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260430.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 Thursday, April 30, 2026, Vol. 27, No. 86 Headlines F R A N C E EGIS SA: S&P Assigns 'BB-' LT Issuer Credit Rating, Outlook Stable LABORATOIRE EIMER: S&P Assigns 'B' ICR on Proposed Refinancing G E R M A N Y EPHIOS SUBCO 3: Fitch Affirms 'B' Long-Term IDR, Outlook Stable TUI CRUISES: S&P Alters Outlook to Positive, Affirms 'BB-' ICR I R E L A N D CARLYLE 2015-2: Fitch Alters Outlook on 'B-sf' Rating to Negative I T A L Y RENO DE MEDICI: Fitch Hikes Long-Term IDR to 'CC' WEBUILD SPA: S&P Assigns 'BB+' Rating to Proposed Unsecured Notes K A Z A K H S T A N FORTELEASING JSC: Fitch Affirms 'BB' Long-Term IDR, Outlook Stable JET FINANCE: Fitch Affirms 'B-' Long-Term IDR, Outlook Now Pos. QAZAQGAZ NC: S&P Assigns 'BB+' Rating to New Senior Unsecured Notes TAS FINANCE: Fitch Affirms 'B' Long-Term IDR, Outlook Stable TECHNOLEASING LLC: Fitch Affirms 'B' Long-Term IDR, Outlook Stable TRANSTELECOM CO: S&P Upgrades ICR to 'B+' on Low Leverage L U X E M B O U R G 4FINANCE HOLDING: Fitch Affirms 'B' IDR, Alters Outlook to Positive N E T H E R L A N D S DUTCH MORTGAGE 2026-1: S&P Assigns BB (sf) Rating to X-Dfrd Notes R U S S I A ELDIK BANK: Fitch Puts 'B' Final Rating to Sr. Unsecured Eurobond S P A I N BBVA RMBS 3: Fitch Affirms 'Csf' Rating on Class C Notes U N I T E D K I N G D O M 8 ALBERT CT: FTI Consulting Appointed as Joint Administrators ATLAS FUNDING 2026-1: Fitch Assigns 'BBsf' Rating to Class X2 Notes CLOCK BIO: FRP Advisory Appointed as Joint Administrators E-CARAT UK 2026-1: Fitch Assigns 'B+(EXP)sf' Rating to Cl. F Notes EMBANKMENT (TS): BTG Begbies, FRP Named as Joint Administrators IVERNA COURT: BTG Begbies, FRP Advisory Appointed as Administrators KINGSWAY SLG: Leonard Curtis Appointed as Joint Administrators NEW FORTRESS: Advances UK Restructuring with 97% Creditor Support QG PLACE (FLAT A): BTG Begbies, FRP Named as Joint Administrators TULLOW OIL: S&P Cuts ICR to 'D' on Completion of Debt Restructuring - - - - - =========== F R A N C E =========== EGIS SA: S&P Assigns 'BB-' LT Issuer Credit Rating, Outlook Stable ------------------------------------------------------------------ S&P Global Ratings assigned its 'BB-' long-term issuer credit rating to France-headquartered Egis S.A., as well as its 'BB-' issue rating to Egis' proposed EUR400 million senior unsecured notes, to which we also assigned a '3' recovery rating. The stable outlook reflects S&P's view that Egis will continue to generate robust organic growth and follow a prudent capital allocation strategy, with forecast adjusted EBITDA margin of about 11%, adjusted leverage below 5.0x, and funds from operations (FFO) to debt of 12%-16% in 2026-2027. Egis S.A. is a leading international services provider specialized in architecture, consulting, engineering, and mobility; in 2025, it generated about EUR2.6 billion in revenue, pro forma its acquisitions during the year, and about EUR255 million in S&P Global Ratings-adjusted pro forma EBITDA, driven by its business expansion, particularly in North America. The company benefits from positive underlying megatrends in the infrastructure market, a solid reputation, an asset-light business model, well-diversified end markets, and a track record of a resilient and strong EBITDA margin; this is partly offset by its relatively moderate size and narrower client base versus peers. Egis' operations are supported by its expertise and solid reputation. S&P expects Egis to soon rank among the top 10 engineering firms in terms of sales, thanks to its continued external growth and brand recognition over the past few years. The company is poised to benefit from strong tailwinds in the infrastructure engineering sector, an addressable market of more than $580 billion that should propel Egis' revenue growth in the medium term. In addition, the company has a solid reputation and a loyal customer base that has helped to establish its position in the fragmented engineering and construction market. About 70% of the company's order backlog derives from recurring contracts, reflecting long-term relationships with clients and multiple projects from repeat customers. Egis' average client relationship is more than 10 years, underscoring its clients' satisfaction with its services, which contributes to its competitive advantage. In addition, Egis is not involved in the construction phase of its projects and therefore bears very limited construction risk, which we regard as an advantage over pure construction companies in the sector. Egis' diversification by end market, region, and customer mitigates its moderate size. The company offers a wide range of services to its clients, comprising architecture, consulting, and engineering (84% of revenue), as well as operations and mobility services (16% of revenue). It also operates across three main sectors--transportation, cities, and sustainable resources--covering 10 segments such as road, rail, ports, buildings, and urban development. In addition, the company has balanced geographic exposure with a focus on low-risk countries. In 2025, France accounted for 27% of Egis' pro-forma revenue, North America 20%, the Middle East 21%, Europe (excluding France) 17%, Australia and New Zealand 6%, and other countries 9%. Moreover, Egis' client base is well diversified with limited client concentration. The largest client accounts for less than 4% of revenue and the top 25 clients generate 27% of revenue, which mitigates Egis' moderate scale. With pro forma revenue of EUR2.6 billion in 2025 and adjusted EBITDA of EUR255 million on the same basis, we consider the company's size to be moderate versus peers such as Worley Ltd. or Arcadis, although sufficient to compete in their markets. The company's margins compare well with those of engineering and construction market peers. With a projected EBITDA margin of about 11% for 2026, Egis' profitability remains relatively high for the engineering and construction sector. The majority of its contracts are small and short term, providing limited revenue visibility, but typically less risky and more profitable as they are largely at a fixed price, which offers better margins than cost-flex contracts. With about two-thirds of its contracts at a fixed price, Egis therefore reduces the risk of cost overruns and allows for optimization of staffing rates, which are key in determining margin and cash generation. In addition, Egis' operations and mobility activity provides stability for margins and revenue visibility, thanks to larger long-term contracts, while concessions deliver recurring dividends. S&P said, "We expect Egis' credit metrics will improve in 2026. We forecast S&P Global Ratings-adjusted leverage will decrease to 5.0x-5.5x in 2026 and 4.0x-4.5x in 2027 from 6.5x in 2025. We also expect FFO to debt to improve to 12%-14% in 2026 from 9% in 2025, while free operating cash flow (FOCF) to debt should turn positive at about 7%-10% in 2026 from negative 1.4% in 2025 (but from positive 2.8% on a pro forma basis). The temporary deterioration of Egis' credit metrics in 2025 stemmed from the groupwide implementation of a new enterprise resource planning (ERP) system, which disrupted the group's business and delayed invoicing. The new system caused Egis to incur higher-than-expected restructuring costs and larger-than-expected working capital outflows. At the same time, the company pursued extensive external growth by completing seven acquisitions in 2025 for a total cash amount of over EUR700 million, with acquisitions partly financed by additional debt incurrence. For 2026 and onward, we expect Egis' business to show strong growth with a revenue increase, excluding the effect of its 2025 acquisitions, of about 9%-11%, primarily fueled by robust performance in operations and mobility services. The company recently secured two major motorway contracts, one in Greece (Egnatia Odos) and one in Qatar (Ashghal). Organic growth should also be boosted by favorable conditions in the infrastructure engineering sector and an increase in the backlog, for example, in rail, urban, energy, and water. The group has also indicated that it will make fewer acquisitions, which should help contain debt levels. "The company's capital-light business model supports its strong FOCF generation. Egis' has low capital expenditure (capex) needs, at about 1% of gross revenue, enabling the company to achieve a high cash conversion cycle. We expect the company will generate FOCF of EUR100 million-EUR150 million in 2026. "In our view, Egis' dynamic bolt-on strategy is partly financed by an increase in its leverage metrics. In recent years, the company has increased its merger and acquisition (M&A) activity, making more than 35 acquisitions between 2021 and 2024, which contributed to more than EUR600 million of the company's revenue in 2024. In 2025, Egis accelerated its M&A activity with seven acquisitions, mainly in the U.S., the U.K., Australia, and New Zealand. Those acquisitions are aimed at expanding Egis' scale of operations and reinforcing its position in prospective high-growth markets. Notably, Egis has completed the acquisition of Lochner, a leading U.S. engineering company specialized in transportation services with gross revenue of over $305 million and a presence in aviation and water services. We believe M&A is an integral element of Egis' strategy. Although we acknowledge that acquisitions are an important factor of growth to gain market share in the highly fragmented engineering and construction markets, we think it puts pressure on leverage because the company took on additional debt to finance the acquisitions. "Despite Tikehau Capital's significant ownership, we view the presence of Caisse des Dépôts et Consignations (CDC) and partners and employees in the company's shareholding structure as credit positive. Egis has a balanced shareholding structure, with 43% owned by Tikehau Capital (BBB-/Stable/A-3); 34% by CDC (A+/Stable/A-1), a financial institution linked to the French State that, in our view, has a long-term commitment to Egis with no short-term exit strategy but strong and balanced governance rights. The remaining 23% of the company is owned by partners, executives, and employees, whose representation on the board fosters greater commitment to Egis' long-term sustainable growth. "Because Tikehau has at least 40% and controls the board, we consider Egis to be a financial sponsor-owned company, as per our methodology, and therefore do not net cash from gross debt, in line with our criteria. We acknowledge Egis' prudent financial policies, demonstrated by a 1.5x-2.5x net leverage ratio target over the next two to three years. Normalized dividends are also capped at 30% of Egis' adjusted net income, and the company can decide not to distribute dividends, as happened in 2026, in light of its allocation of capital to acquisitions in 2025. In late 2025, Egis' shareholders injected EUR200 million to partially fund the recent acquisitions. Tikehau Capital and CDC can provide additional equity support of up to EUR200 million, which is available for future acquisitions, limiting the potential for group leverage to increase. These factors support the rating, in our view. "The stable outlook reflects our view that Egis will continue to generate robust organic growth and follow a prudent capital allocation strategy, with a forecast adjusted EBITDA margin of about 11%, adjusted leverage below 5.0x, and FFO to debt of 12%-16% in 2026-2027." S&P could lower its rating if: -- Egis experienced severe underperformance and margin pressure, for example, because of weak end-market demand or problems with integrating its recent acquisitions; -- FFO to debt approaches 12% without any expectation of an imminent recovery; -- S&P's adjusted debt to EBITDA is consistently above 5.0x; -- Egis does not refinance its debt due in 2027 in the coming months, which would put pressure on its liquidity; or -- Egis and its shareholders follow a more aggressive financial strategy on distributions or acquisitions, leading to consistently higher leverage. S&P could raise the rating if: -- The adjusted EBITDA margin is consistently above 11%, even while Egis is integrating its recent acquisitions, without major setbacks; -- FFO to debt improves sustainably to 16%-20%; and -- Egis' FOCF to debt approaches 10%. LABORATOIRE EIMER: S&P Assigns 'B' ICR on Proposed Refinancing -------------------------------------------------------------- S&P Global Ratings assigned an issuer credit rating of 'B' to France-based Laboratoire Eimer SELAS (Biogroup), based on the same rating factors that previously supported its rating on CAB. Biogroup also intends to address its upcoming maturities with extension of its existing term loan B (TLB) by 3.5 years and issue a new senior secured notes with 5.25 years tenure, which will be used to refinance its existing TLB, senior unsecured and secured notes. S&P understands EUR400 million cash on the balance sheet will be used for debt repayment. S&P's stable outlook reflects its view that Biogroup's resilient operating performance and positive free operating cash flow (FOCF) after leases generation should support stable credit metrics in the next 12 months. Eimer SELAS is the ultimate parent and holding company for CAB, itself parent to Biogroup, a leading laboratory chain. In 2025, the group generated EUR1.61 billion in sales. S&P said, "We believe that Biogroup will retain sufficient financial headroom from the proposed debt-refinancing transaction. Biogroup is seeking to extend its existing term loan by 3.5 years to August 2031 and to issue new 5.25-year senior secured notes (SSN) also maturing in August 2031. While the final size of each instrument will depend on market conditions, we understand that a minimum issuance of EUR1 billion per instrument is required. We also understand that the company plans to convert its existing EUR250 million senior unsecured notes (SUN) into SSN. This should imply a total debt of EUR2.744 billion across the SSNs and TLB, down from EUR3.15 billion following a EUR400 million cash repayment. We also note that Biogroup will extend the maturity of its euro-denominated EUR280 million undrawn revolving credit facility (RCF) by 3.5 years. The company will use the proceeds to refinance the outstanding EUR1.75 billion TLB and EUR1.15 billion senior secured notes initially due in February 2028. We expect the remainder of the proceeds and EUR400 million in cash on balance sheet to be used to repay outstanding senior debt levels, which we expect will support the group's deleveraging trajectory. Based on the new debt structure and our updated operating base case, we estimate that Biogroup's credit metrics will remain in line with the current rating. Our adjusted debt includes gross borrowings, lease liabilities, pensions and put options and we net cash." Biogroup reported robust operating performance at year-end 2025, despite recent tariffs headwinds. Revenue for the year rose to EUR1.615 billion, from EUR1.582 billion in 2024, primarily because of higher volumes in Belgium and the full-year contribution from Analiza. This positive trajectory was further supported by management continuity and a strategic focus on core activities, which favorably distinguishes Biogroup from its peers. These positive factors more than compensated for the negative impact of tariffs in France, Belgium, and Luxembourg. Profitability also improved due to the synergies created by the integration of Analiza and the efficient execution of the group's transformation plan. Biogroup reported strong positive FOCF after leases of EUR121 million in 2025, in line with S&P's previous expectations. S&P said, "We believe Biogroup's revenue generation will be supported by steady volume growth, compensating for tariff uncertainty beyond 2026. We project that revenue growth will be largely organic, at 2.5%-3.5% in 2026 and 1.5%-2% over 2027-2028. Biogroup will benefit from volume growth across all the group's segments and regions and, in particular, an increasing presence in higher-margin segments such as specialty testing and diagnostic imaging. We take a positive view of the revenue predictability embedded in France's 2024-2026 triennial agreement, which allows for price increases of 0.6% in 2026. Our projections incorporate conservative assumptions on tariff reductions, in line with past cuts and the sector's expectations, mitigated by the full-year contribution from Analiza, which strengthens Biogroup's presence and market share in Spain. "As Biogroup continues to unlock cost savings from its transformation plan, we anticipate that its operating performance will gradually improve. Over 2025-2027, management expects personnel costs to reflect wage inflation. We think these costs are likely to be partially compensated for by savings achieved by optimizing the group's collection centers and technical platform consolidation. Biogroup also expects to make savings by bringing subcontracted tests in-house and using digitalization and AI to streamline back-office functions and patient journeys. This will result in our adjusted financial leverage on the cash interest-paying debt and put options below 7x over the next 12-18 months, from 7.1x in 2025. "FOCF after leases is forecast to be strongly positive at EUR85 million-EUR90 million in 2026 and at least EUR115 million annually thereafter. Our assessment is underpinned by our expectation that efficient working capital management will result in a moderate EUR5 million-EUR10 million outflow over the next 12-18 months. We also anticipate that cash conversion will be supported by the stabilization of capital expenditure (capex) at EUR65 million-EUR70 million because Biogroup completed capex-intensive projects such as the new technical platform and most IT enhancements in 2025. "Biogroup's credit metrics are forecast to gradually improve over the next 12-18 months. We anticipate