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251212.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, December 12, 2025, Vol. 26, No. 248 Headlines B E L G I U M INFINITY BIDCO I: Moody's Affirms B2 CFR, Alters Outlook to Stable F I N L A N D NOKIA OYJ: Moody's Affirms 'Ba1' CFR, Alters Outlook to Positive I R E L A N D AVOCA CLO XXXIV: S&P Assigns Prelim B- (sf) Rating to Cl. F Notes CVC CORDATUS VII: S&P Assigns B- (sf) Rating to Class F-R Notes SILVER POINT 1: S&P Assigns B- (sf) Rating to Class F Notes I T A L Y MATICMIND SPA: S&P Assigns Prelim. 'B' Rating, Outlook Stable L U X E M B O U R G FLAMINGO II LUX: S&P Affirms 'B-' ICR, Outlook Negative U N I T E D K I N G D O M ANGOLO A SUD: Oury Clark Appointed as Joint Administrators BOEM LEISURE: FRP Advisory Appointed as Joint Administrators CPR ELECTRICAL: PKF Littlejohn Appointed as Joint Administrators OUTERSPACE BUILDINGS: Mercian Advisory Appointed as Administrators S4 CAPITAL: Moody's Affirms 'B2' CFR, Alters Outlook to Negative SARDINA SYSTEMS: Marshall Peters Appointed as Administrator STONEGATE HOMES (HOVE 2): Moorfields Appointed as Administrators STONEGATE HOMES: Moorfields Appointed as Joint Administrators US CAPITAL: Moore Kingston Appointed as Joint Administrators VEDANTA RESOURCES: Moody's Affirms 'B1' CFR, Alters Outlook to Pos. VIROCELL BIOLOGICS: FRP Advisory Appointed as Joint Administrators VITRIFI LIMITED: FRP Advisory Appointed as Joint Administrators X X X X X X X X [] BOOK REVIEW: Dangerous Dreamers - - - - - ============= B E L G I U M ============= INFINITY BIDCO I: Moody's Affirms B2 CFR, Alters Outlook to Stable ------------------------------------------------------------------ Moody's Ratings has affirmed Infinity Bidco 1 Limited's (Corialis or the company) B2 long-term corporate family rating and B2-PD probability of default rating following the proposed amend-and-extend (A&E) transaction of its senior secured bank credit facilities. Concurrently, Moody's have assigned B2 instrument ratings to the amended and extended EUR- and GBP- denominated tranches of the backed senior secured first-lien term loan B (TLB) due 2031 and the backed senior secured first-lien revolving credit facility (RCF) due 2031. Upon completion of the transaction, Moody's expects to withdraw the ratings on the existing EUR and GBP tranches of the senior secured first lien TLB and RCF due 2028. The outlook has been changed to stable from negative. The proposed A&E transaction will push out Corialis' debt maturity profile by three years—to 2031 from 2028—across its EUR and GBP TLB tranches and undrawn committed RCF. Moody's views the transaction as credit positive due to governance considerations, reflecting proactive management of debt maturities while remaining leverage neutral, as Moody's don't expect upsizing of drawn facilities. RATINGS RATIONALE The affirmation of Corialis' ratings reflects its leading market position in aluminum fenestration and façade systems, ranking first in the UK, first in Germany for alu-wood systems and windowsills, and second across Eastern Europe, France, and Benelux. Its vertically integrated, made-to-order operating model supports efficient inventory management and reduces the risk of cost overruns, production errors, and delays—critical for its diversified customer base across Engineered Solutions (60% of volumes sold externally to construction, transport, and industrial sectors) and Architectural Systems (serving small and mid-sized fabricators and installers). However, the company's high exposure to residential new-build (41% of sales in LTM October 2025), a structurally weaker segment during downcycles, is a notable constraint. This concentration risk is amplified by the uneven and uncertain recovery prospects in European construction activities, particularly in Germany, the UK, France, and Benelux, amid muted investment sentiment. Liquidity has improved, with consistent positive free cash flow since Q1 2025, supported by lean working capital and normalized capex after large expansionary investments in 2021-2023. In addition, the company benefits from contributions of the partially debt-funded acquisition of Gutmann Group (closed February 28, 2025, consolidated from March). This acquisition expanded Corialis' s scale in the DACH region—Europe's largest window systems market—and strengthened its presence in premium categories such as more complex aluminum profiles and alu-wood systems. Year-to-date, the acquisition added EUR119 million in revenue (+17.8% M&A impact in consolidated YoY growth) and EUR13 million in company-recurring EBITDA (+11%), with the strongest uplift in Engineered Solutions (+24.5% M&A) supporting flat organic growth. Moody's expects Gutmann Group's company-recurring EBITDA margin to improve gradually as integration synergies materialize. The positive impact of the transaction is also evident in leverage, with Moody's-adjusted debt/EBITDA declining from a peak of 8.1x (7.7x net) in LTM March 2025 to 7.2x (6.7x net) in LTM October 2025. While leverage improvement is gradual, it only partially offsets the constraint of still-elevated leverage amid subdued earnings, reflecting depressed construction activity across key European markets. Leverage remains above 6.0x since mid-2023 and interest coverage is below 1.5x (Moody's-adjusted EBITA/interest at 1.2x in LTM October 2025), but Moody's expects these metrics to improve as integration synergies materialize and market conditions gradually recover during 2026. A comprehensive review of all credit ratings for the respective issuer(s) has been conducted during a rating committee. RATIONALE OF THE OUTLOOK The stable outlook reflects Moody's expectations of continued good liquidity and disciplined financial policies, which underpins Moody's tolerance for currently high leverage, as well as a gradual recovery in European construction activities in the second half of 2026, driving continued improvement in Corialis' operating performance. Moody's expects earnings growth to support a gradual deleveraging, with Moody's-adjusted debt/EBITDA decreasing from 6.8x (6.4x net) in 2025 to 6.4x (5.9x) in 2026, and further down to 5.7x (5.0x) in 2027. The outlook also reflects Moody's expectations that the company will maintain good liquidity with continued positive free cash flow, and will refrain from shareholder distributions or large debt-funded acquisitions. LIQUIDITY Corialis maintains good liquidity, underpinned by solid internal cash flow generation and access to diversified, committed external funding sources. Over the next 12-18 months, Moody's expects the company to sustain the positive track record of free cash flow established in Q1 2025. Moody's projects cash-reported EBITDA of EUR155–170 million, which provides ample coverage for expected cash interest of EUR65–70 million and cash taxes of around EUR18 million. Moody's anticipates disciplined working capital management and normalized capex will support positive free cash flow generation of EUR31–38 million. Assuming no M&A activity, Moody's forecasts an ending cash balance of EUR77–104 million. The company retains its EUR150 million committed RCF fully undrawn and benefits from a EUR60 million committed factoring program (around EUR39 million drawn as of October 2025), which supports intra-year working capital needs. Proforma the A&E transaction, Corialis will have a long-dated maturity profile, with no significant maturities before 2031. The senior secured RCF is subject to a springing financial covenant, tested quarterly if net utilization—excluding RCF drawings for OID fees, bank guarantees, letters of credit, and up to 30% of amounts used for acquisitions and capex—exceeds 40% of total commitments. The covenant imposes a maximum consolidated senior secured net leverage ratio of 10.4x. As of October 2025, this leverage stood at 6.2x. While Moody's do not expect the company to draw on the RCF and trigger covenant testing, Moody's forecasts this leverage to remain between 5.0x and 6.0x over 2026–2027, providing ample headroom under the covenant. STRUCTURAL CONSIDERATIONS Following the A&E transaction, Corialis' capital structure will comprise a EUR719 million backed senior secured TLB and GBP224 million backed senior secured TLB, both due 2031. The capital structure will also include a EUR150 million backed senior secured RCF (maintained undrawn), whose maturity will likewise be extended to 2031. The backed senior secured TLBs and RCF are guaranteed by wholly-owned operating subsidiaries incorporated in the United Kingdom, Belgium, and France (guarantor jurisdictions), collectively generating at least 80% of EBITDA in those jurisdictions. These instruments share a common security package, limited to pledges over shares in material subsidiaries (contributing more than 5% of consolidated EBITDA in a guarantor jurisdiction) and certain structural intragroup receivables. Hence in Moody's Loss Given Default for Speculative-Grade Companies methodology waterfall, the TLBs and RCF rank pari passu among themselves and with unsecured trade payables, short-term lease liabilities and pension obligations at the level of the operating entities. The B2 rating assigned to the TLBs and RCF, in line with the B2-PD probability of default rating and the B2 corporate family rating (CFR), reflects this claim priority, the security package, and Moody's standard 50% family recovery rate assumption. COVENANTS Moody's have reviewed the marketing draft terms for the credit facilities. Notable terms include the following: Pari passu additional facilities are permitted up to 100% of consolidated EBITDA plus unlimited amounts up to a senior secured net leverage ratio (SSNLR) of 5.5x; unlimited second lien facilities are permitted subject to a secured net leverage ratio (SNLR) of 6.5x; and unsecured facilities or facilities secured on non-collateral assets are permitted subject to a 2.0x fixed charge coverage ratio (FCCR) or a net leverage ratio of 6.5x or less. Unlimited restricted payments are permitted if SNLR is 4.5x or lower (5.5x where funded from the available amount) and unlimited junior debt repayments are permitted if SSNLR is 5.0x or lower (5.5x where funded from the available amount). Permitted investments are allowed if (i) the SNLR is 5.5x or lower; (ii) the SNLR does not deteriorate; (iii) the FCCR is 2.0x or greater; (iv) the FCCR does not deteriorate; or (v) if funded from the available amount. Asset sale proceeds are only required to be applied in full where SSSNL is greater than 5.0x. Adjustments to consolidated EBITDA include cost savings and synergies, capped at 25% of consolidated EBITDA, from actions expected to occur within 24 months. The above are proposed terms, and the final terms may be materially different. