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

                          E U R O P E

          Friday, March 13, 2026, Vol. 27, No. 52

                           Headlines



C Y P R U S

INTERPIPE HOLDINGS: Fitch Affirms 'CCC-' LongTerm IDR


F I N L A N D

AHLSTROM OYJ: Fitch Lowers LongTerm IDR to 'B', Outlook Stable


F R A N C E

DEVOTEAM GROUP: Moody's Affirms B2 CFR & Alters Outlook to Negative
ERAMET SA: Moody's Lowers CFR to B2 & Alters Outlook to Stable
GALILEO GLOBAL: Moody's Alters Outlook on 'B2' CFR to Stable


G E R M A N Y

DELIVERY HERO: S&P Affirms 'B' LongTerm ICR, Outlook Stable
DYNAMO MIDCO: Moody's Affirms 'B2' CFR, Alters Outlook to Negative
FORTUNA CONSUMER 2026-1: Fitch Assigns BB-(EXP)sf Rating on F Notes


I R E L A N D

BILBAO CLO III: S&P Assigns B-(sf) Rating on Class E-R-R Notes
CVC CORDATUS XVI: Fitch Assigns B-sf Final Rating on Cl. F-R Notes
CVC CORDATUS XXIV: S&P Assigns B-(sf) Rating Class F-R-R Notes
CVC CORDATUS XXXI: Fitch Assigns 'B+sf' Rating on Class F-1R Notes
FORTUNA CONSUMER 2026-1: Moody's Assigns (P)B3 Rating to F Notes

JUBILEE CLO 2024-XXVIII: Fitch Rates Class F-R Notes 'B-sf'
MADISON PARK XII: Fitch Affirms B+sf Rating on Class F Notes
MARINO PARK: S&P Assigns B-(sf) Rating on Class F Notes
PROVIDUS CLO VII: Fitch Affirms B-sf Final Rating on Cl. F-R Notes
ST. PAUL'S V: Fitch Affirms BB-sf Rating on Class F-R Notes

TAURUS 2021-3 DEU: Moody's Affirms B3 Rating on EUR57MM Cl. C Notes


I T A L Y

CEDACRI SPA: Moody's Upgrades CFR to 'B2', Outlook Stable


L U X E M B O U R G

ARVOS HOLDCO: S&P Lowers ICR to 'SD' on Distressed Exchange
MAXAM PRILL: Fitch Affirms 'B+' LongTerm IDR, Outlook Stable


M O L D O V A

MOLDOVA: Fitch Affirms 'B+' LongTerm Foreign Currency IDR


N E T H E R L A N D S

AMG CRITICAL: Moody's Affirms 'B1' CFR & Alters Outlook to Stable
METINVEST BV: Fitch Puts 'CCC' LongTerm IDR on Watch Negative


S E R B I A

BELGRADE: Moody's Alters Outlook on 'Ba2' Issuer Rating to Stable
SERBIA: Moody's Affirms Ba2 Issuer Rating, Alters Outlook to Stable


S P A I N

PAX MIDCO: Moody's Upgrades CFR to B2, Outlook Stable


S W E D E N

SBB HOLDING: Fitch Affirms 'B-' LongTerm IDR, Outlook Stable
SBB PARENT: Fitch Affirms 'CC' LongTerm IDR


T U R K E Y

ORDU YARDIMLASMA: Fitch Affirms 'BB-' IDR, Outlook Stable
VAKIF KATILIM: Fitch Gives BB- LongTerm Rating on USD1.5BB Certs


U N I T E D   K I N G D O M

DIONE BIDCO: Fitch Assigns 'B+' LongTerm IDR, Outlook Stable
FROG BIKES: FRP Advisory Appointed as Joint Administrators
GAME RETAIL: KR8 Advisory Appointed as Joint Administrators
K.A.M. PLASTICS: Marshall Peters Appointed as Joint Administrators
MACQUARIE AIRFINANCE: Fitch Puts BB+ LongTerm IDR on Watch Positive

MARKET FINANCIAL (CAPITAL): BTG Begbies Appointed as Administrators
MARKET FINANCIAL (FUNDING): BTG Begbies Named as Administrators
MARKET FINANCIAL INT'L: BTG Begbies Named as Administrators
MARKET FINANCIAL LIMITED: AlixPartners UK Named as Administrators
MARKET FINANCIAL SERVICES: BTG Begbies Appointed as Administrator

NOMAD FOODS: S&P Affirms 'BB-' ICR & Alters Outlook to Negative
PHOENIX NAYLORS: KR8 Advisory Appointed as Joint Administrators
RJAY DEVELOPMENTS: KR8 Advisory Appointed as Joint Administrators
ROAD AND RALLY: BTG Begbies Appointed as Joint Administrators
ROUTE2SUSTAINABILITY: Currie Young Appointed as Joint Administrator

SCALABLE SOFTWARE: Quantuma Advisory Appointed as Administrators
VELOCITY 2026-1: Fitch Assigns 'B-(EXP)sf' Rating on Class X Notes
WILD CHILD: Wbg Services Appointed as Joint Administrators
ZEPHYR MIDCO 2: S&P Raises LT ICR to 'B', Outlook Stable


X X X X X X X X

[] BOOK REVIEW: Transnational Mergers and Acquisitions
[] Fitch Affirms Ratings on Seven EMEA Hardware & Software Cos.
[] Fitch Affirms Ratings on Three EMEA Lab Testing Companies

                           - - - - -


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C Y P R U S
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INTERPIPE HOLDINGS: Fitch Affirms 'CCC-' LongTerm IDR
-----------------------------------------------------
Fitch Ratings has affirmed Interpipe Holdings Plc's Long-Term
Issuer Default Rating (IDR) and senior unsecured rating at 'CCC-'.
The Recovery Rating on the senior unsecured debt is 'RR4'.

Interpipe's rating reflects a high risk of damage or disruption at
its five facilities in central Ukraine, which generate
substantially all its earnings and cash flow, due to their
proximity to the conflict zone.

The company has made progress in addressing its May 2026 bond
maturity and holds sufficient cash to fully repay the bond, but
Fitch would expect it to raise some funding for day-to-day
operations for the rest of 2026. Fitch will re-assess the liquidity
position at the end of March and the company's ability to repay the
2026 bond.

Key Rating Drivers

Resilient Financial Performance: Fitch expects lower EBITDA at or
above USD150 million in 2026 due to the impact of missile and drone
attacks on the energy infrastructure over the winter months,
leading to neutral to limited negative free cash flow (FCF).
Interpipe has achieved robust EBITDA margins of USD300-500 per
tonne (based on steel volumes produced; not finished products) over
the past four years. It generated positive FCF in those years, even
after paying out performance-sharing fees linked to the debt
restructuring concluded in 2019 and some shareholder distributions
in the form of upstreamed loans.

The business has successfully managed logistics constraints,
working capital, capex and other constraints imposed by the war.
Its assets in central Ukraine remain by and large operational.

Bond Maturity in Focus: The company has USD119.1 million of bonds
outstanding (13 May 2026 maturity) of the USD300 million original
issuance, following a tender offer and repurchases of bonds
throughout 2025 and 2026. These measures, alongside progress in
raising local funding over the past year, underline Interpipe's
capacity to repay the bond. However, Fitch would expect the company
to arrange for some additional working capital facilities to fund
day-to-day operations for the rest of 2026.

At the same time, operating risks in Ukraine remain very high and
events between now and the bond maturity in May could affect
Interpipe's strategic priorities. This makes the timely repayment
of the outstanding bonds at maturity uncertain.

Operating Environment Continues to Deteriorate: Interpipe faced
significant operational disruption in 2025. It had to rely on
third-party supply of steel billets in 3Q25, following the
breakdown of a transformer at its electric arc furnace facility in
May 2025, which has been repaired. This had a major impact on sales
volumes and profitability, with EBITDA dropping to USD18 million in
3Q25 from USD100 million in 2Q25. The reduced reliability of power
infrastructure has led us to assume EBITDA at or above USD200
million for 2025 and at or above USD150 million for 2026. This
reflects its expectation that domestic power generation is unlikely
to recover over the short term.

Peer Analysis

Metinvest B.V. is rated 'CCC-' on Rating Watch Negative, which
reflects increasing refinancing risk linked to its USD428 million
bonds falling due on 23 April 2026. Ferrexpo plc is also rated
'CCC-', given a significant worsening of its operational liquidity,
while the company does not have any bank or capital markets debt.

Fitch’s Key Rating-Case Assumptions

- Operating EBITDA at or above USD200 million in 2025, reducing
towards USD150 million in 2026 due to increased intensity of
missile and drone attacks on the Ukrainian energy infrastructure
and their impact on reliability of power supply

- Capex of USD60 million-70 million in 2026, with potential
deferral to support adequate liquidity

- Positive FCF at or above USD50 million in 2025 and neutral to
negative in the low double-digit millions in 2026 due to lower
assumed EBITDA generation

Corporate Rating Tool Inputs and Scores

Fitch scored the issuer as follows, using its Corporate Rating Tool
(CRT) to produce the Standalone Credit Profile (SCP):

- Business and financial profile factors (assessment, relative
importance): Management (bb, Lower), Sector Characteristics (bb+,
Lower), Market and Competitive Positioning (bb-, Moderate),
Diversification and Asset Quality (ccc-, Higher), Company
Operational Characteristics (bb+, Moderate), Profitability (bbb+,
Lower), Financial Structure (a+, Lower), and Financial Flexibility
(ccc, Higher).

- The quantitative financial subfactors are based on custom CRT
financial period parameters: 10% weight for the forecast year 2025,
70% for the forecast year 2026 and 20% for the forecast year 2027.

- B+ to CC considerations apply in its analysis and result in an
adjustment of -1 notch.

- The Governance assessment of 'Good' results in no adjustment.

- The Operating Environment assessment of 'ccc' results in no
adjustment.

- The SCP is 'ccc-'.

Recovery Analysis

Its recovery analysis assumes that Interpipe would be reorganised
as a going concern (GC) in bankruptcy rather than liquidated.

Interpipe's GC EBITDA of USD120 million is well below its mid-cycle
estimate. It captures the possibility that, in a financial
restructuring, not all its assets may remain operational or that
logistics constraints could limit exports due to the ongoing
military conflict.

Fitch uses an enterprise value/EBITDA multiple of 3.0x to calculate
a post-reorganisation valuation, reflecting the concentrated nature
of key manufacturing assets in a territory with military conflict.

After deducting 10% for administrative claims and taking into
account Fitch's Country-Specific Treatment of Recovery Ratings
Criteria, its analysis resulted in a waterfall-generated recovery
computation in the 'RR4' band, indicating a 'CCC-' rating for the
company's senior unsecured notes. The Recovery Rating for corporate
issuers in Ukraine is capped at 'RR4'.

RATING SENSITIVITIES

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

- Deteriorating liquidity profile

- Default of some kind appears probable or a default or
default-like process has begun following decision not to pay coupon
or inability to service debt or a formal announcement of a
distressed debt exchange

- An intensification of the conflict with Russia leading to damage
to key production assets

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

- De-escalation of Russia's war in Ukraine, reducing operating
risks

- Repayment of all outstanding gross debt

Liquidity and Debt Structure

Interpipe held USD229 million of cash at end-September 2025, a
large proportion of which was held offshore. The company should
have sufficient funds to repay the outstanding USD119.1 million of
bonds in May 2026 plus accrued interest but Fitch would expect it
to arrange for some additional working capital facilities to fund
day-to-day operations for the rest of 2026.

Issuer Profile

Interpipe is a Ukrainian producer of high value-added steel
products, mostly pipes and railway wheels.

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.

Climate Vulnerability Signals

The results of its Climate.VS screener did not indicate an elevated
risk for Interpipe.

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
   -----------                  ------           --------   -----
Interpipe Holdings Plc    

                          LT IDR CCC- Affirmed              CCC-
    senior unsecured      LT     CCC- Affirmed    RR4       CCC-




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F I N L A N D
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AHLSTROM OYJ: Fitch Lowers LongTerm IDR to 'B', Outlook Stable
--------------------------------------------------------------
Fitch Ratings has downgraded Ahlstrom Oyj Long-Term Issuer Default
Rating (IDR) and senior secured rating to 'B', from 'B+'. The
Outlook on the IDR is Stable. Recovery Rating on the senior secured
rating is 'RR4'.

The downgrade reflects Ahlstrom's 2025 under-performance due to
weaker-than-expected demand from key end-markets, which has
resulted in under-utilisation of capacity and weaker earnings,
despite a positive contribution from acquisition and price
increases.

The Stable Outlook reflects expected 2026 improvement from cost
savings and acquisition integration, supporting higher margins,
neutral free cash flow (FCF) and deleveraging.

Key Rating Drivers

Weaker-Than-Expected Recovery: Lower volumes and a negative FX
contribution limited EBITDA margin recovery in 2025 to 14.7%
against the previous forecast of 15.7%. Volumes in some end-markets
are likely to remain weak in 2026, although improving from 2025.
Fitch expects the EBITDA margin to improve to above 16% in 2026
from 14.7% in 2025, supported by right-sizing and cost-saving
measures, as well as recent acquisitions.

Leverage Sustainably High: Fitch expects Ahlstrom's gross leverage
to remain above the previous downgrade sensitivity of 5.5x until
2027 due to higher debt and a weaker recovery in profitability,
partly offset by the positive contribution from acquisitions. Fitch
expects gross leverage at 6.3x at end-2026, decreasing to 5.8x at
end-2027.

Acquisitions Boosting Growth: Ahlstrom's acquisitions of Stevens
Point (US premium food, consumer packaging and e-commerce
solutions) and EBF (US manufacturer of natural fibre-based medical
devices for biological sample collection and preservation) should
contribute about EUR100 million of EBITDA in 2026. Fitch does not
expect major additional acquisitions as the company focuses on
integrating the current portfolio.

Improving FCF: Fitch expects positive FCF in 2026-2028 after
underperforming in 2025. Improvement is driven by higher EBITDA and
working-capital stabilisation. Fitch also expects lower capex of
about EUR160 million a year over the next three years, from EUR172
million in 2025, supporting FCF generation. Higher than expected
capex or weaker revenues would leave FCF negative, which, if
protracted, would be negative for the rating.

Solid Business Profile: Ahlstrom's business profile supports its
rating, based on its strong position in a high number of niche
markets and its solid geographical and end-market diversification.
It has some exposure to cyclical end-markets, such as automotive,
trucks, building materials and industrial applications. However,
this is mitigated by its limited exposure to new vehicle
production, offering of sustainable fibre-based materials and high
exposure (above 50% of sales) to non-cyclical and resilient
applications.

Peer Analysis

Ahlstrom's business profile is close to that of investment-grade
peers such as KION GROUP AG (BBB/Stable), based on its solid market
positions, strong diversification and exposure to non-cyclical
end-markets, but Ahlstrom's leverage is significantly higher.

Ahlstrom's EBITDA margins of 14%-16% are weaker than those INNIO
Holding GmbH (B+/Stable) and comparable with TK Elevator Holdco
GmbH (B/Positive). This is mainly an effect of its position in the
value chain as a producer of the fibre-based materials used in
end-products, but not of the product itself.

Ahlstrom's EBITDA gross leverage is higher than at ams-OSRAM AG
(B/Stable) and Flender International GmbH (B+/Stable). Fitch
expects Ahlstrom's short-term deleveraging profile to be slightly
worse than TK Elevator's.

Fitch’s Key Rating-Case Assumptions

- Revenue increase by about 5% in 2026 due to full acquisition
contribution, further increase of 3% in 2027 and 2028 as volumes
rebound

- EBITDA margin increasing to above 16% in 2026 and remaining
modestly positive in 2027-2028, based on long-term cost savings and
pricing benefits

- Working-capital outflows broadly in line with revenue growth in
2025-2028

- Average capex at 5% of revenue in 2026-2028

- Successful refinancing

Corporate Rating Tool Inputs and Scores

Fitch scored the issuer as follows, using its Corporate Rating Tool
(CRT) to produce the Standalone Credit Profile (SCP):

- Business and financial profile factors (assessment, relative
importance): Management (b+, Moderate), Sector Characteristics
(bbb, Moderate), Market and Competitive Positioning (bbb-,
Moderate), Diversification and Asset Quality (bbb, Moderate),
Company Operational Characteristics (bb+, Moderate), Profitability
(bbb-, Moderate), Financial Structure (ccc+, Higher), and Financial
Flexibility (b+, Moderate).

- The quantitative financial subfactors are based on custom CRT
financial period parameters: 10% weight for the historical year
2024, 10% for the forecast year 2025, 40% for the forecast year
2026 and 40% for the forecast year 2027.

- B+ to CC considerations apply in its analysis and result in no
adjustment.

- The Governance assessment of 'Good' results in no adjustment.

- The Operating Environment assessment of 'a+' results in no
adjustment.

- The SCP is 'b'.

To derive the IDR: no other consideration applied.

Recovery Analysis

The recovery analysis assumes that Ahlstrom would be restructured
as a going concern (GC) rather than liquidated in a default.

Fitch applies a distressed enterprise value (EV)/EBITDA multiple of
5.5x to calculate its going-concern EV, reflecting Ahlstrom's
strong market positions and solid diversification in end-markets,
products and geography.

Fitch assumes a going-concern EBITDA of EUR340 million after its
acquisitions in 2025. Fitch believes the going-concern EBITDA
reflects a financial profile after restructuring with low
profitability, reduced capex and neutral-to-negative cash flow
generation.

The total EV available for claims is reduced by administrative
claims and its adjustment for the use of recourse and non-recourse
factoring of about EUR337 million.

The debt consists of about EUR1.077 billion in euro TLB, EUR438
million and EUR 493 million US dollar TLBs, EUR629 million notes, a
EUR325 million revolving credit facility and bank debt of EUR155
million. These assumptions result in a Recovery Rating of 'RR4' for
the senior secured instrument rating, resulting in an equal
instrument rating with the IDR.

RATING SENSITIVITIES

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

- An aggressive capital structure policy leading to EBITDA leverage
above 6.5x

- EBITDA interest coverage below 2x

- FCF margin neutral to negative on a sustained basis

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

- EBITDA leverage below 5.5x

- EBITDA interest coverage above 3.0x

- FCF margin above 1%

Liquidity and Debt Structure

Ahlstrom's Fitch-defined readily available cash was around EUR47
million at end-2025. Liquidity is supported by a committed
revolving credit facility of EUR325 million, maturing in August
2027, and by expected positive FCF from 2026.

The group's debt structure is fairly well-diversified and consists
of TLB of EUR1,077 million and USD1,119million, and senior secured
notes of EUR350 million and USD305 million.

Issuer Profile

Ahlstrom is a global leader in speciality fibre-based materials
with a wide range of uses in many sectors including industrial
applications and consumer-driven products.

RATING ACTIONS

   Entity/Debt              Rating           Recovery   Prior
   -----------              ------           --------   -----
Ahlstrom Oyj     

                      LT IDR B  Downgrade               B+
   senior secured     LT     B  Downgrade     RR4       B+

Spa US Holdco, Inc.

   senior secured     LT     B  Downgrade     RR4       B+




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F R A N C E
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DEVOTEAM GROUP: Moody's Affirms B2 CFR & Alters Outlook to Negative
-------------------------------------------------------------------
Moody's Ratings has affirmed Devoteam Group SAS's (Devoteam or the
company) B2 corporate family rating and B2-PD probability of
default rating. Concurrently, Moody's have affirmed the B2 rating
on Devoteam's outstanding EUR565 million senior secured term loan B
and EUR143 million senior secured revolving credit facility (RCF).
The outlook has been changed to negative from stable.

"THE rating action reflects the company's underperformance compared
to Moody's expectations over the past two years, which has resulted
in a weakening of its credit metrics to levels which are currently
outside what Moody's considers to be consistent with a B2 CFR" said
Fabrizio Marchesi a Moody's Ratings Vice President-Senior Analyst
and lead analyst for Devoteam. "Although Moody's expects that the
company's financial performance will improve over the next 12-18
months, there is a certain degree of execution risk regarding the
timing and extent of recovery and a delay could lead to negative
rating pressure" added Mr. Marchesi.

RATINGS RATIONALE

Devoteam's revenue has remained broadly flat on an organic basis
since December 2023, which is well below Moody's previous
expectations of mid-to-high single-digit annual growth. At the same
time, its profitability has slipped, with company adjusted EBITDA
(post-IFRS 16) declining to EUR133 million as of the last twelve
months (LTM) September 30, 2025, from EUR145 million in 2024. In
combination with significant exceptional items, this has led to an
increase in Moody's-adjusted leverage to 7.8x as of September 2025,
up from an already-high 6.3x in December 2024, with
Moody's-adjusted EBITA/interest remaining at relatively low levels
of 1.5x. Moody's expects the company's Moody's-adjusted FCF to have
been negative in 2025, for the second consecutive year. These
levels are outside what is required for a B2 rating.

Moody's expects an improvement in headline revenue growth towards
around 4% in both 2026 and 2027, driven by an improvement in market
demand and new product launches, and gains in company adjusted
EBITDA to around EUR140 million and EUR150 million in 2026 and
2027, respectively, thanks to recent operating initiatives
implemented by management. This should drive an improvement in
Moody's-adjusted leverage to around 6x, Moody's-adjusted
EBITA/interest to above 2x and Moody's-adjusted FCF/debt to 3-4% by
the end of 2027. However, Moody's also considers that there is a
certain degree of execution risk associated with an improvement in
market demand, given delays experienced in recent years, and
although Moody's believes that management is working hard to
improve the company's profitability, expected gains are not
certain.

The B2 CFR is supported by Devoteam's specialisation in
faster-growing digital transformation technologies and strategic
partnerships with leading providers of such technologies; its
long-standing high quality client base, which is reasonably well
diversified across industries; a certain degree of geographic
diversification; and the company's adequate liquidity.

Concurrently, the rating is constrained by the company's relatively
modest size and scale; its limited prospects for scalability, as
billable headcount must be increased to grow revenue and
competition for skilled labour is fierce; the risk of disruption
from technological changes, although the company has solid
technological know-how of its own; and the risk of releveraging to
fund acquisitions.

LIQUIDITY

Devoteam's liquidity is adequate, supported by a cash balance of
EUR52 million as of September 30, 2025 as well as access to a
EUR143 million RCF, EUR70 million of which was undrawn as of
September 30, 2025. This liquidity is required to support
intra-year working capital swings. The RCF includes a springing
maintenance covenant, set at 7.0x senior secured leverage and
tested if the outstanding balance exceeds 40%. Moody's considers
that the company has a sufficient buffer.

STRUCTURAL CONSIDERATIONS

The capital structure includes a EUR565 million senior secured term
loan B due December 2030 and a EUR143 million senior secured RCF
due June 2030. The security package provided is limited to pledges
over shares, bank accounts and intercompany receivables, as is
customary in European leveraged buy-out transactions. Moody's
considers collateral mainly composed of share pledges as a weak
security package.

The B2 rating assigned to senior secured term loan and senior
secured RCF is in line with the CFR, reflecting their pari passu
ranking as well as the size of the company's other liabilities. The
B2-PD probability of default rating is at the same level as the CFR
reflecting a 50% family recovery rate.

RATING OUTLOOK

The negative outlook reflects the weakening of the company's
financial metrics over the past two years and the risks related to
an improvement in the company's financial performance over the next
12-18 months.

The rating could be stabilised if Devoteam's financial performance
successfully improves such that Moody's-adjusted leverage improves
to well below 6.0x on a sustained basis, with Moody's-adjusted
FCF/debt also sustained at mid-single digit levels, while
maintaining adequate liquidity.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Positive pressure on Devoteam's rating is unlikely for the time
being but could develop over time should the company consistently
grow its size and scale; improve its Moody's-adjusted leverage to
below 4.5x and increase its Moody's-adjusted FCF/debt to
high-single digit levels, both on a sustained basis. The company
would also have to maintain at least adequate liquidity.

Moody's would consider downgrading the rating if the expected
recovery in the company's revenue growth and operating margins is
materially below expectations; Devoteam's Moody's-adjusted leverage
does not improve to well below 6.0x; its Moody's-adjusted
EBITA/interest falls below 1.5x: or its Moody's-adjusted FCF/debt
does not improve to mid-single levels over the next 12-18 months.
Negative rating pressure could also develop should the company's
liquidity weaken.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Business and
Consumer Services published in February 2026.

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

Devoteam is a French technology consulting firm based near Paris
and operating in over 20 countries across Europe, the Middle East
and Africa. It advises corporate clients on the capabilities,
selection and customized uses and implementation of digital
transformation technologies, including SMACS. In 2024, the company
generated revenue of EUR1,154 million and company-adjusted EBITDA
of EUR145 million (including IFRS 16).


ERAMET SA: Moody's Lowers CFR to B2 & Alters Outlook to Stable
--------------------------------------------------------------
Ratings has downgraded the long-term corporate family rating of
French mining and metallurgical company ERAMET S.A. (Eramet or the
company) to B2 from B1. Moody's also downgraded to B2-PD from B1-PD
the probability of default rating and to B2 from B1 the instrument
ratings on the group's 7.0% EUR500 million and 6.5% EUR600 million
senior unsecured notes due 2028 and 2029, respectively. Moody's
further assigned a Baseline Credit Assessment (BCA) of b3.
Following the Government of France (Aa3 negative)'s approval to
support the announced EUR500 million capital increase of the
company, in which it owns 27.13% of the share capital, Eramet now
formally falls within the scope of Moody's Government-related
Issuers (GRI) methodology. The B2 CFR benefits from a one notch
uplift from the b3 BCA due to Moody's assumptions of moderate
extraordinary support from the French government and low default
dependence. The outlook has been changed to stable from negative,
based on the assumption of a successful capital increase.

RATINGS RATIONALE

The downgrade was prompted by a significant slowdown in Eramet's
2025 operating performance, falling short of Moody's expectations
and resulting in significantly weakened credit metrics to levels
well below Moody's guidance for the previous B1 rating. At the same
time, Moody's expects ongoing challenging market conditions and
weak metrics for the B2 rating category this year.

In 2025, Eramet's adjusted EBITDA dropped by 54% year-over-year
(yoy) to EUR372 million from EUR814 million in 2024, reflecting
lower commodity prices, unfavourable currency effects, losses from
a delayed ramp up of the Centenario lithium plant, and logistics
and cost pressures in the manganese business in Gabon. A
substantial EUR481 million negative company-adjusted free cash flow
(FCF), excluding the cash burn of the New Caledonian subsidiary Le
Nickel-SLN (SLN)) on lower earnings and still-high construction
capex for the lithium plant increased the company's net debt to
EUR1.9 billion (EUR1.3 billion in 2024) and company adjusted net
leverage to 5.5x (1.8x).

Moody's expects Eramet's credit metrics to be weak for the B2
rating category also in 2026, before recovering more visibly in
2027, including a reduction in its Moody's adjusted leverage (gross
debt to EBITDA) from around 9.5x in 2025 towards 4.5x and improved
retained cash flow to debt of at least 10% by the end of 2027. For
2026, Moody's assumes moderate volume growth in manganese ore and
lithium carbonate along a further production ramp-up of the
Centenario lithium plant in 2026. Lower nickel ore sales at the
group's PT Weda Nickel Ltd subsidiary in Indonesia due to tightened
production permits, and commodity prices at historically still-low
levels will leave performance improvements also dependent on a
successful execution of the company's profitability improvement
plan ("ReSolution"), introduced in late 2025. Following the recent
departure of the company's CEO and subsequent suspension of the
CFO, visibility into a timely implementation of the measures and
realization of targeted EBITDA improvements may have weakened,
while Moody's understands that the interim management remains
committed to the plan. In terms of cash flow, Moody's expects
continued negative Moody's adjusted FCF in 2026, albeit well below
the EUR611 million cash burn in 2025.

The rating action further reflects Eramet's proposed additional
measures to help strengthen its balance sheet and bolster
liquidity. Besides planned "sizeable" asset divestments in 2026,
the company is preparing an around EUR500 million capital increase,
which has been approved by its key shareholders, while remaining
subject to resolution at its annual general meeting in May. Moody's
views these measures as positive from a liquidity enhancement,
deleveraging and governance perspective, supporting the stable
outlook. The approval of the capital increase by Eramet's reference
shareholders, including the French state, demonstrates their
commitment to support the company at times of a weakened financial
performance and when market conditions remain challenging.

Given the Government of France's (Aa3 negative) 27.13% stake in
Eramet's share capital and 31.64% share in the voting rights, the
company qualifies as being designated as Government-related Issuer,
according to Moody's GRI methodology. With an assumed low default
dependence and moderate extraordinary support by the French state,
Moody's apply a one notch uplift to Eramet's b3 BCA. Eramet's
strategic relevance to the French state is reflected in instances
of government involvement in the company's strategic decision
making in the past and the provision of financial support to SLN in
the last few years. This support was previously recognized in the
ratings, although not to the same extent as currently.

Anticipating the capital increase will be completed during 2026, as
proposed by management, Eramet's liquidity will remain adequate for
the next two years in Moody's views, while the risk of a covenant
breach will be materially reduced, although a waiver might still be
needed this year, depending on the time of the capital increase.
Significant asset disposals would further bolster Eramet's
liquidity, although Moody's have not included any proceeds in
Moody's assessments as no binding offers have been received.

Eramet's b3 BCA further reflects as credit challenges the company's
limited size and scale compared with other global mining companies
Moody's rate, its exposure to volatile commodity cycles, prices and
demand, which can lead to wide swings in revenues and earnings,
foreign currency risks as sales are largely priced in US dollars,
and ongoing high operational concentration on countries with weak
institutional and governance strength and low credit ratings,
particularly the Government of Gabon (Caa2 stable), where Eramet
generates the vast majority of EBITDA (EUR357 million in 2025) and
FCF (EUR46 million) from its manganese activities.

Factors supporting the b3 BCA include Eramet's leading market
positions in high-grade manganese ore and ferronickel production;
best-in-class cost position in all mining activities and large
reserve base; strategy of diversification through growth in mines
and metals with positive long-term fundamentals (lithium, nickel);
and adequate liquidity for now.

LIQUIDITY

Moody's regard Eramet's liquidity as adequate. As of December 31,
2025, the company had access to around EUR480 million cash and cash
equivalents (excluding EUR111 million of cash held by SLN and
including EUR23 million of short term financial assets) and EUR935
million available under its committed revolving credit facility
(EUR915 million of which maturing in 2029 and EUR20 million in
2028). That said, Moody's understand that the company has fully
utilized the RCF in January for precautionary reasons and may
continue to draw under the facility until the time of the capital
increase.

These funds are sufficient to cover Moody's forecasts of continued
negative Moody's adjusted FCF (excluding SLN) in 2026, working cash
needs of EUR80 million and EUR496 million short-term debt as of
December 31, 2025. The proposed capital increase will help the
company maintain adequate liquidity also through 2027, when Moody's
projects a further reduction in the cash burn and when EUR307
million of debt will mature.

Eramet obtained a waiver from its banks for the covenant test date
December 31, 2025, as its gearing ratio (net debt to shareholders'
equity) increased to 125%, exceeding the covenanted 100% maximum.
Given Moody's forecasts of further increasing net debt in H1 2026
(assuming the capital increase will be completed in H2 2026),
Moody's expects the company to obtain another waiver to avoid a
near-term covenant breach.

ESG CONSIDERATIONS

From a governance perspective, the rating action takes positively
into account Eramet's proposed capital increase in order to delever
its balance sheet and strengthen liquidity, and the suspension of
common dividend payments in 2026 and 2027. Conversely, the
company's recent dismissal of its CEO and temporary suspension of
the CFO increase governance risks related to management
credibility, resulting in a potential impairment of strategic
execution and increasing uncertainty for stakeholders at times of a
stressed operational performance.

