260429.mbx

260429.mbx T R O U B L E D C O M P A N Y R E P O R T E R E U R O P E Wednesday, April 29, 2026, Vol. 27, No. 85 Headlines F R A N C E FINANCIERE VERDI: Moody's Rates New Sr. Secured Term Loan 'B3' G E R M A N Y CECONOMY: S&P Upgrades ICR to 'BB' on Improved Earnings GRAND CITY PROPERTIES: S&P Rates New Sub. Euro Hybrid Notes 'BB+' I R E L A N D SIGNAL HARMONIC II: S&P Affirms B- (sf) Rating on Class F Notes ST. PAUL'S CLO VIII: Moody's Affirms B2 Rating on EUR12MM F Notes L A T V I A AIR BALTIC: S&P Lowers Long-Term ICR to 'CCC+', Outlook Negative N E T H E R L A N D S ABERTIS INFRAESTRUCTURAS: Fitch Rates Hyrbid Securities 'BB+(EXP)' N O R W A Y VAR ENERGI: Moody's Rates New Hybrid Notes 'Ba2' T U R K E Y DFS FUNDING: Fitch Alters Outlook on 'BB+' Ratings to Stable ICA ICTAS: Fitch Affirms 'BB-' Bond Rating, Outlook Now Stable MERSIN ULUSLARARASI: Fitch Affirms 'BB-' Rating, Outlook Now Stable U K R A I N E CITY OF KYIV: S&P Affirms 'CCC+' Long-Term ICRs, Outlook Stable U N I T E D K I N G D O M ABBOTS TERRACE: BTG Begbies, FRP Advisory Appointed as Liquidators ATLAS FUNDING 2026-1: Fitch Corrects April 13 Ratings Release BOPARAN HOLDINGS: Moody's Withdraws 'B2' Corporate Family Rating E-CARAT UK 2026-1: Moody's Assigns (P)Ba1 Rating to Class E Notes FOR AISHA: KRE Corporate Appointed as Administrators HSG FACILITIES: Exigen Group Appointed as Administrators JERROLD FINCO: Fitch Rates GBP300MM Sr. Secured Notes 'BB-(EXP)' MASSEY'S FOLLY: Leonard Curtis Appointed as Joint Administrators RAINBOW U.K. 2: S&P Alters Outlook to Positive, Affirms 'B' LT ICR SPIRIT OF HARROGATE: Lewis Business Named as Joint Administrators - - - - - =========== F R A N C E =========== FINANCIERE VERDI: Moody's Rates New Sr. Secured Term Loan 'B3' -------------------------------------------------------------- Moody's Ratings has assigned a B3 rating to the new backed senior secured euro- denominated term loan due December 2030 of Financiere Verdi I S.A.S. (Ethypharm) and British pound-denominated term loan due December 2030 of Orphea Limited, totaling EUR622 million equivalent, and to the new EUR84 million backed senior secured multi-currency revolving credit facility (RCF) due June 2030 of Ethypharm. Ethypharm's B3 corporate family rating (CFR), B3-PD probability of default rating (PDR) and stable outlook remain unaffected. The outlook of Orphea Limited is stable. The B3 ratings on the existing backed senior secured bank credit facilities are unaffected by this rating action, but are planned to be withdrawn once the refinancing has closed. Proceeds from the new term loans will be used to repay Ethypharm's existing term loans due April 2028, resulting in a leverage neutral transaction. RATINGS RATIONALE The assignment of a B3 rating to the new backed senior secured term loans and backed senior secured multicurrency RCF reflects their pari passu ranking, with upstream guarantees from significant subsidiaries of the Ethypharm group. Based on preliminary 2025 results, Ethypharm's revenue grew 12% and its accounting EBITDA (as reported by the company) 33% in 2025 driven primarily by the recovery from a major cyberattack in 2024, full-year contribution from products acquired during 2024, and favorable price and mix effects. This drove a significant improvement in Ethypharm's credit metrics. Moody's estimates that Moody's-adjusted gross debt/EBITDA (leverage) was about 6.6x in 2025 (based on preliminary 2025 data) and its free cash flow slightly positive. Moody's projects that the company's revenue will grow in the low-single digits percentages on average in 2026-27 and its Moody's-adjusted EBITDA margin stand in the 21%-22% range. This will drive a further gradual decline in leverage towards 6x by 2027, positioning the rating more solidly at B3. Moody's also projects free cash flow will remain positive in the EUR10 million- EUR20 million range annually. Ethypharm's B3 rating reflects the company's solid market positions in the niche pain, addiction, depression and critical care therapeutic areas; adequate geographic diversification, with direct commercial presence in the five largest European countries, strong market shares in its core markets of France and the UK, and a good footprint in China; and its track record of maintaining sizeable liquidity sources. The rating is nevertheless constrained by the company's high leverage; modest relative scale, with some concentration in the central nervous system therapeutic area; the potential litigation risk around its addiction products, although the company has a good track record of managing such risks; and event risks related to potential acquisitions. The B3 rating assumes that Ethypharm's financial policy will remain supportive of further deleveraging, as the company focuses its external growth on in-licensing transactions or bolt-on acquisitions that it can fund through internal cash, and refrains from making shareholder distributions. COVENANTS Moody's have reviewed the draft terms for the new credit facilities. Notable terms include the following: Guarantor coverage will be at least 80% of consolidated EBITDA (determined in accordance with the agreement) and include wholly-owned companies representing more than 5% of consolidated EBITDA. Only companies incorporated in France, the Netherlands, the UK and the US are required to provide guarantees and security. Security will be granted over key shares, bank accounts and intercompany receivables. Pari passu additional facilities are permitted up to the greater of EUR105 million and 100% of consolidated EBITDA plus unlimited amounts up to a senior secured gross leverage ratio (SSGLR) of 5.5x. Unlimited junior secured facilities, facilities secured on non-collateral assets and unsecured debt are permitted subject to a 2.0x fixed charge coverage ratio. Unlimited dividends and distributions are permitted subject to a 4.25x senior secured net leverage ratio (SSNLR) and unlimited subordinated debt repayments are permitted subject to a 4.75x SSNLR, in each case, with step-downs if funded from the available amount. Permitted investments are allowed if either: the SSNLR is 5.5x or lower; the SSNLR does not deteriorate; or if funded from the available amount. Asset sale proceeds are only required to be applied in full where the SSNLR is greater than 4.5x. Adjustments to consolidated EBITDA include full run-rate cost savings and synergies capped at 20% of consolidated EBITDA from actions expected to be taken within 24 months of the relevant initiative. The proposed terms, and the final terms may be materially different. RATIONALE FOR OUTLOOK The stable outlook reflects Moody's expectations that Ethypharm's credit metrics will continue to improve in the next 12-18 months and it will maintain positive free cash flow, gradually strengthening its positioning at B3. LIQUIDITY Ethypharm's liquidity is good, supported by a cash balance of EUR84 million as of December 31, 2025; access to a new EUR84 million backed senior secured multicurrency RCF due June 2030, which is expected to be undrawn; and slightly positive free cash flow. Following the refinancing, the next significant debt maturities are the company's term loans which mature in December 2030. The RCF includes a springing financial covenant set at a consolidated senior secured net leverage of 10.0x, tested only when the amount drawn on the RCF minus cash and cash equivalents exceeds 40% of the RCF size. Moody's expects the company to have significant capacity against this threshold if tested. STRUCTURAL CONSIDERATIONS The B3-PD PDR, in line with the CFR, reflects Moody's assumptions of a 50% family recovery rate, typical for covenant-lite secured loan structures. The B3 rating of the backed senior secured term loans and the backed senior secured multicurrency RCF reflects their pari passu ranking, with upstream guarantees from significant subsidiaries accounting for at least 80% of the consolidated EBITDA. The security package primarily consists of share pledges, intragroup receivables, and material bank accounts. In addition to the guaranteed senior secured bank credit facilities, Ethypharm's capital structure includes convertible bonds, which totaled EUR510 million as of December 2024 and which Moody's treats as equity when Moody's calculates Moody's credit metrics. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Upward momentum could develop if Ethypharm maintains steady earnings growth, allowing its Moody's-adjusted gross debt/EBITDA to move towards 5.5x, its Moody's-adjusted EBITA/interest above 2.0x, and its Moody's-adjusted FCF/debt above 5%, all on a sustained basis. Downward pressure on the rating could occur if Ethypharm's Moody's-adjusted gross debt/EBITDA is above 7x or its Moody's-adjusted EBITA/interest declines towards 1.0x on a sustained basis; Ethypharm generates negative FCF for a prolonged period, leading to a deterioration in the company's liquidity; or the company undertakes large debt-financed acquisitions or shareholder distributions. PRINCIPAL METHODOLOGY The principal methodology used in these ratings was Pharmaceuticals published in September 2025. COMPANY PROFILE Ethypharm is a European specialty pharmaceutical company focused on the development, regulatory filing and manufacturing of complex generics and specialty branded products for the pain, addiction and depression therapeutic areas and emergency critical care. The company was founded in 1977 and acquired by PAI Partners in July 2016. During 2025, Ethypharm generated revenue of EUR493 million. ============= G E R M A N Y ============= CECONOMY: S&P Upgrades ICR to 'BB' on Improved Earnings ------------------------------------------------------- S&P Global Ratings raised to 'BB' from 'BB-' its long-term issuer credit rating on consumer electronics retailer Ceconomy and its issue credit ratings on its debt. The ratings remain on CreditWatch with positive implications because S&P expects the acquisition by the higher-rated entity JD.com Inc. (A-/Positive/--) to close within the next six months and thereby enhance Ceconomy's creditworthiness. S&P said, "We revised up our view of Ceconomy's financial risk profile based on its ability to pay down debt from operating cash flow, combined with our expectation that earnings will grow in 2026 and thereafter. Ceconomy significantly reduced S&P Global Ratings-adjusted debt to EUR2.0 billion in 2025 from EUR2.7 billion in 2022 to reach adjusted leverage of 2.1x, as of the fiscal year ended Sept. 30, 2025. The group's earnings profile has also improved--it now derives a higher share of gross profit from margin-accretive service, marketplace, retail media, and space as a service offerings. We estimate that this, combined with lower exceptional costs related to the JD.com transaction, will allow adjusted EBITDA to rise to EUR1,056 million in fiscal 2026 (from EUR953 million in fiscal 2025) and, therefore, that leverage will be below 2.0x while FFO to debt approaches 45% by Sept. 30, 2026. "We expect JD.com to adhere to Ceconomy's financial policy to keep S&P Global Ratings-adjusted leverage at about 2.0x. Ceconomy's financial policy and its management of its capital structure are prudent, in our view. Acquisitions are limited and dividend payments are expected to be modest (its policy is to pay 10%-25% of earnings). In addition, it has a record of addressing funding needs in good time, as demonstrated by the early refinancing of its 2026 notes in 2024 and the proactive amendment of its revolving credit facility (RCF) and the promissory notes to address the change-of-control clauses. JD.com has committed to adhere to Ceconomy's financial policy. We therefore expect Ceconomy's adjusted leverage to remain in line with our current expectations at about 2.0x." Ceconomy has EUR651 million in debt that will be affected by the change of control. However, Ceconomy's stand-alone liquidity position provides it with sufficient flexibility to address these notes, even excluding support from JD.com's backup facilities. S&P said, "We anticipate a refinancing at the Ceconomy AG level once the transaction closes. Ceconomy's creditworthiness is not constrained by the potential use of acquisition facilities raised at Jing Dong Germany GmbH because the EUR1.2 billion facility benefits from a strong guarantee from JD.com, its prudent financial policy, and its intention to preserve Ceconomy's financial strength. In addition, we understand that drawings on the facility would be temporary, in part because JD.com itself has ample liquidity to finance the EUR1.3 billion acquisition of 59.5% of Ceconomy shares. As of December 2025, JD.com's liquidity sources stood at about EUR26.3 billion." Ceconomy's ratings are constrained by high operating leverage that contributes to its weak EBITDAR to cash interest plus rents (fixed charge coverage) ratios. S&P said, "Ceconomy's adjusted EBITDA margin was 4.1% in 2025, which we consider to be low, especially in relation to its substantial lease expenses (2.3% of sales) and capital investments (0.8% of sales). These limit the cash flow available to the company for debt reduction or shareholder remuneration after payment of interest and taxes. Ceconomy had a very low fixed-charge coverage ratio of 1.4x in 2025, below our initial expectations, because of slower growth in absolute EBITDA, a less-pronounced reduction in lease expenses, and a spike in interest costs. We forecast that the fixed-charge coverage ratio will recover somewhat, to 1.6x, in 2026 but will remain under 2x over our forecast period; this is dependent on improved earnings." S&P said, "In our view, for the group to generate structurally positive FOCF after leases and smoothen the impact from seasonality on its earnings and working capital, it needs to sustainably improve its profitability. The consumer electronics industry is characterized by price transparency, intense competition, and high seasonality. It is heavily reliant on Christmas trading, reported in the first quarter of Ceconomy's fiscal year. For example, 75% of company-adjusted EBIT and 43% of company-adjusted EBITDA for fiscal 2025 were generated in its first quarter. Moreover, poor sales during the Christmas period could reduce the working capital inflow (EUR1.1 billion in 2026) and affect liquidity available for paying the suppliers after the quarter end. We deem that the group requires a sustainably higher EBITDA margin to generate structurally positive FOCF after leases. Although this has been positive for the past three years, this was mainly due to working capital improvements and limited tax payments. "Ceconomy's "Experience Electronics" strategy will conclude in the current fiscal