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Positive rating pressure could develop if: -- Moody's-adjusted debt/EBITDA declines below 5.0x on a sustained basis -- Moody's-adjusted FCF remains positive on a sustained basis, resulting in FCF/debt above 5% -- Liquidity remains good Conversely, negative rating pressure would arise if: -- Operating performance further deteriorates, such that Moody's-adjusted debt/EBITDA remains well above 6.0x on a sustained basis -- Moody's-adjusted EBITA/interest does not improve toward 2.0x -- Moody's-adjusted FCF deteriorates toward a break-even level -- Liquidity weakens 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. CORPORATE PROFILE Headquartered in Lokeren, Belgium, Corialis designs, manufactures and distributes aluminum profile systems for in-wall, outdoor and indoor products. The company operates a business-to-business strategy, distributing its systems to small and medium-sized local fabricators and installers. The company operates in more than 65 countries through ten hubs located in Europe, South Africa and La Reunion. In the last twelve months to October 2025, the company generated EUR919 million sales and EUR149 million company-recurring EBITDA (excluding forward looking synergies associated with Gutmann Group acquisition). Since March 2021, the company is owned by funds managed by Astorg (51%), CVC Capital Partners (33%) and management (16%). ============= F I N L A N D ============= NOKIA OYJ: Moody's Affirms 'Ba1' CFR, Alters Outlook to Positive ---------------------------------------------------------------- Moody's Ratings has changed to positive from stable the outlook of Nokia Oyj (Nokia or the company), a global provider of telecommunications equipment and services across fixed, mobile and transport networks, cloud solutions, and technology licensing. Concurrently, Moody's affirmed the Ba1 long-term corporate family rating and Ba1-PD probability of default rating; the Ba1 senior unsecured long-term ratings; the (P)NP other short-term rating; the (P)Ba1 senior unsecured euro medium-term note (EMTN) program rating; and the Not Prime (NP) commercial paper ratings. "The outlook change to positive from stable reflects Moody's expectations that Nokia's underlying profitability will strengthen, driven by a stronger contribution from the infrastructure network segment," says Ernesto Bisagno, a Moody's Ratings Vice President – Senior Credit Officer and lead analyst for Nokia. "The positive outlook also takes into account the company's strong balance sheet and resilient cash flow generation," adds Mr. Bisagno. RATINGS RATIONALE The outlook change reflects Moody's expectations that Nokia's profitability will strengthen over 2026–28, supported by robust growth and margin expansion in the network infrastructure segment—particularly in optical and IP networking, where demand from hyperscalers and cloud providers is accelerating. This positive trend is further underpinned by Nokia's strategic focus on AI-driven network solutions, including the development of AI-native architectures and partnerships with leading technology providers, including NVIDIA Corporation's (Aa2 positive) recent 2.9% equity investment in Nokia. By contrast, Moody's expects muted growth in the mobile infrastructure segment especially within the Radio Access Network (RAN) market, given subdued investment cycles and persistent margin pressure among global telecom operators. However, Nokia's Intellectual Property Rights (IPR) business model provides steady recurring profits, helping to offset market fluctuations. Alongside this, ongoing cost control measures—such as efficiency programs and reductions in operating expenses—will further support profitability over the coming years. Moody's expects Nokia to sustain positive cash flow generation, consistent with management's target for free cash flow conversion from comparable operating profit in the 65% to 75% range, though annual results may fluctuate due to customer payment dynamics and planned investments e.g. in optical capacity. Moody's anticipates that Moody's-adjusted free cash flow will remain firmly positive, even on the face of steady dividend growth. However, Moody's notes that Nokia continues to consider share buybacks to return any excess cash, subject to capital requirements and strategic priorities. Based on that, Moody's expects Nokia's Moody's adjusted leverage to decline below 2.0x by 2026, while it will maintain a net cash position. Nokia's rating reflects the company's significant scale and relevance, with a global market position in the top three in wireless, fixed, Internet Protocol (IP) and optical networks; the contribution from its highly profitable licensing business; its broad geographical diversification, with sales well spread across all major regions; and its strong liquidity and balanced financial policy. The rating is constrained by projected subdued growth of the RAN market; the cyclicality of the telecom equipment industry; the company's exposure to intense competition and technology cycles; and its high investment needs and R&D costs. LIQUIDITY Nokia's liquidity remains strong supported by a large cash balance of EUR6.1 billion as of September 2025; a EUR1.5 billion revolving credit facility (RCF) maturing in June 2030 (fully undrawn as of September 2030), and a EUR500 million RCF maturing in March 2027 plus a 1-year extension option, both with no financial covenants and no significant adverse change clause for drawdowns; and the limited upcoming debt maturities, including the EUR750 million senior unsecured euro medium term notes (EUR630 million currently outstanding) due in March 2026. RATIONALE FOR POSITIVE OUTLOOK The positive outlook reflects Moody's expectations that Nokia will maintain a strong financial profile over the next 12–18 months, supported by improving operating performance and sustained positive cash flow generation. Moody's also believes the company's diversified business model will continue to provide stability, helping to offset subdued growth and margin pressure in the mobile infrastructure segment. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Upward rating pressure could develop if Nokia successfully executes its long-term strategy to capture growth from the accelerating AI and cloud supercycle, while strengthening its competitive position and securing technology leadership in both mobile and fixed networks. Quantitatively, upward pressure would require Moody's-adjusted operating margin to increase toward the low-teens range, strong free cash flow generation after shareholder distributions, a sustained solid liquidity profile, and a strong balance sheet with low leverage and ample cash reserves to comfortably weather industry downturns. Downward rating pressure could arise if Nokia's operating performance weakens. Quantitatively, negative pressure would result if Moody's-adjusted operating margin remains below the mid-single-digit level, Moody's-adjusted debt/EBITDA rises above 2.5x on a sustained basis and there is a material reduction in cash balances, or if free cash flow and liquidity deteriorate significantly. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Diversified Technology 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 With net sales of EUR19.2 billion and Moody's-adjusted EBITDA of EUR2.9 billion at full year December 2024, Nokia is a global leader in network infrastructure and technology, providing critical connectivity solutions—including optical, IP, and mobile networks—to telecom operators, cloud providers, enterprises, and mission-critical industries in over 150 countries. ============= I R E L A N D ============= AVOCA CLO XXXIV: S&P Assigns Prelim B- (sf) Rating to Cl. F Notes ----------------------------------------------------------------- S&P Global Ratings assigned its preliminary ratings to Avoca CLO XXXIV DAC's class A loan and class A, B, C, D, E, and F notes. At closing, the issuer will also issue unrated class Z notes and subordinated notes. The preliminary ratings assigned to Avoca CLO XXXIV's notes and loan reflect S&P's assessment of: -- The diversified collateral pool, which primarily comprises broadly syndicated speculative-grade senior secured term loans and bonds that are governed by collateral quality tests. -- The credit enhancement provided through the subordination of cash flows, excess spread, and overcollateralization. -- The collateral manager's experienced team, which can affect the performance of the rated notes and loan through collateral selection, ongoing portfolio management, and trading. -- The transaction's legal structure, which S&P expects to be bankruptcy remote. -- The transaction's counterparty risks, which S&P expects to be in line with our counterparty rating framework. Portfolio benchmarks S&P Global Ratings' weighted-average rating factor 2,779.93 Default rate dispersion 485.84 Weighted-average life (years) 4.84 Obligor diversity measure 179.79 Industry diversity measure 23.28 Regional diversity measure 1.21 Transaction key metrics Portfolio weighted-average rating derived from S&P's CDO evaluator B 'CCC' category rated assets (%) 1.00 'AAA' weighted-average recovery (%) 36.56 Actual weighted-average spread (%) 3.61 Country concentration in sovereigns rated below 'AA-' (%) 26.80 Rationale Under the transaction documents, the rated notes and loan will pay quarterly interest unless a frequency switch event occurs. Following this, the notes and loan will switch to semiannual payments. The portfolio's reinvestment period will end approximately 4.58 years after closing. S&P said, "At closing, we expect the portfolio to be well-diversified, primarily comprising broadly syndicated speculative-grade senior secured term loans and bonds. Therefore, we have conducted our credit and cash flow analysis by applying our criteria for corporate cash flow CDOs. "In our cash flow analysis, we modeled a target par of EUR400 million. We also modeled the covenanted weighted-average spread (3.52%), the covenanted weighted-average coupon (4.00%), and the identified weighted-average recovery rates calculated in line with our CLO criteria for all classes of notes and loan. We applied various cash flow stress scenarios, using four different default patterns, in conjunction with different interest rate stress scenarios for each liability rating category. "Until the end of the reinvestment period on July 15, 2030, the collateral manager may substitute assets in the portfolio as long as our CDO Monitor test is maintained or improved in relation to the initial ratings on the notes and loan. This test looks at the total amount of losses that the transaction can sustain--as established by the initial cash flows for each rating--and compares that with the current portfolio's default potential plus par losses to date. As a result, until the end of the reinvestment period, the collateral manager may through trading deteriorate the transaction's current risk profile, if the initial ratings are maintained. "Under our structured finance sovereign risk criteria, we consider the transaction's exposure to