that Biogroup will benefit from French tariffs being frozen until the end of 2026. Demographics also favors market dynamics in the testing sector and the policy shift toward preventive care implies further preventive testing and therefore higher volumes for laboratories. That said, we see potential risks arising from further unexpected regulatory changes, which could weigh on laboratories' operations. In our view, Biogroup's business and cost strategy is positive, and the transformation plan has been seamlessly executed so far. Nevertheless, improvements to profitability may be delayed as new technical platforms ramp up and the group centralizes its purchasing and support functions. The group could also suffer a material cash outflow if the biologists exercise the significant amount of put options available to them. Our base case also includes some acquisitions during the next 12-18 months, because we see a possibility that Biogroup could resume external growth to enhance its international presence. "The stable outlook reflects our view that our adjusted financial leverage on Laboratoire Eimer's cash interest-paying debt and put options will decline toward 6.5x-7x in 2026, primarily through the improvement of its EBITDA margins as management implements cost-cutting initiatives to restore efficiencies and realize synergies. We forecast that the group will continue to reduce leverage in 2027 and 2028, but at a slower pace. "We anticipate that the group's FOCF after leases will remain solid in 2026 and improve further in 2027, while funds from operations (FFO) cash interest coverage is forecast to comfortably exceed 2x." Profitability is projected to improve over the next two years, based on the stable tariff environment, the full effect of cost-cutting measures, and increasing volumes. S&P said, "We could lower the rating if Laboratoire Eimer's performance deviates from our current expectations for 2026 and 2027, so that adjusted leverage on the cash interest-paying debt and put options does not sustainably improve to below 7x. A decrease in the FFO cash interest coverage to below 2x could also jeopardize the current ratings. This could happen if the group's operating performance deteriorates well below our base-case forecast, which we regard as unlikely to occur until 2027, when new tariff schemes come into effect. "We could also lower the rating if the group takes an aggressive approach to acquisitions. "We consider a positive rating action to be unlikely over the next 12 months because we forecast that Laboratoire Eimer's credit metrics will likely remain commensurate with a highly leveraged financial risk profile." However, S&P could raise the rating if: -- Laboratoire Eimer's profitability and FOCF are materially above S&P's base case; -- It uses internally generated cash to reduce adjusted debt to EBITDA sustainably toward 5x and commits to maintaining this level; and -- It maintains a conservative financial policy. ============= G E R M A N Y ============= EPHIOS SUBCO 3: Fitch Affirms 'B' Long-Term IDR, Outlook Stable --------------------------------------------------------------- Fitch Ratings has affirmed Ephios Subco 3 S.a.r.l's (Synlab) Long-Term Issuer Default Rating (IDR) at 'B' with a Stable Outlook. Fitch has also affirmed its senior secured debt at 'B+' with a Recovery Rating of 'RR3' and Synlab Bondco PLC's senior unsecured rating at 'CCC+'/RR6. The affirmation reflects its expectation that leverage will remain within the sensitivities for the 'B' IDR in 2026, despite the repayment of EUR248 million of a payment in kind (PIK) loan, which Fitch treats as equity, supported by expected Fitch-defined EBITDA expansion. The Stable Outlook is supported by Synlab's ability to deleverage, given its expectation of revenue and margin growth through 2027, neutral to positive free cash flow (FCF) generation and adequate Fitch-defined EBITDAR fixed charge coverage Key Rating Drivers Steady Margin Recovery: Fitch expects Fitch-defined EBITDA to grow by more than 10% in 2026, driven by low-single digit organic revenue growth and margin expansion. Fitch forecasts a gradual rise in Fitch-defined EBITDA margins towards 11% in 2026 and 13% by 2029, supported by the cost-optimisation programme and portfolio optimisation to focus on core profitable markets. Synlab's Fitch-defined EBITDA margin (calculated excluding IFRS16 lease-related expenses) already improved in 2025 to 9.7% from 8.9% in 2024 (pro forma for a cyberattack). Leverage Within Sensitivities: The repayment of EUR248 million of its EUR648 million PIK loan with a mix of cash and revolving credit facility (RCF) drawing will have a negative impact on Synlab's leverage, given Fitch's treatment of the instrument as equity. However, Fitch expects Fitch-defined gross leverage will remain broadly stable due to its expectation of higher EBITDA, having improved to 6.9x in 2025 from 7.2x in 2024. Fitch expects Fitch-defined EBITDAR leverage to remain between 5.5x and 7.0x and Fitch-defined EBITDAR fixed charge coverage around 1.7x and 2.1x during 2026-2029, which is adequate for the 'B' rating and the Stable Outlook. Its rating case does not factor in faster deleveraging through divestments of non-core countries or portfolio pruning at attractive multiples. However, these strategic options provide additional financial flexibility. Fitch understands management intends to pursue these options selectively, as it did in 2025, depending on its ability to divest at attractive valuations. Neutral FCF to Improve: Fitch forecasts marginally negative FCF generation in 2026 due to ongoing capex programmes, high interest expenses and reorganisation costs in some countries. Fitch expects the FCF margin will be slightly positive in 2027 and gradually improve towards 2.5% in 2029, driven by higher EBITDA and lower capex intensity. Financial Policy Key to Rating: The expected deleveraging is driven by the assumed operating performance improvements, but also implies a conservative financial policy, abstaining from shareholder distributions, debt-financed PIK loan repayments and large acquisitions. The rating could face pressure if negative sensitivities are breached following soft operating performance combined with an increase in debt related to acquisitions, repayment of the remaining EUR400 million of PIK notes or dividend distributions. Defensive Sector, Reimbursement Pressure: Fitch views lab testing as a defensive and non-cyclical industry. The sector benefits from structurally rising demand, supported by the growing prevalence of preventive and stratified medicine. However, these favourable demand trends are partly offset by ongoing price and reimbursement pressures as national regulators seek to contain healthcare spending. Larger operators such as Synlab are better positioned to benefit from long-term demand growth, given their ability to capture scale efficiencies and gain market share from smaller, less efficient and less focused peers. Diversification Mitigates Regulatory Pressure: Synlab operates across multiple regulated healthcare markets, subject to different pricing and reimbursement dynamics. This mitigates the impact of adverse reimbursement changes in any single country. Synlab's largest markets are France, Germany, Italy and the UK, which together account for around two-thirds of revenue. Certain jurisdictions, such as France, are subject to tight price and volume agreements, while others, particularly in northern and eastern Europe, benefit from greater pricing flexibility through inflation-indexed tariff frameworks. Peer Analysis Synlab compares well with its direct peers in European clinical laboratory services. It is much smaller than higher-rated peers like Quest Diagnostics, Inc. (BBB+/Stable) and Eurofins Scientific S.E. (BBB-/Stable), more concentrated on European market (about 90% of sales) and more exposed to the routine lab-testing market. Quest and Eurofins are more diversified across other diagnostic markets such as environmental and food testing. Nevertheless, Synlab has larger scale than its direct competitors in European clinical laboratory services such as Inovie Group (B/Negative) and Laboratoire Eimer Selas (Biogroup; B/Stable). Synlab also has better geographical diversification than Inovie and Biogroup, which are primarily focused on France. Synlab's Fitch-defined EBITDA margins of 10%-13% are lower than peers due to its geographic mix and a greater focus on lower-margin routine testing. Nevertheless, Synlab's EBITDAR leverage is better than Inovie and Biogroup's, albeit weaker than higher-rated peers such as Quest Diagnostics and Eurofins. Fitch’s Key Rating-Case Assumptions - Organic sales growth of 2.9% on average for 2026-2029, as volume growth offsets price declines - Revenue to increase by 2.8% in 2026 and in 2027, with further growth of 2.9% in 2028 and 3.5% in 2029 supported by acquisitions in 2029 - EBITDA margins (after IFRS16 lease expenses) to rise to 11% in 2026 with further gradual improvement towards 13% by 2029 - Repayment of EUR248 million of the existing PIK notes - Disposal proceeds of EUR35 million in 2026 - No acquisitions during 2026-2028 followed by EUR50 million acquisitions in 2029, at enterprise value/EBITDA multiple of 10x - Modest working capital inflow in 2026-2027, followed by modest outflows in 2028-2029 - Capex at 4.5% of sales in 2026, followed by 3%-4% during 2027-2029 - No common dividends paid over 2026-2029 Corporate Rating Tool Inputs and Scores Fitch scored the issuer as follows, using its Corporate Rating Tool (CRT) to produce the Standalone Credit Profile (SCP): - Business and financial profile factors (assessment, relative importance): Management (b+, Moderate), Sector Characteristics (bb-, Moderate), Market and Competitive Positioning (bb, Moderate), Diversification and Asset Quality (bb, Moderate), Company Operational Characteristics (bb-, Moderate), Profitability (bb-, Higher), Financial Structure (b-, Higher), and Financial Flexibility (bb-, Moderate). - The quantitative financial subfactors are based on custom CRT financial period parameters: 20% weight for the historical year 2025, 30% for the forecast year 2026, 30% for the forecast year 2027 and 20% for the forecast year 2028. - B+ to CC considerations apply in its analysis and result in no adjustment. - The Governance assessment of 'Good' results in no adjustment. - The Operating Environment assessment of 'a+' results in no adjustment. - The SCP is 'b'. Recovery Analysis The recovery analysis assumes that Synlab would be reorganised as a going concern in bankruptcy rather than liquidated, given its leading market positions, asset-light operations and diversified geographical exposure. Fitch estimates going-concern EBITDA of EUR225 million, which reflects the potential regulatory changes, a failure to improve margins, and an aggressive and poorly executed M&A strategy leading to an unsustainable capital structure. At this EBITDA level Synlab will have an unsustainable capital structure with neutral to negative cash flow generation. Fitch assumes a 10% administrative claim. Fitch uses a 6.0x EBITDA enterprise value multiple to calculate a post-reorganisation valuation, which is comparable with multiplies applied to peers such as Biogroup. This multiple reflects Synlab's geographic breadth and scale as a leader in the European lab-testing market and its cash-generative operations. Fitch assumes Synlab's RCF of EUR500 million is fully drawn on default and ranks equally with senior secured loans and notes. Fitch treats the EUR85.5 million term loan B4 (TLB4) issued by Synlab Bondco as subordinated to its senior secured debt, as not guaranteed by any operating subsidiary. Its waterfall analysis indicates ranked recovery in the 'RR3' band for the senior secured debt, supporting a 'B+' instrument rating. Ranked recovery for the senior unsecured debt falls in the 'RR6' band, supporting a 'CCC+' instrument rating. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Fitch-defined EBITDAR leverage above 7.5x on a sustained basis. - Fitch-defined EBITDAR fixed-charge coverage below 1.5x on a sustained basis. - Negative or neutral FCF margins beyond 2026. - Absence of like-for-like sales growth, inability to extract synergies and integrate acquisitions, or other operational challenge Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - A more conservative and clearly communicated financial policy leading to Fitch-defined EBITDAR leverage below 5.5x on a sustained basis. - Fitch-defined EBITDAR fixed-charge coverage above 2.0x on a sustained basis. - Strengthening FCF margins in the low-single digits on a sustained basis. Liquidity and Debt Structure At end-2025, Synlab's Fitch-defined readily available cash (net of restricted cash of EUR50 million) was EUR265 million. This is sufficient to cover expected marginally negative FCF of EUR10 million in 2026. The group does not have any material upcoming maturities except for its EUR85 million TLB due in July 2027. LIquidity is also supported with an available committed EUR500 million RCF due in October 2030, which has been partly drawn by around EUR125 million to repay EUR248 million of the existing EUR648 million PIK loan. Available cash of EUR123 million is expected to be used to redeem the existing PIK loan. The group's sources of funding mainly consist of EUR1.3 billion TLB due April 2031 and EUR450 million senior secured notes due January 2031. The group repriced its TLB due April 2031 in February 2026 and partly repaid its TLB due July 2027 with EUR85 million currently outstanding. The group also repriced its RCF in April 2026, which together with TLB repricing resulted in about 150bp savings since the take-private transaction. Issuer Profile Synlab is one of Europe's largest providers of medical diagnostic testing services. It runs operations in around 40 countries, with a focus on France, Germany, Italy and the UK. Summary of Financial Adjustments Fitch restricts EUR50 million from readily available cash. Fitch-defined EBITDA deducts IFRS16 lease expenses, calculated as depreciation of right-of-use assets plus interest on lease borrowings. Fitch decided to adjust the reported lease liability to calculate the EBITDAR leverage ratios. Fitch's lease-equivalent debt was calculated using a capitalisation multiple of 5.5x to Fitch-defined lease expenses of EUR104 million for 2025. Fitch-defined lease expenses were calculated as 60% of IFRS16 lease expenses, representing the approximate share of leases related to real estate. MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS Fitch's latest quarterly Global Corporates Sector Forecasts Monitor data file which aggregates key data points used in its credit analysis. Fitch's macroeconomic forecasts, commodity price assumptions, default rate forecasts, sector key performance indicators and sector-level forecasts are among the data items included. Climate Vulnerability Signals The results of its Climate.VS screener did not indicate an elevated risk for Ephios Subco 3 S.a.r.l. or Synlab Bondco PLC. ESG Considerations Ephios Subco 3 S.a.r.l has an ESG Relevance Score of '4' for Exposure to Social Impacts due to increased risks of tightening regulation that may constrain its ability to maintain operating profitability and cash flow. This has a negative impact on the credit profile, and is relevant to the rating[s] in conjunction with other factors. The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Ephios Subco 3 S.a.r.l LT IDR B Affirmed B senior secured LT B+ Affirmed RR3 B+ Synlab Bondco PLC senior unsecured LT CCC+ Affirmed RR6 CCC+ TUI CRUISES: S&P Alters Outlook to Positive, Affirms 'BB-' ICR -------------------------------------------------------------- S&P Global Ratings revised S&P's outlook on TUI Cruises GmbH to positive from stable and affirmed its 'BB-' long-term issuer credit rating and 'B+' issue rating on TUI Cruises and its senior unsecured debt. The positive outlook reflects that S&P could upgrade TUI Cruises in the next 12 months if it manages the first- and second-degree effects from the turmoil in the Middle East with limited impact on its fleet, cost structure, and customer booking levels, while retaining debt to EBITDA well below 4.0x and funds from operations (FFO) to debt above 20%. TUI Cruises has remained resilient to the fallout of the crisis in the Middle East, which delayed the return of its Mein Schiff 4 and Mein Schiff 5 ships to the Mediterranean Sea for the summer season. Both ships are expected to operate from mid-May onwards, following their passage through the Strait of Hormuz on April 19. S&P expects earnings to be impacted by about EUR80 million this year. S&P said, "We project TUI Cruises to report capacity growth of 7% for 2026, with the delivery of MS Flow in June 2026 more than offsetting the hit from delayed ship returns. We anticipate that the group can sail with a complete fleet during the highly profitable summer season and forecast EBITDA of EUR1,018 million, up from EUR977 million in 2025, bolstered by largely hedged fuel and foreign currency exposure until 2027." S&P said, "TUI Cruises reported an S&P Global Ratings-adjusted EBITDA margin of 36.5% for fiscal 2025 improving from 35.3% in 2024, surpassing our expectations. The company recorded revenue growth of 26.6% in 2025, amounting to EUR2.68 billion and exceeding our expectation. We initially anticipated that additional capacity would pressure ticket prices, which has not occurred, leading to an increase in revenue growth in line with capacity growth of 27% thanks to a full year of operations for Mein Schiff 7 (June 2024) and Mein Schiff Relax (February 2025). Occupancy increased to 101% in 2025 from 100% in 2024 for the Mein Schiff brand, and to 77% compared to 75% for Hapag-Lloyd Cruises. At the same time average daily ticket rates decreased modestly to EUR203 in 2025, from EUR205 in 2024 largely due to a higher contribution of Mein Schiff revenue (83% in 2025). Based on higher