OUTLOOK

The stable outlook reflects Moody's assumptions that Eramet's
proposed around EUR500 million capital increase will be
successfully completed in 2026, its cash burn progressively and
significantly reduced and credit metrics restored to adequate
levels for the B2 rating category by the end of 2027. The stable
outlook is also based on Moody's expectations that the current
27.13% ownership stake in Eramet held by the French state will
remain at least stable after the capital increase, which will be
key for a continued application of Moody's GRI methodology to
Eramet as currently incorporated in its rating.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Moody's could upgrade the CFR, if Eramet's (1) leverage reduced to
below 4.5x gross debt to EBITDA, (2) EBITDA less capex to interest
expense increased to 2.0x, (3) retained cash flow to debt exceeded
15%; all on a Moody's adjusted and sustainable basis and excluding
the likely ongoing negative impact of SLN on Eramet's profits and
cash flow. Also, for an upgrade Eramet's exposure to mining
jurisdictions with high geopolitical risks, such as Gabon, would
have to be materially reduced from the current level.

In addition, a demonstration of or an assumed stronger support by
the French government than Moody's currently anticipate (e.g.,
through an increased shareholding in Eramet, or any other form of
extraordinary support), could lead to positive pressure on the
ratings.

Moody's could downgrade the CFR, if Eramet's (1) operating
performance and cash generation failed to markedly recover over the
next few quarters, resulting in weaker than anticipated cash flow
generation or liquidity, (2) leverage failed to gradually reduce to
5.5x gross debt to EBITDA or below, (3) EBITDA less capex to
interest expense remained below 1.2x, (4) retained cash flow to
debt remained below 10%; all on a Moody's adjusted and sustainable
basis and excluding the likely ongoing negative impact of SLN on
Eramet's profits and cash flow.

Likewise, a failure to complete the proposed EUR500 million capital
increase in 2026 or signs of weakening support from the French
government could result in negative pressure on the ratings.

PRINCIPAL METHODOLOGY

The methodologies used in these ratings were Mining published in
February 2026.

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 Paris, France, Eramet is one of the world's
leading producers of manganese and nickel, used to improve the
properties of steels, and mineral sands (titanium dioxide and
zircon). Eramet is divided into four business units corresponding
to its activities Manganese, Nickel, Mineral Sands and Lithium. In
2025, Eramet (excluding SLN) generated around EUR2.7 billion in
sales and reported EBITDA of EUR270 million (10.0% margin).


GALILEO GLOBAL: Moody's Alters Outlook on 'B2' CFR to Stable
------------------------------------------------------------
Moody's Ratings has changed to stable from negative the outlook of
Galileo Global Education Operations SAS (Galileo), Europe's largest
private higher education group.

Concurrently, Moody's have affirmed the company's B2 long-term
corporate family rating (CFR), the B2-PD probability of default
rating (PDR), the B2 ratings on the EUR1.75 billion senior secured
term loans B4 (TLB) due in July 2031 and the B2 rating on the
EUR180 million senior secured revolving credit facility (RCF) due
January 2031, all raised by Galileo.

"The outlook change to stable reflects Moody's expectations that
key credit metrics will strengthen over the next 12–18 months,
supported by solid fiscal 2026 enrolment growth driving low single
digit revenue and EBITDA growth. It also reflects a more
conservative, largely prefunded inorganic growth strategy requiring
no additional debt," says Víctor García Capdevila, a Moody's
Ratings Vice President Senior Analyst and lead analyst for
Galileo.

"Despite the challenges in France, Moody's expects solid operating
performance for the group, supported by strong results in the
international segment and the contribution from recent
acquisitions", adds Mr. García.

RATINGS RATIONALE

Galileo delivered a solid operating performance in the fiscal year
ended in August 2025 (fiscal 2025) despite significant headwinds in
France stemming from increased competition and adverse regulatory
changes to the apprenticeship scheme. In fiscal 2025, organic
revenue grew by 5% to EUR1,301 million, or by 17% to EUR1,486
million on a pro forma basis including acquisitions. However,
organic Moody's-adjusted EBITDA decreased by 1% to EUR329 million
driven by high student costs (+8%) and high operating expenses in
general (+5%). Pro-forma for acquisitions Moody's-adjusted EBITDA
increased by 14% to EUR381 million.

Moody's anticipates a continued challenging operating environment
in France over the next 12–18 months, driven by intensifying
competition; lower than historical enrolment in Arts and Creation
programs amid concerns about AI related disruption; weaker
apprentice volumes; and reduced pricing following the regulatory
changes introduced in July 2025 to the French apprenticeship
scheme. However, Moody's expects these pressures to be more than
offset by the company's strong operating performance in the
international segment and the solid contributions from the recent
acquisitions of Holding Universidad Centro S.A.P.I de CV (Centro),
COEDU Group Ltd (Corndel), and GGE Education Brazil Ltda
(Multivix).

Moody's base case scenario assumes organic revenue growth of 3%,
reaching EUR1,530 million in fiscal 2026 and EUR1,577 million in
fiscal 2027. This is supported by expected low-single-digit
enrolment growth in both online and onsite segments over fiscal
2026–2027, along with moderate price increases. Moody's forecasts
Moody's-adjusted EBITDA to grow broadly in line with revenue,
rising to EUR392 million in fiscal 2026 and EUR405 million in
fiscal 2027, reflecting ongoing cost inflation within Galileo's
cost base.

Moody's expects the company's key credit metrics to strengthen over
the next 12–18 months. Moody's-adjusted gross leverage is
projected to decline to 7.0x in fiscal 2026 and 6.7x in fiscal
2027. Interest coverage (EBITA/interest expense) is forecast to
remain stable at 1.6x in fiscal 2026 and increase to 1.7x in fiscal
2027.

As the company's expansionary capital spending program reaches its
final year in fiscal 2026, Moody's anticipates a material
improvement in free cash flow (FCF) generation. Moody's estimates
breakeven to slightly negative free cash flow in fiscal 2026 and
around EUR25 million of positive free cash flow in fiscal 2027.

Moody's base-case scenario does not assume any M&A activity.
However, given Galileo's historically acquisitive strategy, Moody's
considers it likely that the company will pursue further
acquisitions in fiscal 2026 and fiscal 2027, albeit at lower levels
than in fiscal 2025. With an expected cash balance of EUR443
million by fiscal 2026, the company will have substantial capacity
to deploy cash toward additional acquisitions. Galileo has already
prefunded part of its fiscal 2026 M&A activity through the issuance
of a EUR250 million PIK instrument outside the restricted group.

Assuming EUR200 million of restricted cash in domestic businesses
and a minimum operating cash balance, Galileo could allocate nearly
EUR250 million to its M&A strategy. Based on historical EV/EBITDA
acquisition multiples of around 10x, this would enable the company
to acquire approximately EUR25 million of EBITDA through inorganic
growth without incurring additional debt. Moody's views the
company's large projected cash balance, and the likelihood of its
deployment to support growth, as a credit positive.

Galileo's B2 long term corporate family rating reflects the
company's large scale of operations, strong track record of
successful organic and inorganic growth, high revenue visibility
and predictability, strong digital footprint, and the relatively
high barriers to entry in the higher education market due to strict
regulations, access to real estate, and brand reputation.

The rating also incorporates the company's high Moody's adjusted
gross leverage; the costs associated with complying with stringent
regulations and maintaining academic credibility and quality
standards; headwinds in its core French market and cost inflation
related to student acquisition and occupancy; its strong appetite
for debt funded M&A in a highly fragmented industry; and
temporarily negative free cash flow resulting from a sizeable
investment programme expected to conclude in fiscal 2026.

LIQUIDITY

Galileo's liquidity is good. As of September 2025, the company had
a cash balance of EUR603 million and full access to the committed
EUR180 million senior secured revolving credit facility due in
January 2031. The RCF is subject to a senior secured net leverage
springing covenant test of 9.25x when drawings exceed 40%.

The company's cash flow profile is seasonal and is heavily
influenced by the traditional academic year, with large cash
outflows during the summer months.

Galileo has a comfortable debt maturity profile with no debt
repayments until 2031 when the TLB and RCF mature.

STRUCTURAL CONSIDERATIONS

Galileo's capital structure includes a EUR1,750 million senior
secured TLB due in July 2031 and a EUR180 million senior secured
RCF due in January 2031, ranking pari passu among themselves. The
senior secured TLB and the senior secured RCF are rated B2, in line
with the company's CFR. All facilities are guaranteed by the
company's subsidiaries and benefit from a guarantor coverage test
of not less than 80% of the group's consolidated EBITDA. The
security package includes shares, bank accounts and intercompany
receivables of significant subsidiaries.

RATIONALE FOR STABLE OUTLOOK

The stable outlook reflects Moody's expectations of a stabilization
of operating performance in France and low single digit percentage
revenue and earnings growth over the next two years, leading to a
strengthening of Galileo's key credit metrics. The outlook also
assumes no debt funded acquisitions during this period.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Upward momentum on Galileo's rating could develop over time if the
company's Moody's-adjusted gross leverage declines well below 5.5x
on a sustained basis and FCF/debt improves above 5% while
maintaining adequate liquidity.

Pressure on Galileo's rating could arise if the company's
Moody's-adjusted gross leverage does not decrease towards 6.5x over
the next 18-24 months; the company's operating performance deviates
significantly from Moody's expectations; or FCF deteriorates,
leading to a substantial weakening of its liquidity. Aggressive
debt-funded inorganic growth and large shareholder distributions
could also exert pressure on the rating.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Business and
Consumer Services published in February 2026.

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

Galileo is a leading international school group offering tertiary
private education across 20 countries. It has over 65 brands, more
than 130 campuses and more than 300,000 students enrolled
worldwide. An equity consortium formed by CPP Investment Board
Europe Sarl (CPP, 36%), Téthys Invest (35%), MPE Lux 1 (Montagu,
16%), and Fonds ETI 2020 (Bpifrance, 10%), along with the senior
management team (3%), bought Galileo from Providence Equity
Partners VII-A L.P. in May 2020 for an enterprise value of EUR2.3
billion.

In fiscal 2025, the group reported revenue and Moody's-adjusted
EBITDA, pro-forma for acquisitions, of EUR1.5 billion and EUR381
million, respectively.




=============
G E R M A N Y
=============

DELIVERY HERO: S&P Affirms 'B' LongTerm ICR, Outlook Stable
-----------------------------------------------------------
S&P Global Ratings affirmed its 'B' long-term issuer credit rating
on Delivery Hero SE and its core financing subsidiaries, Delivery
Hero Finco Germany GmbH and Delivery Hero Finco LLC; and assigned
its 'B' issue rating on the proposed term loan and affirmed our 'B'
issue rating on the company's existing senior secured term loan B
(TLB). The '3' recovery rating on the TLB is unchanged.

S&P said, "The stable outlook reflects our expectation that
continued top-line growth and profitability improvements will
result in adjusted debt to EBITDA falling to below 7x by the end of
2027, EBITDA interest coverage will stay above 2x, and free
operating cash flow (FOCF) before exceptional cash outflows will
remain positive."

Delivery Hero SE has launched a $1.5 billion incremental term loan
issuance due in 2032 under its senior facilities agreement and
intends to use part of the proceeds to redeem convertible bonds
while leaving a substantial amount for general corporate purposes.

The group's credit metrics will remain within S&P's tolerance for
the rating over the next 12-24 months despite
slower-than-anticipated leverage reduction due to the increased
debt.

S&P said, "We project Delivery Hero to generate positive and rising
EBITDA over the period, albeit with slower profitability
improvements than we anticipated due to tougher competition and
growth investments in 2026.

"We expect Delivery Hero will experience slower EBITDA growth in
2026, but the company's profitability continues to improve. The
group reported gross merchandise value (GMV) growth of 0.9% for
2025, a significant slowdown from 2024's growth of 7.7%. Increased
competition in South Korea and Middle East impairing market shares,
disruptions caused by the transition to an employment-based model
in Spain, and adverse currency effects have affected GMV growth,
but revenue growth remained solid at about 14%, thanks to improved
GMV-to-revenue conversion. We estimate the S&P Global
Ratings-adjusted EBITDA margin improved to about 4.4% in 2025 based
on preliminary results, an approximately 70 basis point improvement
from 2024. We expect further improvements in 2026, albeit limited
to 20-30 basis points on account of increased investments that
allow the group to maintain its leadership position in highly
competitive markets. In the Middle East, competition from Meituan
is likely to result in increased operating expense (specifically
for marketing) to retain the core customer base. Furthermore, the
switch to an employment-based model for riders in Spain since
mid-2025 increases operating expense. In addition, strategic
investments in the Middle East and Asia--with a focus on expanding
capacity and increasing store density in the group's quick commerce
business--are contributing to higher operating and capital
expenditure. We think these investments, while temporarily limiting
EBITDA margin improvement in 2026, are likely to provide margin
upside from 2027 on.

"Delivery Hero's $1.5 billion term loan issuance, combined with
tougher operating conditions expected in 2026, will slow
deleveraging, but we still project leverage to improve within our
tolerance for the 'B' rating within the next 12-24 months. We
expect the company's debt-to-EBITDA ratio will stay near 8.0x in
2026, after the company reduced leverage to 8.2x in 2025 from 14.0x
in 2024. The delayed deleveraging from our prior expectations is
partly because of the above-mentioned operating challenges, but
also the incremental debt issuance. After using about EUR600
million of the proceeds for convertible bond redemption or
buybacks, there will be about EUR700 million of additional cash on
balance sheet for general corporate purposes that we do not net
off. Although this surplus cash could fund additional bond
buybacks, as publicly indicated by Delivery Hero, we consider the
incremental debt in our gross leverage calculation (this has a 1.0x
impact on our leverage forecast in 2026). We think the company has
demonstrated a history of prudent debt and cash management in
recent years, such as when it used the proceeds of the Talabat
listing to buy back EUR896 million of convertible bonds, reducing
debt.

"We expect leverage will reduce to below 7.0x within the next 12-24
months while EBITDA interest coverage remains above 2.0x and FOCF
increases, which we consider consistent with our 'B' rating. The
temporary slower EBITDA growth in 2026 does not alter our view that
Delivery Hero is on track to improve its credit metrics, supported
by profitable growth through increasing revenue from advertising
business, increased profitability from the quick commerce business
that will be further supported by increased store density,
accelerated deployment of own-delivery services and improved
operating leverage. We continue to expect positive FOCF excluding
exceptional outflows, despite higher interest charges associated
with the incremental debt. EBITDA interest coverage, which we
estimate improved to above 2.0x in 2025, will remain above that
threshold as EBITDA increases combined with substantial working
capital inflows help absorb the increased interest burden."

The proposed term loan will extend the group's average debt
maturity profile and will provide additional liquidity buffer to
withstand unexpected operational volatility. Delivery Hero plans to
use some proceeds of the new TLB to repay an upcoming convertible
bond maturity (EUR56 million due on April 30, 2026). It also
intends, subject to market conditions and board approval, to
repurchase for cash its convertible bonds due Jan. 23, 2027, with a
principal amount of EUR540 million. The extended debt maturity
profile and additional cash on the balance sheet support our strong
liquidity assessment. The group remains exposed to potential claims
associated with contingent liabilities in Spain with regards to
riders' status in previous periods, and other similar claims and
litigations could arise in other jurisdictions if Delivery Hero
cannot adapt to local regulatory requirements in each country where
it operates. The strong liquidity profile, further enhanced by the
additional EUR700 million surplus cash from the proposed
transaction, indicates the group's ability to cover unexpected
legal claims or volatility in profits.

S&P said, "We will monitor the potential impact on credit risk from
the strategic review the group announced in December 2025, which
aims at creating value for its shareholders. Delivery Hero
indicated it was evaluating several options, including strategic
partnerships for selected assets, or capital allocation measures to
enhance its capital structure. While nothing has been decided, we
would reassess the group's credit risk in light of any significant
impact from these measures.

"The stable outlook reflects our expectation that continued
top-line growth and profitability improvements will result in
adjusted debt to EBITDA falling to below 7.0x by the end of 2027,
EBITDA interest coverage staying above 2.0x, and FOCF before
exceptional cash outflows remaining positive. We also expect
Delivery Hero will maintain ample liquidity cushion to cover
potential cash outflows from contingent liabilities.

"We could lower the rating if the group's liquidity buffer weakens
or if the group's operating performance deteriorates and its EBITDA
margin does not improve, resulting in delayed deleveraging, us no
longer expecting EBITDA interest coverage to improve to 2.0x or
above, and sustained FOCF deficits. This could happen because of
heightened competition, GMV declines, increased labor costs, or
adverse regulatory actions resulting in higher operating expense or
large cash outflows.

"We could raise the rating if Delivery Hero continues to increase
EBITDA such that we expect the group will achieve leverage below 5x
and generate solid FOCF while maintaining ample liquidity
headroom." This would result from continued strong GMV growth,
increased order frequency and sizes, expansion of the
subscription-based model, or increased contribution from
advertising revenue.


DYNAMO MIDCO: Moody's Affirms 'B2' CFR, Alters Outlook to Negative
------------------------------------------------------------------
Moody's Ratings affirmed Dynamo Midco B.V.'s (Innomotics) B2
corporate family rating and B2-PD probability of default rating.
Concurrently, Moody's affirmed the B2 instrument ratings of the
backed senior secured notes, backed senior secured EUR Term Loan B
(TL, B1 and B2), backed senior secured revolving credit facility
(RCF) and backed senior secured guarantee facility issued by Dynamo
NewCo II GmbH as well as the USD backed senior secured term loan B1
issued by Dynamo US Bidco Inc. The outlook on all three entities
was changed to negative from stable.

RATINGS RATIONALE

The outlook change to negative reflects Innomotics' high one-off
costs as well as some softness in demand resulting in weaker
operating trading than Moody's previous expectations.

One off items rose by more than EUR100 million in fiscal year 2025
(ending September), to about EUR270 million from roughly EUR160
million in fiscal 2024. The increase includes a EUR100 million
charge for a new restructuring program announced in September 2025,
which is expected to lead to EUR30 million and EUR70 million cash
payouts in fiscal 2026 and 2027 respectively. Carve out and
separation costs also remained high at about EUR107 million in
fiscal 2025, most of which are cash effective in the same period.

At the same time, Innomotics experienced softer demand across its
end markets, including slower order intake for its short cycle
products, particularly in China, and decision making delays for
longer cycle products, some of which are exposed to oil and gas
markets. As a result, revenue declined by 4% and orders fell by 8%
during the fiscal year.

These developments increased Innomotics' Moody's adjusted gross
leverage to 15x in fiscal 2025 (around 6x excluding carve out items
and the new restructuring program). Moody's expects a significant
decline in one off costs in fiscal 2026. Most of the targeted
EUR110 million savings from the new restructuring program will
likely materialize in fiscal 2027, with expected EUR40 million
cumulative savings in fiscal 2026, while related cash outflows will
weigh on free cash flows (FCF) in both 2026 and 2027. Moody's also
do not expect a marked rebound in operating performance in fiscal
2026. As a result, Moody's now anticipate that Innomotics will
reduce its Moody's adjusted gross leverage below 6.0x—which would
be consistent with the B2 rating level—only in fiscal 2027, a
year later than Moody's previously expected.

Innomotics' CFR is supported by its strong business profile as a
leading company in the global market for electrical motors and
drives, its broad geographic and end-market diversification, its
competitive advantage in high-end equipment, good growth prospects
driven by rising demand for energy-efficient electrical products
and solutions in industrial applications, and expected
profitability improvements as a stand-alone organization.

Further rating constraints include Innomotics' exposure to cyclical
end markets, particularly for its short-cycle products; high
competition from several sizeable competitors in relatively
fragmented markets; and lower profitability than peers despite its
market-leading positions.

OUTLOOK

The negative outlook reflects Moody's expectations that Innomotics'
may fail to improve its Moody's-adjusted gross leverage below 6.0x
in the next 12-18 months and that its FCF generation could remain
negative in that period on the back of softer demand and higher
one-off costs than expected.

Moody's still expect gradual improvement of Innomotics' credit
metrics and the maintenance of adequate liquidity in that period.

LIQUIDITY

Innomotics' liquidity is adequate. It is supported by EUR249
million of cash and EUR245 million available under its EUR400
million RCF as of September 2025. The company also has access to a
EUR420 million guarantee facility. Moody's expects Innomotics' FCF
to remain negative over the next 12–18 months because of the
restructuring payouts and the softer demand. However, the company's
liquidity sources, together with potential working capital
releases, should be sufficient to cover the potential FCF burn, day
to day operating cash needs and the remaining EUR50 million
purchase price payment completed in the first quarter of fiscal
2026.

In October 2025, Innomotics pre funded an expected EUR100 million
acquisition of low voltage motor business in India with a EUR100
million term loan. The company also introduced a factoring program
with availability up to EUR250 million in fiscal 2025.

There are no significant short term maturities, with all
instruments in the capital structure due in 2031. The RCF includes
a springing senior secured net debt covenant of 8.9x, tested if RCF
drawings net of cash exceed 40% of the total RCF facility (3.0x as
of September 2025).

STRUCTURAL CONSIDERATIONS

Innomotics' B2-PD PDR is in line with its B2 CFR, reflecting
Moody's standard assumptions of 50% family recovery. The around
EUR1.3 billion equivalent backed senior secured term loans maturing
in 2031, the EUR600 million backed senior secured bond maturing in
2031, the EUR400 million RCF and the EUR420 million backed senior
secured guarantee facility all rank pari passu and are rated B2, in
line with the CFR.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Moody's could upgrade Innomotics' CFR with evidence of a meaningful
improvement in its margins, leading to Moody's-adjusted gross
debt/EBITDA below 5.0x and Moody's-adjusted EBITA/interest above
2.0x on a sustained basis. Maintenance of at least adequate
liquidity, with ongoing positive FCF, could also support an
upgrade.

Moody's could downgrade the rating if Innomotics fails to improve
EBITDA margins to double digits, debt/EBITDA remains sustainably
above 6.0x, interest to EBITA cover remains sustainably below 1.5x,
Innomotics' FCF remains negative and/or its liquidity
deteriorates.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Manufacturing
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

Innomotics, headquartered in Nürnberg, Germany, is a leading
manufacturer of electrical low and high voltage motors and medium
voltage drives for industrial applications. The company operates 16
manufacturing facilities globally and reported revenues of EUR3.0
billion in fiscal year ending September 2025. Innomotics is owned
by funds of KPS Capital Partners, LP since October 2024 and was
carved out from Siemens Aktiengesellschaft (Aa3 stable) in July
2023.


FORTUNA CONSUMER 2026-1: Fitch Assigns BB-(EXP)sf Rating on F Notes
-------------------------------------------------------------------
Fitch Ratings has assigned Fortuna Consumer Loan ABS 2026-1 DAC's
class A to X notes expected ratings.

The assignment of final ratings is contingent on the receipt of
final documentations conforming to information already reviewed.

   Entity/Debt              Rating           
   -----------              ------           
Fortuna Consumer Loan
ABS 2026-1 Designated
Activity Company

   A XS3299549439        LT AAA(EXP)sf  Expected Rating
   B XS3299544984        LT AA-(EXP)sf  Expected Rating
   C XS3299545015        LT A(EXP)sf    Expected Rating
   D XS3299545106        LT BBB-(EXP)sf Expected Rating
   E XS3299545288        LT BB(EXP)sf   Expected Rating
   F XS3299545445        LT BB-(EXP)sf  Expected Rating
   G XS3299545791        LT NR(EXP)sf   Expected Rating
   R1 XS3299545957       LT NR(EXP)sf   Expected Rating
   R2 XS3299546096       LT NR(EXP)sf   Expected Rating
   X XS3299545874        LT BB+(EXP)sf  Expected Rating

Transaction Summary

Fortuna Consumer Loan ABS 2026-1 is a true-sale securitisation of a
15-month revolving pool of unsecured consumer loans sold by
auxmoney Investments Limited. The securitised consumer loan
receivables are derived from loan agreements entered into between
Süd-West-Kreditbank Finanzierung GmbH (SWK) and residents in
Germany, brokered by auxmoney GmbH through its online lending
platform.

KEY RATING DRIVERS

Narrowing Loss Expectations: Owing to the selection of target
borrowers, the assumed loss rates are at the upper end of those
seen in Fitch-rated German unsecured consumer loan transactions.
Fitch views the credit score calculated by auxmoney as the key
asset performance driver.

Fitch assumed a lower weighted average (WA) default base case of
7.25%, compared with 8.7% in Fortuna 2025-1, the last Fitch-rated
predecessor deal. This is due to lower concentrations at the
high-risk end of auxmoney's score classes and better default
expectations for some score classes based on historical
performance. Fitch applied a WA default multiple of 4.2x at 'AAAsf'
for the total portfolio, up from 4.0x. Fitch assumed a recovery
base case of 30%, unchanged from the predecessor.

Transaction Structure Adds Risk: The transaction features pro-rata
amortisation among the class A-to-F notes and a 15-month revolving
period. Both are subject to performance triggers, of which Fitch
views the principal deficiency ledger (PDL) trigger as the most
likely to be breached. Replenishment adds some uncertainty to asset
performance, which has been reflected in its asset assumptions.

Pro-rata amortisation can extend the life of the senior notes and
expose them to adverse developments towards the end of the
transaction's life. This has been accounted for in its cash flow
modelling.

Hedging Structure Exposed to Mismatches: Interest-rate risk is
hedged using an interest-rate swap with a fixed schedule, in line
with the predecessor deal. The actual amortisation profile of the
portfolio and the hedged notes can differ substantially from the
fixed schedule, depending on default rates, prepayments and the
actual length of the revolving period. A high amount of defaults
and prepayments would expose the structure to over-hedging, which
reduces excess spread in a decreasing rate environment.

Bespoke Operational and Servicing Set-Up: auxmoney operates a data-
and technology-driven lending platform that connects borrowers and
investors on a fully digitalised basis. CreditConnect GmbH, a
subsidiary of auxmoney, is the servicer, with some servicing duties
also being performed by SWK. No back-up servicer was appointed at
closing, in line with the previous transactions. Nonetheless, Fitch
believes the current set-up and the division of responsibilities
between the two entities sufficiently reduce servicing continuity
risk. Payment interruption risk is reduced by a liquidity reserve,
which covers more than three months of senior expenses and interest
on the class A to F notes.

RATING SENSITIVITIES

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

Expected impact on the notes' ratings of increased defaults (class
A/B/C/D/E/F/X)

Increase default rates by 10%:
'AA+sf'/'A+sf'/'A-sf'/'BBB-sf'/'BBsf'/'B+sf'/'BB+sf'

Increase default rates by 25%:
'AAsf'/'Asf'/'BBB+sf'/'BB+sf'/'B+sf'/'B-sf'/'BBsf'

Increase default rates by 50%:
'A+sf'/'BBB+sf'/'BBB-sf'/'BB-sf'/'CCCsf'/'NRsf'/'BB-sf'

Expected impact on the notes' ratings of reduced recoveries (class
A/B/C/D/E/F/X)

Reduce recovery rates by 10%:
'AAAsf'/'AA-sf'/'Asf'/'BBB-sf'/'BBsf'/'BB-sf'/'BB+sf'

Reduce recovery rates by 25%:
'AA+sf'/'AA-sf'/'A-sf'/'BBB-sf'/'BBsf'/'BB-sf'/'BB+sf'

Reduce recovery rates by 50%:
'AA+sf'/'A+sf'/'BBB+sf'/'BB+sf'/'BBsf'/'Bsf'/'BB+sf'

Expected impact on the notes' ratings of increased defaults and
reduced recoveries (class A/B/C/D/E/F/X)

Increase default rates by 10% and reduce recovery rates by 10%:
'AA+sf'/'A+sf'/'A-sf'/'BB+sf'/'BBsf'/'B+sf'/'BB+sf'

Increase default rates by 25% and reduce recovery rates by 25%:
'AAsf'/'Asf'/'BBBsf'/'BBsf'/'B-sf'/'CCCsf'/'BBsf'

Increase default rates by 50% and reduce recovery rates by 50%:
'Asf'/'BBBsf'/'BB+sf'/'B-sf'/'NRsf'/'NRsf'/'B-sf'

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

The class A notes are rated at the highest level on Fitch's scale
and cannot be upgraded.

Expected impact on the notes' ratings of reduced defaults and
increased recoveries (class B/C/D/E/F/X)

Reduce default rates by 10% and increase recoveries by 10%:
'AAsf'/'A+sf'/'BBBsf'/'BB+sf'/'BBsf'/'BBBsf'

Reduce default rates by 25% and increase recoveries by 25%:
'AAAsf'/'AAsf'/'A-sf'/'BBBsf'/'BBB-sf'/'A-sf'

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

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

DATA ADEQUACY

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

Overall, and together with any assumptions referred to above,
Fitch's assessment of the information relied upon for the rating
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.




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I R E L A N D
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BILBAO CLO III: S&P Assigns B-(sf) Rating on Class E-R-R Notes
--------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Bilbao CLO III
DAC's class A-1-R-R, A-2-R-R, B-R-R, C-R-R, D-R-R, and E-R-R notes.
At closing, the issuer had unrated subordinated notes outstanding
from the existing transaction, and also issued additional
subordinated notes equalling EUR4,150,500.

This transaction is a reset of the already existing transaction,
which closed in June 2021. The existing notes will be fully
redeemed with the proceeds from the issuance of the replacement
loan and notes on the reset date. The ratings on the original notes
have been withdrawn.

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

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

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

-- The collateral manager's experienced team, which can affect the
performance of the rated debt 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    2,898.68
  Default rate dispersion                                 491.69
  Weighted-average life (years)                             4.23
  Weighted-average life (years) including reinvestment      4.50
  Obligor diversity measure                               105.85
  Industry diversity measure                               19.63
  Regional diversity measure                                1.31

  Transaction key metrics

  Portfolio weighted-average rating
  derived from S&P's CDO evaluator                             B
  'CCC' category rated assets (%)                           3.07
  Portfolio target par amount (mil. EUR)                     350
  Actual 'AAA' weighted-average recovery (%)               35.93
  Actual weighted-average spread                            3.66
  Actual weighted-average coupon                            4.43

Rating rationale

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

The portfolio's reinvestment period will end on Sept. 6, 2030. The
portfolio is well-diversified, primarily comprising broadly
syndicated speculative-grade senior secured term loans and bonds.
Therefore, S&P has conducted its credit and cash flow analysis by
applying its criteria for corporate cash flow CDOs.

S&P said, "In our cash flow analysis, we used the EUR350million
target par amount, the covenanted weighted-average spread (3.55%),
covenanted weighted-average coupon (4.40%), and the actual
weighted-average recovery rate at each rating level.

"We applied various cash flow stress scenarios, using four
different default patterns, in conjunction with different interest
rate stress scenarios for each liability rating category.

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

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

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

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class A-2-R-R and B-R-R notes could
withstand stresses commensurate with higher ratings than those
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.

"For the class A-1-R-R, C-R-R, and D-R-R notes, our credit and cash
flow analysis indicates that the available credit enhancement could
withstand stresses commensurate with the assigned rating.

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe our ratings are
commensurate with the available credit enhancement for the class
A-1-R-R to E-R-R notes.

"For the class E-R-R 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 E notes reflects several key
factors, including:

-- The class E-R-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 24.11% (for a portfolio with a weighted-average
life of 4.5 years), versus if it was to consider a long-term
sustainable default rate of 3.2% for 4.5 years, which would result
in a target default rate of 14.40%.

-- 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 E-R-R notes is commensurate with
the assigned '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-1-R-R to
D-R-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 E-R-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."

Bilbao CLO III DAC is a European cash flow CLO securitization of a
revolving pool, comprising euro-denominated senior secured loans
and bonds issued mainly by speculative-grade borrowers. Guggenheim
Partners Europe Limited is the collateral manager.