country risk sufficiently mitigated at the assigned preliminary ratings. "At closing, we expect the transaction's documented counterparty replacement and remedy mechanisms to adequately mitigate its exposure to counterparty risk under our counterparty criteria. "We expect the transaction's legal structure and framework to be bankruptcy remote, in line with our legal criteria. "The CLO will be managed by KKR Credit Advisors (Ireland) Unlimited Co., and the maximum potential rating on the liabilities is 'AAA' under our operational risk criteria. "Following our analysis of the credit, cash flow, counterparty, operational, and legal risks, we believe the preliminary ratings are commensurate with the available credit enhancement for the class A loan and class A to F notes. Our credit and cash flow analysis indicates that the available credit enhancement for the class B to E notes could withstand stresses commensurate with higher ratings than those assigned. However, as the CLO will be in its reinvestment phase starting from closing--during which the transaction's credit risk profile could deteriorate--we have capped our preliminary ratings on the notes. "For the class F notes, our credit and cash flow analysis indicates that the available credit enhancement could withstand stresses commensurate with a lower rating. However, we have applied our 'CCC' rating criteria, resulting in a 'B- (sf)' rating on this class of notes." The ratings uplift for the class F notes reflects several key factors, including: -- The class F notes' available credit enhancement, which is in the same range as that of other CLOs we have rated and that have recently been issued in Europe. -- The portfolio's average credit quality, which is similar to other recent CLOs. -- S&P's model generated break-even default rate at the 'B-' rating level of 26.05% (for a portfolio with a weighted-average life of 4.84 years), versus if it was to consider a long-term sustainable default rate of 3.2% for 4.84 years, which would result in a target default rate of 15.49%. -- S&P does not believe that there is a one-in-two chance of this note defaulting. -- S&P does not envision this tranche defaulting in the next 12-18 months. S&P said, "Following this analysis, we consider that the available credit enhancement for the class F notes is commensurate with the assigned 'B- (sf)' rating. "Given our analysis of the credit, cash flow, counterparty, operational, and legal risks, we believe our preliminary ratings are commensurate with the available credit enhancement for all the rated classes of notes and loan. "In addition to our standard analysis, to indicate how rising pressures among speculative-grade corporates could affect our ratings on European CLO transactions, we also included the sensitivity of the ratings on the class A loan and class A to E notes based on four hypothetical scenarios. "As our ratings analysis makes additional considerations before assigning ratings in the 'CCC' category, and we would assign a 'B-' rating if the criteria for assigning a 'CCC' category rating are not met, we have not included the above scenario analysis results for the class F notes." Environmental, social, and governance S&P said, "We regard the transaction's exposure to environmental, social, and governance (ESG) credit factors as broadly in line with our benchmark for the sector. Primarily due to the diversity of the assets within CLOs, the exposure to environmental and social credit factors is viewed as below average, while governance credit factors are average. For this transaction, the documents prohibit or limit certain assets from being related to certain activities. Accordingly, since the exclusion of assets from these activities does not result in material differences between the transaction and our ESG benchmark for the sector, no specific adjustments have been made in our rating analysis to account for any ESG-related risks or opportunities." Avoca CLO XXXIV DAC is a European cash flow CLO securitization of a revolving pool, comprising mainly euro-denominated leveraged loans and bonds. The transaction is a broadly syndicated CLO that will be managed by KKR Credit Advisors (Ireland) Unlimited Co. Ratings Prelim. Prelim. Amount Credit Class rating* (mil. EUR) Interest rate§ enhancement (%) A AAA (sf) 165.00 Three/six-month EURIBOR 38.00 plus 1.26% A Loan AAA (sf) 83.00 Three/six-month EURIBOR 38.00 plus 1.26% B AA (sf) 42.00 Three/six-month EURIBOR 27.50 plus 1.75% C A (sf) 22.50 Three/six-month EURIBOR 21.88 plus 2.00% D BBB- (sf) 29.50 Three/six-month EURIBOR 14.50 plus 2.80% E BB- (sf) 20.00 Three/six-month EURIBOR 9.50 plus 5.40% F B- (sf) 12.00 Three/six-month EURIBOR 6.50 plus 8.35% Z NR 0.10 N/A N/A Sub notes NR 31.00 N/A N/A *The preliminary ratings assigned to the class A loan and class A and B notes address timely interest and ultimate principal payments. The preliminary ratings assigned to the class C, D, E, and F notes address ultimate interest and principal payments. §The payment frequency switches to semiannual and the index switches to six-month EURIBOR when a frequency switch event occurs. EURIBOR--Euro Interbank Offered Rate. NR--Not rated. N/A--Not applicable. CVC CORDATUS VII: S&P Assigns B- (sf) Rating to Class F-R Notes --------------------------------------------------------------- S&P Global Ratings assigned its credit ratings to CVC Cordatus Loan Fund VII DAC's class A-R, B-R, C-R, D-1-R, D-2-R, E-R, and F-R notes. At closing, the issuer had EUR45.00 million subordinated notes outstanding from the existing transaction and also issued EUR16.30 million of additional subordinated notes. This transaction is a reset of the already existing transaction that S&P did not rate. The issuance proceeds of the refinancing debt will be used to redeem the refinanced debt, and pay fees and expenses incurred in connection with the reset. The ratings assigned to the notes reflect S&P's assessment of: -- The diversified collateral pool, which consists primarily of broadly syndicated speculative-grade senior secured term loans and bonds that are governed by collateral quality tests. -- The credit enhancement provided through the subordination of cash flows, excess spread, and overcollateralization. -- The collateral manager's experienced team, which can affect the performance of the rated notes through collateral selection, ongoing portfolio management, and trading. -- The transaction's legal structure, which is bankruptcy remote. -- The transaction's counterparty risks, which is in line with our counterparty rating framework. Portfolio benchmarks S&P Global Ratings' weighted-average rating factor 2,820.87 Default rate dispersion 534.00 Weighted-average life (years) 4.48 Weighted-average life extended to cover the length of the reinvestment period (years) 4.60 Obligor diversity measure 132.82 Industry diversity measure 24.97 Regional diversity measure 1.19 Country concentration in sovereigns rated below 'AA-' (%) 25.77 Transaction key metrics Portfolio weighted-average rating derived from S&P's CDO evaluator B 'CCC' category rated assets (%) 3.72 Target 'AAA' weighted-average recovery (%) 35.44 Target weighted-average spread (%) 3.62 Target weighted-average coupon (%) 4.07 Liquidity facility This transaction has a EUR1.0 million liquidity facility, provided by The Bank of New York Mellon, with a maximum commitment period of four years and an option to extend for a further one or two additional one-year periods. The margin on the facility is 2.50% and drawdowns are limited to the amount of accrued but unpaid interest on CDOs. The liquidity facility is repaid using interest proceeds in a senior position of the waterfall or repaid directly from the interest account one business day earlier than the payment date. For S&P's cash flow analysis, it assumes that the liquidity facility is fully drawn throughout the six-year period and that the amount is repaid just before the coverage tests breach. Rating rationale Under the transaction documents, the rated notes pay quarterly interest unless a frequency switch event occurs. Following this, the notes will switch to semiannual payments. The portfolio's reinvestment period will end approximately 4.60 years after closing. S&P said, "Our ratings reflect our assessment of the collateral portfolio's credit quality, which has a weighted-average rating of 'B'. The portfolio primarily comprises broadly syndicated speculative-grade senior secured term loans and bonds. Therefore, we conducted our credit and cash flow analysis by applying our criteria for corporate cash flow CDOs. "In our cash flow analysis, we used the EUR400 million target par amount, the target weighted-average spread (3.62%), the covenanted weighted-average coupon (4.00%), and the target weighted-average recovery rates calculated in line with our CLO criteria for all rating levels. We applied various cash flow stress scenarios, using four different default patterns, in conjunction with different interest rate stress scenarios for each liability rating category. "Until the end of the reinvestment period on July 15, 2030, the collateral manager may substitute assets in the portfolio for so long as our CDO Monitor test is maintained or improved in relation to the initial ratings on the notes. This test looks at the total amount of losses that the transaction can sustain as established by the initial cash flows for each rating, and it compares that with the current portfolio's default potential plus par losses to date. As a result, until the end of the reinvestment period, the collateral manager may through trading deteriorate the transaction's current risk profile, if the initial ratings are maintained. "The transaction's documented counterparty replacement and remedy mechanisms adequately mitigate its exposure to counterparty risk under our current counterparty criteria. "Under our structured finance sovereign risk criteria, we consider the transaction's exposure to country risk sufficiently mitigated at the assigned ratings. "The transaction's legal structure and framework is bankruptcy remote, in line with our legal criteria. "Our credit and cash flow analysis indicates that the available credit enhancement for the class B-R to D-1-R notes could withstand stresses commensurate with higher rating levels than those we have assigned. However, as the CLO will be in its reinvestment phase starting from closing, during which the transaction's credit risk profile could deteriorate, we have capped our ratings assigned to the notes." The class A-R, D-2-R, and E-R notes can withstand stresses commensurate with the assigned ratings. S&P said, "For the class F-R notes, our credit and cash flow analysis indicate that the available credit enhancement could withstand stresses commensurate with a lower rating. However, we have applied our 'CCC' rating criteria, resulting in a 'B- (sf)' rating on this class of notes." The ratings uplift for the class F-R notes reflects