year. Although a new strategy has yet to be set, we expect that the company will continue--in close collaboration with JD.com--to focus on services, retail media offers, store optimization, expansion of its marketplace business, and a higher share of private label products. This should translate to modest revenue growth and improved profitability, ultimately leading to EBITDA margins of 4.7% in fiscal 2027. That said, we view the group's target of company-adjusted EBIT of about EUR500 million in fiscal 2026 as ambitious, given that it reported company-adjusted EBIT of EUR410 million in the 12 months to December 2025. We forecast lower earnings than the group's target because the macroeconomic environment has weakened since the strategy was laid out in 2023. The conflict in the Middle East could also elevate risks for Ceconomy in its end markets in Europe and undermine its cost management. It is too early to determine the economic benefits from the investment agreement and ownership by JD.com. JD.com has vast expertise in online retail and logistics operations. It has recently launched its own logistics operations and online shop, JoyBuy, in Europe, demonstrating its ambitions to expand in the continent. Initially, the transactions between Ceconomy and its parent will be at arm's length. In addition, for the period of the investment agreement, JD.com's ability to implement changes at Ceconomy will be restricted. At present, therefore, S&P doesn't include tangible cost benefits in our forecast for Ceconomy. S&P said, "The rating on Ceconomy remains on CreditWatch positive; we expect to resolve the CreditWatch placement when the transaction closes, which is still expected before the end of June 2026. Pending our assessment of Ceconomy's group status within JD.com, we expect to raise our ratings on Ceconomy by at least one notch." GRAND CITY PROPERTIES: S&P Rates New Sub. Euro Hybrid Notes 'BB+' ----------------------------------------------------------------- S&P Global Ratings assigned its 'BB+' issue rating to the proposed perpetual subordinated, resettable, fixed-rate notes to be issued by Grand City Properties S.A. (GCP; BBB/Stable/A-2) subsidiary, Grand City Properties Finance S.a.r.l. S&P understands GCP caps the issuance at EUR600 million and will use the proceeds to replace its EUR602.7 million outstanding hybrid notes, ahead of its first reset date in June 2026. S&P said, "We assess the proposed instrument as having intermediate equity content until the first reset date. We rate the proposed perpetual subordinated hybrid notes two notches below the 'BBB' issuer credit rating on GCP. The rating difference reflects our notching methodology, which deducts one notch for subordination because our long-term rating on GCP is investment-grade ('BBB-' or higher); and another notch for payment flexibility, because the option to defer interest stands with the issuer. We assigned intermediate equity content to the proposed notes until their first reset date, which we understand will be at least five years after issuance. This is because they are subordinated to the company's senior debt obligations, cannot be called for at least five years, and are not subject to features that could discourage or materially delay optional deferral. We note that the proposed notes' terms and conditions are similar to those of the outstanding notes, which meet our criteria for intermediate equity content. "Therefore, we allocate 50% of the related payments on the instrument as interest costs and 50% as equivalent to a common dividend. The 50% treatment of principal and accrued interest also applies to our adjustment of GCP's debt. "We interpret GCP's financial policy as being committed to maintaining a permanent layer of hybrid capital within its capital structure. Pro-forma closing of the transaction, GCP's hybrid stock will comprise about 14% of the company's adjusted capitalization (excluding the instrument being replaced), well within our 15% threshold. "In case the new issuance resulted in proceeds of less than EUR600 million, we understand that the tendered amount will accordingly be reduced to the final issuance amount. We removed our equity content assessment on the EUR602.7 million hybrid, with a first call date in March 2026, given the company intends to redeem the instrument. "We note that the planned replacement of EUR600 million minorly falls below the company's hybrid bond amount of EUR602.7 million and we view the EUR2.7 million nonreplacement as part of our 10% immateriality reduction in line with our criteria. "Additionally, we understand that GCP's parent, Aroundtown S.A. (BBB/Stable/A-2), remains fully committed to a hybrid capitalization rate of 15% (15.3% as of Dec. 31, 2025)." ============= I R E L A N D ============= SIGNAL HARMONIC II: S&P Affirms B- (sf) Rating on Class F Notes --------------------------------------------------------------- S&P Global Ratings assigned its credit ratings to Signal Harmonic CLO II DAC's class A-R, B-R, C-R, and D-R notes. At the same time, S&P affirmed its ratings on the existing class E, and F notes and withdrew its ratings on the original class A, B-1, B-2, C, and D notes. At closing, the issuer had unrated subordinated notes outstanding from the existing transaction. On April 24, 2026, Signal Harmonic CLO II DAC refinanced the existing class A, B-1, B-2, C, and D notes (originally issued in April 2024) through an optional redemption and issued replacement notes of the same notional. To account for the difference in Euro Interbank Offered Rate (EURIBOR) rates at pricing and settlement, the original interest rates on the refinanced notes were adjusted such that the accrued interest amounts remain the same for each class of refinanced notes, and noteholders are paid in full. S&P withdrew its ratings on these classes of notes. The replacement notes are largely subject to the same terms and conditions as the original notes, except that the replacement notes will have a lower spread over EURIBOR than the original notes. The ratings reflect S&P assessment of: -- The diversified collateral pool, which primarily comprises broadly syndicated speculative-grade senior secured term loans and bonds that are governed by collateral quality tests. -- The credit enhancement provided through the subordination of cash flows, excess spread, and overcollateralization. -- The collateral manager's experienced team, which can affect the performance of the rated notes through collateral selection, ongoing portfolio management, and trading. -- The transaction's legal structure, which is bankruptcy remote. -- The transaction's counterparty risks, which are in line with S&P's counterparty rating framework. Portfolio benchmarks S&P Global Ratings' weighted-average rating factor 2,744.32 Default rate dispersion 673.11 Weighted-average life (years) 4.64 Obligor diversity measure 110.16 Industry diversity measure 20.59 Regional diversity measure 1.26 Transaction key metrics Portfolio weighted-average rating derived from S&P's CDO evaluator B 'CCC' category rated assets (%) 3.44 Actual 'AAA' weighted-average recovery (%) 37.40 Actual weighted-average spread (net of floors; %) 3.79 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 Oct. 15, 2028. 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 modeled the target par amount of EUR440 million. At closing, the portfolio is at par, the collateral principal amount used in our cash flow analysis is capped at the target par amount. "We used the portfolio's actual weighted-average spread (3.79%) and the actual portfolio weighted-average recovery rates for all rated notes. "We applied various cash flow stress scenarios, using four different default patterns, in conjunction with different interest rate stress scenarios for each liability rating category. "The transaction's documented counterparty replacement and remedy mechanisms adequately mitigate its exposure to counterparty risk under our counterparty criteria. "Under our structured finance sovereign risk criteria, we consider that the transaction's exposure to country risk is sufficiently mitigated at the assigned ratings. "The transaction's legal structure and framework is bankruptcy remote, in line with our legal criteria. "Our credit and cash flow analysis indicates that the available credit enhancement for the class B-R, C-R, D-R, and E 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 refinanced notes. "Our credit and cash flow analysis indicates that the available credit enhancement for the class A-R and F notes could withstand stresses commensurate with the assigned ratings. "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 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 have also included the sensitivity of the ratings on the class A-R to E notes based on four hypothetical scenarios. "As our ratings analysis makes additional considerations before assigning ratings in the 'CCC' category, and we would assign a 'B-' rating if the criteria for assigning a 'CCC' category rating are not met, we have not included the above scenario analysis results for the class F notes." Environmental, social, and governance S&P said, "We regard the exposure to environmental, social, and governance (ESG) credit factors in the transaction as being broadly in line with our benchmark for the sector. Primarily due to the diversity of the assets within CLOs, the exposure to environmental credit factors is viewed as below average, social credit factors are below average, and governance credit factors are average. For this transaction, the documents prohibit 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 assigned Replacement Original Notes notes Amount interest interest Credit Class Rating* (mil. EUR) rate § rate enhancement(%) A-R AAA (sf) 272.80 Three-month Three-month 38.00 EURIBOR EURIBOR + 1.34% + 1.70% B-R AA (sf) 48.40 Three-month B-1: 3-month 27.00 EURIBOR EURIBOR + 2.20% + 2.60% / B-2: 5.75% C-R A (sf) 26.40 Three-month Three-month 21.00 EURIBOR EURIBOR + 2.75% + 3.40% D-R BBB- (sf) 28.60 Three-month Three-month 14.50 EURIBOR EURIBOR + 4.00% + 4.70% Ratings affirmed Amount Class Rating* (mil. EUR) Notes interest rate§ E BB- (sf) 19.80 Three-month EURIBOR + 6.93% F B- (sf) 13.20 Three-month EURIBOR + 8.39% *The ratings assigned to the class A-R, and B-R notes address timely interest and ultimate principal payments. The ratings assigned to the class C-R, D-R, E, and F notes address ultimate interest and principal payments. §The payment frequency switches to semiannual and the index switches to six-month EURIBOR when a frequency switch event occurs. EURIBOR--Euro Interbank Offered Rate. ST. PAUL'S CLO VIII: Moody's Affirms B2 Rating on EUR12MM F Notes ----------------------------------------------------------------- Moody's Ratings has upgraded the ratings on the following notes issued by St. Paul's CLO VIII DAC: EUR23,000,000 Class C Senior Secured Deferrable Floating Rate Notes due 2030, Upgraded to Aaa (sf); previously on Jun 27, 2025 Upgraded to Aa1 (sf) EUR21,000,000 Class D Senior Secured Deferrable Floating Rate Notes due 2030, Upgraded to Aa3 (sf); previously on Jun 27, 2025 Upgraded to A2 (sf) Moody's have also affirmed the ratings on the following notes: EUR244,000,000 (Current outstanding balance EUR11,176,560) Class A Senior Secured Floating Rate Notes due 2030, Affirmed Aaa (sf); previously on Jun 27, 2025 Affirmed Aaa (sf) EUR27,000,000 Class B-1 Senior Secured Floating Rate Notes due 2030, Affirmed Aaa (sf); previously on Jun 27, 2025 Affirmed Aaa (sf) EUR20,000,000 Class B-2 Senior Secured Fixed Rate Notes due 2030, Affirmed Aaa (sf); previously on Jun 27, 2025 Affirmed Aaa (sf) EUR25,000,000 Class E Senior Secured Deferrable Floating Rate Notes due 2030, Affirmed Ba2 (sf); previously on Jun 27, 2025 Affirmed Ba2 (sf) EUR12,000,000 Class F Senior Secured Deferrable Floating Rate Notes due 2030, Affirmed B2 (sf); previously on Jun 27, 2025 Affirmed B2 (sf) St. Paul's CLO VIII DAC, issued in December 2017, is a collateralised loan obligation (CLO) backed by a portfolio of mostly high-yield senior secured European loans. The portfolio is managed by ICG Manager Limited. The transaction's reinvestment period ended in January 2022. RATINGS RATIONALE The rating upgrades on the Class C and Class D notes are primarily a result of the deleveraging of the senior notes following amortisation of the underlying portfolio since the last rating action in June 2025. The affirmations on the ratings on the Class A, Class B-1, Class B-2, Class E and Class F notes are primarily a result of the expected losses on the notes remaining consistent with their current rating levels, after taking into account the CLO's latest portfolio, its relevant structural features and its actual over-collateralisation ratios. The Class A notes have paid down by approximately EUR101.9 million (41.8%) since the last rating action in June 2025 and EUR232.8 million (95.4%) since closing. As a result of the deleveraging, over-collateralisation (OC) has increased for Class C and Class D notes. According to the trustee report dated April 2026[1] the Class C and Class D OC ratios are reported at 160.17% and 133.25% compared to May 2025[2] levels of 139.51% and 125.15%, respectively. Moody's notes that the April 2026 principal payments are not reflected in the reported OC ratios. The deleveraging and OC improvements primarily resulted from high prepayment rates of leveraged loans in the underlying portfolio. Most of the prepaid proceeds have been applied to amortise the liabilities. All else held equal, such deleveraging is generally a positive credit driver for the CLO's rated liabilities. The key model inputs Moody's uses in Moody's analysis, such as par, weighted average rating factor, diversity score and the weighted average recovery rate, are based on Moody's published methodology and could differ from the trustee's reported numbers. In Moody's base case, Moody's used the following assumptions: Performing par and principal proceeds balance: EUR180.4m Defaulted Securities: EUR7.1m Diversity Score: 30 Weighted Average Rating Factor (WARF): 3871 Weighted Average Life (WAL): 3.1 years Weighted Average Spread (WAS) (before accounting for reference rate floors): 3.99% Weighted Average Coupon (WAC): 5.01% Weighted Average Recovery Rate (WARR): 43.7% Par haircut in OC tests and interest diversion test: 7.5% The default probability derives from the credit quality of the collateral pool and Moody's expectations of the remaining life of the collateral pool. The estimated average recovery rate on future defaults is based primarily on the seniority of the assets in the collateral pool. In each case, historical and