Oct. 22, 2025.
Venator Materials is a manufacturer of dyes and pigments.
Its registered office and principal trading is at Titanium House,
Hanzard Drive, Wynyard Park, TS22 5FD
The joint administrators can be reached at:
Jonathan Marston
Helen Skeates
Mark Firmin
Alvarez & Marsal Europe LLP
Suite 3, Avery House
69 North Street, Brighton BN41 1DH
Tel No: +44(0)20-7715-5200
For further information, contact:
Peter Morgan
Alvarez & Marsal Europe LLP
Tel No: +44 (0)20 7715 5223
Email: INS_VEMUKL@alvarezandmarsal.com
===============
X X X X X X X X
===============
[] BOOK REVIEW: A History of the New York Stock Market
------------------------------------------------------
Author: Robert Sobel
Publisher: Beard Books
Soft cover: 395 pages
List Price: $34.95
https://ecommerce.beardbooks.com/beardbooks/the_big_board.html
First published in 1965, The Big Board was the first history of the
New York stock market. It's a story of people: their foibles and
strengths, earnestness and avarice, triumphs and crash-and-burns.
It's full of entertaining anecdotes, cocktail-party trivia, and
tales of love and hate between companies and investors.
Early investments in North America consisted almost exclusively of
land. The few securities holders lived in cities, where informal
markets grew, with most trading carried out in the street and in
coffeehouses. Banking, insurance, and manufacturing activity
increased only after the Revolution. In 1792, 24 prominent New
York businessmen, for whom stock- and bond-trading was only a side
business, met under a buttonwood tree on Wall Street and agreed to
trade securities on a common commission basis. Five securities
were traded: three government bonds and two bank stocks. Trading
was carried out at the Tontine Coffee-House in a call market, with
the president reading out a list of stocks as brokers traded each
in turn.
The first half of the 19th century was heady for security trading
in New York. In 1817, the Tontine gave way to the New York Stock
and Exchange Board, with a more organized and regulated system.
Canal mania, which peaked in the late 1820s, attracted European
funds to New York and volume soared to 100 shares a day. Soon, the
railroads competed with canals for funding. In the frenzy, reckless
investors bought shares in "sheer fabrications of imaginative and
dishonest men," leading an economist of the day to lament that
"every monied corporation is prima facia injurious to the national
wealth, and ought to be looked upon by those who have no money with
jealousy and suspicion."
Colorful figures of Wall Street included Jay Gould and Jim Fisk,
who in 1869 precipitated one of the worst panics in American
financial history by trying to corner the gold market. Almost
lynched, the two were hauled into court, where Fisk whined, "A
fellow can't have a little innocent fun without everybody raising a
halloo and going wild." Then there was Jay Cooke, who invented the
national bond drive and, practically unaided, financed the Union
effort in the Civil War. In 1873, however, faulty judgement on
railroad investments led to the failure of Cooke & Co. and a panic
on Wall Street. The NYSE closed for ten days. A journalist wrote:
"An hour before its doors were closed, the Bank of England was not
more trusted."
Despite J. P. Morgan's virtual single-handed role in stemming the
Knickerbocker Trust panic of 1907, on his death in 1913, someone
wrote "We verily believe that J. Pierpont Morgan has done more harm
in the world than any man who ever lived in it." In the 1950s,
Charles Merrill was instrumental in changing this attitude toward
Wall Streeters. His firm, Merrill Lynch, derisively known in some
quarters as "We, the People" and "The Thundering Herd," brought
Wall Street to small investors, traditionally not worth the effort
for brokers.
The Big Board closes with this story. Asked by a much younger man
what he thought stocks would do next, J.P. Morgan "never hesitated
for a moment. He transfixed the neophyte with his sharp glance and
replied 'They will fluctuate, young man, they will fluctuate.' And
so they will."
Robert Sobel died in 1999 at the age of 68. A professor at Hofstra
University for 43 years, he was a prolific historian of American
business, writing or editing more than 50 books.
This book may be ordered by calling 888-563-4573 or by visiting
www.beardbooks.com or through your favorite Internet or local
bookseller.
[] BOOK REVIEW: Transnational Mergers and Acquisitions
------------------------------------------------------
Author: Sarkis J. Khoury
Publisher: Beard Books
Softcover: 292 pages
List Price: $34.95
Order your personal copy today at http://is.gd/hl7cni
Transnational Mergers and Acquisitions in the United States will
appeal to a wide range of readers. Dr. Khoury's analysis is
valuable for managers involved in transnational acquisitions,
whether they are acquiring companies or being acquired themselves.
At the same time, he provides a comprehensive and large-scale look
at the industrial sector of the U.S. economy that proves very
useful for policy makers even today. With its nearly 100 tables of
data and numerous examples, Khoury provides a wealth of information
for business historians and researchers as well.
Until the late 1960s, we Americans were confident (some might say
smug) in our belief that U.S. direct investment abroad would
continue to grow as it had in the 1950s and 1960s, and that we
would dominate the other large world economies in foreign
investment for some time to come. And then came the 1970s, U.S.
investment abroad stood at $78 billion, in contrast to only $13
billion in foreign investment in the U.S. In 1978, however, only
eight years later, foreign investment in the U.S. had skyrocketed
to nearly #41 billion, about half of it in acquisition of U.S.
firms. Foreign acquisitions of U.S. companies grew from 20 in 1970
to 188 in 1978. The tables had turned an Americans were worried.
Acquisitions in the banking and insurance sectors were increasing
sharply, which in particular alarmed many analysts.
Thus, when it was first published in 1980, this book met a growing
need for analytical and empirical data on this rapidly increasing
flow of foreign investment money into the U.S., much of it in
acquisitions. Khoury answers many of the questions arising from the
situation as it stood in 1980, many of which are applicable today:
What are the motives for transnational acquisitions? How do foreign
firms plans, evaluate, and negotiate mergers in the U.S.? What are
the effects of these acquisitions on competition, money and capital
markets; relative technological position; balance of payments and
economic policy in the U.S.?
To begin to answer these questions, Khoury researched foreign
investment in the U.S. from 1790 to 1979. His historical review
includes foreign firms' industry preferences, choice of location in
the U.S., and methods for penetrating the U.S. market. He notes the
importance of foreign investment to growth in the U.S.,
particularly until the early 20th century, and that prior to the
1970s, foreign investment had grown steadily throughout U.S.
history, with lapses during and after the world wars.
Khoury found that rates of return to foreign companies were
notexcessive. He determined that the effect on the U.S. economy was
generally positive and concluded that restricting the inflow of
direct and indirect foreign investment would hinder U.S. economic
growth both in the short term and long term. Further, he found no
compelling reason to restrict the activities of multinational
corporations in the U.S. from a policy perspective. Khoury's
research broke new ground and provided input for economic policy at
just the right time.
Sarkis J. Khoury holds a Ph.D. in International Finance from
Wharton. He teaches finance and international finance at the
University of California, Riverside, and serves as the Executive
Director of International Programs at the Anderson Graduate School
of Business.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Marites O. Claro, Rousel Elaine T. Fernandez, Joy A. Agravante,
Julie Anne L. Toledo, Ivy B. Magdadaro, and Peter A. Chapman,
Editors.
Copyright 2025. All rights reserved. ISSN 1529-2754.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers.
Information contained herein is obtained from sources believed to
be reliable, but is not guaranteed.
The TCR Europe subscription rate is US$775 per half-year,
delivered via e-mail. Additional e-mail subscriptions for
members of the same firm for the term of the initial subscription
or balance thereof are US$25 each. For subscription information,
contact Peter Chapman at 215-945-7000.
* * * End of Transmission * * *