several key factors, including: -- The class F-R notes' available credit enhancement, which is in the same range as that of other CLOs S&P has rated and that has recently been issued in Europe. -- The portfolio's average credit quality, which is similar to other recent CLOs. -- S&P's model generated break-even default rate at the 'B-' rating level of 24.67% (for a portfolio with a weighted-average life of 4.60 years), versus if it was to consider a long-term sustainable default rate of 3.2% for 4.60 years, which would result in a target default rate of 14.72%. -- S&P does not believe that there is a one-in-two chance of this note defaulting. -- S&P does not envision this tranche defaulting in the next 12-18 months. S&P said, "Following this analysis, we consider that the available credit enhancement for the class F-R notes is commensurate with the assigned 'B- (sf)' rating. "Taking the above factors into account and following our analysis of the credit, cash flow, counterparty, operational, and legal risks, we believe that the assigned ratings are commensurate with the available credit enhancement for all the rated classes of notes. "In addition to our standard analysis, to provide an indication of how rising pressures among speculative-grade corporates could affect our ratings on European CLO transactions, we have also included the sensitivity of the ratings on the class A-R to E-R notes based on four hypothetical scenarios. "As our ratings analysis makes additional considerations before assigning ratings in the 'CCC' category, and we would assign a 'B-' rating if the criteria for assigning a 'CCC' category rating are not met, we have not included the above scenario analysis results for the class F-R notes." Environmental, social, and governance S&P said, "We regard the exposure to environmental, social, and governance (ESG) credit factors in the transaction as being broadly in line with our benchmark for the sector. Primarily due to the diversity of the assets within CLOs, the exposure to environmental credit factors is viewed as below average, social credit factors are below average, and governance credit factors are average. For this transaction, the documents prohibit or limit assets from being related to certain industries. Since the exclusion of assets from these industries does not result in material differences between the transaction and our ESG benchmark for the sector, no specific adjustments have been made in our rating analysis to account for any ESG-related risks or opportunities." The transaction securitizes a portfolio of primarily senior secured leveraged loans and bonds and is managed by CVC Credit Partners Group Ltd. Ratings Amount Credit Class Rating* (mil. EUR) enhancement (%) Interest rate§ A-R AAA (sf) 243.54 39.11 Three/six-month EURIBOR plus 1.28% B-R AA (sf) 46.90 27.39 Three/six-month EURIBOR plus 1.90% C-R A (sf) 24.80 21.19 Three/six-month EURIBOR plus 2.15% D-1-R BBB- (sf) 26.80 14.49 Three/six-month EURIBOR plus 3.05% D-2-R BBB- (sf) 2.00 13.99 Three/six-month EURIBOR plus 3.80% E-R BB- (sf) 18.00 9.49 Three/six-month EURIBOR plus 5.20% F-R B- (sf) 12.00 6.49 Three/six-month EURIBOR plus 8.40% Sub. Notes NR 45.00 N/A N/A Additional sub. Notes NR 16.30 N/A N/A **The ratings assigned to the class A-R and B-R notes address timely interest and ultimate principal payments. The ratings assigned to the class C-R, D-1-R, D-2-R, E-R, and F-R notes address ultimate interest and principal payments. §The payment frequency switches to semiannual and the index switches to six-month EURIBOR when a frequency switch event occurs. EURIBOR--Euro Interbank Offered Rate. Sub. notes—Subordinated notes. NR--Not rated. N/A--Not applicable. SILVER POINT 1: S&P Assigns B- (sf) Rating to Class F Notes ----------------------------------------------------------- S&P Global Ratings assigned credit ratings to Silver Point Euro CLO 1 DAC's class A, B, C, D, E, and F notes. At closing, the issuer also issued EUR32.90 million unrated subordinated notes. Under the transaction documents, the rated notes will pay quarterly interest unless a frequency switch event occurs. Following this, the notes will switch to semiannual payment. This transaction has a 2.0-year non-call period and the portfolio's reinvestment period will end approximately 5.10 years after closing. The ratings reflect S&P's assessment of: -- The diversified collateral pool, which primarily comprises broadly syndicated speculative-grade senior secured term loans and bonds governed by collateral quality tests. -- The credit enhancement provided through the subordination of cash flows, excess spread, and overcollateralization. -- The collateral manager's experienced team, which can affect the performance of the rated notes through collateral selection, ongoing portfolio management, and trading. -- The transaction's legal structure, which is bankruptcy remote. -- The transaction's counterparty risks, which are in line with S&P's counterparty rating framework. Portfolio benchmarks S&P Global Ratings' weighted-average rating factor 2,712.26 Default rate dispersion 514.30 Weighted-average life (years) 5.25 Obligor diversity measure 134.81 Industry diversity measure 19.13 Regional diversity measure 1.36 Transaction key metrics Total par amount (mil. EUR) 400.00 Defaulted assets (mil. EUR 0.00 Number of performing obligors 159 Portfolio weighted-average rating derived from S&P's CDO evaluator B 'CCC' category rated assets (%) 0.00 'AAA' target portfolio weighted-average recovery (%) 36.66 Target weighted-average spread (net of floors, %) 3.64 Target weighted-average coupon (%) 4.94 Rating rationale S&P said, "Our ratings reflect our assessment of the collateral portfolio's credit quality, which has a weighted-average rating of 'B'. The portfolio is well-diversified at closing, primarily comprising broadly syndicated speculative-grade senior secured term loans and senior secured bonds. Therefore, we conducted our credit and cash flow analysis by applying our criteria for corporate cash flow CDOs. "In our cash flow analysis, we modelled the EUR400 million par amount, the covenanted weighted-average spread of 3.60%, the covenanted weighted-average coupon of 4.00%, and the target weighted-average recovery rates at all rating levels. We applied various cash flow stress scenarios, using four different default patterns, in conjunction with different interest rate stress scenarios for each liability rating category. "The transaction's documented counterparty replacement and remedy mechanisms adequately mitigate its exposure to counterparty risk under our counterparty criteria. "Following the application of our structured finance sovereign risk criteria, we consider the transaction's exposure to country risk limited at the assigned ratings, as the exposure to individual sovereigns does not exceed the diversification thresholds outlined in our criteria." S&P said, "Until the end of the reinvestment period on Jan. 15, 2031, the collateral manager may substitute assets in the portfolio for so long as our CDO Monitor test is maintained or improved in relation to the initial ratings on the notes. This test looks at the total amount of losses that the transaction can sustain as established by the initial cash flows for each rating, and it compares that with the current portfolio's default potential plus par losses to date. As a result, until the end of the reinvestment period, the collateral manager may through trading deteriorate the transaction's current risk profile, if the initial ratings are maintained. "The transaction's legal structure is bankruptcy remote, in line with our legal criteria. "The operational risk associated with key transaction parties (such as the collateral manager) that provide an essential service to the issuer is in line with our operational risk criteria. "Our credit and cash flow analysis indicates that the available credit enhancement for the class B to E notes could withstand stresses commensurate with higher ratings than those we have assigned. However, as the CLO is still in its reinvestment phase, during which the transaction's credit risk profile could deteriorate, we capped our assigned ratings on these notes. The class A notes can withstand stresses commensurate with the assigned ratings. "The class F notes' current break-even default rate (BDR) cushion is negative at the 'B-' rating level. Based on the portfolio's actual characteristics and additional overlaying factors, including our long-term corporate default rates and recent economic outlook, we believe this class is able to sustain a steady-state scenario, in accordance with our criteria." S&P's analysis reflects several factors, including: -- The class F notes' available credit enhancement is in the same range as that of other CLOs S&P has rated and that have recently been issued in Europe. -- S&P's BDR at the 'B-' rating level is 25.26% versus a portfolio default rate of 16.80% if we were to consider a long-term sustainable default rate of 3.2% for a portfolio with a weighted-average life of 5.25 years. -- Whether the tranche is vulnerable to non-payment in the near future. -- If there is a one-in-two chance for this note to default. -- If S&P envisions this tranche to default in the next 12-18 months. S&P said, "Following this analysis, we consider that the available credit enhancement for the class F notes is commensurate with a 'B- (sf)' rating. "In addition to our standard analysis, to provide an indication of how rising pressures among speculative-grade corporates could affect our ratings on European CLO transactions, we have also included the sensitivity of the ratings on the class A to E notes based on four hypothetical scenarios. "As our ratings analysis makes additional considerations before assigning ratings in the 'CCC' category, and we would assign a 'B-' rating if the criteria for assigning a 'CCC' category rating are not met, we have not included the above scenario analysis results for the class F notes." Environmental, social, and governance S&P said, "We regard the exposure to environmental, social, and governance (ESG) credit factors in the transaction as being broadly in line with our benchmark for the sector. Primarily due to the diversity of the assets within CLOs, the exposure to environmental credit factors is viewed as below average, social credit factors are below average, and governance credit factors are average. For this transaction, the documents prohibit assets from being related to certain industries. Accordingly, since the exclusion of assets from these industries does not result in material differences between the transaction and our ESG benchmark for the sector, no specific adjustments have been made in our rating analysis to account for any ESG-related risks or opportunities." Silver Point Euro CLO 1 DAC is a European cash flow CLO securitization of a revolving pool, comprising euro-denominated senior secured loans and bonds issued by speculative-grade borrowers. Silver Point Select C CLO Manager LLC manages the transaction. Ratings Amount Credit Class Rating* (mil. EUR) enhancement (%) Interest rate§ A AAA (sf) 246.00 38.50 Three/six-month EURIBOR plus 1.35% B AA (sf) 46.00 27.00 Three/six-month EURIBOR plus 2.00% C A (sf) 24.00 21.00 Three/six-month EURIBOR plus 2.40% D BBB- (sf) 28.00 14.00 Three/six-month EURIBOR plus 3.00% E BB- (sf) 18.00 9.50 Three/six-month EURIBOR plus 5.65% F B- (sf) 12.00 6.50 Three/six-month EURIBOR plus 8.09% Sub. Notes NR 32.90 N/A N/A *S&P's ratings on the class A and B notes address timely interest and ultimate principal payments. Its ratings on the class C, D, E, and F notes address ultimate interest and principal payments. §The payment frequency switches to semiannual and the index switches to six-month EURIBOR when a frequency switch event occurs. Sub. Notes—Subordinated notes. EURIBOR--Euro Interbank Offered Rate. NR--Not rated. N/A--Not applicable. ========= I T A L Y ========= MATICMIND SPA: S&P Assigns Prelim. 