  Ratings

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

  A-1-R-R  AAA (sf)  217.00   38.00    Three/six-month EURIBOR
                                       plus 1.23%

  A-2-R-R  AA (sf)    35.50   27.86    Three/six-month EURIBOR
                                       plus 1.80%

  B-R-R    A (sf)     21.50   21.71    Three/six-month EURIBOR
                                       plus 2.30%

  C-R-R    BBB- (sf)  26.50   14.14    Three/six-month EURIBOR
                                       plus 3.10%

  D-R-R    BB- (sf)   16.20    9.51    Three/six-month EURIBOR
                                       plus 5.50%

  E-R-R    B- (sf)    10.50    6.51    Three/six-month EURIBOR
                                       plus 8.91%

  Sub. Notes    NR    43.15     N/A    N/A

  Additional
  sub. Notes    NR     4.15     N/A    N/A

*S&P's ratings on the class A-1-R-R, and A-2-R-R notes address
timely interest and ultimate principal payments. The ratings on the
class B-R-R, C-R-R, D-R-R, and E-R-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.


CVC CORDATUS XVI: Fitch Assigns B-sf Final Rating on Cl. F-R Notes
------------------------------------------------------------------
Fitch Ratings has assigned CVC Cordatus Loan Fund XVI DAC reset
notes final ratings.

   Entity/Debt              Rating                 Prior
   -----------              ------                 -----
CVC Cordatus Loan
Fund XVI DAC

   A-1 XS2078646093      LT PIFsf  Paid In Full    AAAsf
   A-2 XS2078646689      LT PIFsf  Paid In Full    AAAsf
   A-R XS3263946538      LT AAAsf  New Rating
   B XS2078647497        LT PIFsf  Paid In Full    AAAsf
   B-1-R XS3263946884    LT AAsf   New Rating
   B-2-R XS3263947007    LT AAsf   New Rating
   C-1 XS2078647901      LT PIFsf  Paid In Full    A+sf
   C-2 XS2078648545      LT PIFsf  Paid In Full    A+sf
   C-R XS3263947262      LT Asf    New Rating
   D XS2078649436        LT PIFsf  Paid In Full    BBB+sf
   D-R XS3263947692      LT BBB-sf New Rating
   E XS2078649782        LT PIFsf  Paid In Full    BBsf
   E-R XS3263947858      LT BB-sf  New Rating
   F XS2078650103        LT PIFsf  Paid In Full    Bsf
   F-R XS3263948070      LT B-sf   New Rating

Transaction Summary

CVC Cordatus Loan Fund XVI DAC is a securitisation of mainly (at
least 90%) senior secured obligations with a component of senior
unsecured, mezzanine, second lien loans and high-yield bonds. Note
proceeds have been used to redeem the existing notes, except the
subordinated notes, and to fund the existing portfolio with a
target par of EUR400 million.

The portfolio is actively managed by CVC Credit Partners Investment
Management Limited. The CLO has a five-year reinvestment period and
an eight-year weighted average life (WAL) test at closing.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'/'B-'. The Fitch-weighted
average rating factor of the identified portfolio is 24.7.

High Recovery Expectations (Positive): At least 90% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second lien, unsecured and mezzanine assets. The Fitch-weighted
average recovery rate of the identified portfolio is 56.3%.

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

WAL Step-Up Feature (Neutral): The transaction can extend the WAL
test by 12 months, from one year after closing, or later if a
matrix switch has occurred. The WAL extension is subject to
conditions, including passing the collateral quality tests,
coverage tests and the aggregate collateral balance with defaulted
assets at their collateral value being equal to, or greater than,
the reinvestment target par.

Portfolio Management (Neutral): The transaction includes three
Fitch matrix sets, one closing set corresponding to an eight-year
WAL and two forward sets corresponding to a 7.5-year WAL and a
seven-year WAL, respectively. The forward matrices can be selected
from six or 12 months after closing, respectively, or 18 or 24
months after closing if WAL step up condition has been satisfied,
subject to the reinvestment target par condition and a rating
agency confirmation. Each matrix set includes two matrices with
fixed-rate asset limits at 5% and 12.5%.

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 for the transaction's
Fitch-stressed portfolio analysis and matrix analysis is 12 months
shorter than the WAL covenant. This is to account for the strict
reinvestment conditions envisaged by the transaction after its
reinvestment period, which include passing the coverage tests and
the Fitch 'CCC' bucket limitation test and a WAL covenant that
gradually steps down, before and after the end of the reinvestment
period. Fitch believes these conditions would reduce the effective
risk horizon of the portfolio during stress periods.

RATING SENSITIVITIES

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

A 25% increase of the mean default rate (RDR) and a 25% decrease of
the recovery rate (RRR) across all ratings of the identified
portfolio would have no impact on the class A-R notes and would
lead to downgrades of one notch each for the class C-R and D-R
notes, two notches each for the class B-1-R, B-2-R and E-R notes
and to below 'B-sf' for the class F-R notes.

Downgrades, which are based on the identified portfolio, may occur
if the loss expectation is larger than assumed, due to unexpectedly
high levels of default and portfolio deterioration. The class C-R
notes have a one-notch rating cushion and the class B-1-R, B-2-R,
D-R, E-R and F-R notes each have a two-notch rating cushion, due to
the better metrics and shorter life of the identified portfolio
than the Fitch-stressed portfolio. The class A-R notes have no
rating cushion.

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

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

A 25% reduction of the mean RDR and a 25% increase in the RRR
across all ratings of the Fitch-stressed portfolio would lead to
upgrades of up to two notches each for the notes, except the
'AAAsf' notes, which are at the highest 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 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 rating
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 CVC Cordatus Loan
Fund XVI 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.


CVC CORDATUS XXIV: S&P Assigns B-(sf) Rating Class F-R-R Notes
--------------------------------------------------------------
S&P Global Ratings assigned its credit ratings to CVC Cordatus Loan
Fund XXIV DAC's class A-R, B-1-R-R, B-2-R, C-R-R, D-R-R, E-R-R, and
F-R-R notes. At closing, there are outstanding unrated subordinated
notes from the existing transaction.

This transaction is a reset of the already existing transaction
that closed in September 2022, and the class B-1-R, C-R, D-R, E-R,
and F-R notes were refinanced in March 2024. The existing classes
of notes were fully redeemed with the proceeds from the issuance of
the replacement notes on the reset date. The ratings on the
original and refinanced notes have been withdrawn.

The portfolio's reinvestment period will end approximately 4.5
years after closing, while the noncall period will end 1.5 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 that are governed by collateral quality tests.

-- The credit enhancement is 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     2,891.24
  Default rate dispersion                                  518.01
  Weighted-average life (years)                              4.17
  Weighted-average life including reinvestment (years)       4.50
  Obligor diversity measure                                110.01
  Industry diversity measure                                23.55
  Regional diversity measure                                 1.21

  Transaction key metrics

  Portfolio weighted-average rating
  derived from S&P's CDO evaluator                              B
  'CCC' category rated assets (%)                            2.66
  Target 'AAA' weighted-average recovery (%)                34.93
  Target weighted-average coupon (%)                         4.23
  Target weighted-average spread (net of floors; %)          3.74

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 24 months
(12-month rolling). The margin on the facility is 2.50%, and
drawdowns are limited to the amount of accrued but unpaid interest
on collateral debt obligations. The liquidity facility is repaid
using interest proceeds in a senior position of the waterfall or
repaid directly from the interest account on a 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 will pay quarterly
interest unless a frequency switch event occurs. Following this,
the notes will switch to semiannual payments.

The portfolio is well diversified at closing, primarily comprising
broadly syndicated speculative-grade senior secured term loans and
senior secured bonds. Therefore, S&P has conducted its credit and
cash flow analysis by applying its criteria for corporate cash flow
CDOs.

S&P said, "In our cash flow analysis, we used the EUR310 million
target par amount, the covenanted weighted-average spread (3.70%),
and the covenanted weighted-average coupon (4.00%) as indicated by
the collateral manager. We have assumed the identified
weighted-average recovery rates at all rating levels (34.12% at the
'AAA' rating level). 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.

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class B-1-R-R to D-R-R notes could
withstand stresses commensurate with higher ratings than those we
have assigned. However, as the CLO will be in its reinvestment
period from closing until Sept. 6, 2030, during which the
transaction's credit risk profile could deteriorate, we have capped
the assigned ratings.

"For the class F-R-R 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-R-R notes reflects several key
factors, including:

-- The class F-R-R 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 is similar to that of
other recent CLOs.

-- S&P said, "Our model generated a break-even default rate at the
'B-' rating level of 22.95% (for a portfolio with a
weighted-average life of 4.5 years), versus if we were to consider
a long-term sustainable default rate of 3.2% for 4.5 years, which
would result in a target default rate of 14.40%."

-- 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.

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

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

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

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe our ratings are
commensurate with the available credit enhancement for the class
A-R to F-R-R notes.

"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-R to E-R-R notes based on
four hypothetical scenarios. These sensitivity runs are also run on
reduced target par amount as per the paragraph above.

"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-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."

  Ratings

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

  A-R      AAA (sf)  189.10    39.00     Three/six-month EURIBOR
                                         plus 1.245%

  B-1-R-R  AA (sf)    20.60    29.13     Three/six-month EURIBOR
                                         plus 1.60%

  B-2-R    AA (sf)    10.00    29.13     4.50%

  C-R-R    A (sf)     20.55    22.50     Three/six-month EURIBOR
                                         plus 2.05%

  D-R-R    BBB- (sf)  23.25    15.00     Three/six-month EURIBOR
                                         plus 2.90%

  E-R-R    BB- (sf)  16.275     9.75     Three/six-month EURIBOR
                                         plus 5.50%

  F-R-R    B- (sf)   10.075     6.50     Three/six-month EURIBOR
                                         plus 8.57%

  Sub.     NR         24.10       N/A    N/A

The ratings assigned to the class A-R, B-1-R-R and B-2-R notes
address timely interest and ultimate principal payments. The
ratings assigned to the class C-R-R, D-R-R, E-R-R, and F-R-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.--Subordinated notes.
NR--Not rated.
N/A--Not applicable.


CVC CORDATUS XXXI: Fitch Assigns 'B+sf' Rating on Class F-1R Notes
------------------------------------------------------------------
Fitch Ratings has assigned CVC Cordatus Loan Fund XXXI DAC
refinancing notes final ratings.

   Entity/Debt             Rating                 Prior
   -----------             ------                 -----
CVC Cordatus Loan
Fund XXXI DAC

   B-1 XS2801951380     LT PIFsf  Paid In Full    AAsf
   B-1R XS3298725485    LT AAsf   New Rating
   B-2 XS2801952602     LT PIFsf  Paid In Full    AAsf
   B-2R XS3298725998    LT AAsf   New Rating
   C XS2801951547       LT PIFsf  Paid In Full    Asf
   C-R XS3298726459     LT Asf    New Rating
   D XS2801951976       LT PIFsf  Paid In Full    BBB-sf
   D-R XS3298726707     LT BBB-sf New Rating
   E XS2801952867       LT PIFsf  Paid In Full    BB-sf
   E-R XS3298726962     LT BB-sf  New Rating
   F-1 XS2801952198     LT PIFsf  Paid In Full    B+sf
   F-1R XS3298727184    LT B+sf   New Rating

Transaction Summary

CVC Cordatus Loan Fund XXXI DAC is a securitisation of mainly (at
least 96%) senior secured obligations with a component of senior
unsecured, mezzanine, second lien loans and high-yield bonds. Net
proceeds from the refinancing notes were used to redeem the
existing notes, except for the class A and F-2 notes and the
subordinated notes. The CLO has 2.8 years remaining in the
reinvestment period and a 6.5 year weighted average life (WAL) test
at closing of the refinancing, with an original target par of
EUR440 million. The deal originally closed in June 2024.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors at 'B'. The Fitch weighted
average rating factor (WARF) of the identified portfolio is 23.6.

High Recovery Expectations (Positive): At least 96% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favourable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate (of the identified portfolio is 58.6%.

Diversified Portfolio (Positive): The transaction includes various
concentration limits in the portfolio, including a maximum
fixed-rate obligation limit at 12.5%, a top 10 obligor
concentration limit at 20% and a maximum exposure to the
three-largest Fitch-defined industries at 40%. These covenants
ensure the asset portfolio will not be exposed to excessive
concentration.

Portfolio Management (Neutral): The transaction has two Fitch test
matrices at closing that correspond to a top 10 obligor
concentration at 20%, a weighted average life of 6.5 years and two
fixed-rate asset limits at 5% and 12.5%, respectively. The
transaction is within its reinvestment period, which expires in
December 2028 and includes reinvestment criteria similar to those
of other European transactions. Fitch's analysis is based on a
stressed case portfolio with the aim of testing the robustness of
the transaction structure against its covenants and portfolio
guidelines.

Cash Flow Modelling (Positive): The WAL for the transaction's
Fitch-stressed portfolio and matrices analysis is 12 months less
than the WAL covenant. This is to account for the strict
reinvestment conditions envisaged by the transaction after its
reinvestment period, which include passing the coverage tests, the
Fitch WARF test and the Fitch 'CCC' bucket limitation test and a
WAL covenant that progressively steps down, before and after the
end of the reinvestment period. Fitch believes these conditions
would reduce the effective risk horizon of the portfolio during
stress periods.

RATING SENSITIVITIES

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

A 25% increase of the mean default rate (RDR) and a 25% decrease of
the recovery rate (RRR) across all ratings of the identified
portfolio would have no impact on the class A-R notes and would
lead to downgrades of two notches each for the class B-1R, B-2R and
C-R notes, no more than one notch each to the class D-R, E-R and
F-1R notes and below 'B-sf' for the class F-2R 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 rated
notes each have a rating cushion of up to three notches, due to the
better metrics of the identified portfolio than the Fitch-stressed
portfolio.

Should the cushion between the identified and the Fitch-stressed
portfolio erode due to manager trading investment period 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 result in downgrades of up to four
notches each for the class B-1R and B-2R notes, three notches for
the class A-R notes, two notches each for the class C-R and D-R
notes and to below 'B-sf' for the class E-R, F-1R and F-2R 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 portfolios would lead to
upgrades of up to four notches each for the rated notes, except for
the 'AAAsf' rated notes.

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

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

DATA ADEQUACY

Fitch 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 rating
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 CVC Cordatus Loan
Fund XXXI DAC.

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


FORTUNA CONSUMER 2026-1: Moody's Assigns (P)B3 Rating to F Notes
----------------------------------------------------------------
Moody's Ratings has assigned the following provisional ratings to
Notes to be issued by Fortuna Consumer Loan ABS 2026-1 Designated
Activity Company:

EUR [ ]M Class A Floating Rate Asset Backed Notes due October
2037, Assigned (P)Aaa (sf)

EUR [ ]M Class B Floating Rate Asset Backed Notes due October
2037, Assigned (P)Aa1 (sf)

EUR [ ]M Class C Floating Rate Asset Backed Notes due October
2037, Assigned (P)Aa3 (sf)

EUR [ ]M Class D Floating Rate Asset Backed Notes due October
2037, Assigned (P)Baa2 (sf)

EUR [ ]M Class E Floating Rate Asset Backed Notes due October
2037, Assigned (P)Ba3 (sf)

EUR [ ]M Class F Floating Rate Asset Backed Notes due October
2037, Assigned (P)B3 (sf)

EUR [ ]M Class X Floating Rate Asset Backed Notes due October
2037, Assigned (P)Baa1 (sf)

RATINGS RATIONALE

The transaction is a 15-month revolving cash securitisation of
unsecured consumer loans originated via the auxmoney GmbH (not
rated) loan origination platform to obligors located in Germany.
These loans were brokered to Süd-West-Kreditbank Finanzierung
GmbH, as the initial lender, which subsequently transferred them to
a warehouse facility. Prior to the closing of this transaction, the
loans were sold to auxmoney Investments Limited, which acts as the
seller in this transaction. CreditConnect GmbH (wholly owned
subsidiary of auxmoney GmbH) will act as the servicer of the
portfolio during the life of the transaction.

As of February 25, 2026, the provisional portfolio of EUR438.72M
shows 100% performing contracts with a weighted average seasoning
of around 1.91 months. The portfolio consists of fixed rate
amortizing loans (100%), which have equal instalments during the
life of the loan.

According to Moody's Ratings, the transaction benefits from credit
strengths such as: (i) a granular portfolio, (ii) a simple product
mix with a portfolio of amortizing fixed rate loan products, and
(iii) excess spread at closing. Furthermore, the Notes benefit from
a cash reserve funded at closing at 1.5% of the initial Notes
balance of Class A to G Notes. The reserve will mainly provide
liquidity to pay senior expenses, hedging costs and the coupon on
the Class A to F Notes.

However, Moody's notes that the transaction features some credit
weaknesses such as: (i) an unrated originator, (ii) a revolving
period of 15 months, (iii) pro rata principal repayments of the
Class A to F Notes from closing, and (iv) an interest rate mismatch
risk which is mitigated via a fixed floating interest rate swap.

Moody's analysis focused, among other factors, on (1) an evaluation
of the underlying portfolio of loans, (2) the macroeconomic
environment, (3) historical performance information, (4) the credit
enhancement provided by subordination, cash reserve and excess
spread, (5) the liquidity support available in the transaction
through the reserve fund, and (6) the legal and structural
integrity of the transaction.

MAIN MODEL ASSUMPTIONS

Moody's determined the portfolio lifetime expected defaults of
7.3%, a recovery rate of 25.0% and Aaa portfolio credit enhancement
("PCE") of 18.5% related to the receivables. The expected defaults
and recoveries capture Moody's expectations of performance
considering the current economic outlook, while the PCE captures
the loss Moody's expects the portfolio to suffer in the event of a
severe recession scenario. Expected defaults, recoveries and PCE
are parameters used by us to calibrate Moody's lognormal portfolio
loss distribution curve and to associate a probability with each
potential future loss scenario in the ABSROM cash flow model to
rate Consumer ABS.

Portfolio expected defaults of 7.3% are higher than the German
Consumer ABS average and are based on Moody's assessments of the
lifetime expectation for the pool taking into account: (i)
historical performance of the loan book of the originator, (ii)
benchmark transactions, and (iii) other qualitative considerations,
such as the revolving period.

Portfolio expected recoveries of 25.0% are higher than the German
Consumer ABS average and are based on Moody's assessments of the
lifetime expectation for the pool taking into account: (i)
historical performance of the loan book of the originator, (ii)
benchmark transactions, and (iii) other qualitative
considerations.

PCE of 18.5% is in line with the German Consumer ABS average and is
based on (i) Moody's assessments of the borrower credit quality,
(ii) the replenishment period of the transaction, and (iii)
benchmark transactions. The PCE level of 18.5% results in an
implied coefficient of variation ("CoV") of 32.1%.

The principal methodology used in these ratings was "Moody's
Approach to Rating Consumer Loan-Backed ABS" published in July
2024.

Factors that would lead to an upgrade or downgrade of the ratings:

Factors that may cause an upgrade of the ratings of the Notes
include a better than expected performance of the pool together
with an increase in credit enhancement of the Notes.

Factors that would lead to a downgrade of the ratings of the Notes
include: (i) increased counterparty risk leading to potential
operational risk of (a) servicing or cash management interruptions
or (b) the risk of increased swap linkage due to a downgrade of the
swap counterparty ratings, and (ii) economic conditions being worse
than forecast resulting in higher portfolio arrears and losses.


JUBILEE CLO 2024-XXVIII: Fitch Rates Class F-R Notes 'B-sf'
-----------------------------------------------------------
Fitch Ratings has assigned Jubilee CLO 2024-XXVIII DAC reset notes
final ratings.

   Entity/Debt             Rating               Prior
   -----------             ------               -----
Jubilee CLO
2024-XXVIII DAC

   Class A-R Notes
   XS3276177022         LT AAAsf  New Rating    AAA(EXP)sf

   Class B-R Notes
   XS3276177378         LT AAsf   New Rating    AA(EXP)sf

   Class C-R Notes
   XS3276177881         LT Asf    New Rating    A(EXP)sf

   Class D-R Notes
   XS3276178004         LT BBB-sf New Rating    BBB-(EXP)sf

   Class E-R Notes   
   XS3276178269         LT BB-sf  New Rating    BB-(EXP)sf

   Class F-R Notes
   XS3276178426         LT B-sf   New Rating    B-(EXP)sf

Transaction Summary

Jubilee CLO 2024-XXVIII DAC is a securitisation of mainly senior
secured obligations (at least 90%) with a component of senior
unsecured, mezzanine, second-lien loans and high-yield bonds. The
refinancing note proceeds have been used to redeem the existing
notes except the subordinated notes, and to upsize the portfolio to
a target par of EUR450 million. The portfolio is actively managed
by BSP CLO Management L.L.C. The CLO has an about 4.4-year
reinvestment period and an 8.5 year weighted average life (WAL)
test.

KEY RATING DRIVERS

Average Portfolio Credit Quality (Neutral): Fitch assesses the
average credit quality of obligors in the identified portfolio as
in the 'B' category. The Fitch weighted average rating factor of
the identified portfolio is 23.9.

High Recovery Expectations (Positive): At least 90% of the
portfolio comprises senior secured obligations. Fitch views the
recovery prospects for these assets as more favorable than for
second-lien, unsecured and mezzanine assets. The Fitch weighted
average recovery rate of the identified portfolio is 61.2%.

Diversified Portfolio (Positive): The transaction includes various
concentration limits in the portfolio, including a fixed-rate
obligation limit at 12.5%, a top 10 obligor concentration limit at
20%, and a maximum exposure to the three largest Fitch-defined
industries in the portfolio at 40%. These covenants ensure that the
asset portfolio will not be exposed to excessive concentration.

Portfolio Management (Neutral): The transaction has three sets of
matrices, with each matrix within the same set corresponding to two
fixed-rate asset limits of 5% and 12.5% and a top 10 obligor limit
of 20%. The first matrix set with a WAL test of 8.5 years will be
effective at closing. The second and the third matrix sets that
correspond to a WAL test of 7.5 years and seven years,
respectively, will be applicable 12 and 18 months from closing,
subject to the collateral principal amount (defaults at Fitch
collateral value) being at least at the reinvestment target par
amount.

The transaction has a 4.4-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 is 12 months less than the WAL covenant at
closing to account for structural and reinvestment conditions after
the reinvestment period. These conditions include passing the
over-collateralisation and Fitch 'CCC' limit tests, and a WAL
covenant that gradually steps down before and after the end of the
reinvestment period. Fitch believes these conditions would reduce
the effective risk horizon of the portfolio during the stress
period.

RATING SENSITIVITIES

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

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

Based on the current portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of defaults and portfolio deterioration. As the current
portfolio has better metrics and a shorter life than the
stressed-case portfolio, there would be no impact on the class A-R
notes. The class C-R notes show a rating cushion of up to three
notches and all other notes show rating cushions of two notches.

Should the cushion between the current portfolio and the
stressed-case portfolio be eroded either due to manager trading or
negative portfolio credit migration, a 25% increase in the mean RDR
across all the ratings, and a 25% decrease in the RRR across all
the ratings of the stressed-case portfolio, would lead to
downgrades of up to four notches for the notes.

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

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

During the reinvestment period, based on the stressed-case
portfolio, upgrades may occur on better-than-expected portfolio
credit quality and a shorter remaining WAL test, leading to the
ability of the notes to withstand larger-than-expected losses for
the remaining life of the transaction.

After the end of the reinvestment period, upgrades may occur if
there is stable portfolio credit quality and deleveraging, leading
to higher credit enhancement and excess spread being available to
cover losses in the remaining portfolio.

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

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

DATA ADEQUACY

Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

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

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

Date of Relevant Committee

19 February 2026

ESG Considerations

Fitch does not provide ESG relevance scores for Jubilee CLO
2024-XXVIII 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.


MADISON PARK XII: Fitch Affirms B+sf Rating on Class F Notes
------------------------------------------------------------
Fitch Ratings has revised Madison Park Euro Funding XII DAC's class
E and F notes Outlook to Negative from Stable. All notes have been
affirmed.

   Entity/Debt            Rating             Prior
   -----------            ------             -----
Madison Park Euro
Funding XII DAC

   A XS1861231667      LT AAAsf  Affirmed    AAAsf
   B1 XS1861232046     LT AA+sf  Affirmed    AA+sf  
   B2 XS1861235908     LT AA+sf  Affirmed    AA+sf
   C XS1861236039      LT A+sf   Affirmed    A+sf
   D XS1861232806      LT BBB+sf Affirmed    BBB+sf
   E XS1861233101      LT BB+sf  Affirmed    BB+sf
   F XS1861233366      LT B+sf   Affirmed    B+sf

Transaction Summary

Madison Park Euro Funding XII DAC is a cash flow CLO comprising
mostly senior secured obligations. The transaction is managed by
UBS Asset Management Credit Investments Group UK Limited and exited
its reinvestment period in April 2023.

KEY RATING DRIVERS

Increasing Long-dated Assets: The Negative Outlooks on the class E
and F notes reflect an increase in exposure to assets with a
maturity beyond the legal final maturity of the transaction
(long-dated assets (LDAs)). Fitch calculates that LDA increased to
6.5% in February 2026 due to maturity extensions, from 1.8% at the
last review in April 2025. Fitch considers the LDAs to expose the
notes to market value risk and assumes the LDAs are subject to a
fire sale before or during the last payment period, with the notes
receiving only the assumed recovery value.

Unlike recent CLOs, the transaction documentation does not envisage
any haircut for LDAs in the adjusted collateral principal amount
used to calculate the coverage tests. However, the LDAs are
currently made up of mostly performing credits, with a market value
currently near or above par, and the manager has the ability to
sell these assets, limiting potential trading losses. Fitch will
continue to monitor the LDA exposure and if it does not reduce in
the near term, this could result in downgrades of the notes
currently on Negative Outlook.

Performance and Refinancing Risk: The Outlook Negative on the class
E and F notes also reflect exposure to EUR9 million of defaulted
assets, a par erosion of 2% and some near- and medium-term
refinancing risk, with about 10.7% of assets maturing between 2026
and 2027. This may lead to further deterioration in the portfolio,
increasing downgrade risk beyond that associated with the LDAs.

Class A-D Notes Large Cushion: The ratings and Outlooks on the
class A to D notes are driven by the large default-rate buffers to
support their current ratings, which should be capable of absorbing
further defaults in the portfolio.

'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 25.7 as calculated by Fitch
under its latest criteria. About 20.2% of the portfolio is
currently on Negative Outlook.

High Recovery Expectations: Senior secured obligations comprise
99.3% 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 59%.

Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. The top 10 obligor
concentration, as calculated by Fitch, is 19.3%, and no obligor
represents more than 2.6% of the portfolio balance. Exposure to the
three largest Fitch-defined industries is 27.6% as calculated by
Fitch. Fixed-rate assets as reported by the trustee are at 3.9%,
currently complying with the limit of 12.5%.

Transaction Outside Reinvestment Period: The class A notes have
deleveraged by EUR74.8 million, marginally increasing credit
enhancement since the transaction reset in 2021, despite par
erosion. The manager can reinvest unscheduled principal proceeds
and sale proceeds from credit-improved or -impaired obligations
after the reinvestment period, subject to compliance with the
reinvestment criteria. The transaction was failing the Fitch 'CCC'
test and Moody's WARF test, according to the latest trustee report
on 12 February 2026, which currently restricts reinvestment.

However, such tests can be easily cured given the marginal
failures, which would allow the manager to continue reinvesting
proceeds. Given the manager's ability to reinvest, Fitch's analysis
is based on a stressed portfolio using its collateral quality
matrices specified in the transaction documentation.

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.

Deviation from Model-Implied Ratings: The class F notes' ratings
are two notches above their model-implied ratings, reflecting
Fitch's view that the manager has the flexibility to sell the LDAs,
limiting potential trade losses.

RATING SENSITIVITIES

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

Downgrades, which are based on the current portfolio, may 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 rating
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 Madison Park Euro
Funding 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.


MARINO PARK: S&P Assigns B-(sf) Rating on Class F Notes
-------------------------------------------------------
S&P Global Ratings assigned its credit ratings to Marino Park CLO
DAC's class A loan, and class A-R-R, B-R-R, C-R-R, D-R, E-R, and F
notes. At closing, there are outstanding unrated subordinated notes
from the existing transaction.

This transaction is a reset of the already existing transaction.
The existing classes of notes were fully redeemed with the proceeds
from the issuance of the replacement loan and notes on the reset
date. The ratings on the original notes have been withdrawn.

The portfolio's reinvestment period will end approximately 4.5
years after closing, while the noncall period will end 1.50 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 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 is bankruptcy remote.

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

  Portfolio benchmarks

  S&P Global Ratings' weighted-average rating factor     2,903.09
  Default rate dispersion                                  575.02
  Weighted-average life (years)                              3.93
  Weighted-average life extended
  to cover the length of the reinvestment period (years)     4.50
  Obligor diversity measure                                130.85
  Industry diversity measure                                17.48
  Regional diversity measure                                 1.32

  Transaction key metrics

  Portfolio weighted-average rating
  derived from S&P's CDO evaluator                               B
  'CCC' category rated assets (%)                             3.21
  Target 'AAA' weighted-average recovery (%)                 35.03
  Target weighted-average coupon (%)                          3.41
  Target weighted-average spread (net of floors; %)           3.62

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

Rating rationale

S&P said, "The portfolio is well diversified at closing, primarily
comprising broadly syndicated speculative-grade senior secured term
loans and senior secured 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 used the EUR325 million target par
amount, the covenanted weighted-average spread (3.59%), and the
covenanted weighted-average coupon (3.30%) as indicated by the
collateral manager. We have assumed the targeted 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.

"Our credit and cash flow analysis indicates that the available
credit enhancement for the class B-R-R and C-R-R notes could
withstand stresses commensurate with higher ratings than those we
have assigned. However, as the CLO will be in its reinvestment
period from closing until Sept. 6, 2030, during which the
transaction's credit risk profile could deteriorate, we have capped
the assigned ratings.

"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 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 said, "Our model generated break-even default rate at the
'B-' rating level of 23.06% (for a portfolio with a
weighted-average life of 4.5 years), versus if we were to consider
a long-term sustainable default rate of 3.2% for 4.5 years, which
would result in a target default rate of 14.40%."
-- 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.

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

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

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

"Following our analysis of the credit, cash flow, counterparty,
operational, and legal risks, we believe our ratings are
commensurate with the available credit enhancement for the class A
loan and class A-R-R to F notes.

"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-R-R to
E-R notes based on four hypothetical scenarios. These sensitivity
runs are also run on reduced target par amount as per the paragraph
above.

"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 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."

  Ratings

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

  A loan  AAA (sf)   150.00    38.00     Three/six-month EURIBOR
                                         plus 1.22%

  A-R-R   AAA (sf)    51.50    38.00     Three/six-month EURIBOR
                                         plus 1.22%

  B-R-R   AA (sf)     33.50    27.69     Three/six-month EURIBOR
                                         plus 1.70%

  C-R-R   A (sf)      19.00    21.85     Three/six-month EURIBOR
                                         plus 2.00%

  D-R     BBB- (sf)   25.00    14.15     Three/six-month EURIBOR
                                         plus 3.10%

  E-R     BB- (sf)    13.50    10.00     Three/six-month EURIBOR
                                         plus 5.95%

  F       B- (sf)     11.30     6.52     Three/six-month EURIBOR
                                         plus 9.06%

  Sub.    NR          24.00      N/A     N/A

The ratings assigned to the class A loan and class A-R-R, and B-R-R
notes address timely interest and ultimate principal payments. The
ratings assigned to the class C-R-R, D-R, E-R, 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.
Sub.—Subordinated notes
NR--Not rated.
N/A--Not applicable.