market performance and a collateral manager's latitude to trade collateral are also relevant factors. Moody's incorporates these default and recovery characteristics of the collateral pool into Moody's cash flow model analysis, subjecting them to stresses as a function of the target rating of each CLO liability it is analysing. Moody's notes that the April 2026 trustee report was published at the time Moody's were completing Moody's analysis of the March 2026 data. Key portfolio metrics such as WARF, diversity score, weighted average spread and life, and OC ratios exhibit little or no change between these dates. The EUR21.6 million of principal proceeds reported in April 2026 were used to amortise the Class A Notes. Methodology Underlying the Rating Action: The principal methodology used in these ratings was "Collateralized Loan Obligations" published in October 2025. Counterparty Exposure: The rating action took into consideration the notes' exposure to relevant counterparties, such as account bank, using the methodology "Structured Finance Counterparty Risks" published in May 2025. Moody's concluded the ratings of the notes are not constrained by these risks. Factors that would lead to an upgrade or downgrade of the ratings: The rated notes' performance is subject to uncertainty. The notes' performance is sensitive to the performance of the underlying portfolio, which in turn depends on economic and credit conditions that may change. The collateral manager's investment decisions and management of the transaction will also affect the notes' performance. Additional uncertainty about performance is due to the following: -- Portfolio amortisation: The main source of uncertainty in this transaction is the pace of amortisation of the underlying portfolio, which can vary significantly depending on market conditions and have a significant impact on the notes' ratings. Amortisation could accelerate as a consequence of high loan prepayment levels or collateral sales by the collateral manager or be delayed by an increase in loan amend-and-extend restructurings. Fast amortisation would usually benefit the ratings of the notes beginning with the notes having the highest prepayment priority. -- Recovery of defaulted assets: Market value fluctuations in trustee-reported defaulted assets and those Moody's assumes have defaulted can result in volatility in the deal's over-collateralisation levels. Further, the timing of recoveries and the manager's decision whether to work out or sell defaulted assets can also result in additional uncertainty. Moody's analysed defaulted recoveries assuming the lower of the market price or the recovery rate to account for potential volatility in market prices. Recoveries higher than Moody's expectations would have a positive impact on the notes' ratings. -- Long-dated assets: The presence of assets that mature beyond the CLO's legal maturity date exposes the deal to liquidation risk on those assets. Moody's assumes that, at transaction maturity, the liquidation value of such an asset will depend on the nature of the asset as well as the extent to which the asset's maturity lags that of the liabilities. Liquidation values higher than Moody's expectations would have a positive impact on the notes' ratings. In addition to the quantitative factors that Moody's explicitly modelled, qualitative factors are part of the rating committee's considerations. These qualitative factors include the structural protections in the transaction, its recent performance given the market environment, the legal environment, specific documentation features, the collateral manager's track record and the potential for selection bias in the portfolio. All information available to rating committees, including macroeconomic forecasts, input from Moody's other analytical groups, market factors, and judgments regarding the nature and severity of credit stress on the transactions, can influence the final rating decision. =========== L A T V I A =========== AIR BALTIC: S&P Lowers Long-Term ICR to 'CCC+', Outlook Negative ---------------------------------------------------------------- S&P Global Ratings lowered its long-term issuer credit rating on Latvia-based air carrier Air Baltic Corp. AS to 'CCC+' from 'B-'. S&P also lowered the issue rating on Air Baltic's 2029 senior secured notes to 'CCC+' from 'B-'. The outlook is negative and reflects the risk of a further downgrade if the airline restructures its debt, which S&P could view as distressed, or if the likelihood of sufficient and timely government support appears less likely. Air Baltic Corp. AS' current liquidity position remains strained despite the recent short-term loan from the Latvian government and challenges its ability to meet its short-term financial obligations without securing additional funding from the Latvian state or external funding amid record high jet fuel prices. S&P believes that sufficient and timely support from the Latvian government to Air Baltic that would restore its financial flexibility and relieve liquidity pressure on a sustainable basis is less certain. S&P said, "The downgrade reflects our view that there is less certainty about the Latvian government's ability to provide sufficient extraordinary support to Air Baltic in a timely manner. We think that the airline plays an important role in Latvia's economic development and remains one of the country's important employers in the wider tourism industry. Air Baltic provides year-round air connectivity to and from the country, which would otherwise be less easily accessed by other modes of transport. It also serves as a feeder to two other government-owned assets--Riga Airport and Latvian Railways--and as a gateway to European destinations amid highly uncertain geopolitical developments and spillover risks from the Russia-Ukraine war. However, we believe that in light of Air Baltic's current large additional capital needs of minimum EUR120 million-EUR170 million it is not certain if and how quickly support can be extended. This also considers the stringent EU state aid rules and the presence of Deutsche Lufthansa AG in the shareholder structure. The government currently has a controlling stake of 88% in Air Baltic and has expressed its intention to retain a 25% plus one share controlling stake if there is an equity sale. "We acknowledge that Air Baltic has benefited from government support in recent years, such as EUR14 million in equity injections in 2025 and EUR45 million in 2022, and a EUR30 million short-term loan in 2026. However, we think the government's ability to implement sustainable corrective measures for the company is uncertain amid recent political disagreements, which could translate into uncertainty about the government's future policies considering the upcoming general election in October 2026. "We think that a gradual transition in the link between Air Baltic and the government could lead to a weakening of the likelihood of extraordinary government support over time. Therefore, we now add only one notch to Air Baltic's stand-alone credit profile (from two previously) to better reflect our holistic view of a weakening of the likelihood of extraordinary government support. "Air Baltic's stand-alone credit quality reflects a high risk of a debt restructuring, which we could view as distressed (absent significant and unanticipated favorable changes in Air Baltic's circumstances). We understand the company has appointed Seabury Securities LLC as its strategic and financial advisors to support the execution of its strategic priorities. While this process may take time, we expect that the initial focus will be on operational improvements and working on the long-term strategy rather than financial restructuring. However, the initiatives include the strengthening of the capital structure that may include a capital raise or a financial debt restructuring. There has recently been increased political pressure on the airline to present its development plan in the short term. "The airline's yearly minimum liquidity needs remain elevated, in our estimation. These include an annual coupon payment of EUR55 million on its outstanding senior secured bond (issued in 2024 and paid quarterly), an estimated annual lease amortization of about EUR140 million, and minimum annual net capital expenditure (capex) needs of about EUR40 million. In this context, Air Baltic has limited headroom for operational underperformance and relies on at least reaching our forecast EBITDA to meet its financial commitments. We understand it is operating in liquidity preservation mode, namely strict working capital and capex controls as well as short-term cash generating measures like it managed to achieve in 2025 (sale and lease back transactions, for example). We view the recent EUR30 million injection from the government in the form of a loan as positive, but view this as a short-term rather than a sustainable liquidity relief. "Our forecasts for 2026 point to a persistent cash flow deficit and unsustainably high debt leverage. We forecast Air Baltic's S&P Global Ratings-adjusted EBITDA for 2026 of about the EUR124 million level it achieved in 2025. This reflects, among other factors, higher capacity and yields and an uninterrupted contribution from the profitable wet leasing business." That said, risks are mounting. The airline is exposed to much higher fuel costs stemming from the war in the Middle East and its ability to pass these costs on quickly is limited because it hedges only a small portion of its fuel consumption (about 10%). The airline faced a material capital shortfall in 2025 but was able to reduce it by raising additional debt and equity of about EUR100 million. With about EUR1.3 billion in adjusted debt at the end of 2025 (65% being lease obligations), and the resulting leverage of more than 10.0x in 2025 and 2026, Air Baltic's debt burden remains unsustainably high. It has limited scope to reduce this burden without a major recapitalization such as an IPO or a sale to a strategic investor, which would help alleviate liquidity pressure and potentially allow the company to refinance its expensive 14.5% EUR380 million outstanding senior secured notes. This is appearing increasingly remote. S&P said, "The outlook is negative and reflects the risk of a further downgrade if the airline restructures its debt, which we could view as distressed, or if the likelihood of sufficient and timely government support appears less likely. "We could downgrade Air Baltic if we think a default, distressed exchange, or redemption appears inevitable within six months, absent unanticipated significantly favorable changes in the issuer's circumstances. "We could take a positive rating action if Air Baltic's EBITDA becomes stronger than expected and its free operating cash flow clearly improves, allowing for a larger liquidity cushion or if it were to receive an external capital injection that would sustainably improve its financial flexibility." ===================== N E T H E R L A N D S ===================== ABERTIS INFRAESTRUCTURAS: Fitch Rates Hyrbid Securities 'BB+(EXP)' ------------------------------------------------------------------ Fitch Ratings has assigned Abertis Infraestructuras Finance B.V.'s (Abertis Finance) proposed callable deeply subordinated capital securities an expected rating of 'BB+(EXP)'. The Outlook is Stable. The notes are deeply subordinated while coupon payments can be deferred at the option of the issuer. These features are reflected in the 'BB+(EXP)' rating, which is two notches lower than Abertis's senior unsecured rating. The proposed securities would qualify for a 50% equity credit, reflecting their cumulative interest coupon, a feature that is more debt-like in nature. The new notes will rank equally with Abertis's 'BB+' rated outstanding EUR2.0 billion hybrids. The final rating is contingent on the receipt of final documents conforming materially to the preliminary documentation reviewed. The new hybrid notes are guaranteed by Abertis Infraestructuras SA (Abertis) and their proceeds will be used for the repayment of its outstanding hybrid notes. KEY RATING DRIVERS Ratings Reflect Deep Subordination The proposed notes are rated two notches below Abertis's senior unsecured rating of 'BBB', given their deep subordination relative to senior obligations. The notes only rank senior to the claims of equity shareholders. Fitch believes Abertis intends to maintain a consistent amount of hybrids in the capital structure of EUR2 billion and therefore apply 50% equity credit to the full amount of hybrid securities. For further information on Abertis's rating, see 'Fitch Affirms Abertis IDR at 'BBB'; Stable Outlook', dated 29 September 2025. Equity Treatment The new securities will qualify for 50% equity credit as they are deeply subordinated, have a remaining effective maturity of at least five years, and full discretion to defer coupons for at least five years and limited events of default. These are key equity-like characteristics, affording Abertis greater financial flexibility. The interest coupon deferrals are cumulative, a more debt-like feature, resulting in 50% equity treatment and 50% debt treatment of the hybrid notes by Fitch. Fitch treats coupon payments as 100% interest, despite the 50% equity treatment. Mandatory Interest Payment Possible Abertis will be obliged to make a mandatory settlement of deferred interest payments under certain circumstances, including the declaration of a cash dividend. Under the existing shareholders' agreement, the dividend policy is flexible and may be adjusted to maintain an investment-grade rating threshold. However, perceived deterioration in the shareholders' agreement, leading to decreasing flexibility in the dividend policy, could negatively affect the equity credit of the hybrid note. Effective Maturity Date The proposed hybrid is perpetual, but Fitch considers its effective remaining maturity as the date from which the issuer will no longer be subject to replacement language (second step-up date), which discloses the company's intent to redeem the instrument at its reset date with the proceeds of a similar instrument or with equity. This is applicable even if the coupon step-up is within Fitch's aggregate threshold of 100bp. The equity credit of 50% would change to 0% five years before the effective maturity date. The issuer will have the option to redeem the notes in the three months immediately preceding and including the first reset date, which is at least 5.5 years from the expected issue date, and on any coupon payment date thereafter. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Fitch-adjusted leverage above 6.2x by 2025 under the Fitch rating case Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Positive rating action is unlikely in the medium term given the group's acquisitive strategy TRANSACTION SUMMARY Abertis is a large Spanish-based infrastructure group with network under management predominantly in Spain, France, Brazil, Chile, the US and Mexico. Date of Relevant Committee 26-Sep-2025 Climate Vulnerability Signals The results of its Climate.VS screener did not indicate an elevated risk for Abertis. ESG Considerations Fitch does not provide ESG relevance scores for Abertis Infraestructuras Finance B.V. 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. Entity/Debt Rating ----------- ------ Abertis Infraestructuras Finance B.V. Abertis Infraestructuras Finance B.V./Toll Revenues - Second Lien - Expected Ratings/2 LT EUR 500 mln hybrid capital instruments LT BB+(EXP) Expected Rating =========== N O R W A Y =========== VAR ENERGI: Moody's Rates New Hybrid Notes 'Ba2' ------------------------------------------------ Moody's Ratings has assigned a Ba2 instrument rating to Var's proposed Subordinated Fixed Rate Reset Securities (hybrid notes). The rest of Var's ratings, including the Baa3 long-term issuer rating (LTIR), Baa3 senior unsecured instrument rating, (P)Baa3 rating on the senior unsecured EMTN programme, Ba2 rating on the existing subordinated hybrid notes and stable outlook, are unchanged. Proceeds from Var's new hybrid notes issuance will be used to refinance a portion of the existing senior debt and for general corporate purposes. RATINGS RATIONALE The Ba2 rating assigned to Var's proposed notes is in line with the company's existing hybrid notes and two notches below its Baa3 issuer rating. This reflects the hybrid notes': (i) deeply subordinated status, ranking senior only to share capital; (ii) long-dated maturity; (iii) ability to defer coupon payments on a cumulative basis; and (iv) limited rights in the event of default. Accordingly, hybrid notes qualify for a 50% equity treatment in the calculation of Moody's metrics in accordance with Moody's Hybrid Equity Credit methodology. Var's Baa3 LTIR continues to reflect the company's established and diversified presence on the Norwegian Continental Shelf (NCS), its stable domestic operating environment and supportive tax regime, as well as improved visibility on production volumes following the completion of major development projects in 2025. The rating is further supported by the company's prudent financial policy, with a target net debt/EBITDAX of 1.3x. At the same time, Var's credit profile continues to be constrained by the company's small scale relative to its US peers, its relatively low degree of operatorship, a modest track record in timely (re)development of oilfields, substantial outflows related to growth investments, taxes and shareholder remuneration over the next 12-18 months, and a relatively short reserve life. RATING OUTLOOK The stable outlook reflects Moody's expectations that Var will deliver production in line with targets and generate solid post-tax operating cash flow at mid-cycle prices. The stable outlook also reflects Moody's assumptions that Var will continue to adhere to conservative financial policies, resulting in moderate leverage levels through the cycle. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING The rating could be upgraded to Baa2 if Var: -- pursues financial policies that ensure Moody's-adjusted retained cash flow (RCF)/total debt increases above 55% on a sustained basis; and -- sustains its average daily hydrocarbon production well above 350 thousand barrels of oil equivalent per day (kboepd) while maintaining a reserve replacement rate of no less than 100%. A rating upgrade would also require the company to maintain a strong liquidity profile and to establish a longer track record as an independent company with a conservative financial policy. Conversely, the rating could be downgraded to Ba1 if: -- average daily production falls below 200 kboepd on a sustained basis or reserve replacement falls considerably below 100%; or -- Moody's adjusted RCF/total debt falls below 35% for an extended period; or -- Moody's-adjusted leverage increases above $18,000 per produced boe on a sustained basis. The rating could also be downgraded if the company's liquidity profile significantly weakens. PRINCIPAL METHODOLOGY The principal methodology used in this rating was Independent Exploration and Production published in February 2026. COMPANY PROFILE Var is an independent oil and gas exploration and production (E&P) company with all of its producing assets located on the Norwegian Continental Shelf (NCS). The company is majority owned by the Italian oil major Eni S.p.A. (A3 stable), which holds approximately 63%, with the remaining shares publicly traded on the Oslo Stock Exchange. In the fourth quarter of 2025, Var reported average daily production of 397 kboepd, of which around 65% was oil. =========== T U R K E Y =========== DFS FUNDING: Fitch Alters Outlook on 'BB+' Ratings to Stable ------------------------------------------------------------ Fitch Ratings has revised the Outlooks on the notes issued by seven Turkish diversified payment rights (DPR) programmes to Stable from Positive and affirmed the ratings. These rating actions follow Fitch's recent Outlook revisions on the originating banks' ratings and on Turkiye's sovereign rating. Entity/Debt Rating Prior ----------- ------ ----- Yapi Kredi Diversified Payment Rights Finance Company Ltd 2013-D XS0950411834 LT BBB- Affirmed BBB- 2014-A XS1118209375 LT BBB- Affirmed BBB- 2015-F XS1261205915 LT BBB- Affirmed BBB- 2018-A XS1760837275 LT BBB- Affirmed BBB- 2019-B XS1957348441 LT BBB- Affirmed BBB- 2021-E TR009A70V4W4 LT BBB- Affirmed BBB- 2021-G TR009A70V4Y0 LT BBB- Affirmed BBB- 2021-H TR009A70V6A5 LT BBB- Affirmed BBB- 2021-I TR009A70V6J6 LT BBB- Affirmed BBB- 2023-A KYMM004U64H3 LT BBB- Affirmed BBB- 2023-B KY009A8LE1M9 LT BBB- Affirmed BBB- 2023-C KYMM004U64J9 LT BBB- Affirmed BBB- 2023-D KY009A8MXNP3 LT BBB- Affirmed BBB- 2023-E KYMM004U64P6 LT BBB- Affirmed BBB- 2023-F KYMM004U64Y8 LT BBB- Affirmed BBB- 2023-G KY009A8LDVF1 LT BBB- Affirmed BBB- 2023-H KYMM004V5UV5 LT BBB- Affirmed BBB- 2025-A US009AADCAP5 LT BBB- Affirmed BBB- 2025-B US009AADCAV3 LT BBB- Affirmed BBB- 2025-C XS3105004611 LT BBB- Affirmed BBB- 2025-D US009AADCBC1 LT BBB- Affirmed BBB- 2025-E US009AADCGM9 LT BBB- Affirmed BBB- Garanti Diversified Payment Rights Finance Company Series 2012-A LT BBB- Affirmed BBB- Series 2013-E XS0997596746 LT BBB- Affirmed BBB- Series 2014-A XS1051841234 LT BBB- Affirmed BBB- Series 2015-B XS1255923689 LT BBB- Affirmed BBB- TIB Diversified Payment Rights Finance Company Series 2014-B LT BBB- Affirmed BBB- Series 2015-B XS1210043136 LT BBB- Affirmed BBB- Series 2016-B XS1508150452 LT BBB- Affirmed BBB- Series 2016-E XS1529855253 LT BBB- Affirmed BBB- Series 2016-F XS1508150023 LT BBB- Affirmed BBB- Series 2017-H XS1739379623 LT BBB- Affirmed BBB- Series 2017-I XS1739379979 LT BBB- Affirmed BBB- Series 2022-A USMM0044CVQ9 LT BBB- Affirmed BBB- Series 2022-B USMM0044CW06 LT BBB- Affirmed BBB- Series 2023-A KYMM004WWV65 LT BBB- Affirmed BBB- Series 2023-B KYMM004WWV40 LT BBB- Affirmed BBB- Series 2023-C KYMM004WWV81 LT BBB- Affirmed BBB- Series 2023-D LT BBB- Affirmed BBB- Series 2024-B KYMM004Z5WJ2 LT BBB- Affirmed BBB- Series 2024-C KYMM004Z5VU1 LT BBB- Affirmed BBB- Series 2024-D KY009A977U41 LT BBB- Affirmed BBB- Series 2024-E LT BBB- Affirmed BBB- Series 2024-F LT BBB- Affirmed BBB- Series 2024-G KYMM005KF8U9 LT BBB- Affirmed BBB- Series 2024-H KY009A9JC5A0 LT BBB- Affirmed BBB- Series 2024-I XS2906244442 LT BBB- Affirmed BBB- Series 2024-J KY009A9JC523 LT BBB- Affirmed BBB- Series 2024-K XS2906245092 LT BBB- Affirmed BBB- Series 2024-L LT BBB- Affirmed BBB- Ziraat DPR Finance Company Series 2023-A LT BBB- Affirmed BBB- Series 2023-B LT BBB- Affirmed BBB- Series 2024-A G9890#AA1 LT BBB- Affirmed BBB- Series 2024-B LT BBB- Affirmed BBB- Series 2025-A US009AA3UOZ2 LT BBB- Affirmed BBB- Series 2025-B LT BBB- Affirmed BBB- Series 2025-C LT BBB- Affirmed BBB- Series 2025-D LT BBB- Affirmed BBB- Series 2025-E LT BBB- Affirmed BBB- Series 2025-F LT BBB- Affirmed BBB- Series 2025-G LT BBB- Affirmed BBB- Series 2025-H LT BBB- Affirmed BBB- Series 2026-A LT BBB- Affirmed BBB- VB DPR Finance Company Tranche 2018-G XS1888267173 LT BBB- Affirmed BBB- Tranche 2019-A LT BBB- Affirmed BBB- Tranche 2021-A LT BBB- Affirmed BBB- Tranche 2021-B LT BBB- Affirmed BBB- Tranche 2021-F LT BBB- Affirmed BBB- Tranche 2023-A LT BBB- Affirmed BBB- Tranche 2023-B LT BBB- Affirmed BBB- Tranche 2023-C LT BBB- Affirmed BBB- Tranche 2023-D LT BBB- Affirmed BBB- Tranche 2023-E LT BBB- Affirmed BBB- Tranche 2023-F LT BBB- Affirmed BBB- Tranche 2023-G LT BBB- Affirmed BBB- Tranche 2023-H LT BBB- Affirmed BBB- Tranche 2023-I LT BBB- Affirmed BBB- Tranche 2024-A LT BBB- Affirmed BBB- Tranche 2024-B LT BBB- Affirmed BBB- Tranche 2024-C LT BBB- Affirmed BBB- Tranche 2024-D LT BBB- Affirmed BBB- Tranche 2024-E LT BBB- Affirmed BBB- Tranche 2024-F LT BBB- Affirmed BBB- Tranche 2025-A US009A9XTED2 LT BBB- Affirmed BBB- Tranche 2025-B LT BBB- Affirmed BBB- Tranche 2025-C LT BBB- Affirmed BBB- Tranche 2025-D LT BBB- Affirmed BBB- Tranche 2025-E LT BBB- Affirmed BBB- Tranche 2025-F LT BBB- Affirmed BBB- Tranche 2025-G LT BBB- Affirmed BBB- Tranche 2025-H LT BBB- Affirmed BBB- Tranche 2025-I LT BBB- Affirmed BBB- Tranche 2025-J LT BBB- Affirmed BBB- Tranche 2025-K LT BBB- Affirmed BBB- Tranche 2025-L LT BBB- Affirmed BBB- Tranche 2025-M LT BBB- Affirmed BBB- Tranche 2025-N LT BBB- Affirmed BBB- Tranche 2025-O LT BBB- Affirmed BBB- DFS Funding Corp. Series 2021-F KYMM0035HV80 LT BB+ Affirmed BB+ Series 2023-A LT BB+ Affirmed BB+ Series 2023-B LT BB+ Affirmed BB+ Series 2023-C LT BB+ Affirmed BB+ Series 2023-D LT BB+ Affirmed BB+ Series 2023-E LT BB+ Affirmed BB+ Series 2023-F LT BB+ Affirmed BB+ Series 2023-G LT BB+ Affirmed BB+ Series 2023-H LT BB+ Affirmed BB+ Series 2025-A LT BB+ Affirmed BB+ Series 2025-B LT BB+ Affirmed BB+ Series 2025-C LT BB+ Affirmed BB+ Series 2025-D LT BB+ Affirmed BB+ Series 2025-F LT BB+ Affirmed BB+ Series 2025-I LT BB+ Affirmed BB+ Series 2025-J LT BB+ Affirmed BB+ Series 2025-K LT BB+ Affirmed BB+ Bosphorus Financial Services Limited Series 2017-B XS1735543628 LT BBB- Affirmed BBB- Series 2026-A USMM006RVYW7 LT BBB- Affirmed BBB- Series 2026-B USMM006RVYX5 LT BBB- Affirmed BBB- Series 2026-C US009AB47W84 LT BBB- Affirmed BBB- Series 2026-D XS3289169081 LT BBB- Affirmed BBB- Series 2026-E LT BBB- Affirmed BBB- Transaction Summary The DPR programmes are financial future flow programmes backed by the originating banks' generation of foreign-currency flows (typically denominated in US dollars, euros or Pound sterling). Collateral consists of the banks' existing and future rights to receive foreign-currency payments into their accounts with correspondent banks abroad. DPRs can arise for a variety of reasons, including payments due on the export of goods and services, capital flows, tourism and personal remittances. KEY RATING DRIVERS The Stable Outlooks on DPR ratings reflect the Stable Outlooks on the originators' Long-Term Local-Currency (LTLC) IDRs as well as on Turkiye's LTLC IDR. Previous positive macroeconomic momentum has moderated due to the impact of the Iran war, and a protracted conflict would further pressure Turkiye's operating environment, which could affect DPR flows and programme performance. The rating actions are driven by the originators' LTLC IDRs and the uplift from these ratings, given that there is no change in Fitch's view of the other two relevant key rating drivers from the sector criteria: the originators' going-concern assessments (GCA) and diversion risk. In particular, the notching is driven by the composition of the future flows generated by the banks, in terms of volatility and concentration alongside several metrics, debt service coverage ratio (DSCR) and the size of the DPR programme relative to the originator's other wholesale funding. Five programmes are sponsored by banks with a GCA of 'GC1' (TIB DPR, Yapi Kredi DPR, VB DPR, Ziraat DPR and Garanti DPR) allowing a maximum uplift of six notches, and two programmes by 'GC2' banks (QNB Bank and Denizbank) allowing a maximum uplift of four notches. Given the current levels of the DPR ratings, no programme currently benefits from the maximum uplift permitted by the sector criteria. The DSCR and DPR debt shares below are based on the DPR programme sizes as of end-March 2026. Financials are as of end-December 2025. The DSCR figures are based on offshore flows processed through designated depositary banks with data updated till end-March 2026 and incorporate Fitch's interest-rate stresses from the criteria. Fitch also tested DPR flows' sufficiency and sustainability, including FX stresses, a reduction in payment orders based on the top 20 beneficiaries concentration, a fall in remittances based on the steepest quarterly decline in the last five years and the exclusion of large single flows exceeding USD35 million. Ziraat DPR Fitch has affirmed Ziraat DPR's notes at 'BBB-' and revised the Outlook to Stable from Positive, reflecting an unchanged three-notch uplift from Turkiye Cumhuriyeti Ziraat Bankasi A.S.'s LTLC IDR of 'BB-'. Fitch calculates the programme's monthly DSCR at 54x based on average monthly flows over the past 12 months, and at 24x based on the lowest monthly flows over the past five years, which is in the median-to-lower-end range compared with peers. In recent years, Ziraat has grown its balance sheet and increased its market share across various sectors, contributing to higher current flows. Fitch analyses the programme on a forward-looking basis and places more weight on recent flow levels. The outstanding DPR debt is about 6.3% of the bank's non-deposit funding and 11.7% of its LT funding, which is at the median level relative to other programmes. Compared with its peers, Ziraat DPR's 20 beneficiary concentration and large flows exposure are both in the median-to-high range. VB DPR Fitch has affirmed VB DPR's notes at 'BBB-' and revised the Outlook to Stable from Positive, reflecting an unchanged three-notch uplift from Turkiye Vakiflar Bankasi T.A.O.'s LTLC IDR of 'BB-'. Fitch calculates the programme's monthly DSCR at 72x, based on average monthly flows over the past 12 months, and at 26x, based on the lowest monthly flows over the past five years, which is at the median level compared with peers. In recent years, Vakif has grown its balance sheet and increased its market share in various sectors, which has contributed to its