'B' Rating, Outlook Stable ------------------------------------------------------------- S&P Global Ratings assigned its preliminary 'B' rating to Maticmind SpA (Zenita Group), a smart digital infrastructure provider, and its debt. S&P said, "The stable outlook reflects our expectation that adjusted debt to EBITDA will reduce to well below 7.0x and that free operating cash flow (FOCF) after leases will return to positive in 2026. We forecast that Zenita Group's revenue will grow by about 14% in 2025 and 6% in 2026, capturing additional revenue from recent margin-accretive acquisitions and benefiting from end-market growth, while increasing its adjusted EBITDA margin to about 14.5% by 2026 mostly through reduced exceptionals costs and a more favorable business mix. "The 'B' preliminary rating reflects our expectation that Zenita Group's leverage will sharply decrease to 6.5x by 2026, driven by a strategic shift toward higher-margin activities and reduced acquisition and restructuring expenses. Pro forma for the proposed EUR375 million senior secured floating rate notes issuance, we anticipate leverage will stand at 7.7x in 2025 and decline to 6.5x in 2026. The proposed debt package, which includes a EUR65 million super senior RCF and EUR80 million super senior guarantee facility, will primarily repay existing debt, prefund part of a EUR20 million vendor loan repayment due 2026, and finance fourth quarter 2025 acquisitions. "We forecast Zenita Group's revenue will grow by about 14% in 2025 and 6% in 2026 as previous acquisitions fully integrate into group revenue and the company recovers from the impact of its largest client loss in 2024. We expect EBITDA margins to steadily increase, reaching about 13.0% in 2025 and 14.5% in 2026. This improvement will be fueled by previous margin accretive acquisitions and corresponding more favorable business mix, with a reduced contribution from lower-margin sales of third-party solutions and the digital engineering segment. Decreasing restructuring expenses, following the completion of the Zenita rebranding, workforce reduction efforts, the implementation of updated internal software, and lower merger and acquisition-related costs, will further support this trend. We forecast EUR15 million of restructuring costs in 2025 and EUR5 million-EUR10 million thereafter, compared with EUR26 million in 2024. "A flexible cost structure and asset-light operations supports our expectation that FOCF will return to positive from 2026. Zenita Group's exposure to wage pressure is lower than that of its IT services peers, such as Lutech or Almaviva, due to personnel expenses representing a smaller portion of its cost base. We anticipate the company will consistently allocate around 2% of sales to capital expenditure (capex), reflecting Zenita Group's asset-light software and services model. Combined with reduced interest expenses from 2026--considering the 2025 refinancing costs as prepaid interest--we project FOCF will reach EUR8 million in 2026, representing approximately 1.5% of debt." A large share of proprietary products and ancillary services, multiyear contracts and a significant contribution from recurring activities supports the predictability of future earnings. Approximately 49% of Zenita Group's gross profit (based on the last 12 months ended Sept. 30, 2025) stems from proprietary products and related managed and maintenance services (26%), which we think reduces churn risk. The significant share of recurring and reoccurring revenue (42% of gross profit) and the typical multiyear nature of Zenita Group's contracts create a degree of FOCF predictability. Zenita Group benefits from its long operating track record and leading positions in niche markets with high barriers to entry. Specifically, Zenita Group leads the Italian market in procure lawful detection spending (28% market share in 2025), digital recruiting for the public sector (72% market share), and is among the largest players in road safety image detection (22% market share). These activities collectively contribute approximately 40% of Zenita Group's EBITDA. The group operates within sectors, such as public administration and defense, where data sensitivity drives customers to value Zenita Group's established track record, while complex local regulations necessitate specialized capabilities and create barriers to entry. S&P said, "That said, we believe Zenita Group also operates in fragmented markets where it faces competition from larger and better capitalized companies. Beyond these niches, Zenita Group competes in value-added cybersecurity resale, system integration, and biometric identification--areas where it faces competition from larger local companies like Lutech (EUR0.9 billion revenue in 2024), Almaviva (EUR1.3 billion), and Engineering Ingegneria Informatica (EUR1.7 billion), as well as global groups such as Idemia (EUR2.4 billion), Exclusive Networks (EUR1.6 billion), and Capgemini (EUR22 billion). These firms possess greater capital, strengthening their ability to withstand potential market volatility. We also acknowledge that cybersecurity, system integration, defense, and data center and cloud advisory services are inherently fragmented and competitive markets." Zenita Group faces concentration, as well as execution and integration risks following its strategic business mix shift. Zenita Group primarily operates in Italy (83% of revenue in the 12 months ended September 2025) and within the public administration and defense sectors (47% of revenue). S&P said, "While client concentration has improved since the loss of its largest client in 2024, we still consider it somewhat material, with the top 10 clients representing 31% of group revenue. Furthermore, while Zenita Group's business profile has significantly improved since private equity firm CVC's acquisition in 2022, we believe the ongoing shift toward higher-margin segments, driven by external acquisitions, exposes the company to execution and integration risks." S&P said, "Our preliminary rating also reflects Zenita Group's private equity ownership, which will likely limit further meaningful and sustainable reduction in leverage. Although Zenita Group has the potential to further organically reduce leverage over the next couple of years, its financial policy may restrict further deleveraging. We think the ownership by private equity firm CVC could lead to a more aggressive approach to shareholder remuneration. In addition, we believe the company will likely pursue acquisitions to support growth, which is currently not factored in our base case. "The stable outlook reflects our expectation that adjusted debt to EBITDA will reduce to well below 7.0x and that FOCF after leases will return to positive in 2026. We forecast that Zenita Group's revenue will grow by about 14% in 2025 and 6% in 2026, capturing additional revenue from recent margin-accretive acquisitions and benefiting from end-market growth, while increasing its adjusted EBITDA margin to about 14.5% by 2026, mostly through reduced exceptionals costs and a more favorable business mix. "We could lower the rating if adjusted debt to EBITDA increased above 7.0x, or if adjusted FOCF after leases persistently turned negative. This could result from a material debt-funded acquisition or aggressive shareholder distribution. This could also result from the unexpected loss of a few key clients or deteriorating market shares in niches where Zenita Group is currently positioned amongst market leaders. A downgrade could result from a deterioration of the credit profile of Mozart Holding S.a.r.l., the parent of Zenita Group. "We could raise the rating if adjusted debt to EBITDA decreased sustainably to below 5.0x and if FOCF to debt increased approached 10%, while adhering a financial policy in line with these metrics. This would also hinge upon the credit profile of Mozart Holding S.a.r.l., the parent of Zenita Group, remaining in line with Zenita Group's stand-alone credit profile." =================== L U X E M B O U R G =================== FLAMINGO II LUX: S&P Affirms 'B-' ICR, Outlook Negative ------------------------------------------------------- S&P Global Ratings affirmed its 'B-' long-term issuer credit rating and issue ratings on Flamingo II Lux and Emeria. S&P affirmed the 'B-' issue rating on the group's senior secured debt and the 'CCC' issue rating on the junior subordinated notes. The negative outlook indicates that S&P could lower the rating in the next six to 12 months if Emeria underperforms our forecasts, leading us to consider Emeria's capital structure as unsustainable in the long-term, or if it does not take active steps to refinance its capital structure before a significant portion becomes due in the next 12-18 months. While Emeria's operating performance has improved this year, the operational challenges it has faced in the past 24 months continue to impair the group's earnings and cash flows, resulting in slower EBITDA improvement than previously anticipated. Emeria's performance in the first nine months of 2025 reflects the recovery of the French real estate market observed since the second half of 2024, driven by a gradually more favorable interest rate environment for borrowers, which is supporting the group's real estate brokerage growth (up 19% year on year), but this is offset by weaker performance in other business segments. The weak macroeconomic and uncertain political environment in France still weigh on the real estate market prospects and result in low tenant rotations, affecting lettings, while the decline in interest rates also negatively affects revenue from lease management current accounts. Lastly, Emeria incurred high restructuring expenses in 2024 to turn around operations in Germany and Switzerland. However, although Germany is now on track to return to profitable growth, operational issues in Switzerland are not yet