profitability and stronger operating cash flow from customer deposit inflows, S&P Global Ratings-adjusted debt to EBITDA was 3.4x in 2025 compared to 4.2x in 2024 and 3.7x in our base-case expectations for 2025. "We expect capacity to grow 7% and EBITDA margins of 35.7% in 2026 down from 36.5% in 2025 due to Middle East conflict but supported by the delivery of one ship in June 2026 and summer booking levels. The conflict in the Middle East and operations to repatriate customers from Doha and Abu Dhabi to Germany--as well as the two vessels Mein Schiff 4 and Mein Schiff 5--will overall impact earnings in 2026 by about EUR80 million, which are related to revenue shortfall and repatriation of guests and crew, leading to only modest growth in S&P Global Ratings-adjusted EBITDA to about EUR1,018 million. This is still higher than EUR977 million achieved in 2025, thanks to the expected capacity growth this summer with the delivery of the new vessel Mein Schiff Flow in June 2026. Bookings for full-year 2026 are at a similar level of about 85% compared to 87% in the previous year for the Mein Schiff brand, and we expect that cancelations related to geopolitical instability will be limited due to the sizable prepayments required from customers. That said, we understand the last percentages in utilization of the fleet are essential for achieving the high EBITDA margin. While our forecast anticipates that net revenue yields remain stable compared to 2025 levels, we acknowledge the situation in the Middle East is evolving and could impair consumer sentiment and the need to change itineraries for MS Flow for Winter season 2026 that was supposed to sail in the Middle East, which combined could impact the expected utilization of 100%-101% for the Mein Schiff fleet. In terms of potential cost impact, we view positively TUI Cruises' conservative hedging policy, with a substantially hedged fuel and foreign exchange exposure until 2027. This could help to address headwinds for fuel expenses (less than 10% of operating costs) and volatility in foreign exchange rates with the U.S. dollar reflecting about 50% of its cost structure. "A slowing economy and upcoming ship delivery pose leveraging risks that could deteriorate leverage beyond our current expectations of 3.8x in 2026.The cruise industry typically benefits from booking visibility and historically withstands modest economic weakness without large cancellation spikes. However, we see risks that a weakening economy could impair yields, on-board spending, and booking volumes later in 2026 and 2027. Our macroeconomists believe the current Middle East conflict increases the risk of an energy shock that would likely lead to more subdued consumer spending. Higher gasoline and utility bills act like a tax on real incomes, typically compressing discretionary consumption and delaying big-ticket purchases. Energy inflation also acts like a regressive tax because it hits necessities with little short-run substitution, and because it takes a larger share of lower-income budgets. While cruise operators typically lower prices to sustain high occupancy levels if the economy weakens, we expect the impact may be less severe than in past slowdowns, as the price of cruises generally remains substantially lower than comparable land-based vacations. This could benefit operators as customers seek value alternatives." Ship deliveries could exacerbate the leveraging impact of a slowing economy. The cruise industry is capital intensive because of the significant capital required to fund the purchase of new ships and the need to take delivery of ships regardless of the operating environment. Cruise operators generally must commit to new ship orders at least three to five years in advance, given the limited number of shipyards globally that are equipped to build cruise ships. Operators typically obtain financing commitments for the ships before their delivery (often at the same time they contract for the ship's delivery), which provides some liquidity support if their cash flow declines. However, the incremental debt can significantly weaken their credit measures during periods of operating weakness because it increases their debt balances while their EBITDA declines. In 2026, TUI Cruises will take delivery of one ship incurring incremental ship debt. This incremental debt could weaken credit measures if a slowing economy hurts EBITDA beyond the 3.8x we currently anticipate. S&P said, "TUI Cruises has shown its ability to onboard additional capacity, increasing its scale to EUR2.85 billion revenue in 2026, and we anticipate reduced market concentration in the long term from the license agreement with TUI AG to operate under the TUI Cruises brand in the U.K. and Northern Europe. At the end of 2026, TUI will have increased the capacity of its fleet by about 40% since 2023--prior to the delivery of MS 7 (June 2024), MS Relax (February 2025), and MS Flow (June 2025)--which, based on booking levels, showcases its ability to expand in the niche German cruise market, with market share likely to increase to about 35% in 2027 from about 26% in 2023. We therefore expect the company to increase revenue to EUR2.85 billion and EBITDA to about EUR1,018 million in 2026. In addition, the group has signed a license agreement with one of its shareholders, TUI AG (BB-/Stable/--), to operate under the TUI Cruises brand in the U.K. and Northern Europe, catering to a larger audience of international customers. Over the long term this will mitigate the source market concentration, which allows for more flexibility to shift capacity in case the German speaking source market (more than 95% of customers) weakens. As such, we see more flexibility for the group to onboard the two additional sister ships to MS Relax and Flow that are expected to be delivered in 2031 and 2033. "We expect dividend payments will accelerate in line with the group's financial policy and limit reduction of leverage. The company has defined a net leverage ratio target of 3.5x-4.0x (2.9x actual for the 12 months to Dec. 31, 2025), which we view as commensurate with the 'BB-' rating. In 2025, TUI Cruises distributed EUR440 million of dividends to its parents. For 2026, we expect dividend payments of about EUR400 million-EUR500 million, depending on operating cash flow development, which could be slowed by the developments in the Middle East. Given our expectation of continued high operating cashflows and no ship deliveries between 2027-2030, we expect dividends to accelerate to about EUR700 million to EUR800 million onwards, keeping financial debt stable, while refinancing amortizing secured Export Credit Agency (ECA) loans with unsecured debt over time. The prioritization of shareholder distributions limits a reduction of financial debt and we expect S&P Global Ratings-adjusted debt to EBITDA to remain at about 3.5x from 2027 onwards. That said, we understand the group has a cautious approach in terms of timing of dividend payments following the summer season and that it keeps a minimum cash balance of about EUR100 million and EUR600 million revolving credit facility (RCF) available for liquidity needs. "The positive outlook reflects that we could upgrade TUI Cruises in the next 12 months if it manages the first- and second-degree effects from the turmoil in the Middle East with limited impact on its fleet, cost structure, and customer booking levels. A higher rating would reflect TUI Cruises' increased scale, ability to retain high utilization levels for existing and additional capacity from one new ship delivery in 2026, while it maintains its sound margin profile. It would also require TUI Cruises to retain its financial policy and approach to a balanced shareholder renumeration keeping debt to EBITDA well below 4.0x and FFO to debt above 20%." S&P could revise the outlook to stable if: -- S&P Global Ratings-adjusted debt to EBITDA approaches 4.0x, or -- S&P Global Ratings-adjusted FFO to debt declines toward 20%. S&P said, "We could also revise the outlook to stable if the company's performance significantly weakens due to an inability to mitigate the impact from the Middle East crisis, challenging our view of improved resilience of its operations. This could be reflected by higher customer cancelations or an inability to market new capacity impacting utilization and declining net yields. "We could raise the ratings on TUI Cruises in the next 12 months if it manages the first- and second-degree effects from the turmoil in the Middle East with limited impact on its fleet, cost structure, and customer booking levels, successfully onboarding Mein Schiff Flow in June, improving our view on its operations, while it maintains a balanced approach to shareholder renumeration, keeping liquidity adequate and debt to EBITDA well below 4.0x and FFO to debt above 20%." ============= I R E L A N D ============= CARLYLE 2015-2: Fitch Alters Outlook on 'B-sf' Rating to Negative ----------------------------------------------------------------- Fitch Ratings has revised Carlyle Global Market Strategies Euro CLO 2015-2 DAC's class E-R notes Outlook to Negative from Stable. All notes have been affirmed as detailed below. Entity/Debt Rating Prior ----------- ------ ----- Carlyle Global Market Strategies Euro CLO 2015-2 DAC A-1-RR XS2432571078 LT AAAsf Affirmed AAAsf A-2A-RR XS2432571409 LT AAsf Affirmed AAsf A-2B-RR XS2432571664 LT AAsf Affirmed AAsf B-RR XS2432571748 LT Asf Affirmed Asf C-RR XS2432572126 LT BBB-sf Affirmed BBB-sf D-RR XS2432572472 LT BB-sf Affirmed BB-sf E-R XS2432572639 LT B-sf Revision Outlook B-sf Transaction Summary Carlyle Global Market Strategies Euro CLO 2015-2 DAC is a securitisation of mainly senior secured obligations (at least 90%) with a component of corporate rescue loans, senior unsecured, mezzanine, second-lien loans and high-yield bonds. Net proceeds from the note issuance were used to redeem the outstanding rated notes and to fund a portfolio with a target size of EUR400 million. The portfolio is managed by CELF Advisors LLP (part of The Carlyle Group LP). The collateralised loan obligation (CLO) had a 4.7-year reinvestment period and an 8.7-year weighted average life (WAL) at the reset closing in 2022. KEY RATING DRIVERS Performance Deterioration: The transaction has experienced further par losses since the previous review in June 2025 to 3.7% below par, from 2.6% below par, as a result of selling distressed assets at a discount. The par losses and a reduction in the portfolio's weighted average spread to 3.58% from 3.78% over the same period have eroded the break-even default rate cushion. The revision of the Outlook reflects reduced protection against new defaults. Fitch calculates the portfolio has 5.6% of assets rated 'CCC' (or 5.1%, if excluding an unrated asset). Sufficient Cushion for Higher-Ranking Notes: The class A-1-RR to D-RR notes have retained sufficient buffers to support their current ratings and should be capable of absorbing further defaults and par erosion in the portfolio. This is reflected in their Stable Outlooks. 'B'/'B-' Portfolio: Fitch assesses the average credit quality of the underlying obligors at 'B'/'B-'. The weighted average rating factor of the current portfolio is 24.9 as calculated by Fitch. About 17.9% of the portfolio is currently on Negative Outlook. High Recovery Expectations: Senior secured obligations comprise 100% of the portfolio. Fitch views the recovery prospects for these assets as more favourable than for second-lien, unsecured and mezzanine assets. The Fitch-calculated weighted average recovery rate of the current portfolio is 60.9%. Diversified Portfolio: The portfolio is well-diversified across obligors, countries and industries. The top 10 obligor concentration, as calculated by Fitch, is 10.5%, and no obligor represents more than 1.2% of the portfolio balance. Exposure to the three-largest Fitch-defined industries is 37.7% as calculated by Fitch. Fixed-rate assets as reported by the trustee are at 5.2%, currently complying with the limit of 12.5%. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade Downgrades, which are based on the current portfolio, may occur if the loss expectation is larger than assumed, due to unexpectedly high levels of default and portfolio deterioration. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade Upgrades may result from stable portfolio credit quality and deleveraging, leading to higher credit enhancement and excess spread available to cover losses in the remaining portfolio. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY Fitch has checked the consistency and plausibility of the information it has received about the performance of the asset pool and the transaction. Fitch has not reviewed the results of any third-party assessment of the asset portfolio information or conducted a review of origination files as part of its ongoing monitoring. The majority of the underlying assets or risk-presenting entities have ratings or credit opinions from Fitch and/or other Nationally Recognised Statistical Rating Organisations and/or European Securities and Markets Authority- registered rating agencies. Fitch has relied on the practices of the relevant groups within Fitch and/or other rating agencies to assess the asset portfolio information or information on the risk-presenting entities. Overall, and together with any assumptions referred to above, Fitch's assessment of the information relied upon for the rating agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG Considerations Fitch does not provide ESG relevance scores for Carlyle Global Market Strategies Euro CLO 2015-2 DAC. In cases where Fitch does not provide ESG relevance scores in connection with the credit rating of a transaction, programme, instrument or issuer, Fitch will disclose any ESG factor that is a key rating driver in the key rating drivers section of the relevant rating action commentary. ========= I T A L Y ========= RENO DE MEDICI: Fitch Hikes Long-Term IDR to 'CC' ------------------------------------------------- Fitch Ratings has downgraded Reno de Medici's S.p.A. (RDM) Long-Term Issuer Default Rating (IDR) to 'RD' (Restricted Default) from 'C', after the company failed to cure the missed coupon payment on its EUR600 million senior secured notes within the original 30-day grace period. Fitch has subsequently upgraded RDM's IDR to 'CC'. The rating reflects RDM's ongoing debt restructuring negotiations with creditors, given its unsustainable capital structure. RDM announced on 16 March 2026 that it has obtained more than 70% of existing bondholders consent to proceed with the forbearance agreement in relation to non-payment of interest on its bond. Fitch expects the results of debt restructuring to represent a distressed debt exchange (DDE). Fitch will reassess the IDR after RDM has reached an agreement with most of its creditors, based on the new capital structure, business prospects and liquidity. Key Rating Drivers Missed Uncured Coupon Payment: The downgrade to 'RD' reflects RDM's failure to cure the missed coupon payment of its senior secured notes, following the expiry of the original 30-day cure period. The company has effectively secured bondholder consent to defer the coupon payment, which will be treated as locked-up debt in the restructuring. Fitch considers the lapse of an original grace period without payment as an 'RD', and these coupon payments are unlikely to be made until the restructuring is complete. Fitch understands from management that RDM continues to service its other debt obligations and maintains sufficient liquidity to support operations. Ongoing Debt Restructuring: The subsequent IDR upgrade to 'CC' reflects the current unsustainable capital structure. RDM has secured consent from over 70% of bondholders in relation to the non-payment of coupon for its EUR600 million bonds for 90 days. Fitch expects RDM's capital structure to undergo debt restructuring in the coming months, which is likely to result in a material reduction in terms for creditors, including a proportion of the debt being exchanged for equity in the business, which Fitch would view as a DDE under Fitch's Corporate Rating Criteria. Fitch would reassess RDM's restructured profile and assign a rating that is consistent with its forward-looking assessment of its credit profile after debt exchange. Materially Constrained EBITDA: Fitch estimates RDM's EBITDA remained materially below its previous projections in 2025, due to delayed volume recovery, weak pricing and increased energy and recycled paper prices over the past 12 months. Fitch forecasts that EBITDA will increase to EUR52 million in 2026, supported by a cost-cutting initiative implemented over 2025 and slightly improved capacity use following the closure of its Barcelona plant. Nevertheless, EBITDA generation in 2026-2027 will be much below previous expectations, leading to negative free cash flow (FCF) and unsustainable leverage under the current capital structure. Persistent Cash Losses: Fitch expects FCF to remain negative in 2026 and 2027, at EUR68 million and EUR41 million, respectively, after about EUR200 million cumulative negative FCF in 2024-2025. This reflects continued weak trading performance below Fitch's previous projections and depressed profitability due to weak pricing and inflated energy and raw material prices. Fitch expects ongoing uncertainty around the timing of market recovery and RDM's operational turnaround following the closure of its Barcelona plant. Stabilising and containing cash outflows will be critical to safeguarding the viability of RDM's operations. Peer Analysis RDM is small compared with other Fitch-rated packaging peers, such as Sappi Limited (BB/Stable), CANPACK Group, Inc. (BB/Negative) and Ardagh Metal Packaging S.A. (B/Stable). RDM's business profile is weaker than its peers', due to its limited geographical diversification. RDM's forecast EBITDA margin of 5%-9% remains lower than Ardagh's 11%-12% and materially