higher current flows. Fitch analyses the programme on a forward-looking basis and places more weight on its recent flow levels. The outstanding DPR debt is about 13.0% of the bank's non-deposit funding and 22.4% of the bank's LT funding, which is at the highest level compared with other programmes. VB DPR has a high top 20 beneficiaries concentration but a median level of large flows exposure compared with peers. Garanti DPR Fitch has affirmed Garanti DPR's notes at 'BBB-' and revised the Outlook to Stable from Positive, reflecting an unchanged three-notch uplift from Turkiye Garanti Bankasi A.S.'s LTLC IDR of 'BB-'. Fitch calculates the programme's monthly DSCR at 80x, based on average monthly flows over the past 12 months, and at 54x, based on the lowest monthly flows over the past five years, which is at the median-to-higher end compared with peers. The outstanding DPR debt is about 12.0% of the bank's non-deposit funding and 15.6% of the bank's LT funding, which is at the higher end compared with other programmes. Garanti DPR has a low top 20 beneficiaries concentration and large flows exposure compared with peers. TIB DPR Fitch has affirmed TIB DPR's notes at 'BBB-' and revised the Outlook to Stable from Positive, reflecting an unchanged three-notch uplift from Turkiye Is Bankasi A.S.'s LTLC IDR of 'BB-'. Fitch calculates the programme's monthly DSCR at 92x, based on average monthly flows over the past 12 months, and at 48x, based on the lowest monthly flows over the past five years, which is at the higher end compared with peers. The outstanding DPR debt is about 5.0% of the bank's non-deposit funding and 9.5% of the bank's LT funding, which is at the median-to-lower end compared with other programmes. TIB DPR has a median top 20 beneficiaries concentration and a low level of large flows exposure compared with peers. Yapi Kredi DPR Fitch has affirmed Yapi Kredi DPR's notes at 'BBB-' and revised the Outlook to Stable from Positive, reflecting an unchanged three-notch uplift from Yapi ve Kredi Bankasi A.S.'s LTLC IDR of 'BB-'. Fitch calculates the programme's monthly DSCR at 48x, based on average monthly flows over the past 12 months, and at 28x, based on the lowest monthly flows over the past five years, which is at the lower end compared with peers. The outstanding DPR debt is about 11.1% of the bank's non-deposit funding and 14.6% of the bank's LT funding, which is at the higher end compared with other programmes. Yapi Kredi DPR has a high top 20 beneficiaries concentration and exposure of large flows compared with peers. Bosphorus Fitch has affirmed Bosphorus's notes at 'BBB-' and revised the Outlook to Stable from Positive, reflecting an unchanged three-notch uplift from QNB Bank A.S.'s LTLC IDR of 'BB-'. Fitch calculates the programme's monthly DSCR at 151x, based on average monthly flows over the past 12 months, and at 104x, based on the lowest monthly flows over the past five years, which is the highest among peers. The outstanding DPR debt is about 3.5% of the bank's non-deposit funding and 6.0% of the bank's LT funding, which is the lowest among peers. Bosphorus has a median to high top 20 beneficiaries concentration and a median level of large flows exposure compared with peers. Given the GC2 score, the three-notch uplift assigned to Bosphorus is high and is subject to the robustness of the DPR flows, exceptionally strong DSCRs and an appropriate level of DPR debt as a percentage of the originator's funding profile. Fitch's Future Flow Securitisation Rating Criteria envisage a further tempering of the notching uplift when the originator's rating moves higher on the rating scale, as the potential for bankruptcy becomes more remote and the predictability of the outcome becomes more uncertain. DFS Fitch has affirmed DFS's notes at 'BB+' and revised the Outlook to Stable from Positive, reflecting an unchanged two-notch uplift from Denizbank A.S.'s LTLC IDR of 'BB-'. Fitch calculates the programme's monthly DSCR at 37x, based on average monthly flows over the past 12 months, and at 27x, based on the lowest monthly flows over the past five years, which is the lowest among peers. The outstanding DPR debt is about 9.7% of the bank's non-deposit funding and 11.1% of the bank's LT funding, which is at the median-to-higher end compared with other programmes. DFS has a median to high top 20 beneficiaries concentration and a median level of large flows exposure compared with peers. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade The most significant variables affecting the programme's ratings are the originator's credit quality, the GCA score, DPR flows, DSCRs and the relative programme size. Fitch would analyse a change in any of these variables for their potential impact on the ratings. The last variable is measured by future flow debt as a percentage of the bank's overall liability profile, its non-deposit funding and long-term funding. This is factored into Fitch's analysis to determine the notching differential, given the GCA score. Among peers, VB DPR has the highest DPR debt as a percentage of the originator's non-deposit funding and as a percentage of its long-term funding. A material increase in programme size could constrain the notching differential. DFS's current DSCR level is the weakest among peers. Any material decline in flows could pressure DSCR levels. For other programmes that currently have median-to-high DSCRs (based on the average monthly collections over the past 12 months), Fitch expects them to be able to withstand a moderate decline in DPR flows. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade Fitch does not currently anticipate developments that are highly likely to lead to an upgrade. The main constraint on the DPR notes' ratings is the originators' credit quality and their operating environment in Turkiye, which are relevant to DPR flow performance. An improvement in macroeconomic conditions could positively affect DPR flow performance and, consequently, to the ratings. Fitch will review the DPR notes' ratings if any of these variables changes. 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 not conducted any checks on the consistency and plausibility of the information it has received about the performance of the asset pools and the transactions. 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. 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. ICA ICTAS: Fitch Affirms 'BB-' Bond Rating, Outlook Now Stable -------------------------------------------------------------- Fitch Ratings has revised the Outlook on ICA Ictas Altyapi Yavuz Sultan Selim Koprusu ve Kuzey Cevre Otoyolu Yatirim ve Isletme A.S.'s USD 405 million secured amortising bonds to Stable from Positive and affirmed the rating at 'BB-'. The rating actions follow the revision of the Outlook on Turkiye's sovereign rating (see 'Fitch Revises Turkiye's Outlook to Stable; Affirms at 'BB-'' dated 10 April 2026).The project's rating is constrained by the rating of the Turkish sovereign (BB-/Stable), as the Turkish General Directorate of Highways (KGM), essentially the Turkish government, is responsible for the guaranteed payments. The project's rating benefits from what is effectively availability-based revenue, with volume risk assumed by the concession-granting authority through a minimum traffic guarantee. The tariffs are US dollar-denominated and inflation-linked, with FX risk largely covered by periodic tariff resets. The rated bonds are subordinated to senior facilities but are fully amortising, with typical covenants and reserves. Under the Fitch Rating Case (FRC), the project achieves a robust average annual consolidated debt service coverage ratio (DSCR) of 2.08x. KEY RATING DRIVERS Revenue Risk - Volume - Stronger Minimum Guaranteed Traffic: The project generates revenue through tolls on the Northern Marmara Motorway and the Third Bosphorus Bridge. The tunnel being constructed will be toll free. The project benefits from a minimum traffic guarantee for the bridge and motorway, with compensation from KGM if toll revenue falls below guaranteed levels. Located in Istanbul, Turkiye's business hub, the ring road and tunnel serve the northern corridor as a congestion reliever and are crucial for heavy goods vehicles between Europe and Asia. Revenue Risk - Price - Stronger Inflation-Linked Tariffs: The US dollar-denominated tariffs are set in the concession agreement and linked to inflation. Tariffs are converted into local currency at the beginning of each period. Toll rates are collected in local currency, but long-term FX risk is eliminated by periodic tariff resets. The history of tariff interventions in Turkiye is not a risk as long-term traffic revenue is below the annual revenue guaranteed amount. Infrastructure Dev. & Renewal - Midrange New Asset, Reasonable Condition: The motorway and bridge have the capacity to accommodate forecast traffic with detailed maintenance planning. The motorway and bridge are in reasonable condition, with scheduled works on the bridge bearings, for which costs are covered by an operation and maintenance (O&M) contractor. Major and routine maintenance of the existing motorway and bridge are funded through internal cash flow. Despite additional construction delays, the technical advisor believes that the tunnel construction will be completed within budget and in line with the revised schedule, with completion anticipated by the long stop date. The expansion of the project limits its assessment of infrastructure and renewal to 'Midrange'. Debt Structure - Midrange Solid Debt Structure; Subordinated Bonds: The fixed-rate, US dollar-denominated secured bonds rank junior to the project company's senior facilities. They are fully amortising but have a back-ended profile with 45% and 40% of the debt due in April and October 2027, respectively. The secured covenanted debt structure offers adequate protection to debt holders against adverse developments. Liquidity reserves include a six-month debt service reserve account covering interest and principal, which may be covered by a guarantee letter in place of cash funding the debt service reserve account. FX hedging transactions cover 100% of the debt service requirement for each half year. The bondholders benefit from a security package, including a debt assumption agreement with the Turkish Treasury. This is not reflected in its probability of default-based rating, but bondholders benefit from favourable compensation provisions backed by Turkiye's Ministry of Treasury and Finance. Upon certain events, including the project's default, the Treasury will assume the debt under the bonds or repay the outstanding. A sovereign bond default would trigger a default of the bond. Peer Analysis Kilyos's closest peers are Societa di Progetto Brebemi S.p.A. (BBM, BBB-/Negative) and Salerno Pompei Napoli S.p.A (SPN, BBB/Negative). Kilyos and BBM are strategic connecting roads in economically strong areas, while SPN is in an economically weaker region. BBM and SPN are exposed to volume risk and benefit from price-cap mechanism, while Kilyos benefits from a minimum traffic guarantee. Of the three projects, Kilyos is the only one exposed to expansion works. All three issuers have fully amortising debt with project finance-debt features, but Kilyos's bonds are subordinated. Kilyos's rating is also constrained by the Turkish sovereign rating through a revenue guarantee provided by KGM. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Negative action on Turkiye's sovereign rating - Significant weakening of the project's credit profile due to a substantial increase in costs - A significant delay beyond the FRC assumptions in the tunnel construction works Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Positive action on Turkiye's sovereign rating Financial Profile The FRC assumes that traffic will remain materially below the guaranteed threshold until the end of the concession. Fitch adds a 10% stress to the project's unspent construction, lifecycle, O&M and special-purpose vehicle costs. The relevant credit metrics remain robust. The average projected DSCR over the remaining life of the debt is 2.08x with a minimum DSCR of 1.84x in 2027. SECURITY The bonds are secured by: - Equity compensation receivables and related rights of the shareholder and the issuer - Shareholder loan receivables in respect of equity funding for the project - English law charges over the debt service reserve account and the disbursement account - Extraordinary compensation receivables and related rights of the EPC contractor and the O&M contractor in respect of the project - Insurances and reinsurances in respect of the project The bonds and the senior facility do not have any common security. Climate Vulnerability Signals The results of its Climate.VS screener did not indicate an elevated risk for ICA Ictas Altyapi Yavuz Sultan Selim Koprusu ve Kuzey Cevre Otoyolu Yatirim ve Isletme A.S.. 