stabilized, as the business is experiencing high client churn. This continues to weigh on the group's profitability. S&P said, "As a result, we expect limited revenue growth of 2%-3% in 2025 and 2026, which factors in the disposal of the group's digital business Seiitra in the first quarter of 2025, and the disposal of the insurance brokerage business Assurimo to Odealim in September 2025. Under the terms of the partnership agreement signed between Emeria and Odealim, Emeria will retain one-third of Assurimo's EBITDA. Taking this into account, we revised down our forecasts of S&P Global Ratings-adjusted EBITDA to about EUR325 million in 2025 from EUR375 million and to EUR367 million in 2026 from EUR424 million. "Despite our revised forecasts indicating weaker earnings, we continue to project gradual deleveraging and FOCF improvements, thanks to a material reduction in nonrecurring expenses and the disposal of Assurimo. We forecast that Emeria will show operational improvements in 2026, with a more stable interest rate environment supporting the flow business linked to real estate transactions, and the expected turnaround of the Switzerland operations supporting profitability improvements at the group level. We expect the core RRES business, including joint property management and lease management, to remain resilient. In addition, we expect the group's nonrecurring expenses to decrease by 45% in 2025, and further reduce in 2026 in the absence of planned restructuring activities, and the completion of the implementation of its "Agency of the Future" project, a new organizational model, that will reduce transformation expenses. Moreover, although we expect mergers and acquisitions (M&A) activity to gradually resume, we forecast a limited increase in M&A-related exceptional costs due to our assumption of modest M&A spending of EUR50 million annually. And lastly, as of Sept. 30, 2025, Emeria had already delivered about EUR33 million of cost savings from the implementation of its new enterprise resource planning (ERP) system, Millenium, combined with the deployment of the Agency of the Future project. Management expects additional synergies and cost savings of up to EUR29 million, which we partially give credit for in our forecast. This results in our forecast of deleveraging to about 9.6x-9.8x in 2026, then 8.9x-9.1x in 2027, combined with FOCF in the EUR70 million-EUR100 million range in the same timeframe." Emeria will maintain adequate liquidity for the next 12 months and has no imminent debt maturities. As of Sept. 30, 2025, the group's liquidity position had improved thanks to the partial repayment of its revolving credit facility (RCF) drawings with EUR230 million cash inflow from the disposal of Assurimo, received in September 2025. Emeria will receive additional proceeds of EUR30 million in December 2025 from this transaction. With EUR19.9 million of cash on balance sheet and EUR241.6 million undrawn under the RCF, liquidity pressure has eased in the short term. In addition, S&P projects lower intrayear working capital requirements since the disposal of Assurimo, compared with historical seasonal outflows. S&P's view of Emeria's liquidity also benefits from the absence of near-term debt maturities. Still, with almost EUR2.9 billion of senior secured debt to be refinanced before March 2028, and the EUR437.5 million RCF due in September 2027, any material underperformance causing a negative deviation from its projected deleveraging trajectory in the next few quarters could significantly increase refinancing risk. S&P said, "The negative outlook indicates that we could lower the rating if Emeria underperforms our forecasts due to deteriorating market conditions, operational issues, or increased nonrecurring costs, which could lead us to consider Emeria's capital structure as unsustainable in the long term, or if we see increasing refinancing risk." S&P could lower its rating on Emeria if: -- The company's EBITDA and funds from operations (FFO) do not materially improve, due to softer market conditions, operational issues, or increased nonrecurring costs, translating into persistently negative or weak FOCF, and no material deleveraging, which could make us consider the capital structure as unsustainable; -- The company's liquidity tightens, reflecting weak earnings, unexpected intrayear working capital outflows, or further drawings under the company's RCF; or -- It does not take active steps to refinance its capital structure before a significant portion becomes due in the next 12-18 months. S&P could revise the outlook to stable if Emeria's operating performance improved, with substantial EBITDA margin expansion, showing a path to leverage reduction and positive FOCF on a sustainable basis. A stable outlook would also require Emeria to maintain adequate liquidity and to improve its capital structure. =========================== U N I T E D K I N G D O M =========================== ANGOLO A SUD: Oury Clark Appointed as Joint Administrators ---------------------------------------------------------- Angolo A Sud (UK) Limited, trading as Osteria del Mercato, was placed into administration proceedings in the High Court of Justice, Business and Property Courts of England and Wales, Insolvency & Companies List (ChD), Court No. CR-2025-008447, and Nick Parsk and Carrie James of Oury Clark Chartered Accountants were appointed as joint administrators on Nov. 28, 2025. Angolo A Sud (UK) Limited specialized in licensed restaurant operations. Its registered office and principal trading address is 13-15 Leadenhall Market, London, EC3V 1LR. The joint administrators can be reached at: Nick Parsk Carrie James Oury Clark Chartered Accountants Herschel House 58 Herschel Street Slough, SL1 1PG Further details contact: The Joint Administrators Tel: 01753 551111 Email: IR@ouryclark.com Alternative contact: Josh Thorndyke BOEM LEISURE: FRP Advisory Appointed as Joint Administrators ------------------------------------------------------------ Boem Leisure Ltd was placed into administration proceedings in the High Court of Justice, Business and Property Courts in Leeds, Insolvency & Companies List (ChD), Court No. CR-2025-LDS-001168, and David Antony Willis and Bhuvnesh Majupuria of FRP Advisory Trading Limited were appointed as joint administrators on Dec. 1, 2025. Boem Leisure specialized in other service activities. Its registered office is at 7 The Watermark, Bankside, Gateshead, NE11 9SY, to be changed to 1st Floor, 34 Falcon Court, Preston Farm Business Park, Stockton on Tees, TS18 3TX. Its principal trading address is Unit 3 Tristram Centre, Brown Ln, W Holbeck, Leeds, LS12 6BF. The joint administrators can be reached at: David Antony Willis Bhuvnesh Majupuria FRP Advisory Trading Limited 1st Floor, 34 Falcon Court Preston Farm Business Park Stockton on Tees, TS18 3TX Further details contact: The Joint Administrators Tel: 01642 917555 Alternative contact: Robyn Coulter Email: Robyn.Coulter@frpadvisory.com CPR ELECTRICAL: PKF Littlejohn Appointed as Joint Administrators ---------------------------------------------------------------- CPR Electrical Contracting Ltd was placed into administration proceedings in the High Court of Justice, Business and Property Courts in Leeds, Insolvency and Companies List (ChD), Court No. CR-2025-LDS-001128, and Paul Williams and Stephen Goderski of PKF Littlejohn Advisory were appointed as joint administrators on Dec. 1, 2025. CPR Electrical specialized in electrical installation. Its registered office and principal trading address is Unit 7 Ash Road South, Wrexham Industrial Estate, Wrexham, LL13 9UG. The joint administrators can be reached at: Paul Williams Stephen Goderski PKF Littlejohn Advisory 15 Westferry Circus Canary Wharf London, E14 4HD Further details contact: Greg Pollock Tel: 0113 426 7403 Email: gpollock@pkf-l.com OUTERSPACE BUILDINGS: Mercian Advisory Appointed as Administrators ------------------------------------------------------------------ Outerspace Buildings Ltd was placed into administration proceedings in the High Court of Justice, Court No. CR-2025-007533, and Mark Grahame and Craig Andrew Ridgley of Mercian Advisory Limited were appointed as administrators on Dec. 1, 2025. Outerspace Buildings specialized in SIP kit manufacture and holiday lodge assembly. Its registered office is at Business Innovation Centre, Harry Weston Road, Coventry, CV3 2TX. Its principal trading address is Unit 50b Clywedog Road North, Wrexham Industrial Estate, Wrexham, LL13 9XN. The administrators can be reached at: Mark Grahame Craig Andrew Mercian Advisory Limited Business Innovation Centre Harry Weston Road Coventry, CV3 2TX Further details contact: Emma Ward Tel: 024 7643 0317 Email: EmmaW@mercianadvisory.co.uk S4 CAPITAL: Moody's Affirms 'B2' CFR, Alters Outlook to Negative ---------------------------------------------------------------- Moody's Ratings has affirmed S4 Capital PLC's (S4 Capital) B2 long-term corporate family rating and the B2-PD probability of default rating. Concurrently, Moody's affirmed the B2 rating on the EUR375 million backed senior secured term loan B (TLB) issued by S4 Capital LUX Finance S.a r.l. and the GBP100 million backed senior secured revolving credit facility (RCF) issued by S4 Capital 2 Ltd. Together, the three issuers will be referred to collectively as S4 Capital Group. The outlook on all entities was changed to negative from stable. The rating action reflects: -- The company's downward revision in guidance announced in November 2025 following a greater than previously expected pullback in clients' sales and marketing spending expected for the fourth quarter 2025 -- Sustained margin compression as a result of still high staff cost base despite disciplined cost control initiatives -- Weakening credit metrics, however, positively, the company has a good liquidity position and no near term maturities RATINGS RATIONALE The ratings reflect the company's (1) position as a digital advertising pure-play with a full suite of marketing and technology services operating in a market where growth is tilted towards digital advertising, (2) established client relationships and with some recent client wins such as General Motors Company (Baa2 stable), Amazon.com, Inc. (A1 positive), T-Mobile USA, Inc. (Baa1 stable), and a US-based FMCG company, and (3) a growing degree of client and industry diversity. The ratings also reflect the company's (1) relatively modest size compared with peers, (2) further weakening in 2025 revenue trajectory reflecting a greater than previously expected pullback in clients' discretionary advertising and marketing spending in Q4 2025 and a delay in revenue contribution from recent client wins as a result of the uncertain economic environment, (3) weak Moody's-adjusted credit metrics for 2025, and (4) the lack of visibility for an improvement in trading performance in 2026. On November 24, 2025, S4 Capital revised its full year 2025 