PROVIDUS CLO VII: Fitch Affirms B-sf Final Rating on Cl. F-R Notes
------------------------------------------------------------------
Fitch Ratings has assigned Providus CLO VII DAC's refinancing notes
final ratings and affirmed the class D-R and F-R notes.

   Entity/Debt              Rating                 Prior
   -----------              ------                 -----
Providus CLO VII DAC

   A-R XS2850612537      LT PIFsf  Paid In Full    AAAsf
   A-R-R XS3297722418    LT AAAsf  New Rating
   B-R XS2850612610      LT PIFsf  Paid In Full    AAsf
   B-R-R XS3297722764    LT AAsf   New Rating
   C-R XS2850613261      LT PIFsf  Paid In Full    Asf
   C-R-R XS3297723069    LT Asf    New Rating
   D-R XS2850613428      LT BBB-sf Affirmed        BBB-sf
   E-R XS2850613774      LT PIFsf  Paid In Full    BB-sf
   E-R-R XS3297723572    LT BB-sf  New Rating
   F-R XS2850613931      LT B-sf   Affirmed        B-sf

Transaction Summary

Providus CLO VII DAC is a securitisation of mainly senior secured
obligations (at least 90%) with a component of senior unsecured,
mezzanine, second-lien loans, first-lien, last-out loans and
high-yield bonds, which is actively managed by Permira European CLO
Manager LLP. The refinancing note proceeds have been used to redeem
the outstanding notes other than the class D-R, F-R and
subordinated notes. The CLO has a remaining reinvestment period of
nearly three years and a weighted-average life (WAL) covenant of
nearly seven years as of the refinancing closing date (27 February
2026).

KEY RATING DRIVERS

'B'/'B-' Portfolio Credit Quality: Fitch places the average credit
quality of obligors at 'B'. The weighted average rating factor, as
calculated by Fitch, is 25.3.

High Recovery Expectations: Senior secured obligations make up
97.5% of the current portfolio, against a covenant minimum of 90%.
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 61.3%.

Diversified Portfolio: The transaction includes two updated Fitch
matrices, effective at closing, corresponding to a seven-year WAL,
fixed-rate asset limits at 5% and 10% and a top 10 obligor
concentration limit at 20%. The transaction includes various
concentration limits in the portfolio, including maximum exposure
to the three largest Fitch-defined industries in the portfolio at
40%. These covenants ensure the asset portfolio will not be exposed
to excessive concentration.

Transaction Inside Reinvestment Period: The transaction is within
its reinvestment period, which ends in January 2029. The manager
may reinvest principal proceeds and sale proceeds subject to
compliance with the reinvestment criteria. Given the manager's
ability to reinvest, Fitch's analysis is based on a stressed
portfolio, testing the notes' achievable ratings across the
matrices, since the portfolio can still migrate to different
collateral quality tests.

Transaction below Target Par: According to the latest trustee
report dated January 2026, the transaction was marginally below its
target par amount of EUR400 million by 0.5%, but losses are within
Fitch's rating case assumptions, supporting the affirmation of the
class D-R and F-R notes. Exposure to assets with a Fitch-derived
rating of 'CCC+' and below was 3.9%, against a limit of 7.5%, and
the portfolio had EUR2.5 million exposure to defaulted assets. All
tests were passing. Fitch's stressed portfolio analysis reflected
the transaction's below-target collateral par position.

Cash Flow Analysis: The WAL used for the Fitch-stressed portfolio
analysis was reduced by 12 months. This is to account for the
strict reinvestment conditions envisaged after the reinvestment
period. These include passing the coverage tests and the Fitch
'CCC' maximum limit after reinvestment and a WAL covenant that
progressively steps down before and after the end of the
reinvestment period. In Fitch's opinion, these conditions would
reduce the effective risk horizon of the portfolio during the
stress period.

RATING SENSITIVITIES

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

A 25% increase of the mean default rate (RDR) across all ratings
and a 25% decrease of the recovery rate (RRR) across all ratings of
the current portfolio would lead to downgrades of two notches for
the class B-R-R notes, one notch for the class C-R-R, D-R and E-R-R
notes and to below 'B-sf' for the class F-R notes. The class A-R-R
notes would be unaffected.

Based on the current portfolio, downgrades may occur if the loss
expectation is larger than initially assumed, due to unexpectedly
high levels of defaults and portfolio deterioration. Due to the
better metrics and shorter life of the current portfolio than the
stressed-case portfolio, the class B-R-R, D-R and E-R-R notes
displays cushions of two notches and the class F-R and C-R-R notes
of one notch. The class A-R-R notes do not display any rating
cushion as they are already at the highest achievable rating.

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

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

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

During the reinvestment period, based on the stressed-case
portfolio, upgrades may occur on better-than-expected portfolio
credit quality and a shorter remaining WAL test, leading to the
ability of the notes to withstand larger-than-expected losses for
the remaining life of the transaction.

After the end of the reinvestment period, upgrades may occur in
case of stable portfolio credit quality and deleveraging, leading
to higher credit enhancement and excess spread available to cover
losses in the remaining portfolio.

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

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

DATA ADEQUACY

Fitch has checked the consistency and plausibility of the
information it has received about the performance of the asset pool
and the transaction. Fitch has not reviewed the results of any
third party assessment of the asset portfolio information or
conducted a review of origination files as part of its ongoing
monitoring.

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

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

ESG Considerations

Fitch does not provide ESG relevance scores for Providus CLO VII
DAC.

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


ST. PAUL'S V: Fitch Affirms BB-sf Rating on Class F-R Notes
-----------------------------------------------------------
Fitch Ratings has revised St. Paul's CLO V DAC class E-R and F-R
notes Outlook to Negative from Stable, while affirming all notes.

   Entity/Debt                    Rating             Prior
   -----------                    ------             -----
St. Paul's CLO V DAC

   Class A-R-R XS2337080621    LT AAAsf  Affirmed    AAAsf
   Class B-1-R XS1648273560    LT AA+sf  Affirmed    AA+sf
   Class B-2-R XS1648274378    LT AA+sf  Affirmed    AA+sf
   Class C-1-R XS1648274964    LT A+sf   Affirmed    A+sf
   Class C-2-R XS1648275698    LT A+sf   Affirmed    A+sf
   Class D-R XS1648276233      LT BBB+sf Affirmed    BBB+sf
   Class E-R XS1648277710      LT BB+sf  Affirmed    BB+sf
   Class F-R XS1648277983      LT BB-sf  Affirmed    BB-sf

Transaction Summary

The transaction is a cash-flow CLO mostly comprising senior secured
obligations. The transaction exited its reinvestment period in
August of 2021 and has since amortised marginally.

KEY RATING DRIVERS

Performance Deterioration: The performance of the portfolio has
deteriorated materially since the last review by Fitch in April
2025. This deterioration drives the Negative Outlook on the class
E-R and F-R notes.

Based on the trustee report dated January 2026, the portfolio has a
high share of 'CCC' assets at 13.5% (up from 7.8%) and long dated
assets (LDAs), at 8% (up from 6%). About 27% of the portfolio is
currently on Negative Outlook (up from 19.6%). Target par losses
have widened to 3.2% currently, double the level at the last
review, due to the sale of some defaulted assets and the low market
value of defaults still in the portfolio. The trustee report also
showed EUR14.8 million of defaulted assets in the portfolio, with
half of them attributable to a single borrower.

Over-Collateralisation Test Failure: The transaction failed in the
October 2025 class F-R over-collateralisation (OC) test and, more
recently, also the class E-R OC test due to defaulted assets in
4Q25. The reinvestment criteria prevent reinvestment upon a breach
of these conditions, so Fitch expects a faster amortisation of the
senior notes in the next few months.

Expected Amortisation of Senior Notes: The amortisation of the
senior notes will provide additional credit enhancement, supporting
their current ratings and protection for the remaining life of the
deal, which underlines the Stable Outlook on the class A-R-R to D-R
notes.

Uncertain Reinvestment Possibilities: The transaction's
reinvestment criteria are less strict than those of peers. The
manager can still reinvest unscheduled principal proceeds and sale
proceeds from credit-impaired and credit-improved obligations even
when the 'CCC' limit is not satisfied, provided the 'CCC' test is
maintained or improved after reinvestment. As a result,
reinvestment continued for most of 2025, despite its 'CCC' exposure
being above the 7.5% limit. In addition, LDAs are carried at par
value in the OC tests, rather than at a substantial haircut,
weakening the test.

The manager is currently not allowed to purchase additional assets
only because of the OC tests failure, but if the OC tests are cured
through the amortisation of the class A-R-R notes, the manager can
resume reinvesting, subject to compliance with the reinvestment
criteria. Fitch therefore assessed possible upgrades on the
assumption that reinvestment will resume. The upgrade analysis was
conducted based on a portfolio where the transaction covenants have
been stressed to their limits and the ratings of the notes were
tested with the matrices envisaged in the transaction
documentation.

Deviation from Model-Implied Rating: The class F-R notes' rating is
one notch above their model-implied rating (MIR), reflecting
Fitch's view that the manager has the flexibility to sell LDAs,
limiting potential trade losses.

'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 29.7 as calculated by Fitch
under its latest criteria, up from 27.6 at the last review.

High Recovery Expectations: Senior secured obligations comprise
97.5% 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%.

Diversified Portfolio: The portfolio is well-diversified across
obligors, countries and industries. The top 10 obligor
concentration, as calculated by Fitch, is 22.8%, and no obligor
represents more than 2.8% of the portfolio balance. Exposure to the
three largest Fitch-defined industries is 33.8% as calculated by
Fitch. Fixed-rate assets as reported by the trustee are at 8.1%,
currently complying with the limit of 10%.

Cash Flow Analysis: Fitch used a customised proprietary cash flow
model to simulate 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

Downgrades, which are based on the current portfolio, may 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 rating
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 V
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.


TAURUS 2021-3 DEU: Moody's Affirms B3 Rating on EUR57MM Cl. C Notes
-------------------------------------------------------------------
Moody's Ratings has affirmed the ratings of 6 classes of Notes
issued by Taurus 2021-3 DEU DAC ("The Issuer"):

EUR227M Class A Notes, Affirmed A2 (sf); previously on Jul 4, 2025
Downgraded to A2 (sf)

EUR85M Class B Notes, Affirmed Ba2 (sf); previously on Jul 4, 2025
Downgraded to Ba2 (sf)

EUR57M Class C Notes, Affirmed B3 (sf); previously on Jul 4, 2025
Downgraded to B3 (sf)

EUR62M Class D Notes, Affirmed Caa2 (sf); previously on Jul 4,
2025 Downgraded to Caa2 (sf)

EUR59M Class E Notes, Affirmed Caa3 (sf); previously on Jul 4,
2025 Downgraded to Caa3 (sf)

EUR22.981M Class F Notes, Affirmed Caa3 (sf); previously on Jul 4,
2025 Affirmed Caa3 (sf)

There is a separate Issuer Loan which Moody's do not rate.

Taurus 2021-3 DEU DAC is a true sale transaction backed by two
loans totaling EUR 510.54 million. The largest loan is secured by
The Squaire, a mixed-use office and hotel property connected to
Frankfurt International Airport Terminal 1. The Squaire is one of
the largest office buildings in Germany. The smaller loan is
secured by the corresponding parking complex.

RATINGS RATIONALE

The affirmation action follows the voted amendments to the
underlying facility agreement and the Issuer transaction documents
which were approved by noteholders on January 30, 2026, and are
expected to come into effect in early 2026. The termination date of
the facility agreement has been extended to June 2028, with a
further extension possible (subject to conditions) to March 2029.

The Final Note Maturity Date of the Issuer's Notes has been amended
from December 2030 to March 2035. A subordinated 1% per annum
"pay-if-you-can" fee will accrue to noteholders, to be paid only
after redemption of all classes of Notes.

The amendments have no immediate effect on the notes' ratings.
However, Moody's have determined that the extension of the final
note maturity date is a distressed exchange for Classes D, E and
F.

When issued, the transaction structure had a 6-year period between
the expected note maturity date of December 2024 and the legal
final of December 2030. This tail period allowed for refinancing or
working out any underperforming loans, and for the notes to be
redeemed after repayment of the loans or any recovery on the
underlying properties. Moody's had previously downgraded Class D
and E in July 2025 and Moody's current rating levels on Class D, E
and F already factor in Moody's expectations of high losses for
noteholders.

The amendment of the note maturity date allows for the avoidance of
a default on these classes and Moody's have determined that the
extension of the final note maturity date is a distressed exchange
for Classes D, E and F.

These classes are subordinated in the capital structure and highly
exposed to losses. Further, repayment or refinancing of the loan at
par by December 2030 is significantly challenged by the building's
key tenant leaving in December 2028, whilst the property's design,
size and location are challenges in the current office market. Both
have had a deleterious impact on the value of the property. There
is no deleveraging of the loan.

Other amendments to the facility agreement include a placeholder
for new subordinated funding (capped at EUR100 million), the
creation of an Operating and Capex Reserve ("OCR") and additional
Luxembourg security terms to assist with enforcement and voting.

Following the effective date, there are no longer any references to
financial covenants, cash trap events or compliance certificates in
the facility agreement. Up to EUR25 million of the proceeds of any
disposal of the hotel properties may flow to the OCR, ranking after
payment of Class A principal.

Funds in the OCR can be used for permitted purposes such as
financing running costs or to property management initiatives and
capex.

TRANSACTION PERFORMANCE SUMMARY

According to the December 2025[1] Investor Report, the property's
occupancy stands at 81%. Meanwhile the Frankfurt office market has
amongst the highest vacancy rates in Germany at 10.4% (JLL), with
the property's Airport submarket having vacancy rates of more than
double that value. Further, The Squaire's largest tenant has
announced they will vacate in December 2028 and relocate to the
city centre.

The property's Hilton and Hilton Garden Inn hotels however are
performing well and occupancy rates increased[1] across the Q3
summer period to around 93%.

Moody's have maintained Moody's combined property value at EUR389.7
million, which is 48.5% below the most recent appraised value of
EUR756.9 million. Moody's valuations is based on a stabilized net
cash flow of EUR27 million, which is 24% below the latest reported
cash flow of EUR35.5 million.

Moody's loan to value ratio is 131.0% compared to a last reported
value of 67.45% As noted above, the transaction's LTV and debt
yield are no longer actively reported.

Methodology Underlying the Rating Action:

The principal methodology used in these ratings was "EMEA
Commercial Mortgage-backed Securitisations" published in June
2025.

Factors that would lead to an upgrade or downgrade of the ratings:

Main factors or circumstances that could lead to an upgrade of the
ratings are generally (i) significant leasing of the vacant office
and retail space and a resulting increase in property value or (ii)
a decrease in default risk assessment.

Main factors or circumstances that could lead to a downgrade of the
ratings are generally (i) a decline in the property values backing
the underlying loans or (ii) an increase in default risk
assessment.

Moody's assesses the Issuer's exposure to the Account Bank in
accordance with its cross-sector methodology "Structured Finance
Counterparty Risks" published in May 2025.




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

CEDACRI SPA: Moody's Upgrades CFR to 'B2', Outlook Stable
---------------------------------------------------------
Moody's Ratings upgraded Cedacri S.p.A.'s (Cedacri or the company)
long term corporate family rating to B2 from B3 and the probability
of default rating to B2-PD from B3-PD. Concurrently, Moody's
upgraded to B2 from B3 the ratings of the senior secured notes due
in 2028. The outlook remains stable.

RATINGS RATIONALE

The rating action incorporates Moody's expectations for Cedacri's
positive operational performance and stable debt capital structure
to result in credit metrics remaining within the expectations for
the B2 rating level. The company continues to expand its EBITDA
margin through the realization of synergies, and Moody's-adjusted
EBITDA margin has risen to 40.6% in 2025 from 21.5% in 2021, the
year in which Cedacri was acquired by ION Group. Since the debt
funded transaction in May 2023 with pro forma leverage of 7x,
Moody's-adjusted leverage improved to 5.0x and Moody's-adjusted
free cash flow (FCF) before dividends to above 5%, both metrics
within Moody's guidance for the B2 rating.

Moody's forecasts that the company will further expand EBITDA
margins with significant incremental efficiency measures during
2025, which should also boost underlying FCF generation. The rating
action also reflects Moody's expectations that the company will
refinance the current senior secured notes that mature in May 2028
more than a year before maturity at conditions that will allow it
maintain interest cover in line with a B2 rating. Moody's
expectations that Cedacri will not materially increase debt over
the next 12 to 18 months was also an important consideration.

Cedacri's position as a leading provider of financial services
software and services in Italy; high barriers to entry given its
local market expertise and the significant risk and complexities
inherent to changing mission critical software, which helps protect
the company's business model against artificial
intelligence-related disruptions; good revenue visibility
underpinned by long-term contracts and high customer retention
rates; and a track record of positive operational performance with
further EBITDA margin expansion expected, all support the B2 CFR.

Concurrently, the company's relatively small size and lack of
geographic diversification; customer concentration and risks
associated with potential consolidation in the Italian banking
system; execution risk regarding the company's ability to deliver
growth in revenue and EBITDA; and the risk that the company will
pursue aggressive financial policies, including debt-funded
transactions, which could weaken credit metrics, all weigh on
credit quality.

RATING OUTLOOK

Cedacri's stable outlook reflects Moody's expectations that the
company's credit metrics will remain commensurate with the B2
rating guidance over the next 12-18 months. The outlook
incorporates Moody's assumptions that there will be no significant
increase in leverage from debt-funded acquisitions or shareholder
distributions, and that the company will maintain at least adequate
liquidity, including timely refinancing of the senior secured notes
maturing in May 2028.

LIQUIDITY

Cedacri's liquidity is good, supported by a cash balance of EUR164
million as of December 2025, a fully available EUR60 million
revolving credit facility (RCF) due end 2027 and Moody's
expectations of positive FCF before dividends. The RCF contains a
leverage ratio covenant of 7.26x, which is tested when drawing
exceeds 40% and acts as a drawstop on further drawings. Moody's do
not expect the covenant to be breached if tested.

STRUCTURAL CONSIDERATIONS

The B2 rating of the senior secured notes is in line with the CFR,
reflects the fact that the notes rank pari-passu and constitute
most of the financial debt in the restricted group. While the EUR60
million super senior RCF ranks ahead of the notes in Moody's loss
given default waterfall, its size is not material enough to justify
a notching of the notes' rating below CFR.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Positive rating pressure could develop if Cedacri continues to grow
its revenue and EBITDA and follow financial policies consistent
with Moody's-adjusted leverage (R&D capitalised) improving towards
4.0x; Moody's-adjusted FCF/debt improving above 10%; and
Moody's-adjusted (EBITDA – capital expenditures) / interest
expense improving towards 3.0x, all on a sustained basis.
Maintenance of adequate liquidity is another important
consideration.

Conversely, negative rating pressure could develop if liquidity
deteriorates significantly, for instance because of inability to
address the maturity wall more than a year before maturity.
Negative rating pressure could also develop if the company's
revenue and EBITDA growth is weaker than Moody's expected or
financial policy decisions are such that Moody's-adjusted leverage
(R&D capitalised) weakens above 5.5x; Moody's-adjusted FCF before
shareholder distributions (incl. intragroup loans) / debt weakens
below 5%; Moody's-adjusted FCF after distributions turns negative;
or Moody's-adjusted (EBITDA – capital expenditures)/ interest
expenses is well below 2.0x, all on a sustained basis.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Software
published in December 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

Cedacri S.p.A. is an Italy-based software and service provider to
Italian financial institutions. The company operates under six
divisions and provides core banking infrastructure, software,
solutions and other IT services to the Italian market. Software and
service offerings include the management of banks' applications
using a software-as-a-service approach, trading and post-trading
brokerage activities, regulatory compliance platforms comprising
anti-money laundering checks, and other services such as business
continuity and disaster recovery, consulting or cloud
infrastructure.

The company was acquired by ION Group in May 2021 for an enterprise
value of around EUR1.5 billion. In 2025, the company reported
EUR516 million of revenue and EUR234 million company-adjusted
EBITDA.




===================
L U X E M B O U R G
===================

ARVOS HOLDCO: S&P Lowers ICR to 'SD' on Distressed Exchange
-----------------------------------------------------------
S&P Global Ratings lowered its long-term issuer credit rating on
Arvos HoldCo S.a r.l. (Arvos) to 'SD' (selective default) from
'CCC+,' and lowered its issue rating on the EUR175 million
first-lien TLB at Arvos Bidco to 'D' (default). S&P's 'CCC-' issue
rating on Arvos HoldCo's EUR30 million loan is unchanged, as the
instrument is unaffected by the amendments.

Arvos reached an agreement with all its term loan B (TLB) lenders
to amend its credit agreement, allowing payment-in-kind (PIK) of
the cash interest margin from February to July 2026.

The agreement also includes a EUR5 million liquidity line to
support near-term liquidity.

S&P views the transaction as a distressed exchange under our
criteria because it allows the company to defer contractual cash
interest payments and therefore results in creditors receiving less
value than originally promised, without providing adequate
compensation.

S&P Global Ratings views the amendment of Arvos' term loan
agreement as a distressed exchange. The company reached an
agreement with its TLB lenders to PIK the cash interest margin from
February-July 2026 rather than paying it in cash as originally
scheduled. The transaction also includes a EUR5 million liquidity
line backed by the company's majority shareholder, private equity
firm Triton. S&P said, "According to our understanding, no
compensation was offered to lenders in connection with these
changes. Arvos took these measures following significant cash
outflows related to a major offshore wind project and weaker
operating performance given an ongoing operational reorganization
and subdued end-market demand. We consider this transaction a
distressed exchange because it allows the company to defer
contractual cash interest payments without providing adequate
compensation to creditors." Arvos remains current on all other
financial liabilities in the capital structure.

The amendment and additional liquidity line provide temporary
support to the company's liquidity profile. The PIK feature reduces
near-term cash interest outflows by approximately EUR6.7 million,
while the EUR5 million owner-backed facility provides incremental
short-term liquidity. However, liquidity headroom remains very
limited, and S&P expects the company to operate with minimal
cushion under its minimum liquidity covenant even after
incorporating the additional funding.

S&P said, "We think the company's capital structure remains
unsustainable relative to its current capacity to generate cash
flow. Arvos' extraordinary cash outflows owing to the major
offshore wind project heavily impaired its past two fiscal years.
Although we do not expect further material extraordinary cash
outflows in fiscal 2027, the company continues to face subdued
end-market demand and weak order intake across its core businesses.
In our view, a significant recovery in underlying market conditions
will be necessary for Arvos to restore sustainable cash flow and
rebuild financial flexibility."

S&P will reevaluate its ratings in the next days to reflect its
view on the amended capital structure.


MAXAM PRILL: Fitch Affirms 'B+' LongTerm IDR, Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed Maxam Prill S.a r.l.'s Long-Term Issuer
Default Rating (IDR) at 'B+' with a Stable Outlook, and its senior
secured rating at 'BB-'. The Recovery Rating is 'RR3'. This follows
the update of Fitch's Corporate Rating Criteria and the Sector
Navigators - Addendum to the Corporate Rating Criteria dated 9
January 2026.

The IDR reflects Maxam's high EBITDA gross leverage, forecast to
rise to 5.7x for FY26 (year-end August) due to a largely
debt-funded dividend of about EUR250 million and its concentrated
exposure to the mining sector, balanced by a robust business
profile as a global asset-light supplier of civil explosives with
differentiated technologies. Maxam's debt capacity is underpinned
by strong EBITDA and free cash flow (FCF) margins as well as its
focus on the gold and copper miners.

The Stable Outlook reflects its expectation of limited execution
risk, given Maxam's strong cash flow generation, good revenue
visibility and flexible cost structure, supporting EBITDA growth
and gradual deleveraging.

Key Rating Drivers

Strong Performance, Higher Dividends: Fitch expects Fitch-defined
EBITDA leverage to rise to 5.7x in FY26, from an estimated 5.3x in
FY25, due to Maxam's plan to pay a dividend of about EUR250 million
partly funded by a EUR180 million tap on its euro-denominated
senior secured notes. However, its updated EBITDA leverage forecast
is just 0.2x higher than its previous expectations, due to Maxam's
earnings outperformance.

Fitch anticipates Maxam will retain strong organic deleveraging
capacity, supported by volume growth and EBITDA margin expansion.
Deleveraging entails modest execution risks, given the company's
strong and resilient operating cash flow, and the good earnings
visibility offered by its order book. Fitch forecasts EBITDA
leverage to trend to below 5.0x by FY29, assuming FCF is mostly
applied to dividend payments. However, higher debt-funded dividends
could maintain leverage at a higher level.

Strong Cash Generation: Maxam's asset-light model and product
differentiation result in EBITDA margins consistently above 20% and
low capex intensity of about 4% of sales, including growth
spending. Its robust cash generation underpins the deleveraging
capacity. Fitch expects Maxam to generate positive FCF before
dividends of about EUR90 million a year between 2026 and 2028.

High Barriers to Entry: Maxam's proprietary technologies, service
offering that includes formulation, handling and initiation
services, plus its footprint of flexible plants located close to
customers' operations, create strong barriers to entry. This is
highlighted by a low customer churn, increasing sales volumes and a
high share of service revenue. Fitch believes that Maxam's key
products offer superior properties than some of its competitors',
improving the customers' cost to use and mining performance, and
would be difficult to replicate due to patents and required
infrastructure.

Order Book Provides Revenue Visibility: Maxam's order book of about
EUR1.7 billion in 1QFY26 provides strong revenue visibility and
reflects its commercial success. The long tenure of contracts and
visibility on mining projects production also underpin revenue
predictability. Maxam has good diversification with no single mine
representing more than 10% of revenue, mitigating risks of
fluctuations or delays in production where explosives are a
consumable. In the mining sector, the average duration of contracts
is five years. This period is shorter in the infrastructure market,
although it comes with high renewal rates, given Maxam's leading
position in Europe.

Mining Sector Exposure: About 64% of Maxam's revenue is
concentrated in mining, particularly gold and copper. These metals
have strong growth opportunities but are still exposed to cycles,
depending on the mismatch between supply and demand. The mining
exposure also entails risks related to operations in lower-rated
jurisdictions in Africa or South America. This is mitigated by good
geographical diversification, with Chile growing in importance, and
a portfolio of solid customers.

Ammonium Nitrate Cost Pass-Through: Maxam's contract structure
allows for the pass-through of ammonium nitrate costs, which is
about 50% of the production costs of explosives. In 2021-2022,
Maxam continued increasing its profits, despite high ammonium
nitrate prices, driven by rising gas costs and disruptions in
global supply. Its ceasing of ammonium nitrate production was
followed by more stable profitability, especially given higher gas
costs in Europe. Maxam fulfils most of its ammonium nitrate
requirements through long-term contracts with global suppliers, and
rest on the spot markets.

Structural Subordination Risk: The senior secured notes issued by
Maxam as the holding company are structurally subordinated to
existing debt at MaxamCorp level, some of which have covenants
restricting its ability to upstream dividend. This is partly
mitigated by a downstream loan from Maxam to MaxamCorp, and the
availability of a EUR175 million revolving credit facility (RCF) to
cover temporary upstreaming restrictions. Also, further refinancing
of operating company debt could lift some of the covenant
restrictions.

Peer Analysis

In the absence of directly related peers, Fitch compares Maxam to
high-yield issuers with high and resilient margins and cash flows.

Compared with Nouryon Limited (B+/Stable), a global specialty
chemical producer with EBITDA exceeding USD1 billion, Maxam is
smaller and has weaker diversification but similar margins and
capex intensity. Maxam, however, has greater revenue visibility.
Both companies have similar leverage levels.

Ahlstrom Oyj (B+/Negative) is a global producer of specialty
fibres, with EBITDA of about EUR421 million and EBITDA margins in
the mid-teens in 2024. Ahlstrom is larger and more diversified by
market than Maxam, but has higher leverage, which Fitch estimates
at 6.6x at end-2025.

Maxam is larger and more profitable than Italmatch Chemicals S.p.A.
(B/Stable) with similar capex intensity, leading to stronger FCF
generation before dividends. Maxam and Italmatch have similar
leverage, at about 5x.

Fitch’s Key Rating-Case Assumptions

- Revenue growth of 5%-7% a year to FY29

- EBITDA margin averaging 25% in FY26-FY29

- Capex of EUR50 million-60 million a year in FY26-FY29

- Dividend payout of EUR250 million in FY26, then averaging EUR90
million in FY27-FY29

- No material large-size M&A or divestment

- Fitch has restricted EUR10 million cash, relating to cash
balances held in countries where extraction of cash is constrained

Corporate Rating Tool Inputs and Scores

Fitch scored the issuer as follows, using its Corporate Rating Tool
(CRT) to produce the Standalone Credit Profile (SCP):

- Business and financial profile factors (assessment, relative
importance): Management (bb-, Moderate), Sector Characteristics
(bb+, Moderate), Market and Competitive Positioning (bb+, Higher),
Diversification and Asset Quality (bb, Moderate), Company
Operational Characteristics (bb, Moderate), Profitability (bbb+,
Lower), Financial Structure (b-, Higher), and Financial Flexibility
(bb-, Moderate).

- Assessments of the quantitative financial subfactors include
bespoke calculations and are based on custom CRT financial period
parameters: 10% weight for pro-forma historical FY25, 10% for
forecast FY26, 30% for forecast FY27, 30% for forecast FY28 and 20%
for forecast FY29.

- B+ to CC considerations apply in its analysis and result in no
adjustment.

- The Governance assessment of 'Some Deficiencies' results in no
adjustment.

- The Operating Environment assessment of 'a-' results in no
adjustment.

- The SCP is 'b+'.

Recovery Analysis

The recovery analysis assumes that Maxam would be reorganised as a
going-concern (GC) in bankruptcy rather than liquidated.

The GC EBITDA estimate reflects a sustainable, post-reorganisation
EBITDA level on which Fitch bases an enterprise valuation. The GC
EBITDA of EUR240 million reflects unsuccessful renewal of key
contracts and reduced activity leading to lower profits.

Fitch uses a multiple of 5.5x to calculate a GC enterprise value
for the company because of its robust market position and
technological differentiation creating big barriers to entry, as
well as the asset-light business model that underpins its FCF
generation.

Fitch assumes Maxam's RCF would be fully drawn and rank equally
with senior secured debt issued at the parent level, and its
factoring facility would be replaced by an equivalent super senior
facility. Maxam's senior secured debt is structurally subordinated
to debt at the operating entities level, which Fitch has assumed at
EUR344 million.

After deducting 10% for administrative claims, Fitch's analysis
resulted in a waterfall-generated recovery computation for the
senior secured instrument in the 'RR3' band, indicating a 'BB-'
instrument rating.

RATING SENSITIVITIES

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

- EBITDA gross leverage above 6x on a sustained basis

- EBITDA interest coverage below 2x on a sustained basis

- Neutral-to-negative FCF on a sustained basis

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

- EBITDA gross leverage below 4.5x on a sustained basis

- EBITDA interest coverage above 3.5x on a sustained basis

- Positive FCF on a sustained basis

Liquidity and Debt Structure

As of end-November 2025, Maxam had cash and cash equivalents at
about EUR174 million, EUR130 million of undrawn credit lines and
EUR175 million of undrawn RCF. This provides comfortable liquidity
even after considering about EUR70 million reduction in cash to
partly fund about EUR250 million dividend, along with the proceeds
of the EUR180 million tap issue, to meet operational requirements
and ensure repayment of EUR111 million notes due in December 2026.

Fitch expects the company's working capital to be funded by
operational cash generation and local credit lines, with the EUR175
million RCF remaining undrawn to mitigate any risk of cash
upstreaming restrictions and maintain flexibility for timely
interest payment at the holding company level.