below Nordic Paper Holding AB's (B+/Positive) 17%-19%. This is due to its concentrated presence in the European packaging market, while the others have a presence in America and Asia. RDM's negative FCF margins in 2025-2028 are materially weaker than Ardagh Metal's negative 1%-2% or Sappi's negative 1%-3%. RDM's financial profile in 2025-2028 is considerably weaker than all other Fitch-rated packaging peers'. Fitch estimates RDM's gross leverage at 22.7x at end-2025, 15.9x at end-2026 and 12.7x at end-2027, which are much weaker than Ardagh Metal's 6.0x , Sappi's 3.2x or Nordic Paper's 3.0x at end-2027. Fitch’s Key Rating-Case Assumptions - Revenue to rise in 2026-2028 due to increase in demand, after a 5% decline in 2025 - EBITDA margin to remain 6% in 2026, before trending towards 9% in 2028 due to volume recovery and cost- cutting initiatives, after a decline to 5% in 2025 - Bridge loan to be repaid in 2026 using the Barcelona plant disposal proceeds - Working capital outflows across 2026-2028 due to an increase in factoring use and rise in revenue - Capex to normalise at 3.3%-4% of sales from 2026, versus 6.3% in 2024, due to completed capex on the Blendecques mill - No dividends or M&As to end-2028 Corporate Rating Tool Inputs and Scores Fitch scored the issuer as follows, using its Corporate Rating Tool (CRT) to produce the Standalone Credit Profile (SCP): - Business and financial profile factors (assessment, relative importance): Management (b+, Lower), Sector Characteristics (bb, Lower), Market and Competitive Positioning (b+, Moderate), Diversification and Asset Quality (b, Moderate), Company Operational Characteristics (b, Moderate), Profitability (ccc, Moderate), Financial Structure (ccc-, Higher), and Financial Flexibility (ccc-, Higher). - The quantitative financial subfactors are based on standard CRT financial period parameters: 20% weight for the latest historical year 2024, 40% for the forecast year 2025 and 40% for the forecast year 2026. - B+ to CC considerations apply in its analysis and result in an adjustment of -1 notch(es). - The Governance assessment of 'Some Deficiencies' results in no adjustment. - The Operating Environment assessment of 'a' results in no adjustment. - The other risk elements adjustment applies and results in an adjustment of -1 notch(es). - The SCP is 'cc'. Recovery Analysis The recovery analysis assumes that RDM would be reorganised as a going concern (GC) in bankruptcy rather than liquidated. Fitch assumes a 10% administrative claim. RDM's super senior RCF is fully drawn after restructuring and ranks ahead of senior secured debt. Fitch also considers the EUR50 million bridge loan as super senior as this is an asset-backed lending facility, which will be repaid with the sale proceeds of the Barcelona plant. Factoring facilities backed by receivables also rank super senior. Fitch's GC EBITDA estimate is EUR80 million, versus previous estimate of EUR90 million, reflecting the sustainable, post-reorganisation EBITDA on which Fitch bases the valuation of the company. An enterprise value multiple of 5.0x is applied to GC EBITDA to calculate a post-reorganisation valuation. It reflects RDM's long-term relationship with clients, well-invested production assets, and a 60%-70% exposure to resilient markets. This is in line with other packaging peers, like Ardagh. Its debt structure comprises an increased EUR141.6 million (as of December 2025) super senior RCF (assumed fully drawn), EUR600 million senior secured notes, EUR50 million bridge loan, EUR44 million factoring (outstanding value as of December 2025) and EUR26 million of other debt. Its waterfall analysis based on the above generates a ranked recovery for the senior secured notes noteholders in the 'RR5' category, leading to a 'C' rating for the EUR600 million notes. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Uncured payment default (such as failure to pay interest on any material financial obligation), entering into formal debt restructuring recognised as a DDE under Fitch's criteria, or entering bankruptcy, administration or other formal winding-up procedure Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Fitch does not envisage an upgrade before an overhaul of the capital structure Liquidity and Debt Structure Fitch expects RDM's liquidity for 2026 to consist of about EUR80 million cash (with the EUR141.6 million RCF fully drawn). This also includes the EUR50 million bridge loan arranged/drawn in November 2025, which will be used to fund the negative FCF of 2026. Fitch expects the Barcelona plant disposal proceeds of about EUR66 million to be available in 3Q26 and be used to repay the EUR50 million bridge loan. Fitch expects RDM's financial flexibility to deteriorate, with negative FCF of EUR68 million in 2026 and EUR41 million in 2027. The company had no major repayment obligations other than the EUR43.7 million factoring and EUR44 million other short-term loans at end-2025; however, its EUR50 million bridge loan will have to be repaid in 2H26 using the Barcelona plant sale proceeds. RDM's debt structure remains dominated by its EUR600 million senior secured notes due in April 2029. Issuer Profile RDM, founded in 1967 and headquartered in Milan, is a leading European producer and distributor of recycled paper boards mainly for the packaging industry. MACROECONOMIC ASSUMPTIONS AND SECTOR FORECASTS Fitch's latest quarterly Global Corporates Sector Forecasts Monitor data file which aggregates key data points used in its credit analysis. Fitch's macroeconomic forecasts, commodity price assumptions, default rate forecasts, sector key performance indicators and sector-level forecasts are among the data items included. Climate Vulnerability Signals The results of its Climate.VS screener did not indicate an elevated risk for RDM. ESG Considerations RDM has an ESG Relevance Score of '4[+]' for Exposure to Social Impacts due to the consumer preference shift from plastic to paper and cardboard packaging, which has a positive impact on the credit profile, and is relevant to the rating[s] in conjunction with other factors. The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Reno de Medici S.p.A. LT IDR RD Downgrade C LT IDR CC Upgrade senior secured LT C Affirmed RR5 C WEBUILD SPA: S&P Assigns 'BB+' Rating to Proposed Unsecured Notes ----------------------------------------------------------------- S&P Global Ratings assigned its 'BB+' issue rating and '4' recovery rating to the proposed senior unsecured notes of up to EUR500 million to be issued by Italian construction company Webuild SpA (BB+/Stable/--). The '4' recovery rating reflects the proposed notes' unsecured and unguaranteed nature, as well as their structural subordination to prior-ranking claims. S&P estimates recovery prospects at 40%. The proposed notes will have a maturity of up to seven years and will rank at the same seniority as Webuild's existing unsecured senior debt. Webuild intends to use the proceeds to partially refinance existing debt, including early redemption and/or repurchase through a tender offer of EUR250 million 3.625% notes due January 2027, and for general corporate purposes. The issue-level and recovery ratings on the proposed notes are based on preliminary information and subject to the notes' successful issuance and our satisfactory review of the final documentation. S&P said, "We expect the documentation for the proposed notes will be broadly in line with that for the existing notes. The notes will benefit from a negative pledge covenant but will no longer include debt incurrence and restricted payment restrictions, or limitations on sale of certain assets and transactions with affiliates. "In our hypothetical default scenario, we assume a prolonged economic downturn that affects the construction sector. We also consider a delay in collecting payments for projects that would result in severe margin contraction and negative operating cash flow. In our view, this would weaken Webuild's ability to meet its debt obligations, triggering a payment default in 2031. "We value Webuild as a going concern, based on its strong brand value, market position, and global presence." Simulated default assumptions -- Year of default: 2031 -- Jurisdiction: Italy -- Emergence EBITDA (after recovery adjustments): EUR467 million -- Multiple: 5x, in line with the standard assumption for the construction sector Simplified waterfall -- Gross recovery value: EUR2.3 billion -- Net recovery value after administrative expenses (5%): EUR2.2 billion -- Estimated priority claims: EUR128 million -- Value available to first-lien claims: EUR2.1 billion -- Estimated first-lien claims: EUR573 million -- Value available to unsecured claims: EUR1.5 billion -- Unsecured debt claims: EUR3.6 billion --Recovery range: 30%-50% (rounded recovery estimate of 40%) --Recovery rating: 4 =================== K A Z A K H S T A N =================== FORTELEASING JSC: Fitch Affirms 'BB' Long-Term IDR, Outlook Stable ------------------------------------------------------------------ Fitch Ratings has affirmed JSC ForteLeasing's (FL) Long-Term Foreign- and Local-Currency Issuer Default Ratings (IDRs) at 'BB' and its National Long-Term Rating at 'A(kaz)'. The Outlooks are Stable. Fitch has also affirmed FL's Shareholder Support Rating (SSR) at 'bb'. Key Rating Drivers Support-Driven Ratings: FL's ratings are driven by Fitch's assessment of potential support from shareholder ForteBank JSC (FB) and are equalised with the parent's 'BB' ratings, which are on Stable Outlook. This reflects a high level of management and operational integration, and strong synergies with the parent as the only entity providing leasing services to the clients of the banking group. In its view, the reputational risk to FB from a FL default is high, given their shared branding and FL's full ownership by FB. FB is one of the largest privately owned banks in Kazakhstan. High Integration with Parent Bank: Fitch's support assessment is underpinned by the high integration and close supervision of FL by FB management, FL's large parental funding (81% of FL's borrowings at end-3Q25) and its record of strong performance. Fitch believes FL's small size relative to FB's (less than 1% of total assets) would make extraordinary support manageable for the shareholder. Weaker Standalone Credit Profile: In Fitch's view, FL's standalone credit profile would be materially lower than the support-driven IDRs. This is due to FL's narrow independent franchise, the performance of which is highly correlated with FB's, its modest absolute size and high reliance on funding from the parent. Small Franchise; Focused Business Model: FL has a small but growing franchise in the Kazakh leasing market, which is dominated by state-owned companies. The business model is focused on leasing trucks, specialised vehicles and passenger cars, although recently the company has started growing other segments and product types. FL's portfolio, largely unseasoned due to its strong growth, remains concentrated by asset types and single names, although associated risks have moderated in recent years as the portfolio has expanded. Adequate Asset Quality, Rapid Growth: FL's asset quality has improved in recent years, with problem receivables at around 6% at end-3Q25 down from 8.5% at end-2020. However, the problem receivables ratio has been flattered by rapid portfolio growth, averaging 47% a year in 2021-2024, potentially indicating more aggressive underwriting than at peers. Fitch expects FL to maintain rapid portfolio growth in the next two to three years, but the seasoning of FL's lease portfolio over the long term could pressure its asset-quality metrics. Solid Profitability: FL's profitability is sound, with a pre-tax return on average assets ratio at 7.7% in 9M25 (8% in 2024), supported by a healthy annualised net interest margin of 12.6% (12.1% in 2024). In its view, higher provisioning costs, driven by asset-quality deterioration from the company's portfolio seasoning over the long term, could pressure profitability. Parent Supports Capitalisation: In 2025, FB provided KZT3 billion of additional capital to FL to support its portfolio growth, with further capital injections up to KZT10 billion possible until end-2027. FL's gross debt/tangible equity increased to 2.3x at end-3Q25 from 0.6x at end-2020, as portfolio growth outpaced internal equity generation. Fitch expects FL's leverage to gradually increase in 2025-2027, driven by its projected portfolio growth. However, FB's capital injections will support the expansion, allowing the parent to meet its covenants. Concentration risk weighs on its assessment of capital adequacy, with the 10 largest leasing exposures representing around 80% of FL's equity at end-2025. Parent Bank Dominates Funding Profile: FL receives most of its funding from FB, with other sources including the Industrial Development Fund (14%) and the state-owned fund DAMU (5%). FL's access to parent bank funding supported recent growth and its growth targets. Fitch believes FB would continue to have a strong willingness to provide liquidity support. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade A downgrade of FB's ratings would result in a corresponding downgrade of FL's ratings. A weakening of FB's propensity to support FL, triggered, for example, by weaker integration, reduced ownership or deviation of FL from the group's objectives could result in FL's Long-Term IDR being notched down from the parent's. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade An upgrade of FB's IDRs would likely result in an upgrade of FL's ratings. Public Ratings with Credit Linkage to other ratings FL's ratings are linked to FB's IDRs. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Prior ----------- ------ ----- JSC ForteLeasing LT IDR BB Affirmed BB ST IDR B Affirmed B LC LT IDR BB Affirmed BB LC ST IDR B Affirmed B Natl LT A(kaz) Affirmed A(kaz) Shareholder Support bb Affirmed bb JET FINANCE: Fitch Affirms 'B-' Long-Term IDR, Outlook Now Pos. --------------------------------------------------------------- Fitch Ratings has revised Microfinance organization Jet Finance LLP's (formerly Microfinance Organization Mogo Kazakhstan) Outlook to Positive from Stable, while affirming its Long-Term Issuer Default Rating (IDR) at 'B-'. Fitch has also upgraded its National Scale Rating to 'BB-(kaz)' from 'B+(kaz)'. Key Rating Drivers The Positive Outlook reflects an improving business profile and a reduction in FX risk through the implementation of a cap on unhedged foreign-currency (FC) borrowing. Maintaining adequate management of market and credit risks during the company's current rapid growth could lead to an upgrade. Rapid Recent Growth: The Positive Outlook reflects the company's fast-growing franchise, improving management of market risks and diversifying funding. At the same time, the company's ratings remain constrained by its monoline business model focussed on used car loans, with significant credit risk and large asset/liability mismatches. Jet Finance had a net portfolio totalling USD98 million at end-2025 (2024: USD28 million), representing growth in 2025 of 249% (236% in Kazakhstani tenge), having also more than doubled in the previous year. Improved FX Hedging: Jet Finance's FX risk reduced in 2025 following improvements in its hedging policy. As of end-2025, all FC funding (61% of the total) was hedged, and its internal policy now caps unhedged FC borrowing at a maximum of 50% of equity. At end-2024, about 70% of total debt had been in unhedged euros and US dollars, while all lending was in local currency, exposing the company to a shortfall in asset values in the event of a sharp currency depreciation. High Risk Sector: Jet Finance provides secured loans to underbanked clients with limited credit history, mostly backed by used cars (90% of loans at end-2025). The company benefits from a scalable digital business model with most loans issued online and approved by its proprietary scorecard. Seasoning Risk: Jet Finance's impaired loans ratio fell to 10% at end-2025 from 17% at end-2024, due to rapid loan growth. Provisioning of impaired loans weakened further to 44% in 2025, from 46% in 2024 and 132% in 2023. The secured nature of lending only in local currency, adequate loan-to-value ratios (LTVs) and a fairly liquid market for cars partly mitigate the company's high credit risks. Tighter Regulation on Charges: The Kazakh regulator in June 2025 imposed an interest-rate cap of 46% and capped lenders' commission on insurance at 10%. In 2025, 37% of Jet Finance's total gross income came from non-interest sources, primarily referral commissions from insurance policies bundled with lending products. Fitch expects the insurance commission cap to weigh on Jet Finance's revenue, but its impact would be mitigated by supplementary platform and advertising fees charged to dealerships and insurance companies for using Jet Finance's online platform. Adequate Profitability; Low Cost Base: Jet Finance's profitability is supported by wide margins, reflective of its higher-risk customer base. Net interest margin was broadly stable at 16% (2024: 15%), but down from the highs of 2022 and 2023 (29% and 22%, respectively). Pre-tax income/average assets ratios improved to 14.8% (2024: 6.6%), reflecting lower provisioning of impaired loans and reduced operating costs. The cost/income ratio improved to 29%, from 59% in 2024 and 55% in 2023, due to Jet Finance's technology and automation-driven model, which allows loan volumes to grow, while keeping overheads low. Fitch expects costs to remain low as Jet Finance expands. Diversifying Funding: Jet Finance has continued to diversify its funding sources by issuing domestic unsecured bonds and securing relationships with international funding providers. Local bonds accounted for 85% of total debt at end-2025 (2024: 67%), and half were issued in US dollars. Headroom on Jet Finance's covenants for Mintos-sourced financing is