trading performance downwards, reflecting a greater than previously expected pullback in client's discretionary advertising and marketing spending for Q4 2025 amid an uncertain economic environment and a slower ramp up of its new business wins. The company indicated 2025 like-for-like net revenue is now expected to be down by just under 10%. Despite the cost actions the company has already taken this year, this decline in revenue will impact the company's already weak credit metrics. Moody's expects a Moody's-adjusted EBITDA of around GBP58 million, Moody's-adjusted debt to EBITDA of around 6.0x and a reduction in Moody's adjusted free cash flow (FCF) for the full year 2025 to a high single digit from GBP36 million in 2024. Nevertheless, the company retains a good cash balance with GBP175.1 million in cash and cash equivalents as of June 2025, which supports the company's guidance for company reported net debt of GBP100 million to GBP140 million for 2025. ENVIRONMENTAL, SOCIAL, AND GOVERNANCE CONSIDERATIONS Environmental and social attributes do not have a material credit impact on S4 Capital's current rating. Governance attributes are nevertheless significant highlighting the company's operational underperformance that has led to three profit warnings in 2023 and one in 2024, and one in 2025. While the company has made a concerted effort in improving its operational controls, its revenue trajectory and margins still remain under considerable pressure. The governance score positively reflects the company's pause on its acquisitions which historically have been funded using 50% cash and 50% equity in the light of the decline in its share price and the pressure on the company's profitability. The company is committed to not exceeding absolute net debt (excl. leases) between GBP100 million and GBP140 million and a leverage target of company reported net debt of between 1.5x and 2.0x. However, the company needs to demonstrate a track record of solid execution towards its growth plan. The governance score also takes into account a certain degree of key-man risk because of its reliance on Sir Martin Sorrell. LIQUIDITY S4 Capital Group's liquidity is good, supported by GBP175.1 million in cash and cash equivalents as of June 2025, and access to a fully undrawn GBP100 million committed backed senior secured revolving credit facility (RCF), which will reduce to GBP80 million in August 2026. With no significant debt maturities before 2028 (excluding GBP20 million of the RCF that matures in 2026), the company has limited near-term refinancing risk. The RCF is subject to a springing financial covenant against which Moody's expects substantial headroom. STRUCTURAL CONSIDERATIONS The B2 ratings on the TLB and the RCF are in line with the CFR reflecting the senior only capital structure. The PDR is aligned with the CFR, reflecting a 50% recovery assumption. OUTLOOK The negative outlook reflects Moody's assumptions that the recent contract wins may not translate into improved performance before H2 2026 to offset the pullback in client spending in 2025 and that visibility for client advertising and marketing spending in the next 12 months is limited. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company (1) builds a track record of client wins pivoting the company towards a positive growth trajectory and diversifying its client base, supporting strong and sustained revenue and EBITDA growth that reflect effective execution of client wins and cost efficiencies; (2) and maintains a conservative financial policy such that Moody's-adjusted gross debt/EBITDA is maintained well below 4.5x together with positive free cash flow generation and the maintenance of a good cash balance. The ratings could be downgraded if the company fails to see a return to positive organic revenue growth from the second half of 2026 onwards or is not able to preserve its EBITDA margin; it materially loosens its financial policy or its Moody's-adjusted gross debt/EBITDA is sustained above 5.5x, the company's Moody's-adjusted free cash flow turns materially negative or the company materially reduces its cash balance. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Business and Consumer Services published in November 2021. The net effect of any adjustments applied to rating factor scores or scorecard outputs under the primary methodology(ies), if any, was not material to the ratings addressed in this announcement. COMPANY PROFILE S4 Capital PLC, a digital and marketing services company, with a global presence in 33 countries was formed in May 2018 by Sir Martin Sorrell. Since its formation, the company has grown through a series of around 30 geographically diverse business combinations. For the year to date, the company's reported revenue is GBP552.1 million. SARDINA SYSTEMS: Marshall Peters Appointed as Administrator ----------------------------------------------------------- Sardina Systems Ltd was placed into administration proceedings in the High Court, Manchester, No. 001655 of 2025, and Paul Palmer of Marshall Peters was appointed as administrator on Nov. 28, 2025. Sardina Systems Ltd specialized in business and domestic software development. Its registered office and principal trading address is 7 Bell Yard, London, WC2A 2JR. The administrator can be reached at: Paul Palmer Marshall Peters Bartle House, Oxford Court Manchester, M2 3WQ Tel: 0161 914 9255 For further information contact: Emily Whaley Marshall Peters Bartle House, Oxford Court Manchester, M2 3WQ Tel: 0161 914 9261 Email: EmilyWhaley@marshallpeters.co.uk STONEGATE HOMES (HOVE 2): Moorfields Appointed as Administrators ---------------------------------------------------------------- Stonegate Homes (Hove 2) 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. 008390 of 2025, and Arron Kendall and Andrew Pear of Moorfields were appointed as joint administrators on Nov. 27, 2025. Its registered office and principal trading address is 2000 Cathedral Square, Cathedral Hill, Guildford, GU2 7YL. The joint administrators can be reached at: Arron Kendall (IP No. 16050) Andrew Pear (IP No. 9016) Moorfields 82 St John Street London, EC1M 4JN Tel: 020 7186 1144 For further information, contact: Ciara Brennan Moorfields 82 St John Street London, EC1M 4JN Tel: 020 7186 1181 Email: ciara.brennan@moorfieldscr.com STONEGATE HOMES: Moorfields Appointed as Joint Administrators ------------------------------------------------------------- Stonegate Homes (Hove) 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. 008391 of 2025, and Arron Kendall and Andrew Pear of Moorfields were appointed as joint administrators on Nov. 27, 2025. Its registered office and principal trading address is 2000 Cathedral Square, Cathedral Hill, Guildford, GU2 7YL. The joint administrators can be reached at: Arron Kendall Andrew Pear Moorfields 82 St John Street London, EC1M 4JN Tel: 020 7186 1144 For further information, contact: Ciara Brennan Moorfields 82 St John Street London, EC1M 4JN Tel: 020 7186 1181 Email: ciara.brennan@moorfieldscr.com US CAPITAL: Moore Kingston Appointed as Joint Administrators ------------------------------------------------------------ US Capital Global Investment Management Manifesto Loan Ltd was placed into administration proceedings in the High Court of Justice, Business and Property Courts of England and Wales Insolvency and Companies Court No. 008382 of 2025, and Ryan Michael Davies and Christopher Purkiss of Moore Kingston Smith & Partners LLP were appointed as joint administrators on Dec. 2, 2025. US Capital Global specialized in activities of mortgage finance companies. Its registered office is at 92 Plumstead High Street, London, SE18 1SL. The joint administrators can be reached at: Ryan Michael Davies Christopher Purkiss Moore Kingston Smith & Partners LLP 6th Floor, 9 Appold Street London, EC2A 2AP Further details contact: Dino Burch-Humphrey Tel: 020 7566 4020 Email: DBurch-Humphrey@mks.co.uk VEDANTA RESOURCES: Moody's Affirms 'B1' CFR, Alters Outlook to Pos. ------------------------------------------------------------------- Moody's Ratings has affirmed Vedanta Resources Limited's (VRL) corporate family rating of B1. Moody's have also affirmed the B2 rating on the senior unsecured bonds issued by VRL's wholly-owned subsidiary, Vedanta Resources Finance II Plc, which are guaranteed by VRL. At the same time, Moody's changed the outlook on the entities to positive from stable. "The positive outlook reflects an improvement in VRL's earnings and cashflows supported by higher production, favorable commodity prices and further vertical integration in aluminum operations. Moody's expects EBITDA of about $6 billion in the current fiscal year ending March 2026 (FY2026), with potential 10%-12% growth next year if current prices hold," says Nidhi Dhruv, Moody's Ratings Vice President and Senior Credit Officer. "VRL's credit metrics have improved, in particular EBIT/interest because of liability management and debt refinancing. These actions extended its debt maturity and lowered funding costs to under 10% for FY2026, from 13% last year," adds Dhruv, also Moody's Ratings lead analyst for VRL. RATINGS RATIONALE VRL's earnings and cash flows are anchored by its zinc, aluminum, and oil & gas operations. Profitability at its aluminum business is expected to improve over the next 12–18 months, supported by higher captive alumina production and increasing backward integration into bauxite. Vedanta Limited (VDL), VRL's 56.4% operating subsidiary, has commissioned a new alumina production train at Lanjigarh, raising output to 1,240 kilotonnes (kt) in 1H FY2026 from 1,039 kt in 1H FY2025. This expansion will help reduce aluminum production costs over time, while a gradual ramp-up of bauxite mining operations will enhance cost efficiency and strengthen margins. VRL's proactive liability management this fiscal year has extended debt maturities and lowered funding costs, supporting a stronger financial profile. Successive bond issuances and new syndicated bank facilities have reinforced VRL and VDL's access to capital markets. As a result, there are no bond maturities at the VRL holding company before the $300 million due in June 2028, reducing refinancing risk and improving funding certainty. Moody's expects VRL's consolidated gross debt to reduce to $15.5 billion by FY2027 from $16.5 billion in FY2025. At the holding company level, debt has fallen to $4.8 billion as of September 2025, down from $9.1 billion as of March 2022. Lower debt at VRL holding company has reduced its reliance on dividends from the operating subsidiaries. Moody's expects the holding company to receive annual dividends of $700-$800 million, a reduction from $1.2 billion for the fiscal year ended March 31, 2025. Despite lower dividends, coverage of dividends and management fees over holding company interest expense will remain above 2x. The B1 CFR reflects VRL's large-scale, diversified low-cost operations; exposure