The 2030 senior secured notes of about EUR1.4 billion at Maxam
Prill level (the parent) are structurally subordinated to debt at
the operating entities level, including the notes due December
2026. However, Fitch expects Maxam to be able to upstream
sufficient cash to meet interest payments.

Issuer Profile

Maxam is a global civil explosive producer providing integrated
products and services to mining and infrastructure industry.

Summary of Financial Adjustments

Maxam Prill's first consolidated accounts for FY25 only cover nine
months of group operations. Fitch has made the following
adjustments based on Maxam Corp Holding 12-months accounts for
FY25:

- Reclassified amortisation of right-of-use assets and lease
related interest expense as cash operating costs

- Reclassified off-balance-sheet factoring as short-term secured
debt

- Increased debt by EUR1.4 billion to reflect debt at Maxam Prill
level

- Eliminated group loans and related interests from Maxam Prill to
MaxamCorp

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.

Climate Vulnerability Signals

The results of its Climate.VS screener did not indicate an elevated
risk for Maxam.

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
   -----------                ------         --------   -----
Maxam Prill S.a r.l.

                        LT IDR B+  Affirmed             B+
   senior secured       LT     BB- Affirmed   RR3       BB-




=============
M O L D O V A
=============

MOLDOVA: Fitch Affirms 'B+' LongTerm Foreign Currency IDR
---------------------------------------------------------
Fitch Ratings has affirmed Moldova's Long-Term Foreign-Currency
(LTFC) Issuer Default Rating (IDR) at 'B+' with a Stable Outlook.

Moldova's 'B+' rating reflects low but rising government debt with
a manageable repayment profile, stable external financial support,
high GDP per capita relative to peers, and a record of policies
that have preserved macroeconomic and financial stability through a
series of potentially destabilising shocks. These factors are
balanced by high exposure to geopolitical risks from the Ukraine
war, a frozen conflict in Transnistria and significant foreign
interference in domestic politics, alongside a structurally large
current account deficit (CAD) and rising net external debt burden.

Key Rating Drivers

High Geopolitical Risk, EU Accession: Moldova is highly exposed to
fallout from the Ukraine war due to its geographic proximity to the
conflict, and a small Russian military presence in its breakaway
region of Transnistria. President Maia Sandu's pro-EU Party of
Action and Solidarity won a majority in the September 2025
parliamentary elections (albeit reduced from 2021), boosting
official commitment to EU accession, although this is expected to
be a protracted process.

Strong External Support: Moldova's pro-European government will
continue to benefit from official financial and technical support.
Moldova has finalised the screening phase before beginning EU
accession negotiations, and the EU has offered significant
financial support (EUR250 million or 1.4% of GDP) to help the
country manage the energy price shock and bring forward the
benefits of economic integration through a three-year EUR1.9
billion (10.5% of estimated 2025 GDP) Reform and Growth Facility
(RGF), and provided greater access to the single market.

Large CADs: Fitch estimates the CAD reached an all-time high of
19.8% of GDP in 2025, 8x the current 'B' median, due to higher
energy imports and a drop in re-exports to Ukraine. Relatively high
energy costs, along with an increase in capital goods imports as
RGF-funded investments increase, will keep the CAD similarly high
in 2026-27. Official financing and potentially large volumes of
remittance inflows through informal channels help mitigate the
vulnerability from large external deficits, while net FDI will
likely remain low.

High, Rising External Debt: Moldova's international reserves
increased to USD6 billion in 2025, but reserves coverage is set to
decline from an estimated 5.3 months of current account payments at
end-2025 to an average of 4.4 months in 2026-2027, given projected
large CADs. External borrowing, including the drawdown of up to
EUR1.2 billion (6.7% of 2025 GDP) in loans under the RGF in
2026-2027 will cause net external debt to more than double from
2025 levels to 21.3% of GDP in 2027, in line with the 'B' median.

Widening Budget Deficits: The general government balance recorded a
deficit of 4% of GDP in 2025, below the modified budgetary target
of 5.2%. Authorities have signalled markedly looser fiscal policy
for 2026-27, with a deficit target of 5.7% of GDP for 2026. This
includes a 1pp of GDP increase in budgeted capex to 4.3% of GDP,
while no additional revenue measures have been planned.

Fitch estimates that the deficit will be smaller than budgeted,
given capacity constraints with the implementation of RGF-mandated
reforms and absorption of funds. Ambitious reform targets mean
authorities will not adhere to fiscal rules that stipulate a
deficit ceiling of 2.5% of GDP (excluding grants) for 2026-27.

Manageable Government Debt Burden: Increased borrowing from the EU
and other multilateral and bilateral creditors for budgetary and
project financing will raise general government debt (GGD)/GDP from
an estimated 38% of GDP at end-2025 to 44% by 2027. The domestic
financing market is shallow, and about 93% of domestic government
securities are short term. Interest costs are relatively low, at
3.4% of general government revenues in 2025 (current 'B' median:
16.1% of revenues). While 61% of GGD is foreign
currency-denominated, this is almost entirely concessional,
mitigating risks.

Prudent, Consistent Policy Mix: Moldova's macroeconomic policy mix,
including commitment to inflation targeting and exchange-rate
flexibility, has supported its capacity to navigate external
shocks. A series of sharp interest hikes, along with subsidies to
households - largely funded by the EU - have helped mitigate
inflationary pressures from the peak of the 2025 energy crisis.
Fitch expects inflation to remain within the National Bank of
Moldova's inflation tolerance band of 5%+/-1.5% in 2026-27, but see
limited scope for additional rate cuts, partly given high credit
growth (estimated 26% yoy on average in 2024-25).

Moderate Growth Prospects: Fitch estimates the economy grew by 2.1%
in 2025 (current 'B' median: 4.5%), with a drag mainly in 1H given
the energy shock, while favourable conditions boosted agricultural
output. Growth will receive a boost from execution of EU RGF funds
to boost public investments. However, capacity constraints and a
negative contribution from net imports mean that growth will reach
3.6% by 2027. New electricity transmission lines from Romania that
are under construction should boost energy security over time.

ESG - Governance: Moldova has an ESG Relevance Score (RS) of '5'
for Political Stability and Rights, and '5[+]' for the Rule of Law,
Institutional and Regulatory Quality, and Control of Corruption.
These scores reflect the high weight that the World Bank Governance
Indicators (WBGI) have in its proprietary Sovereign Rating Model.
Moldova has a medium WBGI ranking at the 49th percentile,
reflecting a recent record of relatively peaceful political
transitions, a moderate level of rights for participation in the
political process, moderate institutional capacity, evolving rule
of law, and an improving but still high level of corruption.

RATING SENSITIVITIES

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

Structural: Adverse external or domestic political developments
that create material risks for macroeconomic and financial
stability or the availability of external official financing.

External Finances: A sharp decline in international reserves, for
example due to sustained, large CADs or the emergence of external
financing constraints.

Public Finances: Sustained widening of fiscal deficits that leads
to a rapid increase in government debt over the medium term.

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

Structural: A significant and sustained reduction in geopolitical
risks.

External: A reduction in external vulnerabilities, for example, due
to a marked reduction in the CAD, especially if accompanied by
greater FDI inflows.

Macro: Stronger GDP growth prospects while preserving macroeconomic
stability, for example, as a result of reforms that lead to higher
investment and improved institutional strength.

Sovereign Rating Model (SRM) and Qualitative Overlay (QO)

Fitch's proprietary SRM assigns Moldova a score equivalent to a
rating of 'BB' on the LTFC IDR scale.

Fitch's sovereign rating committee adjusted the output from the SRM
score to arrive at the final LTFC IDR by applying its QO, relative
to SRM data and output, as follows:

- Structural: -1 notch to reflect high geopolitical risks, as
Moldova is exposed to the spillover of the war in neighbouring
Ukraine, is in a frozen conflict with a breakaway territory, and is
vulnerable to Russian interference in domestic politics.

- External Finances: Fitch has introduced a -1 notch to reflect
high external borrowing needs, driven by the prospect of large CADs
over the medium term, which represent a vulnerability for Moldova's
economy and will lead to a rapid increase in external debt.

Fitch's SRM is the agency's proprietary multiple regression rating
model that employs 18 variables based on three-year centred
averages, including one year of forecasts, to produce a score
equivalent to a LT FC IDR. Fitch's QO is a forward-looking
qualitative framework designed to allow for adjustment to the SRM
output to assign the final rating, reflecting factors within its
criteria that are not fully quantifiable and/or not fully reflected
in the SRM.

Debt Instruments: Key Rating Drivers

Fitch does not currently rate any debt instruments for this
sovereign.

Country Ceiling

The Country Ceiling for Moldova is 'B+', in line with the LTFC IDR.
This reflects no material constraints and incentives, relative to
the IDR, against capital or exchange controls being imposed that
would prevent or significantly impede the private sector from
converting local currency into FC and transferring the proceeds to
non-resident creditors to service debt payments.

Fitch's Country Ceiling Model produced a starting point uplift of
'0' notches above the IDR. Fitch's rating committee did not apply a
qualitative adjustment to the model result.

Climate Vulnerability Signals

The results of its Climate.VS screener did not indicate an elevated
risk for Moldova.

ESG Considerations

Moldova has an ESG Relevance Score of '5' for Political Stability
and Rights, as the WBGI have the highest weight in Fitch's SRM and
are therefore highly relevant to the rating and a key rating driver
with a high weight. As Moldova has a percentile rank below 50 for
the respective Governance Indicator, this has a negative impact on
the credit profile.

Moldova has an ESG Relevance Score of '5+' for Rule of Law,
Institutional & Regulatory Quality, and Control of Corruption, as
the WBGI have the highest weight in Fitch's SRM and are therefore
highly relevant to the rating and are key rating drivers with a
high weight. As Moldova has a percentile rank above 50 for the
respective Governance Indicators, this has a positive impact on the
credit profile.

Moldova has an ESG Relevance Score of '4+' for Human Rights and
Political Freedoms, as the Voice and Accountability pillar of the
WBGI is relevant to the rating and a rating driver. As Moldova has
a percentile rank above 50 for the respective Governance Indicator,
this has a positive impact on the credit profile.

Moldova has an ESG Relevance Score of '4' for Creditor Rights, as
willingness to service and repay debt is relevant to the rating and
is a rating driver for Moldova, as for all sovereigns. As Moldova
has a fairly recent restructuring of public debt in 2006, this has
a negative impact on the credit profile.

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

   Entity/Debt                 Rating          Prior
   -----------                 ------          -----
Moldova     

                LT IDR          B+ Affirmed    B+
                ST IDR          B  Affirmed    B
                LC LT IDR       B+ Affirmed    B+
                LC ST IDR       B  Affirmed    B
                Country Ceiling B+ Affirmed    B+




=====================
N E T H E R L A N D S
=====================

AMG CRITICAL: Moody's Affirms 'B1' CFR & Alters Outlook to Stable
-----------------------------------------------------------------
Moody's Ratings affirmed AMG Critical Materials N.V.'s ("AMG") B1
corporate family rating, B1-PD probability of default rating, the
Ba2 ratings on its senior secured revolving credit facility ("RCF")
and the senior secured term loan B. AMG Vanadium LLC's B3 backed
senior unsecured revenue bond rating issued by Ohio Air Quality
Development Authority 30-year tax-exempt revenue bonds (State of
Ohio Exempt Facilities Revenue Bonds), which are guaranteed by AMG
Critical Materials N.V., was also affirmed. The speculative grade
liquidity rating ("SGL") is maintained at SGL-2. The rating outlook
was revised to stable from negative.

RATINGS RATIONALE

The affirmation of AMG's ratings and stabilization of the outlook
reflects stronger than expected performance in 2025, even as
Lithium and Vanadium prices remained challenged during the year,
with support from its Technologies segment. While free cash flow
was weak as expected, EBITDA was higher, resulting in credit
metrics approaching levels commensurate with the B1 CFR by year-end
2025. Additionally, Moody's expects continued strong operating
performance in 2026, which should keep metrics supportive of the
rating.

For 2026, Moody's expects EBITDA of around $200 million and
breakeven free cash flow. However, there could be upside to this
forecast if current spot prices for Lithium and Vanadium were to
sustain throughout the year. Moody's 2026 forecast assumes
commencement of commercial sales of battery grade Lithium hydroxide
from AMG's new refinery in Germany, higher spodumene volumes from
Brazil following capacity expansion, partially offset by lower
contribution from its Technologies segment resulting from Antimony
price normalization.

AMG's B1 rating is supported by its good liquidity, its broad
geographic and end market diversity, its strong market position
with only a few major competitors for most of its critical
materials and long-term relationships with a number of blue-chip
customers. The importance of its products in lightweighting, energy
efficiency and carbon emissions reduction should provide for a
relatively steady customer demand over the longer term and are
viewed as positive credit considerations.

AMG's rating is constrained by its modest scale versus higher rated
manufacturers, significant volatility in prices of the commodities
it is heavily exposed to, including lithium, and track record of
inconsistent free cash flow generation. The company continues to
benefit from the agreement with Glencore plc for the sale of FeV
from both the Cambridge and Zanesville plants that effectively
removes the market volume risk and reduces its exposure to
ferrovanadium (FeV) price volatility. The company's strategic focus
to expand its lithium portfolio in step with the fast-growing EV
market is anticipated to benefit its growth profile given the
secular trend that is expected from stricter emission standards and
government support for electric vehicles in multiple regions, as
well as the growth in stationary batteries.

AMG's SGL-2 is supported by $289 million of cash balance and full
availability under its $200 million revolver at December 31, 2025.
Moody's expects breakeven free cash flow in 2026, although there
could be upside to this forecast if current spot prices for Lithium
and Vanadium were to sustain throughout the year. AMG has no
meaningful debt maturities prior to the maturity date of the
revolver and term loan in 2028. Moody's expects the revolving
facility to remain undrawn over the rating horizon. Moody's also
expects the company to have ample headroom under its 3.5x first
lien leverage ratio covenant.

The Ba2 rating of the senior secured revolving credit facility and
senior secured term loan B reflects their priority position in the
company's capital structure. The credit facilities are secured by a
first priority lien on substantially all of the assets of several
of the company's operating subsidiaries and a first priority lien
on 100% of the capital stock (limited to 65% of voting stock for
foreign subsidiaries) of each subsidiary borrower and each material
wholly-owned subsidiary. However, the security package excludes the
assets of a number of key foreign subsidiaries that account for a
material portion of the overall assets of the company. The B3
rating of the tax-exempt unsecured bonds reflects a relatively high
proportion of secured debt and the bonds' effective subordination
to the secured debt. The bonds are issued by the Ohio Air Quality
Development Authority and guaranteed by AMG Critical Materials
N.V.

The stable outlook reflects Moody's expectations for continued
strong operational and financial performance in 2026 with metrics
that are commensurate with the B1 rating.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

An upgrade could be considered if the company successfully begins
commercial production at the lithium upgrading facility in Germany,
demonstrates that it can consistently generate positive free cash
flow, maintain strong operating performance and credit metrics
commensurate with a rating higher than B1 CFR in various commodity
price environments. Quantitatively, the ratings could be upgraded
if, on a sustained basis, the leverage ratio remains below 3.5x,
the interest coverage ratio at or above 5.0x and FCF/Debt is equal
to or above 5% on a sustained basis. However, AMG's moderate scale
limits its ratings upside potential.

A downgrade could be considered if the company experiences any
significant issues related to its growth projects. Any material
operating disruptions, weaker than expected financial and operating
performance, or the pursuit of other debt financed growth projects
that result in deterioration of debt protection metrics could
negatively impact the company's rating. Quantitatively, the ratings
could be downgraded if the leverage ratio is expected to be
sustained above 4.5x or the interest coverage ratio sustained below
2x. A significant reduction in borrowing availability or liquidity
could also result in a downgrade.

AMG Critical Materials N.V. headquartered in Amsterdam,
Netherlands, operates through three divisions – AMG Lithium, AMG
Vanadium and AMG Technologies. AMG Lithium encompasses the
company's global lithium operations including Brazil and Germany.
AMG Vanadium is comprised of the company's global vanadium adjacent
businesses with operations in the US, Germany and UK. AMG
Technologies designs and produces vacuum furnace equipment and
systems, specialty metals and chemicals and other products used in
infrastructure, automotive and other industrial applications. The
company sells its products to the transportation, infrastructure,
energy, and specialty metals & chemicals end markets from
production facilities in Germany, the United Kingdom, France,
United States, China, Mexico, Brazil and India.

The principal methodology used in these ratings was Manufacturing
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.


METINVEST BV: Fitch Puts 'CCC' LongTerm IDR on Watch Negative
-------------------------------------------------------------
Fitch Ratings has placed Metinvest B.V.'s Long-Term Issuer Default
Rating and senior unsecured rating of 'CCC-' on Rating Watch
Negative (RWN). The Recovery Rating is 'RR4'.

The RWN reflects very high refinancing risk for the company's
USD428 million notes maturing on 23 April 2026. No agreement was
reached between Metinvest and the ad-hoc group of bondholders on
the amend-and-extend (A&E) offers proposed by both parties in
February 2026, and discussion is currently on hold. The company is
considering a new issue to refinance the notes. Fitch does not
expect Metinvest to have sufficient liquidity to repay the 2026
notes.

Metinvest also has USD332 million notes due in October 2027 and
USD500 million notes due in October 2029.

Fitch expects to resolve the RWN once there is clarity on the
company's refinancing plan. Failure to refinance the 2026 notes by
end-March or a debt restructuring qualified as a distressed debt
exchange (DDE) under its criteria would result in a rating
downgrade.

Key Rating Drivers

Imminent Refinancing Risk: Metinvest has USD428 million notes
maturating in April 2026. As of end-December 2025, Metinvest had
about USD375 million in cash, of which an estimated USD300 million
was held offshore. Fitch expects that free cash flow (FCF)
generation in the first four months of 2026, together with
available offshore cash, will be insufficient to cover the 2026
notes' principal payment, interest payable in March and April and
working capital needs to maintain stable production.

Proposed A&E Rejected: In February 2026, Metinvest's A&E proposal
for the 2026, 2027 and 2029 notes, which for the 2026 notes
included maturity extension to 2029, tender offer at 96% of par and
application of a certain exchange ratio, was rejected by the ad-hoc
group of bondholders, while Metinvest also did not accept the
conditions proposed by the ad-hoc group. The company is currently
considering the issue of new bonds to repay 2026 notes. Fitch
considers the execution risk to be very high.

Higher Costs of Coal Supplies: In January 2025, Metinvest suspended
operations at Pokrovske Coal due to evolving frontline conditions,
power supply shortages and a deteriorating security situation. The
company's other coal asset - United Coal - in the US has been
unprofitable and is in the final stage of disposal. Without
internal coal supplies, Metinvest is currently importing all its
coal supplies. This has materially increased steel production costs
and logistics time, and led to the loss of coal profits from
Pokrovske Coal. Fitch estimates, Fitch-adjusted EBITDA for 2025 at
USD630 million, down from USD910 million in 2024.

Negative FCF in 2025: The estimated EBITDA decline in 2025, coupled
with changes in supply chain and higher inventory levels, would
have resulted in negative FCF in that year despite capex remaining
conservative. The FCF trajectory will depend on Metinvest's ability
to sustain its profitability and improve its working capital
management.

FX Restrictions Limit Liquidity: Metinvest has been relying on
offshore cash to service previous debt principal repayments and has
used spare cash to make early repurchase of outstanding bonds when
possible. Companies can send cash abroad through dividends to cover
coupon payment of international bonds under the National Bank of
Ukraine's moratorium on cross-border foreign-currency payments, but
principal repayments are restricted.

Power Supply Stability Efforts: Electricity supply has been one of
the major operational disruptions and uncertainties since the
beginning of the Russian-Ukraine war. Starting 2H25, several power
outages due to attacks on electricity infrastructure, led to high
tariffs on imported electricity. Currently, Metinvest has about
80MW of own power generation installed, which could support basic
plant readiness but not full production capacity.

Peer Analysis

The ratings in the 'CCC' category and below for most corporate
issuers in Ukraine reflect heightened operational and financial
risks.

Interpipe Holdings plc's 'CCC-' ratings reflect the high risk of
damage or disruption at its main facilities and its liquidity
profile. Ferrexpo plc's 'CCC-' rating reflects deterioration in its
operational liquidity.

Fitch’s Key Rating-Case Assumptions

- Commodities prices in line with Fitch's price deck for 2026-2027

- Production of 3 million tonnes (mt) of steel products, 16mt of
iron ore products and 10mt of resale volumes in 2026

- EBITDA margin averaging 8.5% in 2025-2026, and declining to 7.8%
in 2027

- Annual capex averaging USD190 million in 2025-2027

- No dividends to 2027

Corporate Rating Tool Inputs and Scores

Fitch scored the issuer as follows, using its Corporate Rating Tool
(CRT) to produce the Standalone Credit Profile (SCP):

- Business and financial profile factors (assessment, relative
importance): Management (bb, Lower), Sector Characteristics (bb+,
Lower), Market and Competitive Positioning (b+, Moderate),
Diversification and Asset Quality (ccc, Higher), Company
Operational Characteristics (b+, Moderate), Profitability (b+,
Lower), Financial Structure (bb, Moderate), and Financial
Flexibility (ccc-, Higher).

- The quantitative financial subfactors are based on custom CRT
financial period parameters: 10% weight for the forecast year 2025,
70% for the forecast year 2026 and 20% for the forecast year 2027.

- B+ to CC considerations apply in its analysis and result in an
adjustment of -1 notch.

- The Governance assessment of 'Good' results in no adjustment.

- The Operating Environment assessment of 'ccc+' results in no
adjustment.

- The SCP is 'ccc-'.

Recovery Analysis

The recovery analysis assumes Metinvest would be considered a going
concern in bankruptcy and would be reorganised rather than
liquidated.

Metinvest's going-concern EBITDA of USD400 million reflects
war-related disruption to exports and local operations.

Fitch uses an enterprise value/EBITDA multiple of 3.0x to calculate
a post-reorganisation valuation, reflecting the presence of key
assets in a territory with military conflict.

Fitch's analysis results in a waterfall-generated recovery
computation in the 'RR4' band after deducting 10% for
administrative claims. This indicates a 'CCC-' instrument rating
for Metinvest's senior unsecured notes.

RATING SENSITIVITIES

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

- Failure to refinance the 2026 bonds by end-March 2026

- A default or default-like process has begun (including the issuer
entering into a grace or cure period following non-payment of a
material financial obligation or the formal announcement by the
issuer or their agent of a DDE)

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

- Positive rating action is unlikely, as the ratings are on RWN.
However, Fitch may affirm the ratings if Metinvest successfully
refinances or repays the 2026 notes without any debt restructuring
or exchange offer that Fitch would deem as a DDE

Liquidity and Debt Structure

As of end-December 2025, Metinvest had about USD375 million in
cash, of which an estimated USD300 million was held offshore. Fitch
expects that the company will not have sufficient internally
generated liquidity to repay the 2026 notes.

Issuer Profile

Metinvest is a vertically integrated Ukrainian mining and steel
company, with operations in Ukraine (steel and iron ore asset) and
Europe (re-rolling facilities in the UK, Italy, Bulgaria and
Romania).

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.

Climate Vulnerability Signals

The Climate.VS for 2035 for Metinvest is 50.

This captures robust demand for iron ore over the long term to
allow for sufficient steel output to progress with vital
infrastructure and renewables projects in support of the energy
transition, and that the large technological shift in steelmaking
affecting metallurgical coal consumption will only start from 2035.
These risks do not have an immediate impact on the rating, given
the long-term timescale over which the transition may take place,
and uncertainty regarding the extent and nature of the changes.

ESG Considerations

Metinvest has an ESG Relevance Score of '4' for Group Structure due
to historically large related-party transactions, which has a
negative impact on the credit profile, and is relevant to the
rating[s] 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                Recovery   Prior
   -----------           ------                --------   -----
Metinvest B.V.   

                 LT IDR    CCC-     Rating Watch On       CCC-
                 ST IDR    C        Affirmed              C
                 LC LT IDR CCC-     Rating Watch On       CCC-
                 LC ST IDR C        Affirmed              C
                 Natl LT   BB+(ukr) Rating Watch On       BB+(ukr)
                 Natl ST   B(ukr)   Rating Watch On       B(ukr)
sr unsecured    LT        CCC-     Rating Watch On  RR4  CCC-




===========
S E R B I A
===========

BELGRADE: Moody's Alters Outlook on 'Ba2' Issuer Rating to Stable
-----------------------------------------------------------------
Moody's Ratings has changed the outlooks of the City of Belgrade
and the City of Novi Sad to stable from positive. Concurrently,
Moody's have affirmed the Ba2 long-term issuer ratings and the ba2
Baseline Credit Assessments (BCAs) of both cities.

The rating action follows the change in outlook of the Government
of Serbia (Serbia) to stable from positive on February 27, 2026.

RATINGS RATIONALE

RATIONALE FOR CHANGING THE OUTLOOKS TO STABLE FROM POSITIVE

The stabilisation of the outlooks for Belgrade and Novi Sad
reflects the recent stabilisation of the outlook on the Government
of Serbia, which in turn is driven by elevated political risks that
weigh on institutional strength and pose a larger-than-expected
headwind to medium-term growth prospects. A more volatile domestic
political environment has contributed to a less predictable policy
framework, with political tensions expected to remain elevated,
particularly around forthcoming electoral cycles.

Given the strong institutional, operational and financial linkages
between the sovereign and local governments in Serbia, these risks
are transmitted directly to the two cities. Belgrade and Novi Sad
remain highly exposed to changes in national legislation,
intergovernmental transfer mechanisms and regulatory interventions,
which can affect budget execution, planning predictability and
investment implementation. While the cities benefit from strong
central government oversight and support, their limited fiscal
autonomy constrains their ability to fully insulate local finances
from sovereign level governance and political challenges.

At the same time, the stable outlook reflects that both cities
continue to demonstrate sound and resilient credit fundamentals,
which provide buffers against a more uncertain operating
environment and political volatility.

RATIONALE FOR RATING AFFIRMATIONS

The affirmation of the ba2 BCAs and Ba2 issuer ratings for Belgrade
and Novi Sad reflects their established track record of sound and
resilient operating performance, prudent financial management, low
to moderate debt burdens and adequate liquidity positions, as well
as their economic roles within Serbia. Both cities benefit from
structurally strong tax bases, with shared personal income tax as
the main revenue source, supported by economic activity that
outperforms the national average.

Moody's expects Belgrade and Novi Sad to maintain their positive
primary operating balances over the medium term, supported by
continued growth in shared tax revenues, driven by Serbia's real
GDP growth, which Moody's expects to recover to 3.3% in 2026 and
3.5% in 2027, from 2.0% in 2025, as well as prudent expenditure
management. While both cities face some pressure from higher
operating spending, particularly related to transfers and subsidies
to city-owned entities, their overall operating performance remains
a key credit strength.

Debt levels for both cities remain low to moderate and affordable,
albeit with different profiles reflecting their size,
responsibilities and investment strategies. Belgrade's debt burden,
estimated at around 36% of operating revenue in 2025, is higher
than that of Novi Sad, estimated at around 17%, reflecting
Belgrade's broader service responsibilities and sizeable capital
investment programme, as well as indirect exposure stemming from
city-owned entities, most notably the public transport company.
Nevertheless, Belgrade's debt remains manageable, with moderate
debt service costs expected to remain at around 3% of total revenue
over 2026-27, supported by long maturities and an amortising
structure that limits refinancing risk.

Liquidity positions for both cities are adequate to support regular
operations, supported by prudent cash management practices and
predictable inflows from shared taxes. Belgrade's liquidity is
weaker than that of Novi Sad, reflecting the funding of large
investment projects and the budgetary impact of free public
transportation, but remains sufficient to meet short-term
obligations. Novi Sad's liquidity is comparatively stronger,
underpinned by historically robust operating performance and
conservative financial policies, although reserves are expected to
decline gradually as the city increasingly finances capital
spending from its own resources.

The ratings also incorporate Moody's assumptions of a strong
likelihood for Belgrade and a moderate likelihood for Novi Sad that
the Government of Serbia would intervene in a timely manner to
prevent a default.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE (ESG) CONSIDERATIONS

Belgrade and Novi Sad's CIS-3 scores indicate that ESG
considerations have a moderate impact on their current credit
profiles, with potential for greater negative influence over time.

Environmental risks primarily relate to physical climate risks,
including flood exposure and heat stress, with higher exposure for
Novi Sad (E-4 issuer profile score (IPS)) relative to Belgrade (E-3
IPS) due to its economic structure and regional characteristics.
The social IPS for both cities is S-3, as social risks reflect
demographic pressures and migration trends, which require sustained
investment in public services. Governance risks remain
comparatively low (G-2 for both cities) and reflect established
budgetary controls, timely reporting and a strong track record of
meeting fiscal targets, although broader sovereign governance
challenges weigh on the operating environment.

The sovereign action on Serbia published on February 27, 2026
required the publication of these credit rating actions on a date
that deviates from the previously scheduled release date in the
sovereign release calendar.

The specific economic indicators, as required by EU regulation, are
not available for these entities. The following national economic
indicators are relevant to the sovereign rating, which was used as
an input to this credit rating action.

Sovereign Issuer: Serbia, Government of

GDP per capita (PPP basis, US$): 31,001 (2024) (also known as Per
Capita Income)

Real GDP growth (% change): 3.9% (2024) (also known as GDP Growth)

Inflation Rate (CPI, % change Dec/Dec): 4.3% (2024)

Gen. Gov. Financial Balance/GDP: -2% (2024) (also known as Fiscal
Balance)

Current Account Balance/GDP: -4.6% (2024) (also known as External
Balance)

External debt/GDP: 57% (2024)

Economic resiliency: baa3

Default history: At least one default event (on bonds and/or loans)
has been recorded since 1983.

SUMMARY OF MINUTES FROM RATING COMMITTEE

On February 26, 2026, a rating committee was called to discuss the
rating of the Belgrade, City of; Novi Sad, City of. The main point
raised during the discussion was: The systemic risk in which the
issuer operates has materially increased.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

An upgrade of Belgrade and Novi Sad's ratings will require a
similar change of the sovereign rating, combined with the cities'
continued solid operating and financial performance.

Conversely, renewed deterioration in sovereign credit strength
would apply downward pressure on the cities' ratings given the
close financial, institutional and operational linkages between the
two tiers of governments.

Furthermore, a material weakening of operating margins, a sharp
increase in debt, or emerging liquidity pressures could exert
downward pressure on the ratings.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Regional and
Local Governments published in May 2024.

The weighting of all rating factors is described in the methodology
used in this credit rating action, if applicable.

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.


SERBIA: Moody's Affirms Ba2 Issuer Rating, Alters Outlook to Stable
-------------------------------------------------------------------
Moody's Ratings has changed the outlook on the Government of Serbia
to stable from positive and has affirmed the Government of Serbia's
Ba2 domestic and foreign currency long-term issuer and foreign
currency senior unsecured debt ratings.

Moody's decisions to change the outlook to stable from positive
reflects a significant rise in Serbia's political risks which
weighs on institutional strength and poses a larger than expected
headwind to growth prospects. In particular, the more volatile
domestic political environment is contributing to a less
predictable policy environment, with tensions likely to remain
elevated. Moreover, rising geopolitical risks, evidenced by the
recent imposition of US (Aa1 stable) sanctions on the national oil
company Naftna Industrija Srbije (NIS), will continue to weigh on
Serbia's credit profile. These elevated political tensions mean the
risks to Serbia's credit profile are now balanced at a Ba2 rating.
Moody's expects real GDP growth to recover after slowing materially
in 2025, but Moody's assesses medium term economic potential is now
lower at around 3.5% from 4% previously.