limited, exposing it to refinancing risk unless shareholder capital injections help contain leverage. Debt/tangible equity increased to 5.3x at end-2025 (2024: 3.7x). RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Adverse regulatory developments threatening business model viability - Deterioration of the company's capital position, for instance due to growth outpacing capital generation, credit-negative revisions to FX hedging policy, or material receivables from related parties - Weakening profitability to the point of operational losses, for example, due to a sharp decline of net interest margin or widening credit losses - Sustained deterioration of asset quality - Signs of reduced funding access or refinancing difficulties Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Maintenance of an expanding franchise, alongside proven control over asset quality and reduced asset/liability mismatches, accompanied by a debt/tangible equity ratio comfortably below 5.5x ADJUSTMENTS The sector risk operating environment score is below the implied score at 'bb-' due to the following adjustment reason: regulatory and legal framework (negative). The asset quality score is above the implied score at 'b-' due to the following adjustment reason: collateral and reserves (positive). The earnings and profitability score is below the implied score at 'b' due to the following adjustment reason: portfolio risk (negative). The capitalisation and leverage score is below the implied score at 'b' due to the following adjustment reasons: size of capital base (negative), risk profile and business model (negative). The funding, liquidity and coverage score is below the implied score at 'b-' due to the following adjustment reason: funding flexibility (negative). ESG Considerations Jet Finance has an ESG Relevance Score of '4' for Exposure to Social Impacts due to risks arising from a business model focused on extending credit at high rates. This could give rise to consumer and public disapproval and expose it to regulatory changes and conduct-related risks that could affect the company's franchise and performance metrics. This has a moderately negative impact on Jet Finance's credit profile and is relevant to the ratings in conjunction with other factors Jet Finance has an ESG Relevance Score of '4' for Customer Welfare - Fair Messaging, Privacy & Data Security due to its exposure to higher-risk, underbanked borrowers with limited credit history and variable incomes. This underlines social risks arising from increased regulatory scrutiny and policies to protect more vulnerable borrowers (such as lending caps) regarding its lending practices, pricing transparency and consumer data protection. This has a moderately negative impact on Jet Finance's credit profile and is relevant to the ratings in conjunction with other factors. Jet Finance has an ESG Relevance Score of '4' for Governance Structure due to developing corporate governance as underlined in material related-party transactions. This has a moderately negative impact on the credit profile and is relevant to the rating in conjunction with other factors. The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Prior ----------- ------ ----- Microfinance organization Jet Finance LLP LT IDR B- Affirmed B- ST IDR B Affirmed B LC LT IDR B- Affirmed B- LC ST IDR B Affirmed B Natl LT BB-(kaz) Upgrade B+(kaz) QAZAQGAZ NC: S&P Assigns 'BB+' Rating to New Senior Unsecured Notes ------------------------------------------------------------------- S&P Global Ratings assigned its 'BB+' rating to the proposed senior unsecured notes to be issued by QazaqGaz NC JSC. The company will use net proceeds from these notes for refinancing its $750 million Eurobonds ($706 million outstanding) due in September 2027 and for general corporate purposes and investments. S&P said, "Our 'BB+' issuer credit rating and positive outlook on QazaqGaz are unchanged. Consistent with our previous forecast, we expect debt to EBITDA at about 2.0x in 2026 and potentially up to about 2.5x in 2027, compared with 2.0x in 2025. This is because of the company's increasing investments in the domestic network, and new joint ventures (JVs) with Qatari partners for the construction of the second line of the Beineu-Bozoy-Shymkent gas pipeline, processing plants in Kashagan, and a compressor station and the main gas pipeline in the Aktobe and Kostanay regions. We expect about Kazakhstani tenge (KZT) 400 billion on equity contributions to these JVs in 2026, on top of about KZT116 billion of own capital expenditure. These investments are aimed at expanding transportation capacity and supporting growth in domestic gas supply, and we could eventually expect these assets to generate additional cash flow, including potential dividend income from JVs, although we have not yet reflected this in our base-case scenario. "That said, we anticipate that a 33% yearly increase in local tariffs over 2025-2027 will help QazaqGaz reach break-even domestic EBITDA by 2027, while favorable market conditions and high gas demand in China will generate additional revenue from exports. Generally, we expect market conditions to be favorable to QazaqGaz in the near term, as supply disruptions in the global liquefied natural gas markets due to the conflict in the Middle East could increase demand for pipeline gas. Accordingly, we expect at least KZT350 billion of dividends from longstanding JVs should contribute to consolidated EBITDA and support metrics. "The positive outlook on the rating mirrors that on Kazakhstan, a positive action on which is the most likely upgrade scenario for QazaqGaz. At the same time, there's a potential for the improvement in its stand-alone creditworthiness, as well, if the upward tariff revision, combined with higher exports, translates into sustainably stronger metrics." TAS FINANCE: Fitch Affirms 'B' Long-Term IDR, Outlook Stable ------------------------------------------------------------ Fitch Ratings has affirmed Kazakhstan-based Microfinance Organization TAS FINANCE GROUP LLP's (TAS) Long-Term Foreign- and Local-Currency Issuer Default Ratings (IDRs) at 'B'. The Outlook is Stable. Key Rating Drivers Modest Franchise; Regulatory Risk: TAS's ratings reflect its modest franchise in the domestic microfinance sector and its monoline and concentrated business model, with a focus on secured used car-backed loans (82% of the total loan portfolio at end-2025) and higher-risk under-banked customers. They also consider its basic underwriting standards and risk controls, as well as its concentrated funding profile and limited liquidity flexibility. Strong Capitalisation; Declining Profitability: TAS has sound buffers relative to regulatory requirements, and a granular, mostly short-term secured loan portfolio, backed by liquid collateral. It has had only moderate credit losses and good profitability, although this came under pressure in 2024 and 2025 amid a volatile macroeconomic environment and regulatory pressure. Monoline Business, Regulatory Risk: TAS provides secured loans to under-banked clients with limited credit history, backed mostly by used cars and real estate (18% of portfolio at end-2025). Clients are largely individuals and small business owners, who use the loans to finance consumption and working capital. TAS's business is sensitive to evolving regulation for microfinance companies and could be subject to event risk, such as further interest-rate caps or changes in licensing requirements. Exposure to these borrowers, potential market disapproval, sensitivity to regulatory changes and conduct-related risks have a negative effect on TAS's credit profile. Key Person Risk, Stiff Competition: TAS's management has so far been able to handle macroeconomic and regulatory challenges, achieving adequate performance, despite the recent profitability decrease. In Fitch's view, key-person risk is material and could affect governance practices, due to high reliance on shareholders and their families for decision-making. However, TAS complies with all local regulatory and disclosure requirements. TAS is one of the largest companies in domestic secured loans, but its franchise is smaller than larger local micro-finance companies' and, in its view, could be replicated by incumbents including banks and microfinance and fintech companies. High Portfolio Growth: TAS's portfolio growth was strong at 46% in 2025 (20% in 2024), which Fitch believes could pressure the company's underwriting practices, and consequently asset quality, as the portfolio seasons. Positively, TAS has demonstrated a solid record of maintaining adequate risk controls through periods of macroeconomic volatility and strong portfolio growth. Impaired Loans Decreased: TAS's impaired loans/gross loans ratio (Stage 3) decreased to 5.3% at end-2025 from 7.1% at end-2024, which, in its view, was due to rapid portfolio growth and could give rise to further seasoning and macroeconomic challenges. TAS's coverage ratio (loan loss reserves/impaired loans) was about 40% at end-2025; however, its acceptable loan-to-value ratio and collateral quality requirements support its asset quality. Profitability Decreased: TAS's pre-tax income/average assets decreased to 13% in 2025 from 23% in 2023, due to increased interest, employee and other operating expenses. The net interest margin (NIM) fell to 26% in 2025 from 33% in 2023, but, in its view, was still solid. TAS's business model is labour-intensive, and its cost/income ratio rose to about 50% in 2025 from 36% in 2023, due mostly to an increase in employee expenses. Fitch believes TAS is subject to potential earnings and business model volatility due to its exposure to regulatory actions across the sector on lending to higher-risk and more vulnerable borrowers. Strong Capital Buffers: TAS's leverage ratio (gross debt/tangible equity) increased to 1.5x at end-2025 from 1.1x at end-2024 due to rapid portfolio growth and moderate dividends. It is still stronger than most of its peers', and the company maintains a comfortable buffer above regulatory requirements. TAS's equity/assets ratio, its prudential capital measurement (regulatory minimum requirement of 10%), was 44% at end-2025. Adequate Liquidity, High Equity Funding: TAS's debt funding includes unsecured tenge-denominated bonds (51% of total debt at end-2025) and secured loans from JSC Halyk Bank of Kazakhstan (BBB-/Stable; 39% of total debt) and other sources. In addition, the company uses equity to fund around half of its assets. Its short-term liquidity, measured as liquid assets/short-term funding, was modest at 0.2x at end-2025 (end-2024: 0.2x). However, in its view, TAS's liquidity is supported by the cash flow-generative nature of its business model. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - A regulatory event, for example considerably tighter lending caps, negatively affecting TAS's business model viability or signs of funding and refinancing problems (including covenant breaches), compromising its funding access or ability to grow - Prolonged high interest rates in Kazakhstan, alongside asset-quality challenges, which could put pressure on TAS's earnings and portfolio quality - A material reduction in TAS's regulatory capital headroom or its gross debt/tangible equity ratio approaching 5.5x, particularly if combined with material asset-quality deterioration and weaker revenue generation, weighing on profitability and capital buffers Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Sustained growth of TAS's franchise and business scale over the long term, maintaining solid financial metrics - Sustained funding diversification, stable and proven access to international financial institution funding DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS TAS's senior unsecured bond rating is equalised with its Long-Term Local-Currency IDR, reflecting Fitch's view that the likelihood of default on the senior unsecured obligation is the same as that of the company, with average recovery prospects reflected in a 'RR4' Recovery Rating. DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Negative rating action on TAS's Long-Term IDR - Weaker recovery expectations, for example due to materially weaker capitalisation or higher asset encumbrance Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Positive rating action on TAS's Long-Term IDR ADJUSTMENTS TAS's 'b' Standalone Credit Profile (SCP) is in line with the implied SCP. The 'bb-' sector risk operating environment score is in line with the 'bb' category implied score. The 'bb-' sector risk operating environment score is below the 'bbb' implied category score due to the following adjustment reason(s): regulatory and legal framework (negative). The 'b' business profile score is below the 'bb' category implied score due to the following adjustment reason(s): business model (negative). The 'b' asset quality score is below the 'bb' category implied score due to the following adjustment reason(s): risk profile and business model (negative). The 'bb-' earnings and profitability score is below the 'bbb' category implied score due to the following adjustment reason(s): portfolio risk (negative). The 'b+' capitalisation and leverage score is below the 'bb' category implied score due to the following adjustment reason(s): risk profile and business model (negative). The 'b' funding, liquidity and coverage score is above the 'ccc & below' category implied score due to the following adjustment reason(s): cash flow-generative business model (positive). ESG Considerations TAS has an ESG Relevance Score of '4' for customer welfare given its exposure to higher-risk, underbanked borrowers with limited credit history and variable incomes. This underlines social risks arising from increased regulatory scrutiny and policies to protect more vulnerable borrowers (such as lending caps) regarding its lending practices, pricing transparency and consumer data protection. This has a moderately negative impact on TAS's credit profile and is relevant to the ratings in conjunction with other factors. TAS has as ESG Relevance Score of '4' for exposure to social impacts. This reflects risks arising from a business model focused on extending credit at high rates, which could give rise to consumer and market disapproval, and to regulatory changes and conduct-related risks that could affect the company's franchise and performance metrics. This has a moderately negative impact on TAS's credit profile and is relevant to the ratings in conjunction with other factors. TAS has an ESG Relevance Score of '4' for governance structure. This reflects high key-person risk due to significant dependence on the company's shareholders and their families in decision-making, which has a negative impact on the credit profile, and is relevant to the rating in conjunction with other factors. The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Microfinance Organization TAS FINANCE GROUP LLP LT IDR B Affirmed B ST IDR B Affirmed B LC LT IDR B Affirmed B LC ST IDR B Affirmed B Natl LT BB+(kaz) Affirmed BB+(kaz) senior unsecured LT B Affirmed RR4 B TECHNOLEASING LLC: Fitch Affirms 'B' Long-Term IDR, Outlook Stable ------------------------------------------------------------------ Fitch Ratings has affirmed TechnoLeasing LLC's (TL) Long-Term Issuer Default Ratings (IDRs) at 'B' and National Long-Term Rating at 'BB(kaz)'. The Outlooks are Stable. Key Rating Drivers Modest Leasing Franchise: TL's ratings reflect its modest franchise in Kazakhstan's leasing market, its monoline business model with substantial concentration by lessee and industry, and its reliance on continued access to funding, which can be volatile. The ratings also take account of sound and improving profitability, and a solid leverage position, helped by contained loan impairments. Stable Outlook: The Stable Outlook reflects Fitch's view that TL's credit profile can withstand moderate macroeconomic challenges, including high interest rates and inflation. It also reflects TL's record of adequate profitability and capitalisation during several stressed periods. Reducing Leverage: TL's gross debt/tangible equity ratio improved to 1.8x at end-2025 from 3.2x at end-2023, helped by modest growth and full profit retention. Absolute capital size remains small, but is improving, to KZT9.9 billion (USD19.6 million) at end-2025. TL's liabilities/equity ratio of 2.2x was well below the covenanted ratio of 5x. Management aims to keep an ample buffer, targeting capitalisation (equity/assets) above 25% in the long term. Limited Funding Flexibility: TL's liquidity is acceptable for the rating, with a well-matched balance sheet and solid unrestricted cash balances of KZT1.3 billion at end-2025, covering 19.6% of short-term debt. However, TL has limited access to unsecured funding and most of its debt is secured (72.3% of total debt at end-2025), following the repayment of unsecured bonds in April 2025, constraining its funding flexibility and liquidity. High Concentrations: TL's asset quality is vulnerable to macroeconomic challenges, agricultural commodity prices, harvests and export controls. Fitch assesses TL's credit risk as high, given its considerable exposure to the agricultural sector (47% of total) and concentrated lessee base. Its lessees have high seasonality of revenue and are sensitive to weather-related risks. This drives high volatility in TL's non-performing loans (NPLs), but reasonable underwriting and collateral management help TL to contain credit losses across the cycle. Volatile Impairments; Low Coverage: TL's impaired leases declined to 0.3% of the total gross portfolio at end-2025 from a peak of 6.6% at end-2024, driven by a return to repayment schedule and recovery of delinquent exposures, primarily related to its largest agricultural lessee. Loss allowance amounted to 0.6% of the total gross portfolio at end-2025 (corresponding to healthy reserve coverage of 163%); however, Fitch expects it to decrease, in the absence of increases in NPLs. Potential Competition: Profitability has been gradually strengthening, with TL's pretax income/average assets ratio at 5.2% in 2025 (2022: 3.2%), supported by widening net interest margins. Fitch believes TL's profitability could come under pressure from increasing competition, particularly from state-owned entities and bank subsidiaries, and broader macroeconomic volatility. However, Fitch expects TL to maintain healthy performance in 2026-2027, in the absence of one-off impairment losses. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade TL's ratings could be downgraded on signs of increased refinancing risk, such as funding becoming increasingly reliant on short-term sources, or an inability to access liquidity when needed. The ratings could also be downgraded on changes in strategic direction that contribute to a material increase in risk appetite, or an increase in the gross debt/tangible equity ratio to above 5x, which would significantly narrow headroom to covenanted leverage metrics. A deterioration in asset quality that affects profitability and reduces loss absorption buffers could also lead to a rating downgrade, as could weakening profitability, for example, due to competitive pressure or state intervention in the agricultural leasing sector, with pre-tax return on average assets dropping below 2% on a sustained basis. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade Rating upside is limited in the medium term and would require a materially stronger franchise, improved liquidity and greater funding diversification. In the long term, a more diversified portfolio and larger business scale relative to both domestic and international peers', combined with a conservative leverage profile and the maintenance of financial indicators above peers', could be positive for the rating. ADJUSTMENTS The asset quality score 'b' is below the implied category 'bb' due to the following adjustment reason: risk profile and business model (negative). The earnings and profitability score 'b' is below the implied category 'bb' due to the following adjustment reason: revenue diversification (negative). The capitalisation and leverage score 'b+' is below the implied category 'bb' due to the following adjustment reason: risk profile and business model (negative). The funding, liquidity and coverage score 'b-' is below the implied category 'bb' due to the following adjustment reason: funding flexibility (negative). ESG Considerations TL has an ESG Relevance Score of '4' for Governance Structure due to significant dependence on the sole shareholder in decision-making, which has a negative impact on the credit profile, and is relevant to the ratings in conjunction with other factors. TL has an ESG Relevance Score of '4' for Exposure to Environmental Impacts due to its large exposure to the agricultural sector, which has a negative impact on the credit profile, and is relevant to the ratings in conjunction with other factors. The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Prior ----------- ------ ----- TechnoLeasing LLC LT IDR B Affirmed B ST IDR B Affirmed B LC LT IDR B Affirmed B Natl LT BB(kaz)Affirmed BB(kaz) TRANSTELECOM CO: S&P Upgrades ICR to 'B+' on Low Leverage --------------------------------------------------------- S&P Global Ratings raised its global scale issuer credit rating on TransTeleCom Co. JSC to 'B+' from 'B', and national scale issuer credit rating to 'kzBBB' from 'kzBBB-'. S&P said, "The stable outlook on the long-term global scale rating reflects our expectation of comfortable liquidity, and S&P Global Ratings-adjusted debt to EBITDA remaining below 2x, funds from operations (FFO) to debt of more than 40%, and positive free operating cash flow (FOCF) with FOCF to debt at about 10% or more." S&P said, "We forecast that Kazakhstan-based telecoms operator TransTeleCom Co. JSC will maintain low leverage and prioritize gradual debt repayment over dividend distribution in the absence of large investment projects in the next two years. "Therefore, we expect S&P Global Ratings-adjusted debt to reduce gradually, and leverage to decline below 1.5x in 2025-2026 and to about 1.0x in 2027 from 2.1x in 2024, while core telecom operations continue to generate solid EBITDA." TransTeleCom is participating in a large-scale project of Kazakhtelecom, which will boost the company's EBITDA in 2026-2027. Kazakhtelecom is executing the state project to provide high-speed internet to 99% of the country's villages by the end of 2027, with the total cost of the project exceeding Kazakhstani tenge (KZT) 200 billion (about US$430 million). TransTeleCom is acting as a contractor responsible for construction of fiberoptic infrastructure, while Kazakhtelecom will retain control over underlying assets. In this role, TransTeleCom is expected to receive remuneration for its services, which should add about KZT20 billion to EBITDA over 2026-2027. S&P said, "At the same time, we expect project-related activities to inflate revenue and operating expenditure in 2026-2027, leading to temporary decline in reported EBITDA margins to about 15% . Nevertheless, we anticipate that TransTeleCom's core telecom and IT business will continue to operate with a broadly stable profitability of about 25%. "With additional EBITDA from the contract and in absence of own large investment projects, we expect TransTeleCom will repay maturing debt and maintain leverage below 1.5 x in the next two years. We expect S&P Global Ratings-adjusted debt declined to KZT38 billion as of year-end 2025 and will decline to KZT33 billion at year-end 2026, from KZT47 billion in 2024, and thus, leverage should reduce below 1.5x in 2025-2026 from 2.1x in 2024. The deleveraging results primarily from debt repayments according to maturity schedule. We expect the core telecom operations will remain stable and the completed contracts will be gradually replaced with new ones yielding broadly the same profitability, while the existing contracts assume regular indexation, which is supportive of EBITDA generation. "We expect healthy positive FOCF generation, barring large debt-funded investment projects, and neutral to positive net working capital. The company's performance has been volatile in the past few years mainly due to one-off IT projects; however, we anticipate more visibility in the next few years given the known parameters of the Kazakhtelecom project. The company reported materially negative net working capital in 2024 due to settlements related to disposal of data centers, which we view as a one-time occurrence. Accordingly, we forecast net working capital will normalize to at least neutral in 2025 and thereafter, and contribute to positive FOCF generation with FOCF to debt at or above 10% in the forecast period through 2027. "We expect TransTeleCom to prioritize debt repayments over elevated dividend distributions. TransTeleCom's dividend policy allows 60%-100% distribution of net income. In our base case, we assume that dividends of about KZT7 billion in 2026-2027. TransTeleCom does not have a leverage target, but we think that releveraging due to extensive dividends is unlikely, and it's more likely to materialize from large new investment projects. "The recent change of major shareholder may affect longer-term development strategy and investment plans. Unit Telecom owns 75% of TransTeleCom, and in 2025, Jusan Mobile JSC acquired a 51% stake in Unit Telecom, which made it the major shareholder of TransTeleCom. We anticipate that the new ownership may affect the company’s development strategy and investments to support it. At this stage, the absence of a long-term growth framework limits visibility of the financial policy. For now, we assume that the core telecom and IT business will grow organically and capital expenditure (capex) will not exceed average historical levels of about KZT15 billion annually. "The stable outlook indicates that we expect TransTeleCom to maintain moderate leverage with debt to EBITDA below 2x, and FFO to debt of more than 40% in the medium term, while generating positive FOCF, with FOCF to debt about 10% on average. We also forecast a temporary weakening in profitability to about 15% due to inflated revenue and expense over 2026-2027, related to the large project with Kazakhtelecom. "We could lower the rating if the company's credit metrics worsen materially and sustainably, for example on the back of higher-than-forecast capex or dividends, low-profitability one-off projects, or operating headwinds affecting profitability and FOCF generation. "Further upside would hinge on sustainable business improvements, making business less volatile and more predictable, a clear development strategy, and a track record of operating under the new major shareholder." =================== L U X E M B O U R G =================== 4FINANCE HOLDING: Fitch Affirms 'B' IDR, Alters Outlook to Positive ------------------------------------------------------------------- Fitch Ratings has revised 4finance Holding S.A.'s Outlook to Positive from Stable, while affirming the company's Long-Term Issuer Default Rating (IDR) at 'B'. Fitch has also affirmed 4finance S.A.'s senior unsecured bonds, which are unconditionally and irrevocably guaranteed by 4finance Holding and its major operating subsidiaries, at 'B' with a Recovery Rating of 'RR4'. The revision of the Outlook is primarily driven by the completion of the sale of TBI Bank in February 2026, which released previously ringfenced capital and materially improved the quality and usability of the group's capital and liquidity to support debt repayment, loss absorption and growth. It is also supported by the announced early redemption of its October 2026 bond on 27 April 2026, which materially reduced near-term refinancing risk. Key Rating Drivers Sub-prime Online Consumer Lender: 4finance Holding's ratings are driven by its standalone credit profile and reflect the inherently high regulatory and credit risks of its monoline business model in the higher-risk subsector of consumer lending. They also reflect increasing exposure to weaker operating environments, heightening foreign-currency risk. Rating strengths are its long record of stable operations in sub- and near-prime unsecured consumer lending, its good profitability, granular, short-dated loan portfolio, tested access to bond markets and reduced refinancing risk. Fitch has historically treated 4finance Holding's 100%-owned Bulgarian bank subsidiary, TBI Bank, as an asset held for sale due to limited integration and synergies with the group. Good Financial Record: 4finance Holding has shown adequate financial performance through economic cycles and in different countries by developing well-established underwriting practices. High margins, sufficient scale, small ticket loans, short tenors and effective use of extensive client data have allowed the group to build a profitable online lending business ahead of some peers and to roll out its model in additional markets. Materially Improved Capitalisation: The sale of TBI Bank in February 2026 released previously ringfenced capital, materially strengthening the group's capitalisation. Fitch expects 4finance Holding's gross debt-to-tangible equity ratio to improve to about 0.5x by mid-2026. Its assessment remains constrained by its high-risk sub-prime lending focus, but this is partly offset by strong internal capital generation, a short-dated, granular portfolio and high provisioning levels, which limit potential capital erosion. TBI Bank Sale Beneficial: The disposal of TBI Bank released significant liquidity that had previously been trapped within a regulated entity. In its view, the bank offered limited strategic synergies with the core non-bank financial institutions' business and restricted cash upstreaming to the group. Fitch factors in up to EUR40 million of dividend payments from the sale proceeds. Sanctions imposed in Poland in December 2024, restricting 4finance Holding's re-entry into that market, have had no impact on the group's operations so far. High Credit Risk: 4finance Holding's business model results in large credit losses, with cost of risk (loan impairment charges/average gross loans) at 46%, while impairment charges consumed 75% of Fitch-defined pre-impairment operating profit in 2025. Impaired loans were 1.5x covered by loan loss provisions. Portfolio seasoning risks are modest, as at end-2025, about 65% of loans matured within 12 months and the loan portfolio's average maturity was nine months. Single-name concentration is low, with the 20 largest exposures representing 0.2% of the loan book at end-2025. Adequate Profitability: 4finance Holding's business model assumes high margins on loans, which are subsequently consumed by high impairment charges and marketing expenses. However, efficient online-based operations, with over 90% of loans issued through mobile phone apps, and a high number of repeat customers resulted in a sound cost/income ratio of 40% in 2025 (2024: 39%). However, expansion into new markets and different subsectors could lead to earnings volatility. 4finance Holding's pre-tax income/average assets ratio was 3% in 2025, but it was adversely affected by the high share of TBI Bank's net asset value in its calculation of assets, while excluding its returns due to the limited fungibility of capital prior to February 2026. Liquid Balance Sheet: 4finance Holding materially strengthened its liquidity following the sale of TBI Bank in February 2026. The group's business model is based on originating short-term loans that are primarily funded with longer-term bond issuance. This supports its immediate liquidity, allowing it to deleverage in a manageable manner. Reduced Refinancing Risk: At end-2025, the group had two outstanding bonds, maturing in October 2026 and May 2028. In April 2026, it announced the early redemption of its October 2026 bond, including accrued interest, amounting to about EUR140 million. The repayment of the bond on 27 April will materially reduce near-term refinancing risk. 4finance Holding's reliance on wholesale funding leaves it sensitive to shifts in investor sentiment, even though it has shown continued access to capital markets. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade The Outlook could be revised to Stable as a result of a sharp increase in credit risk or leverage, for instance, due to rapid lending growth in lower-rated jurisdictions or higher-than-expected dividend pay-outs. - A weakening of the funding and liquidity profile with, for example, shorter average debt maturities or reduced liquidity buffers - A material deterioration in profitability with, for example, pre-tax income/average assets ratio worsening to below 2% Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade Deploying the bulk of proceeds from the sale of TBI Bank in sustainably growing its franchise, leading to a stronger and more diversified business model, alongside the maintenance of sound financial metrics, could lead to an upgrade of the Long-Term IDR to 'B+' DEBT AND OTHER INSTRUMENT RATINGS: KEY RATING DRIVERS 4finance Holding's debt issuing subsidiary, 4Finance S.A., has two outstanding senior unsecured bonds of EUR139 million (initial contractual maturity in October 2026, but will be repaid on 27 April 2026) and EUR135 million (maturing in May 2028). Both bonds are irrevocably and unconditionally guaranteed by 4finance Holding's major operating subsidiaries of the group. 4finance Holding has no material external debt other than its two senior unsecured bonds. Fitch rates the senior unsecured debt in line with the Long-Term IDR, as the bonds are reference obligations, and Fitch expects average recovery prospects given the group's unsecured funding profile. DEBT AND OTHER INSTRUMENT RATINGS: RATING SENSITIVITIES The senior unsecured debt rating is mainly sensitive to changes in the Long-Term IDR. Changes to its assessment of recovery prospects for the senior unsecured debt could result in the senior unsecured debt rating being notched down from the Long-Term IDR. ADJUSTMENTS The sector risk operating environment score of 'bb' is below the implied score of 'bbb' due to the following adjustment reason(s): regulatory and legal framework (negative); regional, industry or sub-sector focus (negative). The business profile score of 'b' is below the implied score of 'bb' due to the following adjustment reason(s): business model (negative). The earnings and profitability score of 'b+' is below the implied score of 'bb' due to the following adjustment reason(s): portfolio risk (negative). The funding, liquidity and coverage score of 'b' is below the implied score of 'bb' due to the following adjustment reason(s): business model/funding market convention (negative). Summary of Financial Adjustments Fitch treated TBI Bank as an asset held for sale also for the historical period, due to its limited integration and synergies with 4finance Holding. ESG Considerations 4finance Holding has an ESG Relevance Score of '4' for Exposure to Social Impacts due to regulatory risks to the business model development (including the potential tightening of lending rate caps), which has a negative impact on the credit profile, and is relevant to the rating[s] in conjunction with other factors. 4finance Holding has an ESG Relevance Score of '4' for Customer Welfare - Fair Messaging, Privacy & Data Security due to the risks in the context of fair lending practices and pricing transparency, which has a negative impact on the credit profile, and is relevant to the rating[s] in conjunction with other factors. 4finance Holding has an ESG Relevance Score of '4' for Group Structure due to the developing nature of its corporate governance structure with limited independent oversight including the absence of a supervisory board, which has a negative impact on the credit profile, and is relevant to the rating[s] in conjunction with other factors. 