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 ----------- ------ ----- ICA Ictas Altyapi Yavuz Sultan Selim Koprusu ve Kuzey Cevre Otoyolu Yatirim ve Isletme A.S. ICA Ictas Altyapi Yavuz Sultan Selim Koprusu ve Kuzey Cevre Otoyolu Yatirim ve Isletme A.S./Toll Revenues - Senior Secured Debt/1 LT LT USD 405 mln 7.536% bond/note 31-Oct-2027 XS2924873719 LT BB- Affirmed BB- MERSIN ULUSLARARASI: Fitch Affirms 'BB-' Rating, Outlook Now Stable ------------------------------------------------------------------- Fitch Ratings has revised Mersin Uluslararasi Liman Isletmeciligi A.S.'s USD600 million senior unsecured notes' Outlook to Stable from Positive and affirmed the rating at 'BB-'. The rating actions follow the revision of the Outlook on Turkiye's sovereign ratings (see 'Fitch Revises Turkiye's Outlook to Stable; Affirms at 'BB-'' dated 10 April 2026 at www.fitchratings.com). Mersin's rating remains constrained by Turkiye's 'BB-' Country Ceiling and aligned with the sovereign ratings due to the port's linkages to the country's economic and regulatory environment. KEY RATING DRIVERS Revenue Risk - Volume - Midrange Industrial Hinterland, Macroeconomic Volatility: Mersin is Turkiye's largest export-import port and its largest container port. The volume mix is diversified and balanced between imports and exports, but volatile. The port benefits from an industrial hinterland and has annual container and conventional cargo capacity of 2.6 million 20-foot equivalent unit (TEUs) and 10 million tons, respectively. Mersin has lost some of its market share since 2015 to its main competitor, Limak Iskenderun Uluslararasi Liman Isletmeciligi A.S., due to the latter's competitive rates. Mersin had a market share of just over 70% in FY25. Revenue Risk - Price - Midrange Unregulated US Dollar Tariffs: Mersin's concession allows for considerable pricing flexibility, subject to restrictions on excessive or discriminatory pricing. These restrictions have not been enforced, but there may now be increased government oversight or constraints on tariff increases, although Mersin has historically been able to adjust tariffs. The typical contract length with Mersin's customers is, on average, short at one-to-two years, and includes volume-related incentives. Mersin's fees are paid in US dollars. The remaining local-currency payments are settled weekly in dollars, so depreciation of the Turkish lira does not have a direct impact on Mersin's tariffs. Most operational expenses are lira-denominated, and Mersin has successfully passed on increased costs of operations in inflationary periods to customers through tariff adjustments. However, the operating margin continued to decline in 2024 due to inflationary pressures. Fitch considered these factors in the rating case. Infrastructure Development & Renewal - Midrange Extensive Investment Plan: Mersin's current container handling capacity is 2.6 million TEUs. Following completion of its EMH Phase I in 2016, it began constructing EMH II, which is scheduled to be completed in 2026. EMH II will further enhance the company's competitiveness in the region and increase container handling capacity to 3.6 million TEUs. Management expects additional capacity from this expansion to reach 100% in 2026. Debt Structure - Weaker Refinancing Risk, Unsecured Debt: Mersin issued a five-year 8.5% yield (coupon 8.25%) USD600 million US dollar-denominated bullet bond in 2023 to refinance its existing USD600 million outstanding debt. No material covenants protect debt holders, apart from a 3.0x net debt/EBITDA incurrence-based covenant. The senior debt does not benefit from a security package. Peer Analysis Mersin's main peer is Limak Iskenderun Uluslararasi Liman Isletmeciligi A.S. (B-/Negative), which also operates in the eastern Mediterranean. Limak is an export-import-oriented port with lower tariffs than Mersin due to its need to compete on price versus bigger ports in the region, including Mersin. Limak's debt structure is fully amortising compared with Mersin's bullet debt structure, so it is not exposed to refinancing risk. Limak's operations were temporarily halted after the earthquake hit Turkiye in February 2023, before partially resuming in April of the same year. At present, Limak is operating at 80% of its total port capacity. Limak's lower rating and Negative Outlook reflect the continued reliance of debt sustainability on sustained, material volume growth, particularly given ongoing uncertainty arising from Red Sea disruptions. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Negative action on Turkiye's sovereign ratings and Country Ceiling Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Positive action on Turkiye's sovereign ratings and Country Ceiling Financial Profile Under Fitch's rating case, projected net debt/EBITDA will average about 2.0x between 2025 and 2029. Leverage is low, but Mersin's rating is constrained by Turkiye's Country Ceiling and aligned with the sovereign ratings. Climate Vulnerability Signals The results of its Climate.VS screener did not indicate an elevated risk for Mersin Uluslararasi Liman Isletmeciligi A.S. 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 ----------- ------ ----- Mersin Uluslararasi Liman Isletmeciligi A.S. Mersin Uluslararasi Liman Isletmeciligi A.S./Project Revenues - Senior Secured Debt/1 LT LT USD 600 mln 8.25% bond/note 15-Nov-2028 590454AC8 LT BB- Affirmed BB- ============= U K R A I N E ============= CITY OF KYIV: S&P Affirms 'CCC+' Long-Term ICRs, Outlook Stable --------------------------------------------------------------- On April 24, 2026, S&P Global Ratings affirmed its 'CCC+' long-term foreign and local currency issuer credit ratings on Ukraine's capital city of Kyiv. The outlook is stable. Outlook The stable outlook reflects Kyiv's declining cash reserves and significant uncertainty stemming from the ongoing war between Russia and Ukraine. It also reflects low debt service obligations over the next 12 months. Downside scenario S&P said, "We could lower the rating if Kyiv lost access to external or domestic funding sources, or if we see indications that the city might prioritize other spending over debt servicing. This could be against the backdrop of a heightened impact of the war on Kyiv's infrastructure. We could also lower the rating if we revised down our T&C assessment on Ukraine." Upside scenario S&P said, "We could consider raising the rating on Kyiv if we revised our T&C assessment on Ukraine upward, all other factors remaining unchanged. A stronger T&C assessment would reflect our view of a lower likelihood of the sovereign restricting nonsovereign entities' access to foreign currency to satisfy their foreign currency debt-service obligations." Rationale The 'CCC+' rating on Kyiv reflects S&P Global Ratings' T&C assessment on Ukraine. The T&C assessment directly constrains the foreign currency rating on nonsovereign entities. S&P said, "We think there could be a spillover of T&C restrictions on local currency debt instruments as well. We assess Kyiv's stand-alone credit profile (SACP) at 'b-', one notch higher than our issuer credit rating on the city." S&P said, "We project Kyiv will continue to post budget deficits over the coming years, given growing spending pressures and investment needs. That said, Ukraine's institutional setting and Kyiv's capital expenditure trajectory remain particularly unpredictable during wartime. In 2025, for example, Kyiv's tax revenue growth slowed significantly, following the redirection of a part of Kyiv's share in CIT to Ukraine's state budget. "In our view, Kyiv will continue to be committed to and be able to meet its upcoming debt-service payments, given low debt levels and flexibility to postpone other spending if necessary. Pressures could arise from heightened war-related expenditure needs, greater difficulty in collecting revenue, or national redistribution of revenue." The Russia-Ukraine war brings significant uncertainties to Kyiv's economy and financial position S&P said, "We note a high degree of uncertainty about the evolution of the Russia-Ukraine war. As strikes on critical infrastructure continue into 2026, we expect growth this year will remain suppressed, at around 1.6%. Our growth forecast for 2026 is underpinned by our assumption that fiscal policy will remain loose; and Ukrainian businesses and households will continue to show a remarkable degree of adaptability to shortfalls in critical infrastructure. At the same time, we expect military production, now representing about one-third of GDP, will also expand this year. Kyiv has a modest GDP per capita relative to local and regional governments (LRGs) in other countries, but benefits from its status as Ukraine's financial and political capital, with a concentration of corporate headquarters and financial institutions. As such, we estimate that its local GDP per capita will remain substantially above the national one. "We regard financial management as very weak. Our view is based on still nascent long-term planning, large deviations from the budget in the past, and what we perceive as loose control over city-owned enterprises. However, we expect the city to stay committed to honoring its debt obligations over the coming years. In 2022, the city redeemed its Eurobonds, despite the Ukrainian sovereign's restructuring of foreign-currency obligations in the same year. We understand that the city has also serviced all domestic obligations since the outbreak of the Russia-Ukraine War, both local-currency bonds and loans." Ukraine's institutional setting is very unpredictable and centralized for LRGs. In 2025, the central government's decision to re-direct part of the CIT revenue generated in Kyiv to the state budget significantly reduced the city's overall revenue from corporate taxpayers. The exclusion of military personal income tax from local government budgets effective October 2023 is another example of increased centralization of revenue since the start of the Russia-Ukraine War. The city's administration remains fully operational despite the security challenges, but spending pressures have increased significantly Kyiv's balance after capital accounts deteriorated significantly in 2025, to negative 10.5% of total revenue. This compares with a surplus of 5.4% recorded in 2024, when increases in the CIT rate for financial institutions boosted Kyiv's budgetary performance. In 2025, the central government subsequently redirected a share of Kyiv's CIT revenue to the state budget, leading to a 30% fall in overall CIT income. At the same time, the ongoing conflict with Russia put further pressure on Kyiv's finances, with operating expenditure growing by 30% in 2025 and thereby outpacing inflation. S&P said, "We project that the city will post a deficit after capital accounts of 6.2% of total revenue in 2026, based on war-induced operating spending pressures and investment needs related to the destruction of local infrastructure. That said, the level of capital expenditure will depend on funding availability from domestic and external sources, as well as the extent of central government support. Under our base case assumptions, we expect direct debt to continue increasing but to remain low by international standards as Kyiv finances its deficit with new debt, both domestically and externally." As of Dec. 31, 2025, the city's direct debt consisted of UAH400 million in local currency bonds, a UAH257 million loan from Oschadbank, and a EUR50 million loan from the European Bank for Reconstruction and Development, signed at the end of 2024. In addition to direct debt, our measure of the city's total debt burden (tax-supported debt) includes liabilities of municipal government-related entities (GREs) that require assistance from the city's budget or have strong links with the city. S&P said, "We include all debt of GREs (Kyivpastrans, Kyivmetro, GVP Energy Saving Co., and Kyivteploenergo) explicitly guaranteed by Kyiv, as well as the commercial debt of the water utility, Kyivvodokanal. In 2021 Kyiv provided a EUR140 million guarantee to its heating company, which remains untapped, and, in 2024, another guarantee on a EUR50 million loan, which the company drew in 2025. While on an upward trend, we consider that Kyiv's contingent liabilities remain low and include mostly accumulated payables at the utility and transportation companies. Notably, we understand that Kyivteploenergo has at least UAH20.7 billion in accumulated liabilities to Ukraine's state-owned oil and gas company Naftogaz, the resolution of which remains unclear." Given sizable investment needs, Kyiv's liquidity position remains volatile. Cash levels deteriorated significantly over the course of 2025, dropping to around UAH3.7 billion at year-end 2025, down from over UAH15 billion at the beginning of the year. This is because the city chose not to cover its rising deficit with additional borrowing, but rather through drawing on its liquidity. That said, we understand that cash holdings have increased again during the first quarter of 2026, during which the city has recorded an overall surplus of UAH12 billion, and authorities also retain some flexibility to postpone other spending if necessary. Furthermore, scheduled debt service in 2026 will be low at UAH657 million, consisting of the redemption of the final outstanding local currency bond (UAH400 million), which matures in August 2026, as well as the repayment of the outstanding loan balance with Oschadbank, which amounted to around UAH257 million at year-end 2025. S&P understands that authorities have already repaid UAH170 million at the beginning of the year. In accordance with S&P's relevant policies and procedures, the Rating Committee was composed of analysts that are qualified to vote in the committee, with sufficient experience to convey the appropriate level of knowledge and understanding of the methodology applicable. At the onset of the committee, the chair confirmed that the information provided to the Rating Committee by the primary analyst had been distributed in a timely manner and was sufficient for Committee members to make an informed decision. After the primary analyst gave opening remarks and explained the recommendation, the Committee discussed key rating factors and critical issues in accordance with the relevant criteria. Qualitative and quantitative risk factors were considered and discussed, looking at track-record and forecasts. The committee's assessment of the key rating factors is reflected in the Rating Component Scores above. The chair ensured every voting member was given the opportunity to articulate his/her opinion. The chair or designee reviewed the draft report to ensure consistency with the Committee decision. The views and the decision of the rating committee are summarized in the above rationale and outlook. The weighting of all rating factors is described in the methodology used in this rating action. Ratings List Ratings Affirmed Kyiv (City of) Issuer Credit Rating CCC+/Stable/-- =========================== U N I T E D K I N G D O M =========================== ABBOTS TERRACE: BTG Begbies, FRP Advisory Appointed as Liquidators ------------------------------------------------------------------ Abbots Terrace Property Limited was placed into liquidation in the High Court of Justice Business and Property Courts of England and Wales Insolvency and Companies List (ChD), Court Number CR-2026-001988. Paul Cooper of BTG Begbies Traynor (London) LLP, David Hudson and Simon Baggs of FRP Advisory Trading Limited were appointed as liquidators on March 13, 2026. Abbots Terrace Property Limited specialized in the buying and selling of own real estate and other letting and operating of own or leased real estate. Its registered office is at 134 Buckingham Palace Road, London, SW1W 9SA. The Liquidators can be reached at: Paul Cooper BTG Begbies Traynor (London) LLP 31st Floor, 40 Bank Street London E14 5NR -- and -- David Hudson Simon Baggs FRP Advisory Trading Limited 110 Cannon Street London EC4N 6EU For further details, contact: Grace Sellars BTG Begbies Traynor (Central) LLP Tel. No: 0113 521 0887 Email: Grace.Sellars@btguk.com ATLAS FUNDING 2026-1: Fitch Corrects April 13 Ratings Release ------------------------------------------------------------- This is a correction of a release issued on 13 April 2026. It clarifies that the class B notes' rating is 'AA(EXP)sf', not 