The affirmation of the Ba2 ratings is supported by Serbia's
moderate and gradually declining government debt burden which
provides fiscal space that allows the country to absorb shocks. In
addition, the fiscal risks from the broad state-owned enterprise
(SOE) sector, while still present, have significantly diminished in
recent years. Furthermore, Serbia's continued engagement with the
International Monetary Fund (IMF) has supported a track-record of
prudent macroeconomic policies and the build-up of external buffers
which will help to preserve Serbia's macroeconomic stability in the
event of shocks. These factors balance the elevated domestic
political and geopolitical risks that weigh on Serbia's
institutional strength and growth prospects.

Serbia's local and foreign-currency country ceilings remain
unchanged at Baa1 and Baa2, respectively. The four-notch gap
between the local currency country ceiling and the sovereign rating
reflects somewhat predictable institutions and government actions,
a moderate government footprint in the economy and financial
system, elevated political risk and low external imbalances. The
one-notch gap between the foreign currency and local currency
country ceiling reflects moderate policy effectiveness and external
indebtedness.

RATINGS RATIONALE

RATIONALE FOR THE OUTLOOK CHANGE TO STABLE FROM POSITIVE

Moody's decisions to change the outlook to stable from positive
reflects a significant rise in Serbia's political risks which
weighs on institutional strength and poses a larger than expected
headwind to growth prospects.

The domestic political environment has become more volatile since
Moody's changed the outlook to positive in August 2024, with
significant anti-corruption protests in response to the Novi Sad
train station roof collapse in November 2024. While the intensity
of protests has subsided in recent months, Moody's expects domestic
political tensions to remain higher than in the past, particularly
around the forthcoming parliamentary elections due by end 2027 but
which the authorities have indicated may be held early.

Policy unpredictability has risen amid a more volatile domestic
political environment, with the European Union (EU, Aaa stable)
criticizing the lack of transparency and independent scrutiny
applied to recently adopted judicial amendments as a serious step
backward in EU accession efforts. Furthermore, the business
environment is, in Moody's views, weakening, with the regulatory
environment becoming less predictable for investors, reflected in a
recent policy to cap price margins in the retail sector, which is
currently being phased out. Moody's considers policy predictability
to be a Governance consideration under Moody's ESG framework.

Serbia's geopolitical risk is also increasing which will continue
to weigh on foreign investor confidence and supports the
stabilization of the outlook.

In Moody's views, the scope for Serbia to balance closer
integration with western economies, especially the EU, with
significant economic and financial ties with Russia and China (A1
negative) will become narrower. This is reflected in the recent
imposition of US sanctions on NIS, in response to Russia's majority
ownership. Moody's expects the authorities to resolve the ownership
issue and avoid a broad sustained macroeconomic disruption,
reflecting an institutional capacity to manage external pressures.
At the same time, Serbia's non-alignment with EU foreign policy
will continue to hamper Serbia's EU accession prospects.

These elevated domestic and geopolitical risks pose a larger than
expected headwind to Serbia's growth prospects. The significant
protests in H1 2025 dampened domestic consumption and sentiment in
Serbia, while the imposition of US sanctions in H2 2025 caused a
sharp drop in Serbia's industrial production. As a result, real GDP
growth slowed materially to 2% in 2025, down from 3.9% in 2024,
while foreign direct investment (FDI) inflows fell sharply relative
to recent record years amid a weakening in the business
environment.

Moody's expects Serbia's real GDP growth to recover to 3.3% in
2026, with a temporary spike in 2027 due to Expo 2027. However,
Moody's have lowered Moody's estimates for Serbia's medium term
growth potential to 3.5%, down from 4%, given heightened political
uncertainty and a less favourable business environment. Serbia also
faces rising competitiveness pressures from higher labour costs.
According to the IMF, the sharp increase in wages in recent years
has led to higher unit labour costs and raises concerns around
competitiveness. Moody's expects the higher wage level will only be
partially offset by a shift into higher value added production.
Moody's expects FDI inflows will be lower than in recent years
reflecting the fall in new investment inquiries in 2025 and remain
sensitive to political tensions.

While not Moody's baseline, a prolonged disruption to oil supply, a
sharp further rise in domestic political tensions or new populist
policies which raise doubts about the authorities commitment to a
market based economy could pose risks to Moody's growth forecasts.

Finally, the EU accession process has stalled amid political
tensions and a weak commitment to governance reform, with the
accession process providing less of a support for Serbia's
institutional landscape than Moody's previously assessed. More
limited public support for EU membership in Serbia compared to
other accession candidates in the region will provide, in Moody's
views, a weaker incentive to tackle challenging governance reforms.
As a result, Serbia is falling behind less-developed regional peers
such as Albania (Ba3 stable) and Montenegro (Ba3 stable) on the EU
accession path, which will provide a stronger anchor for
institutional reforms in these countries.

RATIONALE FOR THE AFFIRMATION OF THE Ba2 RATINGS

The affirmation reflects Moody's views that Serbia's strong fiscal
position continues to provide a material support to the Ba2
ratings, while continued engagement with the IMF helps to preserve
external buffers and the resilience of Serbia's economy to shocks.
These strengths help to balance Serbia's weak governance and
elevated political risks.

A demonstrated commitment by the authorities to maintaining a
prudent fiscal stance has created fiscal space that allows the
country to absorb shocks. The fiscal risks from the broad SOE
sector, while still present, have significantly diminished in
recent years, as IMF-supported reforms help to address weaknesses
in the energy sector. At the same time, the large share of foreign
currency government debt poses a fiscal risk in the event of a
sharp and sustained currency depreciation.

Moody's expects Serbia's continued strong compliance with the IMF's
Policy Co-ordination Instrument will help to anchor fiscal policy
through the higher investment spending related to Expo 2027. As a
result, Moody's expects Serbia's general government debt to
continue to gradually decline to just below 45% of GDP in 2026-27,
down from around 48% in 2023-24, while debt affordability will
remain favourable relative to peers.

The affirmation also reflects Moody's views that Serbia's
relatively dynamic manufacturing sector will continue to attract
sizeable FDI inflows, albeit lower than in recent years.
Furthermore, Serbia's continued engagement with the IMF has
supported prudent macroeconomic policies and the build-up of
external buffers which will help to preserve Serbia's macroeconomic
stability in the event of shocks.

ENVIRONMENTAL, SOCIAL, GOVERNANCE (ESG) CONSIDERATIONS

Serbia's CIS-3 ESG Credit Impact Score indicates that ESG
considerations have a limited impact on the current credit rating
with potential for greater negative impact over time. The score
reflects moderate exposure to environmental and social risks as
well as weak governance strength. That said, a track record of
fiscal prudence has afforded fiscal space to absorb shocks which
provides some resilience to environmental and social risks.

GDP per capita (PPP basis, US$): 31,001 (2024) (also known as Per
Capita Income)

Real GDP growth (% change): 3.9% (2024) (also known as GDP Growth)

Inflation Rate (CPI, % change Dec/Dec): 4.3% (2024)

Gen. Gov. Financial Balance/GDP: -2% (2024) (also known as Fiscal
Balance)

Current Account Balance/GDP: -4.6% (2024) (also known as External
Balance)

External debt/GDP: 57% (2024)

Economic resiliency: baa3

Default history: At least one default event (on bonds and/or loans)
has been recorded since 1983.

On February 24, 2026, a rating committee was called to discuss the
rating of Serbia, Government of. The main points raised during the
discussion were: The issuer's economic fundamentals, including its
economic strength, have not materially changed. The issuer's
institutions and governance strength, have materially decreased.
The issuer's fiscal or financial strength, including its debt
profile, has materially increased. The issuer has become
increasingly susceptible to event risks.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

The rating could be upgraded if Moody's assesses that the potential
impact of geopolitical and domestic political risks on Serbia's
credit profile, and in particular on its growth prospects and
institutional profile, is improving. Such an assessment would also
likely conclude that the EU and IMF provide a stronger than
expected anchor for reforms. A stronger commitment to institutional
reform, including as part of the EU accession process, which
reduces the risk of reform backsliding, would also be positive for
the rating. A continued focus on budget prudence alongside solid
medium term economic prospects would be prerequisites for a
positive rating action.

The rating could be downgraded if Moody's assesses that Serbia's
institutions have markedly weakened beyond current observations,
including evidence of material reform backsliding. A significant
deterioration in Serbia's economic strength, possibly due to a
further rise in domestic political instability or geopolitical
tensions, would also be credit negative. While unlikely, evidence
that fiscal strength will deteriorate significantly due to a
less-prudent fiscal stance, materialisation of contingent
liabilities, or significant exchange rate depreciation would also
be negative.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Sovereigns
published in November 2022.

The weighting of all rating factors is described in the methodology
used in this credit rating action, if applicable.

Serbia's "baa3" economic strength score is set three notches below
the initial score of "a3" to reflect Serbia's higher labour costs
and weak business environment which weigh on competitiveness, the
large state influence over the economy which hinders market
competition and Serbia's susceptibility to adverse weather events.
The "baa2" fiscal strength score is set one notch below the initial
score of "baa1" to capture contingent liability risks from
financially weak state-owned enterprises. This leads to a final
scorecard-indicated outcome of Ba1-Ba3, which is below the initial
scorecard-indicated outcome of Baa3-Ba2. The rating is within the
final scorecard-indicated outcome.




=========
S P A I N
=========

PAX MIDCO: Moody's Upgrades CFR to B2, Outlook Stable
-----------------------------------------------------
Moody's Ratings has upgraded Pax Midco Spain's (Areas or the
company) corporate family rating to B2, from B3, and its
probability of default rating to B2-PD, from B3-PD. Concurrently,
Moody's upgraded to B2, from B3, the instruments ratings on the
EUR1,717 million senior secured term loan maturing in December 2029
and the EUR175.7 million senior secured revolving credit facility
maturing in June 2029, both borrowed by Financiere Pax S.A.S. The
outlook on both entities remains stable.

"The rating upgrade reflects Areas' ongoing robust operating
performance and Moody's expectations that the company will generate
higher profit than previously anticipated over the next 12-18
months, supported by THS' acquisition" says Sarah Nicolini, a
Moody's Ratings Vice President – Senior Analyst and lead analyst
for Areas.

"Moody's expects this higher profit to more than offset the
increase in debt to finance THS' acquisition and to result in rapid
improvement in credit metrics", adds Ms Nicolini.

RATINGS RATIONALE

The rating upgrade to B2 from B3 reflects the company's continued
strong operating performance and incorporates Moody's expectations
that Areas will generate higher profit than previously anticipated,
supported by Travel Hospitality Services (THS)' acquisition. THS
operates across 22 airports in the US, including major hubs and
regional airports, and generates more than $500 million annual
revenue. The acquisition was completed on November 24th 2025.

Moody's expects the company to swiftly integrate THS, leading to an
improvement in profit and margins, underpinned also by solid growth
in other regions. Accordingly, Moody's anticipates that the
company's reported EBITDA margin, on a pre IFRS 16 basis, will
increase well above 11% over the next 12–18 months, from 11.1% in
fiscal 2025 (ending September 2025). This will translate into its
Moody's adjusted EBITDA margin rising towards 26% over the next
12-18 months, compared with 24.9% in fiscal 2025.

Moody's forecasts that this fast increase in profit will more than
offset the increase in debt to finance THS and that it will
determine a rapid improvement in credit metrics. In particular,
Moody's forecasts that Areas' Moody's adjusted debt/EBITDA will
decrease towards 4.4x in fiscal 2026. Moody's also anticipates that
its Moody's adjusted free cash flow (FCF)/debt will progressively
increase towards 1.2% after fiscal 2026, underpinned by increasing
profits and almost unchanged interests paid, following the
repricing completed in December 2025, and despite the sustained
capital expenditure to support growth. Concurrently, Moody's
expects Areas' interest coverage to sequentially improve alongside
profits, until reaching Moody's adjusted EBIT/interest towards 1.5x
over the next 12-18 months. Such credit metrics weakly position the
company in the B2 rating.

The B2 CFR is supported by Areas' strengthened market position in
both the global concession market and the US, and its increased
scale and geographic diversification following THS acquisition.
Areas has become the third largest operator in the global travel
concession business, behind Avolta AG (Avolta, Ba2 stable) and SSP,
with a combined pro forma revenue of around EUR2.8 billion in 2025,
more than 2,200 points of sale and 24,000 employees across 11
countries. The company has also enhanced its regional coverage in
the US, becoming the second largest travel concession operator
behind Avolta.

Areas' B2 rating is constrained by its modest FCF generation and
interest coverage. The rating is also constrained by the elevated
capital expenditure, needed to sustain business growth and
concessions renewal, and its high operating costs and concessions
fees.

LIQUIDITY

Areas' liquidity is adequate. The company ended fiscal 2025 with
EUR154 million of cash & equivalent and had a fully available
senior secured revolving credit facility (RCF). Some RCF drawings
might be possible on a temporary basis, as a consequence of the
seasonality of the business. Moody's expects the company to comply
with the springing net leverage covenant attached to the RCF, which
is set at 10.7x and will only be tested if the RCF is at least 40%
utilised.

Moody's expects the company to generate a positive free cash flow,
on a Moody's adjusted basis, of above EUR25 million starting from
fiscal 2027.

The company does not have any imminent debt maturities before June
and December 2029, when the RCF and the term loan will respectively
mature.

STRUCTURAL CONSIDERATIONS

The senior secured credit facilities, comprising the EUR1,717
million term loan and the RCF, are rated B2, at the same level of
the CFR. They benefit from first-ranking transaction security over
shares, bank accounts and intragroup receivables of significant
subsidiaries. Moody's typically view debt with this type of
security package as akin to unsecured debt. However, they also
benefit from upstream guarantees from operating companies,
accounting for at least 80% of consolidated EBITDA.

RATIONALE FOR THE STABLE OUTLOOK

The stable outlook reflects Moody's expectations that the company
will be able to generate positive FCF starting from fiscal 2027 and
that its Moody's adjusted EBIT/interest will increase towards 1.5x
in the same period. It also does not assume any sizeable
debt-funded acquisitions or material distributions to
shareholders.

FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS

Upward rating pressure could develop if the company is able to
demonstrate material improvements in its Moody's adjusted FCF and
its Moody's adjusted EBIT/interest increases above 2x for an
extended period of time. An upward pressure would also require
Moody's adjusted debt/EBITDA to decrease below 3.5x on a
sustainable basis.

Downward rating pressure could arise if the company's operating
performance weakens or if it fails to further improve profits such
that its Moody's adjusted debt/EBITDA increases above 4.5x.
Negative pressure could also manifest if the company fails to
generate sustainably positive FCF after fiscal 2026, or if its
Moody's adjusted EBIT/interest does not improve towards 1.5x, or if
liquidity weakens.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Restaurants
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    

Areas, headquartered in Spain, is a leading operator of food and
beverage concessions in travel hubs such as airports, train
stations and motorway service areas. The company had EUR2.26
billion revenue in fiscal 2025 and is owned by PAI Partners since
2019.




===========
S W E D E N
===========

SBB HOLDING: Fitch Affirms 'B-' LongTerm IDR, Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed Samhällsbyggnadsbolaget i Norden
Holding AB's (SBB Holding) Long-Term Issuer Default Rating (IDR) at
'B-' with a Stable outlook and its senior unsecured debt rating at
'B-'. The Recovery Rating is 'RR4'.

These actions follow the update of Fitch's 'Corporate Rating
Criteria' and the 'Sector Navigators - Addendum to the Corporate
Rating Criteria' on January 9, 2026.

Corporate Rating Tool Inputs and Scores

Fitch scored the issuer as follows, using its Corporate Rating Tool
(CRT) to produce the Standalone Credit Profile (SCP):

- Business and financial profile factors (assessment, relative
importance): Management (bb+, Lower), Portfolio Credit
Characteristics (bbb, Moderate), Portfolio Diversification (bb+,
Moderate), Risk Appetite and Investment Track Record (bb+,
Moderate), Transparency and Execution of Investment Strategy (b,
Lower), Access to Capital (bb-, Moderate), Financial Structure
(ccc, Higher), and Financial Flexibility (b+, Higher).

- B+ to CC considerations apply in its analysis and result in no
adjustment.

- The Governance assessment of 'Good' results in no adjustment.

- The Operating Environment assessment of 'aa-' results in no
adjustment.

- The SCP is 'b-'.

To derive the IDR:

- Application of Fitch's Parent and Subsidiary Linkage Rating
Criteria results in a consolidated approach.

RATING ACTIONS

   Entity/Debt                     Rating         Recovery   Prior
   -----------                     ------         --------   -----
Samhallsbyggnadsbolaget
i Norden Holding AB (publ)   

                             LT IDR B- Affirmed              B-
   senior unsecured          LT     B- Affirmed    RR4       B-


SBB PARENT: Fitch Affirms 'CC' LongTerm IDR
-------------------------------------------
Fitch Ratings has affirmed SBB - Samhallsbyggnadsbolaget i Norden
AB's (SBB Parent) Long-Term Issuer Default Rating (LT IDR) at 'CCC'
and its senior unsecured rating at 'CC', with a Recovery Rating of
'RR6'.

These actions follow the update of Fitch's 'Corporate Rating
Criteria' and the 'Sector Navigators - Addendum to the Corporate
Rating Criteria' on January 9, 2026.

Following the disposal of the community service portfolio, Fitch
now rate SBB Parent as an investment holding company with equity
investments indirectly held through Samhallsbyggnadsbolaget i
Norden Holding AB (publ) (SBB Holding).

Key Rating Drivers

Applying Investment Holding Company Criteria: In assessing SBB
Parent as an investment holding company, Fitch considers
investments held by its wholly owned subsidiary, SBB Holding. The
latter indirectly has three main equity interests: Nordiqus AB
(49.84% ownership, education sector); Sveafastigheter AB (publ)
(62.15%, residential-for-rent, rated BBB-/Positive); and Public
Property Invest ASA (PPI, 40.63%, community service, BBB+/Stable).
SBB Parent's IDR under its criteria reflects a business profile
supported by its investments in these quality portfolios and
reliance on cash dividends, balanced by its own weak financial
profile.

SBB Parent Debt: SBB Parent has about SEK8.4 billion of hybrids
remaining after using the group's 4Q25's asset sale proceeds for
debt repayments. These deeply subordinated instruments are
non-performing, after coupon deferral was triggered. Fitch does not
apply equity credit to the hybrids retained by SBB Parent due to
their lack of permanence under Fitch's Corporates Hybrids Treatment
and Notching Criteria. These non-performing instruments are rated
'C', three notches below the IDR.

Beneficial Aker Equity Participation: Aker Property Group became a
shareholder in SBB Parent in May 2025 through a sale of assets to
PPI and an exchange of some of Aker's PPI shares for SBB Parent
shares. Aker now holds 8.63% of SBB Parent's equity and about
28.76% of voting rights. Aker also injected equity and will own
33.32% of PPI, pro-forma for this transaction. Fitch believes that
Aker as a shareholder could help improve the group's capital
structure.

Weak Credit Profile: SBB Parent's ratings reflects reliance on
dividends from SBB Holding, no directly held property assets to
create rental income high leverage, and no other standalone
liquidity resources. Fitch differentiates SBB Parent's weaker
credit profile from its stronger subsidiary, SBB Holding, and the
structural subordination of SBB Parent (two notches below SBB
Holding's IDR).

Peer Analysis

Refer to Fitch Affirms SBB Parent at 'CCC' dated 12 November 2025

Fitch’s Key Rating-Case Assumptions

Refer to the RAC

Corporate Rating Tool Inputs and Scores

Fitch scored the issuer as follows, using its Corporate Rating Tool
(CRT) to produce the Standalone Credit Profile (SCP):

- Business and financial profile factors (assessment, relative
importance): Management (bb+, Lower), Portfolio Credit
Characteristics (bbb, Moderate), Portfolio Diversification (bb+,
Moderate), Risk Appetite and Investment Track Record (bb+,
Moderate), Transparency and Execution of Investment Strategy (b,
Lower), Access to Capital (bb-, Moderate), Financial Structure
(ccc-, Higher), and Financial Flexibility (ccc, Higher).

- B+ to CC considerations apply in its analysis and result in no
adjustment.

- The Governance assessment of 'Good' results in no adjustment.

- The Operating Environment assessment of 'aa-' results in no
adjustment.

- The SCP is 'ccc'.

To derive the IDR:

- Application of Fitch's Parent and Subsidiary Linkage Rating
Criteria results in a consolidated approach.

   Entity/Debt                  Rating          Recovery   Prior
   -----------                  ------          --------   -----
SBB – Samhallsbyggnadsbolaget
i Norden AB        

                          LT IDR CCC Affirmed              CCC
                          ST IDR C   Affirmed              C
   Subordinated           LT     C   Affirmed    RR6       C
   senior unsecured       LT     CC  Affirmed    RR6       CC




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

ORDU YARDIMLASMA: Fitch Affirms 'BB-' IDR, Outlook Stable
---------------------------------------------------------
Fitch Ratings has affirmed two EMEA industrial investment holding
companies' ratings -- Investment AB Latour and Ordu Yardimlasma
Kurumu.  These actions follow the update of Fitch's 'Corporate
Rating Criteria' and the 'Sector Navigators Addendum to the
Corporate Rating Criteria's on January 9, 2026. The companies'
ratings and Outlooks are unaffected by the criteria changes.

Corporate Rating Tool Inputs and Scores

Fitch scored the issuers as follows, using its Corporate Rating
Tool (CRT) to produce the Standalone Credit Profile (SCP):

Investment AB Latour

- Business and financial profile factors (assessment, relative
importance): Management (bbb, Lower), Portfolio Credit
Characteristics (bbb, Moderate), Portfolio Diversification (a-,
Lower), Risk Appetite and Investment Track Record (a, Moderate),
Transparency and Execution of Investment Strategy (a, Moderate),
Access to Capital (a, Moderate), Financial Structure (a, Higher),
and Financial Flexibility (a-, Moderate).

- The Governance assessment of 'Good' results in no adjustment.

- The Operating Environment assessment of 'aa-' results in no
adjustment.

- The SCP is 'a'.

Ordu Yardimlasma Kurumu

- Business and financial profile factors (assessment, relative
importance): Management (bb+, Lower), Portfolio Credit
Characteristics (b+, Higher), Portfolio Diversification (bb-,
Moderate), Risk Appetite and Investment Track Record (bb+,
Moderate), Transparency and Execution of Investment Strategy (bbb,
Lower), Access to Capital (bb+, Lower), Financial Structure (bbb-,
Moderate), and Financial Flexibility (bb, Higher).

- The Governance assessment of 'Some Deficiencies' results in an
adjustment of -1 notch(es).

- The Operating Environment assessment of 'bb' results in no
adjustment.

- The SCP is 'bb-'.

   Entity/Debt                    Rating            Prior
   -----------                    ------            -----
Investment AB Latour  

                        LT IDR      A     Affirmed    A

Ordu Yardimlasma
Kurumu (Oyak)         

                        LT IDR      BB-   Affirmed    BB-
                        LC LT IDR   BB-   Affirmed    BB-


VAKIF KATILIM: Fitch Gives BB- LongTerm Rating on USD1.5BB Certs
----------------------------------------------------------------
Fitch Ratings has assigned Vakif Katilim Bankasi A.S's (Vakif
Katilim; BB-/Positive) USD1.5 billion trust certificate issuance
programme, housed under Vakif Katilim Sukuk Programme Ltd , a
long-term rating of 'BB-' and short-term rating of 'B'. Fitch has
also assigned the programme long- and short-term ratings excluding
government support of 'B(xgs)' and 'B(xgs)', respectively. The
ratings are in line with Vakif Katilim's Issuer Default Ratings
(IDRs) and IDRs(xgs).

The programme documentation allows for the issuance of senior
unsecured and subordinated notes, but the programme ratings only
apply to the senior unsecured debt.

Vakif Katilim Sukuk Programme Ltd, the issuer and trustee, is a
special purpose vehicle (SPV), incorporated in the Cayman Islands,
solely to issue certificates (sukuk) under the programme and enter
into the transactions contemplated by the transaction documents.
Vakif Katilim is the obligor, seller and service agent. BNY Mellon
Corporate Trustee Services Limited acts as the delegate of the
trustee.

Key Rating Drivers

The trust certificate issuance programme's ratings are driven
solely by Vakif Katilim's Long- and Short-Term IDRs of 'BB-' and
'B' respectively, which are driven by the bank's Government Support
Rating of 'bb-', reflecting potential support from the Turkish
authorities considering the bank's state ownership, importance of
participation banking to the government and record of capital
support. This reflects Fitch's view that default of these senior
unsecured obligations would equal a default of Vakif Katilim in
accordance with Fitch's rating definitions.

Fitch has given no consideration to any underlying assets, or any
collateral provided, as it believes that the issuer's ability to
satisfy payments due on the certificates will ultimately depend on
Vakif Katilim satisfying its unsecured payment obligations to the
trustee under the transaction documents described in the base
prospectus and other supplementary documents.

In addition to Vakif Katilim's propensity to ensure repayment of
the sukuk, in Fitch's view, Vakif Katilim would also be required to
ensure full and timely repayment of Vakif Katilim Sukuk Programme
Ltd's obligations due to the bank's various roles and obligations
under the sukuk structure and documentation, which include
especially - but are not limited to - the features below:

Vakif Katilim will ensure sufficient funds are available to meet
the periodic distribution amounts in full and in a timely manner on
each periodic distribution date.

On any dissolution event, the aggregate amounts of the deferred
sale price then outstanding will become immediately due and
payable; and the trustee will have the right to require Vakif
Katilim to purchase all of the issuer's rights, title, interests,
benefits and entitlements under the wakala assets at the exercise
price specified in the documentation.

The outstanding deferred sale price and the exercise price together
are intended to fund the dissolution distribution amount payable by
the trustee under the relevant certificates, which should equal the
sum of the outstanding face amount of such series; and any accrued
but unpaid periodic distribution amounts for such certificates or
other amount specified in the applicable pricing supplement.

The payment obligations of Vakif Katilim under the transaction
documents will be direct, unconditional, unsubordinated and
unsecured obligations (subject to certain negative pledge
provisions) and shall rank at least pari passu with claims of all
other unsecured and unsubordinated creditors, from time to time
outstanding, save those whose claims are preferred solely by any
bankruptcy, insolvency, liquidation or other similar laws of
general application. In a total loss event, Vakif Katilim
undertakes to pay any shortfall in insurance proceeds. If Vakif
Katilim cannot properly insure the assets within 60 days of the
first tranche issue date of a series, it will deliver written
notice to the trustee and the delegate, triggering a dissolution
event.

The transaction documents also include an obligation on Vakif
Katilim to ensure that the tangibility ratio is more than 50% at
all times. Failure by Vakif Katilim to comply with this obligation
will not constitute a dissolution event. However, if the
tangibility ratio falls below 33% (tangibility event), this would
result in the certificate holders having a put right. The
certificates would then be delisted and each certificate holder can
exercise a put option to have their holdings redeemed, in whole or
in part, at their dissolution distribution amount. Fitch expects
Vakif Katilim to maintain the tangibility ratio at above 50% with
support from its extensive asset base.

The transaction documents include a right-to-register clause by
Vakif Katilim under certain events and circumstances. Fitch does
not believe this clause is sufficient for it to treat the debt as
secured or higher ranking than existing indebtedness, due to
uncertainties and complexities related to legal framework and
regulations, Vakif Katilim's willingness and ability to register,
and a lack of precedents.

Vakif Katilim sukuk programme includes negative pledge and
cross-default provisions, financial reporting obligations, obligor
event and restrictive covenants.

Certain aspects of the transaction will be governed by English law
while others are governed by the Turkish and Cayman Islands law.
Fitch does not express an opinion on whether the relevant
transaction documents are enforceable under any applicable law.
However, Fitch's rating on the certificates reflects the agency's
belief that Vakif Katilim would stand behind its obligations.

When assigning ratings to the certificates to be issued, Fitch does
not express an opinion on the certificates' compliance with sharia
principles.

Rating Sensitivities

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

The programme ratings could be downgraded following a downgrade of
Vakif Katilim's IDRs and IDRs(xgs).

The programme ratings are also sensitive to negative changes to the
roles on obligations of Vakif Katilim under the sukuk structure and
documents.

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

The programme ratings could be upgraded following an upgrade of
Vakif Katilim's IDRs and IDRs(xgs).

Public Ratings with Credit Linkage to other ratings

Vakif Katilim's ratings are driven by support from the Turkish
authorities.

The ratings housed under Vakif Katilim Sukuk Programme Ltd are
driven by Vakif Katilim's ratings.

ESG Considerations

The ESG Relevance Score for Management Strategy of '4' reflects an
increased regulatory burden on all Turkish banks. Management
ability across the sector to determine their own strategy and price
risk is constrained by regulatory burden and also by the
operational challenges of implementing regulations at the bank
level. This has a moderately negative impact on the banks' credit
profiles and is relevant to the banks' ratings in combination with
other factors.

Vakif Katilim also has ESG Relevance Scores of '4' for Governance
Structure due to potential government influence over its boards'
effectiveness and management strategy in the challenging Turkish
operating environment, which has a negative impact on the bank's
credit profile and is relevant to the ratings in conjunction with
other factors.

ESG Relevance Score of '4' for Governance Structure also reflects
Vakif Katilim's Islamic banking nature where the bank's operations
and activities need to comply with sharia principles and rules,
which entails additional costs, processes, disclosures,
regulations, reporting and sharia audit. This has a negative impact
on the credit profile and is relevant to the ratings in conjunction
with other factors.

Islamic banks also have an ESG Relevance Score of '3' for Exposure
to Social Impacts, above sector guidance for an ESG Relevance Score
of '2' for comparable conventional banks, which reflects that
Islamic banks have certain sharia limitations embedded in their
operations and obligations, although this only has a minimal credit
impact on Islamic banks.

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           
   -----------                   ------           
Vakif Katilim Sukuk
Programme Ltd

   senior unsecured      LT       BB-    New Rating
   senior unsecured      ST       B      New Rating
   senior unsecured      LT (xgs) B(xgs) New Rating
   senior unsecured      ST (xgs) B(xgs) New Rating




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

DIONE BIDCO: Fitch Assigns 'B+' LongTerm IDR, Outlook Stable
------------------------------------------------------------
Fitch Ratings has assigned Dione Bidco Limited (LRQA) a Long-Term
Issuer Default Rating (IDR) of 'B+'. The Outlook is Stable. Fitch
also assigned a 'BB-(EXP)' expected rating with a Recovery Rating
of 'RR3' to LRQA's planned EUR500 million senior secured term loan
B (TLB).

LRQA's IDR is supported by a robust business model, with recurring
revenue tied to multi-year audit cycles and cross-selling
opportunities, low customer churn and high barriers to entry.
Material cost transformation, mostly in 2026/2027, is improving
profitability and should support organic deleveraging, while
execution risk remains moderate. This is counterbalanced by
moderate existing leverage and limited scale as a main constraining
credit factor.

The Stable Outlook reflects the group's ability to sustain
profitable growth globally while maintaining a leverage profile
anchoring the rating at 'B+', subject to a conservative financial
discipline and successful M&A integration. The final rating on the
new TLB is contingent on the receipt of final documents conforming
to information already reviewed.

Key Rating Drivers

Strong Market Position: LRQA has an about 3% share of the global
risk management market (3% in certification, 6% in inspection and
3% in advisory). It has a stronger presence in selected niches,
such as UK and Ireland (UK&I) certification and inspection service
(15% market share) and EMEA inspection services (11%). LRQA serves
a well-diversified customer base spanning global corporations,
national champions and SMEs, but its main focus is on multinational
clients with more complex requirements due to their global reach,
process complexity and high regulatory compliance standards.