to a wide range of commodities such as zinc, aluminum, iron ore, oil and gas, steel and power; strong position in key markets, enabling it to command a pricing premium; and history of relative margin stability through commodity cycles. These strengths are counterbalanced by its complex organizational structure, with the company owning less than 100% of its key operating subsidiaries, and its historically weak financial management and liquidity. VRL's senior unsecured bonds are rated B2, one-notch lower than the B1 CFR, reflecting Moody's views that bondholders are in a weaker position relative to the operating subsidiaries' creditors. The one-notch differential reflects the structural subordination of the holding company's bondholders to creditors at the rest of the group. Furthermore, majority of the debt at the operating companies is secured. Moody's estimates the operating company's claims are around 80% of total consolidated claims as of March 2025, with the remaining claims distributed across VRL and its intermediate holding companies that have a direct shareholding in VDL. OUTLOOK The positive outlook reflects Moody's expectations that VRL's credit metrics will improve and remain consistent with a Ba3 rating, and that the company will proactively refinance and extend debt maturities at its operating companies. Moody's also expects the demerger process to complete with no adverse findings. LIQUIDITY VRL is a pure holding company with operations housed in various subsidiaries and step-down subsidiaries. Its cash sources comprise dividends and management fees for the use of the Vedanta brand from its subsidiaries. Following successive notes issuances and repayment of its private credit facility, VRL has refinanced and termed out its debt maturities, ensuring sufficient cash to meet debt and interest obligations through March 2027. Liquidity at VRL's subsidiaries will remain weak as cash flows are largely upstreamed as dividends, requiring them to continue borrowing for capital expenditure, roll over debt and retain their reliance on short-term working capital facilities. As of September 2025, its operating subsidiaries held $2.4 billion in cash, down from $4.2 billion at March 2022. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's could upgrade VRL's ratings if its financial metrics remain strong, including (1) leverage measured by Moody's adjusted debt/EBITDA below 4.0x; and (2) EBIT/interest coverage above 2.5x on a sustained basis. A reduction in overall gross debt, coupled with a consistent record of proactive refinancing and effective liquidity management at the consolidated and holding company levels, will be essential for an upgrade. The outlook could return to stable if the company's financial profile or liquidity deteriorate resulting in less proactive refinancing. Credit metrics indicative of such deterioration include (1) adjusted debt/EBITDA above 4.0x or (2) EBIT/interest coverage below 2.5x on a sustained basis. Any difficulties encountered by the holding company in accessing cash flows from the operating subsidiaries, or a reduction below 2.0x in the ratio of operating subsidiaries' dividend plus management fees to holding company interest, will also result in a stable outlook. Any negative findings or irregularities highlighted through the demerger process may also revert the outlook to stable. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Mining published in April 2025. Vedanta's ratings are more than one notch below the scorecard output of Ba2. The final B1 rating reflects the company's complex organizational structure and weak liquidity. COMPANY PROFILE Vedanta Resources Limited (VRL) is headquartered in London and is a diversified resources company with interests mainly in India. Its main operations are held by Vedanta Limited (VDL), a 56.4%-owned subsidiary. Through VRL's various operating subsidiaries, the group produces oil and gas, zinc, lead, silver, aluminum, iron ore, steel and power. In September 2023, VDL announced its demerger into five separate listed entities, subject to the relevant approvals. Its shareholders will receive one share in each of the five companies upon completion of the demerger, while VDL and the four companies will have the same shareholding; i.e. VRL will hold a 56.4% stake in VDL and the four new companies. VRL delisted from the London Stock Exchange in October 2018 and is now 65% owned by Vedanta Incorporated and 35% by Volcan Investments. VRL's founder and chairman Anil Agarwal and his family are the ultimate shareholders. For the first six months ended September 2025, VRL reported revenue of $9.4 billion and an EBITDA of $2.8 billion. VIROCELL BIOLOGICS: FRP Advisory Appointed as Joint Administrators ------------------------------------------------------------------ Virocell Biologics Ltd was placed into administration proceedings in the High Court of Justice, Court No. CR-2025-008384, and Chad Griffin and Simon Baggs of FRP Advisory Trading Limited were appointed as joint administrators on Nov. 28, 2025. Virocell Biologics specialized in research and experimental development on biotechnology. Its registered office is at The Portland Building, 27-28 Church Street, Brighton, BN1 1RB, to be changed to C/O - FRP Advisory Trading Limited, 2nd Floor, 110 Cannon Street, London, EC4N 6EU. Its principal trading address is Great Ormond Street Hospital, Great Ormond St, London, WC1N 3JH. The joint administrators can be reached at: Chad Griffin Simon Baggs FRP Advisory Trading Limited 110 Cannon Street London, EC4N 6EU Further details contact: The Joint Administrators Tel: 020 3005 4000 Alternative contact: Jake Gruenewald Email: cp.london@frpadvisory.com VITRIFI LIMITED: FRP Advisory Appointed as Joint Administrators --------------------------------------------------------------- Vitrifi Limited was placed into administration proceedings in the High Court of Justice, Business and Property Courts of England and Wales, Court No. CR-2025-008485, and Geoffrey Paul Rowley and Philip Lewis Armstrong of FRP Advisory Trading Limited were appointed as joint administrators on Dec. 1, 2025. Vitrifi Limited specialized in telecommunications activities. Its registered office is at 6th Floor, 33 Holborn, London, EC1N 2HT, in the process of being changed to C/o FRP Advisory Trading Limited, 2nd Floor, 110 Cannon Street, London, EC4N 6EU. Its principal trading address is 6th Floor, 33 Holborn, London, EC1N 2HT. The joint administrators can be reached at: Geoffrey Paul Rowley Philip Lewis Armstrong FRP Advisory Trading Limited 110 Cannon Street London, EC4N 6EU Further details contact: The Joint Administrators Tel: 020 3005 4000 Alternative contact: Chloe Henshaw Email: cp.london@frpadvisory.com =============== X X X X X X X X =============== [] BOOK REVIEW: Dangerous Dreamers ---------------------------------- Dangerous Dreamers: The Financial Innovators from Charles Merrill to Michael Milken Author: Robert Sobel Publisher: Beard Books Softcover: 271 pages List Price: $34.95 Order your own personal copy at http://www.beardbooks.com/beardbooks/dangerous_dreamers.html "For the rest of his life, Milken will be accused of crimes for which he was not charged and to which he did not plead guilty." Milken is -- as anyone familiar with junk bonds and the scandals surrounding them in the 1980s knows -- Michael Milken of the Drexel Burnham banking and investment firm. In this book, noted business writer Robert Sobel analyzes the Milken criminal case and the many other phenomena of the period that lay the basis for the modern-day financial industry. However, the author's perspective is broader than the sensationalistic excesses and purported crimes of Milken and his like. Sobel is interested in the individuals and businesses that introduced and developed financial concepts, vehicles, and transactions that increased the wealth of millions of average persons. Sobel's examination of the byplay between financial chicanery and economic revitalization extends back to the Gilded Age of the latter 1800s and early 1900s. This was a time when Jim Fisk, Jay Gould, and others were making fortunes through skulduggery and manipulation of the financial markets, while Cornelius Vanderbilt and others were building the "world's finest railroad system." Later, in the "Junk Decade of the 1980s," as Ivan Boesky and others were reaping fortunes from "dubious" transactions, financial firms such as Forstmann Little and Kohlberg Kravis Roberts "played major positive roles in the largest restructuring of American industry since the turn of the century." While Sobel does not try to defend the excesses and illegalities of individuals and companies, he basically sees the Milkens of the world as "vehicles through which the phenomena of junk finance and leveraged buyouts played themselves out." This was the "Conglomerate Era." Mergers and acquisitions were at the center of financial and economic activity, and CEOs at major corporations were in competition to grow their corporations. Milken, Boesky, and others provided the means for this end. However, it is important to note that they did not originate the mergers and acquisition phenomenon. At first, Milken et al. were much appreciated by major corporations and the financial industry. However, when mergers and acquisition excesses began to bear sour fruit, Milken and his company Drexel Burnham took the brunt of public indignation. The government's search for villains then began. Sobel examines the ripple effects of financial innovators who became financial pariahs. Milken's journey, for example, cannot be unraveled from that of a company such as Beatrice. Starting in 1960, the food company Beatrice started making large-scale acquisitions. CEO Williams Karnes, who "ran a tight, lean ship, with a small office staff," was succeeded by corporate heads who brought in corporate jets and limousines, greatly increased staff, and moved into regal office space. James Dutt of Beatrice is singled out as symptomatic of the heedless mindset that crept into corporate America in the 1980s. Sobol's tale of the complexities and ambivalence of this transitional period is bolstered by memorable portraits of key players and companies. In so doing, he demonstrates once more why he has long been recognized as one of the country's most important business writers. About the Author Robert Sobel was born in 1931 and died in 1999. He was a prolific historian of American business life, writing or editing more than 50 books and hundreds of articles and corporate profiles. He was a professor of business at Hofstra University for 43 years and held a Ph.D. from New York University. Besides producing books, articles, book reviews, scripts for television and audiotapes, he was a weekly columnist for Newsday from 1972 to 1988. At the time of his death he was a contributing editor to Barron's Magazine. ********* 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 * * *