'AAA(EXP)sf' as stated in the ratings list of the original release. Fitch Ratings has assigned Atlas Funding 2026-1 PLC expected ratings. The assignment of final ratings is contingent on the receipt of final documents conforming to information already reviewed. Entity/Debt Rating ----------- ------ Atlas Funding 2026-1 PLC A LT AAA(EXP)sf Expected Rating B LT AA(EXP)sf Expected Rating C LT A+(EXP)sf Expected Rating D LT BBB(EXP)sf Expected Rating E LT BB(EXP)sf Expected Rating X1 LT BB+(EXP)sf Expected Rating X2 LT BB(EXP)sf Expected Rating Transaction Summary Atlas 2026-1 will be a securitisation of buy to-let (BTL) mortgages originated in England and Wales by Lendco Limited. This will be the seventh securitisation in the Atlas shelf. The transaction will permit product switches, up to 25% of the closing pool balance, till the optional redemption date (ORD). Lendco Limited will also act as servicer. KEY RATING DRIVERS Prime BTL: The pool has a weighted average (WA) seasoning of 30 months as over half the pool was originated in 2021-2022. The WA original loan-to-value is 72% and the Fitch calculated WA interest coverage ratio 100.7%, which is in line with BTL RMBS transactions rated by Fitch. Lendco's target market consists of professional landlords and limited companies with large portfolios. Borrower concentration is lower than the predecessor Atlas transactions and more comparable to peer non-bank BTL lenders. For this reason, Fitch has reduced its transaction adjustment for the foreclosure frequency (FF) to 1.0x, versus 1.1x for the predecessor Atlas transactions. Product Switches: The transaction will allow for the retention of product switches up to 25% (up from 12.5% for Atlas 2025-2) of the closing collateral balance. This will be subject to the product switch conditions and asset tests outlined in the transaction documentation, including a requirement for the WA post-swap margin on the total assets (fixed and floating) to be no less than 1.95% over three-month SONIA. Higher Prepayments Expected: Thirty-seven per cent of the loans are due to reset from their fixed rates in the next 12 months. Fitch expects higher prepayments in the short term than in other recent BTL transactions. Its assumptions follow the reset profile and assume 40% constant payment rate? for periods where there is a concentration of loan interest-rate resets. Pro-Rata for Initial Nine Months: The collateralised notes (class A to E) will pay down on a pro-rata basis for nine months after closing and thereafter switch to a sequential paydown. The pro-rata period will be subject to a number of conditions, most notably that the outstanding pool balance is no less than 50% the closing principal balance of the notes. Any breach of conditions will lead to an irreversible switch to sequential paydown of the collateralised notes. Fixed Interest Rate-Hedging Schedule: The pool consists of 97.3% of the current balance of fixed-rate loans that are hedged through a series of interest-rate swaps. A swap notional amount and margin will be re-calculated at each interest payment date (IPD), according to a pre-defined set of parameters, to account for the fixed-rate roll-off of the loans and inclusion of product switches. This could lead to over-hedging due to defaults or prepayments, reducing the performing asset balance by more than the reduction in the swap notional amount over time. Over-hedging results in higher available revenue funds in rising interest rate scenarios but lower ones in falling interest rate scenarios. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade Transaction performance may be affected by changes in market conditions and economic environment. Weakening economic performance is strongly correlated to increasing levels of delinquencies and defaults that could reduce the credit enhancement available to the notes. In addition, unanticipated declines in recoveries could result in lower net proceeds, which may make certain note ratings susceptible to negative rating actions, depending on the extent of the decline in recoveries. Fitch found that a 15% WAFF increase and a 15% WA recovery rate decrease would result in downgrades of up to two notches each for the class B, D E and X2 notes and one notch each for the class A and C notes. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade Stable-to-improved asset performance driven by stable delinquencies and defaults would lead to increasing credit enhancement and, potentially, upgrades. Fitch found that a decrease in the WAFF of 15% and an increase in the WA recovery rate of 15%, would lead to upgrades of one notch each for the class E and X2 notes, two notches each for the class B and D notes, and up to three notches for the class C notes. The class A notes are already rated at the maximum 'AAAsf'. 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 agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. Date of Relevant Committee 10 April 2026 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. BOPARAN HOLDINGS: Moody's Withdraws 'B2' Corporate Family Rating ---------------------------------------------------------------- Moody's Ratings has withdrawn all ratings of Boparan Holdings Limited (Boparan), including the B2 long-term corporate family rating and the B2-PD probability of default rating. Concurrently, Moody's have also withdrawn the B2 rating on the GBP351 outstanding million guaranteed senior secured global notes due November 2029 issued by Boparan Finance plc. Prior to the withdrawal, the outlook on both entities was stable. RATINGS RATIONALE Moody's have decided to withdraw the rating(s) following a review of the issuer's request to withdraw its rating(s). COMPANY PROFILE Boparan Holdings Limited is the parent holding company of 2 Sisters Food Group Limited, one of the UK's largest food manufacturers with operations in poultry and ready meals. The group supplies to major UK retail grocers, and a number of food manufacturers, wholesalers and food-service companies in the UK, Ireland and Europe. Ranjit Boparan, who founded the group in 1993, and his wife own 100% of the group. Boparan reported revenue within its continued operations of GBP2.4 billion in the fiscal year that ended July 2025 (fiscal 2025). E-CARAT UK 2026-1: Moody's Assigns (P)Ba1 Rating to Class E Notes ----------------------------------------------------------------- Moody's Ratings has assigned provisional ratings to Notes to be issued by E-CARAT UK 2026-1 plc: GBP []M Class A Asset Backed Floating Rate Notes due January 2034, Assigned (P)Aaa (sf) GBP []M Class B Asset Backed Floating Rate Notes due January 2034, Assigned (P)Aa2 (sf) GBP []M Class C Asset Backed Floating Rate Notes due January 2034, Assigned (P)A1 (sf) GBP []M Class D Asset Backed Floating Rate Notes due January 2034, Assigned (P)Baa1 (sf) GBP []M Class E Asset Backed Floating Rate Notes due January 2034, Assigned (P)Ba1 (sf) GBP []M Class F Asset Backed Floating Rate Notes due January 2034, Assigned (P)Ba2 (sf) Moody's have not assigned a rating to GBP [ ]M Class G Asset Backed Floating Rate Notes due January 2034. RATINGS RATIONALE The transaction is a one-year revolving cash securitisation of Personal Contract Purchase ("PCP") receivables extended by Stellantis Financial Services UK Ltd (NR) to private obligors located in the United Kingdom. As of March 26, 2026, the pool cut shows 43,235 non-delinquent contracts with a weighted average seasoning of 7.5 months. The portfolio is collateralized by 31% new cars and 69% used cars. PCP contracts give the customer the choice to make the final larger payment (contracted residual value) as agreed at contract signing or return the vehicle. In case the vehicle is returned, the seller guarantee kicks in at a specified performance trigger event for Stellantis branded vehicles, or the vehicle is sold at the current market used car price (residual value), subject to market value fluctuations. Therefore, portfolio cash flows result from fixed lease instalment cash flows (approximately 70%) and residual value ("RV") cash flows at the end of the PCP agreement (approximately 30%). In addition, under UK consumer protection law, obligors can choose to Voluntarily Terminate ("VT") the PCP agreements under certain conditions. The potential for additional losses due to these risks has been incorporated into Moody's quantitative analysis. The transaction benefits from various credit strengths such as a granular portfolio, a simple transaction structure, excess spread to repay the Class A to G Notes once the revolving period finishes, excess spread is available to purchase loans during the revolving period, financial strength of originator's ultimate parent company Stellantis N.V. (Baa3/(P)P-3), good historical performance and the conditional seller RV guarantee. However, Moody's notes that the transaction features some credit weaknesses such as residual value risk, an unrated servicer, albeit supported by a highly rated parent, and a revolving period of 12 months which could increase performance volatility of the underlying portfolio. Various mitigants have been put in place in the transaction structure. Risk of potential deterioration of the pool during the revolving period is partially mitigated by early amortisation triggers and revolving criteria on a portfolio level. Credit enhancement, excess spread and the conditional RV guarantee cover portfolio losses to some extent. In addition, a back-up servicer facilitator is obliged to appoint a back-up servicer if certain triggers are breached. Collections are commingled at the servicer account during monthly collection periods. Commingling risk is partially mitigated by (i) the high rating of the servicer's ultimate parent and (ii) the declaration of trust over the collection account. Moody's analysis focused, among other factors, on (i) an evaluation of the underlying portfolio of receivables; (ii) the macroeconomic environment; (iii) historical performance information; (iv) the credit enhancement provided by subordination, the reserve fund and excess spread; (v) the liquidity support available in the transaction, by way of principal to pay interest and the liquidity reserve; and (vi) the legal and structural integrity of the transaction. MAIN MODEL ASSUMPTIONS Moody's determined the portfolio lifetime expected defaults of 2.2%, expected recoveries of 55% and Aaa portfolio credit enhancement ("PCE") of 8.0% related to borrower 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 and PCE are parameters used by us to calibrate its lognormal portfolio loss distribution curve and to associate a probability with each potential future loss scenario in the ABSROM cash flow model to rate Auto ABS. Portfolio expected defaults of 2.2% are lower than the EMEA Auto ABS average and are based on Moody's assessments of the lifetime expectation for the pool taking into account: (i) historical performance of the book of the originator, (ii) benchmark transactions, and (iii) other qualitative considerations. Portfolio expected recoveries of 55% are higher than the EMEA Auto 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 voluntary terminations. PCE of 8.0% is lower than the EMEA Auto ABS average and is based on Moody's assessments of the pool which is mainly driven by: (i) historical data variability, (ii) quantity, quality and relevance of historical performance data, (iii) originator quality, (iv) servicer quality, (v) certain pool characteristics, such as asset concentration, and (vi) certain structural features, such as the revolving period. The PCE level of 8.0% results in an implied coefficient of variation ("CoV") of 69.16%. Residual value risk credit enhancement ("RV CE") Moody's determined the Aaa RV CE of 9.6% to account for the residual value market risk. RV CE captures additional portfolio losses which would arise on the securitised RV receivables following a decline in the market prices of used cars in a severe recession environment in case the vehicle is returned at the end of the contract and payments from the guarantor are not available (e.g. originator insolvency). The sum of Aaa RV CE and PCE, as described above, determine approximately the total credit enhancement needed to achieve a Aaa rating. The principal methodology used in these ratings was "Moody's Global Approach to Rating Auto Loan and Lease-Backed ABS" published in June 2025. 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 significantly 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 include: a worsening in the overall performance of the pool, or a meaningful deterioration of the credit profile of the servicer or originator. FOR AISHA: KRE Corporate Appointed as Administrators ---------------------------------------------------- For Aisha 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-2026-001797. David Taylor and Paul Ellison of KRE Corporate Recovery Limited were appointed as administrators on March 10, 2026. For Aisha Limited specialized in the wholesale of meat and meat products. Its registered office is at 167-169 Great Portland Street, London, W1W 5PF. Its principal trading address is 85 Maroon Street, London, E14 7RQ. The Administrators can be reached at: David Taylor Paul Ellison KRE Corporate Recovery Limited Unit 8, The Aquarium 1-7 King Street Reading RG1 2AN For further details, contact: Alison Young Tel. No: 01189 479090 Email: alison.young@krecr.co.uk HSG FACILITIES: Exigen Group Appointed as Administrators -------------------------------------------------------- HSG Facilities Management Limited was placed into administration in the High Court of Justice, Business and Property Courts of England and Wales, Court Number CR-2026-001862. David Kemp and Darren Edwards of Exigen Group Limited were appointed as administrators on March 11, 2026. HSG Facilities Management Limited (previously Hotel Services Group Ltd) offered specialized cleaning services. Its registered office is at Warehouse W, 3 Western Gateway, Royal Victoria Docks, London, E16 1BD. Its principal trading address is The Coal Exchange Building, Mount Stuart Square, Cardiff, Wales, CF10 5FQ. The Administrators can be reached at: David Kemp Darren Edwards Exigen Group Limited Warehouse W, 3 Western Gateway Royal Victoria Docks London E16 1BD For further details, contact: David Kemp Tel. No: 0207 538 2222 JERROLD FINCO: Fitch Rates GBP300MM Sr. Secured Notes 'BB-(EXP)' ---------------------------------------------------------------- Fitch Ratings has assigned Jerrold Finco Plc's (Finco) proposed GBP300 million issues of second-lien secured notes due 2032 an expected rating of 'BB-(EXP)'. Finco is a finance subsidiary of the UK mortgage provider Together