High Barriers to Entry: The multinational segment is served by only
a limited number of providers, including LRQA, and represents
roughly 10%-20% of the overall market. The high barriers to entry
are driven by the non-discretionary nature of assessment services,
the need for global delivery capabilities supported by extensive
accreditations, deep technical expertise and experienced auditor
capacity, and a robust digital platform. Service failures could
result in contract losses and significant reputational risk. The
SME segment is more competitive and price sensitive but it helps to
improve utilisation rates.

High Recurring Revenue: LRQA derives about 80% of revenue from
certification and inspection services, which are non-discretionary
and recurring, driven by mandatory audit and certification cycles
(typically three years). Data analytics and cybersecurity are
subscription-based and more reliant on annual renewals. Strong
retention (94% revenue from repeat clients) reflects client loyalty
and the essential nature of certifications and safety-critical
asset inspections. Growing demand is supported by a tighter
regulatory framework, providing revenue visibility. In-sourcing
risk is limited due to third-party regulatory requirements.

Good Diversification, Limited Scale: LRQA has a global presence and
well-diversified customer base and revenue streams across
end-markets and geographies, despite its small scale. The company's
strongest presence is in EMEA (34%), the UK&I (20%) and the
Americas (20%), while it is reinforcing its footprint to capture
market share in higher growth markets, such as APAC (14%) and
Greater China (12%). Its broad suite of assessment and
certification services provides a competitive advantage against
other providers, such as diversified testing, inspection and
certification (TIC) companies, industry specialists or service-like
specialists.

Improved Profitability: Fitch expects the Fitch-defined EBITDA
margin (13.6% in 2025) to improve by 250bp to 16.1% by end-2027,
driven by cost savings - mostly staff reductions and efficiency
improvements that increase auditor utilisation rates and streamline
processes through AI optimisation tools. Fitch views execution risk
as moderate. Profitability is below best-in-class industry margins
of 20%-35%, but is supported by inelastic demand, with proven
inflation pass-through capacity and a flexible cost structure.
Fitch expects EBITDA leverage (Fitch-defined) below 5.0x by 2027
under its rating case, assuming conservative capital allocation.

Cost Structure Supports Cash Flows: LRQA benefits from a flexible
cost structure, reflecting its people-led business model (mostly
qualified auditors and inspectors) and proven sub-contractor
capacity, which provides a buffer for peaks in demand and protects
EBITDA margins through economic cycles. LRQA's asset-light business
model contrasts with some TIC companies that have heavy capex needs
and supports a healthy free cash flow (FCF) to sales margin of
above 6% over the next three years under its assumptions.

Positive Market Drivers: The assurance and risk management markets
have strong secular growth, driven by long-term structural trends
due to tightening regulations (supporting higher certification,
inspection and responsible sourcing), and rising operational
complexities and cybersecurity risks. LRQA is well positioned in
those faster-growing markets in complex environments, such as food
safety, regulated industrials and energy.

Risk Tolerance Constraints: The refinancing transaction includes
GBP70 million earmarked for M&A or, if acquisitions do not
materialise, potential shareholder dividend distributions. Fitch
expects bolt-on acquisitions to continue in 2026-2029, given the
group has been highly acquisitive historically, and such M&A
activity would provide further scale and diversification. However,
any material debt-funded acquisition could hamper deleveraging
profile and may be detrimental to the IDR.

Peer Analysis

Fitch compares LRQA with other broader global and regional services
peers in the 'B' category with high visibility of recurring
revenue.

LRQA business size is comparable with Transcom Holding AB
(B-/Stable), a global customer services provider, but smaller than
UK-based food services and hospitality service provider CD&R and
WSH Limited (WSH; B+/Stable). WSH benefits from long-term contracts
with recurring revenue, which is partly offset by LRQA's stronger
profitability and deleveraging capacity.

LRQA's profitability is broadly similar to larger, but regional TIC
services provider Amber Holdco Limited (Applus; B+/Stable), despite
being materially smaller and less diversified. Applus has slightly
higher debt capacity, supported by its exclusive concession for
mandatory vehicle inspections in Spain, which provides strong
long-term revenue visibility.

UK-based printed and digital communication services provider PCC
Global Plc (Paragon; B/Stable) focuses on niche segments in the
financial sector and blue-chip regulated businesses. It has higher
leverage and lower profitability than LRQA and material
concentration in the UK, which explains the one notch difference.

PeopleCert Wisdom Limited (B+/Negative) is a leading professional
and language certification provider in the UK, with high customer
diversification and strong profitability margins. LRQA and
PeopleCert are broadly comparable in terms of EBITDA and leverage,
but PeopleCert has demonstrated best-in-class profitability with
EBITDA margins of around 30%.

Fitch’s Key Rating-Case Assumptions

- Annual revenue growth of 12% in 2026 and 8.0% to 8.9% between
2027 and 2029

- Fitch-defined EBITDA margin to reach 13.6% in 2025, improving
toward 16.7% in 2029

- Working capital outflows of 1.6% of revenue in 2025 and -0.5% of
revenue in 2026-2029

- Capex at 0.8%-0.9% of revenue during 2025-2029

- GBP20 million of M&A annually from 2026 to 2029

- GBP70 million of one-off dividends in 2026 (if no M&A signed),
then no dividends or shareholder remuneration between 2026 and
2029

Corporate Rating Tool Inputs and Scores

Fitch scored the issuer as follows, using its Corporate Rating Tool
(CRT) to produce the Standalone Credit Profile (SCP):

- Business and financial profile factors (assessment, relative
importance): Management (b+, Moderate), Sector Characteristics
(bbb-, Lower), Market and Competitive Positioning (b+, Higher),
Diversification and Asset Quality (bbb-, Moderate), Company
Operational Characteristics (bb+, Moderate), Profitability (bbb+,
Lower), Financial Structure (b, Higher), and Financial Flexibility
(b, Moderate).

- The quantitative financial subfactors are based on custom CRT
financial period parameters: 20% weight for the forecast year 2025,
40% for the forecast year 2026 and 40% for the forecast year 2027.

- B+ to CC considerations apply in its analysis and result in no
adjustment.

- The Governance assessment of 'Some Deficiencies' results in no
adjustment.

- The Operating Environment assessment of 'a' results in no
adjustment.

- The SCP is 'b+'.

Recovery Analysis

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

The going concern EBITDA estimate of GBP55 million reflects Fitch's
view of a sustainable, post-reorganisation EBITDA level on which it
bases the enterprise value. In such a scenario, stress on EBITDA
would most likely result from operational underperformance,
reputational damages with contract losses, or major M&A integration
issues having a negative effect on profitability.

Fitch applies an enterprise value multiple of 5.5x EBITDA to the
going concern EBITDA to calculate a post-reorganisation enterprise
value. The multiple results from low customer churn, global stable
demand for LRQA's services and highly recurring revenues.

Its recovery calculations include LRQA's TLB for the sterling
equivalent of EUR500 million. The capital structure also includes a
committed GBP75 million revolving credit facility (RCF), which
Fitch assumes would be fully drawn upon in a default. Its debt
waterfall analysis, after deducting 10% for administrative claims,
generates a ranked recovery in the 'RR3' band for the senior
secured creditors, resulting in a debt rating of 'BB-' for
first-lien secured debt.

RATING SENSITIVITIES

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

- Operational underperformance affecting growth and profitability,
or weak M&A integration, or an appetite for material debt-funded
M&A

- EBITDA leverage sustained above 5.5x

- EBITDA interest coverage sustained below 3.0x

- FCF margin in the low single digits or trending to neutral
reducing liquidity headroom

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

- Successful expansion strategy that increases scale and
diversification, captures material market share in higher- growth
markets, and improves profitability in line with high-end peers
while maintaining conservative financial discipline

- EBITDA leverage sustained below 4.5x

- FCF margin sustained in the high single digits

- EBITDA interest coverage sustained above 4.0x

Liquidity and Debt Structure

Liquidity post-transaction is comfortable based on closing cash on
balance sheet of GBP26 million and a fully undrawn GBP75 million
RCF. Fitch expects liquidity to remain strong over the next three
years. This is based on high cash flow generation with FCF to sales
margins of at least 6%, and average cash on balance sheet greater
than GBP25 million, after assuming bolt-on acquisitions of
GBP100million in aggregate through to 2030.

The debt maturity profile is manageable, with the planned EUR500
million TLB due in December 2032.

Issuer Profile

LRQA provides global risk management services across certification,
assessment, advisory, inspection and cybersecurity, underpinned by
multiple accreditations.

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.

Climate Vulnerability Signals

The results of its Climate.VS screener did not indicate an elevated
risk for Dione Bidco Limited.

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  

   -----------                ------                    --------  

Dione Bidco Limited  

                       LT IDR  B+        New Rating
   senior secured      LT      BB-(EXP)  Expected Rating    RR3


FROG BIKES: FRP Advisory Appointed as Joint Administrators
----------------------------------------------------------
Frog Bikes Limited was placed into administration in the High Court
of Justice, Court Number CR-2026-000059.  Anthony John Wright (IP
No. 10870) and Alastair Rex Massey (IP No. 16890) of FRP Advisory
Trading Limited were appointed as Joint Administrators on February
19, 2026.

Frog Bikes Limited engaged in the manufacture of bicycles and
invalid carriages.  The company's registered office is at 110
Cannon Street, London, EC4N 6EU.  The company's principal trading
address is at Unit A, Mamhilad Park Estate, Pontypool, Torfaen, NP4
0HZ.

The Joint Administrators can be reached at:

    Anthony John Wright (IP No. 10870)
    Alastair Rex Massey (IP No. 16890)
    FRP Advisory Trading Limited
    110 Cannon Street
    London, EC4N 6EU

For further details, contact:

    Ashwin Jarman
    Tel: 020 3005 4000
    Email: cp.london@frpadvisory.com


GAME RETAIL: KR8 Advisory Appointed as Joint Administrators
-----------------------------------------------------------
Game Retail Limited was placed into administration in the High
Court of Justice, Business and Property Courts in Manchester,
Insolvency and Companies List (ChD), Court Number CR-2026-001064.
James Saunders (IP No. 17550) and Lauren Wentworth (IP No. 32501)
of KR8 Advisory Limited were appointed as Joint Administrators on
February 24, 2026.

Game Retail Limited engaged in the retail sale of electrical
household appliances in specialised stores.

The company's registered office is C/O KR8 Advisory Limited, The
Lexicon, 10-12 Mount Street, Manchester, M2 5NT.

The company's principal trading address is at Unit A, Brook Park
East, Shirebrook, NG20 8RY.

The Joint Administrators can be reached at:

   James Saunders (IP No. 17550)
   Lauren Wentworth (IP No. 32501)
   KR8 Advisory Limited
   The Lexicon, 10-12 Mount Street
   Manchester, M2 5NT

For further details, contact:

   John Higgins
   Email: CaseEnquiries@kr8.co.uk


K.A.M. PLASTICS: Marshall Peters Appointed as Joint Administrators
------------------------------------------------------------------
K.A.M. Plastics Ltd was placed into administration in the Business
and Property Courts in Manchester, Court Number CR-2026-MAN.  Lee
Morris (IP No. 31850) and John Thompson (IP No. 32230) of Marshall
Peters were appointed as Joint Administrators on February 20,
2026.

K.A.M. Plastics Ltd engaged in the recovery of sorted materials.
The company's registered office and principal trading address is at
Unit 7, Peryton Park Peryton Way, Europarc, Grimsby, DN37 9TL.

The Joint Administrators can be reached at:

    Lee Morris (IP No. 31850)
    John Thompson (IP No. 32230)
    Marshall Peters
    Heskin Hall Farm, Wood Lane
    Heskin, Preston, PR7 5PA

For further details, contact:

    Liv Roy
    Tel: 01257 452021
    Email: livroy@marshallpeters.co.uk


MACQUARIE AIRFINANCE: Fitch Puts BB+ LongTerm IDR on Watch Positive
-------------------------------------------------------------------
Fitch Ratings has placed Macquarie AirFinance Holdings Limited's
(MAHL) 'BB+' Long-Term Issuer Default Rating (IDR) on Rating Watch
Positive (RWP). Fitch has also placed MAHL's 'BB+' senior unsecured
debt rating and the Long-Term IDRs of MAHL's subsidiaries:
Macquarie Aircraft Leasing Inc. (MAL) and Macquarie Aerospace
Finance UK Limited (MAFU) on RWP.

These rating actions follow the announcement by Dubai Aerospace
Enterprise (DAE) Ltd (BBB/Stable) on 26 February that it had signed
a definitive agreement to acquire 100% of MAHL for an enterprise
value of about USD7 billion. MAHL's RWP reflects Fitch's view that
MAHL will become an integral part of DAE's overall aircraft lessor
franchise once the acquisition is completed.

DAE expects the transaction, which is subject to customary
anti-trust and other closing conditions, to be completed in 3Q26.
Fitch expects to assign a 'group rating' to MAHL at the level of
DAE's Long-Term IDR upon completion. MAHL's 'bb+' standalone
profile is unaffected by today's rating actions.

Key Rating Drivers

Full Acquisition; Debt Guarantees: DAE intends to acquire 100% of
MAHL's share capital in an all-cash transaction at an enterprise
value of about USD7 billion. The acquisition will be funded with a
combination of equity injection from the Investment Corporation of
Dubai - DAE's shareholder - new senior unsecured debt and the
rollover of MAHL's senior unsecured notes. The rolled over debt
will, on completion of the acquisition, be irrevocably and
unconditionally guaranteed by DAE.

Group Rating Assignment on Closing: Fitch expects to assign MAHL a
'group rating' at the level of DAE's Long-Term IDR once the
transaction is finalised. This reflects its view that MAHL will
become core to DAE as it will add scale and business
diversification to DAE's global aircraft lessor franchise. Fitch
has decided to assign 'group ratings' on closing, rather than a
Shareholder Support Rating, because of MAHL's large size relative
to DAE's and its expectation that MAHL will be fully integrated
into DAE in management, balance-sheet fungibility and systems.

Franchise Benefits for DAE: The acquisition of MAHL will materially
enhance DAE's franchise in scale by increasing DAE's owned, managed
and committed aircrafts to pro-forma over 1,000 at end-2026, from
678 at end-2025. The purchase will also increase lessee
concentration as well as aircraft and country diversification. In
addition, MAHL's large order book will support DAE's growth
trajectory, increase the proportion of next generation narrow body
aircraft over time and reduce the overall fleet age, which will, on
completion, increase to eight years from about seven years.

Reputational Risks: Fitch believes that a default of MAHL after its
acquisition would create high reputational risk for DAE, and that
the UAE authorities would favour support for MAHL from DAE. Limited
prudential requirements and MAHL's legal jurisdiction - the UK
(AA-/Stable) - mean MAHL's ratings after the acquisition would not
be constrained by capital fungibility or country risk
considerations.

Manageable Execution and Integration Risks: Fitch sees considerable
overlap between DAE's and MAHL's customer bases, as both are global
aircraft lessors. However, Fitch considers lessee attrition risk to
be manageable and offset by a more diversified customer base of the
combined entity. Similarly, execution risks are mitigated by DAE's
good record in integrating previous acquisitions, notably Nordic
Aviation in 2025, and DAE's scalable operating platform.

Standalone Credit Profile Unaffected: MAHL's 'bb+' standalone
credit profile is unaffected by the acquisition as Fitch expects
its strategy and financial policy to remain broadly unchanged prior
to closing in 3Q26. MAHL's intrinsic strength reflects its position
as a global, full-service aircraft operating lease platform, with a
focus on fairly liquid, narrowbody aircraft, its appropriate
current and targeted leverage, the absence of near-term debt
maturities, and solid liquidity. The ratings also consider MAHL's
affiliation with its current shareholders, specifically Macquarie
Group Limited (A/Stable), as well as management's depth,
experience, and record in managing aircraft assets.

Constraints are its weaker, but improving, earnings profile,
moderate exposure to older aircraft, a focus on the highly
competitive sale and leaseback market and shorter average remaining
lease terms relative to higher-rated peers'. Fitch notes its
governance risks relative to larger, public peers, including the
lack of independent board members and partial ownership by pension
funds.

Debt Ratings: The equalisation of the unsecured debt ratings with
MAHL's Long-Term IDR reflects its unsecured funding mix, and the
availability of unencumbered assets, which provide support to
unsecured creditors and underline average recovery prospects in a
financial distress. Fitch expects MAHL's outstanding debt to be
irrevocably and unconditionally guaranteed by DAE, once the
acquisition is completed, which further supports the equalisation
of the debt rating with DAE's Long-Term IDR.

RATING SENSITIVITIES

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

Fitch would remove the RWP from MAHL's Long-Term IDR and likely
affirm the rating at 'BB+' and assign a Positive Outlook if the
acquisition failed to complete.

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

Fitch expects to upgrade MAHL's Long-Term IDR to the level of DAE's
and remove the RWP on completion of the acquisition.

DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES

The senior unsecured debt ratings are primarily sensitive to
changes in MAHL's Long-Term IDR and secondarily to the relative
recovery prospects of the instruments. A decline in unencumbered
asset coverage, combined with a material increase in secured debt,
could also result in notching down the unsecured debt from the
Long-Term IDR.

SUBSIDIARY AND AFFILIATE RATINGS: KEY RATING DRIVERS

The Long-Term IDRs of MAL and MAFU are equalised with MAHL's as
they are wholly owned subsidiaries of the company.

SUBSIDIARY AND AFFILIATE RATINGS: RATING SENSITIVITIES

The ratings of MAL and MAFU are primarily sensitive to changes in
and move in tandem with MAHL's Long-Term IDR.

Public Ratings with Credit Linkage to other ratings

The RWP on MAHL reflects its view that its ratings will benefit
from support from DAE.

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
   -----------               ------                   -----
Macquarie AirFinance
Holdings Limited    

                       LT IDR BB+  Rating Watch On    BB+
   senior unsecured    LT     BB+  Rating Watch On    BB+

Macquarie Aircraft
Leasing Inc.      

                       LT IDR BB+  Rating Watch On    BB+

Macquarie Aerospace
Finance UK Limited

                       LT IDR BB+  Rating Watch On    BB+


MARKET FINANCIAL (CAPITAL): BTG Begbies Appointed as Administrators
-------------------------------------------------------------------
Market Financial Solutions (Capital) Limited was placed into
administration in the High Court of Justice, Business and Property
Courts of England and Wales, Insolvency & Companies List (ChD),
Court Number CR-2026-001394.  Stephen Katz (IP No. 8681) of BTG
Begbies Traynor (London) LLP and Nimish Patel (IP No. 8679) of
Coots & Boots were appointed as Joint Administrators on February
24, 2026.

Market Financial Solutions (Capital) Limited engaged in financial
intermediation.

The company's registered office is c/o BTG Begbies Traynor, 31st
Floor, 40 Bank Street, London, E14 5NR.

The company's principal trading address is at 46 Hertford Street,
Mayfair, London, W1J 7DP.

The Joint Administrators can be reached at:

     Stephen Katz (IP No. 8681)
     BTG Begbies Traynor (London) LLP
     31st Floor, 40 Bank Street
     London, E14 5NR

     Nimish Patel (IP No. 8679)
     Coots & Boots
     29 Farm Street
     London, W1J 5RL

For further details, contact:

    Sophia Lodhi
    Tel: 020 7516 1500
    Email: GM-team@btguk.com


MARKET FINANCIAL (FUNDING): BTG Begbies Named as Administrators
---------------------------------------------------------------
Market Financial Solutions (Funding) Limited was placed into
administration in the High Court of Justice, Business and Property
Courts of England and Wales, Insolvency and Companies List (ChD),
Court Number CR-2026-001379.  Stephen Katz (IP No. 8681) of BTG
Begbies Traynor (London) LLP and Nimish Patel (IP No. 8679) of
Coots & Boots were appointed as Joint Administrators on February
24, 2026.

Market Financial Solutions (Funding) Limited engaged in financial
intermediation.

The company's registered office is c/o BTG Begbies Traynor, 31st
Floor, 40 Bank Street, London, E14 5NR.

The company's principal trading address is at 46 Hertford Street,
Mayfair, London, W1J 7DP.

The Joint Administrators can be reached at:

     Stephen Katz (IP No. 8681)
     BTG Begbies Traynor (London) LLP
     31st Floor, 40 Bank Street
     London, E14 5NR

     Nimish Patel (IP No. 8679)
     Coots & Boots
     29 Farm Street
     London, W1J 5RL

For further details, contact:

    Sophia Lodhi
    Tel: 020 7516 1500
    Email: GM-team@btguk.com


MARKET FINANCIAL INT'L: BTG Begbies Named as Administrators
-----------------------------------------------------------
Market Financial Solutions International Limited was placed into
administration in the High Court of Justice, Business and Property
Courts of England and Wales, Insolvency & Companies List (ChD),
Court Number CR-2026-001407.  Stephen Katz (IP No. 8681) of BTG
Begbies Traynor (London) LLP and Nimish Patel (IP No. 8679) of
Coots & Boots were appointed as Joint Administrators on February
24, 2026.

Market Financial Solutions International Limited engaged in
financial intermediation.

The company's registered office is c/o BTG Begbies Traynor, 31st
Floor, 40 Bank Street, London, E14 5NR.

The company's principal trading address is at 46 Hertford Street,
Mayfair, London W1H 7DP.

The Joint Administrators can be reached at:

     Stephen Katz (IP No. 8681)
     BTG Begbies Traynor (London) LLP
     31st Floor, 40 Bank Street
     London, E14 5NR

     Nimish Patel (IP No. 8679)
     Coots & Boots
     29 Farm Street
     London, W1J 5RL

For further details, contact:

    Sophia Lodhi
    Tel: 020 7516 1500
    Email: GM-team@btguk.com


MARKET FINANCIAL LIMITED: AlixPartners UK Named as Administrators
-----------------------------------------------------------------
Market Financial Solutions Limited was placed into administration
in the High Court of Justice, Business and Property Courts of
England and Wales, Insolvency & Companies List (ChD), Court Number
CR-2026-001371.  Ben Browne (IP No. 14190), Alastair Beveridge (IP
No. 8991) and Simon Appell (IP No. 9305) of AlixPartners UK LLP
were appointed as Joint Administrators on February 25, 2026.

Market Financial Solutions Limited engaged in credit granting by
non-deposit taking finance houses and other specialist consumer
credit grantors; activities of mortgage finance companies;
financial intermediation not elsewhere classified; and activities
of insurance agents and brokers.

The company's registered office is at 134 Buckingham Palace Road,
London SW1W 9SA (in the process of being changed to 6 New Street
Square, London, EC4A 3BF).

The company's principal trading address is at 46 Hertford Street,
Mayfair, London, W1J 7DP.

The Joint Administrators can be reached at:

   Ben Browne (IP No. 14190)
   Alastair Beveridge (IP No. 8991)
   Simon Appell (IP No. 9305)
   AlixPartners UK LLP
   6 New Street Square
   London, EC4A 3BF

For further details, contact:

   Email: MFS@alixpartners.com


MARKET FINANCIAL SERVICES: BTG Begbies Appointed as Administrator
-----------------------------------------------------------------
Market Financial Services Limited was placed into administration in
the High Court of Justice, Business and Property Courts of England
and Wales, Insolvency & Companies List (ChD), Court Number
CR-2026-001395.  Stephen Katz (IP No. 8681) of BTG Begbies Traynor
(London) LLP and Nimish Patel (IP No. 8679) of Coots & Boots were
appointed as Joint Administrators on February 24, 2026.

Market Financial Services Limited engages in financial
intermediation.

The company's registered office is c/o BTG Begbies Traynor, 31st
Floor, 40 Bank Street, London, E14 5NR.

The company's principal trading address is at 46 Hertford Street,
Mayfair, London W1J 7DP.

The Joint Administrators can be reached at:

     Stephen Katz (IP No. 8681)
     BTG Begbies Traynor (London) LLP
     31st Floor, 40 Bank Street
     London, E14 5NR

     Nimish Patel (IP No. 8679)
     Coots & Boots
     29 Farm Street
     London, W1J 5RL

For further details, contact:

    Sophia Lodhi
    Tel: 020 7516 1500
    Email: GM-team@btguk.com


NOMAD FOODS: S&P Affirms 'BB-' ICR & Alters Outlook to Negative
---------------------------------------------------------------
S&P Global Ratings revised its outlook on frozen food manufacturer
Nomad Foods Ltd. to negative from stable and affirmed its 'BB-'
long-term issuer credit rating. S&P also affirmed its 'BB-' issue
ratings on the group's senior secured debt, maintaining a recovery
rating of '3' with recovery prospects of 50%-70% (rounded estimate
65%) in the event of default.

The negative outlook indicates that S&P could downgrade Nomad Foods
if the group is unable to restore its operational performance,
profitability, and credit metrics.

Nomad Foods Ltd. has been experiencing persistent volume declines
and margin pressure amid falling consumer demand. The group
anticipates a continued year-on-year decline in revenue and EBITDA
in 2026 while it executes various operational changes to support
future value creation.

S&P now forecasts S&P Global Ratings-adjusted EBITDA of EUR405
million-EUR415 million in 2026, translating into adjusted leverage
of around 5x for this year, weaker than its previous forecast of
4.0x-4.5x. As such, the headroom under the rating has been fully
absorbed.

The headroom under the metrics for the 'BB-' rating has been
absorbed as Nomad Foods faces challenges in operating performance,
leading to weaker-than-anticipated credit metrics in 2026. S&P
said, "Following the 2026 guidance shared by the group, we revised
our forecast, reflecting revenue decline of around 3%-4% (compared
with previously anticipated growth of 1.5%-2.0%). We now assume S&P
Global Ratings-adjusted EBITDA will dip to EUR405 million-EUR415
million (previously expected EUR480 million-EUR490 million). This
is from an already weakened base in 2025, where the group
experienced 2.2% revenue decline (1.9% organic decline) and landed
at S&P Global Ratings-adjusted EBITDA of EUR443 million. As a
result, we now expect adjusted debt to EBITDA at around 5x in 2026,
up from 4.7x in 2025 and 3.9x in 2024, fully absorbing the rating
headroom. Weakened operating performance stems primarily from
challenging volume dynamics, with Nomad Foods having experienced
persistent volume declines since 2021, with the exception of
fourth-quarter 2024. As consumers have been increasingly squeezed
in spending over the past years, increasing competition from
private labels and local competitors has slowly eroded Nomad Foods'
market share. In 2025, this was coupled with weather-related
category pressure, retailers' de-stocking, cost inflation, and
unfavorable product mix dynamics, which hampered both volumes and
profitability. We anticipate volumes will remain constrained in
2026 as the group finalizes price negotiations, likely leading to
near-term volatility in demand elasticity."

S&P said, "We expect Nomad Foods' recovery will be gradual,
requiring focused execution of turnaround initiatives, although
expected one-off costs could slow deleveraging. The group is
undergoing turnaround of operations to support eventual uplift of
the EBITDA margin and a return to revenue growth. This includes
increased efficiency goals to be realized over 2026-2028 with an
expected EUR200 million of cost savings over the period. At the
same time, the group is looking to better streamline commercial
functions, target setting, and improved brand merchandising to
improve point-of-sale engagement. The group expects to see benefits
from second-half 2026 and a return to growth in 2027. At the same
time, we expect price increases to partially offset the
inflationary pressures on raw material inputs, in particular fish.
We therefore forecast modest growth in 2027 with adjusted EBITDA
improving back to EUR440 million-EUR450 million. That said, we see
some execution risk, given potential short-term volatility from the
time lag of pricing actions as well as realization of benefits from
investments. We incorporate around EUR50 million-EUR70 million of
exceptional costs annually over the next two years, covering the
reorganization and organizational streamlining required as part of
the turnaround. An inability to return to volume growth and recover
profitability could lead us to revise our business risk profile
assessment.

"We estimate robust free operating cash flow (FOCF) above EUR180
million annually in 2026 and 2027. This reflects our expectation
that the group will maintain stable capital expenditure (capex)
around 2.5%-3.0% of revenue annually, focusing on maintenance of
existing facilities and operational efficiency projects. Despite a
dip in cash conversion in 2025 due to weak operating performance,
working capital outflow, and one-off costs related to the
refinancing, Nomad Foods has generally displayed strong company
adjusted free cash flow cash conversion ability, maintained above
100% prior to 2025. We expect a return in FOCF to around EUR185
million from 2026 and increasing thereafter. This is despite
potential short-term working capital volatility as the group
reorganizes and realigns commercial activity throughout 2026, which
we forecast will translate in a EUR15 million-EUR20 million annual
outflow to support return to growth. At the same time, Nomad Foods
maintains adequate liquidity and continues to have access to a
fully undrawn EUR175 million revolving credit facility (RCF)
maturing April 2032, along with no debt maturities until June
2028.

"We assume Nomad Foods will continue shareholders distributions and
potential acquisitions over the next 12-18 months. In our view,
Nomad Foods' capital-allocation priorities around discretionary
spending remain stable. The group continues to distribute a
progressive dividend along with continuation of a small share
buyback program. As such, we incorporate discretionary spending
across dividends and share buybacks totaling EUR150 million-EUR200
million annually, absorbing FOCF and making deleveraging mostly
dependent on EBITDA recovery. We believe that the group will focus
on organic growth turnaround in the short term, likely continuing
to pause acquisition spending. That said, the group has expressed
interest in opportunistic bolt-on acquisitions in Europe, in
particular segments complementary to the existing branded
portfolio. Any debt-financed acquisition at present would call into
question the group's focus on deleveraging debt to EBITDA to
sustainably below 5x on S&P Global Ratings-adjusted basis.

"The negative outlook indicates that we could downgrade Nomad Foods
if the group is unable to restore its operational performance,
profitability, and credit metrics. While we currently forecast a
return to growth in 2027 after a deterioration this year such that
S&P Global Ratings-adjusted debt to EBITDA returns below 5x, we see
some degree of uncertainty in Nomad Foods' capacity to improve its
credit metrics, which relies on successful application of revenue
and cost improvement measures.

"We could lower our ratings if Nomad Foods is unable to improve
credit metrics such that adjusted debt to EBITDA rises above 5x
with no prospects of deleveraging over the next 12 months. This
could occur if the group continues to experience volume decline,
leading to further deterioration of market share in core markets
and segments, if the group fails to recover profitability or if its
FOCF suffers from additional working capital volatility or reduced
cash conversion.

"We would also likely take a negative rating action if the company
undertakes a large debt-financed acquisition or a sharp increase in
shareholder distribution.

"We could revise the outlook to stable if Nomad Foods improves its
operational performance in line with, or better than, our current
expectations, with adjusted debt to EBITDA comfortably within the
4x-5x range. This could happen if the group returns to profitable
growth from volume growth through targeted product investment,
combined with margin recovery through successful implementation of
cost savings."


PHOENIX NAYLORS: KR8 Advisory Appointed as Joint Administrators
---------------------------------------------------------------
Phoenix Naylors Abrasives Ltd was placed into administration in the
High Court of Justice, Business and Property Courts in Manchester,
Insolvency & Companies List (ChD), Court Number CR-2026-000295.
Michael Lennon (IP No. 24650) and Mark Blackman (IP No. 29630) of
KR8 Advisory Limited were appointed as Joint Administrators on
February 26, 2026.

Phoenix Naylors Abrasives Ltd engaged in the production of abrasive
products.

The company's registered office is C/O KR8 Advisory Limited, The
Lexicon, 10-12 Mount Street, Manchester, M2 5NT.

The company's principal trading address is at Bridge Way Broombank
Road, Chesterfield Trading Estate, Chesterfield, Derbyshire, S41
9QJ.