4finance Holding has an ESG Relevance Score of '4' for Governance Structure due to the developing nature of its corporate governance structure, which has a negative impact on the credit profile, and is relevant to the rating[s] in conjunction with other factors. The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- 4finance Holding S.A. LT IDR B Affirmed B ST IDR B Affirmed B 4Finance S.A. senior unsecured LT B Affirmed RR4 B ===================== N E T H E R L A N D S ===================== DUTCH MORTGAGE 2026-1: S&P Assigns BB (sf) Rating to X-Dfrd Notes ----------------------------------------------------------------- S&P Global Ratings assigned credit ratings to Dutch Mortgage Finance 2026-1 B.V.'s class A, B-Dfrd, C-Dfrd, D-Dfrd, E-Dfrd, F-Dfrd, and X-Dfrd notes. At closing, the issuer also issued unrated class R, S1, and S2 notes. The pool comprises about EUR400 million prime BTL mortgage loans located in the Netherlands, mainly originated by RNHB B.V. Vesting Finance Servicing B.V. conducts the primary servicing, and RNHB B.V. is the master and special servicer. RNHB focuses on the BTL and mid-market real estate lending business in the Netherlands, targeting real estate investors, primarily midsize and smaller investment firms, as well as independent investors and affluent individuals. Unlike other lenders in the Dutch BTL market, RNHB has traditionally targeted commercial or mixed-use properties as well as residential properties. S&P believes its underwriting, origination, and risk management policies and procedures are in line with market standards. The capital structure has a fully sequential application of principal proceeds. Therefore, credit enhancement can build up over time, starting with the senior notes, enabling the structure to withstand performance shocks. A fully-funded amortizing reserve fund equal to 1% of 100/95 of the class A to F-Dfrd notes' initial balance provides liquidity and credit support for the transaction. The floor is set at 1.0% of the outstanding balance of the class A to F-Dfrd notes on the step-up date. The transaction's ability to use principal receipts to pay senior fees and interest on the most senior class of outstanding notes provides further liquidity. S&P said, "We classify the properties that form the portfolio's underlying security as 29.1% commercial and 9.9% partially commercial-use (mixed-use) properties, according to our criteria. Overall, they are within our 40% threshold for non-residential loans. However, these exposures can increase due to further advances. "The seller is not a deposit-taking institution, and therefore, the transaction is not exposed to deposit setoff risk. The issuer is a Dutch special-purpose entity, which we consider to be bankruptcy remote." The issuer is exposed to Coöperatieve Rabobank U.A. (Rabobank) as a collection foundation account bank, U.S. Bank Europe DAC as a bank account provider, and NatWest Markets N.V. as a swap counterparty. The replacement mechanisms mitigate the transaction's exposure to counterparty risk in line with S&P's counterparty criteria. S&P said, "We have used our "Principles Of Credit Ratings," Feb. 16, 2011, and "Methodology And Assumptions: Analyzing European Commercial Real Estate Collateral In European Covered Bonds," March 31, 2015, to account for the higher proportion of commercial and mixed-use properties in the pool than in a typical RMBS transaction. "Our ratings address the timely payment of interest and the ultimate payment of principal on the class A notes and the ultimate payment of interest and principal on the other rated notes if they are not the most senior class outstanding. Our analysis reflects our view that, at the assigned ratings, the senior fees and any swap outflows will be paid on time." Ratings Class Rating* Amount (mil. EUR) Class size (%)§ A AAA (sf) 332.4 87.50 B-Dfrd AA (sf) 17.1 4.50 C-Dfrd A (sf) 12.3 3.25 D-Dfrd BBB (sf) 6.6 1.75 E-Dfrd BB (sf) 4.7 1.25 F-Dfrd CCC (sf) 6.6 1.75 X-Dfrd BB (sf) 7.6 2.00 R NR N/A N/A S1 NR N/A N/A S2 NR N/A N/A *S&P's ratings address timely receipt of interest and ultimate repayment of principal on the class A notes, and ultimate repayment of interest and principal on the class B-Dfrd, C-Dfrd, D-Dfrd, E-Dfrd, F-Dfrd, and X-Dfrd notes. §As a percentage of 95% of the pool for the class A to F-Dfrd notes. NR--Not rated. N/A--Not applicable. =========== R U S S I A =========== ELDIK BANK: Fitch Puts 'B' Final Rating to Sr. Unsecured Eurobond ----------------------------------------------------------------- Fitch Ratings has assigned Open joint-stock company Eldik Bank's USD500 million 8.5% five-year senior unsecured Eurobond issue a final long-term rating of 'B' with a Recovery Rating of 'RR4'. The assignment of the final rating follows the completion of the issue and receipt of documents conforming to the information previously received. The final rating is the same as the expected rating assigned on 14 April 2026 (see Fitch Rates Eldik Bank's Upcoming Senior Unsecured Eurobond 'B(EXP)'/'RR4'). Key Rating Drivers The final rating is in line with Eldik's Long-Term Foreign-Currency Issuer Default Rating (IDR) of 'B'. In accordance with Fitch's rating criteria, recovery prospects for the notes are average, as reflected in their Recovery Rating of 'RR4'. The Eurobonds constitute direct, general, unsubordinated and unsecured obligations of the bank, which rank pari passu with all other unsecured unsubordinated obligations of Eldik. Eldik's Long-Term IDRs are equalised with Kyrgyzstan's sovereign ratings, reflecting the limited probability of support from the Kyrgyz authorities, as reflected by the bank's 'b' Government Support Rating (GSR). Eldik's 'b-' Viability Rating reflects its exposure to the volatile and structurally weak Kyrgyz economy, its high risk appetite and loan quality risks, balanced against a good domestic franchise and a record of high capitalisation and profitability. For more details on Eldik's ratings and credit profile, see 'Fitch Upgrades Eldik Bank to 'B'; Outlook Stable', dated 3 June 2025. Rating Sensitivities Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade A negative rating action on the IDR will result in a similar rating action on the debt rating. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade A positive rating action on the IDR will result in a similar rating action on the debt rating. Date of Relevant Committee 13-Apr-2026 Public Ratings with Credit Linkage to other ratings Eldik's GSR and IDRs are directly linked to Kyrgyzstan's sovereign IDRs. ESG Considerations Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. A score of '3' means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. Entity/Debt Rating Recovery Prior ----------- ------ -------- ----- Open joint-stock company Eldik Bank senior unsecured LT B New Rating RR4 B(EXP) ========= S P A I N ========= BBVA RMBS 3: Fitch Affirms 'Csf' Rating on Class C Notes -------------------------------------------------------- Fitch Ratings has affirmed BBVA RMBS 3, FTA (BBVA 3) and removed the tranches from Rating Watch Positive. Entity/Debt Rating Prior ----------- ------ ----- BBVA RMBS 3, FTA B ES0314149032 LT CCCsf Affirmed CCCsf C ES0314149040 LT Csf Affirmed Csf Transaction Summary The transaction comprises Spanish mortgages serviced by Banco Bilbao Vizcaya Argentaria S.A. (A-/Stable/F1). KEY RATING DRIVERS Updated HPI for Spain: The rating actions reflect its updated assumptions driving recovery rates under the European RMBS Rating Criteria. Since the previous house price index (HPI) update in October 2024, official data indicates that Spain has recorded strong house price growth, which has positively affected the weighted average indexed current loan-to-value ratios of relevant transactions (see 'Fitch Places 42 European RMBS Tranches on Rating Watch Positive on House Price Decline Update' dated 3 March 2026). Deferred Interest and Outstanding PDL: Outstanding deferred interest in all transactions' junior notes is not expected to be repaid before legal maturity, in line with the stressed nature of their ratings. There is also a material share of principal deficiency ledger (PDL) outstanding (12% of the collateralised notes balance), and the reserve fund is fully depleted. Credit Enhancement to Increase: Fitch expects credit enhancement (CE) to continue increasing for BBVA 3 given prevailing sequential amortisation and the ongoing clearing of PDLs. The very low or negative CE ratios for BBVA 3 notes are reflected in their distressed ratings. Neutral Asset Performance Outlook: The rating action reflects the transaction's broadly stable asset performance outlook, in line with its neutral asset performance outlook for eurozone RMBS. The transaction has low shares of loans in arrears over 90 days excluding defaults (below 0.5%) and is protected by substantial portfolio seasoning of more than 17 years. Fitch has applied a 1.5x transaction adjustment to BBVA 3's foreclosure frequency (FF) rates to reflect its general assessment of the pool considering the historical performance data. This accounts for the difference between observed FF performance in the portfolio and the criteria-derived transaction-specific weighted average (WA) FF, resulting in an increase in the transaction's WAFF. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade - Long-term asset performance deterioration such as increased delinquencies or larger defaults, which could be driven by changes to macroeconomic conditions, interest-rate increases or borrower behaviour Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade - Increases in CE ratios as the transactions deleverage to fully compensate for the credit losses and cash flow stresses commensurate with higher ratings USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY Fitch has checked the consistency and plausibility of the information it has received about the performance of the asset 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. Fitch did not undertake a review of the information provided about the underlying asset pool ahead of the transaction's closing. The subsequent performance of the transactions over the years is consistent with the rating agency's expectations given the operating environment and Fitch is therefore satisfied that the asset pool information relied upon for its initial rating analysis was adequately reliable. Overall, and together with any assumptions referred to above, Fitch's assessment of the information relied upon for the rating agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. In addition, Fitch's credit analysis of BBVA 3 assumed a 30% exposure to broker origination consistent with the information as of the closing dates because the latest loan-by-loan portfolio data did not include information about origination channel. ESG Considerations BBVA 3 has an ESG Relevance Score of '4' for Transaction Parties & Operational Risk due to the breach of derivative provider and transaction account bank minimum ratings and the absence of remedial actions, which has a negative impact on the credit profile, and is relevant to the rating[s] in conjunction with other factors. The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. =========================== U N I T E D K I N G D O M =========================== 8 ALBERT CT: FTI Consulting Appointed as Joint Administrators ------------------------------------------------------------- 8 Albert Ct Limited was placed into administration in the High Court of Justice, Business and Property Courts of England and Wales, Insolvency and Companies List (ChD), No CR-2026-001789, and Joanne Hewitt-Schembri, Ali Abbas Khaki, and Matthew Boyd Callaghan of FTI Consulting were appointed as joint administrators on March 10, 2026. The company engages in the buying and selling of own real estate. The company's registered office is at c/o FTI Consulting, 200 Aldersgate, Aldersgate Street, London, EC1A 4HD. The Joint Administrators can be reached at: Joanne Hewitt-Schembri Ali Abbas Khaki Matthew Boyd Callaghan FTI Consulting 200 Aldersgate, Aldersgate Street London, Greater London, United Kingdom For further details, contact: FTI Consulting Tel. No: +44 (0)7974 518450 Email: project_mist@fticonsulting.com ATLAS FUNDING 2026-1: Fitch Assigns 'BBsf' Rating to Class X2 Notes ------------------------------------------------------------------- Fitch Ratings has assigned Atlas Funding 2026-1 PLC final ratings, as detailed below. Entity/Debt Rating Prior ----------- ------ ----- Atlas Funding 2026-1 PLC A XS3346958914 LT AAAsf New Rating AAA(EXP)sf B XS3346959052 LT AAsf New Rating AA(EXP)sf C XS3346959136 LT A+sf New Rating A+(EXP)sf D XS3346959219 LT BBB+sf New Rating BBB(EXP)sf E XS3346959300 LT BB+sf New Rating BB(EXP)sf X1 XS3346959565 LT BB+sf New Rating BB+(EXP)sf X2 XS3346959649 LT BBsf New Rating BB(EXP)sf Transaction Summary Atlas 2026-1 is a securitisation of buy to-let (BTL) mortgages originated in England and Wales by Lendco Limited. This is 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 also acts as servicer. KEY RATING DRIVERS Prime BTL: The pool has a weighted average (WA) seasoning of 29 months as just under half the pool was originated in 2021-2022. The WA original loan-to-value is 72.1% and the Fitch calculated WA interest coverage ratio 85.3%, 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 allows 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-four 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 93.1% 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. Final Ratings Above Expected Ratings: The notes and swap rates were priced at lower margins than those provided to Fitch when it assigned the expected ratings. As a result, the final ratings for the class D and E notes are one notch higher than the expected ratings. In addition, as part of Fitch's rating determination, the class C note is capped at 'A+sf' due to liquidity constraints, while the class E note is capped at 'BB+sf' due to excessive reliance on the turbo feature. 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, C and E notes and one notch each for the class A and D notes. Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade Stable-to-improved asset performance driven by stable delinquencies and defaults would lead to 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 upgrades of one notch for the class B and X2 notes, and up to three notches for the class D note. The class A, C, E and X1 notes are already rated at their respective maximum achievable ratings. USE OF THIRD PARTY DUE DILIGENCE PURSUANT TO SEC RULE 17G -10 Form ABS Due Diligence-15E was not provided to, or reviewed by, Fitch in relation to this rating action. DATA ADEQUACY Fitch reviewed the results of a third-party assessment conducted on the asset portfolio information and concluded that there were no findings that affected the rating analysis. Fitch conducted a review of a small, targeted sample of the originator's valuation files at the time of the previous issuance and found the information contained in the reviewed files to be adequately consistent with the originator's policies and practices as well as the other information provided to Fitch about the asset portfolio. Overall, and together with any assumptions referred to above, Fitch's assessment of the information relied upon for the agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. CLOCK BIO: FRP Advisory Appointed as Joint Administrators --------------------------------------------------------- Clock Bio Limited was placed into administration in the High Court of Justice, Court Number CR-2026-001863. Geoffrey Paul Rowley and Philip Lewis Armstrong of FRP Advisory Trading Limited were appointed as joint administrators on March 11, 2026. Clock Bio Limited specialized in research and experimental development on biotechnology. Its registered office is at Salisbury House, Station Road, Cambridge, CB1 2LA (in the process of being changed to c/o FRP Advisory Trading Limited, 2nd Floor, 110 Cannon Street, London, EC4N 6EU). The Joint Administrators can be reached at: Geoffrey Paul Rowley Philip Lewis Armstrong FRP Advisory Trading Limited 110 Cannon Street London EC4N 6EU For further details, contact: The Joint Administrators Tel. No: 020 3005 4000 Alternative contact: Aaron Graft Email: cp.london@frpadvisory.com E-CARAT UK 2026-1: Fitch Assigns 'B+(EXP)sf' Rating to Cl. F Notes ------------------------------------------------------------------ Fitch Ratings has assigned E-CARAT UK 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 ----------- ------ E-CARAT UK 2026-1 PLC Class A LT AAA(EXP)sf Expected Rating Class B LT AA(EXP)sf Expected Rating Class C LT A+(EXP)sf Expected Rating Class D LT BBB+(EXP)sf Expected Rating Class E LT BB+(EXP)sf Expected Rating Class F LT B+(EXP)sf Expected Rating Class G LT NR(EXP)sf Expected Rating Transaction Summary The transaction is a securitisation of auto loan receivables originated and serviced by Stellantis Financial Services UK Limited. The financed vehicles are mainly from Stellantis brands such as Vauxhall, Peugeot, Citroën and Fiat, and, to a lesser extent non-Stellantis brands. A discounted asset balance is expected to be sold to the issuer at the closing date, with additional loans to be sold during a one-year revolving period, subject to eligibility and replenishment criteria. KEY RATING DRIVERS Stable Performance Drives Base Case: Fitch has set a 1.5% lifetime default base-case assumption for the portfolio, reflecting stable and strong historical default performance across the entire pool. Overall performance has been resilient, despite some volatility during pandemic-affected vintages, with recent originations showing improvement. The high 'AAAsf' default multiple of 7.0x is due to the low absolute level of the base case and the risks associated with the revolving period. The base-case recovery rate is 65%, mostly reflecting recoveries achieved in recent vintages. The 'AAAsf' haircut is in line with peer transactions at 45%, mainly due to the secured