Financial Services Limited (Together; BB/Stable). The final rating is contingent on the receipt of final documents conforming to information already received. Key Rating Drivers Guaranteed by Together; Second-Lien Collateral: The second-lien secured notes will be guaranteed by Together and by all material operating subsidiaries other than those supporting its securitisation structures. Together's Long-Term Issuer Default Rating (IDR) therefore acts as an anchor for the rating of the second-lien secured notes. Notched Down from Long-Term IDR: Together's present funding structure includes a total GBP950 million of higher-ranking senior secured notes due 2030 and 2031, each also issued by Finco and each rated 'BB', an undrawn GBP142.5 million revolving credit facility and GBP6.2 billion of securitisation facilities. Fitch notches the second-lien secured notes down once from Together's IDR and from the rating of the existing 2030 and 2031 senior secured notes, in view of their junior security position, which negatively affects Fitch's view of their recovery prospects. No Underlying Leverage Impact: Fitch expects Together to use the proceeds of the second-lien senior secured notes to repay its GBP380 million of 6.75% senior payment-in kind (PIK) toggle notes (rated B+) issued by Together's indirect parent, Bracken Midco1 Plc (Midco1). Fitch takes Midco1's debt into account when assessing Together's leverage, as Midco1 is reliant on Together to service its obligations. Positioning the replacement debt within Together itself will render this no longer necessary. Redemption of the PIK toggle notes will entail upstreaming a dividend from Together, reducing its reported equity by GBP312 million, and increasing pro forma leverage calculated relative to this to 8.7x from 6.2x, in excess of Fitch's previously stated sensitivity of 7x. However, in view of the simultaneous removal of the debt at Bracken Midco1 level, Fitch does not regard this as having an impact on the group's underlying leverage as reflected in its leverage sensitivity. Niche Segments; Low LTVs: Together's Long-Term IDR reflects its long-established franchise in UK specialised secured lending, supported by its conservative loan-to-value (LTV) approach and increasingly diversified funding profile. These strengths are balanced by inherent risks in non-standard lending, increased leverage from pre-2024 periods and reliance on confidence-sensitive wholesale funding, albeit with recently improved maturity and liquidity profiles. Sound First Half Results: In its recently announced results for 1H26, Together reported a 12% year-on-year increase in pre-tax profit to GBP110.3 million, with improved net interest margin and lower arrears. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade The senior unsecured notes' rating is principally sensitive to changes in Together's Long-Term IDR, which could in turn be driven by the following: - Higher-than-expected pressure on collections or customer appetite for Together's products in the currently volatile UK mortgage market - A reduction in the value of collateral relative to loan exposures - Weakened profitability with a pre-tax profit/average total assets ratio approaching 1% - An increase in Fitch-calculated consolidated leverage to above 10x, or a reduction in the coverage of Together's senior secured debt by available assets to close to 80% (currently around 70% pro forma for the transaction) - A significant depletion of Together's immediately accessible liquidity buffer, for example, through reduced funding access or a need for Together to inject cash or eligible assets into its securitisation vehicles to avoid covenant breaches driven by weakening asset quality - Material decrease in recovery expectations could also lead Fitch to widen the notching between Together's IDR and the second-lien secured notes' rating Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - The second-lien secured notes' rating could be upgraded on improved recovery expectations - Continued franchise growth and diversification, if achieved without deterioration in profitability or leverage, could also lead to an upgrade of the IDR 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 ----------- ------ Jerrold Finco Plc Senior Secured 2nd Lien LT BB-(EXP) Expected Rating MASSEY'S FOLLY: Leonard Curtis Appointed as Joint Administrators ---------------------------------------------------------------- Massey's Folly Development 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-2021-001943. Nick Myers and Alex Cadwallader of Leonard Curtis were appointed as joint administrators on February 25, 2026. Massey's Folly Development Limited specialized in the buying and selling of own real estate. Its registered office is at c/o Restructuring & Recovery Service, S&W Partners LLP, 45 Gresham Street, London, EC2V 7BG. Its principal trading address is Massey’s Folly, Church Road, Upper Farringdon, Alton, Hampshire, GU34 3EH. The Joint Administrators can be reached at: Nick Myers Alex Cadwallader Leonard Curtis 5th Floor, Grove House 248a Marylebone Road London NW1 6BB For further details, contact: The Joint Administrators Tel. No: 020 7535 7000 Email: recovery@leonardcurtis.co.uk Alternative contact: Amber Walker RAINBOW U.K. 2: S&P Alters Outlook to Positive, Affirms 'B' LT ICR ------------------------------------------------------------------ S&P Global Ratings revised its outlook on its ratings on Rainbow U.K. Midco 2 Ltd. to positive from stable. S&P also affirmed its 'B' long-term issuer credit rating and issue rating on the U.S. dollar-equivalent $2.343 billion term loan B (TLB) due 2029 and the $347.5 million revolving credit facility (RCF) due 2028. S&P said, "The positive outlook reflects our view that we could upgrade Wella over the next 12 months if the group continues to generate profitable growth and healthy recurring annual FOCF such that S&P Global Ratings-adjusted debt to EBITDA reduces sustainably to about 5.0x, in line with our current expectations." Rainbow U.K. Midco 2 Ltd. (Wella Company; Wella) reported resilient results for first-half fiscal 2026 (ended Dec. 31, 2025), supported by volume growth from new product launches. For full year fiscal 2026 (ending June 30), we expect S&P Global Ratings-adjusted EBITDA margins to increase to about 18% (up about 50 basis points [bps] from the previous year), supporting deleveraging to approximately 5.0x, down from 5.5x in fiscal 2025. S&P anticipates revenue growth and benefits from cost efficiency measures to offset pressures from the challenging operating environment, enabling positive annual free operating cash flow (FOCF; before leases) generation above $150 million from fiscal 2026. S&P said, "The positive outlook reflects a positive track record of operating performance and our expectation that Wella will continue profitable expansion to support its deleveraging trend. Wella has displayed a good track record of profitable growth over the past two years, with a revenue compound annual growth rate of about 4.3% and adjusted EBITDA margin expansion by 260 bps from 14.9% in fiscal 2023 to 17.5% in fiscal 2025. As a result, this has supported good deleveraging from 6.8x in fiscal 2023 to 5.5x in fiscal 2025. Growth remained supportive in first-half fiscal 2026, with Wella reporting a 9.6% increase in topline (5.8% on a constant currency basis). This was driven by growth in all segments supported by a positive volume trend largely from new product innovations, gains in strategic accounts in Professional Hair, and strong performance in retail hair and the ghd division, the latter experiencing a 7.3% year-on-year expansion on a constant currency basis. For fiscal 2026, we forecast revenue growth of about 5.0% along with adjusted EBITDA margin expansion close to 18.0%, up from 17.5% in the previous year. We anticipate more tempered growth in second-half fiscal 2026 given macroeconomic headwinds especially in the U.S. and Europe, although growth will continue to be supported by new product launches in ghd and haircare along with the relaunch of the Sebastian range. "We expect S&P Global Ratings-adjusted EBITDA margin expansion on the back of: A prudent approach in selling, general, and administrative expenses; lower restructuring costs, forecast at about $25 million in fiscal 2026 from $37 million in fiscal 2025; strategic pricing, partially offset by elevated spending on advertising and consumer promotion (A&CP); and inflationary pressure on raw materials and logistics costs. As such, we forecast adjusted leverage approaching 5.0x by end of fiscal 2026 and below 5.0x in the following years. "In our view, Wella's business strategy continuity and good management execution should support the group's growth ambitions. The group's strategy focuses on the fastest growing segments, particularly the consumer channels, along with digital expansion. Wella is also expanding penetration in the prestige haircare segment, where the underlying market is outpacing professional color where Wella has traditionally held strong market share. The group has demonstrated good execution despite some operational headwinds, including challenging performance for ghd in 2024, longer-than-expected integration of Briogeo (acquired in 2022), and a slowdown in performance in the U.S. market requiring the implementation of organizational changes with a new leadership team at the end of 2025. We anticipate industry headwinds from still muted consumer confidence, volatility from the Middle East conflict including possible inflationary pressures, and the relatively high competitive landscape. That said, the group continues to invest in the innovation pipeline, driving growth through new product launches especially in ghd such as recently with Chronos Curve and the new Speed hairdryer. In first-half fiscal 2026, new product launches delivered 9% incremental net sales growth compared with the previous year's launches, supporting overall 4% volume growth in the period. "Wella is focused on optimizing its portfolio and streamlining operations to improve efficiency and profitability. Therefore, we expect reported revenue to increase to about 3.5%-4.0% in fiscal 2027 and adjusted EBITDA margins to improve above 18%. While we anticipate limited growth prospects for OPI in premium professional nail, although growing in U.S. consumer channels, the remaining portfolio is well positioned to capture volume growth with the penetration of professional line products into the consumer channel. In terms of pricing action, the group has shown a relatively consistent approach with 2%-3% average annual price increases, and we expect this to continue. However, we think that Wella could decide to take additional pricing action in case of prolonged pressures from the Middle East conflict to offset higher shipping costs and inflationary pressures on key raw materials. "We forecast positive FOCF generation and progressive strengthening in credit metrics. For fiscal 2025, Wella generated significantly higher-than-anticipated FOCF close to $200 million, compared with $106 million expected in our original base case. Lower-than-expected capital expenditure (capex) and working capital requirements, along with lower cash interest costs underpinned the stronger cash flow generation. For fiscal 2026, we forecast relatively lower FOCF to about $150 million, primarily due to higher working capital requirements stemming from a slowdown in the receivable collection from certain smaller U.S. retailers and salons, increased inventory to support innovation launches, and potential impacts from the Middle East conflict. That said, given the asset-light nature of the business, we anticipate FOCF to rebound above $200 million from fiscal 2027 as we expect normalization of working capital dynamics. We forecast Wella to reduce its leverage to below 5.0x from fiscal 2027, with funds from operations (FFO) cash interest coverage sustainably above 2.5x. We understand Wella remains committed to deleveraging with a focus on organic growth and limited appetite for discretionary spending. The group remains well funded with $187 million cash on balance sheet as of Dec. 31, 2025, $347.5 million fully undrawn RCF maturing 2028, and no near-term maturities until 2029 when the U.S. dollar-equivalent $2.343 billion TLB is due. "The positive outlook reflects our view that we could upgrade Wella over the next 12 months if the group continues to successfully implement its growth business strategy, supported by new product contribution and ongoing penetration within the retail and e-commerce channel translating into a balanced and profitable growth. Under this scenario, we would expect the group to maintain sound operating performance and credit metrics in line with our base case, such that adjusted debt to EBITDA reduces sustainably to about 5.0x along with healthy recurring positive annual FOCF. "We could revise the outlook to stable if Wella's operating performance negatively deviates from our base case, such that its annual FOCF is materially lower than currently anticipated. This could occur if the group has higher-than-expected restructuring costs or significantly higher working capital requirements than anticipated. This could come for example from a more challenging environment in collection of receivables within the professional segment, and inventory buildup due to subdued consumer demand and unsuccessful new product launches." SPIRIT OF HARROGATE: Lewis Business Named as Joint Administrators ----------------------------------------------------------------- Spirit of Harrogate Limited was placed into administration in the High Court of Justice, Business & Property Courts in Leeds, Insolvency & Companies List (ChD), Court Number CR-2026-LDS-000300. Gareth James Lewis and Matthew Russell of Lewis Business Recovery & Insolvency were appointed as joint administrators on March 18, 2026. Spirit of Harrogate Limited, trading as Slingsby, specialized in distilling, rectifying and blending of spirits. Its registered office and principal trading address is 5–7 Montpellier Parade, Harrogate, England, HG1 2TJ. The Joint Administrators can be reached at: Gareth James Lewis Matthew Russell Lewis Business Recovery & Insolvency Suite E10, Joseph's Well Westgate, Leeds LS3 1AB For further details, contact: Olivia Oates Tel. No: 0113 245 9444 Email: Olivia@lewisbri.co.uk ********* 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. The TCR Europe subscription rate is US$775 per half-year, delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are US$25 each. For subscription information, contact Peter Chapman at 215-945-7000. * * * End of Transmission * * *