The Joint Administrators can be reached at:

   Michael Lennon (IP No. 24650)
   Mark Blackman (IP No. 29630)
   KR8 Advisory Limited
   The Lexicon
   10-12 Mount Street
   Manchester, M2 5NT

For further details, contact:

   Arvin Ashtab
   Email: CaseEnquiries@kr8.co.uk


RJAY DEVELOPMENTS: KR8 Advisory Appointed as Joint Administrators
-----------------------------------------------------------------
Rjay Developments (Longcot) Ltd was placed into administration in
the High Court of Justice, Business and Property Courts of England
and Wales, Insolvency & Companies List (ChD), Court Number
CR-2026-001306.  Lauren Wentworth (IP No. 32501) and James Saunders
(IP No. 17550) of KR8 Advisory Limited were appointed as Joint
Administrators on February 20, 2026.

Rjay Developments engaged in the development of building projects
and construction of domestic buildings.

The company's registered office is at 7th Floor St Andrew's House,
20 St Andrew Street, London, EC4A 3AG.

The company's principal trading address is at The Land at Cleveland
Farm Barns, Longcot, SN7 7TS.

The Joint Administrators can be reached at:

     Lauren Wentworth (IP No. 32501)
     James Saunders (IP No. 17550)
     KR8 Advisory Limited
     7th Floor St Andrew's House
     20 St Andrew Street
     London, EC4A 3AG

For further details, contact:

     Billy Long
     Tel: 0161 504 9799
     Email: caseenquiries@kr8.co.uk


ROAD AND RALLY: BTG Begbies Appointed as Joint Administrators
-------------------------------------------------------------
Road and Rally Discount Accessories Limited was placed into
administration in the High Court of Justice, Business and Property
Courts in Manchester, Insolvency and Companies List (ChD), Court
Number CR-2026-MAN-000165.   Robert Neil Dymond (IP No. 10430) and
Joanne Louise Hammond (IP No. 17030) of BTG Begbies Traynor
(Central) LLP were appointed as Joint Administrators on February
19, 2026.

Road and Rally engaged in automotive - motor trade.

The company's registered office is at Suite 500, Unit 2, 94a
Wycliffe Road, Northampton, NN1 5JF.

The Joint Administrators can be reached at:

     Robert Neil Dymond (IP No. 10430)
     Joanne Louise Hammond (IP No. 17030)
     BTG Begbies Traynor (Central) LLP
     Suite 500, Unit 2
     94A Wycliffe Road
     Northampton, NN1 5JF

For further details, contact:

     PanMyet Chal
     Tel: 0114 2755033
     Email: PanMyet.Chal@btguk.com


ROUTE2SUSTAINABILITY: Currie Young Appointed as Joint Administrator
-------------------------------------------------------------------
Route2Sustainability Limited was placed into administration in the
High Court of Justice, Business & Property Courts in Manchester,
Insolvency & Companies List (Ch D), Court Number 335 of 2026.
Steven John Currie (IP No. 9675) and Sophie Murcott (IP No. 30510)
of Currie Young Limited were appointed as Joint Administrators on
February 23, 2026.

Route2Sustainability Limited engaged in business support services.

The company's registered office is at 9 Shottery Brook Office Park,
Timothys Bridge Road, Stratford-Upon-Avon, CV37 9NR.

The company's principal trading address is at T32 Tideway Yard, 125
Mortlake High Street, London, SW14 8SN.

The Joint Administrators can be reached at:

      Steven John Currie (IP No. 9675)
      Sophie Murcott (IP No. 30510)
      Currie Young Limited
      Riverside 2, No.3, Campbell Road
      Stoke on Trent, ST4 4RJ

For further details, contact:

      Tel: 01782 394500
      Email: sjc@currieyoung.com


SCALABLE SOFTWARE: Quantuma Advisory Appointed as Administrators
----------------------------------------------------------------
Scalable Software Ltd was placed into administration in the
Business and Property Courts in England & Wales, Court Number
CR-2026-001273.  Frank Wessely (IP No. 7788) and Jo Leach (IP No.
15950) of Quantuma Advisory Limited were appointed as Joint
Administrators on February 25, 2026.

Scalable Software Ltd engaged in business and domestic software
development.

The company's registered office is C/O Quantuma Advisory Limited,
2nd Floor, Arcadia House, 15 Forlease Road, Maidenhead, SL6 1RX.

The company's principal trading address is at The Old Rectory,
Church Street, Weybridge, Surrey, KT13 8DE.

The Joint Administrators can be reached at:

   Frank Wessely (IP No. 7788)
   Jo Leach (IP No. 15950)
   Quantuma Advisory Limited
   2nd Floor, Arcadia House
   15 Forlease Road
   Maidenhead, SL6 1RX

For further details, contact:

   David Easto
   Tel: 01628 478 100
   Email: david.easto@quantuma.com


VELOCITY 2026-1: Fitch Assigns 'B-(EXP)sf' Rating on Class X Notes
------------------------------------------------------------------
Fitch Ratings has assigned Velocity 2026-1 PLC expected ratings.

The assignment of final ratings is contingent on the receipt of
documentation conforming to information already reviewed.

   Entity/Debt          Rating           
   -----------          ------           
Velocity 2026-1 PLC

   Class A          LT   AAA(EXP)sf   Expected Rating
   Class B          LT   AA-(EXP)sf   Expected Rating
   Class C          LT   A-(EXP)sf    Expected Rating
   Class D          LT   BBB-(EXP)sf  Expected Rating
   Class E          LT   BB-(EXP)sf   Expected Rating
   Class F          LT   B(EXP)sf     Expected Rating
   Class X          LT   B-(EXP)sf    Expected Rating

Transaction Summary

Velocity 2026-1 PLC is the first securitisation of equipment
finance receivables originated by Propel Finance Plc to SME
borrowers in the UK. The transaction does not have a revolving
period and amortises pro rata subject to conditional triggers.

KEY RATING DRIVERS

Heterogeneous Asset Pool: The portfolio comprises hire-purchase
contracts (60.6%) and finance leases (39.4%) granted to SMEs,
corporates, microenterprises and sole traders. The loans/leases
finance many asset types, including 'hard assets' such as heavy
goods vehicles, light commercial vehicles and cars, as well as
'soft assets' such as hosted telecoms and telecoms equipment.

Combined Asset Assumptions: Defaults for hard assets have generally
been lower than for soft assets. Fitch determined a default base
case of 4.5% for the total pool given that it is static. Fitch
applied a 'AAA' default multiple of 5.25x. This is at the median to
higher level of the range of stresses in its criteria. It considers
the length of the data history and tenor of the assets, which in
some cases exceeds the length of the data history.

Fitch used a recovery base case of 25% and applied a median 'AAA'
recovery haircut of 50%. The secured nature of hard asset
recoveries is a strength, but a significant proportion of the pool
consists of soft assets, which largely rely on unsecured
recoveries.

Static and Pro Rata Amortisation: The class A to F notes will
amortise pro rata with one another until the breach of certain
triggers, which include performance triggers for principal
deficiency ledger and cumulative defaults. Fitch analysed the
package of triggers in its cash flow modelling. Fitch believes they
are adequate to mitigate the risk at the assigned ratings.

Limited Portfolio Concentration: Obligor concentrations are higher
than in a typical EMEA ABS pool due to the commercial nature of the
borrowers and the presence of some high value assets. However, the
pool is still sufficiently granular for Fitch's Consumer ABS Rating
Criteria approach to apply. The largest obligor comprises 0.7% of
the total pool balance. There is wide diversification across
industries, asset types and geographies.

Servicing Continuity Risk Addressed: The credit risk of the
obligors and the heterogeneity of the financed equipment increases
the complexity of finding replacement servicers. However, Fitch
views the risk as adequately mitigated by the presence of a back-up
servicer and the availability of liquidity to preserve timely
payments on the notes during the transition period.

RATING SENSITIVITIES

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

Rating sensitivity to increased default rates:

Increase default rate by 10% / 25% / 50%

Class A: 'AA+sf' / 'AAsf' / 'A+sf'

Class B: 'A+sf' / 'Asf' / 'A-sf'

Class C: 'BBB+sf' / 'BBBsf' / 'BB+sf'

Class D: 'BB+sf' / 'BBsf' / 'B+sf'

Class E: 'B+sf' / 'B-sf' / 'CCCsf'

Class F: 'CCCsf' / 'NRsf' / 'NRsf'

Class X: 'NRsf' / 'NRsf' / 'NRsf'

Rating sensitivity to reduced recovery rates:

Reduce recovery rate by 10% / 25% / 50%

Class A: 'AA+sf' / 'AA+sf' / 'AA+sf'

Class B: 'AA-sf' / 'AA-sf' / 'A+sf'

Class C: 'BBB+sf' / 'BBB+sf' / 'BBB+sf'

Class D: 'BB+sf' / 'BB+sf' / 'BBsf'

Class E: 'B+sf' / 'B+sf' / 'Bsf'

Class F: 'B-sf' / 'CCCsf' / 'CCCsf'

Class X: 'NRsf' / 'NRsf' / 'NRsf'

Rating sensitivity to increased default rates and reduced recovery
rates:

Increase default rate and reduce recovery rate each by 10% / 25% /
50%

Class A: 'AA+sf' / 'AAsf' / 'Asf'

Class B: 'A+sf' / 'Asf' / 'BBBsf'

Class C: 'BBB+sf' / 'BBB-sf' / 'BBsf'

Class D: 'BB+sf' / 'BB-sf' / 'B-sf'

Class E: 'Bsf' / 'CCCsf' / 'NRsf'

Class F: 'CCCsf' / 'NRsf' / 'NRsf'

Class X: 'NRsf' / 'NRsf' / 'NRsf'

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

Rating sensitivity to reduced default rates and increased recovery
rates:

Reduce default rate and increase recovery rate each by 10%

Class B: 'AAsf'

Class C: 'Asf'

Class D: 'BBBsf'

Class E: 'BBsf'

Class F: 'B+sf'

Class X: 'B-sf'

The class A notes are already rated 'AAAsf' and cannot be
upgraded.

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

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

DATA ADEQUACY

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

Fitch conducted a review of a small targeted sample of the
originator's origination files and found the information contained
in the reviewed files to be adequately consistent with the
originator's policies and practices and the other information
provided to the agency about the asset portfolio.

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

ESG Considerations

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


WILD CHILD: Wbg Services Appointed as Joint Administrators
----------------------------------------------------------
Wild Child Animation Limited, was placed into administration in the
Stirling Sheriff Court, Court Number P222 of 2026.   Gordon
McIntyre (IP No. 529) and Donald McKinnin (IP No. 9272) of Wbg
Services LLP were appointed as Joint Administrators on February 26,
2026.

Wild Child Animation Limited engaged in artistic creation.

The company's registered office and principal trading address is at
Codebase Stirling 8-10 Corn Exchange Road Stirling FK8 2HU.

The Joint Administrators can be reached at:

    Gordon McIntyre (IP No. 529)
    Donald McKinnin (IP No. 9272)
    Wbg Services LLP
    168 Bath Street
    Glasgow, G2 4TP

For further details, contact:

    Craig Allison
    Tel: 0141 366 7000
    Email: recovery@wbg.co.uk


ZEPHYR MIDCO 2: S&P Raises LT ICR to 'B', Outlook Stable
--------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating on
U.K.-based owner of online property search and online household
services Zephyr Midco 2 Ltd. (ZPG) to 'B' from 'B-'.

S&P also raised its issue-level rating on the company's senior
secured debt to 'B' from 'B-'. The '3' recovery rating on the debt
is unchanged.

The stable outlook reflects S&P's expectations that expanding
data-driven products and favorable switching dynamics will support
sound revenue growth and expanding EBITDA margin, leading to
adjusted leverage approaching 6.0x, EBITDA interest coverage above
1.5x, and FOCF to debt improving above 5%.

S&P expects that U.K.-based owner of online property search and
online household services Zephyr Midco 2 Ltd. (ZPG) will maintain
sound organic revenue growth, margins, and positive free cash flow
in 2026-2027, supported by solid switching dynamics, new software
product launches, continued drive in automation of the customer
base, and tight control over operating and one-off costs.
This should allow it to reduce S&P Global Ratings-adjusted leverage
and free operating cash flow (FOCF)-to-debt ratio to improve above
5% in fiscal 2026.

S&P said, "The upgrade reflects our expectation of continued
revenue growth and EBITDA margin expansion, leading to
deleveraging. In 2025, the company posted revenue growth of 8.5%,
backed by strong switching dynamics and solid results in software
and data businesses, which weaker performance in property markets
partially offset. This, along with tight control over operating
costs, allowed the company to expand its EBITDA and reduce S&P
Global Ratings-adjusted debt-to-EBITDA ratio to 6.7x from 7.7x in
2025. Also, interest savings from the repricing transactions in the
past two years supported ZPG's cash flow in 2025, with FOCF to debt
of 2.5%. We forecast strong performance to continue allowing the
company to sustain cash generation, with FOCF to debt reaching 6%
and leverage decreasing below 6.0x in 2026. These expectations
provided sufficient comfort to support a rating upgrade. If ZPG
performs in line with our expectations, the company could have
sufficient resources to continue investing in their platforms and
have a buffer against economic volatility and AI disruption.

"We estimate sustained top-line growth in 2026 of about 9%. We
forecast the Houseful division to grow organically up to 8% in
2026. The growth will come mainly from new products by Alto
Software (property valuation reports, new mobile functionality,
expanded application programming interface integration, and
enhanced AI functionality) and increased automation and growth from
new data service products in its Hometrack division. We expect a
gradual uptick in activity in the U.K. property market in 2026. We
expect the rental segment to continue growing although at somewhat
slower pace than before, mainly supported by consistent market
undersupply. Buying markets will be supported by lower interest
rates. We expect organic revenue for RVU (the division behind
Uswitch, confused.com, and other brands) to increase by about 6% in
2026. The growing brand awareness, from continuous marketing
investments, will support revenue growth in the annual insurance
segment and the finance segment will benefit from supportive
interest rates. We forecast energy switching to continue increasing
but continue seeing risks with the potential increase in gas and
electricity prices in 2026. The temporary insurance market slowed
in 2025 after an extraordinarily strong 2024, and we expect this to
continue in 2026, resulting in overall moderate growth rates in
insurance.

"We expect the EBITDA margin to expand and FOCF to remain solid. In
2026-2027, we expect ZPG's EBITDA margin to improve to 26%-27% from
nearly 25% in 2025, reflecting revenue growth and prudent cost
management. The company's cash generation in 2025 was flat from
2024 due to nonrecurring factors such as one-off costs caused by
acquisition activities and a working capital outflow. From 2026, we
expect profitability will improve and one-off costs will decrease.
Additionally, ZPG will benefit from the repricing of its debt in
September 2025, which will result in annual interest savings of up
to ₤5 million. This will support FOCF to debt improving to about
5% and EBITDA interest coverage at 2.0x from 2026 onward.

"We think that ZPG's exposure to AI disruption risks is limited. We
see that potential risks from AI could challenge the company's
profitability, pricing power, and traffic capture, rather than pose
an immediate threat to the business model. One of the key risks is
interface disintermediation and potentially reducing traffic to
ZPG's portals. However, in our view established classifieds portals
are shielded from this by their strong market positions, brand
awareness, and ownership of content and data, which large language
models can't easily replicate. We expect classified businesses to
start partnering with tech and AI companies to integrate chatbots
in their offerings. ZPG is also investing in AI-enabled offering to
improve search experience, like natural language searches or
property valuation services. Moreover, the company provides
comprehensive offerings built around the property market, which
covers listings, mortgages, utility services providers, market data
analysis, property valuation services, and software for agents,
which in our view will shield it from disintermediation by
general-purpose AI tools.

"The stable outlook reflects our view that the company will
maintain solid top-line growth and improving EBITDA margins fueled
by expanding data-driven products and favorable switching dynamics,
leading to adjusted leverage approaching 6x, EBITDA interest
coverage above 1.5x, and FOCF to debt above 5%.

"We could lower the rating if ZPG's revenue growth slows and EBITDA
margin weakens materially, or if it undertakes a large debt-funded
acquisition or shareholder distribution, leading to debt to EBITDA
above 7.0x, FOCF to debt falling well under 5.0%, and EBITDA
interest coverage dropping below 1.5x.

"Although an upgrade is unlikely, we could raise our ratings on ZPG
if it achieved revenue and EBITDA growth well above our base-case
scenario, and debt to EBITDA reduces substantially below 5.0x, FOCF
to debt approaches 10% and EBITDA interest coverage stays well
above 2.0x. This improvement in credit metrics would need to be
underpinned by the company's financial policy commitment to
maintain them."




===============
X X X X X X X X
===============

[] BOOK REVIEW: Transnational Mergers and Acquisitions
------------------------------------------------------
Author: Sarkis J. Khoury
Publisher: Beard Books
Softcover: 292 pages
List Price: $34.95
Order your personal copy today at http://is.gd/hl7cni

Transnational Mergers and Acquisitions in the United States will
appeal to a wide range of readers. Dr. Khoury's analysis is
valuable for managers involved in transnational acquisitions,
whether they are acquiring companies or being acquired themselves.
At the same time, he provides a comprehensive and large-scale look
at the industrial sector of the U.S. economy that proves very
useful for policy makers even today. With its nearly 100 tables of
data and numerous examples, Khoury provides a wealth of information
for business historians and researchers as well.

Until the late 1960s, we Americans were confident (some might say
smug) in our belief that U.S. direct investment abroad would
continue to grow as it had in the 1950s and 1960s, and that we
would dominate the other large world economies in foreign
investment for some time to come. And then came the 1970s, U.S.
investment abroad stood at $78 billion, in contrast to only $13
billion in foreign investment in the U.S. In 1978, however, only
eight years later, foreign investment in the U.S. had skyrocketed
to nearly #41 billion, about half of it in acquisition of U.S.
firms. Foreign acquisitions of U.S. companies grew from 20 in 1970
to 188 in 1978. The tables had turned an Americans were worried.
Acquisitions in the banking and insurance sectors were increasing
sharply, which in particular alarmed many analysts.

Thus, when it was first published in 1980, this book met a growing
need for analytical and empirical data on this rapidly increasing
flow of foreign investment money into the U.S., much of it in
acquisitions. Khoury answers many of the questions arising from the
situation as it stood in 1980, many of which are applicable today:
What are the motives for transnational acquisitions? How do foreign
firms plans, evaluate, and negotiate mergers in the U.S.? What are
the effects of these acquisitions on competition, money and capital
markets; relative technological position; balance of payments and
economic policy in the U.S.?

To begin to answer these questions, Khoury researched foreign
investment in the U.S. from 1790 to 1979. His historical review
includes foreign firms' industry preferences, choice of location in
the U.S., and methods for penetrating the U.S. market. He notes the
importance of foreign investment to growth in the U.S.,
particularly until the early 20th century, and that prior to the
1970s, foreign investment had grown steadily throughout U.S.
history, with lapses during and after the world wars.

Khoury found that rates of return to foreign companies were not
excessive. He determined that the effect on the U.S. economy was
generally positive and concluded that restricting the inflow of
direct and indirect foreign investment would hinder U.S. economic
growth both in the short term and long term. Further, he found no
compelling reason to restrict the activities of multinational
corporations in the U.S. from a policy perspective. Khoury's
research broke new ground and provided input for economic policy at
just the right time.

Sarkis J. Khoury holds a Ph.D. in International Finance from
Wharton. He teaches finance and international finance at the
University of California, Riverside, and serves as the Executive
Director of International Programs at the Anderson Graduate School
of Business.


[] Fitch Affirms Ratings on Seven EMEA Hardware & Software Cos.
---------------------------------------------------------------
Fitch Ratings has affirmed seven EMEA hardware and software
companies' ratings.  The companies are NXP B.V.,
Telefonaktiebolaget LM Ericsson, Nokia Corporation, ASML Holding
N.V., Unit4 Group Holding B.V., Software GmbH and IDEMIA Group
S.A.S.

These actions follow the update of Fitch's Corporate Rating
Criteria and the Sector Navigators -Addendum to the Corporate
Rating Criteria on January 9, 2026.

Corporate Rating Tool Inputs and Scores

Fitch scored the issuers as follows, using its Corporate Rating
Tool (CRT) to produce the Standalone Credit Profile (SCP):

NXP B.V.

-Business and financial profile factors (assessment, relative
importance): Management (bbb, Lower), Sector Characteristics (bbb+,
Moderate), Market and Competitive Positioning (bbb+, Higher),
Diversification and Asset Quality (bbb+, Moderate), Company
Operational Characteristics (bb+, Moderate), Profitability (a+,
Moderate), Financial Structure (bbb+, Moderate), and Financial
Flexibility (bbb+, Higher).

- The quantitative financial subfactors are based on custom CRT
financial period parameters: 20% weight for the historical year
2024, 40% for the forecast year 2025 and 40% for the forecast year
2026.

- The Governance assessment of 'Good' results in no adjustment.

- The Operating Environment assessment of 'aa-' results in no
adjustment.

- The SCP is 'bbb+'.

Telefonaktiebolaget LM Ericsson

- Business and financial profile factors (assessment, relative
importance): Management (bbb, Lower), Sector Characteristics (bbb-,
Higher), Market and Competitive Positioning (bbb, Moderate),
Diversification and Asset Quality (bb+, Higher), Company
Operational Characteristics (bbb, Moderate), Profitability (bbb+,
Moderate), Financial Structure (aa, Lower), and Financial
Flexibility (bbb-, Moderate).

- The quantitative financial subfactors are based on custom CRT
financial period parameters: 30% weight for the historical year
2024, 20% for the forecast year 2025, 30% for the forecast year
2026 and 20% for the forecast year 2027.

- The Governance assessment of 'Good' results in no adjustment.

- The Operating Environment assessment of 'aa-' results in no
adjustment.

- The SCP is 'bbb-'.

Nokia Corporation

- Business and financial profile factors (assessment, relative
importance): Management (bbb, Lower), Sector Characteristics (bbb-,
Higher), Market and Competitive Positioning (bbb+, Moderate),
Diversification and Asset Quality (bbb, Higher), Company
Operational Characteristics (bbb, Moderate), Profitability (bbb-,
Moderate), Financial Structure (a+, Lower), and Financial
Flexibility (bbb-, Moderate).

- The quantitative financial subfactors are based on standard CRT
financial period parameters: 20% weight for the latest historical
year 2024, 40% for the forecast year 2025 and 40% for the forecast
year 2026.

- Assessments of the quantitative financial subfactors also include
bespoke calculations.

- The Governance assessment of 'Good' results in no adjustment.

- The Operating Environment assessment of 'a+' results in no
adjustment.

- The SCP is 'bbb-'.

ASML Holding N.V.

- Business and financial profile factors (assessment, relative
importance): Management (bbb, Lower), Sector Characteristics (bbb+,
Moderate), Market and Competitive Positioning (aa-, Higher),
Diversification and Asset Quality (bbb, Moderate), Company
Operational Characteristics (a+, Moderate), Profitability (a+,
Moderate), Financial Structure (aa+, Moderate), and Financial
Flexibility (a+, Higher).

- The quantitative financial subfactors are based on standard CRT
financial period parameters: 20% weight for the latest historical
year 2024, 40% for the forecast year 2025 and 40% for the forecast
year 2026.

- The Governance assessment of 'Good' results in no adjustment.

- The Operating Environment assessment of 'a+' results in no
adjustment.

- The SCP is 'a+'.

Unit4 Group Holding B.V.

- Business and financial profile factors (assessment, relative
importance): Management (bbb-, Lower), Sector Characteristics (bbb,
Lower), Market and Competitive Positioning (bb, Moderate),
Diversification and Asset Quality (bbb-, Moderate), Company
Operational Characteristics (bb+, Lower), Profitability (bbb+,
Moderate), Financial Structure (b-, Higher), and Financial
Flexibility (b, Higher).

- The quantitative financial subfactors are based on standard CRT
financial period parameters: 20% weight for the latest historical
year 2024, 40% for the forecast year 2025 and 40% for the forecast
year 2026.

- B+ to CC considerations apply in its analysis and result in no
adjustment.

- The Governance assessment of 'Some Deficiencies' results in no
adjustment.

- The Operating Environment assessment of 'aa-' results in no
adjustment.

- The SCP is 'b'.

Software GmbH

- Business and financial profile factors (assessment, relative
importance): Management (bb-, Lower), Sector Characteristics (bb+,
Moderate), Market and Competitive Positioning (bb+, Moderate),
Diversification and Asset Quality (bb+, Lower), Company Operational
Characteristics (bb+, Moderate), Profitability (b-, Moderate),
Financial Structure (ccc+, Higher), and Financial Flexibility (b,
Higher).

- The quantitative financial subfactors are based on custom CRT
financial period parameters: 20% weight for the historical year
2024, 20% for the forecast year 2025, 20% for the forecast year
2026, 20% for the forecast year 2027 and 20% for the forecast year
2028.

- B+ to CC considerations apply in its analysis and result in no
adjustment.

- The Governance assessment of 'Some Deficiencies' results in no
adjustment.

- The Operating Environment assessment of 'a+' results in no
adjustment.

- The SCP is 'b'.

IDEMIA Group S.A.S.

- Business and financial profile factors (assessment, relative
importance): Management (bb-, Lower), Sector Characteristics (bbb-,
Moderate), Market and Competitive Positioning (bbb-, Moderate),
Diversification and Asset Quality (bbb, Lower), Company Operational
Characteristics (bb+, Moderate), Profitability (bb-, Higher),
Financial Structure (ccc+, Higher), and Financial Flexibility (b,
Moderate).

- The quantitative financial subfactors are based on custom CRT
financial period parameters: 20% weight for the forecast year 2026,
40% for the historical year 2027 and 40% for the forecast year
2028.

- B+ to CC considerations apply in its analysis and result in no
adjustment.

- The Governance assessment of 'Some Deficiencies' results in no
adjustment.

- The Operating Environment assessment of 'a+' results in no
adjustment.

- The SCP is 'b'.

RATING ACTIONS

   Entity/Debt                Rating           Recovery   Prior
   -----------                ------           --------   -----
NXP Semiconductors N.V.

                        LT IDR BBB+ Affirmed              BBB+

Unit4 Group
Holding B.V.

                        LT IDR B    Affirmed              B
   senior secured       LT     B+   Affirmed    RR3       B+

IDEMIA Group S.A.S.

                        LT IDR B    Affirmed              B
   senior secured       LT     B+   Affirmed    RR3       B+

IDEMIA America Corp.

   senior secured       LT     B+   Affirmed    RR3       B+

NXP B.V.           

                        LT IDR BBB+ Affirmed              BBB+
                        ST IDR F2   Affirmed              F2
    senior unsecured    LT     BBB+ Affirmed              BBB+
    senior unsecured    ST     F2   Affirmed              F2

NXP USA, Inc.           

                        LT IDR BBB+ Affirmed              BBB+
                        ST IDR F2   Affirmed              F2
    senior unsecured    LT     BBB+ Affirmed              BBB+
    senior unsecured    ST     F2   Affirmed              F2

NXP Funding LLC         

                        LT IDR BBB+ Affirmed              BBB+
                        ST IDR F2   Affirmed              F2
    senior unsecured    LT     BBB+ Affirmed              BBB+
    senior unsecured    ST     F2   Affirmed              F2

ASML Holding N.V.    

                        LT IDR A+   Affirmed              A+
    senior unsecured    LT     A+   Affirmed              A+

Software GmbH           

                        LT IDR B    Affirmed              B
    senior secured      LT     B    Affirmed    RR4       B

Telefonaktiebolaget
LM Ericsson           

                        LT IDR BBB- Affirmed              BBB-
    senior unsecured    LT     BBB- Affirmed              BBB-

IDEMIA France S.A.S.

    senior secured      LT     B+   Affirmed    RR3       B+

Nokia Corporation       

                        LT IDR BBB- Affirmed              BBB-
                        ST IDR F3   Affirmed              F3
    senior unsecured    LT     BBB- Affirmed              BBB-


[] Fitch Affirms Ratings on Three EMEA Lab Testing Companies
------------------------------------------------------------
Fitch Ratings has affirmed three EMEA lab testing companies'
ratings:

    1. Eurofins Scientific
    2. Ephios Subco 3 S.a.r.l.
    3. Inovie Group

These actions follow the update of Fitch's Corporate Rating
Criteria and the Sector Navigators - Addendum to the Corporate
Rating Criteria on January 9, 2026. The companies' ratings and
Outlooks are unaffected by the criteria changes.

Corporate Rating Tool Inputs and Scores

Fitch scored the issuers as follows, using its Corporate Rating
Tool (CRT) to produce the Standalone Credit Profile (SCP):

Eurofins Scientific

- Business and financial profile factors (assessment, relative
importance): Management (bbb-, Lower), Sector Characteristics
(bbb-, Moderate), Market and Competitive Positioning (bbb+,
Higher), Diversification and Asset Quality (bbb, Moderate), Company
Operational Characteristics (bbb, Moderate), Profitability (bbb,
Moderate), Financial Structure (bb+, Higher), and Financial
Flexibility (bbb, Moderate).

- The quantitative financial subfactors are based on standard CRT
financial period parameters: 20% weight for the latest historical
year 2024, 40% for the forecast year 2025 and 40% for the forecast
year 2026.

- The Governance assessment of 'Good' results in no adjustment.

- The Operating Environment assessment of 'aa-' results in no
adjustment.

- The SCP is 'bbb-'.

Ephios Subco 3 S.a.r.l.

- Business and financial profile factors (assessment, relative
importance): Management (b+, Moderate), Sector Characteristics
(bb-, Moderate), Market and Competitive Positioning (bb, Moderate),
Diversification and Asset Quality (bb, Moderate), Company
Operational Characteristics (bb-, Moderate), Profitability (b+,
Higher), Financial Structure (ccc+, Higher), and Financial
Flexibility (bb-, Moderate).

- The quantitative financial subfactors are based on standard CRT
financial period parameters: 20% weight for the latest historical
year 2024, 40% for the forecast year 2025 and 40% for the forecast
year 2026.

- B+ to CC considerations apply in its analysis and result in no
adjustment.

- The Governance assessment of 'Good' results in no adjustment.

- The Operating Environment assessment of 'a+' results in no
adjustment.

- The SCP is 'b'.

Inovie Group

- Business and financial profile factors (assessment, relative
importance): Management (bb+, Moderate), Sector Characteristics
(bb-, Higher), Market and Competitive Positioning (bb-, Moderate),
Diversification and Asset Quality (b+, Moderate), Company
Operational Characteristics (b+, Lower), Profitability (bbb+,
Moderate), Financial Structure (ccc+, Higher), and Financial
Flexibility (b+, Moderate).

- The quantitative financial subfactors are based on standard CRT
financial period parameters: 20% weight for the latest historical
year 2024, 40% for the forecast year 2025 and 40% for the forecast
year 2026.

- B+ to CC considerations apply in its analysis and result in no
adjustment.

- The Governance assessment of 'Some Deficiencies' results in no
adjustment.

- The Operating Environment assessment of 'a+' results in no
adjustment.

- The SCP is 'b'.

RATING ACTIONS

   Entity/Debt                  Rating           Recovery   Prior
   -----------                  ------           --------   -----
Ephios Subco 3 S.a.r.l

                          LT IDR B    Affirmed              B
   senior secured         LT     B+   Affirmed    RR3       B+

Synlab Bondco PLC

   senior unsecured       LT     CCC+ Affirmed    RR6       CCC+

Eurofins
Scientific S.E.     

                          LT IDR BBB- Affirmed              BBB-
   senior unsecured       LT     BBB- Affirmed              BBB-
   subordinated           LT     BB   Affirmed              BB

Inovie Group       

                          LT IDR B    Affirmed              B
   senior secured         LT     B+   Affirmed    RR3       B+



                           *********


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

Troubled Company Reporter-Europe is a daily newsletter co-
published by Bankruptcy Creditors' Service, Inc., Fairless Hills,
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 2026.  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.

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members of the same firm for the term of the initial subscription
or balance thereof are US$25 each.  For subscription information,
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                * * * End of Transmission * * *