nature of the assets. RV and VT Risks Contained: The transaction is exposed to both residual value (RV) and voluntary termination (VT) risks. However, overall RV exposure is constrained by a 30% portfolio limit, which is already reached. As a result, Fitch does not expect an increase in RV exposure during the revolving period. Fitch has applied a 'AAAsf' RV loss assumption of 6.7% and a VT loss assumption of 6.4% to the total stressed pool, reflecting the portfolio's risk profile under stress scenarios. Pro Rata Note Amortisation: The class A to G notes will be repaid pro rata from the first payment date after the end of the revolving period unless a sequential amortisation event occurs. This event is mainly defined in relation to portfolio performance metrics, such as a principal deficiency ledger (PDL) or cumulative losses exceeding certain thresholds. The tail risk posed by the pro rata pay-down is mitigated by the mandatory switch to sequential amortisation when the portfolio balance falls below 10% of the initial balance. Experienced Servicer: There will be no replacement servicer in place at closing. A replacement servicer will be appointed if Stellantis Financial Services UK fails to fulfil payment obligations to the issuer, fails to materially comply with its other covenants or obligations, or becomes insolvent. A back-up servicer facilitator will be in place from close. An amortising liquidity reserve will be available from closing to cover liquidity gaps on the class A to D notes resulting from servicing discontinuity or other payment interruptions. RATING SENSITIVITIES Factors that Could, Individually or Collectively, Lead to Negative Rating Action/Downgrade Unanticipated increases in the frequency of defaults or decreases in recovery rates could produce larger losses than the base case and could result in negative rating action on the notes. Sensitivities to higher default rates and lower recoveries are shown below: Expected impact on the notes' ratings of increased defaults (class A/B/C/D/E/F/G) Increase default rates by 10%: 'AAAsf'/'AAsf'/'A+sf'/'BBB+sf'/'BB+sf'/'B+sf'/'NRsf' Increase default rates by 25%: 'AA+sf'/'AAsf'/'A+sf'/'BBB+sf'/'BB+sf'/'B+sf'/'NRsf' Increase default rates by 50%: 'AA+sf'/'AA-sf'/'Asf'/'BBB+sf'/'BB+sf'/'B+sf'/'NRsf' Expected impact on the notes' ratings of reduced recoveries (class A/B/C/D/E/F/G) Reduce recovery rates by 10%: 'AAAsf'/'AAsf'/'A+sf'/'BBB+sf'/'BB+sf'/'B+sf'/'NRsf' Reduce recovery rates by 25%: 'AAAsf'/'AAsf'/'A+sf'/'BBB+sf'/'BB+sf'/'B+sf'/'NRsf' Reduce recovery rates by 50%: 'AA+sf'/'AA-sf'/'Asf'/'BBB+sf'/'BBsf'/'Bsf'/'NRsf' Expected impact on the notes' ratings of increased defaults and reduced recoveries (class A/B/C/D/E/F/G) Increase default rates by 10% and reduce recovery rates by 10%: 'AA+sf'/'AAsf'/'Asf'/'BBB+sf'/'BB+sf'/'B+sf'/'NRsf' Increase default rates by 25% and reduce recovery rates by 25%: 'AA+sf'/'AA-sf'/'Asf'/'BBB+sf'/'BBsf'/'Bsf'/'NRsf' Increase default rates by 50% and reduce recovery rates by 50%: 'AAsf'/'A+sf'/'A-sf'/'BBB-sf'/'BB-sf'/'CCCsf'/'NRsf' Factors that Could, Individually or Collectively, Lead to Positive Rating Action/Upgrade Unanticipated decreases in the frequency of defaults or increases in recovery rates could produce smaller losses than the base case and could result in positive rating action on the notes. The expected impact on the notes' ratings of decreased default rates by 10% and increased recovery rates by 10% are as follows (class A/B/C/D/E/F/G): 'AAAsf'/'AA+sf'/'AA-sf'/'A-sf'/'BBB-sf'/'BBsf'/'NRsf' 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 sought to receive a third-party assessment conducted on the asset portfolio information, but none was available for this transaction. Overall, and together with any assumptions referred to above, Fitch's assessment of the information relied upon for the agency's rating analysis according to its applicable rating methodologies indicates that it is adequately reliable. ESG Considerations The highest level of ESG credit relevance is a score of '3', unless otherwise disclosed in this section. A score of '3' means ESG issues are credit neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Fitch's ESG Relevance Scores are not inputs in the rating process; they are an observation on the relevance and materiality of ESG factors in the rating decision. EMBANKMENT (TS): BTG Begbies, FRP Named as Joint Administrators --------------------------------------------------------------- Embankment (TS) Limited was placed into administration in the Business and Property Courts of England and Wales Insolvency and Companies List (ChD), Court Number CR-2026-001982. Paul Steven Cooper of BTG Begbies Traynor (London) LLP, David Paul Hudson and Simon Baggs of FRP Advisory Trading Ltd were appointed as joint administrators on March 13, 2026. Embankment (TS) 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 Joint Administrators can be reached at: Paul Steven Cooper BTG Begbies Traynor (London) LLP 40 Bank Street Canary Wharf London E14 5NR -- and -- David Paul Hudson Simon Baggs FRP Advisory Trading Ltd 2nd Floor, 110 Cannon Street London EC4N 6EU For further details, contact: Marcus Wright Tel. No: 0114 275 5033 Email: sheffield.north@btguk.com IVERNA COURT: BTG Begbies, FRP Advisory Appointed as Administrators ------------------------------------------------------------------- Iverna Court Property 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-2026-001981. Paul Cooper of BTG Begbies Traynor (London) LLP, David Hudson and Simon Baggs of FRP Advisory Trading Limited were appointed as administrators on March 13, 2026. Iverna Court 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 Administrators can be reached at: Paul Cooper BTG Begbies Traynor (London) LLP c/o Floor 2, 10 Wellington Place Leeds LS1 4AP -- and -- David Hudson Simon Baggs FRP Advisory Trading Limited 110 Cannon Street London EC4N 6EU For further details, contact: Benjamin Silverwood BTG Begbies Traynor (Central) LLP Tel. No: 0113 285 8610 Email: benjamin.silverwood@btguk.com KINGSWAY SLG: Leonard Curtis Appointed as Joint Administrators -------------------------------------------------------------- Kingsway SLG 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-2026-001570. Nick Myers and Alex Cadwallader of Leonard Curtis were appointed as joint administrators on March 2, 2026. Kingsway SLG Limited specialized in hotels and similar accommodation. Its registered office is at Cavern Court, 1st Floor, 8 Mathew Street, Liverpool, Merseyside, L2 6RE. 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 NEW FORTRESS: Advances UK Restructuring with 97% Creditor Support ----------------------------------------------------------------- New Fortress Energy Inc. previously announced on March 17, 2026, that it entered into a Restructuring Support Agreement with its creditors as part of a consensual UK Restructuring Plan. NFE is pleased to announce that it has received commitments of support for the transaction, to be implemented through a UK RP, from approximately 97% in value of its holders and lenders in aggregate. Practice Statement Letter NFE is also pleased to announce that its subsidiaries, NFE Global Holdings Limited and NFE Brazil Newco Limited, have now executed and published a practice statement letter dated April 20, 2026, in connection with the implementation of the transactions contemplated by the RSA via the UK RP. The Practice Statement Letter is addressed to the Plan Creditors (as defined in the Practice Statement Letter). The Practice Statement Letter outlines each of the Plan Company's proposed UK RP, its proposed effects and the next steps for Plan Creditors. Creditors are encouraged to read the Practice Statement Letter which is available online through the website: https://deals.is.kroll.com/nfe, which has been set up by Kroll Issuer Services Limited as information agent in connection with the UK RP. Creditors that do not already have a password to access the Plan Website and require one should contact the information agent at the email address nfe@is.kroll.com. Creditors should contact the Information Agent at nfe@is.kroll.com with any questions on accessing the Practice Statement Letter -- including to request provision of a hard copy. Convening Hearing The Plan Companies intend to apply to the High Court of Justice of England and Wales, for permission to convene a meeting of Plan Creditors (as defined in the Practice Statement Letter) to consider and, if thought appropriate, approve the UK RP. The date of the Convening Hearing is expected to be May 14, 2026 and the details of the Convening Hearing will be confirmed to Plan Creditors by the Information Agent (and details will also be available on the Plan Website). Further Information For further details on the transaction and its terms, please refer to NFE's previous announcement on March 17, 2026, regarding its entry into the RSA. As previously announced, the Company expects the transaction to be completed by the third quarter of 2026, subject to court availability, customary conditions and regulatory approvals. About New Fortress Energy Inc. New Fortress Energy Inc., a Delaware corporation, is a global energy infrastructure company founded to help address energy poverty and accelerate the world's transition to reliable, affordable and clean energy. The Company owns and operates natural gas and liquefied natural gas infrastructure, ships and logistics assets to rapidly deliver turnkey energy solutions to global markets. The Company has liquefaction, regasification and power generation operations in the United States, Jamaica, Brazil and Mexico. The Company has marine operations with vessels operating under time charters and in the spot market globally. As of September 30, 2025, the Company had $11.9 billion in total assets, $10.8 billion in total liabilities, and a total stockholders' equity of $1.1 billion. * * * In November 2025, S&P Global Ratings lowered its Company credit rating on New Fortress Energy Inc. (NFE) to 'SD' (selective default) from 'CCC'. At the same time, S&P lowered its issue level rating on NFE's 12% senior secured notes due 2029 to 'D' from 'CCC-'. The downgrade reflects NFE's decision to enter into a forbearance agreement. S&P will reevaluate its ratings on NFE before the end of November as more information becomes available. The Company has initiated a process to evaluate its strategic alternatives to improve its capital structure. It has retained Houlihan Lokey Capital, Inc. as financial advisor and Skadden, Arps, Slate, Meagher & Flom LLP as legal advisor to assist it in this evaluation. The Company, along with its advisors, is considering all options available, including asset sales, capital raising, debt amendments and refinancing transactions, and other strategic transactions that seek to provide additional liquidity and relief from acceleration under its debt agreements. As part of this process, the Company is engaging in discussions with various existing stakeholders and potential investors. There are inherent uncertainties as the outcome of these negotiations and potential transactions are outside management's control, and therefore there are no assurances that management will be successful in these negotiations and that any of these potential transactions will occur. In addition, there can be no assurances that these transactions will sufficiently improve the Company's liquidity or that the Company will otherwise realize the anticipated benefits. Moreover, if the Company fails to obtain amendments and forbearance, the Company may be required or compelled to pursue additional restructuring initiatives to preserve value and optionality, including possible out-of-court restructurings, or in-court relief, which could have a material and adverse impact on the Company's stockholders. QG PLACE (FLAT A): BTG Begbies, FRP Named as Joint Administrators ----------------------------------------------------------------- QG Place (Flat A) 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-2026-001993. Paul Cooper of BTG Begbies Traynor (London) LLP, David Hudson and Simon Baggs of FRP Advisory Trading Limited were appointed as Joint Administrators on March 13, 2026. QG Place (Flat A) 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 Joint Administrators 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 TULLOW OIL: S&P Cuts ICR to 'D' on Completion of Debt Restructuring ------------------------------------------------------------------- S&P Global Ratings lowered its long-term issuer credit rating on Tullow Oil and its issue rating on its $1.285 billion senior secured notes due May 2026 to 'D' (default) from 'CC'. S&P said, "We will reassess our view of Tullow Oil's new capital structure in the next few weeks based on the company's business prospects. We will then also withdraw our rating on the $1.285 billion senior secured notes due May 2026 issued by Tullow Oil, to reflect their release and exchange, and assign ratings to the $1. 21 billion senior secured notes issued by Tullow Holdco 2 Ltd." On April 27, 2026, Tullow Oil implemented a consensual debt restructuring on its entire capital structure. S&P Global Ratings views this restructuring as a distressed debt exchange and tantamount to a default. Tullow Oil replaced its $1.285 billion senior secured notes and of the $400 million loan provided by Glencore with new debt instruments. The restructured debt comprises all the debt instruments in its capital structure at the time of default. Under the transaction: -- Tullow Oil released the $1.285 billion senior secured notes 10.25% due May 15, 2026, and exchanged them for $1.185 billion senior secured notes 10.25% cash, 3.0% payment in kind (PIK) and 1.75% pay-if-you can issued by Tullow Holdco 2 Ltd., while repaying $100 million from cash on hand. In addition, Tullow Holdco 2 Ltd. issued $25 million fungible new senior secured notes to Glencore as a fee payment. The maturity of the new $1.21 billion senior secured notes is November 2028, 2.5 years after the May 2026 maturity of the original senior secured notes. This maturity will spring to May 18, 2028, if Tullow has not signed a legally binding sale and purchase agreement by Sept. 30, 2027 (the mergers and acquisition back-stop date). -- Tullow Oil also released the $400 million Glencore secured loan and exchanged it for $423 million junior notes issued by Tullow Holdco 1 Ltd. The $423 million includes $23 million of capitalized interests and upfront fee. These notes will bear interest at the secured overnight financing rate (SOFR) plus 12.75% PIK per year (with an additional 0.75% PIK if the Brent price for the relevant period exceeds $65 per barrel [/bbl]) and will mature on May 15, 2030. These notes will rank junior to the new senior secured notes. -- Finally, Glencore also provided a new super senior $100 million cargo prepayment facility (CPF) loan to Tullow Ghana Ltd. The November 2028 maturity of the CPF loan will also spring to May 15, 2028, if Tullow Oil has not signed a share purchase agreement by Sept. 30, 2027. The facility ranks super senior secured and benefits from the same security package and guarantees as the new senior secured notes. The CPF loan can be drawn against designated cargo from the Ghanaian Jubilee and Tweneboa-Enyenra-Ntomme (TEN) fields' sold under the existing offtake arrangements, with each advance repaid from the relevant cargo sale proceeds. Interest will be charged at SOFR plus 4.50% per year. Glencore received an upfront fee of 1.0% of the total facility amount. S&P said, "Although this transaction was implemented on a consensual basis, we view it as distressed and tantamount to a default. The transaction was consensual and received the consent of over 99% of senior secured noteholders, and of Glencore. Despite this, we view the transaction as a distressed debt exchange and tantamount to default. We also view the compensation provided to lenders as insufficient. The $1.285 billion senior secured noteholders only received a 1% cash pay lock-up fee for the 2.5-year maturity extension. We do not consider the addition of 300 basis points (bps) of PIK interest and 175 bps of pay-if-you-can interest as sufficient compensation for the senior secured noteholders to account for the maturity deferral, and we think there is a significant level of uncertainty associated with the ultimate receipt of accrued interest. We also consider the $5 million fee and $25 million noncash fee that Glencore receives to be inadequate compensation for the 18-month maturity extension and the replacement of cash interest with PIK interest. "We will reevaluate our ratings on Tullow Oil and assign ratings to the $1. 21 billion senior secured notes issued by Tullow Holdco 2 Ltd. shortly. We will rate Tullow Oil based on our assessment of its updated business plan, capital structure, and liquidity. The company's liquidity will temporarily improve, as the maturity wall was extended by 2.0-2.5 years. That said, we believe that Tullow remains exposed to meaningful refinancing risk. In addition, while the current oil prices are supportive of the company's short-term prospects, we believe that Tullow Oil remains exposed and reliant on favorable oil prices and financing conditions to meet its obligations. Our latest price deck anticipates Brent at $85/bbl for 2026. For further details, see "S&P Global Ratings Raises WTI and Brent Price Assumptions Amid Uncertainty Following Announced Ceasefire," April 10, 2026. In addition to this, the company has a concentrated asset base, which largely consists of two fields in Ghana. In 2025 production averaged 40,400 barrels of oil equivalent per day (boepd) (61,200 boepd in 2024) and proven and probable reserves were 100.4 million boe (2024: 164.5 million boe). As a result, we anticipate that the company's credit profile under the new capital structure could fall into the 'ccc' category." ********* 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 * * *